NextDecade (NEXT) 10-Q 10 Nov 22 2022 Q3 Quarterly report Financial data

Document And Entity Information

Document And Entity Information - shares	9 Months Ended
	Sep. 30, 2022	Nov. 04, 2022
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	2022
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2022
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		144,392,130

Consolidated Balance Sheets (Cu

Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Current assets
Cash and cash equivalents	$ 109,223	$ 25,552
Prepaid expenses and other current assets	1,309	835
Total current assets	110,532	26,387
Property, plant and equipment, net	182,818	173,816
Operating lease right-of-use assets, net	1,065	590
Other non-current assets, net	26,301	21,312
Total assets	320,716	222,105
Current liabilities
Accounts payable	4,887	281
Share-based compensation liability	182	182
Accrued liabilities and other current liabilities	10,988	5,791
Current common stock warrant liabilities	0	1,376
Current operating lease liabilities	968	596
Total current liabilities	17,025	8,226
Non-current common stock warrant liabilities	8,234	2,587
Non-current operating lease liabilities	143	0
Other non-current liabilities	23,000	23,000
Total liabilities	48,402	33,813
Commitments and contingencies (Note 13)
Stockholders’ equity
Common stock, $0.0001 par value Authorized: 480.0 million shares at September 30, 2022 and December 31, 2021; Issued and outstanding: 143.2 million shares and 120.8 million shares at September 30, 2022 and December 31, 2021, respectively	14	12
Treasury stock: 889,713 shares and 346,126 shares at September 30, 2022 and December 31, 2021, respectively, at cost	(4,127)	(1,315)
Preferred stock, $0.0001 par value Authorized: 0.5 million, after designation of the Convertible Preferred Stock Issued and outstanding: none at September 30, 2022 and December 31, 2021	0	0
Additional paid-in-capital	291,684	191,264
Accumulated deficit	(211,215)	(170,069)
Total stockholders’ equity	76,356	19,892
Total liabilities, convertible preferred stock and stockholders’ equity	320,716	222,105
Series A Convertible Preferred Stock [Member]
Current liabilities
Convertible Preferred Stock	70,594	63,791
Series B Convertible Preferred Stock [Member]
Current liabilities
Convertible Preferred Stock	71,091	64,602
Series C Convertible Preferred Stock [Member]
Current liabilities
Convertible Preferred Stock	$ 54,273	$ 40,007

Consolidated Balance Sheets (_2

Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares shares in Thousands	Sep. 30, 2022	Dec. 31, 2021
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)	143,200	120,800
Common stock, shares outstanding (in shares)	143,200	120,800
Treasury stock, shares (in shares)	889,713	346,126
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in shares)	500	500
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)	80,516	73,713
Temporary equity, shares outstanding (in shares)	80,516	73,713
Series B Convertible Preferred Stock [Member]
Temporary equity, liquidation preference (in dollars per share)	$ 1,000	$ 1,000
Temporary equity, shares issued (in shares)	76,922	70,433
Temporary equity, shares outstanding (in shares)	76,922	70,433
Series C Convertible Preferred Stock [Member]
Temporary equity, liquidation preference (in dollars per share)	$ 1,000	$ 1,000
Temporary equity, shares issued (in shares)	57,630	42,490
Temporary equity, shares outstanding (in shares)	57,630	42,490

Consolidated Statements of Oper

Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Revenues	$ 0	$ 0	$ 0	$ 0
Operating expenses
General and administrative expense	14,616	2,937	29,233	10,840
Development expense, net	1,133	0	3,870	0
Lease expense	299	240	808	678
Depreciation expense	41	43	129	136
Total operating expenses	16,089	3,220	34,040	11,654
Total operating loss	(16,089)	(3,220)	(34,040)	(11,654)
Other income (expense)
Gain (loss) on common stock warrant liabilities	(2,773)	4,442	(7,192)	(2,363)
Other, net	65	0	86	1
Total other expense	(2,708)	4,442	(7,106)	(2,362)
Net loss attributable to NextDecade Corporation	(18,797)	1,222	(41,146)	(14,016)
Preferred stock dividends	(6,248)	(5,264)	(17,777)	(13,015)
Deemed dividends on Series A Convertible Preferred Stock	0	(16)	0	(47)
Net loss attributable to common stockholders	$ (25,045)	$ (4,058)	$ (58,923)	$ (27,078)
Net loss per common share - basic and diluted (in dollars per share)	$ (0.19)	$ (0.03)	$ (0.47)	$ (0.23)
Weighted average shares outstanding - basic and diluted (in shares)	129,418	119,374	125,716	118,677

Consolidated Statement of Stock

Consolidated Statement of Stockholders' Equity and Convertible Preferred Stock (Unaudited) - USD ($) $ 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, 2020	117,829,000	249,000
Balance at Dec. 31, 2020	$ 12	$ (1,031)	$ 209,481	$ (148,030)	$ 55,522	$ 56,781	$ 0	$ 60,432
Share-based compensation			(5,799)					(5,799)
Restricted stock vesting (in shares)	590,000
Shares repurchased related to share-based compensation (in shares)	(95,000)	95,000
Shares repurchased related to share-based compensation		$ (279)						(279)
Issuance of common stock, net (in shares)	116,000
Issuance of common stock, net			151				37,807	151
Preferred stock dividends			(13,015)		6,045	5,761	1,159	(13,015)
Net income	$ 0	$ 0	0	(14,016)	0	0	0	(14,016)
Balance (in shares) at Sep. 30, 2021	120,723,000	344,000
Balance at Sep. 30, 2021	$ 12	$ (1,310)	195,136	(162,046)	61,614	62,542	38,966	31,792
Exercise of common stock warrants (in shares)	1,485,000	0
Exercise of common stock warrants	$ 0	$ 0	4,365	0	0	0	0	4,365
Stock dividend (in shares)	798,000	0
Deemed dividends - accretion of beneficial conversion feature	$ 0	$ 0	(47)	0	47	0	0	(47)
Balance (in shares) at Jun. 30, 2021	118,482,000	300,000
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)	285,000
Shares repurchased related to share-based compensation (in shares)	(44,000)	44,000
Shares repurchased related to share-based compensation		$ (139)						(139)
Issuance of common stock, net (in shares)	116,000
Issuance of common stock, net			151				4,634	151
Preferred stock dividends			(5,264)		2,089	1,993	1,159	(5,264)
Net income	$ 0	$ 0	0	1,222	0	0	0	1,222
Balance (in shares) at Sep. 30, 2021	120,723,000	344,000
Balance at Sep. 30, 2021	$ 12	$ (1,310)	195,136	(162,046)	61,614	62,542	38,966	31,792
Exercise of common stock warrants (in shares)	1,485,000	0
Exercise of common stock warrants	$ 0	$ 0	4,365	0	0	0	0	4,365
Stock dividend (in shares)	399
Deemed dividends - accretion of beneficial conversion feature	$ 0	$ 0	(16)	0	16	0	0	(16)
Balance (in shares) at Dec. 31, 2021	120,838,000	346,000
Balance at Dec. 31, 2021	$ 12	$ (1,315)	191,264	(170,069)	63,791	64,602	40,007	19,892
Share-based compensation			3,555					3,555
Restricted stock vesting (in shares)	2,293,000
Shares repurchased related to share-based compensation (in shares)	(543,000)	543,000
Shares repurchased related to share-based compensation		$ (2,812)						(2,812)
Issuance of common stock, net (in shares)	20,072,000
Issuance of common stock, net	$ 2		111,078				9,836	111,080
Preferred stock dividends			(17,777)		6,803	6,489	4,430	(17,777)
Net income	$ 0	$ 0	0	(41,146)	0	0	0	(41,146)
Balance (in shares) at Sep. 30, 2022	143,181,000	889,000
Balance at Sep. 30, 2022	$ 14	$ (4,127)	291,684	(211,215)	70,594	71,091	54,273	$ 76,356
Exercise of common stock warrants (in shares)	521,000	0						520,335
Exercise of common stock warrants	$ 0	$ 0	3,564	0	0	0	0	$ 3,564
Balance (in shares) at Jun. 30, 2022	127,254,000	742,000
Balance at Jun. 30, 2022	$ 13	$ (3,067)	213,749	(192,418)	68,259	68,863	52,604	18,277
Share-based compensation			3,041					3,041
Restricted stock vesting (in shares)	620,000
Shares repurchased related to share-based compensation (in shares)	(147,000)	147,000
Shares repurchased related to share-based compensation		$ (1,060)						(1,060)
Issuance of common stock, net (in shares)	15,454,000	0
Issuance of common stock, net	$ 1	$ 0	81,142	0	0	0	0	81,143
Preferred stock dividends			(6,248)		2,335	2,228	1,669	(6,248)
Net income	$ 0	$ 0	0	(18,797)	0	0	0	(18,797)
Balance (in shares) at Sep. 30, 2022	143,181,000	889,000
Balance at Sep. 30, 2022	$ 14	$ (4,127)	$ 291,684	$ (211,215)	$ 70,594	$ 71,091	$ 54,273	$ 76,356

Consolidated Statements of Cash

Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Operating activities:
Net loss attributable to NextDecade Corporation	$ (41,146)	$ (14,016)
Adjustment to reconcile net loss to net cash used in operating activities
Depreciation	129	136
Share-based compensation expense (forfeiture)	3,555	(5,571)
Loss on common stock warrant liabilities	7,192	2,363
Amortization of right-of-use assets	522	414
Amortization of other non-current assets	354	1,062
Changes in operating assets and liabilities:
Prepaid expenses	(460)	(234)
Accounts payable	294	76
Operating lease liabilities	(482)	(396)
Accrued expenses and other liabilities	2,081	3,914
Net cash used in operating activities	(27,961)	(12,252)
Investing activities:
Acquisition of property, plant and equipment	(5,673)	(8,390)
Acquisition of other non-current assets	(5,343)	(4,666)
Net cash used in investing activities	(11,016)	(13,056)
Financing activities:
Proceeds from sale of Series C Convertible Preferred Stock	10,500	39,500
Proceeds from sale of common stock	115,000	389
Equity issuance costs	(2)	(117)
Preferred stock dividends	(38)	(50)
Shares repurchased related to share-based compensation	(2,812)	(279)
Net cash provided by financing activities	122,648	39,443
Net increase in cash and cash equivalents	83,671	14,135
Cash and cash equivalents – beginning of period	25,552	22,608
Cash and cash equivalents – end of period	109,223	36,743
Non-cash investing activities:
Accounts payable for acquisition of property, plant and equipment	470	329
Accrued liabilities for acquisition of property, plant and equipment	3,904	996
Pipeline assets obtained in exchange for other non-current liabilities	0	84
Non-cash financing activities:
Paid-in-kind dividends on Convertible Preferred Stock	17,722	12,965
Accounts payable for equity issuance costs	3,888	148
Accretion of deemed dividends on Series A Convertible Preferred Stock	0	47
Accrued liabilities for equity issuance costs	$ 83	$ 35

Note 1 - Background and Basis o

Note 1 - Background and Basis of Presentation	9 Months Ended
	Sep. 30, 2022
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 capture and storage of CO 2 third 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, 2021 three September 30, 2022 not Certain reclassifications have been made to conform prior period information to the current presentation. The reclassifications did not The Company has incurred operating losses since its inception and management expects operating losses and negative cash flows to continue for the foreseeable future and, as a result, the Company will require additional capital to fund its operations and execute its business plan. As of September 30, 2022 may not one not twelve The Company plans to alleviate the going concern issue by obtaining sufficient funding through additional equity, equity-based or debt instruments or any other means and managing certain operating and overhead costs. The Company's ability to raise additional capital in the equity and debt markets, should the Company choose to do so, is dependent on a number of factors, including, but not no These consolidated financial statements have been prepared on a going concern basis and do not may no

Note 2 - Prepaid Expenses and O

Note 2 - Prepaid Expenses and Other Current Assets	9 Months Ended
	Sep. 30, 2022
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, 2022 2021 Prepaid subscriptions $ 278 $ 85 Prepaid insurance 484 272 Prepaid marketing and sponsorships — 60 Other 547 418 Total prepaid expenses and other current assets $ 1,309 $ 835

Note 3 - Sale of Equity Interes

Note 3 - Sale of Equity Interests in Rio Bravo	9 Months Ended
	Sep. 30, 2022
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, 2022

Note 4 - Property, Plant and Eq

Note 4 - Property, Plant and Equipment	9 Months Ended
	Sep. 30, 2022
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, 2022 2021 Fixed Assets Computers $ 697 $ 633 Furniture, fixtures, and equipment 664 464 Leasehold improvements 101 101 Total fixed assets 1,462 1,198 Less: accumulated depreciation (973 ) (844 ) Total fixed assets, net 489 354 Project Assets (not placed in service) Terminal 161,312 152,445 Pipeline 21,017 21,017 Total Terminal and Pipeline assets 182,329 173,462 Total property, plant and equipment, net $ 182,818 $ 173,816 Depreciation expense was $41 thousand and $43 thousand for the three September 30, 2022 2021 nine September 30, 2022 2021

Note 5 - Leases

Note 5 - Leases	9 Months Ended
	Sep. 30, 2022
Notes to Financial Statements
Lessee, Operating Leases [Text Block]	Note 5 Our leased assets primarily consist of office space. Operating lease right-of-use assets are as follows (in thousands): September 30, December 31, 2022 2021 Office leases $ 1,065 $ 590 Total operating lease right-of-use assets, net $ 1,065 $ 590 Operating lease liabilities are as follows (in thousands): September 30, December 31, 2022 2021 Office leases $ 968 $ 596 Total current lease liabilities $ 968 $ 596 Non-current office leases 143 — Total lease liabilities $ 1,111 $ 596 Operating lease expense is as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Office leases $ 230 $ 156 $ 608 $ 470 Total operating lease expense 230 156 608 470 Short-term lease expense 69 84 200 208 Total lease expense $ 299 $ 240 $ 808 $ 678 Maturity of operating lease liabilities as of September 30, 2022 2022 (remaining) $ 169 2023 1,027 2024 — 2025 — 2026 — Thereafter — Total undiscounted lease payments 1,196 Discount to present value (85 ) Present value of lease liabilities $ 1,111 Weighted average remaining lease term - years 1.3 Weighted average discount rate - percent 12.0 Other information related to our operating leases is as follows (in thousands): Nine Months Ended September 30, 2022 2021 Cash paid for amounts included in the measurement of operating lease liabilities: Cash flows from operating activities $ 684 $ 509 Noncash right-of-use assets recorded for operating lease liabilities: In exchange for new operating lease liabilities during the period 1,332 712

Note 6 - Other Non-current Asse

Note 6 - Other Non-current Assets	9 Months Ended
	Sep. 30, 2022
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, 2022 2021 Permitting costs (1) $ 8,250 $ 7,644 Enterprise resource planning system, net — 354 Rio Grande Site Lease initial direct costs 18,051 13,314 Total other non-current assets, net $ 26,301 $ 21,312 ( 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, 2022
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, 2022 2021 Employee compensation expense $ 4,619 $ 4,358 Terminal costs 3,905 926 Accrued legal services 485 70 Other accrued liabilities 1,979 437 Total accrued liabilities and other current liabilities $ 10,988 $ 5,791

Note 8 - Preferred Stock and Co

Note 8 - Preferred Stock and Common Stock Warrants	9 Months Ended
	Sep. 30, 2022
Notes to Financial Statements
PreferredStockAndWarrants [Text Block]	8 – Preferred Stock and Common Stock Warrants Preferred Stock As of December 31, 2021, In March 2022, “2022 “2022 Net proceeds from the sales of the 2022 2022 2022 Allocation of Proceeds 2022 Series C 2022 Series C Preferred Warrants Stock Gross proceeds $ 10,500 Equity issuance costs (20 ) Net proceeds - Initial Fair Value Allocation $ 10,480 $ 644 $ 9,836 Per balance sheet upon issuance $ 644 $ 9,836 As of September 30, 2022 The Company has the option to convert all, but not ten tenth 10th 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, 2022 2021 October 12, 2022, September 15, 2022. October 17, 2022, Common Stock Warrants The Company has issued warrants exercisable to purchase Company common stock in connection with its issuances of Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock (collectively, the “Common Stock Warrants”). The Company revalues the Common Stock Warrants at each balance sheet date and recognized a loss of $2.8 million and a gain of $4.4 million during the three September 30, 2022 2021 nine September 30, 2022 2021 3 The assumptions used in the Monte Carlo simulation model to estimate the fair value of the Common Stock Warrants are as follows: September 30, December 31, 2022 2021 Stock price $ 6.02 $ 2.85 Exercise price $ 0.01 $ 0.01 Risk-free rate 4.2 % 0.1 % Volatility 55.9 % 62.6 % Term (years) 2.0 1.6

Note 9 - Shareholders' Equity

Note 9 - Shareholders' Equity	9 Months Ended
	Sep. 30, 2022
Notes to Financial Statements
Stockholders' Equity Note Disclosure [Text Block]	9 Common Stock Purchase Agreements On April 6, 2022, April 7, 2022. On September 14, 2022, September 19, 2022. Common Stock Warrants During the nine September 30, 2022

Note 10 - Net Loss Per Share

Note 10 - Net Loss Per Share	9 Months Ended
	Sep. 30, 2022
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 nine September 30, 2022 2021 Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Weighted average common shares outstanding: Basic 129,418 119,374 125,716 118,677 Dilutive unvested stock, convertible preferred stock, Common Stock Warrants and IPO Warrants — — — — Diluted 129,418 119,374 125,716 118,677 Basic and diluted net loss per share attributable to common stockholders $ (0.19 ) $ (0.03 ) $ (0.47 ) $ (0.23 ) Potentially dilutive securities not Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Unvested stock and stock units (1) 1,918 1,831 1,751 1,581 Convertible preferred stock 47,707 34,095 45,653 29,174 Common Stock Warrants 1,240 2,510 1,388 2,486 IPO Warrants (2) — 12,082 — 12,082 Total potentially dilutive common shares 50,865 50,518 48,792 45,323 ( 1 Includes the impact of unvested shares containing performance conditions to the extent that the underlying performance conditions are satisfied based on actual results as of the respective dates. ( 2 The IPO Warrants were issued in connection with our initial public offering in 2015 July 24, 2022.

Note 11 - Share-based Compensat

Note 11 - Share-based Compensation	9 Months Ended
	Sep. 30, 2022
Notes to Financial Statements
Share-Based Payment Arrangement [Text Block]	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, 2022 2021 2022 2021 Share-based compensation expense (forfeiture): Equity awards $ 3,041 $ (3,653 ) $ 3,555 $ (5,799 ) Liability awards — — — — Total share-based compensation (forfeiture) 3,041 (3,653 ) 3,555 (5,799 ) Capitalized share-based compensation — 944 — 228 Total share-based compensation expense (forfeiture) $ 3,041 $ (2,709 ) $ 3,555 $ (5,571 )

Note 12 - Income Taxes

Note 12 - Income Taxes	9 Months Ended
	Sep. 30, 2022
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, 2022 December 31, 2021 not three nine September 30, 2022 2021

Note 13 - Commitments and Conti

Note 13 - Commitments and Contingencies	9 Months Ended
	Sep. 30, 2022
Notes to Financial Statements
Commitments and Contingencies Disclosure [Text Block]	Note 13 Obligation under LNG Sale and Purchase Agreement In March 2019, 20 two million first three In the first 2020, first Other Commitments On March 6, 2019, April 20, 2022, May 6, 2023 ( 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. In the fourth 2021, 2022. Legal Proceedings From time to time the Company may September 30, 2022 not not

Note 14 - Recent Accounting Pro

Note 14 - Recent Accounting Pronouncements	9 Months Ended
	Sep. 30, 2022
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 been adopted by the Company during the reporting period: Standard Description 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 The Company adopted this standard using the modified retrospective approach, which did not

Significant Accounting Policies

Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2022
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, 2021 three September 30, 2022 not Certain reclassifications have been made to conform prior period information to the current presentation. The reclassifications did not The Company has incurred operating losses since its inception and management expects operating losses and negative cash flows to continue for the foreseeable future and, as a result, the Company will require additional capital to fund its operations and execute its business plan. As of September 30, 2022 may not one not twelve The Company plans to alleviate the going concern issue by obtaining sufficient funding through additional equity, equity-based or debt instruments or any other means and managing certain operating and overhead costs. The Company's ability to raise additional capital in the equity and debt markets, should the Company choose to do so, is dependent on a number of factors, including, but not no These consolidated financial statements have been prepared on a going concern basis and do not may no

Note 2 - Prepaid Expenses and_2

Note 2 - Prepaid Expenses and Other Current Assets (Tables)	9 Months Ended
	Sep. 30, 2022
Notes Tables
Schedule of Prepaid Expense and Other Current Assets [Table Text Block]	September 30, December 31, 2022 2021 Prepaid subscriptions $ 278 $ 85 Prepaid insurance 484 272 Prepaid marketing and sponsorships — 60 Other 547 418 Total prepaid expenses and other current assets $ 1,309 $ 835

Note 4 - Property, Plant and _2

Note 4 - Property, Plant and Equipment (Tables)	9 Months Ended
	Sep. 30, 2022
Notes Tables
Property, Plant and Equipment [Table Text Block]	September 30, December 31, 2022 2021 Fixed Assets Computers $ 697 $ 633 Furniture, fixtures, and equipment 664 464 Leasehold improvements 101 101 Total fixed assets 1,462 1,198 Less: accumulated depreciation (973 ) (844 ) Total fixed assets, net 489 354 Project Assets (not placed in service) Terminal 161,312 152,445 Pipeline 21,017 21,017 Total Terminal and Pipeline assets 182,329 173,462 Total property, plant and equipment, net $ 182,818 $ 173,816

Note 5 - Leases (Tables)

Note 5 - Leases (Tables)	9 Months Ended
	Sep. 30, 2022
Notes Tables
Lessee, Operating Lease Right-of-use Assets and Liabilities [Table Text Block]	September 30, December 31, 2022 2021 Office leases $ 1,065 $ 590 Total operating lease right-of-use assets, net $ 1,065 $ 590 September 30, December 31, 2022 2021 Office leases $ 968 $ 596 Total current lease liabilities $ 968 $ 596 Non-current office leases 143 — Total lease liabilities $ 1,111 $ 596
Lease, Cost [Table Text Block]	Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Office leases $ 230 $ 156 $ 608 $ 470 Total operating lease expense 230 156 608 470 Short-term lease expense 69 84 200 208 Total lease expense $ 299 $ 240 $ 808 $ 678 Nine Months Ended September 30, 2022 2021 Cash paid for amounts included in the measurement of operating lease liabilities: Cash flows from operating activities $ 684 $ 509 Noncash right-of-use assets recorded for operating lease liabilities: In exchange for new operating lease liabilities during the period 1,332 712
Lessee, Operating Lease, Liability, Maturity [Table Text Block]	2022 (remaining) $ 169 2023 1,027 2024 — 2025 — 2026 — Thereafter — Total undiscounted lease payments 1,196 Discount to present value (85 ) Present value of lease liabilities $ 1,111 Weighted average remaining lease term - years 1.3 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, 2022
Notes Tables
Schedule of Other Assets, Noncurrent [Table Text Block]	September 30, December 31, 2022 2021 Permitting costs (1) $ 8,250 $ 7,644 Enterprise resource planning system, net — 354 Rio Grande Site Lease initial direct costs 18,051 13,314 Total other non-current assets, net $ 26,301 $ 21,312

Note 7 - Accrued Liabilities _2

Note 7 - Accrued Liabilities and Other Current Liabilities (Tables)	9 Months Ended
	Sep. 30, 2022
Notes Tables
Schedule of Accrued Expenses and Other Current Liabilities [Table Text Block]	September 30, December 31, 2022 2021 Employee compensation expense $ 4,619 $ 4,358 Terminal costs 3,905 926 Accrued legal services 485 70 Other accrued liabilities 1,979 437 Total accrued liabilities and other current liabilities $ 10,988 $ 5,791

Note 8 - Preferred Stock and _2

Note 8 - Preferred Stock and Common Stock Warrants (Tables)	9 Months Ended
	Sep. 30, 2022
Notes Tables
Schedule of Allocation of Net Cash Proceeds [Table Text Block]	Allocation of Proceeds 2022 Series C 2022 Series C Preferred Warrants Stock Gross proceeds $ 10,500 Equity issuance costs (20 ) Net proceeds - Initial Fair Value Allocation $ 10,480 $ 644 $ 9,836 Per balance sheet upon issuance $ 644 $ 9,836
Fair Value Measurement Inputs and Valuation Techniques [Table Text Block]	September 30, December 31, 2022 2021 Stock price $ 6.02 $ 2.85 Exercise price $ 0.01 $ 0.01 Risk-free rate 4.2 % 0.1 % Volatility 55.9 % 62.6 % Term (years) 2.0 1.6

Note 10 - Net Loss Per Share (T

Note 10 - Net Loss Per Share (Tables)	9 Months Ended
	Sep. 30, 2022
Notes Tables
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]	Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Weighted average common shares outstanding: Basic 129,418 119,374 125,716 118,677 Dilutive unvested stock, convertible preferred stock, Common Stock Warrants and IPO Warrants — — — — Diluted 129,418 119,374 125,716 118,677 Basic and diluted net loss per share attributable to common stockholders $ (0.19 ) $ (0.03 ) $ (0.47 ) $ (0.23 )
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block]	Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Unvested stock and stock units (1) 1,918 1,831 1,751 1,581 Convertible preferred stock 47,707 34,095 45,653 29,174 Common Stock Warrants 1,240 2,510 1,388 2,486 IPO Warrants (2) — 12,082 — 12,082 Total potentially dilutive common shares 50,865 50,518 48,792 45,323

Note 11 - Share-based Compens_2

Note 11 - Share-based Compensation (Tables)	9 Months Ended
	Sep. 30, 2022
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, 2022 2021 2022 2021 Share-based compensation expense (forfeiture): Equity awards $ 3,041 $ (3,653 ) $ 3,555 $ (5,799 ) Liability awards — — — — Total share-based compensation (forfeiture) 3,041 (3,653 ) 3,555 (5,799 ) Capitalized share-based compensation — 944 — 228 Total share-based compensation expense (forfeiture) $ 3,041 $ (2,709 ) $ 3,555 $ (5,571 )

Note 1 - Background and Basis_2

Note 1 - Background and Basis of Presentation (Details Textual) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021	Sep. 30, 2021	Dec. 31, 2020
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents, Ending Balance	$ 109,223	$ 25,552	$ 36,743	$ 22,608

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, 2022	Dec. 31, 2021
Prepaid subscriptions	$ 278	$ 85
Prepaid insurance	484	272
Prepaid marketing and sponsorships	0	60
Other	547	418
Total prepaid expenses and other current assets	$ 1,309	$ 835

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, 2022
Equity Method Investment, Ownership Percentage		100%
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, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Depreciation, Total	$ 41	$ 43	$ 129	$ 136

Note 4 - Property, Plant and _4

Note 4 - Property, Plant and Equipment - Summary of Property, Plant and Equipment (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Property, plant and equipment, net	$ 182,818	$ 173,816
Computer Equipment [Member]
Property, plant and equipment, gross	697	633
Furniture and Fixtures [Member]
Property, plant and equipment, gross	664	464
Leasehold Improvements [Member]
Property, plant and equipment, gross	101	101
Excluding Construction in Progress [Member]
Property, plant and equipment, gross	1,462	1,198
Less: accumulated depreciation	(973)	(844)
Property, plant and equipment, net	489	354
Construction in Progress [Member]
Property, plant and equipment, gross	182,329	173,462
Construction in Progress [Member] | Rio Grande [Member]
Property, plant and equipment, gross	161,312	152,445
Construction in Progress [Member] | Rio Bravo [Member]
Property, plant and equipment, gross	$ 21,017	$ 21,017

Note 5 - Leases - Supplemental

Note 5 - Leases - Supplemental Balance Sheet Information Related to Leases (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Operating lease right-of-use assets, net	$ 1,065	$ 590
Current lease liabilities	968	596
Non-current leases	143	0
Lease liabilities	1,111	596
Office Leases [Member]
Operating lease right-of-use assets, net	1,065	590
Current lease liabilities	968	596
Non-current leases	$ 143	$ 0

Note 5 - Leases - Lease Expense

Note 5 - Leases - Lease Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Operating lease expense	$ 230	$ 156	$ 608	$ 470
Short-term lease expense	69	84	200	208
Total lease expense	299	240	808	678
Cash flows from operating activities			684	509
In exchange for new operating lease liabilities during the period			1,332	712
Office Leases [Member]
Operating lease expense	$ 230	$ 156	$ 608	$ 470

Note 5 - Leases - Maturity of O

Note 5 - Leases - Maturity of Operating Lease (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
2022 (remaining)	$ 169
2023	1,027
2024	0
2025	0
2026	0
Thereafter	0
Total undiscounted lease payments	1,196
Discount to present value	(85)
Present value of lease liabilities	$ 1,111	$ 596
Weighted average remaining lease term - years (Year)	1 year 3 months 18 days
Weighted average discount rate - percent	12%

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, 2022	Dec. 31, 2021
Permitting costs	[1]	$ 8,250	$ 7,644
Enterprise resource planning system, net		0	354
Rio Grande Site Lease initial direct costs		18,051	13,314
Total other non-current assets, net		$ 26,301	$ 21,312
[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, 2022	Dec. 31, 2021
Employee compensation expense	$ 4,619	$ 4,358
Terminal costs	3,905	926
Accrued legal services	485	70
Other accrued liabilities	1,979	437
Total accrued liabilities and other current liabilities	$ 10,988	$ 5,791

Note 8 - Preferred Stock and _3

Note 8 - Preferred Stock and Common Stock Warrants (Details Textual) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands		1 Months Ended	3 Months Ended		6 Months Ended	9 Months Ended
	Oct. 17, 2022	Mar. 31, 2022	Sep. 30, 2022	Sep. 30, 2021	Jun. 30, 2022	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Gain (Loss) on Revaluation of Warrants			$ (2,773)	$ 4,442		$ (7,192)	$ (2,363)
Series A Convertible Preferred Stock [Member]
Temporary Equity, Shares Outstanding (in shares)			80,516			80,516		73,713
Temporary Equity, Par or Stated Value Per Share (in dollars per share)								$ 0.0001
Preferred Stock, Convertible, Conversion Price (in dollars per share)			$ 5.48			$ 5.48
Series B Convertible Preferred Stock [Member]
Temporary Equity, Shares Outstanding (in shares)			76,922			76,922		70,433
Temporary Equity, Par or Stated Value Per Share (in dollars per share)								$ 0.0001
Preferred Stock, Convertible, Conversion Price (in dollars per share)			$ 5.53			$ 5.53
Series C Convertible Preferred Stock [Member]
Temporary Equity, Shares Outstanding (in shares)			57,630			57,630		42,490
Temporary Equity, Par or Stated Value Per Share (in dollars per share)								$ 0.0001
Temporary Equity, Stock Issued During Period, Shares, New Issues (in shares)		10,500
Temporary Equity, Issued Price Per Share (in dollars per share)		$ 1,000
Temporary Equity, Stock Issued During Period, Value, New Issues		$ 10,500
Temporary Equity, Stock Issued During Period, Shares Issued for Services (in shares)		210
Preferred Stock, Convertible, Conversion Price (in dollars per share)			$ 2.98			$ 2.98
Convertible Preferred Stock [Member]
Temporary Equity, Issued Price Per Share (in dollars per share)			$ 1,000			$ 1,000
Temporary Stock, Threshold Trading Days for Conversion (Day)					60 days
Temporary Stock, Threshold Consecutive Trading Days for Conversion (Day)						90 days
Temporary Stock, Conversion Price Minimum Percentage						175%
Temporary Stock, Maximum Business Days Following FID Event for Conversion (Day)						10 days
Temporary Equity, Dividend Rate Percentage						12%
Dividends, Preferred Stock, Paid-in-kind						$ 17,700	$ 13,000
Convertible Preferred Stock [Member] | Subsequent Event [Member]
Dividends, Preferred Stock, Paid-in-kind	$ 6,500

Note 8 - Preferred Stock and _4

Note 8 - Preferred Stock and Common Stock Warrants - Allocation of Net Cash Proceeds (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2022 USD ($)
Gross proceeds	$ 10,500
Equity issuance costs	(20)
Net proceeds - Initial Fair Value Allocation	10,480
Series C Warrants [Member]
Net proceeds - Initial Fair Value Allocation	644
Per balance sheet upon issuance	644
Series C Preferred Stock Associated Warrants [Member]
Net proceeds - Initial Fair Value Allocation	9,836
Per balance sheet upon issuance	$ 9,836

Note 8 - Preferred Stock and _5

Note 8 - Preferred Stock and Common Stock Warrants - Fair Value Assumptions (Details)	Sep. 30, 2022	Dec. 31, 2021
Measurement Input, Share Price [Member]
Warrant measurement input	6.02	2.85
Measurement Input, Exercise Price [Member]
Warrant measurement input	0.01	0.01
Measurement Input, Risk Free Interest Rate [Member]
Warrant measurement input	0.042	0.001
Measurement Input, Price Volatility [Member]
Warrant measurement input	0.559	0.626
Measurement Input, Expected Term [Member]
Warrant measurement input	2	1.6

Note 9 - Shareholders' Equity (

Note 9 - Shareholders' Equity (Details Textual) - USD ($) $ / shares in Units, $ in Thousands			9 Months Ended
	Sep. 14, 2022	Apr. 06, 2022	Sep. 30, 2022	Sep. 30, 2021
Proceeds from Issuance of Common Stock			$ 115,000	$ 389
Stock Issued During Period, Exercise Of Warrants, Shares (in shares)			520,335
HGC NEXT INV LLC [Member]
Stock Issued During Period, Shares, New Issues (in shares)		4,618,226
Share Price (in dollars per share)		$ 6.496
Proceeds from Issuance of Common Stock		$ 30,000
The “Purchasers” [Member]
Stock Issued During Period, Shares, New Issues (in shares)	15,454,160
Share Price (in dollars per share)	$ 5.50
Proceeds from Issuance of Common Stock	$ 85,000

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, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Weighted average shares outstanding - basic and diluted (in shares)	129,418	119,374	125,716	118,677
Dilutive unvested stock, convertible preferred stock, Common Stock Warrants and IPO Warrants (in shares)	0	0	0	0
Diluted (in shares)	129,418	119,374	125,716	118,677
Net loss per common share - basic and diluted (in dollars per share)	$ (0.19)	$ (0.03)	$ (0.47)	$ (0.23)

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, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Potentially dilutive common shares (in shares)		50,865	50,518	48,792	45,323
Unvested Stock [Member]
Potentially dilutive common shares (in shares)		1,918	1,831	1,751	1,581
Convertible Preferred Stocks [Member]
Potentially dilutive common shares (in shares)		47,707	34,095	45,653	29,174
Common Stock Warrants [Member]
Potentially dilutive common shares (in shares)		1,240	2,510	1,388	2,486
IPO Warrants [Member]
Potentially dilutive common shares (in shares)	[1]	0	12,082	0	12,082
[1]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, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Equity awards	$ (3,041)	$ 3,653	$ (3,555)	$ 5,799
Liability awards	0	0	0	0
Total share-based compensation (forfeiture)	3,041	(3,653)	3,555	(5,799)
Capitalized share-based compensation	0	944	0	228
Total share-based compensation expense (forfeiture)	$ 3,041	$ (2,709)	$ 3,555	$ (5,571)

Note 12 - Income Taxes (Details

Note 12 - Income Taxes (Details Textual) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
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	Apr. 30, 2020 USD ($)	Dec. 31, 2021 USD ($)	Mar. 06, 2019 a
Area Available for Lease (Acre) | a			984
Lessee, Operating Lease, Liability, to be Paid Per Quarter	$ 1.5
Wetland Mitigation Measures [Member]
Other Commitment, to be Paid, Year One		$ 0.5