NEW YORK–(BUSINESS WIRE)–Jan. 13, 2021–\u00a0New Fortress Energy Inc.\u00a0(Nasdaq: NFE) (\u201cNFE\u201d) today announced that it has entered into definitive agreements to acquire Hygo Energy Transition Ltd. (\u201cHygo\u201d), a 50-50 joint venture between\u00a0Golar LNG Limited\u00a0(Nasdaq: GLNG) (\u201cGLNG\u201d) and\u00a0Stonepeak Infrastructure Fund II Cayman (G) Ltd., a fund managed by\u00a0Stonepeak Infrastructure Partners\u00a0(\u201cStonepeak\u201d), and\u00a0Golar LNG Partners, LP\u00a0(Nasdaq: GMLP) (\u201cGMLP\u201d).<\/p>\n
\u201cWith a strong presence in\u00a0Brazil\u00a0and a world-class LNG shipping business, Hygo and GMLP are excellent additions to our efforts to accelerate the world\u2019s energy transition,\u201d said\u00a0Wes Edens, Chairman and CEO of NFE. \u201cThe addition of Hygo will quickly expand our footprint in\u00a0South America\u00a0with three gas-to-power projects in Brazil\u2019s large and fast-growing market. With GMLP, we gain LNG ships and world-class operators that are an ideal fit to support our existing terminals and robust pipeline.\u201d<\/p>\n
\u201cWe are impressed with what\u00a0Wes Edens\u00a0and the NFE team have created and their commitment to changing the energy industry,\u201d said Golar LNG Chairman\u00a0Tor Olav Troim. \u201cThey share our vision to provide cheaper and cleaner energy to a growing population. The consolidation of two of the entrepreneurial LNG downstream players gives the company improved access to capital and creates a unique world-leading energy transition company which Golar shareholders will benefit from being a part of going forward.\u201d<\/p>\n
\u201cTor\u00a0Olav Tr\u00f8im\u00a0and his teams have been pioneers in the global shipping and energy industries,\u201d continued Edens. \u201cThe addition of this great portfolio of assets enhances our fully integrated approach and we\u2019re excited for them to become part of NFE. This is a great step towards our goal of finishing this year with fifteen to twenty terminals that bring more clean and affordable energy to growing markets around the world.\u201d<\/p>\n
With the acquisition of Hygo, NFE will acquire an operating floating storage and regasification unit (FSRU) terminal and a 50% interest in a 1500MW power plant in\u00a0Sergipe, Brazil\u00a0as well as two other FSRU terminals with 1200MW of power in advanced stages in\u00a0Brazil. Hygo\u2019s fleet consists of a newbuild FSRU and two operating LNG carriers.<\/p>\n
NFE will also acquire a leading owner of FSRUs and LNG carriers as well as a pioneer in floating liquefaction technologies with the GMLP transaction. The addition of GMLP\u2019s fleet of six FSRUs, four LNG carriers and a 50% interest in Trains 1 and 2 of the Hilli, a floating liquefaction vessel, is expected to support both NFE\u2019s existing facilities and international project pipeline.<\/p>\n
Acquisition of Hygo Energy Transition Ltd.<\/strong><\/p>\n Under NFE\u2019s agreement with Hygo (the \u201cHygo Agreement\u201d), NFE will acquire all of the outstanding shares of Hygo for 31.4 million shares of NFE Class A common stock and\u00a0$580 million\u00a0in cash. The transaction is valued at a\u00a0$3.1 billion\u00a0enterprise value and a\u00a0$2.18 billion\u00a0equity value. Pursuant to the transaction, GLNG will receive 18.6 million shares of NFE Class A common stock and\u00a0$50 million\u00a0in cash and Stonepeak will receive 12.7 million shares of NFE Class A common stock and\u00a0$530 million\u00a0in cash. Hygo\u2019s Board of Directors, together with GLNG and Stonepeak, the shareholders of Hygo, have unanimously approved the proposed transaction with NFE. The closing of the transaction is subject to the receipt of certain regulatory approvals and third party consents and other customary closing conditions, and is expected to occur in the first half of 2021.<\/p>\n Acquisition of\u00a0Golar LNG Partners, LP\u00a0<\/strong><\/p>\n Under NFE\u2019s agreement with GMLP (the \u201cGMLP Agreement\u201d), NFE has agreed to acquire all of the outstanding common units of GMLP for\u00a0$3.55\u00a0per common unit in cash. NFE has also agreed to acquire GMLP\u2019s general partner for equivalent consideration based on the general partner\u2019s economic interest in GMLP. The preferred units of GMLP will remain outstanding. The transaction is valued at a\u00a0$1.9 billion\u00a0enterprise value and\u00a0$251 million\u00a0common equity value. GMLP\u2019s Board of Directors, acting upon the recommendation of a special committee of independent directors of GMLP, unanimously approved the proposed transaction with NFE. The closing of the transaction is subject to the approval by the holders of a majority of GMLP\u2019s outstanding common units, the receipt of certain regulatory approvals and third party consents and other customary closing conditions, and is expected to occur in the first half of 2021. GLNG has entered into a support agreement with NFE committing to vote its approximately 30.8% interest in GMLP\u2019s common units in favor of the transaction.<\/p>\n Skadden, Arps, Slate, Meagher & Flom LLP,\u00a0Conyers Dill & Pearman\u00a0and\u00a0Watson Farley and Williams\u00a0are acting as NFE\u2019s legal advisors in the transaction.\u00a0Goldman Sachs & Co.\u00a0and Citi are acting as financial advisors to Hygo and\u00a0Vinson & Elkins LLP\u00a0is acting as Hygo\u2019s legal advisor.\u00a0Deutsche Bank Securities Inc.\u00a0is acting as financial advisor to the special committee of\u00a0GMLP, Akin Gump Strauss Hauer & Feld LLP\u00a0is acting as the special committee\u2019s legal advisor, and\u00a0Baker Botts L.L.P.\u00a0is acting as GMLP\u2019s legal advisor.\u00a0Simpson, Thacher, & Bartlett LLP\u00a0are acting as legal advisors to Stonepeak.<\/p>\n About\u00a0New Fortress Energy<\/strong><\/p>\n New Fortress Energy\u00a0is a global energy infrastructure company founded to help accelerate the world\u2019s transition to clean energy. The company funds, builds and operates natural gas infrastructure and logistics to rapidly deliver fully integrated, turnkey energy solutions that enable economic growth, enhance environmental stewardship and transform local industries and communities.<\/p>\n View source version on businesswire.com:\u00a0<\/span>https:\/\/www.businesswire.com\/news\/home\/20210113005495\/en\/<\/a><\/span><\/p>\n IR: Media:This communication contains forward-looking statements. All statements contained in this communication other than historical information are forward-looking statements that involve known and unknown risks and relate to future events, our future financial performance or our projected business results. In some cases, you can identify forward-looking statements by terminology such as \u201cmay,\u201d \u201cwill,\u201d \u201cshould,\u201d \u201cexpects,\u201d \u201cplans,\u201d \u201canticipates,\u201d \u201cbelieves,\u201d \u201cestimates,\u201d \u201cpredicts,\u201d \u201cprojects,\u201d \u201ctargets,\u201d \u201cpotential\u201d or \u201ccontinue\u201d or the negative of these terms or other comparable terminology. Such forward-looking statements are necessarily estimates based upon current information and involve a number of risks and uncertainties. Actual events or results may differ materially from the results anticipated in these forward-looking statements as a result of a variety of factors.<\/h6>\n
Specific factors that could cause actual results to differ from those in the forward-looking statements include, but are not limited to: (i) changes in federal, state, local and foreign laws or regulations to which NFE, Hygo or GMLP is subject; (ii) terrorism and other security risks, including cyber risk, adverse weather conditions, including hurricanes, environmental releases and natural disasters; (iii) adverse regional, national, or international economic conditions, adverse capital market conditions and adverse political developments; (iv) shutdowns or interruptions at Hygo\u2019s or GMLP\u2019s terminaling, storage and processing assets; (v) volatility in the price of LNG products; (vi) nonpayment or nonperformance by any of NFE\u2019s, Hygo\u2019s or GMLP\u2019s customers or suppliers; (vii) NFE\u2019s ability to integrate the acquired assets and operations with its existing assets and operations and to realize anticipated cost savings and other efficiencies and benefits; (viii) the risk that the proposed transactions with each of Hygo and GMLP may not be completed in a timely manner or at all; (ix) GMLP\u2019s ability to receive, on a timely basis or otherwise, the required approval of the proposed GMLP Transaction with NFE by GMLP\u2019s common unitholders; (x) the possibility that competing offers or acquisition proposals for GMLP will be made; (xi) the possibility that any or all of the various conditions to the consummation of the Hygo Transaction or the GMLP Transaction may not be satisfied or waived, including the failure to receive any required regulatory approvals from any applicable governmental entities (or any conditions, limitations or restrictions placed on such approvals); (xii) the effect of the announcement or pendency of the transactions contemplated by each of the Hygo Agreement and GMLP Agreement on NFE\u2019s, Hygo\u2019s and GMLP\u2019s ability to retain and hire key personnel, their ability to maintain relationships with their respective customers, suppliers and others with whom they do business, and their operating results and business generally; (xiii) the possibility that long-term financing for the proposed transactions may not be available on favorable terms, or at all; and (xiv) the cautionary discussion of risks and uncertainties detailed in Part I, Item 1A, \u201cRisk Factors\u201d and Part II, Item 7, \u201cManagement\u2019s Discussion and Analysis of Financial Condition and Results of Operations\u201d of NFE\u2019s Annual Report on Form 10-K for the fiscal year ended\u00a0December 31, 2019\u00a0(as filed with the\u00a0SEC\u00a0on\u00a0March 4, 2020) and other risk factors identified herein or from time to time in NFE\u2019s periodic filings with the\u00a0SEC. These factors are not necessarily all of the important factors that could cause actual results to differ materially from those expressed in any of NFE\u2019s forward-looking statements. Other known or unpredictable factors could also have material adverse effects on future results.<\/h6>\n
We undertake no duty to update these forward-looking statements, even though our situation may change in the future. Furthermore, we cannot guarantee future results, events, levels of activity, performance, projections, achievements and the completion of each of the GMLP Transaction and the Hygo Transaction.<\/h6>\n
\nJoshua Kane
\n(516) 268-7455
\njkane@newfortressenergy.com<\/p>\n
\nJake Suski
\n(516) 268-7403
\npress@newfortressenergy.com<\/p>\n