NextDecade (NEXT) 10-Q 10 Nov 21 2021 Q3 Quarterly report Financial data

Document And Entity Information

Document And Entity Information - shares	9 Months Ended
	Sep. 30, 2021	Nov. 08, 2021
Document Information [Line Items]
Entity Central Index Key	0001612720
Entity Registrant Name	NextDecade Corp.
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2021
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2021
Document Transition Report	false
Entity File Number	001-36842
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	46-5723951
Entity Address, Address Line One	1000 Louisiana Street, Suite 3900
Entity Address, City or Town	Houston
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77002
City Area Code	713
Local Phone Number	574-1880
Title of 12(b) Security	Common Stock, $0.0001 par value
Trading Symbol	NEXT
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		123,829,640

Consolidated Balance Sheets (Cu

Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Current assets
Cash and cash equivalents	$ 36,743	$ 22,608
Prepaid expenses and other current assets	883	670
Total current assets	37,626	23,278
Property, plant and equipment, net	170,431	161,662
Operating lease right-of-use assets, net	727	429
Other non-current assets, net	19,903	16,299
Total assets	228,687	201,668
Current liabilities
Accounts payable	744	207
Share-based compensation liability	182	182
Accrued liabilities and other current liabilities	5,306	1,032
Current common stock warrant liabilities	1,330	3,290
Current operating lease liabilities	579	432
Total current liabilities	8,141	5,143
Non-current common stock warrant liabilities	2,463	874
Non-current operating lease liabilities	169	0
Other non-current liabilities	23,000	22,916
Total liabilities	33,773	28,933
Commitments and contingencies (Note 13)
Stockholders’ equity
Common stock, $0.0001 par value Authorized: 480.0 million shares at September 30, 2021 and December 31, 2020 Issued and outstanding: 120.7 million shares and 117.8 million shares at September 30, 2021 and December 31, 2020, respectively	12	12
Treasury stock: 344,459 shares and 249,742 shares at September 30, 2021 and December 31, 2020, respectively, at cost	(1,310)	(1,031)
Preferred stock, $0.0001 par value Authorized: 0.8 million, after designation of the Convertible Preferred Stock Issued and outstanding: none at September 30, 2021 and December 31, 2020	0	0
Additional paid-in-capital	195,136	209,481
Accumulated deficit	(162,046)	(148,030)
Total stockholders’ equity	31,792	60,432
Total liabilities, convertible preferred stock and stockholders’ equity	228,687	201,668
Series A Convertible Preferred Stock [Member]
Current liabilities
Convertible Preferred Stock	61,614	55,522
Series B Convertible Preferred Stock [Member]
Current liabilities
Convertible Preferred Stock	62,542	56,781
Series C Convertible Preferred Stock [Member]
Current liabilities
Convertible Preferred Stock	$ 38,966	$ 0

Consolidated Balance Sheets (_2

Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares shares in Thousands	Sep. 30, 2021	Dec. 31, 2020
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	480,000	480,000
Common stock, shares issued (in shares)	120,700	117,800
Common stock, shares outstanding (in shares)	120,700	117,800
Treasury stock, shares (in shares)	344,459,000	249,742,000
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in shares)	800	800
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Series A Convertible Preferred Stock [Member]
Temporary equity, liquidation preference (in dollars per share)	$ 1,000	$ 1,000
Temporary equity, shares issued (in shares)	71,552	65,507
Temporary equity, shares outstanding (in shares)	71,552	65,507
Series B Convertible Preferred Stock [Member]
Temporary equity, liquidation preference (in dollars per share)	$ 1,000	$ 1,000
Temporary equity, shares issued (in shares)	68,783	62,612
Temporary equity, shares outstanding (in shares)	68,783	62,612
Series C Convertible Preferred Stock [Member]
Temporary equity, liquidation preference (in dollars per share)	$ 1,000	$ 1,000
Temporary equity, shares issued (in shares)	41,449	0
Temporary equity, shares outstanding (in shares)	41,449	0

Consolidated Statements of Oper

Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Revenues	$ 0	$ 0	$ 0	$ 0
Operating expenses
General and administrative expense	2,937	5,069	10,840	16,582
Land option and lease expense	240	423	678	1,281
Depreciation expense	43	65	136	146
Total operating expenses	3,220	5,557	11,654	18,009
Total operating loss	(3,220)	(5,557)	(11,654)	(18,009)
Other income (expense)
Gain (loss) on common stock warrant liabilities	4,442	(1,627)	(2,363)	6,147
Loss on redemption of investment securities	0	0	0	(412)
Interest income, net	0	7	2	241
Other	0	(1)	(1)	(17)
Total other income (expense)	4,442	(1,621)	(2,362)	5,959
Net income (loss) attributable to NextDecade Corporation	1,222	(7,178)	(14,016)	(12,050)
Preferred stock dividends	(5,264)	(3,613)	(13,015)	(10,565)
Deemed dividends on Series A Convertible Preferred Stock	(16)	(16)	(47)	(113)
Net loss attributable to common stockholders	$ (4,058)	$ (10,807)	$ (27,078)	$ (22,728)
Net loss per common share - basic and diluted (in dollars per share)	$ (0.03)	$ (0.09)	$ (0.23)	$ (0.19)
Weighted average shares outstanding - basic and diluted (in shares)	119,374	117,564	118,677	117,450

Consolidated Statement of Stock

Consolidated Statement of Stockholders' Equity and Convertible Preferred Stock (Unaudited) - USD ($) shares in Thousands, $ in Thousands	Common Stock [Member]	Treasury Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Series A Convertible Preferred Stock [Member]	Series B Convertible Preferred Stock [Member]	Series C Convertible Preferred Stock [Member]	Total
Balance (in shares) at Dec. 31, 2019	117,329	137
Balance at Dec. 31, 2019	$ 12	$ (685)	$ 224,091	$ (133,701)	$ 48,084	$ 49,814		$ 89,717
Share-based compensation	$ 0	$ 0	(606)	0	0	0		(606)
Restricted stock vesting (in shares)	496	0
Shares repurchased related to share-based compensation (in shares)	(105)	105
Shares repurchased related to share-based compensation	$ 0	$ (322)	0	0	0	0		(322)
Preferred stock dividends	0	0	(10,565)	0				(10,565)
Deemed dividends - accretion of beneficial conversion feature	0	0	(113)	0	113	0		(113)
Net income (loss)	0	0	0	(12,050)	0	0		(12,050)
Restricted stock vesting	$ 0	$ 0	0	0	0	0		0
Preferred stock dividends					5,389	5,135		10,565
Balance (in shares) at Sep. 30, 2020	117,720	242
Balance at Sep. 30, 2020	$ 12	$ (1,007)	212,807	(145,751)	53,586	54,949		66,061
Balance (in shares) at Jun. 30, 2020	117,492	178
Balance at Jun. 30, 2020	$ 12	$ (796)	215,807	(138,573)	51,727	53,192		76,450
Share-based compensation	$ 0	$ 0	629	0	0	0		629
Restricted stock vesting (in shares)	292	0
Shares repurchased related to share-based compensation (in shares)	(64)	64
Shares repurchased related to share-based compensation	$ 0	$ (211)	0	0	0	0		(211)
Preferred stock dividends	0	0	(3,613)	0	1,843	1,757		(3,613)
Deemed dividends - accretion of beneficial conversion feature	0	0	(16)	0	16	0		(16)
Net income (loss)	0	0	0	(7,178)	0	0		(7,178)
Restricted stock vesting	$ 0	$ 0	0	0	0	0		0
Preferred stock dividends								3,613
Balance (in shares) at Sep. 30, 2020	117,720	242
Balance at Sep. 30, 2020	$ 12	$ (1,007)	212,807	(145,751)	53,586	54,949		66,061
Balance (in shares) at Dec. 31, 2020	117,829	249
Balance at Dec. 31, 2020	$ 12	$ (1,031)	209,481	(148,030)	55,522	56,781		60,432
Share-based compensation			(5,799)					(5,799)
Restricted stock vesting (in shares)	590
Shares repurchased related to share-based compensation (in shares)	(95)	95
Shares repurchased related to share-based compensation		$ (279)						(279)
Issuance of common stock, net (in shares)	116
Issuance of common stock, net			151				$ 37,807	151
Stock dividend (in shares)	798
Exercise of common stock warrants (in shares)	1,485
Exercise of common stock warrants			4,365					4,365
Preferred stock dividends			(13,015)		6,045	5,761	1,159	(13,015)
Deemed dividends - accretion of beneficial conversion feature			(47)		47			(47)
Net income (loss)				(14,016)				(14,016)
Issuance of common stock, net (in shares)	116
Issuance of common stock, net			151				37,807	151
Exercise of common stock warrants (in shares)	1,485
Exercise of common stock warrants			4,365					4,365
Preferred stock dividends								13,015
Balance (in shares) at Sep. 30, 2021	120,723	344
Balance at Sep. 30, 2021	$ 12	$ (1,310)	195,136	(162,046)	61,614	62,542	38,966	31,792
Balance (in shares) at Jun. 30, 2021	118,482	300
Balance at Jun. 30, 2021	$ 12	$ (1,171)	199,553	(163,268)	59,509	60,549	33,173	35,126
Share-based compensation			(3,653)					(3,653)
Restricted stock vesting (in shares)	285
Shares repurchased related to share-based compensation (in shares)	(44)	44
Shares repurchased related to share-based compensation		$ (139)						(139)
Issuance of common stock, net (in shares)	116
Issuance of common stock, net			151				4,634	$ 151
Stock dividend (in shares)	399	0
Exercise of common stock warrants (in shares)	1,485							1,500
Exercise of common stock warrants			4,365					$ 4,365
Preferred stock dividends			(5,264)		2,089	1,993	1,159	(5,264)
Deemed dividends - accretion of beneficial conversion feature			(16)		16			(16)
Net income (loss)				1,222				1,222
Issuance of common stock, net (in shares)	116
Issuance of common stock, net			151				4,634	$ 151
Exercise of common stock warrants (in shares)	1,485							1,500
Exercise of common stock warrants			4,365					$ 4,365
Preferred stock dividends								5,264
Balance (in shares) at Sep. 30, 2021	120,723	344
Balance at Sep. 30, 2021	$ 12	$ (1,310)	$ 195,136	$ (162,046)	$ 61,614	$ 62,542	$ 38,966	$ 31,792

Consolidated Statements of Cash

Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020
Operating activities:
Net loss attributable to NextDecade Corporation	$ (14,016)	$ (12,050)
Adjustment to reconcile net loss to net cash used in operating activities
Depreciation	136	146
Share-based compensation expense (forfeiture)	(5,571)	(759)
Loss (gain) on common stock warrant liabilities	2,363	(6,147)
Realized loss on investment securities	0	423
Amortization of right-of-use assets	414	984
Amortization of other non-current assets	1,062	1,042
Changes in operating assets and liabilities:
Prepaid expenses	(234)	61
Accounts payable	76	(478)
Operating lease liabilities	(396)	(710)
Accrued expenses and other liabilities	3,914	(5,258)
Net cash used in operating activities	(12,252)	(22,746)
Investing activities:
Acquisition of property, plant and equipment	(8,390)	(30,088)
Acquisition of other non-current assets	(4,666)	(9,390)
Proceeds from sale of investment securities	0	61,972
Purchase of investment securities	0	(188)
Net cash (used in) provided by investing activities	(13,056)	22,306
Financing activities:
Proceeds from sale of Rio Bravo	0	15,000
Proceeds from sale of Series C Convertible Preferred Stock	39,500	0
Proceeds from sale of common stock	389	0
Equity issuance costs	(117)	0
Preferred stock dividends	(50)	(41)
Shares repurchased related to share-based compensation	(279)	(322)
Net cash provided by financing activities	39,443	14,637
Net increase in cash and cash equivalents	14,135	14,197
Cash and cash equivalents – beginning of period	22,608	15,736
Cash and cash equivalents – end of period	36,743	29,933
Non-cash investing activities:
Accounts payable for acquisition of property, plant and equipment	329	479
Accrued liabilities for acquisition of property, plant and equipment	996	382
Pipeline assets obtained in exchange for other non-current liabilities	84	6,670
Non-cash financing activities:
Paid-in-kind dividends on Convertible Preferred Stock	12,965	10,524
Accretion of deemed dividends on Series A Convertible Preferred Stock	47	113
Accounts payable for equity issuance costs	148	0
Accrued liabilities for equity issuance costs	$ 35	$ 0

Note 1 - Background and Basis o

Note 1 - Background and Basis of Presentation	9 Months Ended
	Sep. 30, 2021
Notes to Financial Statements
Business Description and Basis of Presentation [Text Block]	Note 1 NextDecade Corporation engages in development activities related to the liquefaction and sale of liquefied natural gas (“LNG”) and the reduction of CO 2 Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with Rule 10 01 X. not 10 December 31, 2020 three September 30, 2021 not

Note 2 - Prepaid Expenses and O

Note 2 - Prepaid Expenses and Other Current Assets	9 Months Ended
	Sep. 30, 2021
Notes to Financial Statements
Prepaid Expense and Other Current Assets [Text Block]	Note 2 Prepaid expenses and other current assets consisted of the following (in thousands): September 30, December 31, 2021 2020 Prepaid subscriptions $ 203 $ 29 Prepaid insurance 389 314 Prepaid marketing and sponsorships 60 60 Other 231 267 Total prepaid expenses and other current assets $ 883 $ 670

Note 3 - Sale of Equity Interes

Note 3 - Sale of Equity Interests in Rio Bravo	9 Months Ended
	Sep. 30, 2021
Notes to Financial Statements
Equity Method Investments and Joint Ventures Disclosure [Text Block]	Note 3 On March 2, 2020, February 13, 2020, five Pursuant to the RBPL Precedent Agreement, Rio Bravo agreed to provide Rio Grande Gas Supply with firm natural gas transportation services on the Pipeline in a quantity sufficient to match the full operational capacity of each proposed liquefaction train of the Terminal. Rio Bravo’s obligation to construct, install, own, operate and maintain the Pipeline is conditioned on its receipt, no December 31, 2023, twenty Pursuant to the VCP Precedent Agreement, VCP agreed to provide Rio Grande Gas Supply with natural gas transportation services on the Valley Crossing Pipeline in a quantity sufficient to match the commissioning requirements of each proposed liquefaction train of the Terminal. VCP’s obligation to construct, install, own, operate and maintain the necessary interconnection to the Terminal and the Pipeline is conditioned on its receipt, no December 31, 2023, If Rio Grande or its affiliate fails to issue a full notice to proceed to the EPC Contractor on or prior to December 31, 2023, not not September 30, 2021

Note 4 - Property, Plant and Eq

Note 4 - Property, Plant and Equipment	9 Months Ended
	Sep. 30, 2021
Notes to Financial Statements
Property, Plant and Equipment Disclosure [Text Block]	Note 4 Property, plant and equipment consisted of the following (in thousands): September 30, December 31, 2021 2020 Fixed Assets Computers $ 487 $ 487 Furniture, fixtures, and equipment 464 464 Leasehold improvements 101 101 Total fixed assets 1,052 1,052 Less: accumulated depreciation (797 ) (660 ) Total fixed assets, net 255 392 Project Assets (not placed in service) Terminal 149,160 140,253 Pipeline 21,016 21,017 Total Terminal and Pipeline assets 170,176 161,270 Total property, plant and equipment, net $ 170,431 $ 161,662 Depreciation expense was $43 thousand and $65 thousand for the three September 30, 2021 2020 nine September 30, 2021 2020

Note 5 - Leases

Note 5 - Leases	9 Months Ended
	Sep. 30, 2021
Notes to Financial Statements
Lessee, Operating Leases [Text Block]	Note 5 Our leased assets primarily consist of office space and land sites. Operating lease right-of-use assets are as follows (in thousands): September 30, December 31, 2021 2020 Office leases $ 727 $ 429 Total operating lease right-of-use assets, net $ 727 $ 429 Operating lease liabilities are as follows (in thousands): September 30, December 31, 2021 2020 Office leases $ 579 $ 432 Total current lease liabilities $ 579 $ 432 Non-current office leases 169 — Total lease liabilities $ 748 $ 432 Operating lease expense is as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Office leases $ 156 $ 238 $ 470 $ 691 Land leases — 113 — 332 Total operating lease expense 156 351 470 1,023 Short-term lease expense 84 72 208 249 Land option expense — — — 9 Total land option and lease expense $ 240 $ 423 $ 678 $ 1,281 Maturity of operating lease liabilities as of September 30, 2021 2021 (remaining) $ 115 2022 690 2023 — 2024 — 2025 — Thereafter — Total undiscounted lease payments 805 Discount to present value (57 ) Present value of lease liabilities $ 748 Weighted average remaining lease term - years 1.2 Weighted average discount rate - percent 12.0 Other information related to our operating leases is as follows (in thousands): Nine Months Ended September 30, 2021 2020 Cash paid for amounts included in the measurement of operating lease liabilities: Cash flows from operating activities $ 509 $ 600 Noncash right-of-use assets recorded for operating lease liabilities: In exchange for new operating lease liabilities during the period 712 605

Note 6 - Other Non-current Asse

Note 6 - Other Non-current Assets	9 Months Ended
	Sep. 30, 2021
Notes to Financial Statements
Other Assets Disclosure [Text Block]	Note 6 Other non-current assets consisted of the following (in thousands) September 30, December 31, 2021 2020 Permitting costs (1) $ 7,409 $ 7,385 Enterprise resource planning system, net 743 1,805 Rio Grande Site Lease initial direct costs 11,751 7,109 Total other non-current assets, net $ 19,903 $ 16,299 ( 1 Permitting costs primarily represent costs incurred in connection with permit applications to the United States Army Corps of Engineers and the U.S. Fish and Wildlife Service for mitigation measures for potential impacts to wetlands and habitat that may

Note 7 - Accrued Liabilities an

Note 7 - Accrued Liabilities and Other Current Liabilities	9 Months Ended
	Sep. 30, 2021
Notes to Financial Statements
Accounts Payable, Accrued Liabilities, and Other Liabilities Disclosure, Current [Text Block]	Note 7 Accrued expenses and other current liabilities consisted of the following (in thousands): September 30, December 31, 2021 2020 Employee compensation expense $ 3,725 $ 14 Terminal costs 996 650 Accrued legal services 42 5 Other accrued liabilities 543 363 Total accrued liabilities and other current liabilities $ 5,306 $ 1,032

Note 8 - Preferred Stock and Co

Note 8 - Preferred Stock and Common Stock Warrants	9 Months Ended
	Sep. 30, 2021
Notes to Financial Statements
PreferredStockAndWarrants [Text Block]	8 – Preferred Stock and Common Stock Warrants Preferred Stock In August 2018, In September 2018, In May 2019, In March 2021, In April 2021, In July 2021, Warrants, exercisable for Company common stock, were issued together with the shares of Convertible Preferred Stock (collectively, “Common Stock Warrants”). The shares of Convertible Preferred Stock bear dividends at a rate of 12% per annum, which are cumulative and accrue daily from the respective dates of issuance on the $1,000 stated value. Such dividends are payable quarterly and may nine September 30, 2021 2020 October 12, 2021, September 15, 2021. October 15, 2021, As of September 30, 2021, Initial Fair Value Allocation Net proceeds from the sales of Series C Preferred Stock were allocated on a fair value basis to the warrants issued together with the shares of the Series C Preferred Stock and on a relative fair value basis to the Series C Preferred Stock. The allocation of net cash proceeds from the sale of Series C Preferred Stock is as follows (in thousands): Allocation of Proceeds Series C Series C Preferred Warrants Stock Gross proceeds $ 39,500 Equity issuance costs (61 ) Net proceeds - Initial Fair Value Allocation $ 39,439 $ 1,631 $ 37,808 Per balance sheet upon issuance $ 1,631 $ 37,808 Common Stock Warrants The Company revalues the Common Stock Warrants at each balance sheet date and recognized a gain of $4.4 million and a loss of $1.6 million during the three September 30, 2021 2020, nine September 30, 2021 2020, 3 The Company used a Monte Carlo simulation model to estimate the fair value of the Common Stock Warrants using the following assumptions: September 30, December 31, 2021 2020 Stock price $ 2.78 $ 2.09 Exercise price $ 0.01 $ 0.01 Risk-free rate 0.5 % 0.1 % Volatility 58.2 % 58.6 % Term (years) 1.9 0.8 Beneficial Conversion Feature ASC 470 20 20 470 20” 470 20

Note 9 - Shareholders' Equity

Note 9 - Shareholders' Equity	9 Months Ended
	Sep. 30, 2021
Notes to Financial Statements
Stockholders' Equity Note Disclosure [Text Block]	Common Stock Purchase Agreement On October 24, 2019, three nine September 30, 2021, At-the-Market Program In August 2021, may three nine September 30, 2021, Common Stock Warrants During the three September 30, 2021,

Note 10 - Net Loss Per Share

Note 10 - Net Loss Per Share	9 Months Ended
	Sep. 30, 2021
Notes to Financial Statements
Earnings Per Share [Text Block]	Note 10 The following table (in thousands, except for loss per share) reconciles basic and diluted weighted average common shares outstanding for each of the three nine September 30, 2021 2020 Three Months Ended Nine Months Ended September 30, September 30, 2021 2020 2021 2020 Weighted average common shares outstanding: Basic 119,374 117,564 118,677 117,450 Dilutive unvested stock, convertible preferred stock, Common Stock Warrants and IPO Warrants — — — — Diluted 119,374 117,564 118,677 117,450 Basic and diluted net loss per share attributable to common stockholders $ (0.03 ) $ (0.09 ) $ (0.23 ) $ (0.19 ) Potentially dilutive securities not Three Months Ended Nine Months Ended September 30, September 30, 2021 2020 2021 2020 Unvested stock (1) 1,831 848 1,581 993 Convertible preferred stock 34,095 16,869 29,174 16,386 Common Stock Warrants 2,510 1,979 2,486 1,972 IPO Warrants (2) 12,082 12,082 12,082 12,082 Total potentially dilutive common shares 50,518 31,778 45,323 31,433 ( 1 Does not three nine September 30, 2021 three nine September 30, 2020 not September 30, 2021 2020 ( 2 The IPO Warrants were issued in connection with our initial public offering in 2015. July 24, 2022. may

Note 11 - Share-based Compensat

Note 11 - Share-based Compensation	9 Months Ended
	Sep. 30, 2021
Notes to Financial Statements
Share-based Payment Arrangement [Text Block]	Note 11 We have granted shares of Company common stock, restricted Company common stock and restricted stock units to employees, consultants and non-employee directors under our 2017 “2017 Total share-based compensation consisted of the following (in thousands): Three months Ended Nine Months Ended September 30, September 30, 2021 2020 2021 2020 Share-based compensation: Equity awards $ (3,653 ) $ 629 $ (5,799 ) $ (606 ) Liability awards — — — — Total share-based compensation (3,653 ) 629 (5,799 ) (606 ) Capitalized share-based compensation 944 211 228 (153 ) Total share-based compensation expense $ (2,709 ) $ 840 $ (5,571 ) $ (759 )

Note 12 - Income Taxes

Note 12 - Income Taxes	9 Months Ended
	Sep. 30, 2021
Notes to Financial Statements
Income Tax Disclosure [Text Block]	Note 12 Due to our cumulative loss position, we have established a full valuation allowance against our deferred tax assets at September 30, 2021 December 31, 2020 not three nine September 30, 2021 2020 In response to the global pandemic related to COVID- 19, March 27, 2020 2021 December 27, 2020. 163 three nine September 30, 2021 no 19

Note 13 - Commitments and Conti

Note 13 - Commitments and Contingencies	9 Months Ended
	Sep. 30, 2021
Notes to Financial Statements
Commitments and Contingencies Disclosure [Text Block]	Note 13 Rio Grande Site Lease On March 6, 2019, On April 30, 2020, May 6, 2021 ( May 6, 2022 no April 28, 2021, May 6, 2022. In connection with the Rio Grande Site Lease Amendment, Rio Grande is committed to pay approximately $1.5 million per quarter to the BND through the earlier of the Effective Date and lease commencement. Obligation under LNG Sale and Purchase Agreement In March 2019, 20 two million first three In the first 2020, first Legal Proceedings From time to time the Company may September 30, 2021 not not

Note 14 - Recent Accounting Pro

Note 14 - Recent Accounting Pronouncements	9 Months Ended
	Sep. 30, 2021
Notes to Financial Statements
Accounting Standards Update and Change in Accounting Principle [Text Block]	Note 14 The following table provides a brief description of recent accounting standards that have not September 30, 2021 Standard Description Expected Date of Adoption Effect on our Consolidated Financial Statements or Other Significant Matters ASU 2020 06, Subtopic 470 20 Subtopic 815 40 This standard simplifies the accounting for convertible instruments primarily by eliminating the existing cash conversion and beneficial conversion models within Subtopic 470 20, January 1, 2022 We plan to adopt this standard using the modified retrospective approach. Preliminarily, we anticipate the adoption of ASU 2020 06 not

Note 15 - Subsequent Events

Note 15 - Subsequent Events	9 Months Ended
	Sep. 30, 2021
Notes to Financial Statements
Subsequent Events [Text Block]	15 The Company has evaluated subsequent events through November 10, 2021,

Significant Accounting Policies

Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2021
Accounting Policies [Abstract]
Basis of Accounting, Policy [Policy Text Block]	Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with Rule 10 01 X. not 10 December 31, 2020 three September 30, 2021 not

Note 2 - Prepaid Expenses and_2

Note 2 - Prepaid Expenses and Other Current Assets (Tables)	9 Months Ended
	Sep. 30, 2021
Notes Tables
Schedule of Prepaid Expense and Other Current Assets [Table Text Block]	September 30, December 31, 2021 2020 Prepaid subscriptions $ 203 $ 29 Prepaid insurance 389 314 Prepaid marketing and sponsorships 60 60 Other 231 267 Total prepaid expenses and other current assets $ 883 $ 670

Note 4 - Property, Plant and _2

Note 4 - Property, Plant and Equipment (Tables)	9 Months Ended
	Sep. 30, 2021
Notes Tables
Property, Plant and Equipment [Table Text Block]	September 30, December 31, 2021 2020 Fixed Assets Computers $ 487 $ 487 Furniture, fixtures, and equipment 464 464 Leasehold improvements 101 101 Total fixed assets 1,052 1,052 Less: accumulated depreciation (797 ) (660 ) Total fixed assets, net 255 392 Project Assets (not placed in service) Terminal 149,160 140,253 Pipeline 21,016 21,017 Total Terminal and Pipeline assets 170,176 161,270 Total property, plant and equipment, net $ 170,431 $ 161,662

Note 5 - Leases (Tables)

Note 5 - Leases (Tables)	9 Months Ended
	Sep. 30, 2021
Notes Tables
Lessee, Operating Lease Right-of-use Assets and Liabilities [Table Text Block]	September 30, December 31, 2021 2020 Office leases $ 727 $ 429 Total operating lease right-of-use assets, net $ 727 $ 429 September 30, December 31, 2021 2020 Office leases $ 579 $ 432 Total current lease liabilities $ 579 $ 432 Non-current office leases 169 — Total lease liabilities $ 748 $ 432
Lease, Cost [Table Text Block]	Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Office leases $ 156 $ 238 $ 470 $ 691 Land leases — 113 — 332 Total operating lease expense 156 351 470 1,023 Short-term lease expense 84 72 208 249 Land option expense — — — 9 Total land option and lease expense $ 240 $ 423 $ 678 $ 1,281 Nine Months Ended September 30, 2021 2020 Cash paid for amounts included in the measurement of operating lease liabilities: Cash flows from operating activities $ 509 $ 600 Noncash right-of-use assets recorded for operating lease liabilities: In exchange for new operating lease liabilities during the period 712 605
Lessee, Operating Lease, Liability, Maturity [Table Text Block]	2021 (remaining) $ 115 2022 690 2023 — 2024 — 2025 — Thereafter — Total undiscounted lease payments 805 Discount to present value (57 ) Present value of lease liabilities $ 748 Weighted average remaining lease term - years 1.2 Weighted average discount rate - percent 12.0

Note 6 - Other Non-current As_2

Note 6 - Other Non-current Assets (Tables)	9 Months Ended
	Sep. 30, 2021
Notes Tables
Schedule of Other Assets, Noncurrent [Table Text Block]	September 30, December 31, 2021 2020 Permitting costs (1) $ 7,409 $ 7,385 Enterprise resource planning system, net 743 1,805 Rio Grande Site Lease initial direct costs 11,751 7,109 Total other non-current assets, net $ 19,903 $ 16,299

Note 7 - Accrued Liabilities _2

Note 7 - Accrued Liabilities and Other Current Liabilities (Tables)	9 Months Ended
	Sep. 30, 2021
Notes Tables
Schedule of Accrued Expenses and Other Current Liabilities [Table Text Block]	September 30, December 31, 2021 2020 Employee compensation expense $ 3,725 $ 14 Terminal costs 996 650 Accrued legal services 42 5 Other accrued liabilities 543 363 Total accrued liabilities and other current liabilities $ 5,306 $ 1,032

Note 8 - Preferred Stock and _2

Note 8 - Preferred Stock and Common Stock Warrants (Tables)	9 Months Ended
	Sep. 30, 2021
Notes Tables
Schedule of Allocation of Net Cash Proceeds [Table Text Block]	Allocation of Proceeds Series C Series C Preferred Warrants Stock Gross proceeds $ 39,500 Equity issuance costs (61 ) Net proceeds - Initial Fair Value Allocation $ 39,439 $ 1,631 $ 37,808 Per balance sheet upon issuance $ 1,631 $ 37,808
Fair Value Measurement Inputs and Valuation Techniques [Table Text Block]	September 30, December 31, 2021 2020 Stock price $ 2.78 $ 2.09 Exercise price $ 0.01 $ 0.01 Risk-free rate 0.5 % 0.1 % Volatility 58.2 % 58.6 % Term (years) 1.9 0.8

Note 10 - Net Loss Per Share (T

Note 10 - Net Loss Per Share (Tables)	9 Months Ended
	Sep. 30, 2021
Notes Tables
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]	Three Months Ended Nine Months Ended September 30, September 30, 2021 2020 2021 2020 Weighted average common shares outstanding: Basic 119,374 117,564 118,677 117,450 Dilutive unvested stock, convertible preferred stock, Common Stock Warrants and IPO Warrants — — — — Diluted 119,374 117,564 118,677 117,450 Basic and diluted net loss per share attributable to common stockholders $ (0.03 ) $ (0.09 ) $ (0.23 ) $ (0.19 )
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block]	Three Months Ended Nine Months Ended September 30, September 30, 2021 2020 2021 2020 Unvested stock (1) 1,831 848 1,581 993 Convertible preferred stock 34,095 16,869 29,174 16,386 Common Stock Warrants 2,510 1,979 2,486 1,972 IPO Warrants (2) 12,082 12,082 12,082 12,082 Total potentially dilutive common shares 50,518 31,778 45,323 31,433

Note 11 - Share-based Compens_2

Note 11 - Share-based Compensation (Tables)	9 Months Ended
	Sep. 30, 2021
Notes Tables
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award [Table Text Block]	Three months Ended Nine Months Ended September 30, September 30, 2021 2020 2021 2020 Share-based compensation: Equity awards $ (3,653 ) $ 629 $ (5,799 ) $ (606 ) Liability awards — — — — Total share-based compensation (3,653 ) 629 (5,799 ) (606 ) Capitalized share-based compensation 944 211 228 (153 ) Total share-based compensation expense $ (2,709 ) $ 840 $ (5,571 ) $ (759 )

Note 2 - Prepaid Expenses and_3

Note 2 - Prepaid Expenses and Other Current Assets - Summary of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Prepaid subscriptions	$ 203	$ 29
Prepaid insurance	389	314
Prepaid marketing and sponsorships	60	60
Other	231	267
Total prepaid expenses and other current assets	$ 883	$ 670

Note 3 - Sale of Equity Inter_2

Note 3 - Sale of Equity Interests in Rio Bravo (Details Textual) - Rio Bravo [Member] - USD ($) $ in Millions	Mar. 02, 2020	Feb. 13, 2020	Sep. 30, 2021
Equity Method Investment, Ownership Percentage		100.00%
Disposal Group, Including Discontinued Operation, Consideration	$ 19.4
Proceeds from Divestiture of Businesses	$ 15
Equity Method Investments, Rights to The Natural Gas Firm Transportation Capacity Term (Year)		20 years
Sale of Business, Failure to Issue Notice, Maximum Right Price to Sell Back Equity Interests			$ 23

Note 4 - Property, Plant and _3

Note 4 - Property, Plant and Equipment (Details Textual) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Depreciation, Total	$ 43	$ 65	$ 136	$ 146

Note 4 - Property, Plant and _4

Note 4 - Property, Plant and Equipment - Summary of Property, Plant and Equipment (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Property, plant and equipment, net	$ 170,431	$ 161,662
Computer Equipment [Member]
Property, plant and equipment, gross	487	487
Furniture and Fixtures [Member]
Property, plant and equipment, gross	464	464
Leasehold Improvements [Member]
Property, plant and equipment, gross	101	101
Excluding Construction in Progress [Member]
Property, plant and equipment, gross	1,052	1,052
Less: accumulated depreciation	(797)	(660)
Property, plant and equipment, net	255	392
Construction in Progress [Member]
Property, plant and equipment, gross	170,176	161,270
Construction in Progress [Member] | Rio Grande [Member]
Property, plant and equipment, gross	149,160	140,253
Construction in Progress [Member] | Rio Bravo [Member]
Property, plant and equipment, gross	$ 21,016	$ 21,017

Note 5 - Leases - Supplemental

Note 5 - Leases - Supplemental Balance Sheet Information Related to Leases (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Operating lease right-of-use assets, net	$ 727	$ 429
Current lease liabilities	579	432
Non-current office leases	169	0
Total lease liabilities	748	432
Office Leases [Member]
Operating lease right-of-use assets, net	727	429
Current lease liabilities	$ 579	$ 432

Note 5 - Leases - Lease Expense

Note 5 - Leases - Lease Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Operating lease expense	$ 156	$ 351	$ 470	$ 1,023
Short-term lease expense	84	72	208	249
Land option expense	0	0	0	9
Total land option and lease expense	240	423	678	1,281
Cash flows from operating activities			509	600
In exchange for new operating lease liabilities during the period			712	605
Office Leases [Member]
Operating lease expense	156	238	470	691
Land Leases [Member]
Operating lease expense	$ 0	$ 113	$ 0	$ 332

Note 5 - Leases - Maturity of O

Note 5 - Leases - Maturity of Operating Lease (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
2021 (remaining)	$ 115
2022	690
2023	0
2024	0
2025	0
Thereafter	0
Total undiscounted lease payments	805
Discount to present value	(57)
Present value of lease liabilities	$ 748	$ 432
Weighted average remaining lease term - years (Year)	1 year 2 months 12 days
Weighted average discount rate - percent	12.00%

Note 6 - Other Non-current As_3

Note 6 - Other Non-current Assets - Schedule of Other Non-current Assets (Details) - USD ($) $ in Thousands		Sep. 30, 2021	Dec. 31, 2020
Permitting costs	[1]	$ 7,409	$ 7,385
Enterprise resource planning system, net		743	1,805
Rio Grande Site Lease initial direct costs		11,751	7,109
Total other non-current assets, net		$ 19,903	$ 16,299
[1]	Permitting costs primarily represent costs incurred in connection with permit applications to the United States Army Corps of Engineers and the U.S. Fish and Wildlife Service for mitigation measures for potential impacts to wetlands and habitat that may be caused by the construction of the Terminal and the Pipeline.

Note 7 - Accrued Liabilities _3

Note 7 - Accrued Liabilities and Other Current Liabilities - Summary of Accrued Liabilities and Other Current Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Employee compensation expense	$ 3,725	$ 14
Terminal costs	996	650
Accrued legal services	42	5
Other accrued liabilities	543	363
Total accrued liabilities and other current liabilities	$ 5,306	$ 1,032

Note 8 - Preferred Stock and _3

Note 8 - Preferred Stock and Common Stock Warrants (Details Textual) - USD ($) $ / shares in Units, $ in Thousands	Oct. 15, 2021	Jul. 31, 2021	Apr. 30, 2021	Mar. 31, 2021	May 31, 2019	Sep. 30, 2018	Aug. 31, 2018	Sep. 30, 2021	Mar. 31, 2021	Sep. 30, 2020	Jun. 30, 2021	Sep. 30, 2021	Sep. 30, 2020
Gain (Loss) on Revaluation of Warrants								$ 4,442		$ (1,627)		$ (2,363)	$ 6,147
Series A Convertible Preferred Stock [Member]
Temporary Equity, Stock Issued During Period, Shares, New Issues (in shares)							50,000
Temporary Equity, Par or Stated Value Per Share (in dollars per share)							$ 0.0001
Temporary Equity, Issued Price Per Share (in dollars per share)							$ 1,000
Temporary Equity, Stock Issued During Period, Value, New Issues							$ 50,000
Temporary Equity, Stock Issued During Period, Shares Issued for Services (in shares)							1,000
Preferred Stock, Convertible, Conversion Price (in dollars per share)								$ 6.54				$ 6.54
Accretion of Discount Amount												$ 2,500
Series B Convertible Preferred Stock [Member]
Temporary Equity, Stock Issued During Period, Shares, New Issues (in shares)					20,945	29,055
Temporary Equity, Par or Stated Value Per Share (in dollars per share)						$ 0.0001
Temporary Equity, Issued Price Per Share (in dollars per share)					$ 1,000	$ 1,000
Temporary Equity, Stock Issued During Period, Value, New Issues					$ 20,945	$ 29,055
Temporary Equity, Stock Issued During Period, Shares Issued for Services (in shares)					418	581
Preferred Stock, Convertible, Conversion Price (in dollars per share)								6.57				$ 6.57
Series C Convertible Preferred Stock [Member]
Temporary Equity, Stock Issued During Period, Shares, New Issues (in shares)		5,000	10,000						24,500
Temporary Equity, Par or Stated Value Per Share (in dollars per share)		$ 1,000	$ 1,000	$ 0.0001					$ 0.0001
Temporary Equity, Issued Price Per Share (in dollars per share)				$ 1,000					$ 1,000
Temporary Equity, Stock Issued During Period, Value, New Issues		$ 5,000	$ 10,000	$ 24,500
Temporary Equity, Stock Issued During Period, Shares Issued for Services (in shares)		100	200	490
Preferred Stock, Convertible, Conversion Price (in dollars per share)								3.29				3.29
Convertible Preferred Stock [Member]
Temporary Equity, Issued Price Per Share (in dollars per share)								$ 1,000				$ 1,000
Temporary Equity, Dividend Rate Percentage											12.00%
Dividends, Preferred Stock, Paid-in-kind												$ 13,000	$ 10,500
Convertible Preferred Stock [Member] | Subsequent Event [Member]
Dividends, Preferred Stock, Paid-in-kind	$ 5,300

Note 8 - Preferred Stock and _4

Note 8 - Preferred Stock and Common Stock Warrants - Allocation of Net Cash Proceeds (Details) $ in Thousands	1 Months Ended
	Mar. 31, 2021USD ($)
Series B Warrants [Member]
Net proceeds - Initial Fair Value Allocation	$ 1,631
Per balance sheet upon issuance	1,631
Convertible Preferred Stock [Member]
Gross proceeds	39,500
Equity issuance costs	(61)
Net proceeds - Initial Fair Value Allocation	39,439
Series B Convertible Preferred Stock [Member]
Net proceeds - Initial Fair Value Allocation	37,808
Per balance sheet upon issuance	$ 37,808

Note 8 - Preferred Stock and _5

Note 8 - Preferred Stock and Common Stock Warrants - Fair Value Assumptions (Details)	Sep. 30, 2021	Dec. 31, 2020
Measurement Input, Share Price [Member]
Warrant measurement input	2.78	2.09
Measurement Input, Exercise Price [Member]
Warrant measurement input	0.01	0.01
Measurement Input, Risk Free Interest Rate [Member]
Warrant measurement input	0.005	0.001
Measurement Input, Price Volatility [Member]
Warrant measurement input	0.582	0.586
Measurement Input, Expected Term [Member]
Warrant measurement input	1.9	0.8

Note 9 - Shareholders' Equity (

Note 9 - Shareholders' Equity (Details Textual) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2021	Sep. 30, 2020	Aug. 31, 2021
Proceeds from Issuance of Common Stock		$ 389	$ 0
Stock Issued During Period, Exercise Of Warrants, Shares (in shares)	1,500
Common Stock Purchase Agreement With Nineteenth Investment Company LLC [Member]
Stock Dividends, Shares, Total (in shares)	399	798
ATM Sales Agreement [Member]
Aggregate Proceeds, Common Stock Sales				$ 50,000
Stock Issued During Period, Shares, New Issues (in shares)	100	100
Proceeds from Issuance of Common Stock	$ 400	$ 400

Note 10 - Net Loss Per Share (D

Note 10 - Net Loss Per Share (Details Textual) - $ / shares shares in Millions	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2015
Securities Excluded from Computation of Earnings Per Share Amount, Performance Conditions (in shares)	8.3	3	8.3	3
Sale of Stock, Price Per Share (in dollars per share)					$ 17.50
Number of Trading Days of Share Price (Day)					20 days
Total Number of Trading Days Considered (Day)					30 days
IPO Warrants [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)					$ 11.50
Class of Warrant or Right, Redemption Price of Warrant or Right (in dollars per share)					$ 0.01
Class of Warrant or Right, Number of Days Notice to Redeem (Day)					30 days

Note 10 - Net Loss Per Share -

Note 10 - Net Loss Per Share - Basic and Diluted Common Shares (Details) - $ / shares shares in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Basic (in shares)	119,374	117,564	118,677	117,450
Dilutive unvested stock, convertible preferred stock, Common Stock Warrants and IPO Warrants (in shares)	0	0	0	0
Diluted (in shares)	119,374	117,564	118,677	117,450
Net loss per common share - basic and diluted (in dollars per share)	$ (0.03)	$ (0.09)	$ (0.23)	$ (0.19)

Note 10 - Net Loss Per Share _2

Note 10 - Net Loss Per Share - Anti-dilutive Securities (Details) - shares shares in Thousands		3 Months Ended		9 Months Ended
		Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Potentially dilutive common shares (in shares)		50,518	31,778	45,323	31,433
Unvested Stock [Member]
Potentially dilutive common shares (in shares)	[1]	1,831	848	1,581	993
Convertible Preferred Stocks [Member]
Potentially dilutive common shares (in shares)		34,095	16,869	29,174	16,386
Common Stock Warrants [Member]
Potentially dilutive common shares (in shares)		2,510	1,979	2,486	1,972
IPO Warrants [Member]
Potentially dilutive common shares (in shares)	[2]	12,082	12,082	12,082	12,082
[1]	Does not include 8.3 million shares for each of the three and nine months ended September 30, 2021 and 3.0 million shares for each of the three and nine months ended September 30, 2020, of unvested stock because the performance conditions had not yet been satisfied as of September 30, 2021 and 2020, respectively.
[2]	The IPO Warrants were issued in connection with our initial public offering in 2015. The IPO Warrants are exercisable at a price of $11.50 per share and expire on July 24, 2022. The Company may redeem the IPO Warrants at a price of $0.01 per IPO Warrant upon 30 days' notice only if the last sale price of our common stock is at least $17.50 per share for any 20 trading days within a 30 trading day period. If the Company redeems the IPO Warrants in this manner, the Company will have the option to do so on a cashless basis with the issuance of an economically equivalent number of shares of Company common stock.

Note 11 - Share-based Compens_3

Note 11 - Share-based Compensation - Summary of Share-based Compensation (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Equity awards	$ (3,653)	$ 629	$ (5,799)	$ (606)
Liability awards	0	0	0	0
Total share-based compensation	(3,653)	629	(5,799)	(606)
Capitalized share-based compensation	944	211	228	(153)
Total share-based compensation expense	$ (2,709)	$ 840	$ (5,571)	$ (759)

Note 12 - Income Taxes (Details

Note 12 - Income Taxes (Details Textual) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Income Tax Expense (Benefit), Total	$ 0	$ 0	$ 0	$ 0

Note 13 - Commitments and Con_2

Note 13 - Commitments and Contingencies (Details Textual) - BND [Member] $ in Millions	9 Months Ended
	Sep. 30, 2021USD ($)	Mar. 06, 2019a
Area Available for Lease (Acre) | a		984
Lessee, Operating Lease, Liability, to be Paid Per Quarter | $	$ 1.5