Business Context and Reporting Period
Company: New Fortress Energy Inc. (NFE)
Filing Type: Form 10-K (Annual Report)
Reporting Period: Year ended December 31, 2025
Business Overview: NFE is a global energy infrastructure company focused on liquefied natural gas (LNG) and natural gas infrastructure, shipping, and power generation. Operations are conducted through two segments: Terminals and Infrastructure, and Ships. The company operates facilities in Puerto Rico, Mexico, Brazil, and is developing projects in Nicaragua and Ireland.
Key Financial Metrics (Year Ended Dec 31, 2025)
| Metric | Value (in millions) |
|---|---|
| Total Revenues | $1,504.0 |
| Net Loss | $(1,832.0) |
| Net Loss Per Share (Basic) | $(6.63) |
| Consolidated Segment Operating Margin (Non-GAAP) | $340.3 |
| Total Debt (Gross) | $8,178.9 |
| Cash and Cash Equivalents | $226.5 |
| Restricted Cash | $130.5 |
| Operating Cash Flow | $(583.4) |
Material Changes vs. Prior Period
- Revenue Decline: Total revenues decreased by approximately 36% to $1.50 billion from $2.36 billion in 2024. This was primarily driven by the sale of the Jamaica Business in May 2025 and the termination of the grid stabilization project in Puerto Rico.
- Significant Impairments: The company recognized $860.9 million in asset impairment expenses and $598.1 million in goodwill impairment expenses, totaling over $1.4 billion. These charges relate to the decision not to pursue certain Fast LNG projects, the ZeroParks hydrogen project, and the Lakach deepwater project.
- Asset Sales: NFE recorded a gain of $670.9 million on the sale of assets, including the Jamaica Business (gain of $453.8 million) and certain vessels to Energos (gain of $217.1 million).
- Interest Expense: Interest expense increased significantly to $777.8 million from $316.3 million in 2024, driven by higher debt balances and increased borrowing rates, partially offset by reduced capitalization of interest as major projects were placed in service.
Guidance, Outlook, and Material Risks
Restructuring Transaction
On March 17, 2026, NFE entered into a Restructuring Support Agreement (RSA) with creditors representing over 95% of its approximately $5.8 billion aggregate indebtedness. The proposed transaction involves:
- Spin-off: Separation into two independent entities: "BrazilCo" (Brazil business) and "CoreCo" (remaining assets).
- Debt-for-Equity: Exchange of existing debt for new term loans, convertible preferred stock, and common stock. Existing shareholders will retain 35% of the post-restructuring equity.
- Going Concern: Management has concluded there is substantial doubt about the company's ability to continue as a going concern without the successful consummation of this restructuring.
Events of Default
The company has missed interest and principal payments on multiple debt instruments (including the New 2029 Notes, Term Loan A, Term Loan B, Revolving Credit Agreement, 2026 Notes, and 2029 Notes). These defaults are currently subject to forbearance agreements under the RSA. If the restructuring fails, these defaults could trigger acceleration of substantially all indebtedness.
Internal Control Weaknesses
The company identified material weaknesses in internal controls over financial reporting, leading to the restatement of financial statements for 2023, 2024, and interim periods in 2025. Issues included misclassification of capital expenditures, errors in interest capitalization, and deficiencies in IT general controls. The independent auditor issued an adverse opinion on internal controls.
Legal Proceedings
NFE is subject to a putative securities class action lawsuit regarding statements concerning its FLNG project in Altamira, Mexico, and various derivative actions. The company also faces arbitration proceedings related to its operations in Jamaica and Brazil.
Investor Verification Checklist
- Restructuring Status: Verify the progress of the Restructuring Support Agreement (RSA) and the likelihood of obtaining necessary court sanctions (UK High Court) and U.S. Chapter 15 recognition.
- Liquidity Position: Confirm current cash balances and the ability to meet the $100 million minimum liquidity threshold required for the restructuring closing.
- Debt Acceleration Risk: Assess the risk of debt acceleration if the RSA is terminated or if forbearance agreements expire without a completed restructuring.
- Restatement Impact: Review the full scope of the financial restatements and the remediation plan for internal control weaknesses.
- Asset Impairments: Evaluate the remaining carrying value of development projects (e.g., FLNG 2, Ireland Facility) and the probability of their completion post-restructuring.
- Customer Concentration: Monitor the performance and creditworthiness of major customers, particularly PREPA (Puerto Rico) and CFE (Mexico), which constitute a significant portion of revenue.