Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Feb. 27, 2020 | Jun. 28, 2019 | |
Entity Information [Line Items] | |||
Entity Registrant Name | New Fortress Energy LLC | ||
Entity Central Index Key | 0001749723 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Shell Company | false | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | false | ||
Entity Public Float | $ 165.9 | ||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Entity Address, State or Province | NY | ||
Class A [Member] | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 23,607,096 | ||
Class B [Member] | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 144,342,572 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets | ||
Cash and cash equivalents | $ 27,098 | $ 78,301 |
Restricted cash | 30,966 | 30 |
Receivables, net of allowances of $0 and $257, respectively | 49,890 | 28,530 |
Inventory | 63,432 | 15,959 |
Finance leases, net | 1,082 | 943 |
Prepaid expenses and other current assets | 38,652 | 30,017 |
Total current assets | 211,120 | 153,780 |
Restricted cash | 34,971 | 22,522 |
Construction in progress | 466,587 | 254,700 |
Property, plant and equipment, net | 192,222 | 94,040 |
Finance leases, net | 91,174 | 92,207 |
Intangibles, net | 43,540 | 43,057 |
Investment in equity securities | 2,540 | 3,656 |
Deferred tax asset, net | 34 | 185 |
Other non-current assets | 81,626 | 35,255 |
Total assets | 1,123,814 | 699,402 |
Current liabilities | ||
Term loan facility | 0 | 272,192 |
Accounts payable | 11,593 | 43,177 |
Accrued liabilities | 54,943 | 67,512 |
Due to affiliates | 10,252 | 4,481 |
Other current liabilities | 25,475 | 17,393 |
Total current liabilities | 102,263 | 404,755 |
Long-term debt | 619,057 | 0 |
Deferred tax liability, net | 241 | 0 |
Other long-term liabilities | 14,929 | 12,000 |
Total liabilities | 736,490 | 416,755 |
Commitments and contingences (Note 19) | ||
Stockholders' equity | ||
Members' capital, no par value, 500,000,000 shares authorized, 67,983,095 shares issued and outstanding as of December 31, 2018 | 0 | 426,741 |
Accumulated deficit | (45,823) | (158,423) |
Accumulated other comprehensive loss | (30) | (11) |
Total stockholders' equity attributable to NFE | 84,805 | |
Total stockholders' equity attributable to NFE | 268,307 | |
Non-controlling interest | 302,519 | |
Non-controlling interest | 14,340 | |
Total stockholders' equity | 387,324 | 282,647 |
Total stockholders' equity | 282,647 | |
Total liabilities and stockholders' equity | 1,123,814 | 699,402 |
Class A [Member] | ||
Stockholders' equity | ||
Common Stock | 130,658 | 0 |
Class B [Member] | ||
Stockholders' equity | ||
Common Stock | $ 0 | $ 0 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets | ||
Allowances for receivables | $ 0 | $ 257 |
Stockholders' equity | ||
Members' capital, par value (in dollars per share) | $ 0 | |
Members' capital, shares authorized (in shares) | 500,000,000 | |
Members' capital, shares issued (in shares) | 67,983,095 | |
Members' capital, shares outstanding (in shares) | 67,983,095 | |
Class A [Member] | ||
Stockholders' equity | ||
Common stock, shares issued (in shares) | 23,607,096 | 0 |
Shares outstanding (in shares) | 23,607,096 | 0 |
Class B [Member] | ||
Stockholders' equity | ||
Common stock, shares issued (in shares) | 144,342,572 | 0 |
Shares outstanding (in shares) | 144,342,572 | 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Revenues | |||
Operating revenue | $ 145,500 | $ 96,906 | $ 82,104 |
Other revenue | 43,625 | 15,395 | 15,158 |
Total revenues | 189,125 | 112,301 | 97,262 |
Operating expenses | |||
Cost of sales | 183,359 | 95,742 | 78,692 |
Operations and maintenance | 26,899 | 9,589 | 7,456 |
Selling, general and administrative | 152,922 | 62,137 | 33,343 |
Loss on mitigation sales | 5,280 | 0 | 0 |
Depreciation and amortization | 7,940 | 3,321 | 2,761 |
Total operating expenses | 376,400 | 170,789 | 122,252 |
Operating loss | (187,275) | (58,488) | (24,990) |
Interest expense | 19,412 | 11,248 | 6,456 |
Other income, net | (2,807) | (784) | (301) |
Loss on extinguishment of debt, net | 0 | 9,568 | 0 |
Loss before taxes | (203,880) | (78,520) | (31,145) |
Tax expense (benefit) | 439 | (338) | 526 |
Net loss | (204,319) | (78,182) | (31,671) |
Net loss attributable to non-controlling interest | 170,510 | 106 | 0 |
Net loss attributable to stockholders | $ (33,809) | (78,076) | (31,671) |
Net loss per share - basic and diluted (in dollars per share) | $ (1.62) | ||
Weighted average number of shares outstanding - basic and diluted (in shares) | 20,862,555 | ||
Other comprehensive loss: | |||
Net loss | $ (204,319) | (78,182) | (31,671) |
Unrealized loss on currency translation adjustment | 219 | 0 | 0 |
Unrealized loss (gain) on available-for-sale investment | 0 | 2,677 | (1,303) |
Comprehensive loss | (204,538) | (80,859) | (30,368) |
Comprehensive loss attributable to non-controlling interest | 170,699 | 106 | 0 |
Comprehensive loss attributable to stockholders | $ (33,839) | $ (80,753) | $ (30,368) |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity - USD ($) $ in Thousands | Members' Capital [Member] | Common Stock [Member]Class A [Member] | Common Stock [Member]Class B [Member] | Stock Subscription Receivable [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive (Loss) Income [Member] | Non-controlling Interest [Member] | Total |
Balance at Dec. 31, 2016 | $ 336,683 | $ 0 | $ 0 | $ 0 | $ (48,676) | $ 1,363 | $ 0 | $ 289,370 |
Balance (in shares) at Dec. 31, 2016 | 65,000,000 | 0 | 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (31,671) | (31,671) | ||||||
Other comprehensive income (loss) | 1,303 | 1,303 | ||||||
Capital contributions | $ 70,100 | 70,100 | ||||||
Capital contributions (in shares) | 2,317,252 | |||||||
Cost of issuing capital | $ (192) | (192) | ||||||
Stock subscription receivable | $ 0 | (50,000) | (50,000) | |||||
Stock subscription receivable (in shares) | (1,652,215) | |||||||
Balance at Dec. 31, 2017 | $ 406,591 | $ 0 | $ 0 | (50,000) | (80,347) | 2,666 | 0 | 278,910 |
Balance (in shares) at Dec. 31, 2017 | 65,665,037 | 0 | 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (78,076) | (106) | (78,182) | |||||
Other comprehensive income (loss) | (2,677) | (2,677) | ||||||
Capital contributions | $ 20,150 | 20,150 | ||||||
Capital contributions (in shares) | 665,843 | |||||||
Stock subscription receivable | 50,000 | 50,000 | ||||||
Stock subscription receivable (in shares) | 1,652,215 | |||||||
Acquisition of Shannon LNG | 14,446 | 14,446 | ||||||
Balance at Dec. 31, 2018 | $ 426,741 | $ 0 | $ 0 | 0 | (158,423) | (11) | 14,340 | 282,647 |
Balance (in shares) at Dec. 31, 2018 | 67,983,095 | 0 | 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (7,923) | 11 | (91) | (8,003) | ||||
Balance at Dec. 31, 2018 | $ 426,741 | $ 0 | $ 0 | 0 | (158,423) | (11) | 14,340 | 282,647 |
Balance (in shares) at Dec. 31, 2018 | 67,983,095 | 0 | 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (204,319) | |||||||
Balance at Dec. 31, 2019 | $ 0 | $ 130,658 | $ 0 | 0 | (45,823) | (30) | 302,519 | 387,324 |
Balance (in shares) at Dec. 31, 2019 | 0 | 23,607,096 | 144,342,572 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (25,897) | (170,419) | (196,316) | |||||
Issuance of Class A shares in the IPO, net of underwriting discount and offering costs | $ 32,136 | 268,010 | ||||||
Issuance of Class A shares in the IPO, net of underwriting discount and offering costs (in shares) | 20,837,272 | |||||||
Issuance of Class A shares in the IPO, net of underwriting discount and offering costs | 235,874 | |||||||
Effects of the reorganization transactions | $ (426,741) | $ 51,092 | 146,420 | 229,229 | 0 | |||
Effects of reorganization transactions (in shares) | (67,983,095) | 147,058,824 | ||||||
Other comprehensive income (loss) | (30) | (189) | (219) | |||||
Share-based compensation expense | 41,205 | 41,205 | ||||||
Exchange of NFI Units | $ 6,225 | (6,225) | 0 | |||||
Exchange of NFI Units (in shares) | 2,716,252 | (2,716,252) | ||||||
Issuance of shares for vested RSUs | 0 | |||||||
Issuance of shares for vested RSUs (in shares) | 53,572 | |||||||
Balance at Dec. 31, 2019 | $ 0 | $ 130,658 | $ 0 | $ 0 | $ (45,823) | $ (30) | $ 302,519 | $ 387,324 |
Balance (in shares) at Dec. 31, 2019 | 0 | 23,607,096 | 144,342,572 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Cash flows from operating activities | |||
Net loss | $ (204,319) | $ (78,182) | $ (31,671) |
Adjustments for: | |||
Amortization of deferred financing costs | 5,873 | 4,023 | 696 |
Depreciation and amortization | 8,641 | 4,034 | 3,214 |
Loss on extinguishment of debt, net | 0 | 3,188 | 0 |
Deferred taxes | 392 | (345) | 521 |
Change in value of investment in equity securities | 1,116 | 0 | 0 |
Share-based compensation | 41,205 | 0 | 0 |
Loss on mitigation sales | 2,622 | 0 | 0 |
Other | 131 | 439 | 1,342 |
(Increase) in receivables | (19,754) | (9,516) | (3,114) |
(Increase) in inventories | (50,345) | (4,807) | (3,496) |
(Increase) in other assets | (39,344) | (28,338) | (21,738) |
Increase (Decrease) in accounts payable/accrued liabilities | 3,036 | 12,232 | (110) |
Increase in amounts due to affiliates | 5,771 | 2,390 | 894 |
Increase (Decrease) in other liabilities | 10,714 | 1,655 | (1,430) |
Net cash used in operating activities | (234,261) | (93,227) | (54,892) |
Cash flows from investing activities | |||
Purchase of investment in equity securities | 0 | 0 | (1,667) |
Capital expenditures | (377,051) | (181,151) | (28,727) |
Principal payments received on finance lease, net | 887 | 724 | 536 |
Acquisition of consolidated subsidiary | 0 | (4,028) | 0 |
Net cash used in investing activities | (376,164) | (184,455) | (29,858) |
Cash flows from financing activities | |||
Proceeds from borrowings of debt | 347,856 | 280,600 | 0 |
Payment of deferred financing costs | (8,259) | (14,026) | 0 |
Repayment of debt | (5,000) | (76,520) | (5,828) |
Proceeds from IPO | 274,948 | 0 | 0 |
Repayment of affiliate note | 0 | 0 | (120) |
Capital contributed from Members | 0 | 20,150 | 20,100 |
Payment of stock issuance costs | (6,938) | 0 | (192) |
Collection of subscription receivable | 0 | 50,000 | 0 |
Net cash provided by financing activities | 602,607 | 260,204 | 13,960 |
Net (decrease) in cash, cash equivalents and restricted cash | (7,818) | (17,478) | (70,790) |
Cash, cash equivalents and restricted cash - beginning of period | 100,853 | 118,331 | 189,121 |
Cash, cash equivalents and restricted cash - end of period | 93,035 | 100,853 | 118,331 |
Supplemental disclosure of non-cash investing and financing activities: | |||
Changes in accounts payable and accrued liabilities associated with construction in progress and property, plant and equipment additions | (48,150) | 74,280 | 7,997 |
Cash paid for interest, net of capitalized interest | 6,765 | 7,515 | 5,725 |
Cash paid for taxes | $ 28 | $ 0 | $ 5 |
Organization
Organization | 12 Months Ended |
Dec. 31, 2019 | |
Organization [Abstract] | |
Organization | Organization New Fortress Energy LLC (“NFE,” together with its subsidiaries, the “Company”) is a Delaware limited liability company formed by New Fortress Energy Holdings LLC (‘New Fortress Energy Holdings”) on August 6, 2018. The Company is engaged in providing energy and logistical services to end-users worldwide seeking to convert their operating assets from automotive diesel oil ("ADO") or heavy fuel oil to LNG or natural gas. The Company currently sources LNG from a combination of purchases under long-term supply contracts and the Company’s liquefaction facility in Miami, Florida. The Company has liquefaction and regasification operations in the United States and Jamaica and is developing assets in Mexico, Ireland, Nicaragua, and Angola. The Company manages, analyzes and reports on its business and results of operations on the basis of one operating segment. The chief operating decision maker makes resource allocation decisions and assesses performance based on financial information presented on a consolidated basis. |
Significant accounting policies
Significant accounting policies | 12 Months Ended |
Dec. 31, 2019 | |
Significant accounting policies [Abstract] | |
Significant accounting policies | 2. Significant accounting policies The principle accounting policies adopted are set out below. (a) Basis of presentation and principles of consolidation The consolidated financial statements were prepared in accordance with GAAP. The accompanying consolidated financial statements contained herein reflect all normal and recurring adjustments which are, in the opinion of management, necessary to provide a fair statement of the financial position, results of operations, and cash flows of the Company for the periods presented. The consolidated financial statements include the accounts of the Company and its wholly-owned and majority-owned consolidated subsidiaries. The ownership interest of other investors in consolidated subsidiaries is recorded as non-controlling interest. All significant intercompany transactions and balances have been eliminated in consolidation. On February 4, 2019, the Company completed an initial public offering (“IPO”) and a series of other transactions, in which the Company issued and sold 20,000,000 Class A shares at an IPO price of $14.00 per share. The Company’s Class A shares began trading on NASDAQ Global Select Market (“NASDAQ”) under the symbol “NFE” on January 31, 2019. Net proceeds from the IPO were $257.0 million, after deducting underwriting discounts and commissions and transaction costs. These proceeds were contributed to New Fortress Intermediate LLC (“NFI”), an entity formed in conjunction with the IPO, in exchange for 20,000,000 limited liability company units in NFI (“NFI LLC Units”). In addition, New Fortress Energy Holdings contributed all of its interests in consolidated subsidiaries that comprised substantially all of its historical operations to NFI in exchange for NFI LLC Units. In connection with the IPO, New Fortress Energy Holdings also received 147,058,824 Class B shares of the Company, which is equal to the number of NFI LLC Units held by New Fortress Energy Holdings immediately following the IPO. Immediately following the IPO, New Fortress Energy Holdings held a significant interest in NFE through its ownership of 147,058,824 Class B shares, representing an 88.0% voting and non-economic interest. New Fortress Energy Holdings also had an 88.0% economic interest in NFI through its ownership of 147,058,824 of NFI LLC Units. New Fortress Energy Holdings has been determined to be NFE’s predecessor for accounting purposes. On March 1, 2019, the underwriters of the IPO exercised their option to purchase an additional 837,272 Class A shares at the IPO price of $14.00 per share, less underwriting discounts, which resulted in $11.0 million in additional net proceeds after deducting $0.7 million of underwriting discounts and commissions, such that there were 20,837,272 outstanding Class A shares. In connection with the exercise of the underwriters’ option to purchase an additional 837,272 Class A shares, NFE contributed such additional net proceeds to NFI in exchange for 837,272 NFI LLC Units. NFE is a holding company whose sole material asset is a controlling equity interest in NFI. As the sole managing member of NFI, NFE operates and controls all of the business and affairs of NFI, and through NFI and its subsidiaries, conducts the Company’s historical business. The contribution of the assets of New Fortress Energy Holdings and net proceeds from the IPO to NFI was treated as a reorganization of entities under common control. As a result, NFE presented the consolidated balance sheets and statements of operations and comprehensive loss of New Fortress Energy Holdings for all periods prior to the IPO. The Company’s financial statements also include a non-controlling interest related to the portion of NFI LLC Units not owned by NFE. Prior to the IPO, NFE had no operations and had no assets or liabilities. (b) Use of estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. Significant estimates include relative fair value allocation between revenue and lease components of contracts with customers, total consideration and fair value of identifiable net assets related to acquisitions, and fair value of equity awards granted to both employees and non-employees. Management evaluates its estimates and related assumptions regularly. Changes in facts and circumstances or additional information may result in revised estimates, and actual results may differ from these estimates. (c) Foreign currencies The Company has certain foreign subsidiaries where the functional currency is the local currency. All of the assets and liabilities of these subsidiaries are converted to U.S. dollars at the exchange rate in effect at the balance sheet date, income and expense accounts are translated at average rates for the period, and shareholder’s equity accounts are translated at historical rates. The effects of translating financial statements of foreign operations into our reporting currency are recognized as a cumulative translation adjustment in consolidated other comprehensive income (loss). The Company also has foreign subsidiaries that have a functional currency of the U.S. dollar. Purchases and sales of assets and income and expense items denominated in foreign currencies are remeasured into U.S. dollar amounts on the respective dates of such transactions. Net realized foreign currency gains or losses relating to the differences between these recorded amounts and the U.S. dollar equivalent actually received or paid are included within Other income, net in the consolidated statements of operations and comprehensive loss. (d) Cash and cash equivalents The Company considers all highly liquid investments with an original maturity of three months or less at the time of purchase to be cash equivalents. (e) Restricted cash Restricted cash consists of funds that are contractually restricted as to usage or withdrawal and have been presented separately from cash and cash equivalents on the consolidated balance sheets. (f) Receivables Receivables are reported net of allowances for doubtful accounts. The Company maintains allowances for doubtful accounts for estimated losses resulting from the inability of customers to make required payments. The Company estimates the allowance for doubtful accounts based on a variety of factors including the length of time receivables are past due, the financial health of customers, unusual macroeconomic conditions, and historical experience. As of December 31, 2019 and 2018, the Company recognized an allowance for doubtful accounts of $0 and $257, respectively. (g) Inventories LNG and natural gas inventories and ADO inventories are recorded at weighted average cost, and materials and other inventory are recorded at cost. The Company’s cost to convert from natural gas to LNG, which primarily consists of labor, depreciation, and other direct costs to operate liquefaction facilities, is reflected in Inventory on the consolidated balance sheets. Inventory is adjusted to the lower of cost or net realizable value each quarter. Changes in the value of inventory are recorded within Cost of sales in the consolidated statements of operations and comprehensive loss. LNG is subject to “boil-off,” a natural loss of gas volume over time when LNG is exposed to environments with temperatures above its optimum storage state. Boil-off losses are expensed through Cost of sales in the consolidated statements of operations and comprehensive loss in instances where gas cannot be contained and recycled back into the production process in the period in which the loss occurs. (h) Construction in progress Construction in progress is recorded at cost, and at the point at which the constructed asset is put into use, the full cost of the asset is reclassified from Construction in progress to Property, plant and equipment, net or Finance leases, net on the consolidated balance sheets. Construction progress payments, engineering costs, and other costs directly relating to the asset under construction are capitalized during the construction period, provided the completion of the construction project is deemed probable or if the costs may be utilized in future projects. Depreciation is not recognized during the construction period. The interest cost associated with major development and construction projects is capitalized during the construction period and included in the cost of the project in Construction in progress. (i) Property, plant and equipment, net Property, plant and equipment is recorded at cost. Expenditures for construction activities and betterments that extend the useful life of the asset are capitalized. , while expenditures for routine maintenance and repairs are charged to expense as incurred within Operations and maintenance in the consolidated statements of operations and comprehensive loss. The Company depreciates property, plant and equipment using the straight-line depreciation method over the estimated economic life of the asset or lease term, whichever is shorter using the following useful lives: Useful life (Yrs) LNG liquefaction facilities 20-30 Gas terminals 5-45 Gas pipelines 4-45 ISO containers and other equipment 3-40 Leasehold improvements 5-27 The Company reviews the remaining useful life of its assets on a regular basis to determine whether changes have taken place that would suggest that a change to depreciation policies is warranted. Upon retirement or disposal of property, plant and equipment, the cost and related accumulated depreciation are removed from the account, and the resulting gains or losses, if any, are recorded in the consolidated statements of operations and comprehensive loss. (j) Asset retirement obligations (“AROs”) AROs are recognized for legal obligations associated with the retirement of long-lived assets that result from the acquisition, leasing, construction, development and/or normal use of the assets and for conditional AROs in which the timing or method of settlement are conditional on a future event. The fair value of a liability for an ARO is recognized in the period in which the liability is incurred if a reasonable estimate of fair value can be made and is accreted to its final value over the life of the liability. The initial fair value of the liability is added to the carrying amount of the associated asset. This additional carrying amount is depreciated over the estimated useful life of the asset. The Company estimates the fair value of the ARO liability based on the present value of expected cash flows using a credit-adjusted risk-free rate. Liabilities for AROs may be incurred over more than one reporting period if the events that create the obligation occur over more than one period or if estimates change. There were no settlements of AROs during the years ended December 31, 2019 and 2018. (k) Impairment of long-lived assets The Company performs a recoverability assessment of each of its long-lived assets whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Indicators may include, but are not limited to, adverse changes in the regulatory environment in a jurisdiction where the Company operates, unfavorable events impacting the supply chain for LNG to the Company’s operations, a decision to discontinue the development of a long-lived asset, early termination of a significant customer contract, or the introduction of newer technology. When performing a recoverability assessment, the Company measures whether the estimated future undiscounted net cash flows expected to be generated by the asset exceeds its carrying value. In the event that an asset does not meet the recoverability test, the carrying value of the asset will be adjusted to fair value resulting in an impairment charge. Management develops the assumptions used in the recoverability assessment based on active contracts, current and future expectations of the global demand for LNG and natural gas, as well as information received from third party industry sources. The Company did not record an impairment during the years ended December 31, 2019, 2018, and 2017. (l) Investment in equity securities The Company has adopted ASU 2016-01 (defined below) for the year beginning January 1, 2019. Under the new guidance, the investment in equity securities is carried at fair value with gains or losses recorded in earnings in Other income, net in the consolidated statements of operations and comprehensive loss. See “Note 10. Investment in equity securities” for more information. Prior to the adoption of this guidance, unrealized gains or losses for investment in equity securities were recorded in Other comprehensive income (loss). See “Note 3(b) Adoption of new and revised standards – New and amended standards adopted by the Company” for additional information related to the adoption of ASU 2016-01. (m) Intangible assets The Company accounts for intangible assets in accordance with Accounting Standards Codification (“ASC”) 350, Intangibles – Goodwill and Other Indefinite lived intangible assets are not amortized. Intangible assets with an indefinite useful life are tested for impairment on an annual basis or more frequently if changes in circumstances indicate that the carrying amount may not be recoverable. If the intangible asset is impaired, it is written down to its realizable value with a corresponding expense reflected in the consolidated statements of operations and comprehensive loss. (n) Long-term debt and debt issuance costs The Company’s debt consists of credit facilities with financial institutions and secured and unsecured bonds. Costs directly related to the issuance of debt are reported on the consolidated balance sheets as a reduction from the carrying amount of the recognized debt liability and amortized over the term of the debt using the effective interest method. Interest and related amortization of debt issuance costs recognized during major development and construction projects are capitalized and included in the cost of the project. (o) Legal and contingencies The Company may be involved in legal actions in the ordinary course of business, including governmental and administrative investigations, inquiries and proceedings concerning employment, labor, environmental, and other claims. The Company will recognize a loss contingency in the consolidated financial statements when it is probable a liability has been incurred and the amount of the loss can be reasonably estimated. The Company will disclose any loss contingencies that do not meet both conditions if there is a reasonable possibility that a loss may have been incurred. Gain contingencies are not recorded until realized. (p) Revenue recognition The Company’s primary revenue stream is the sale of LNG or natural gas to its customers, which is presented as Operating revenue in the consolidated statements of operations and comprehensive loss. Natural gas is typically delivered by pipeline into the customer’s power generation facilities, and LNG is typically delivered in containers transported by truck to customer sites. Revenue from sales of natural gas delivered by pipeline to a power generation facility is recognized over time under the output method, as the customer takes control of the natural gas. Revenue from sales of LNG delivered by truck is recognized at the point in time at which physical possession and the risks and rewards of ownership transfer to the customer, either when the containers are shipped or delivered to the customers’ storage facilities, depending on the terms of the contract. Because the nature, timing and uncertainty of revenue and cash flows are substantially the same under both modes of delivery, the Company has presented Operating revenue on an aggregated basis. The Company has concluded that variable consideration included in these agreements meets the exception for allocating variable consideration. As such, the variable consideration for these contracts is allocated to each distinct unit of LNG or natural gas delivered and recognized when that distinct unit of LNG or natural gas is delivered to the customer. The Company’s contracts with customers to supply natural gas or LNG may contain a lease of equipment. The Company allocates consideration received from customers between lease and non-lease components based on the relative fair value of each component. The fair value of the lease component is estimated based on the estimated standalone selling price of the same or similar equipment leased to the customer. The Company estimates the fair value of the non-lease component by forecasting volumes and pricing of gas to be delivered to the customer over the lease term. The leases of certain facilities and equipment to customers are accounted for as direct financing or operating leases. Direct financing leases, net on the consolidated balance sheets represents the minimum lease payments due, net of unearned revenue. The lease payments are segregated into principal and interest components similar to a loan. Unearned revenue is recognized on an effective interest method over the lease term and included in Other revenue in the consolidated statements of operations and comprehensive loss. The principal components of the lease payment are reflected as a reduction to the net investment in the finance lease. For the Company’s operating leases, the amount allocated to the leasing component is recognized over the lease term as Other revenue in the consolidated statements of operations and comprehensive loss. In addition to the revenue recognized from the leasing components of agreements with customers, Other revenue includes revenue recognized from the construction and installation of equipment to transform customers’ facilities to operate utilizing natural gas or to allow customers to receive power or other outputs from our power generation facilities. Revenue from these development services is recognized over time as the Company transfers control of the asset to the customer, unless the customer is not able to obtain control over asset under construction until such services are completed, in which case, revenue is recognized when the services are completed and the customer has control of the infrastructure. Such agreements may also include a significant financing component, and the Company recognizes revenue for the interest income component over the term of the financing as Other revenue. Shipping and handling costs are not considered to be separate performance obligations. These costs are recognized in the period in which the costs are incurred and presented within Cost of sales in the consolidated statements of operations and comprehensive loss. All such shipping and handling activities are performed prior to the customer obtaining control of the LNG or natural gas. The Company collects sales taxes from its customers based on sales of taxable products and remits such collections to the appropriate taxing authority. The Company has elected to present sales tax collections in the consolidated statements of operations and comprehensive loss on a net basis and, accordingly, such taxes are excluded from reported revenues. The Company elected the practical expedient under which the Company does not adjust consideration for the effects of a significant financing component for those contracts where the Company expects at contract inception that the period between transferring goods to the customer and receiving payment from the customer will be one year or less. (q) Loss on mitigation sales In connection with the purchase of firm cargoes of LNG, if the Company is unable to take physical possession of a portion of the contracted quantity due to capacity limitations, th During the year ended December 31, 2019, the Company has recognized losses of $5,280 within Loss on mitigation sales in the consolidated statements of operations and comprehensive loss. (r) Leases, as lessee Lease agreements are evaluated to classify the lease as capital or operating leases. When substantially all of the risks and benefits of property ownership have been transferred to the Company, as determined by the test criteria in the current authoritative guidance, the lease is recognized as a capital lease. All other leases are classified as operating leases. Lease payments under operating leases are recognized in the consolidated statements of operations and comprehensive loss on a straight-line basis over the term of the relevant lease. (s) Share-based compensation In connection with the IPO, the Company adopted the New Fortress Energy LLC 2019 Omnibus Incentive Plan (the “Incentive Plan”), effective as of February 4, 2019. Under the Incentive Plan, the Company may issue options, share appreciation rights, restricted shares, restricted share units (“RSUs”), share bonuses or other share-based awards to selected officers, employees, non-employee directors and select non-employees of NFE or its affiliates. The Company accounts for share-based compensation in accordance with ASC 718, Compensation – Stock Compensation Equity (t) Taxation Federal and state income taxes In conjunction with the closing of the Company’s IPO, New Fortress Energy Holdings contributed all of its interests in consolidated subsidiaries that comprised substantially all of its historical operations to NFI, a partnership for U.S. tax purposes, in exchange for NFI LLC Units. NFE has elected to be taxed as a corporation and is subject to corporate U.S. federal and state income taxes. The Company accounts for income taxes in accordance with ASC 740, “Accounting for Income Taxes” (“ASC 740”), under which Such net tax effects on temporary differences are reflected on the Company’s consolidated balance sheets as deferred tax assets and liabilities. Deferred tax assets are reduced by a valuation allowance when the Company believes that it is more-likely-than-not that some portion or all of the deferred tax assets will not be realized. The Company recognizes the effect of tax positions only if those positions are more likely than not of being sustained. Recognized tax positions are measured at the largest amount that is greater than 50 percent likely of being realized. Conclusions reached regarding tax positions are continually reviewed based on ongoing analyses of tax laws, regulations and interpretations thereof. To the extent that the Company’s assessment of the conclusions reached regarding tax positions changes as a result of the evaluation of new information, such change in estimate will be recorded in the period in which such determination is made. The Company reports interest and penalties relating to an underpayment of income taxes, if applicable, as a component of income tax expense. Foreign taxes Certain subsidiaries of the Company are subject to income tax in the local jurisdiction in which they operate; foreign taxes are computed based on the taxable income and the local jurisdictional tax rate. Other taxes Certain subsidiaries may be subject to payroll taxes, excise taxes, property taxes, sales and use taxes, as well as income taxes in foreign countries in which they conduct business. In addition, certain subsidiaries are exposed to local state taxes, such as franchise taxes. Local state taxes that are not income taxes are recorded within Other income, net in the consolidated statements of operations and comprehensive loss. (u) Net loss per share Basic net loss per share (“EPS”) is computed by dividing net loss attributable to Class A shares by the weighted average number of Class A shares outstanding during the period following the reorganization. Class B shares represent non-economic interests in the Company, and as such, earnings are not allocated to Class B shares. Diluted EPS reflects potential dilution and is computed by dividing net loss attributable to Class A shares by the weighted average number of Class A shares outstanding during the period following the reorganization increased by the number of additional Class A shares that would have been outstanding, including NFI LLC Units convertible into Class A shares and unvested RSUs. The dilutive effect of outstanding awards, if any, is reflected in diluted earnings per share by application of the treasury stock method or if-converted method, as applicable. Refer to “Note 20. Earnings per share” for additional information. For the year ended December 31, 2019, there was no potentially dilutive shares outstanding. |
Adoption of new and revised sta
Adoption of new and revised standards | 12 Months Ended |
Dec. 31, 2019 | |
Adoption of new and revised standards [Abstract] | |
Adoption of new and revised standards | 3. Adoption of new and revised standards As an “emerging growth company,” the Jumpstart Our Business Startups Act (“JOBS Act”) allows the Company to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. The Company has elected to use this extended transition period under the JOBS Act. The adoption dates discussed below reflect this election. (a) New standards, amendments, and interpretations issued but not effective for the financial year beginning January 1, 2019: In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-02, Leases (“ASC 842”). ASC 842 amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheet and making targeted changes to lessor accounting. Entities are also required to provide enhanced disclosure about leasing arrangements. The Company will adopt the standard effective January 1, 2020 utilizing the modified retrospective transition method to apply the new guidance, which allows the Company to recognize and measure leases upon adoption without modifying the comparative period financial statements. The Company has determined its plan for election of the practical expedients as permitted under the transition guidance within ASC 842. The Company has decided that it will not elect the package of practical expedients and therefore, as part of transition, the Company will reassess the previous conclusions made under ASC 840 related to the identification of leases, classification of leases, and initial direct costs based on the standards of ASC 842. In connection with the reassessment of previous conclusions, the Company determined that the direct financing lease recognized related to the Montego Bay Terminal would no longer be a lease under ASC 842. The Company expects to recognize a transition adjustment that will remove the unamortized net investment for the direct financing lease and recognize the underlying assets as Property, plant and equipment, net of depreciation that would have been recognized since the commissioning of the Montego Bay Terminal. Upon transition to ASC 842, the Company will recognize payments previously allocated to the leasing component of the gas sales agreement with this customer within Operating revenues in the consolidated statements of operations and comprehensive loss. Under ASC 840, amounts allocated to the leasing component have been recognized on an effective interest method over the lease term with only the portion representing interest income recognized as Other revenues. The Company will elect the practical expedients that will exempt leases with an initial term of 12 months or less from being recognized on the balance sheet L The Company has finalized its evaluation of the existing operating leases and the adoption of ASC 842 will have a material impact on the Company's consolidated balance sheets due to the recognition of significant right-of-use assets and lease liabilities. The right-of-use assets and lease liabilities will be determined based on the present value of the future fixed lease payments, which are materially consistent with the future minimum rental commitments for operating leases, as detailed in Note 23. Additionally, upon adoption port access rights and initial lease costs, as detailed within Note 15, will be reclassified to the right-of-use assets. We are finalizing our incremental borrowing rate methodology that will be used in valuing the right of use assets and operating lease liabilities. In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Disclosure Framework – Measurement of Credit Losses on Financial Instruments In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement In August 2018, the FASB issued ASU 2018-15, Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (b) New and amended standards adopted by the Company: In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers In January 2016, the FASB issued ASU 2016-01, Financial Instruments – Overall Recognition and Measurement of Financial Assets and Financial Liabilities In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows Classification of Certain Cash Receipts and Cash Payments In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows Restricted Cash In February 2018, the FASB issued ASU 2018-02, Income Statement: Reporting Comprehensive Income In September 2018, the FASB issued ASU 2018-07, Compensation - Stock Compensation Improvements to Non-employee Share-Based Payment Accounting |
Revenue from contracts with cus
Revenue from contracts with customers | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from contracts with customers [Abstract] | |
Revenue from contracts with customers | 4. Revenue from contracts with customers Revenue recognized in the Company’s consolidated statements of operations and comprehensive loss for the year ended December 31, 2019 and any associated balances on the consolidated balance sheet as of December 31, 2019 prepared under ASC 606 did not differ materially from what would have been presented under the previous revenue standard. As such, no comparison for the results of operations for the year ended December 31, 2019 and the financial position as of December 31, 2019 under ASC 606 and ASC 605 has been presented. Under most customer contracts, invoicing occurs once the Company’s performance obligations have been satisfied, at which point payment is unconditional. Receivables related to revenue from contracts with customers totaled $30,563 as of December 31, 2019 and were included in Receivables, net on the consolidated balance sheets, net of the allowance for doubtful accounts. Other items included in Receivables, net not related to revenue from contracts with customers represent receivables associated with leases which are accounted for outside the scope of ASC 606. During the year ended December 31, 2019, the Company recognized a contract liability of $6,542. The contract liability balance is comprised of unconditional payments due under the contract with a customer prior to the Company’s satisfaction of the related performance obligations. The performance obligations are expected to be recognized during the next 12 months, and the contract liability is classified within Other current liabilities on the consolidated balance sheets. During the year ended December 31, 2019, the Company recognized a contract asset of $23,261. The contract asset is comprised of the transaction price allocated to completed performance obligations that will be billed to customers in subsequent periods, and $3,787 is presented within Other current assets and $19,474 is presented within Other non-current assets based on the timing of the expected billing to the customer. Contract assets or liabilities have not been previously recognized, and as such, there are no other changes to contract balances within the current period. The Company began to recognize revenue for development services revenue during the year ended December 31, 2019 within Other revenue in the consolidated statements of operations and comprehensive loss. Costs recognized within Cost of sales associated with development services were $24,228 for the year ended December 31, 2019. The table below summarizes the balances in Other revenue: Year Ended December 31, 2019 2018 2017 Other Revenue Development services revenue $ 27,308 $ - $ - Lease related revenue 16,317 15,395 15,158 Total other revenue $ 43,625 $ 15,395 $ 15,158 Transaction price allocated to remaining performance obligations Some of the Company’s contracts are short-term in nature with a contract term of less than a year. The Company applied the optional exemption not to disclose any transaction price allocated to unfulfilled performance obligations related to these contracts. The Company has arrangements in which LNG or natural gas is sold on a “take-or-pay” basis whereby the customer is obligated to pay for the minimum guaranteed volumes even if the customer does not take delivery. The price under these agreements is based on a market index plus a fixed margin. The fixed transaction price allocated to the remaining performance obligations under these arrangements is $3,101,185 as of December 31, 2019, representing the fixed margin multiplied by the outstanding minimum guaranteed volumes. The Company expects to recognize this revenue over the following time periods, and the pattern of recognition reflects the minimum guaranteed volumes in each period: Period Revenue 2020 $ 185,272 2021 170,494 2022 168,960 2023 168,202 2024 167,445 Thereafter 2,240,812 Total $ 3,101,185 For all other sales contracts that have a term exceeding one year, the Company has elected the practical expedient in ASC 606 under which the Company does not disclose the transaction price allocated to remaining performance obligations if the variable consideration is allocated entirely to a wholly unsatisfied performance obligation. For these excluded contracts, the sources of variability are (a) the fluctuating market index prices of natural gas used to price the contracts, and (b) the variation in volumes that may be delivered to the customer. Both sources of variability are expected to be resolved at or shortly before delivery of each unit of LNG or natural gas. As each unit of LNG or natural gas represents a separate performance obligation, future volumes are wholly unsatisfied. During the year ended December 31, 2019, the Company began to incur costs to fulfill a contract with a significant customer. These costs primarily consist of expenditures required to enhance resources to deliver under the agreement with the customer. As of December 31, 2019, the Company has capitalized $8,839, of which $331 of these costs is presented within Other current assets and $8,508 is presented within Other non-current assets on the consolidated balance sheets. These costs will be recognized over the expected customer life, beginning when the Company begins to deliver under the contract. |
Acquisition
Acquisition | 12 Months Ended |
Dec. 31, 2019 | |
Acquisition [Abstract] | |
Acquisition | 5. Acquisition On November 9, 2018, the Company entered into an agreement to acquire the share capital of Shannon LNG Limited (“SLNG”) and Shannon LNG Energy Limited (“LNG Energy,” and, together with SLNG, “Shannon LNG”) in a transaction accounted for as an asset acquisition. On the same date, the Company acquired the Class A shares of Shannon LNG, representing a controlling financial interest. Shannon LNG was previously formed to acquire and develop assets comprising permissions, rights, licenses, leases, and other entitlements which would be used to construct and operate a terminal, pipeline, and related infrastructure, to import, process and deliver natural gas to downstream customers in Ireland. As of the date of acquisition, construction of the planned infrastructure had not commenced and the primary assets of Shannon LNG were comprised of land, wayleaves, and permits that would allow for future development. The purchase agreement required the Company to pay the following amounts: November 9, 2018 Cash (1) $ 3,435 Contingent consideration (2) 9,835 Equity Agreement (3) 16,924 Transaction costs 593 Non-controlling interest 14,446 Total consideration $ 45,233 (1) Cash inclusive of repayment of Shannon LNG’s liabilities equal to approximately $2,857. (2) Consideration due to sellers once the first gas is exported from the terminal to be built. (3) To be paid in shares at the earlier of agreed-upon date in 2020 or the commencement of significant construction activities specified in the Shannon LNG Agreement. The contingent consideration meets the definition of a derivative under ASC 815, Derivatives and Hedging . See Note 6 for more detail; the contingent consideration is recognized in Other long-term liabilities on the consolidated balance sheets as of December 31, 2019 and 2018. The Equity Agreement is an unconditional obligation and is recognized in Other current liabilities on the consolidated balance sheets as of December 31, 2019 and 2018. The purchase agreement included put and call options to allow or require the Company to acquire the remaining ownership interest of Shannon LNG. The options were deemed to be embedded equity-linked instruments within the non-controlling interest that is recognized within permanent equity. The fair value of the non-controlling interest was estimated to be $14,446 based on the strike price of the call and put options. The assets acquired in connection with the acquisition were recorded by the Company at their estimated relative fair values as follows: November 9, 2018 Useful life (Yrs) Assets Land $ 851 Indefinite life Rights of way 1,191 Indefinite life Intangible assets – favorable lease agreements 244 91 Intangible assets – permits 42,947 40 Total assets acquired $ 45,233 |
Fair value
Fair value | 12 Months Ended |
Dec. 31, 2019 | |
Fair value [Abstract] | |
Fair value | 6. Fair value Fair value measurements and disclosures require the use of valuation techniques to measure fair value that maximize the use of observable inputs and minimize use of unobservable inputs. These inputs are prioritized as follows: • Level 1 – observable inputs such as quoted prices in active markets for identical assets or liabilities. • Level 2 – inputs other than quoted prices included within Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities or market corroborated inputs. • Level 3 – unobservable inputs for which there is little or no market data and which require the Company to develop its own assumptions about how market participants price the asset or liability. The valuation techniques that may be used to measure fair value are as follows: • Market approach – uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities. • Income approach – uses valuation techniques, such as the discounted cash flow technique, to convert future amounts to a single present amount based on current market expectations about those future amounts. • Cost approach – based on the amount that currently would be required to replace the service capacity of an asset (replacement cost). The following table presents the Company’s financial assets and financial liabilities that are measured at fair value as of December 31, 2019 and 2018: December 31, 2019 Level 1 Level 2 Level 3 Total Valuation technique Assets Cash and cash equivalents $ 27,098 $ - $ - $ 27,098 Market approach Restricted cash 65,937 - - 65,937 Market approach Investment in equity securities 2,540 - - 2,540 Market approach Total $ 95,575 $ - $ - $ 95,575 Liabilities Derivative liability¹ $ - $ - $ 9,800 $ 9,800 Income approach Equity agreement² - - 16,800 16,800 Income approach Total $ - $ - $ 26,600 $ 26,600 December 31, 2018 Level 1 Level 2 Level 3 Total Valuation technique Assets Cash and cash equivalents $ 78,301 $ - $ - $ 78,301 Market approach Restricted cash 22,552 - - 22,552 Market approach Investment in equity securities 3,656 - - 3,656 Market approach Total $ 104,509 $ - $ - $ 104,509 Liabilities Derivative liability¹ $ - $ - $ 9,835 $ 9,835 Income approach Equity agreement² - - 16,924 16,924 Income approach Total $ - $ - $ 26,759 $ 26,759 (1) Consideration due to the sellers of Shannon LNG once first gas is supplied from the terminal to be built. (2) To be paid in shares at the earlier of agreed-upon date or the commencement of significant construction activities specified in the Shannon LNG Agreement. The Company estimates fair value of the derivative liability and equity agreement using a discounted cash flows method with discount rates based on the average yield curve for bonds with similar credit ratings and matching terms to the discount periods as well as a probability of the contingent event occurring. The Company recorded a loss from fair value adjustments on the derivative liability and equity agreement of $121 and $0 within Other income, net in the consolidated statements of operations and a gain of $280 and $0 within unrealized gain on currency translation adjustment in the Other comprehensive loss for the year ended December 31, 2019 and 2018, respectively. During the year ended December 31, 2019 and 2018, the Company had no settlements of the equity agreement or derivative liability or any transfers in or out of Level 3 in the fair value hierarchy. The Company estimates fair value of outstanding debt using a discounted cash flow method based on current market interest rates for debt issuances with similar remaining years to maturity and adjusted for credit risk. The Company has estimated that the carrying value for each of the Term Loan Facility, Senior Secured Bonds, and Senior Unsecured Bonds (all defined below in “Note 17. Debt”) approximate fair value. The fair value estimate is classified as Level 3 in the fair value hierarchy. |
Restricted cash
Restricted cash | 12 Months Ended |
Dec. 31, 2019 | |
Restricted cash [Abstract] | |
Restricted cash | 7. Restricted cash As of December 31, 2019 and 2018, restricted cash consisted of the following: December 31, December 31, Collateral for performance under customer agreements $ 15,000 $ 15,095 Collateral for LNG purchases 35,000 927 Collateral for letters of credit and performance bonds 7,388 6,238 Debt service reserve account 8,299 - Other restricted cash 250 292 Total restricted cash $ 65,937 $ 22,552 Current restricted cash $ 30,966 $ 30 Non-current restricted cash 34,971 22,522 |
Inventory
Inventory | 12 Months Ended |
Dec. 31, 2019 | |
Inventory [Abstract] | |
Inventory | 8. Inventory As of December 31, 2019 and 2018, inventory consisted of the following: December 31, December 31, LNG and natural gas inventory $ 57,436 $ 15,611 ADO inventory 4,746 - Materials, supplies and other 1,250 348 Total inventory $ 63,432 $ 15,959 Inventory is adjusted to the lower of cost or net realizable value each quarter. Changes in the value of inventory are recorded within Cost of sales in the consolidated statements of operations and comprehensive loss. |
Prepaid expenses and other curr
Prepaid expenses and other current assets | 12 Months Ended |
Dec. 31, 2019 | |
Prepaid expenses and other current assets [Abstract] | |
Prepaid expenses and other current assets | 9. Prepaid expenses and other current assets As of December 31, 2019 and 2018, prepaid expenses and other current assets consisted of the following: December 31, December 31, Prepaid expenses $ 7,458 $ 2,169 Prepaid LNG 7,097 16,170 Due from affiliates (Note 24) 1,577 890 Other current assets 22,520 10,788 Total prepaid expenses and other current assets $ 38,652 $ 30,017 Other current assets as of December 31, 2019 primarily consists of capitalized costs associated with delivering development services to a customer and receivables for recoverable taxes. Other current assets as of December 31, 2018 primarily consists of IPO issuance costs incurred which were netted against issuance proceeds upon completion of the IPO. |
Investment in equity securities
Investment in equity securities | 12 Months Ended |
Dec. 31, 2019 | |
Investment in equity securities [Abstract] | |
Investment in equity securities | 10. Investment in equity securities The Company has invested in equity securities of an international oil and gas drilling contractor. The following tables present the number of shares, cost and fair value of the investment: December 31, 2019 (in thousands of U.S. dollars except shares) Number of Shares Cost Fair value Investment in equity securities¹ 295,256 $ 3,667 $ 2,540 ¹During the year ended December 31, 2019, the investee effected a 5-for-1 reverse stock split. December 31, 2018 (in thousands of U.S. dollars except shares) Number of Shares Cost Fair value Investment in equity securities 1,476,280 $ 3,667 $ 3,656 The movement in the value of the equity investment during the years ended December 31, 2019 and 2018 is summarized below: December 31, 2019 December 31, 2018 Beginning of period $ 3,656 $ 6,333 Unrealized loss (1,116 ) (2,677 ) End of period $ 2,540 $ 3,656 The unrealized loss of $1,116 for the year ended December 31, 2019 is included within Other income, net in the consolidated statements of operations and comprehensive loss. The unrealized loss of $2,677 for the year ended December 31, 2018 was included within unrealized loss on available-for-sale investment in the Other comprehensive loss. |
Construction in progress
Construction in progress | 12 Months Ended |
Dec. 31, 2019 | |
Construction in Progress [Abstract] | |
Construction in progress | 11. Construction in progress The Company’s construction in progress activity during the years ended December 31, 2019 and 2018 is detailed below: December 31, 2019 December 31, 2018 Balance at beginning of period $ 254,700 $ 35,413 Additions 315,188 224,871 Transferred to property, plant and equipment, net (Note 12) (103,301 ) (5,584 ) Balance at end of period $ 466,587 $ 254,700 Interest expense of $25,172, $1,732 and $0 was capitalized for the year ended December 31, 2019, 2018 and 2017, respectively, inclusive of amortized debt issuance costs disclosed in “Note 17. Debt.” |
Property, plant and equipment,
Property, plant and equipment, net | 12 Months Ended |
Dec. 31, 2019 | |
Property, plant and equipment, net [Abstract] | |
Property, plant and equipment, net | 12. Property, plant and equipment, net As of December 31, 2019 and 2018, the Company’s property, plant and equipment, net consisted of the following: December 31, 2019 December 31, 2018 LNG liquefaction facilities $ 66,273 $ 65,631 Gas terminals 52,781 - Gas pipelines 11,692 - ISO containers and other equipment 54,932 17,792 Land 15,401 12,779 Leasehold improvements 8,054 7,229 Accumulated depreciation (16,911 ) (9,391 ) Total property, plant and equipment, net $ 192,222 $ 94,040 Depreciation for years ended December 31, 2019, 2018, and 2017 totaled $7,527, $3,900, and $3,214, respectively, of which $701, $713, and $453, respectively, is included within Cost of sales in the consolidated statements of operations and comprehensive loss. |
Intangible assets, net
Intangible assets, net | 12 Months Ended |
Dec. 31, 2019 | |
Intangible assets, net [Abstract] | |
Intangible assets, net | 13. Intangible assets, net The following table summarizes the composition of intangible assets: December 31, 2019 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted Average Life Definite-lived intangible assets Shannon LNG leases and permits $ 42,157 $ 1,198 $ 40,959 40 Easements 1,559 139 1,420 30 Indefinite-lived intangible assets Easements 1,161 - 1,161 n/a Total intangible assets $ 44,877 $ 1,337 $ 43,540 December 31, 2018 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted Average Life Definite-lived intangible assets Shannon LNG leases and permits $ 43,191 $ 134 $ 43,057 40 Total intangible assets $ 43,191 $ 134 $ 43,057 As of December 31, 2019, the weighted average remaining amortization periods for the intangible assets is 38.8 years. Amortization for the years ended December 31, 2019 and 2018 totaled $1,114 and $134, respectively. The estimated aggregate amortization expense for each of the next five years is: Year ending December 31: 2020 $ 1,116 2021 1,116 2022 1,116 2023 1,116 2024 1,116 Thereafter 36,799 Total $ 42,379 |
Finance leases, net
Finance leases, net | 12 Months Ended |
Dec. 31, 2019 | |
Finance leases, net [Abstract] | |
Finance leases, net | 14. Finance leases, net The Company placed its storage and regasification LNG terminal in Montego Bay, Jamaica into service on October 30, 2016, which has been accounted for as a direct financing lease. In addition, the Company has also entered into other arrangements to lease equipment to customers which are accounted for as direct financing leases. The components of the direct financing leases as of December 31, 2019 and 2018 are as follows: December 31, 2019 December 31, 2018 Finance leases $ 290,947 $ 306,832 Unearned income (198,691 ) (213,682 ) Total finance leases, net $ 92,256 $ 93,150 Current portion $ 1,082 $ 943 Non-current 91,174 92,207 Receivables related to the Company’s direct financing leases are primarily with a national utility that generates consistent cash flow. Therefore, the Company does not expect a material impact to the results of operations or financial position due to nonperformance from such counterparty. As of December 31, 2019, future minimum lease payments to be received under direct financing leases for the remainder of the respective lease terms is as follows: Year ending December 31: 2020 $ 15,986 2021 15,946 2022 15,941 2023 15,947 2024 15,990 Thereafter 211,137 Total $ 290,947 |
Other non-current assets
Other non-current assets | 12 Months Ended |
Dec. 31, 2019 | |
Other non-current assets [Abstract] | |
Other non-current assets | 15. Other non-current assets As of December 31, 2019 and 2018, other non-current assets consisted of the following: December 31, December 31, Port access rights and initial lease costs $ 17,762 $ 21,871 Nonrefundable deposit 22,262 10,810 Upfront payments to customers 5,904 - Contract asset (Note 4) 19,474 - Cost to fulfill (Note 4) 8,508 - Other 7,716 2,574 Total other non-current assets $ 81,626 $ 35,255 Port access rights related to the Company’s port lease in Baja California Sur, Mexico, represent upfront payments to enter the lease and are amortized straight-line over the lease term as additional rent expense. Initial lease costs represent payments made to previous lessees to secure the Company’s port lease in San Juan, Puerto Rico and are also amortized straight-line over the lease term. Nonrefundable deposits are primarily related to deposits for planned land purchases in Ireland and Pennsylvania. Upfront payments to customers consist of amounts the Company has paid in relation to two natural gas sales contracts with customers to construct fuel-delivery infrastructure that the customers will own. |
Accrued liabilities
Accrued liabilities | 12 Months Ended |
Dec. 31, 2019 | |
Accrued liabilities [Abstract] | |
Accrued liabilities | 16. Accrued liabilities As of December 31, 2019 and 2018, accrued liabilities consisted of the following: December 31, December 31, Accrued construction costs $ 25,037 $ 41,343 Accrued IPO costs - 5,296 Accrued bonuses 14,991 12,582 Other accrued expenses 14,915 8,291 Total accrued liabilities $ 54,943 $ 67,512 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2019 | |
Debt [Abstract] | |
Debt | 17. Debt As of December 31, 2019 and 2018, debt consisted of the following: December 31, 2019 December 31, 2018 Term Loan Facility, due January 21, 2020 $ 495,000 $ 272,192 Senior Secured Bonds, due September 2034 70,960 - Senior Secured Bonds, due December 2034 10,823 - Senior Unsecured Bonds, due September 2036 42,274 - Total debt $ 619,057 $ 272,192 Current portion of debt $ - $ 272,192 Non-current portion of debt 619,057 - Term Loan Facility On August 16, 2018, the Company entered into a credit agreement with a syndicate of two lenders to borrow up to an aggregate principal amount of $240,000, and proceeds received from this credit agreement were utilized to repay prior debt facilities. On December 31, 2018, the Company amended this credit agreement to increase the available borrowing principal amount to $500,000 (as amended, the “Term Loan Facility”), and as of December 31, 2018, the Company had an outstanding principal balance of $280,000 under the Term Loan Facility. On March 21, 2019, the Company drew an additional $220,000, bringing the Company’s total outstanding borrowings to $500,000 under the Term Loan Facility. All borrowings under the Term Loan Facility bore interest at a rate selected by the Company of either (i) LIBOR divided by one minus the applicable reserve requirement plus a spread of 4% or (ii) subject to a floor of 1%, a Base Rate equal to the higher of (a) the Prime Rate, (b) the Federal Funds Rate plus 1/2 of 1% or (c) the 1-month LIBOR rate plus 1.00% plus a spread of 3.0%. The Term Loan Facility was repayable in quarterly installments of $1,250, with a balloon The Term Loan Facility was secured by mortgages on certain properties owned by the Company’s subsidiaries, in addition to other collateral. The Term Loan Facility was amended in the third quarter of 2019 to allow certain properties of a consolidated subsidiary to secure the Senior Secured Bonds (defined below). The Company was required to comply with certain financial covenants and other restrictive covenants customary for facilities of this type, including restrictions on indebtedness, liens, acquisitions and investments, restricted payments, and dispositions. The Term Loan Facility also provided for customary events of default, prepayment, and cure provisions. In connection with obtaining the Term Loan Facility and the extinguishment of the Company’s prior debt facilities, the Company paid $22,422 in origination and other fees. A portion of refinanced borrowings and associated fees were accounted for as a debt modification, while the remaining refinanced borrowings and associated were accounted for as a debt extinguishment. As such, the Company also recognized a Loss on extinguishment of debt of $9,568 in the consolidated statements of operations and comprehensive loss, including the write-off $2,820 of unamortized deferred financing costs and $6,380 of financing fees incurred in connection with the amendment of the Term Loan Facility; the remaining loss on extinguishment was due to unamortized deferred financing costs and other fees incurred in conjunction with the repayment of prior debt facilities. Of the fees incurred, the Company recognized $9,746 as a reduction of the principal balance on the consolidated balance sheets. As of December 31, 2018, the remaining unamortized deferred financing costs were $7,808. In 2019, the Company paid $4,400 of additional fees in connection with the $220,000 draw on the Term Loan Facility. These fees were capitalized as a reduction to the Term Loan Facility on the consolidated balance sheets, and all deferred financing costs associated with the Term Loan Facility were amortized over the term of the Term Loan Facility, through December 31, 2019. As such, there were no unamortized deferred financing costs as of December 31, 2019. The Term Loan Facility had a maturity date of December 31, 2019, with an option to extend the maturity date for two additional six-month periods. Upon the exercise of each extension option, the Company would pay a fee equal to 1.0% of the outstanding principal balance at the time of the exercise and the spread on LIBOR and Base Rate would increase by 0.5%. O n December 30, 2019, the Company entered into an amendment with the lenders to extend the maturity to January 21, 2020; no fees were due to lenders from the execution of this amendment. Prior to this new maturity date, the Company repaid the full amount outstanding using proceeds from the Credit Agreement (as defined in Note 27 below) to extinguish the Term Loan Facility. The Credit Agreement matures in January 2023, and as the borrowings under the Credit Agreement are long term in nature, the outstanding principal balance of the Term Loan Facility as of December 31, 2019 has been presented as a non-current liability. South Power Bonds On September 2, 2019, NFE South Power Holdings Limited (“South Power”), a consolidated subsidiary of the Company, entered into a facility for the issuance of secured and unsecured bonds (the “Senior Secured Bonds” and “Senior Unsecured Bonds”, respectively) and subsequently issued $73,317 and $43,683 in Senior Secured Bonds and Senior Unsecured Bonds, respectively. The Senior Secured Bonds are secured by the dual-fired combined heat and power facility in Clarendon, Jamaica (the “CHP Plant”) and related receivables and assets, and the proceeds will be used to fund the completion of the CHP Plant and to reimburse shareholder advances. In the fourth quarter of 2019, South Power issued an additional $63,000 in Senior Secured Bonds. The Company received $10,856 of the proceeds in 2019 and received the remaining proceeds of $52,144 in January 2020. The Senior Secured Bonds bear interest at an annual fixed rate of 8.25% and will mature 15 years from the closing date of each issuance. No principal payments will be due for the first seven years. After seven years, quarterly principal payments of approximately 1.6% of the original principal amount will be due with a 50% balloon payment due upon maturity. Interest payments on outstanding principal balances will be due quarterly. The Senior Unsecured Bonds bear interest at an annual fixed rate of 11.00% and will mature in September 2036. No principal payments will be due for the first nine years. Beginning in 2028, principal payments will be due quarterly on an escalating schedule. Interest payments on outstanding principal balances will be due quarterly. South Power will be required to comply with certain financial covenants as well as customary affirmative and negative covenants, including limitations on incurring additional indebtedness. The facility also provides for customary events of default, prepayment, and cure provisions. The Company paid approximately $3,892 of fees in connection with the issuance of Senior Secured Bonds and Senior Unsecured Bonds. These fees were capitalized on a pro-rata basis as a reduction of the Senior Secured Bonds and Senior Unsecured Bonds on the consolidated balance sheets. The total unamortized deferred financing costs as of December 31, 2019 was $3,799. Under the terms of the facility, South Power is required to maintain a Debt Service Reserve Account (as defined in the facility) in the amount of $8,299. Such amount is included as a component of Restricted cash on the Company’s consolidated balance sheets (see Note 7). Interest Expense Interest and related amortization of debt issuance costs recognized during major development and construction projects are capitalized and included in the cost of the project. Interest expense, net of amounts capitalized, recognized for the year ended December 31, 2019, 2018, and 2017 consisted of the following: Year ended December 31, 2019 2018 2017 Interest per contractual rates $ 32,283 $ 9,363 $ 5,760 Amortization of debt issuance costs 12,301 3,617 696 Total interest costs 44,584 12,980 6,456 Capitalized interest 25,172 1,732 - Total interest expense $ 19,412 $ 11,248 $ 6,456 |
Income taxes
Income taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income taxes [Abstract] | |
Income taxes | 18. Income taxes In connection with the IPO, NFE contributed the net proceeds from the IPO to NFI in exchange for NFI LLC Units, and NFE became the managing member of NFI. NFI is a limited liability company that is treated as a partnership for U.S. federal income tax purposes and for most applicable state and local income tax purposes. As a partnership, NFI is not subject to U.S. federal and certain state and local income taxes. Any taxable income or loss generated by NFI is passed through to and included in the taxable income or loss of its members, including NFE, on a pro rata basis, subject to applicable tax regulations. NFE is subject to U.S. federal income taxes, in addition to state and local income taxes, with respect to its allocable share of any taxable income or loss of NFI. Additionally, NFI and its subsidiaries are subject to income taxes in the various foreign jurisdictions in which they operate. In connection with the IPO, NFE recorded a deferred tax asset of $42,783 related to the difference between its tax basis in its investment in NFI and NFE’s share of the financial statement carrying amount of the net assets of NFI. The deferred tax asset was recorded to equity and is fully offset by a valuation allowance also recorded to equity. The components of the Company's loss before income taxes for the years ended December 31, 2019, 2018, and 2017 were as follows: Year Ended December 31, 2019 2018 2017 United States $ (194,481 ) $ (74,873 ) $ (32,647 ) Foreign (9,399 ) (3,647 ) 1,502 Loss before taxes $ (203,880 ) $ (78,520 ) $ (31,145 ) Income tax expense (benefit) is comprised of the following for the years ended December 31, 2019, 2018, and 2017: Year Ended December 31, 2019 2018 2017 Current: Domestic $ - $ - $ - Foreign 47 7 5 Total current tax expense 47 7 5 Deferred: Domestic - - - Foreign 392 (345 ) 521 Total deferred tax expense (benefit) 392 (345 ) 521 Total provision for (benefit from) income taxes $ 439 $ (338 ) $ 526 Prior to the IPO, the income tax expense (benefit) was primarily due to foreign taxes. Subsequent to the IPO, federal income taxes were also provided related to the Company’s allocable share of income (losses) from NFI at the prevailing U.S. federal, state, and local corporate income tax rates. As New Fortress Energy Holdings, NFE's predecessor for accounting purposes, was organized as a partnership for U.S. tax purposes, no United States federal income taxes were incurred in the years ended December 31, 2018 and 2017. Effective Tax Rate A reconciliation of the U.S. federal statutory income tax rate to the Company’s effective tax rate is as follows: Year Ended December 31, 2019 2018 2017 Income tax at the statutory rate 21.0 % - - Foreign tax rate differential 0.8 % 0.4 % (1.7 %) Foreign tax on foreign operations 2.9 % - - Foreign permanent adjustments 5.0 % - - Income attributable to non-controlling interest (18.2 %) - - Domestic valuation allowance (2.1 %) - - Foreign valuation allowance (10.8 %) - - Other 1.2 % - - Effective income tax rate (0.2 %) 0.4 % (1.7 %) The primary items which decreased the Company’s effective income tax rate from the federal statutory rate in 2019 were increases in domestic and foreign valuation allowances and income attributable to non-controlling interests. During the years ended December 31, 2019, 2018, and 2017, the Company did not have any unrecognized tax benefits. The following table summarizes the changes in the Company’s valuation allowance on deferred tax assets for the period indicated for the years ended December 31, 2019 and 2018: Year Ended December 31, 2019 2018 Balance at the beginning of the period $ 241 $ - Increase recognized in the statement of operations 80,670 241 Balance at the end of the period $ 80,911 $ 241 The tax effect of each type of temporary difference and carryforward that give rise to a significant deferred tax asset or liability as of December 31, 2019, 2018, and 2017, are as follows: Year Ended December 31, 2019 2018 Deferred tax assets: Investment in NFI $ 46,185 $ - Accrued interest 14,047 3,181 Federal and state net operating loss carryforward 3,215 - Foreign net operating loss carryforward 19,713 4,824 Share-based compensation 8,958 - Other 406 - Total deferred tax assets 92,524 8,005 Valuation allowance (80,911 ) (241 ) Deferred tax assets, net of valuation allowance 11,613 7,764 Deferred tax liabilities: Property and equipment (11,820 ) (7,579 ) Total deferred tax liabilities (11,820 ) (7,579 ) Net deferred tax (liabilities) assets $ (207 ) $ 185 On December 22, 2017, the Tax Cuts and Jobs Act (the "Tax Act") was enacted into law. The Tax Act includes significant changes to the U.S. corporate income tax structure, including a federal corporate rate reduction from 35% to 21% effective January 1, 2018, limitations on the deductibility of interest expense, establishing a deduction for foreign-derived intangible income (“FDII”), creation of new minimum taxing regimes such as the Base Erosion and Anti-abuse Tax ("BEAT") and the Global Intangible Low Taxed Income ("GILTI") tax. Because of the company's overall loss position and deferred tax asset valuation allowance, the above mentioned items have not had a material impact to the financial statements. U.S. Federal and State Jurisdictions The Company and its subsidiaries file income tax returns in the U.S. federal and various state and local jurisdictions. The Company is not currently under income tax examination in any jurisdiction, and NFE will file its first corporate U.S. federal and state income tax returns for the period ended December 31, 2019. NFI is taxed as a U.S. partnership and controls the underlying operations, thus the tax effects of temporary differences are captured within the net deferred tax asset for the investment in the partnership. As of December 31, 2019, NFE has approximately $14,549 of federal and $4,529 of state net operating loss carry forwards. The federal net operating losses are generally allowed to be carried forward indefinitely and can offset up to 80 percent of future taxable income. The state net operating losses relate to Florida and are generally allowed to be carried forward indefinitely. NFE recorded a valuation allowance against its U.S. federal and state deferred tax assets to reduce the net carrying value to an amount that it believes is more likely than not to be realized. As of December 31, 2019, the Company concluded, based on the weight of all available positive and negative evidence, those deferred tax assets are not more likely than not to be realized and accordingly, a valuation allowance has been recorded on this deferred tax asset as of December 31, 2019 for the amount not supported by reversing taxable temporary differences. Foreign Jurisdictions NFI’s foreign subsidiaries file income tax returns in certain foreign jurisdictions. As of December 31, 2019, NFI’s foreign subsidiaries have approximately $70,932 of net operating loss carry forwards. Net operating losses of $60,699 incurred in Jamaica are generally allowed to be carried forward indefinitely. Net operating loss carryforwards of $6,287 incurred in Puerto Rico and Mexico will expire, if unused, between 2028 and 2029. Net operating loss carryforwards of $3,946 incurred in Ireland are generally allowed to be carried forward indefinitely. The Company recorded a valuation allowance against foreign deferred tax assets to reduce the net carrying value to an amount that it believes is more likely than not to be realized. The Company has subsidiaries incorporated in Bermuda. Under current Bermuda law, the Company is not required to pay taxes in Bermuda on either income or capital gains. The Company has received an undertaking from the Bermuda government that, in the event of income or capital gain taxes being imposed, it will be exempted from such taxes until the period 2035. |
Commitments and contingencies
Commitments and contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and contingencies [Abstract] | |
Commitments and contingencies | 19. Commitments and contingencies In conjunction with its principal business activities, the Company enters into various firm commitments for the purchase, production, and transportation of LNG and natural gas. The estimated future cash payments related to outstanding contractual commitments, at market prices as of December 31, 2019, is summarized as follows: 2020 2021 2022 2023 2024+ LNG inventory purchases $ 276,904 $ 224,872 $ - $ - $ - Gas inventory purchases 8,714 6,213 6,205 6,271 12,196 LNG and natural gas purchases The future cash payments summarized above represent the Company’s minimum firm purchase commitments as of December 31, 2019. The 2020 commitment for LNG inventory purchases excludes the $7,097 prepaid balance as of December 31, 2019. The amounts disclosed above represent the commitment to purchase 25 firm cargoes representing approximately 875.5 million gallons of LNG (72.4 million MMBtu). As of December 31, 2019, the Company was a party to contractual purchase commitments for feedgas with remaining terms of up to 5 years. These commitments are designed to assure sources of supply and are not expected to be in excess of normal requirements. For agreements for supply where there is an active market, such agreements qualify for and the Company has elected the normal purchase exception under the derivatives guidance; therefore, the purchases under these contracts are included in Inventory and Cost of sales as incurred. In February 2020, the Company signed a long-term supply agreement for the purchase of 27.5 TBtu per year of LNG. The purchases will take place between 2022 and 2030, and commitments related to this agreement are not included in the table above. The Company’s lease obligations are discussed in Note 23, Leases, as lessee. Contingencies During 2017, the Company paid $1,204 of tangible personal property tax levied in the State of Florida in respect to the Company’s LNG Plant in Hialeah, Florida and subsequently initiated legal proceedings to challenge the tax amount for a full or partial rebate. The Company successfully challenged the tax amount and received a full rebate. The State of Florida appealed the determination and the Company repaid the rebate amount in order to avoid penalties and charges while the appeal is under consideration. Additionally, in 2018, the Company paid $1,033 of tangible personal property taxes to the State of Florida with respect to the same LNG plant. The Company initiated legal proceedings to challenge the tax amount for a partial rebate and received a rebate of approximately $140. The State of Florida appealed the determination, and the Company repaid the rebate amount to avoid penalties and charges while the appeal was under consideration. In 2019, the Company settled both cases with the State of Florida and expects to receive an estimated refund in the amount of $488, net of legal fees contingent upon the recovery of these property taxes. The refund will be recognized as a gain contingency when the cash is received. |
Earnings per share
Earnings per share | 12 Months Ended |
Dec. 31, 2019 | |
Earnings per share [Abstract] | |
Earnings per share | 20. Earnings per share Year Ended December 31, 2019 Numerator: Net loss $ (204,319 ) Less: net loss attributable to non-controlling interests 170,510 Net loss attributable to Class A shares $ (33,809 ) Denominator: Weighted-average shares-basic and diluted 20,862,555 Net loss per share - basic and diluted $ (1.62 ) In connection with the IPO, New Fortress Energy Holdings, the Company’s predecessor, effected a one-for-2.16 share split of its issued and outstanding common shares, resulting in 147,058,824 common shares. Upon the reorganization, New Fortress Energy Holdings obtained the same number of Class B shares in NFE. Class B shares do not share in the earnings or losses of the Company and are therefore not participating securities. As such, separate presentation of basic and diluted net loss per share for Class B shares under the two-class method has not been presented. The following table presents potentially dilutive securities excluded from the computation of diluted net loss per share for the periods presented because its effects would have been anti-dilutive. December 31, 2019 Unvested RSUs¹ 3,137,415 Class B shares² 144,342,572 Shannon Equity Agreement shares 3 1,083,995 Total 148,563,982 ¹ Represents the number of instruments outstanding at the end of the period. ² Class B shares at the end of the period are considered potentially dilutive Class A shares. 3 Class A shares that would be issued in relation to the Shannon LNG Equity agreement. |
Share-based compensation
Share-based compensation | 12 Months Ended |
Dec. 31, 2019 | |
Share-based compensation [Abstract] | |
Share-based compensation | 21. Share-based compensation During the year ended December 31, 2019, the Company granted RSUs to select officers, employees, non-employee members of the board of directors, and select non-employees under the Incentive Plan. The Company estimates the fair value of RSUs on the grant date based on the closing price of the underlying shares on the grant date and other fair value adjustments to account for a post-vesting holding period. These fair value adjustments were estimated based on the Finnerty model. The following table summarizes the RSU activity for the year ended December 31, 2019: Restricted Share Units Weighted-average grant date fair value per share Non-vested RSUs as of December 31, 2018 - $ - Granted 5,404,823 13.48 Vested and shares issued (1,284,383 ) 13.53 Forfeited (983,025 ) 13.51 Non-vested RSUs as of December 31, 2019 3,137,415 $ 13.44 During the year ended December 31, 2019, the Company recognized a compensation expense of $41,447 of which $40,594 and $853 are recorded in Selling, general and administrative and Operations and maintenance, respectively. The Company recognizes the income tax benefits resulting from vesting of RSUs in the period they vest, to the extent the compensation expense has been recognized. For the year ended December 31, 2019, cumulative compensation expense recognized for forfeited awards of $2,248 was reversed. As of December 31, 2019, the Company had 3,137,415 non-vested RSUs subject to service conditions and therefore had unrecognized compensation costs of approximately $18,080. The non-vested RSUs will vest over a period from ten months to three years following the grant date. The weighted-average remaining vesting period of non-vested RSUs totaled 0.86 years as of December 31, 2019. |
Stockholder's equity and Member
Stockholder's equity and Members' equity | 12 Months Ended |
Dec. 31, 2019 | |
Stockholder's equity and Members' equity [Abstract] | |
Stockholder's equity and Members' equity | 22. Stockholder’s equity and Members’ equity New Fortress Energy Holdings In January 2018, New Fortress Energy Holdings, the Company's predecessor, issued 665,843 common shares (no par value) to members of New Fortress Energy Holdings for $20,150 in proceeds. New Fortress Energy LLC During the year ended December 31, 2019, the Company issued 2,716,252 shares of Class A shares in exchange for Class B shares, and 53,572 Class A shares were issued for vested RSUs. As of December 31, 2019, NFE has 23,607,096 Class A Shares outstanding, and New Fortress Energy Holding has an 85.9% economic interest in NFI through ownership of 144,342,572 NFI LLC units and New Fortress Energy Holdings holds an 85.9% voting interest in NFE. |
Leases, as lessee
Leases, as lessee | 12 Months Ended |
Dec. 31, 2019 | |
Leases, as lessee [Abstract] | |
Leases, as lessee | 23. Leases, as lessee During the years ended December 31, 2019, 2018, and 2017, the Company recognized rental expense for all operating leases of $37,069, $23,687, and $17,369, respectively. These operating leases were related primarily to LNG vessel time charters, office space, land leases, and marine port berth leases as summarized in the table below. Lease Non-cancellable Initial Term Renewal Option Rent Escalation (per annum) LNG vessel time charter 2 to 7 years 0 to 5 years 0% to 2% Marine port berth 20 to 25 years 0 to 20 years See Note (1) Office space and land monthly to 7 years 0 to 5 years 2.5% to 5.0% (1) One marine port berth lease has a 15% lease payment escalation after year five Future minimum lease payments under non-cancellable operating leases are as follows: Year ending December 31: 2020 $ 37,776 2021 35,478 2022 18,387 2023 7,083 2024 7,151 Thereafter 26,458 Total $ 132,333 |
Related party transactions
Related party transactions | 12 Months Ended |
Dec. 31, 2019 | |
Related party transactions [Abstract] | |
Related party transactions | 24. Related party transactions Management services The Company is majority-owned by a private equity fund managed by an affiliate of Fortress Investment Group LLC (“Fortress”). In the ordinary course of business, Fortress through affiliated entities, has historically charged the Company for administrative and general expenses incurred pursuant to its Management Services Agreement (“Management Agreement”). Upon completion of the IPO, the Management Agreement was terminated and replaced by an Administrative Services Agreement (“Administrative Agreement”) to charge the Company for similar administrative and general expenses. The charges under the Management Agreement and Administrative Agreement that are attributable to the Company totaled $7,942, $5,741 and $3,866 for years ended December 31, 2019, 2018, and 2017, respectively. Costs associated with the Management Agreement and Administrative Agreement are included within Selling, general and administrative in the consolidated statements of operations and comprehensive loss. As of December 31, 2019 and 2018, $5,083 and $3,579 were due to Fortress, respectively. In addition to management and administrative services, an affiliate of Fortress owns and leases an aircraft chartered by the Company for business purposes in the course of operations. The Company incurred, at aircraft operator market rates, charter costs of $5,367 for the year ended December 31, 2019, and $4,286 is due to this affiliate as of December 31, 2019. In prior years, such charges were incurred under the Management Agreement and amounts incurred of $1,873 and $2,917 for the years ended December 2018 and 2017, respectively, are included in the activity and balances disclosed above. Land and office lease The Company has leased land and office space from Florida East Coast Industries, LLC (“FECI”), an affiliate of the Company. In April 2019, FECI sold the office building to a non-affiliate, and as such, the lease of the office space is no longer held with a related party. The expense related to the office building for the period that the building was owned by a related party during the year ended December 31, 2019 totaled $609, of which $386 was capitalized as leasehold improvements and $223 was included in Selling, general and administrative in the consolidated statements of operations and comprehensive loss; no expense for the office space was incurred prior to 2019. The expense for the land lease during the years ended December 31, 2019, 2018, and 2017 was $396, $260, and $285, respectively, and these amounts have been recognized within Operations and maintenance in the consolidated statements of operations and comprehensive loss. As of December 31, 2019 and 2018, $0 and $597 were due to FECI, respectively. DevTech Investment In August 2018, the Company entered into a consulting arrangement with DevTech Environment Limited (“DevTech”), to provide business development services to increase the customer base of the Company. DevTech also contributed cash consideration in exchange for a 10% interest in a consolidated subsidiary. The 10% interest is reflected as non-controlling interest in the Company’s consolidated financial statements. DevTech purchased 10% of a note payable due to an affiliate of the Company. As of December 31, 2019 and 2018, $815 and $737 was owed to DevTech on the note payable, respectively. The outstanding note payable due to DevTech is included in Other long-term liabilities on the consolidated balance sheets as of December 31, 2019. For the years ended December 31, 2019 and 2018, interest expense on the note payable due to DevTech was $94 and $18, respectively; no interest has been paid, and accrued interest has been recognized within Other current liabilities on the consolidated balance sheets. As of December 31, 2019 and 2018, $443 and $365 was due from DevTech, respectively. Fortress affiliated entities Since 2017, the Company has provided certain administrative services to related parties including Fortress Equity Partners. As of December 31, 2019 and 2018, $1,134 and $525 were due from affiliates, respectively. There are no costs incurred by the Company as the Company is fully reimbursed for all costs incurred. Additionally, Fortress affiliated entities provide certain administrative services to the Company. As of December 31, 2019 and 2018, $883 and $305 were due to Fortress affiliates, respectively. Due to/from Affiliates The table below summarizes the balances outstanding with affiliates at December 31, 2019 and 2018: December 31, December 31, Amounts due to affiliates $ 10,252 $ 4,481 Amounts due from affiliates 1,577 890 |
Customer concentrations
Customer concentrations | 12 Months Ended |
Dec. 31, 2019 | |
Customer concentrations [Abstract] | |
Customer concentrations | 25. Customer concentrations For the year ended December 31, 2019, revenue from two significant customers constituted 74% of the total revenue and 85% of trade receivables. For the year ended 2018 and 2017, revenue from one significant customer constituted 87% and 92% of total revenue, respectively, and as of December 31, 2018, this customer comprised 93% of trade receivables. In addition to trade receivables, the Company has primarily leased facilities under direct financing leases to this customer. As of December 31, 2019 and 2018, 99% and 98% of the Finance leases, net balance was attributed to this significant customer, respectively. During the years ended December 31, 2019, 2018, and 2017, revenue from external customers that were derived from customers located in the United States were $21,386, $7,214 and $4,935, respectively, and from customers outside of the United States were $167,739, $105,087 and $92,327, respectively, primarily derived from customers in the Caribbean. The Company attributes revenue from external customers to the country in which the party to the applicable agreement has its principal place of business. As of December 31, 2019 and 2018, long lived assets, which are all non-current assets excluding investment in equity securities, restricted cash, deferred tax assets and intangible assets, located in the United States were $360,860 and $151,729, respectively, and long lived assets located outside of the United States were $470,749 and $325,416, respectively, primarily located in the Caribbean. |
Unaudited quarterly financial d
Unaudited quarterly financial data | 12 Months Ended |
Dec. 31, 2019 | |
Unaudited quarterly financial data [Abstract] | |
Unaudited quarterly financial data | 26. Unaudited quarterly financial data Due to the change in organization structure as a result of reorganization transactions completed at the time of the IPO in 2019, the 2018 quarterly net loss per share is not presented as it is not comparable to 2019. Summarized quarterly financial data for the years ended December 31, 2019 and 2018 are as follows: (in thousands of U.S. dollars, except per share data) Three months ended March 31, June 30, September 30, 2019 December 31, 2019 Revenues $ 29,951 $ 39,766 $ 49,656 $ 69,752 Operating loss (59,337 ) (43,959 ) (47,726 ) (36,253 ) Net loss (60,292 ) (51,233 ) (54,424 ) (38,370 ) Net loss attributable to stockholders (13,557 ) (6,186 ) (6,723 ) (7,343 ) Basic and diluted loss per share (1) (0.96 ) (0.28 ) (0.30 ) (0.30 ) (1) Basic and diluted earnings per share are computed independently for each of the quarters presented. Therefore, the sum of quarterly basic and diluted per share information may not equal annual basic and diluted earnings per share. Three months ended March 31, June 30, September 30, 2018 December 31, 2018 Revenues $ 25,709 $ 26,799 $ 28,424 $ 31,369 Operating loss (9,465 ) (17,141 ) (9,922 ) (21,960 ) Net loss (10,913 ) (18,825 ) (13,681 ) (34,763 ) Net loss attributable to stockholders (10,913 ) (18,825 ) (13,609 ) (34,729 ) |
Subsequent events
Subsequent events | 12 Months Ended |
Dec. 31, 2019 | |
Subsequent events [Abstract] | |
Subsequent events | 27. Subsequent events The Credit Agreement On January 10, 2020, the Company entered into a credit agreement to borrow $800,000 in term loans (the “Credit Agreement”). The Credit Agreement will mature in January 2023 with the full principal balance due upon maturity. Interest is payable quarterly and is based on a LIBOR rate divided by one minus the applicable reserve requirement, subject to a floor of 1.50%, plus a margin of 6.25%. The interest rate margin increases each year of the term by 1.50%. Proceeds received were net of upfront and structuring fees, and together with other fees and expenses paid in connection with obtaining this financing, these fees will be recorded as a reduction to the principal balance on the consolidated balance sheet. Proceeds received were utilized to extinguish the Term Loan Facility, including outstanding principal of $495,000. LNG Supply Agreement On February 7, 2020, the Company entered into a long-term supply agreement for the purchase of 27.5 TBtus per year of LNG at a price indexed to Henry Hub. The term of the purchase commitment is January 2022 through January 2030. |
Schedule I - Condensed Financia
Schedule I - Condensed Financial Information of Registrant | 12 Months Ended |
Dec. 31, 2019 | |
Schedule I - Condensed Financial Information of Registrant [Abstract] | |
Schedule I - Condensed Financial Information of Parent | Schedule I – Condensed Financial Information of Registrant New Fortress Energy LLC (Parent Company Only) Condensed Balance Sheets As of December 31, 2019 and 2018 (in thousands of U.S. Dollars, except share amounts) December 31, 2019 December 31, 2018 Assets Current assets Cash and cash equivalents $ - $ 42 Total current assets - 42 Investment in subsidiaries 84,805 268,265 Total assets $ 84,805 $ 268,307 Stockholders’ equity Members’ capital, no par value, 500,000,000 shares authorized, 67,983,095 shares issued and outstanding as of December 31, 2018 $ - $ 426,741 Class A shares, 23,607,096 shares, issued and outstanding as of December 31, 2019; 0 shares issued and outstanding as of December 31, 2018 130,658 - Class B shares, 144,342,572 shares, issued and outstanding as of December 31, 2019; 0 shares issued and outstanding as of December 31, 2018 - - Accumulated deficit (45,823 ) (158,423 ) Accumulated other comprehensive loss (30 ) (11 ) Total stockholders' equity 84,805 268,307 Total liabilities and stockholders' equity $ 84,805 $ 268,307 See accompanying notes to condensed financial statements Schedule I – Condensed Financial Information of Registrant New Fortress Energy LLC (Parent Company Only) Condensed Statements of Operations and Comprehensive Loss For the years ended December 31, 2019, 2018 and 2017 (in thousands of U.S. Dollars) Year Ended December 31, 2019 2018 2017 Selling, general and administrative $ - $ (179 ) $ (40 ) Operating loss - (179 ) (40 ) Other income, net 106 337 - Income (loss) before taxes and equity in net loss of subsidiaries 106 158 (40 ) Tax expense (benefit) - - - Equity in net loss of subsidiaries (33,915 ) (78,234 ) (31,631 ) Net Loss (33,809 ) (78,076 ) (31,671 ) Other comprehensive (loss) income (30 ) (2,677 ) 1,303 Comprehensive loss $ (33,839 ) $ (80,753 ) $ (30,368 ) See accompanying notes to condensed financial statements Schedule I – Condensed Financial Information of Registrant New Fortress Energy LLC (Parent Company Only) Condensed Statements of Cash Flows For the years ended December 31, 2019, 2018 and 2017 (in thousands of U.S. Dollars) Year Ended December 31, 2019 2018 2017 Cash flows from operating activities Net Loss $ (33,809 ) $ (78,076 ) $ (31,671 ) Adjustments for: Equity in net losses of subsidiaries 33,915 78,234 31,631 Net cash provided by/(used in) operating activities 106 158 (40 ) Cash flows from investing activities Investment in subsidiaries (275,054 ) (146,941 ) (123,371 ) Net cash used in investing activities (275,054 ) (146,941 ) (123,371 ) Cash flows from financing activities Proceeds from IPO 274,948 - - Repayment of affiliate note - - (120 ) Capital contributed from Members - 20,150 20,100 Collection of subscription receivable - 50,000 - Net cash provided by financing activities 274,948 70,150 19,980 Net (decrease) in cash and cash equivalents and restricted cash - (76,633 ) (103,431 ) Cash and cash equivalents and restricted cash - beginning of period - 76,675 180,106 Cash and cash equivalents and restricted cash - end of period $ - $ 42 $ 76,675 See accompanying notes to condensed financial statements Schedule I – Condensed Financial Information of Registrant New Fortress Energy LLC (Parent Company Only) Notes to Condensed Financial Statements 1. Organization and presentation New Fortress Energy LLC (“NFE”) was formed as a Delaware limited liability company by New Fortress Energy Holdings on August 6, 2018. On February 4, 2019, NFE completed an initial public offering (“IPO”) in which NFE issued and sold 20,000,000 Class A shares at an IPO price of $14.00 per share. In addition, on March 1, 2019, the underwriters exercised their option to purchase an additional 837,272 Class A shares. NFE raised net proceeds of $274.9 million, after deducting underwriting discounts and commissions. These proceeds were contributed in exchange for limited liability company units (“NFI LLC Units”) in New Fortress Intermediate LLC (“NFI”), an entity formed in conjunction with the IPO, at a price per unit equal to the IPO price. In addition, New Fortress Energy Holdings contributed all of its interests in consolidated subsidiaries that comprised substantially all of its historic operations, as well its limited assets and liabilities, to NFI in exchange for NFI LLC Units. New Fortress Energy Holdings has been determined to be NFE’s predecessor for accounting purposes. NFE’s consolidated subsidiaries have outstanding borrowings under a term loan agreement and under secured and unsecured bonds, and there are restrictions in the credit agreements governing these borrowings, described in Note 17 of the Notes to the consolidated financial statements, on NFE’s ability to obtain funds from any of its subsidiaries through dividends, loans, or advances. As of December 31, 2019, substantially all of the net assets of NFE’s consolidated subsidiaries were restricted. Accordingly, this condensed financial information is presented on a “Parent-only” basis. Under a Parent-only presentation, NFE’s investments in its consolidated subsidiaries are presented under the equity method of accounting. The condensed financial statements of NFE reflect the results of operations of NFE commencing on the date of IPO. For the periods prior to the IPO, the condensed financial statements of New Fortress Energy Holdings are presented. NFE is a holding company that does not conduct any business operations of its own, and therefore its assets primarily consist of investment in subsidiaries. The condensed financial information of NFE should be read in conjunction with the consolidated financial statement of NFE and the accompanying notes thereto. 2. Debt As of December 31, 2019 and 2018, NFE had no debt on its balance sheet. However, certain of its subsidiaries are subject to debt agreements. These agreements require the subsidiaries to comply with certain financial covenants and other restricted covenants customary for facilities of this type, including restrictions on indebtedness, lines, acquisitions, investments, restricted payments, and dispositions. For a discussion of the nature and terms of those agreements, refer to Note 17 to NFE’s consolidated financial statements. |
Schedule II
Schedule II | 12 Months Ended |
Dec. 31, 2019 | |
Schedule II [Abstract] | |
Schedule II | Schedule II Description Balance at Beginning of Year Additions (1) Deductions Balance at End of Year Year ended December 31, 2019 Allowance for doubtful accounts $ 257 $ - $ (257 ) $ - Year ended December 31, 2018 Allowance for doubtful accounts - 257 - 257 Year ended December 31, 2017 Allowance for doubtful accounts - - - - Note (1) Amount expensed is included within Selling, general and administrative |
Significant accounting polici_2
Significant accounting policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Significant accounting policies [Abstract] | |
Basis of presentation and principles of consolidation | (a) Basis of presentation and principles of consolidation The consolidated financial statements were prepared in accordance with GAAP. The accompanying consolidated financial statements contained herein reflect all normal and recurring adjustments which are, in the opinion of management, necessary to provide a fair statement of the financial position, results of operations, and cash flows of the Company for the periods presented. The consolidated financial statements include the accounts of the Company and its wholly-owned and majority-owned consolidated subsidiaries. The ownership interest of other investors in consolidated subsidiaries is recorded as non-controlling interest. All significant intercompany transactions and balances have been eliminated in consolidation. On February 4, 2019, the Company completed an initial public offering (“IPO”) and a series of other transactions, in which the Company issued and sold 20,000,000 Class A shares at an IPO price of $14.00 per share. The Company’s Class A shares began trading on NASDAQ Global Select Market (“NASDAQ”) under the symbol “NFE” on January 31, 2019. Net proceeds from the IPO were $257.0 million, after deducting underwriting discounts and commissions and transaction costs. These proceeds were contributed to New Fortress Intermediate LLC (“NFI”), an entity formed in conjunction with the IPO, in exchange for 20,000,000 limited liability company units in NFI (“NFI LLC Units”). In addition, New Fortress Energy Holdings contributed all of its interests in consolidated subsidiaries that comprised substantially all of its historical operations to NFI in exchange for NFI LLC Units. In connection with the IPO, New Fortress Energy Holdings also received 147,058,824 Class B shares of the Company, which is equal to the number of NFI LLC Units held by New Fortress Energy Holdings immediately following the IPO. Immediately following the IPO, New Fortress Energy Holdings held a significant interest in NFE through its ownership of 147,058,824 Class B shares, representing an 88.0% voting and non-economic interest. New Fortress Energy Holdings also had an 88.0% economic interest in NFI through its ownership of 147,058,824 of NFI LLC Units. New Fortress Energy Holdings has been determined to be NFE’s predecessor for accounting purposes. On March 1, 2019, the underwriters of the IPO exercised their option to purchase an additional 837,272 Class A shares at the IPO price of $14.00 per share, less underwriting discounts, which resulted in $11.0 million in additional net proceeds after deducting $0.7 million of underwriting discounts and commissions, such that there were 20,837,272 outstanding Class A shares. In connection with the exercise of the underwriters’ option to purchase an additional 837,272 Class A shares, NFE contributed such additional net proceeds to NFI in exchange for 837,272 NFI LLC Units. NFE is a holding company whose sole material asset is a controlling equity interest in NFI. As the sole managing member of NFI, NFE operates and controls all of the business and affairs of NFI, and through NFI and its subsidiaries, conducts the Company’s historical business. The contribution of the assets of New Fortress Energy Holdings and net proceeds from the IPO to NFI was treated as a reorganization of entities under common control. As a result, NFE presented the consolidated balance sheets and statements of operations and comprehensive loss of New Fortress Energy Holdings for all periods prior to the IPO. The Company’s financial statements also include a non-controlling interest related to the portion of NFI LLC Units not owned by NFE. Prior to the IPO, NFE had no operations and had no assets or liabilities. |
Use of estimates | (b) Use of estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. Significant estimates include relative fair value allocation between revenue and lease components of contracts with customers, total consideration and fair value of identifiable net assets related to acquisitions, and fair value of equity awards granted to both employees and non-employees. Management evaluates its estimates and related assumptions regularly. Changes in facts and circumstances or additional information may result in revised estimates, and actual results may differ from these estimates. |
Foreign currencies | (c) Foreign currencies The Company has certain foreign subsidiaries where the functional currency is the local currency. All of the assets and liabilities of these subsidiaries are converted to U.S. dollars at the exchange rate in effect at the balance sheet date, income and expense accounts are translated at average rates for the period, and shareholder’s equity accounts are translated at historical rates. The effects of translating financial statements of foreign operations into our reporting currency are recognized as a cumulative translation adjustment in consolidated other comprehensive income (loss). The Company also has foreign subsidiaries that have a functional currency of the U.S. dollar. Purchases and sales of assets and income and expense items denominated in foreign currencies are remeasured into U.S. dollar amounts on the respective dates of such transactions. Net realized foreign currency gains or losses relating to the differences between these recorded amounts and the U.S. dollar equivalent actually received or paid are included within Other income, net in the consolidated statements of operations and comprehensive loss. |
Cash and cash equivalents | (d) Cash and cash equivalents The Company considers all highly liquid investments with an original maturity of three months or less at the time of purchase to be cash equivalents. |
Restricted cash | (e) Restricted cash Restricted cash consists of funds that are contractually restricted as to usage or withdrawal and have been presented separately from cash and cash equivalents on the consolidated balance sheets. |
Receivables | (f) Receivables Receivables are reported net of allowances for doubtful accounts. The Company maintains allowances for doubtful accounts for estimated losses resulting from the inability of customers to make required payments. The Company estimates the allowance for doubtful accounts based on a variety of factors including the length of time receivables are past due, the financial health of customers, unusual macroeconomic conditions, and historical experience. As of December 31, 2019 and 2018, the Company recognized an allowance for doubtful accounts of $0 and $257, respectively. |
Inventories | (g) Inventories LNG and natural gas inventories and ADO inventories are recorded at weighted average cost, and materials and other inventory are recorded at cost. The Company’s cost to convert from natural gas to LNG, which primarily consists of labor, depreciation, and other direct costs to operate liquefaction facilities, is reflected in Inventory on the consolidated balance sheets. Inventory is adjusted to the lower of cost or net realizable value each quarter. Changes in the value of inventory are recorded within Cost of sales in the consolidated statements of operations and comprehensive loss. LNG is subject to “boil-off,” a natural loss of gas volume over time when LNG is exposed to environments with temperatures above its optimum storage state. Boil-off losses are expensed through Cost of sales in the consolidated statements of operations and comprehensive loss in instances where gas cannot be contained and recycled back into the production process in the period in which the loss occurs. |
Construction in progress | (h) Construction in progress Construction in progress is recorded at cost, and at the point at which the constructed asset is put into use, the full cost of the asset is reclassified from Construction in progress to Property, plant and equipment, net or Finance leases, net on the consolidated balance sheets. Construction progress payments, engineering costs, and other costs directly relating to the asset under construction are capitalized during the construction period, provided the completion of the construction project is deemed probable or if the costs may be utilized in future projects. Depreciation is not recognized during the construction period. The interest cost associated with major development and construction projects is capitalized during the construction period and included in the cost of the project in Construction in progress. |
Property, plant and equipment, net | (i) Property, plant and equipment, net Property, plant and equipment is recorded at cost. Expenditures for construction activities and betterments that extend the useful life of the asset are capitalized. , while expenditures for routine maintenance and repairs are charged to expense as incurred within Operations and maintenance in the consolidated statements of operations and comprehensive loss. The Company depreciates property, plant and equipment using the straight-line depreciation method over the estimated economic life of the asset or lease term, whichever is shorter using the following useful lives: Useful life (Yrs) LNG liquefaction facilities 20-30 Gas terminals 5-45 Gas pipelines 4-45 ISO containers and other equipment 3-40 Leasehold improvements 5-27 The Company reviews the remaining useful life of its assets on a regular basis to determine whether changes have taken place that would suggest that a change to depreciation policies is warranted. Upon retirement or disposal of property, plant and equipment, the cost and related accumulated depreciation are removed from the account, and the resulting gains or losses, if any, are recorded in the consolidated statements of operations and comprehensive loss. |
Asset retirement obligations ("AROs") | (j) Asset retirement obligations (“AROs”) AROs are recognized for legal obligations associated with the retirement of long-lived assets that result from the acquisition, leasing, construction, development and/or normal use of the assets and for conditional AROs in which the timing or method of settlement are conditional on a future event. The fair value of a liability for an ARO is recognized in the period in which the liability is incurred if a reasonable estimate of fair value can be made and is accreted to its final value over the life of the liability. The initial fair value of the liability is added to the carrying amount of the associated asset. This additional carrying amount is depreciated over the estimated useful life of the asset. The Company estimates the fair value of the ARO liability based on the present value of expected cash flows using a credit-adjusted risk-free rate. Liabilities for AROs may be incurred over more than one reporting period if the events that create the obligation occur over more than one period or if estimates change. There were no settlements of AROs during the years ended December 31, 2019 and 2018. |
Impairment of long-lived assets | (k) Impairment of long-lived assets The Company performs a recoverability assessment of each of its long-lived assets whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Indicators may include, but are not limited to, adverse changes in the regulatory environment in a jurisdiction where the Company operates, unfavorable events impacting the supply chain for LNG to the Company’s operations, a decision to discontinue the development of a long-lived asset, early termination of a significant customer contract, or the introduction of newer technology. When performing a recoverability assessment, the Company measures whether the estimated future undiscounted net cash flows expected to be generated by the asset exceeds its carrying value. In the event that an asset does not meet the recoverability test, the carrying value of the asset will be adjusted to fair value resulting in an impairment charge. Management develops the assumptions used in the recoverability assessment based on active contracts, current and future expectations of the global demand for LNG and natural gas, as well as information received from third party industry sources. The Company did not record an impairment during the years ended December 31, 2019, 2018, and 2017. |
Investment in equity securities | (l) Investment in equity securities The Company has adopted ASU 2016-01 (defined below) for the year beginning January 1, 2019. Under the new guidance, the investment in equity securities is carried at fair value with gains or losses recorded in earnings in Other income, net in the consolidated statements of operations and comprehensive loss. See “Note 10. Investment in equity securities” for more information. Prior to the adoption of this guidance, unrealized gains or losses for investment in equity securities were recorded in Other comprehensive income (loss). See “Note 3(b) Adoption of new and revised standards – New and amended standards adopted by the Company” for additional information related to the adoption of ASU 2016-01. |
Intangible assets | (m) Intangible assets The Company accounts for intangible assets in accordance with Accounting Standards Codification (“ASC”) 350, Intangibles – Goodwill and Other Indefinite lived intangible assets are not amortized. Intangible assets with an indefinite useful life are tested for impairment on an annual basis or more frequently if changes in circumstances indicate that the carrying amount may not be recoverable. If the intangible asset is impaired, it is written down to its realizable value with a corresponding expense reflected in the consolidated statements of operations and comprehensive loss. |
Long-term debt and debt issuance costs | (n) Long-term debt and debt issuance costs The Company’s debt consists of credit facilities with financial institutions and secured and unsecured bonds. Costs directly related to the issuance of debt are reported on the consolidated balance sheets as a reduction from the carrying amount of the recognized debt liability and amortized over the term of the debt using the effective interest method. Interest and related amortization of debt issuance costs recognized during major development and construction projects are capitalized and included in the cost of the project. |
Legal and contingencies | (o) Legal and contingencies The Company may be involved in legal actions in the ordinary course of business, including governmental and administrative investigations, inquiries and proceedings concerning employment, labor, environmental, and other claims. The Company will recognize a loss contingency in the consolidated financial statements when it is probable a liability has been incurred and the amount of the loss can be reasonably estimated. The Company will disclose any loss contingencies that do not meet both conditions if there is a reasonable possibility that a loss may have been incurred. Gain contingencies are not recorded until realized. |
Revenue recognition | (p) Revenue recognition The Company’s primary revenue stream is the sale of LNG or natural gas to its customers, which is presented as Operating revenue in the consolidated statements of operations and comprehensive loss. Natural gas is typically delivered by pipeline into the customer’s power generation facilities, and LNG is typically delivered in containers transported by truck to customer sites. Revenue from sales of natural gas delivered by pipeline to a power generation facility is recognized over time under the output method, as the customer takes control of the natural gas. Revenue from sales of LNG delivered by truck is recognized at the point in time at which physical possession and the risks and rewards of ownership transfer to the customer, either when the containers are shipped or delivered to the customers’ storage facilities, depending on the terms of the contract. Because the nature, timing and uncertainty of revenue and cash flows are substantially the same under both modes of delivery, the Company has presented Operating revenue on an aggregated basis. The Company has concluded that variable consideration included in these agreements meets the exception for allocating variable consideration. As such, the variable consideration for these contracts is allocated to each distinct unit of LNG or natural gas delivered and recognized when that distinct unit of LNG or natural gas is delivered to the customer. The Company’s contracts with customers to supply natural gas or LNG may contain a lease of equipment. The Company allocates consideration received from customers between lease and non-lease components based on the relative fair value of each component. The fair value of the lease component is estimated based on the estimated standalone selling price of the same or similar equipment leased to the customer. The Company estimates the fair value of the non-lease component by forecasting volumes and pricing of gas to be delivered to the customer over the lease term. The leases of certain facilities and equipment to customers are accounted for as direct financing or operating leases. Direct financing leases, net on the consolidated balance sheets represents the minimum lease payments due, net of unearned revenue. The lease payments are segregated into principal and interest components similar to a loan. Unearned revenue is recognized on an effective interest method over the lease term and included in Other revenue in the consolidated statements of operations and comprehensive loss. The principal components of the lease payment are reflected as a reduction to the net investment in the finance lease. For the Company’s operating leases, the amount allocated to the leasing component is recognized over the lease term as Other revenue in the consolidated statements of operations and comprehensive loss. In addition to the revenue recognized from the leasing components of agreements with customers, Other revenue includes revenue recognized from the construction and installation of equipment to transform customers’ facilities to operate utilizing natural gas or to allow customers to receive power or other outputs from our power generation facilities. Revenue from these development services is recognized over time as the Company transfers control of the asset to the customer, unless the customer is not able to obtain control over asset under construction until such services are completed, in which case, revenue is recognized when the services are completed and the customer has control of the infrastructure. Such agreements may also include a significant financing component, and the Company recognizes revenue for the interest income component over the term of the financing as Other revenue. Shipping and handling costs are not considered to be separate performance obligations. These costs are recognized in the period in which the costs are incurred and presented within Cost of sales in the consolidated statements of operations and comprehensive loss. All such shipping and handling activities are performed prior to the customer obtaining control of the LNG or natural gas. The Company collects sales taxes from its customers based on sales of taxable products and remits such collections to the appropriate taxing authority. The Company has elected to present sales tax collections in the consolidated statements of operations and comprehensive loss on a net basis and, accordingly, such taxes are excluded from reported revenues. The Company elected the practical expedient under which the Company does not adjust consideration for the effects of a significant financing component for those contracts where the Company expects at contract inception that the period between transferring goods to the customer and receiving payment from the customer will be one year or less. |
Loss on mitigation sales | (q) Loss on mitigation sales In connection with the purchase of firm cargoes of LNG, if the Company is unable to take physical possession of a portion of the contracted quantity due to capacity limitations, th During the year ended December 31, 2019, the Company has recognized losses of $5,280 within Loss on mitigation sales in the consolidated statements of operations and comprehensive loss. |
Leases, as lessee | (r) Leases, as lessee Lease agreements are evaluated to classify the lease as capital or operating leases. When substantially all of the risks and benefits of property ownership have been transferred to the Company, as determined by the test criteria in the current authoritative guidance, the lease is recognized as a capital lease. All other leases are classified as operating leases. Lease payments under operating leases are recognized in the consolidated statements of operations and comprehensive loss on a straight-line basis over the term of the relevant lease. |
Share-based compensation | (s) Share-based compensation In connection with the IPO, the Company adopted the New Fortress Energy LLC 2019 Omnibus Incentive Plan (the “Incentive Plan”), effective as of February 4, 2019. Under the Incentive Plan, the Company may issue options, share appreciation rights, restricted shares, restricted share units (“RSUs”), share bonuses or other share-based awards to selected officers, employees, non-employee directors and select non-employees of NFE or its affiliates. The Company accounts for share-based compensation in accordance with ASC 718, Compensation – Stock Compensation Equity |
Taxation | (t) Taxation Federal and state income taxes In conjunction with the closing of the Company’s IPO, New Fortress Energy Holdings contributed all of its interests in consolidated subsidiaries that comprised substantially all of its historical operations to NFI, a partnership for U.S. tax purposes, in exchange for NFI LLC Units. NFE has elected to be taxed as a corporation and is subject to corporate U.S. federal and state income taxes. The Company accounts for income taxes in accordance with ASC 740, “Accounting for Income Taxes” (“ASC 740”), under which Such net tax effects on temporary differences are reflected on the Company’s consolidated balance sheets as deferred tax assets and liabilities. Deferred tax assets are reduced by a valuation allowance when the Company believes that it is more-likely-than-not that some portion or all of the deferred tax assets will not be realized. The Company recognizes the effect of tax positions only if those positions are more likely than not of being sustained. Recognized tax positions are measured at the largest amount that is greater than 50 percent likely of being realized. Conclusions reached regarding tax positions are continually reviewed based on ongoing analyses of tax laws, regulations and interpretations thereof. To the extent that the Company’s assessment of the conclusions reached regarding tax positions changes as a result of the evaluation of new information, such change in estimate will be recorded in the period in which such determination is made. The Company reports interest and penalties relating to an underpayment of income taxes, if applicable, as a component of income tax expense. Foreign taxes Certain subsidiaries of the Company are subject to income tax in the local jurisdiction in which they operate; foreign taxes are computed based on the taxable income and the local jurisdictional tax rate. Other taxes Certain subsidiaries may be subject to payroll taxes, excise taxes, property taxes, sales and use taxes, as well as income taxes in foreign countries in which they conduct business. In addition, certain subsidiaries are exposed to local state taxes, such as franchise taxes. Local state taxes that are not income taxes are recorded within Other income, net in the consolidated statements of operations and comprehensive loss. |
Net loss per share | (u) Net loss per share Basic net loss per share (“EPS”) is computed by dividing net loss attributable to Class A shares by the weighted average number of Class A shares outstanding during the period following the reorganization. Class B shares represent non-economic interests in the Company, and as such, earnings are not allocated to Class B shares. Diluted EPS reflects potential dilution and is computed by dividing net loss attributable to Class A shares by the weighted average number of Class A shares outstanding during the period following the reorganization increased by the number of additional Class A shares that would have been outstanding, including NFI LLC Units convertible into Class A shares and unvested RSUs. The dilutive effect of outstanding awards, if any, is reflected in diluted earnings per share by application of the treasury stock method or if-converted method, as applicable. Refer to “Note 20. Earnings per share” for additional information. For the year ended December 31, 2019, there was no potentially dilutive shares outstanding. |
Significant accounting polici_3
Significant accounting policies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Significant accounting policies [Abstract] | |
Estimated Economic Life of Property Plant and Equipment | The Company depreciates property, plant and equipment using the straight-line depreciation method over the estimated economic life of the asset or lease term, whichever is shorter using the following useful lives: Useful life (Yrs) LNG liquefaction facilities 20-30 Gas terminals 5-45 Gas pipelines 4-45 ISO containers and other equipment 3-40 Leasehold improvements 5-27 |
Revenue from contracts with c_2
Revenue from contracts with customers (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from contracts with customers [Abstract] | |
Other Revenue | The table below summarizes the balances in Other revenue: Year Ended December 31, 2019 2018 2017 Other Revenue Development services revenue $ 27,308 $ - $ - Lease related revenue 16,317 15,395 15,158 Total other revenue $ 43,625 $ 15,395 $ 15,158 |
Remaining Performance Obligation | The Company expects to recognize this revenue over the following time periods, and the pattern of recognition reflects the minimum guaranteed volumes in each period: Period Revenue 2020 $ 185,272 2021 170,494 2022 168,960 2023 168,202 2024 167,445 Thereafter 2,240,812 Total $ 3,101,185 |
Acquisition (Tables)
Acquisition (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Acquisition [Abstract] | |
Purchase Agreement of Business Acquisition | The purchase agreement required the Company to pay the following amounts: November 9, 2018 Cash (1) $ 3,435 Contingent consideration (2) 9,835 Equity Agreement (3) 16,924 Transaction costs 593 Non-controlling interest 14,446 Total consideration $ 45,233 (1) Cash inclusive of repayment of Shannon LNG’s liabilities equal to approximately $2,857. (2) Consideration due to sellers once the first gas is exported from the terminal to be built. (3) To be paid in shares at the earlier of agreed-upon date in 2020 or the commencement of significant construction activities specified in the Shannon LNG Agreement. |
Fair Values of Assets Acquired | The assets acquired in connection with the acquisition were recorded by the Company at their estimated relative fair values as follows: November 9, 2018 Useful life (Yrs) Assets Land $ 851 Indefinite life Rights of way 1,191 Indefinite life Intangible assets – favorable lease agreements 244 91 Intangible assets – permits 42,947 40 Total assets acquired $ 45,233 |
Fair value (Tables)
Fair value (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Fair value [Abstract] | |
Financial Assets and Financial Liabilities | The following table presents the Company’s financial assets and financial liabilities that are measured at fair value as of December 31, 2019 and 2018: December 31, 2019 Level 1 Level 2 Level 3 Total Valuation technique Assets Cash and cash equivalents $ 27,098 $ - $ - $ 27,098 Market approach Restricted cash 65,937 - - 65,937 Market approach Investment in equity securities 2,540 - - 2,540 Market approach Total $ 95,575 $ - $ - $ 95,575 Liabilities Derivative liability¹ $ - $ - $ 9,800 $ 9,800 Income approach Equity agreement² - - 16,800 16,800 Income approach Total $ - $ - $ 26,600 $ 26,600 December 31, 2018 Level 1 Level 2 Level 3 Total Valuation technique Assets Cash and cash equivalents $ 78,301 $ - $ - $ 78,301 Market approach Restricted cash 22,552 - - 22,552 Market approach Investment in equity securities 3,656 - - 3,656 Market approach Total $ 104,509 $ - $ - $ 104,509 Liabilities Derivative liability¹ $ - $ - $ 9,835 $ 9,835 Income approach Equity agreement² - - 16,924 16,924 Income approach Total $ - $ - $ 26,759 $ 26,759 (1) Consideration due to the sellers of Shannon LNG once first gas is supplied from the terminal to be built. (2) To be paid in shares at the earlier of agreed-upon date or the commencement of significant construction activities specified in the Shannon LNG Agreement. |
Restricted cash (Tables)
Restricted cash (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Restricted cash [Abstract] | |
Restricted Cash | As of December 31, 2019 and 2018, restricted cash consisted of the following: December 31, December 31, Collateral for performance under customer agreements $ 15,000 $ 15,095 Collateral for LNG purchases 35,000 927 Collateral for letters of credit and performance bonds 7,388 6,238 Debt service reserve account 8,299 - Other restricted cash 250 292 Total restricted cash $ 65,937 $ 22,552 Current restricted cash $ 30,966 $ 30 Non-current restricted cash 34,971 22,522 |
Inventory (Tables)
Inventory (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Inventory [Abstract] | |
Inventory | As of December 31, 2019 and 2018, inventory consisted of the following: December 31, December 31, LNG and natural gas inventory $ 57,436 $ 15,611 ADO inventory 4,746 - Materials, supplies and other 1,250 348 Total inventory $ 63,432 $ 15,959 |
Prepaid expenses and other cu_2
Prepaid expenses and other current assets (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Prepaid expenses and other current assets [Abstract] | |
Prepaid Expenses and Other Current Assets | As of December 31, 2019 and 2018, prepaid expenses and other current assets consisted of the following: December 31, December 31, Prepaid expenses $ 7,458 $ 2,169 Prepaid LNG 7,097 16,170 Due from affiliates (Note 24) 1,577 890 Other current assets 22,520 10,788 Total prepaid expenses and other current assets $ 38,652 $ 30,017 |
Investment in equity securiti_2
Investment in equity securities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Investment in equity securities [Abstract] | |
Number of Shares, Cost and Fair Value of Investment | The following tables present the number of shares, cost and fair value of the investment: December 31, 2019 (in thousands of U.S. dollars except shares) Number of Shares Cost Fair value Investment in equity securities¹ 295,256 $ 3,667 $ 2,540 ¹During the year ended December 31, 2019, the investee effected a 5-for-1 reverse stock split. December 31, 2018 (in thousands of U.S. dollars except shares) Number of Shares Cost Fair value Investment in equity securities 1,476,280 $ 3,667 $ 3,656 |
Schedule of Available For Sale Investment Reconciliation | The movement in the value of the equity investment during the years ended December 31, 2019 and 2018 is summarized below: December 31, 2019 December 31, 2018 Beginning of period $ 3,656 $ 6,333 Unrealized loss (1,116 ) (2,677 ) End of period $ 2,540 $ 3,656 |
Construction in progress (Table
Construction in progress (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Construction in Progress [Abstract] | |
Construction in Progress Activity | The Company’s construction in progress activity during the years ended December 31, 2019 and 2018 is detailed below: December 31, 2019 December 31, 2018 Balance at beginning of period $ 254,700 $ 35,413 Additions 315,188 224,871 Transferred to property, plant and equipment, net (Note 12) (103,301 ) (5,584 ) Balance at end of period $ 466,587 $ 254,700 |
Property, plant and equipment_2
Property, plant and equipment, net (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property, plant and equipment, net [Abstract] | |
Property, Plant and Equipment, Net | As of December 31, 2019 and 2018, the Company’s property, plant and equipment, net consisted of the following: December 31, 2019 December 31, 2018 LNG liquefaction facilities $ 66,273 $ 65,631 Gas terminals 52,781 - Gas pipelines 11,692 - ISO containers and other equipment 54,932 17,792 Land 15,401 12,779 Leasehold improvements 8,054 7,229 Accumulated depreciation (16,911 ) (9,391 ) Total property, plant and equipment, net $ 192,222 $ 94,040 |
Intangible assets, net (Tables)
Intangible assets, net (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Intangible assets, net [Abstract] | |
Composition of Intangible Assets | The following table summarizes the composition of intangible assets: December 31, 2019 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted Average Life Definite-lived intangible assets Shannon LNG leases and permits $ 42,157 $ 1,198 $ 40,959 40 Easements 1,559 139 1,420 30 Indefinite-lived intangible assets Easements 1,161 - 1,161 n/a Total intangible assets $ 44,877 $ 1,337 $ 43,540 December 31, 2018 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted Average Life Definite-lived intangible assets Shannon LNG leases and permits $ 43,191 $ 134 $ 43,057 40 Total intangible assets $ 43,191 $ 134 $ 43,057 |
Estimated Aggregate Amortization Expense | The estimated aggregate amortization expense for each of the next five years is: Year ending December 31: 2020 $ 1,116 2021 1,116 2022 1,116 2023 1,116 2024 1,116 Thereafter 36,799 Total $ 42,379 |
Finance leases, net (Tables)
Finance leases, net (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Finance leases, net [Abstract] | |
Components of Direct Financing Leases | The components of the direct financing leases as of December 31, 2019 and 2018 are as follows: December 31, 2019 December 31, 2018 Finance leases $ 290,947 $ 306,832 Unearned income (198,691 ) (213,682 ) Total finance leases, net $ 92,256 $ 93,150 Current portion $ 1,082 $ 943 Non-current 91,174 92,207 |
Future Minimum Lease Payments to be Received under Direct Financing Leases | As of December 31, 2019, future minimum lease payments to be received under direct financing leases for the remainder of the respective lease terms is as follows: Year ending December 31: 2020 $ 15,986 2021 15,946 2022 15,941 2023 15,947 2024 15,990 Thereafter 211,137 Total $ 290,947 |
Other non-current assets (Table
Other non-current assets (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Other non-current assets [Abstract] | |
Other Non-Current Assets | As of December 31, 2019 and 2018, other non-current assets consisted of the following: December 31, December 31, Port access rights and initial lease costs $ 17,762 $ 21,871 Nonrefundable deposit 22,262 10,810 Upfront payments to customers 5,904 - Contract asset (Note 4) 19,474 - Cost to fulfill (Note 4) 8,508 - Other 7,716 2,574 Total other non-current assets $ 81,626 $ 35,255 |
Accrued liabilities (Tables)
Accrued liabilities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accrued liabilities [Abstract] | |
Accrued Liabilities | As of December 31, 2019 and 2018, accrued liabilities consisted of the following: December 31, December 31, Accrued construction costs $ 25,037 $ 41,343 Accrued IPO costs - 5,296 Accrued bonuses 14,991 12,582 Other accrued expenses 14,915 8,291 Total accrued liabilities $ 54,943 $ 67,512 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt [Abstract] | |
Long-Term Debt | As of December 31, 2019 and 2018, debt consisted of the following: December 31, 2019 December 31, 2018 Term Loan Facility, due January 21, 2020 $ 495,000 $ 272,192 Senior Secured Bonds, due September 2034 70,960 - Senior Secured Bonds, due December 2034 10,823 - Senior Unsecured Bonds, due September 2036 42,274 - Total debt $ 619,057 $ 272,192 Current portion of debt $ - $ 272,192 Non-current portion of debt 619,057 - |
Interest Expense | Interest expense, net of amounts capitalized, recognized for the year ended December 31, 2019, 2018, and 2017 consisted of the following: Year ended December 31, 2019 2018 2017 Interest per contractual rates $ 32,283 $ 9,363 $ 5,760 Amortization of debt issuance costs 12,301 3,617 696 Total interest costs 44,584 12,980 6,456 Capitalized interest 25,172 1,732 - Total interest expense $ 19,412 $ 11,248 $ 6,456 |
Income taxes (Tables)
Income taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income taxes [Abstract] | |
Loss Before Income Taxes | The components of the Company's loss before income taxes for the years ended December 31, 2019, 2018, and 2017 were as follows: Year Ended December 31, 2019 2018 2017 United States $ (194,481 ) $ (74,873 ) $ (32,647 ) Foreign (9,399 ) (3,647 ) 1,502 Loss before taxes $ (203,880 ) $ (78,520 ) $ (31,145 ) |
Income Tax Expense (Benefit) | Income tax expense (benefit) is comprised of the following for the years ended December 31, 2019, 2018, and 2017: Year Ended December 31, 2019 2018 2017 Current: Domestic $ - $ - $ - Foreign 47 7 5 Total current tax expense 47 7 5 Deferred: Domestic - - - Foreign 392 (345 ) 521 Total deferred tax expense (benefit) 392 (345 ) 521 Total provision for (benefit from) income taxes $ 439 $ (338 ) $ 526 |
Effective Tax Rate | A reconciliation of the U.S. federal statutory income tax rate to the Company’s effective tax rate is as follows: Year Ended December 31, 2019 2018 2017 Income tax at the statutory rate 21.0 % - - Foreign tax rate differential 0.8 % 0.4 % (1.7 %) Foreign tax on foreign operations 2.9 % - - Foreign permanent adjustments 5.0 % - - Income attributable to non-controlling interest (18.2 %) - - Domestic valuation allowance (2.1 %) - - Foreign valuation allowance (10.8 %) - - Other 1.2 % - - Effective income tax rate (0.2 %) 0.4 % (1.7 %) |
Valuation Allowance on Deferred Tax Assets | The following table summarizes the changes in the Company’s valuation allowance on deferred tax assets for the period indicated for the years ended December 31, 2019 and 2018: Year Ended December 31, 2019 2018 Balance at the beginning of the period $ 241 $ - Increase recognized in the statement of operations 80,670 241 Balance at the end of the period $ 80,911 $ 241 |
Deferred Tax Assets and Liabilities | The tax effect of each type of temporary difference and carryforward that give rise to a significant deferred tax asset or liability as of December 31, 2019, 2018, and 2017, are as follows: Year Ended December 31, 2019 2018 Deferred tax assets: Investment in NFI $ 46,185 $ - Accrued interest 14,047 3,181 Federal and state net operating loss carryforward 3,215 - Foreign net operating loss carryforward 19,713 4,824 Share-based compensation 8,958 - Other 406 - Total deferred tax assets 92,524 8,005 Valuation allowance (80,911 ) (241 ) Deferred tax assets, net of valuation allowance 11,613 7,764 Deferred tax liabilities: Property and equipment (11,820 ) (7,579 ) Total deferred tax liabilities (11,820 ) (7,579 ) Net deferred tax (liabilities) assets $ (207 ) $ 185 |
Commitments and contingencies (
Commitments and contingencies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and contingencies [Abstract] | |
Estimated Future Cash Payments | The estimated future cash payments related to outstanding contractual commitments, at market prices as of December 31, 2019, is summarized as follows: 2020 2021 2022 2023 2024+ LNG inventory purchases $ 276,904 $ 224,872 $ - $ - $ - Gas inventory purchases 8,714 6,213 6,205 6,271 12,196 |
Earnings per share (Tables)
Earnings per share (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Earnings per share [Abstract] | |
Earnings Per Share | Year Ended December 31, 2019 Numerator: Net loss $ (204,319 ) Less: net loss attributable to non-controlling interests 170,510 Net loss attributable to Class A shares $ (33,809 ) Denominator: Weighted-average shares-basic and diluted 20,862,555 Net loss per share - basic and diluted $ (1.62 ) |
Dilutive Securities Excluded from Computation of Diluted Net Loss Per Share Effects Presented in Anti-dilutive | The following table presents potentially dilutive securities excluded from the computation of diluted net loss per share for the periods presented because its effects would have been anti-dilutive. December 31, 2019 Unvested RSUs¹ 3,137,415 Class B shares² 144,342,572 Shannon Equity Agreement shares 3 1,083,995 Total 148,563,982 ¹ Represents the number of instruments outstanding at the end of the period. ² Class B shares at the end of the period are considered potentially dilutive Class A shares. 3 Class A shares that would be issued in relation to the Shannon LNG Equity agreement. |
Share-based compensation (Table
Share-based compensation (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Share-based compensation [Abstract] | |
RSU Activity | The following table summarizes the RSU activity for the year ended December 31, 2019: Restricted Share Units Weighted-average grant date fair value per share Non-vested RSUs as of December 31, 2018 - $ - Granted 5,404,823 13.48 Vested and shares issued (1,284,383 ) 13.53 Forfeited (983,025 ) 13.51 Non-vested RSUs as of December 31, 2019 3,137,415 $ 13.44 |
Leases, as lessee (Tables)
Leases, as lessee (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases, as lessee [Abstract] | |
Lease Terms | These operating leases were related primarily to LNG vessel time charters, office space, land leases, and marine port berth leases as summarized in the table below. Lease Non-cancellable Initial Term Renewal Option Rent Escalation (per annum) LNG vessel time charter 2 to 7 years 0 to 5 years 0% to 2% Marine port berth 20 to 25 years 0 to 20 years See Note (1) Office space and land monthly to 7 years 0 to 5 years 2.5% to 5.0% (1) One marine port berth lease has a 15% lease payment escalation after year five |
Future Minimum Lease Payments under Non-cancellable Operating Leases | Future minimum lease payments under non-cancellable operating leases are as follows: Year ending December 31: 2020 $ 37,776 2021 35,478 2022 18,387 2023 7,083 2024 7,151 Thereafter 26,458 Total $ 132,333 |
Related party transactions (Tab
Related party transactions (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Related party transactions [Abstract] | |
Due to/from Affiliates | The table below summarizes the balances outstanding with affiliates at December 31, 2019 and 2018: December 31, December 31, Amounts due to affiliates $ 10,252 $ 4,481 Amounts due from affiliates 1,577 890 |
Unaudited quarterly financial_2
Unaudited quarterly financial data (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Unaudited quarterly financial data [Abstract] | |
Quarterly Financial Data | Summarized quarterly financial data for the years ended December 31, 2019 and 2018 are as follows: (in thousands of U.S. dollars, except per share data) Three months ended March 31, June 30, September 30, 2019 December 31, 2019 Revenues $ 29,951 $ 39,766 $ 49,656 $ 69,752 Operating loss (59,337 ) (43,959 ) (47,726 ) (36,253 ) Net loss (60,292 ) (51,233 ) (54,424 ) (38,370 ) Net loss attributable to stockholders (13,557 ) (6,186 ) (6,723 ) (7,343 ) Basic and diluted loss per share (1) (0.96 ) (0.28 ) (0.30 ) (0.30 ) (1) Basic and diluted earnings per share are computed independently for each of the quarters presented. Therefore, the sum of quarterly basic and diluted per share information may not equal annual basic and diluted earnings per share. Three months ended March 31, June 30, September 30, 2018 December 31, 2018 Revenues $ 25,709 $ 26,799 $ 28,424 $ 31,369 Operating loss (9,465 ) (17,141 ) (9,922 ) (21,960 ) Net loss (10,913 ) (18,825 ) (13,681 ) (34,763 ) Net loss attributable to stockholders (10,913 ) (18,825 ) (13,609 ) (34,729 ) |
Organization (Details)
Organization (Details) | 12 Months Ended |
Dec. 31, 2019Segment | |
Organization [Abstract] | |
Number of operating segments | 1 |
Significant accounting polici_4
Significant accounting policies (Details) - USD ($) $ / shares in Units, $ in Thousands | Mar. 01, 2019 | Feb. 04, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Basis of presentation and principles of consolidation [Abstract] | |||||
Net proceeds from initial public offering | $ 274,948 | $ 0 | $ 0 | ||
Percentage of voting and non-economic interest | 88.00% | ||||
Percentage of economic interest in NFI | 88.00% | 85.90% | |||
Payment of stock issuance costs | $ 6,938 | 0 | 192 | ||
Receivables [Abstract] | |||||
Allowance for doubtful accounts | 0 | 257 | |||
Asset retirement obligations [Abstract] | |||||
Asset retirement obligations settlements | 0 | 0 | |||
Impairment of long-lived assets [Abstract] | |||||
Impairment of long-lived assets | 0 | $ 0 | $ 0 | ||
Loss on Mitigation Sales [Abstract] | |||||
Loss on mitigation sales | $ (5,280) | ||||
Net loss per share [Abstract] | |||||
Shares outstanding (in shares) | 0 | ||||
LNG Liquefaction Facilities [Member] | Minimum [Member] | |||||
Property, Plant and Equipment, Net [Abstract] | |||||
Estimated economic life | 20 years | ||||
LNG Liquefaction Facilities [Member] | Maximum [Member] | |||||
Property, Plant and Equipment, Net [Abstract] | |||||
Estimated economic life | 30 years | ||||
Gas Terminals [Member] | Minimum [Member] | |||||
Property, Plant and Equipment, Net [Abstract] | |||||
Estimated economic life | 5 years | ||||
Gas Terminals [Member] | Maximum [Member] | |||||
Property, Plant and Equipment, Net [Abstract] | |||||
Estimated economic life | 45 years | ||||
Gas Pipelines [Member] | Minimum [Member] | |||||
Property, Plant and Equipment, Net [Abstract] | |||||
Estimated economic life | 4 years | ||||
Gas Pipelines [Member] | Maximum [Member] | |||||
Property, Plant and Equipment, Net [Abstract] | |||||
Estimated economic life | 45 years | ||||
ISO Containers and Other Equipment [Member] | Minimum [Member] | |||||
Property, Plant and Equipment, Net [Abstract] | |||||
Estimated economic life | 3 years | ||||
ISO Containers and Other Equipment [Member] | Maximum [Member] | |||||
Property, Plant and Equipment, Net [Abstract] | |||||
Estimated economic life | 40 years | ||||
Leasehold Improvements [Member] | Minimum [Member] | |||||
Property, Plant and Equipment, Net [Abstract] | |||||
Estimated economic life | 5 years | ||||
Leasehold Improvements [Member] | Maximum [Member] | |||||
Property, Plant and Equipment, Net [Abstract] | |||||
Estimated economic life | 27 years | ||||
Class A [Member] | IPO [Member] | |||||
Basis of presentation and principles of consolidation [Abstract] | |||||
Shares issued in initial public offering (in shares) | 837,272 | 20,000,000 | |||
IPO price per share (in dollars per share) | $ 14 | $ 14 | |||
Net proceeds from initial public offering | $ 11,000 | $ 257,000 | |||
Shares outstanding (in shares) | 20,837,272 | ||||
Payment of stock issuance costs | $ 700 | ||||
Class B [Member] | IPO [Member] | |||||
Basis of presentation and principles of consolidation [Abstract] | |||||
Effects of reorganization transactions (in shares) | 147,058,824 | ||||
Shares outstanding (in shares) | 147,058,824 |
Revenue from contracts with c_3
Revenue from contracts with customers (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Contract with Customer, Asset and Liability [Abstract] | |||
Receivables, revenue from contracts with customers | $ 30,563 | ||
Contract liability | 6,542 | ||
Contract asset | 23,261 | ||
Other current assets | 3,787 | ||
Other noncurrent assets | 19,474 | $ 0 | |
Cost of sales | 183,359 | 95,742 | $ 78,692 |
Disaggregation of Revenue [Abstract] | |||
Other revenues | 43,625 | 15,395 | 15,158 |
Revenue, Performance Obligation Satisfied over Time [Abstract] | |||
Remaining performance obligation | 3,101,185 | ||
Capitalized Contract Cost [Abstract] | |||
Capitalized contract costs | 8,839 | ||
Other current assets | 331 | ||
Other noncurrent assets | 8,508 | 0 | |
Development Services [Member] | |||
Contract with Customer, Asset and Liability [Abstract] | |||
Cost of sales | 24,228 | ||
Disaggregation of Revenue [Abstract] | |||
Other revenues | 27,308 | 0 | 0 |
Lease [Member] | |||
Disaggregation of Revenue [Abstract] | |||
Other revenues | 16,317 | $ 15,395 | $ 15,158 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |||
Revenue, Performance Obligation Satisfied over Time [Abstract] | |||
Remaining performance obligation | $ 185,272 | ||
Remaining performance obligation, expected timing of satisfaction, period | 1 year | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | |||
Revenue, Performance Obligation Satisfied over Time [Abstract] | |||
Remaining performance obligation | $ 170,494 | ||
Remaining performance obligation, expected timing of satisfaction, period | 1 year | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |||
Revenue, Performance Obligation Satisfied over Time [Abstract] | |||
Remaining performance obligation | $ 168,960 | ||
Remaining performance obligation, expected timing of satisfaction, period | 1 year | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |||
Revenue, Performance Obligation Satisfied over Time [Abstract] | |||
Remaining performance obligation | $ 168,202 | ||
Remaining performance obligation, expected timing of satisfaction, period | 1 year | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |||
Revenue, Performance Obligation Satisfied over Time [Abstract] | |||
Remaining performance obligation | $ 167,445 | ||
Remaining performance obligation, expected timing of satisfaction, period | 1 year | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | |||
Revenue, Performance Obligation Satisfied over Time [Abstract] | |||
Remaining performance obligation | $ 2,240,812 | ||
Remaining performance obligation, expected timing of satisfaction, period |
Acquisition (Details)
Acquisition (Details) - USD ($) $ in Thousands | Nov. 09, 2018 | Dec. 31, 2018 | |
Purchase Agreement of Business Acquisition [Abstract] | |||
Non-controlling interest | $ 14,446 | ||
Shannon LNG and Shannon LNG Energy Limited [Member] | |||
Purchase Agreement of Business Acquisition [Abstract] | |||
Cash | [1] | $ 3,435 | |
Contingent consideration | [2] | 9,835 | |
Equity Agreement | [3] | 16,924 | |
Transaction costs | 593 | ||
Non-controlling interest | 14,446 | ||
Total consideration | 45,233 | ||
Repayment of liabilities | 2,857 | ||
Assets [Abstract] | |||
Land | 851 | ||
Rights of way | 1,191 | ||
Intangible assets - favorable lease agreements | 244 | ||
Intangible assets - permits | 42,947 | ||
Total assets acquired | $ 45,233 | ||
Intangible assets - favorable lease agreements useful life | 91 years | ||
Intangible assets - permits useful life | 40 years | ||
[1] | Cash inclusive of repayment of Shannon LNG's liabilities equal to approximately $2,857. | ||
[2] | Consideration due to sellers once the first gas is exported from the terminal to be built. | ||
[3] | To be paid in shares at the earlier of agreed-upon date in 2020 or the commencement of significant construction activities specified in the Shannon LNG Agreement. |
Fair value (Details)
Fair value (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | ||
Assets [Abstract] | ||||
Restricted cash | $ 65,937 | $ 22,552 | ||
Investment in equity securities | 2,540 | 3,656 | $ 6,333 | |
Total | 95,575 | 104,509 | ||
Liabilities [Abstract] | ||||
Total | 26,600 | 26,759 | ||
Loss from derivative liability and equity agreements fair value adjustments | 121 | 0 | ||
Unrealized gain on currency translation | 280 | 0 | ||
Market Approach [Member] | ||||
Assets [Abstract] | ||||
Cash and cash equivalents | 27,098 | 78,301 | ||
Restricted cash | 65,937 | 22,552 | ||
Investment in equity securities | 2,540 | 3,656 | ||
Income Approach [Member] | ||||
Liabilities [Abstract] | ||||
Derivative liability | [1] | 9,800 | 9,835 | |
Equity agreement | [2] | 16,800 | 16,924 | |
Level 1 [Member] | ||||
Assets [Abstract] | ||||
Total | 95,575 | 104,509 | ||
Liabilities [Abstract] | ||||
Total | 0 | 0 | ||
Level 1 [Member] | Market Approach [Member] | ||||
Assets [Abstract] | ||||
Cash and cash equivalents | 27,098 | 78,301 | ||
Restricted cash | 65,937 | 22,552 | ||
Investment in equity securities | 2,540 | 3,656 | ||
Level 1 [Member] | Income Approach [Member] | ||||
Liabilities [Abstract] | ||||
Derivative liability | [1] | 0 | 0 | |
Equity agreement | [2] | 0 | 0 | |
Level 2 [Member] | ||||
Assets [Abstract] | ||||
Total | 0 | 0 | ||
Liabilities [Abstract] | ||||
Total | 0 | 0 | ||
Level 2 [Member] | Market Approach [Member] | ||||
Assets [Abstract] | ||||
Cash and cash equivalents | 0 | 0 | ||
Restricted cash | 0 | 0 | ||
Investment in equity securities | 0 | 0 | ||
Level 2 [Member] | Income Approach [Member] | ||||
Liabilities [Abstract] | ||||
Derivative liability | [1] | 0 | 0 | |
Equity agreement | [2] | 0 | 0 | |
Level 3 [Member] | ||||
Assets [Abstract] | ||||
Total | 0 | 0 | ||
Liabilities [Abstract] | ||||
Total | 26,600 | 26,759 | ||
Level 3 [Member] | Market Approach [Member] | ||||
Assets [Abstract] | ||||
Cash and cash equivalents | 0 | 0 | ||
Restricted cash | 0 | 0 | ||
Investment in equity securities | 0 | 0 | ||
Level 3 [Member] | Income Approach [Member] | ||||
Liabilities [Abstract] | ||||
Derivative liability | [1] | 9,800 | 9,835 | |
Equity agreement | [2] | $ 16,800 | $ 16,924 | |
[1] | Consideration due to the sellers of Shannon LNG once first gas is supplied from the terminal to be built. | |||
[2] | To be paid in shares at the earlier of agreed-upon date or the commencement of significant construction activities specified in the Shannon LNG Agreement. |
Restricted cash (Details)
Restricted cash (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Restricted cash [Abstract] | ||
Collateral for performance under customer agreements | $ 15,000 | $ 15,095 |
Collateral for LNG purchases | 35,000 | 927 |
Collateral for letters of credit and performance bonds | 7,388 | 6,238 |
Debt service reserve account | 8,299 | 0 |
Other restricted cash | 250 | 292 |
Total restricted cash | 65,937 | 22,552 |
Current restricted cash | 30,966 | 30 |
Non-current restricted cash | $ 34,971 | $ 22,522 |
Inventory (Details)
Inventory (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Inventory [Abstract] | |||
LNG and natural gas inventory | $ 57,436 | $ 15,611 | |
ADO inventory | 4,746 | 0 | |
Materials, supplies and other | 1,250 | 348 | |
Total inventory | 63,432 | 15,959 | |
Inventory adjustments | $ 251 | $ 0 | $ 0 |
Prepaid expenses and other cu_3
Prepaid expenses and other current assets (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Detail of Prepaid Expenses and Other Current Assets [Abstract] | ||
Prepaid expenses | $ 7,458 | $ 2,169 |
Prepaid LNG | 7,097 | 16,170 |
Due from affiliates (Note 24) | 1,577 | 890 |
Other current assets | 22,520 | 10,788 |
Total prepaid expenses and other expenses | $ 38,652 | $ 30,017 |
Investment in equity securiti_3
Investment in equity securities, Number of Shares, Cost and Fair Value of Investment (Details) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019USD ($)shares | Dec. 31, 2018USD ($)shares | Dec. 31, 2017USD ($) | ||
Investment in equity securities [Abstract] | ||||
Number of shares (in shares) | shares | 295,256 | [1] | 1,476,280 | |
Cost | $ 3,667 | $ 3,667 | ||
Fair value | $ 2,540 | $ 3,656 | $ 6,333 | |
Reverse stock split | 0.2 | |||
[1] | During the year ended December 31, 2019, the investee effected a 5-for-1 reverse stock split. |
Investment in equity securiti_4
Investment in equity securities, Movement of Equity Investment (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Investment in equity securities [Abstract] | ||
Beginning of period | $ 3,656 | $ 6,333 |
Unrealized loss | (1,116) | (2,677) |
End of period | $ 2,540 | $ 3,656 |
Construction in progress (Detai
Construction in progress (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Construction in Progress [Roll Forward] | |||
Balance at beginning of period | $ 254,700 | $ 35,413 | |
Additions | 315,188 | 224,871 | |
Transferred to property, plant and equipment, net (Note 12) | (103,301) | (5,584) | |
Balance at end of period | 466,587 | 254,700 | $ 35,413 |
Interest costs capitalized | $ 25,172 | $ 1,732 | $ 0 |
Property, plant and equipment_3
Property, plant and equipment, net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Property, Plant and Equipment, Net [Abstract] | |||
Accumulated depreciation | $ (16,911) | $ (9,391) | |
Total property, plant and equipment, net | 192,222 | 94,040 | |
Depreciation | 7,527 | 3,900 | $ 3,214 |
Cost of Sales [Member] | |||
Property, Plant and Equipment, Net [Abstract] | |||
Depreciation | 701 | 713 | $ 453 |
LNG Liquefaction Facilities [Member] | |||
Property, Plant and Equipment, Net [Abstract] | |||
Property, plant and equipment, gross | 66,273 | 65,631 | |
Gas Terminals [Member] | |||
Property, Plant and Equipment, Net [Abstract] | |||
Property, plant and equipment, gross | 52,781 | 0 | |
Gas Pipelines [Member] | |||
Property, Plant and Equipment, Net [Abstract] | |||
Property, plant and equipment, gross | 11,692 | 0 | |
ISO Containers and Other Equipment [Member] | |||
Property, Plant and Equipment, Net [Abstract] | |||
Property, plant and equipment, gross | 54,932 | 17,792 | |
Land [Member] | |||
Property, Plant and Equipment, Net [Abstract] | |||
Property, plant and equipment, gross | 15,401 | 12,779 | |
Leasehold Improvements [Member] | |||
Property, Plant and Equipment, Net [Abstract] | |||
Property, plant and equipment, gross | $ 8,054 | $ 7,229 |
Intangible assets, net, Composi
Intangible assets, net, Composition of intangible assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Intangible Assets, Net [Abstract] | ||
Definite-Lived Intangible Assets Accumulated Amortization | $ 1,337 | $ 134 |
Definite-Lived Intangible Assets Net Carrying Amount | 42,379 | |
Total Intangible Assets Gross Carrying Amount | 44,877 | 43,191 |
Total Intangible Assets Net Carrying Amount | $ 43,540 | 43,057 |
Weighted average remaining amortization period for intangible assets | 38 years 9 months 18 days | |
Easements [Member] | ||
Intangible Assets, Net [Abstract] | ||
Indefinite-Lived Intangible Assets Carrying Amount | $ 1,161 | |
Shannon LNG Leases and Permits [Member] | ||
Intangible Assets, Net [Abstract] | ||
Definite-Lived Intangible Assets Gross Carrying Amount | 42,157 | 43,191 |
Definite-Lived Intangible Assets Accumulated Amortization | 1,198 | 134 |
Definite-Lived Intangible Assets Net Carrying Amount | $ 40,959 | $ 43,057 |
Definite-Lived Intangible Assets Weighted Average Life | 40 years | 40 years |
Easements [Member] | ||
Intangible Assets, Net [Abstract] | ||
Definite-Lived Intangible Assets Gross Carrying Amount | $ 1,559 | |
Definite-Lived Intangible Assets Accumulated Amortization | 139 | |
Definite-Lived Intangible Assets Net Carrying Amount | $ 1,420 | |
Definite-Lived Intangible Assets Weighted Average Life | 30 years |
Intangible assets, net, Estimat
Intangible assets, net, Estimated aggregate amortization expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Estimated aggregate amortization expense for next five year [Abstract] | ||
2020 | $ 1,116 | |
2021 | 1,116 | |
2022 | 1,116 | |
2023 | 1,116 | |
2024 | 1,116 | |
Thereafter | 36,799 | |
Definite-Lived Intangible Assets Net Carrying Amount | 42,379 | |
Amortization | 1,114 | $ 134 |
Shannon LNG Leases and Permits [Member] | ||
Estimated aggregate amortization expense for next five year [Abstract] | ||
Definite-Lived Intangible Assets Net Carrying Amount | 40,959 | $ 43,057 |
Easements [Member] | ||
Estimated aggregate amortization expense for next five year [Abstract] | ||
Definite-Lived Intangible Assets Net Carrying Amount | $ 1,420 |
Finance leases, net (Details)
Finance leases, net (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Finance leases, net [Abstract] | ||
Finance leases | $ 290,947 | $ 306,832 |
Unearned income | (198,691) | (213,682) |
Total finance leases, net | 92,256 | 93,150 |
Current portion | 1,082 | 943 |
Non-current | 91,174 | $ 92,207 |
Future Minimum Lease Payments to be Received under Direct Financing Leases [Abstract] | ||
2020 | 15,986 | |
2021 | 15,946 | |
2022 | 15,941 | |
2023 | 15,947 | |
2024 | 15,990 | |
Thereafter | 211,137 | |
Total | $ 290,947 |
Other non-current assets (Detai
Other non-current assets (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019USD ($)SalesContract | Dec. 31, 2018USD ($) | |
Other non-current assets [Abstract] | ||
Port access rights and initial lease costs | $ 17,762 | $ 21,871 |
Nonrefundable deposit | 22,262 | 10,810 |
Upfront payments to customers | 5,904 | 0 |
Contract asset (Note 4) | 19,474 | 0 |
Cost to fulfill (Note 4) | 8,508 | 0 |
Other | 7,716 | 2,574 |
Total other non-current assets | $ 81,626 | $ 35,255 |
Number of sales contracts | SalesContract | 2 |
Accrued liabilities (Details)
Accrued liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Accrued liabilities [Abstract] | ||
Accrued construction costs | $ 25,037 | $ 41,343 |
Accrued IPO costs | 0 | 5,296 |
Accrued bonuses | 14,991 | 12,582 |
Other accrued expenses | 14,915 | 8,291 |
Total accrued liabilities | $ 54,943 | $ 67,512 |
Debt, Term Loan Facility (Detai
Debt, Term Loan Facility (Details) $ in Thousands | Mar. 21, 2019USD ($) | Dec. 31, 2019USD ($)LenderExtension | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Aug. 16, 2018USD ($) |
Long-term Debt, Current and Noncurrent [Abstract] | |||||
Total debt | $ 619,057 | $ 272,192 | |||
Current portion of debt | 0 | 272,192 | |||
Non-current portion of debt | 619,057 | 0 | |||
Term Loan Facility [Abstract] | |||||
Loss on extinguishment of debt, net | 0 | (9,568) | $ 0 | ||
Term Loan Facility, Due January 21, 2020 [Member] | |||||
Long-term Debt, Current and Noncurrent [Abstract] | |||||
Total debt | $ 495,000 | 272,192 | |||
Maturity date | Jan. 21, 2020 | ||||
Term Loan Facility [Abstract] | |||||
Number of lenders | Lender | 2 | ||||
Aggregate principal amount | $ 500,000 | $ 240,000 | |||
Outstanding borrowings | $ 500,000 | 280,000 | |||
Initial borrowing amount | $ 220,000 | ||||
Debt instrument, basis spread on variable rate | 4.00% | ||||
Debt instrument, frequency of periodic payment | quarterly | ||||
Debt instrument, periodic payment | $ 1,250 | ||||
Origination and other fees amount | 22,422 | ||||
Loss on extinguishment of debt, net | (9,568) | ||||
Unamortized deferred financing cost | 0 | 2,820 | |||
Debt instrument, fees paid | $ 4,400 | 6,380 | |||
Reduction in principal balance | 9,746 | ||||
Remaining unamortized deferred financing costs | 7,808 | ||||
Number of extensions for maturity date | Extension | 2 | ||||
Additional extended maturity period | 6 months | ||||
Percentage of fee payable in outstanding principal for extension of maturity date | 1.00% | ||||
Increase in interest rate | 0.50% | ||||
Term Loan Facility, Due January 21, 2020 [Member] | Floor Rate [Member] | |||||
Term Loan Facility [Abstract] | |||||
Debt instrument, basis spread on variable rate | 1.00% | ||||
Term Loan Facility, Due January 21, 2020 [Member] | Federal Funds Rate [Member] | |||||
Term Loan Facility [Abstract] | |||||
Debt instrument, basis spread on variable rate | 0.50% | ||||
Term Loan Facility, Due January 21, 2020 [Member] | LIBOR [Member] | |||||
Term Loan Facility [Abstract] | |||||
Debt instrument, basis spread on variable rate | 1.00% | ||||
Debt instrument, term of variable rate | 1 month | ||||
Interest rate plus spread | 3.00% | ||||
Senior Secured Bonds, due September 2034 [Member] | |||||
Long-term Debt, Current and Noncurrent [Abstract] | |||||
Total debt | $ 70,960 | 0 | |||
Maturity date | Sep. 30, 2034 | ||||
Senior Secured Bonds, due December 2034 [Member] | |||||
Long-term Debt, Current and Noncurrent [Abstract] | |||||
Total debt | $ 10,823 | 0 | |||
Maturity date | Dec. 31, 2034 | ||||
Senior Unsecured Bonds, due September 2036 [Member] | |||||
Long-term Debt, Current and Noncurrent [Abstract] | |||||
Total debt | $ 42,274 | $ 0 | |||
Maturity date | Sep. 30, 2036 |
Debt, South Power Bonds (Detail
Debt, South Power Bonds (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Jan. 31, 2020 | Dec. 31, 2019 | Sep. 02, 2019 | Dec. 31, 2018 | |
Senior Secured and Unsecured Bonds [Abstract] | ||||
Debt service reserve account | $ 8,299 | $ 0 | ||
South Power [Member] | ||||
Senior Secured and Unsecured Bonds [Abstract] | ||||
Debt service reserve account | 8,299 | |||
Senior Secured Bonds [Member] | South Power [Member] | ||||
Senior Secured and Unsecured Bonds [Abstract] | ||||
Debt instrument, issuable | $ 73,317 | |||
Debt instrument, issuable upon completion of certain conditions | 63,000 | |||
Proceeds from issuance of bonds | $ 10,856 | |||
Fixed interest rate | 8.25% | |||
Maturity period | 15 years | |||
Non-payment of principal due period | 7 years | |||
Frequency of payments | Quarterly | |||
Percentage of quarterly principal payment | 1.60% | |||
Percentage of balloon payment due upon maturity | 50.00% | |||
Senior Secured Bonds [Member] | South Power [Member] | Subsequent Events [Member] | ||||
Senior Secured and Unsecured Bonds [Abstract] | ||||
Proceeds from issuance of bonds | $ 52,144 | |||
Senior Unsecured Bonds [Member] | South Power [Member] | ||||
Senior Secured and Unsecured Bonds [Abstract] | ||||
Debt instrument, issuable | $ 43,683 | |||
Fixed interest rate | 11.00% | |||
Maturity date | Sep. 30, 2036 | |||
Non-payment of principal due period | 9 years | |||
Frequency of payments | Quarterly | |||
Senior Secured Bonds and Senior Unsecured Bonds [Member] | South Power [Member] | ||||
Senior Secured and Unsecured Bonds [Abstract] | ||||
Additional fees paid | $ 3,892 | |||
Unamortized deferred financing cost | $ 3,799 |
Debt, Interest Expense (Details
Debt, Interest Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Interest costs [Abstract] | |||
Amortization of debt issuance costs | $ 5,873 | $ 4,023 | $ 696 |
Interest expense | 19,412 | 11,248 | 6,456 |
Debt [Member] | |||
Interest costs [Abstract] | |||
Interest per contractual rates | 32,283 | 9,363 | 5,760 |
Amortization of debt issuance costs | 12,301 | 3,617 | 696 |
Total interest costs | 44,584 | 12,980 | 6,456 |
Capitalized interest | 25,172 | 1,732 | 0 |
Interest expense | $ 19,412 | $ 11,248 | $ 6,456 |
Income taxes, Components of Los
Income taxes, Components of Loss Before Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Feb. 04, 2019 | |
Loss before Income Taxes [Abstract] | ||||
Deferred tax asset | $ 92,524 | $ 8,005 | ||
Loss before taxes | (203,880) | (78,520) | $ (31,145) | |
IPO [Member] | ||||
Loss before Income Taxes [Abstract] | ||||
Deferred tax asset | $ 42,783 | |||
United States [Member] | ||||
Loss before Income Taxes [Abstract] | ||||
Loss before taxes | (194,481) | (74,873) | (32,647) | |
Foreign [Member] | ||||
Loss before Income Taxes [Abstract] | ||||
Loss before taxes | $ (9,399) | $ (3,647) | $ 1,502 |
Income taxes, Income Tax Expens
Income taxes, Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Current [Abstract] | |||
Domestic | $ 0 | $ 0 | $ 0 |
Foreign | 47 | 7 | 5 |
Total current tax expense | 47 | 7 | 5 |
Deferred [Abstract] | |||
Domestic | 0 | 0 | 0 |
Foreign | 392 | (345) | 521 |
Total deferred tax expense (benefit) | 392 | (345) | 521 |
Total provision for (benefit from) income taxes | $ 439 | $ (338) | $ 526 |
Income taxes, Reconciliation of
Income taxes, Reconciliation of Income tax to Effective Tax Rate (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Effective Tax Rate [Abstract] | |||
Income tax at the statutory rate | 21.00% | 0.00% | 0.00% |
Foreign tax rate differential | 0.80% | 0.40% | (1.70%) |
Foreign tax on foreign operations | 2.90% | 0.00% | 0.00% |
Foreign permanent adjustments | 5.00% | 0.00% | 0.00% |
Income attributable to non-controlling interest | (18.20%) | 0.00% | 0.00% |
Domestic valuation allowance | (2.10%) | 0.00% | 0.00% |
Foreign valuation allowance | (10.80%) | 0.00% | 0.00% |
Other | 1.20% | 0.00% | 0.00% |
Effective income tax rate | (0.20%) | 0.40% | (1.70%) |
Unrecognized tax benefits | $ 0 | $ 0 | $ 0 |
Income taxes, Changes in Valuat
Income taxes, Changes in Valuation Allowance on Deferred Tax Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income taxes [Abstract] | ||
Balance at the beginning of the period | $ 241 | $ 0 |
Increase recognized in the statement of operations | 80,670 | 241 |
Balance at the end of the period | $ 80,911 | $ 241 |
Income taxes, Significant Defer
Income taxes, Significant Deferred Tax Asset or Liability (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2018USD ($) | |
Deferred Tax Assets [Abstract] | |||
Investment in NFI | $ 46,185 | $ 0 | |
Accrued interest | 14,047 | 3,181 | |
Federal and state net operating loss carryforward | 3,215 | 0 | |
Foreign net operating loss carryforward | 19,713 | 4,824 | |
Share-based compensation | 8,958 | 0 | |
Other | 406 | 0 | |
Total deferred tax assets | 92,524 | 8,005 | |
Valuation allowance | (80,911) | $ 0 | (241) |
Deferred tax assets, net of valuation allowance | 11,613 | 7,764 | |
Deferred Tax Liabilities [Abstract] | |||
Property and equipment | (11,820) | (7,579) | |
Total deferred tax liabilities | (11,820) | (7,579) | |
Net deferred tax liabilities | $ (207) | ||
Net deferred tax asset | $ 185 | ||
Offset percentage of future taxable income | 80.00% | ||
Operating loss carryforwards from foreign subsidiaries | $ 70,932 | ||
Corporate income tax rate | 0.21 | 0.35 | |
Federal [Member] | |||
Deferred Tax Liabilities [Abstract] | |||
Operating loss carryforwards | $ 14,549 | ||
State [Member] | |||
Deferred Tax Liabilities [Abstract] | |||
Operating loss carryforwards | 4,529 | ||
Jamaica [Member] | |||
Deferred Tax Liabilities [Abstract] | |||
Operating loss carryforwards from foreign subsidiaries | 60,699 | ||
Ireland [Member] | |||
Deferred Tax Liabilities [Abstract] | |||
Operating loss carryforwards from foreign subsidiaries | 3,946 | ||
Puerto Rico and Mexico [Member] | |||
Deferred Tax Liabilities [Abstract] | |||
Operating loss carryforwards from foreign subsidiaries | $ 6,287 |
Commitments and contingencies_2
Commitments and contingencies (Details) $ in Thousands, gal in Millions, MMBTU in Millions | Feb. 07, 2020MMBTU | Dec. 31, 2019USD ($)MMBTUCargogal | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) |
Estimated Future Cash Payments [Abstract] | ||||
Prepaid balance | $ 7,097 | $ 16,170 | ||
Tangible personal property tax paid | 1,033 | $ 1,204 | ||
Partial rebate from legal proceeding | $ 140 | |||
Estimated refund receivable | 488 | |||
LNG Inventory Purchases [Member] | ||||
Estimated Future Cash Payments [Abstract] | ||||
2020 | 276,904 | |||
2021 | 224,872 | |||
2022 | 0 | |||
2023 | 0 | |||
2024 | 0 | |||
Prepaid balance | $ 7,097 | |||
Number of cargoes | Cargo | 25 | |||
Volume of purchase commitment | gal | 875.5 | |||
Energy of purchase commitment | MMBTU | 72.4 | |||
LNG Inventory Purchases [Member] | Subsequent Event [Member] | ||||
Estimated Future Cash Payments [Abstract] | ||||
Energy of purchase commitment | MMBTU | 27.5 | |||
Gas Inventory Purchases [Member] | ||||
Estimated Future Cash Payments [Abstract] | ||||
2020 | $ 8,714 | |||
2021 | 6,213 | |||
2022 | 6,205 | |||
2023 | 6,271 | |||
2024 | $ 12,196 | |||
Gas Inventory Purchases [Member] | Maximum [Member] | ||||
Estimated Future Cash Payments [Abstract] | ||||
Contractual purchase commitment remaining term | 5 years |
Earnings per share (Details)
Earnings per share (Details) $ / shares in Units, $ in Thousands | Feb. 04, 2019shares | Feb. 04, 2019USD ($)shares | Dec. 31, 2019USD ($)$ / shares | Sep. 30, 2019USD ($)$ / shares | Jun. 30, 2019USD ($)$ / shares | Mar. 31, 2019USD ($)$ / shares | Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |||||
Numerator [Abstract] | |||||||||||||||||||
Net loss | $ | $ (8,003) | $ (38,370) | $ (54,424) | $ (51,233) | $ (60,292) | $ (34,763) | $ (13,681) | $ (18,825) | $ (10,913) | $ (196,316) | $ (204,319) | $ (78,182) | $ (31,671) | ||||||
Less: net loss attributable to non-controlling interests | $ | 170,510 | 106 | 0 | ||||||||||||||||
Net loss attributable to stockholders | $ | $ (7,343) | $ (6,723) | $ (6,186) | $ (13,557) | $ (34,729) | $ (13,609) | $ (18,825) | $ (10,913) | $ (33,809) | $ (78,076) | $ (31,671) | ||||||||
Denominator [Abstract] | |||||||||||||||||||
Weighted-average shares-basic and diluted (in shares) | 20,862,555 | ||||||||||||||||||
Net loss per share - basic and diluted (in dollars per share) | $ / shares | $ (0.30) | [1] | $ (0.30) | [1] | $ (0.28) | [1] | $ (0.96) | [1] | $ (1.62) | ||||||||||
Dilutive Securities Excluded from Computation of Diluted Net Loss Per Share Effects Presented in Anti-dilutive [Abstract] | |||||||||||||||||||
Anti-dilutive securities excluded from computation of diluted weighted average shares outstanding (in shares) | 148,563,982 | ||||||||||||||||||
Class B [Member] | |||||||||||||||||||
Dilutive Securities Excluded from Computation of Diluted Net Loss Per Share Effects Presented in Anti-dilutive [Abstract] | |||||||||||||||||||
Anti-dilutive securities excluded from computation of diluted weighted average shares outstanding (in shares) | [2] | 144,342,572 | |||||||||||||||||
IPO [Member] | |||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||||||||||
Share split issued and outstanding shares effected in connection with IPO | 2.16 | ||||||||||||||||||
IPO [Member] | Class B [Member] | |||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||||||||||
Effects of reorganization transactions (in shares) | 147,058,824 | 147,058,824 | |||||||||||||||||
Shares outstanding (in shares) | 147,058,824 | 147,058,824 | |||||||||||||||||
Unvested RSU [Member] | |||||||||||||||||||
Dilutive Securities Excluded from Computation of Diluted Net Loss Per Share Effects Presented in Anti-dilutive [Abstract] | |||||||||||||||||||
Anti-dilutive securities excluded from computation of diluted weighted average shares outstanding (in shares) | [3] | 3,137,415 | |||||||||||||||||
Shannon Equity Agreement [Member] | |||||||||||||||||||
Dilutive Securities Excluded from Computation of Diluted Net Loss Per Share Effects Presented in Anti-dilutive [Abstract] | |||||||||||||||||||
Anti-dilutive securities excluded from computation of diluted weighted average shares outstanding (in shares) | [4] | 1,083,995 | |||||||||||||||||
[1] | Basic and diluted earnings per share are computed independently for each of the quarters presented. Therefore, the sum of quarterly basic and diluted per share information may not equal annual basic and diluted earnings per share. | ||||||||||||||||||
[2] | Class B shares at the end of the period are considered potentially dilutive Class A shares. | ||||||||||||||||||
[3] | Represents the number of instruments outstanding at the end of the period. | ||||||||||||||||||
[4] | Class A shares that would be issued in relation to the Shannon LNG Equity agreement. |
Share-based compensation (Detai
Share-based compensation (Details) - Restricted Share Units [Member] $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($)$ / sharesshares | |
Number of Shares [Roll Forward] | |
Non-vested RSUs, beginning balance (in shares) | shares | 0 |
Granted (in shares) | shares | 5,404,823 |
Vested and shares issued (in shares) | shares | (1,284,383) |
Forfeited (in shares) | shares | (983,025) |
Non-vested RSUs, ending balance (in shares) | shares | 3,137,415 |
Weighted Average Grant Date Fair Value Per Share [Abstract] | |
Non-vested RSUs, beginning balance (in dollars per share) | $ / shares | $ 0 |
Granted (in dollars per share) | $ / shares | 13.48 |
Vested and shares issued (in dollars per share) | $ / shares | 13.53 |
Forfeited (in dollars per share) | $ / shares | 13.51 |
Non-vested RSUs, ending balance (in dollars per share) | $ / shares | $ 13.44 |
Recognized compensation expense | $ | $ 41,447 |
Reversal of compensation expense | $ | 2,248 |
Unrecognized compensation cost | $ | $ 18,080 |
Weighted-average remaining vesting period of non-vested stock (in years) | 10 months 10 days |
Selling, General and Administrative Expenses [Member] | |
Weighted Average Grant Date Fair Value Per Share [Abstract] | |
Recognized compensation expense | $ | $ 40,594 |
Operations and Maintenance [Member] | |
Weighted Average Grant Date Fair Value Per Share [Abstract] | |
Recognized compensation expense | $ | $ 853 |
Minimum [Member] | |
Weighted Average Grant Date Fair Value Per Share [Abstract] | |
Vesting period | 10 months |
Maximum [Member] | |
Weighted Average Grant Date Fair Value Per Share [Abstract] | |
Vesting period | 3 years |
Stockholder's equity and Memb_2
Stockholder's equity and Members' equity (Details) - USD ($) $ / shares in Units, $ in Thousands | Feb. 04, 2019 | Dec. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Jan. 31, 2018 |
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | |||||
Shares issued (in shares) | 67,983,095 | ||||
Percentage of economic interest in NFI | 88.00% | 85.90% | |||
Percentage of voting rights in NFE | 85.90% | ||||
Class A [Member] | |||||
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | |||||
Shares outstanding (in shares) | 23,607,096 | 23,607,096 | 0 | ||
Class B [Member] | |||||
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | |||||
Shares outstanding (in shares) | 144,342,572 | 144,342,572 | 0 | ||
Members' Capital [Member] | |||||
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | |||||
Shares issued (in shares) | 665,843 | ||||
Common stock par value (in dollars per share) | $ 0 | ||||
Shares issued, value | $ 20,150 | ||||
Common Stock [Member] | Class A [Member] | |||||
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | |||||
Shares exchanged (in shares) | 2,716,252 | ||||
Issuance of shares for vested RSUs (in shares) | 53,572 | ||||
Shares outstanding (in shares) | 23,607,096 | 23,607,096 | |||
Common Stock [Member] | Class B [Member] | |||||
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | |||||
Shares exchanged (in shares) | (2,716,252) | ||||
Shares outstanding (in shares) | 144,342,572 | 144,342,572 |
Leases, as lessee (Details)
Leases, as lessee (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2016 | ||
Leases [Abstract] | ||||
Rental expense | $ 37,069 | $ 23,687 | $ 17,369 | |
Future Minimum Lease Payments under Non-cancellable Operating Leases [Abstract] | ||||
2020 | 37,776 | |||
2021 | 35,478 | |||
2022 | 18,387 | |||
2023 | 7,083 | |||
2024 | 7,151 | |||
Thereafter | 26,458 | |||
Total | $ 132,333 | |||
LNG Vessel Time Charter One [Member] | Minimum [Member] | ||||
Leases [Abstract] | ||||
Initial lease term | 2 years | |||
Renewal of lease term | 0 years | |||
Percentage of annual lease payment escalation after year five | 0.00% | |||
LNG Vessel Time Charter One [Member] | Maximum [Member] | ||||
Leases [Abstract] | ||||
Initial lease term | 7 years | |||
Renewal of lease term | 5 years | |||
Percentage of annual lease payment escalation after year five | 2.00% | |||
Marine Port Berth [Member] | ||||
Leases [Abstract] | ||||
Percentage of lease payment escalation after year five | [1] | 15.00% | ||
Lease payment escalation term | [1] | 5 years | ||
Percentage of annual lease payment subsequent to escalation term | [1] | 2.25% | ||
Marine Port Berth [Member] | Minimum [Member] | ||||
Leases [Abstract] | ||||
Initial lease term | 20 years | |||
Renewal of lease term | 0 years | |||
Marine Port Berth [Member] | Maximum [Member] | ||||
Leases [Abstract] | ||||
Initial lease term | 25 years | |||
Renewal of lease term | 20 years | |||
Office Space Lease One [Member] | Minimum [Member] | ||||
Leases [Abstract] | ||||
Initial lease term | 1 month | |||
Renewal of lease term | 0 years | |||
Percentage of annual lease payment escalation after year five | 2.50% | |||
Office Space Lease One [Member] | Maximum [Member] | ||||
Leases [Abstract] | ||||
Initial lease term | 7 years | |||
Renewal of lease term | 5 years | |||
Percentage of annual lease payment escalation after year five | 5.00% | |||
[1] | One marine port berth lease has a 15% lease payment escalation after year five with annual escalations of 2.25% in subsequent years. |
Related party transactions (Det
Related party transactions (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Aug. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2016 | |
Related party transaction [Abstract] | ||||
Administrative and general expenses | $ 7,942 | $ 5,741 | $ 3,866 | |
Amount due to affiliates | 10,252 | 4,481 | ||
Charter costs | 5,367 | 1,873 | 2,917 | |
Amounts due from affiliates | $ 1,577 | 890 | ||
DevTech Investment [Member] | ||||
Related party transaction [Abstract] | ||||
Minority interest percentage in exchange for cash consideration | 10.00% | |||
Percentage of note payable purchased by affiliate | 10.00% | |||
Note payable due | $ 815 | 737 | ||
Interest expense on note payable | 94 | 18 | ||
Amounts due from affiliates | 443 | 365 | ||
Fortress [Member] | ||||
Related party transaction [Abstract] | ||||
Amount due to affiliates | 5,083 | 3,579 | ||
Fortress Affiliate [Member] | ||||
Related party transaction [Abstract] | ||||
Amount due to affiliates | 4,286 | |||
Florida East Coast Industries [Member] | ||||
Related party transaction [Abstract] | ||||
Amount due to affiliates | 0 | 597 | ||
Florida East Coast Industries [Member] | Selling, General and Administrative Expenses [Member] | ||||
Related party transaction [Abstract] | ||||
Lease expense | 223 | |||
Florida East Coast Industries [Member] | Office Building [Member] | ||||
Related party transaction [Abstract] | ||||
Lease expense | 609 | 0 | 0 | |
Florida East Coast Industries [Member] | Leasehold Improvements [Member] | ||||
Related party transaction [Abstract] | ||||
Lease expense | 386 | |||
Florida East Coast Industries [Member] | Land [Member] | Operations and Maintenance [Member] | ||||
Related party transaction [Abstract] | ||||
Lease expense | 396 | 260 | $ 285 | |
Fortress Affiliated Entities [Member] | ||||
Related party transaction [Abstract] | ||||
Amount due to affiliates | 883 | 305 | ||
Amounts due from affiliates | $ 1,134 | $ 525 |
Related party transactions, Due
Related party transactions, Due to/from Affiliates (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Related party transactions [Abstract] | ||
Amounts due to affiliates | $ 10,252 | $ 4,481 |
Amounts due from affiliates | $ 1,577 | $ 890 |
Customer concentrations (Detail
Customer concentrations (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019USD ($) | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2019USD ($)Customer | Dec. 31, 2018USD ($)Customer | Dec. 31, 2017USD ($)Customer | |
Concentration Risk, Net Assets Amount, Geographic Area [Abstract] | |||||||||||
Revenues | $ 69,752 | $ 49,656 | $ 39,766 | $ 29,951 | $ 31,369 | $ 28,424 | $ 26,799 | $ 25,709 | $ 189,125 | $ 112,301 | $ 97,262 |
United States [Member] | |||||||||||
Concentration Risk, Net Assets Amount, Geographic Area [Abstract] | |||||||||||
Revenues | 21,386 | 7,214 | 4,935 | ||||||||
Long-Lived Assets | 360,860 | 151,729 | 360,860 | 151,729 | |||||||
Outside of United States [Member] | |||||||||||
Concentration Risk, Net Assets Amount, Geographic Area [Abstract] | |||||||||||
Revenues | 167,739 | 105,087 | $ 92,327 | ||||||||
Long-Lived Assets | $ 470,749 | $ 325,416 | $ 470,749 | $ 325,416 | |||||||
Total Revenues [Member] | |||||||||||
Concentration Risk [Abstract] | |||||||||||
Concentration risk, customer | Customer | 2 | 1 | 1 | ||||||||
Concentration risk | 74.00% | 87.00% | 92.00% | ||||||||
Total Trade Receivables [Member] | |||||||||||
Concentration Risk [Abstract] | |||||||||||
Concentration risk, customer | Customer | 2 | 1 | |||||||||
Concentration risk | 85.00% | 93.00% | |||||||||
Finance Leases, Net Balance [Member] | |||||||||||
Concentration Risk [Abstract] | |||||||||||
Concentration risk | 99.00% | 98.00% |
Unaudited quarterly financial_3
Unaudited quarterly financial data (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 11 Months Ended | 12 Months Ended | |||||||||||||
Feb. 04, 2019 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |||||
Unaudited quarterly financial data [Abstract] | |||||||||||||||||
Revenues | $ 69,752 | $ 49,656 | $ 39,766 | $ 29,951 | $ 31,369 | $ 28,424 | $ 26,799 | $ 25,709 | $ 189,125 | $ 112,301 | $ 97,262 | ||||||
Operating loss | (36,253) | (47,726) | (43,959) | (59,337) | (21,960) | (9,922) | (17,141) | (9,465) | (187,275) | (58,488) | (24,990) | ||||||
Net loss | $ (8,003) | (38,370) | (54,424) | (51,233) | (60,292) | (34,763) | (13,681) | (18,825) | (10,913) | $ (196,316) | (204,319) | (78,182) | (31,671) | ||||
Net loss attributable to stockholders | $ (7,343) | $ (6,723) | $ (6,186) | $ (13,557) | $ (34,729) | $ (13,609) | $ (18,825) | $ (10,913) | $ (33,809) | $ (78,076) | $ (31,671) | ||||||
Basic and diluted loss per share (in dollars per share) | $ (0.30) | [1] | $ (0.30) | [1] | $ (0.28) | [1] | $ (0.96) | [1] | $ (1.62) | ||||||||
[1] | Basic and diluted earnings per share are computed independently for each of the quarters presented. Therefore, the sum of quarterly basic and diluted per share information may not equal annual basic and diluted earnings per share. |
Subsequent events (Details)
Subsequent events (Details) $ in Thousands, MMBTU in Millions | Feb. 07, 2020MMBTU | Jan. 10, 2020USD ($) | Dec. 31, 2019USD ($)MMBTU | Dec. 31, 2018USD ($) | Aug. 16, 2018USD ($) |
Credit Agreement [Abstract] | |||||
Outstanding principal amount | $ 619,057 | $ 272,192 | |||
Term Loan Facility, Due January 21, 2020 [Member] | |||||
Credit Agreement [Abstract] | |||||
Aggregate principal amount | $ 500,000 | $ 240,000 | |||
Variable interest rate | 4.00% | ||||
Outstanding principal amount | $ 495,000 | $ 272,192 | |||
LNG Inventory Purchases [Member] | |||||
Credit Agreement [Abstract] | |||||
Energy of Purchase Commitment | MMBTU | 72.4 | ||||
Subsequent Events [Member] | Credit Agreement [Member] | |||||
Credit Agreement [Abstract] | |||||
Aggregate principal amount | $ 800,000 | ||||
Debt maturity date | Jan 2023 | ||||
Variable interest rate | 6.25% | ||||
Increase in interest rate | 1.50% | ||||
Subsequent Events [Member] | Credit Agreement [Member] | Interest Rate Floor [Member] | |||||
Credit Agreement [Abstract] | |||||
Variable interest rate | 1.50% | ||||
Subsequent Events [Member] | LNG Inventory Purchases [Member] | |||||
Credit Agreement [Abstract] | |||||
Energy of Purchase Commitment | MMBTU | 27.5 |
Schedule I - Condensed Financ_2
Schedule I - Condensed Financial Information of Registrant, Condensed Balance Sheets (Details) - USD ($) $ / shares in Units, $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets [Abstract] | ||||
Cash and cash equivalents | $ 27,098 | $ 78,301 | ||
Total current assets | 211,120 | 153,780 | ||
Total assets | 1,123,814 | 699,402 | ||
Stockholders' equity [Abstract] | ||||
Members' capital, no par value, 500,000,000 shares authorized, 67,983,095 shares issued and outstanding as of December 31, 2018 | 0 | 426,741 | ||
Accumulated deficit | (45,823) | (158,423) | ||
Accumulated other comprehensive loss | (30) | (11) | ||
Total stockholders' equity | 387,324 | 282,647 | $ 278,910 | $ 289,370 |
Total liabilities and stockholders' equity | 1,123,814 | $ 699,402 | ||
Members' capital, par value (in dollars per share) | $ 0 | |||
Members' capital, shares authorized (in shares) | 500,000,000 | |||
Members' capital, shares issued (in shares) | 67,983,095 | |||
Members' capital, shares outstanding (in shares) | 67,983,095 | |||
Class A [Member] | ||||
Stockholders' equity [Abstract] | ||||
Common stock | $ 130,658 | $ 0 | ||
Common stock, shares issued (in shares) | 23,607,096 | 0 | ||
Common stock, shares outstanding (in shares) | 23,607,096 | 0 | ||
Class B [Member] | ||||
Stockholders' equity [Abstract] | ||||
Common stock | $ 0 | $ 0 | ||
Common stock, shares issued (in shares) | 144,342,572 | 0 | ||
Common stock, shares outstanding (in shares) | 144,342,572 | 0 | ||
New Fortress Energy LLC [Member] | ||||
Current assets [Abstract] | ||||
Cash and cash equivalents | $ 0 | |||
Total current assets | 0 | |||
Investment in subsidiaries | 84,805 | |||
Total assets | 84,805 | |||
Stockholders' equity [Abstract] | ||||
Members' capital, no par value, 500,000,000 shares authorized, 67,983,095 shares issued and outstanding as of December 31, 2018 | 0 | |||
Accumulated deficit | (45,823) | |||
Accumulated other comprehensive loss | (30) | |||
Total stockholders' equity | 84,805 | |||
Total liabilities and stockholders' equity | 84,805 | |||
New Fortress Energy LLC [Member] | Class A [Member] | ||||
Stockholders' equity [Abstract] | ||||
Common stock | $ 130,658 | |||
Common stock, shares issued (in shares) | 23,607,096 | |||
Common stock, shares outstanding (in shares) | 23,607,096 | |||
New Fortress Energy LLC [Member] | Class B [Member] | ||||
Stockholders' equity [Abstract] | ||||
Common stock | $ 0 | |||
Common stock, shares issued (in shares) | 144,342,572 | |||
Common stock, shares outstanding (in shares) | 144,342,572 | |||
New Fortress Energy Holdings [Member] | ||||
Current assets [Abstract] | ||||
Cash and cash equivalents | $ 42 | |||
Total current assets | 42 | |||
Investment in subsidiaries | 268,265 | |||
Total assets | 268,307 | |||
Stockholders' equity [Abstract] | ||||
Members' capital, no par value, 500,000,000 shares authorized, 67,983,095 shares issued and outstanding as of December 31, 2018 | 426,741 | |||
Accumulated deficit | (158,423) | |||
Accumulated other comprehensive loss | (11) | |||
Total stockholders' equity | 268,307 | |||
Total liabilities and stockholders' equity | $ 268,307 | |||
Members' capital, par value (in dollars per share) | $ 0 | |||
Members' capital, shares authorized (in shares) | 500,000,000 | |||
Members' capital, shares issued (in shares) | 67,983,095 | |||
Members' capital, shares outstanding (in shares) | 65,665,037 | |||
New Fortress Energy Holdings [Member] | Class A [Member] | ||||
Stockholders' equity [Abstract] | ||||
Common stock | $ 0 | |||
Common stock, shares issued (in shares) | 0 | |||
Common stock, shares outstanding (in shares) | 0 | |||
New Fortress Energy Holdings [Member] | Class B [Member] | ||||
Stockholders' equity [Abstract] | ||||
Common stock | $ 0 | |||
Common stock, shares issued (in shares) | 0 | |||
Common stock, shares outstanding (in shares) | 0 |
Schedule I - Condensed Financ_3
Schedule I - Condensed Financial Information of Registrant, Condensed Statements of Operations and Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 11 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Statement [Abstract] | ||||||||||||
Selling, general and administrative | $ (152,922) | $ (62,137) | $ (33,343) | |||||||||
Operating loss | $ (36,253) | $ (47,726) | $ (43,959) | $ (59,337) | $ (21,960) | $ (9,922) | $ (17,141) | $ (9,465) | (187,275) | (58,488) | (24,990) | |
Other income, net | 2,807 | 784 | 301 | |||||||||
Tax expense (benefit) | 439 | (338) | 526 | |||||||||
Net loss attributable to stockholders | $ (7,343) | $ (6,723) | $ (6,186) | $ (13,557) | $ (34,729) | $ (13,609) | $ (18,825) | $ (10,913) | (33,809) | (78,076) | (31,671) | |
Other comprehensive (loss) income | $ (219) | (2,677) | 1,303 | |||||||||
Comprehensive loss attributable to stockholders | (33,839) | (80,753) | (30,368) | |||||||||
New Fortress Energy LLC [Member] | ||||||||||||
Income Statement [Abstract] | ||||||||||||
Selling, general and administrative | 0 | |||||||||||
Operating loss | 0 | |||||||||||
Other income, net | 106 | |||||||||||
Income (loss) before taxes and equity in net loss of subsidiaries | 106 | |||||||||||
Tax expense (benefit) | 0 | |||||||||||
Equity in net loss of subsidiaries | (33,915) | |||||||||||
Net loss attributable to stockholders | (33,809) | |||||||||||
Other comprehensive (loss) income | (30) | |||||||||||
Comprehensive loss attributable to stockholders | $ (33,839) | |||||||||||
New Fortress Energy Holdings [Member] | ||||||||||||
Income Statement [Abstract] | ||||||||||||
Selling, general and administrative | (179) | (40) | ||||||||||
Operating loss | (179) | (40) | ||||||||||
Other income, net | 337 | 0 | ||||||||||
Income (loss) before taxes and equity in net loss of subsidiaries | 158 | (40) | ||||||||||
Tax expense (benefit) | 0 | 0 | ||||||||||
Equity in net loss of subsidiaries | (78,234) | (31,631) | ||||||||||
Net loss attributable to stockholders | (78,076) | (31,671) | ||||||||||
Other comprehensive (loss) income | (2,677) | 1,303 | ||||||||||
Comprehensive loss attributable to stockholders | $ (80,753) | $ (30,368) |
Schedule I - Condensed Financ_4
Schedule I - Condensed Financial Information of Registrant, Condensed Statements of Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Cash flows from operating activities [Abstract] | |||||||||||
Net Loss | $ (7,343) | $ (6,723) | $ (6,186) | $ (13,557) | $ (34,729) | $ (13,609) | $ (18,825) | $ (10,913) | $ (33,809) | $ (78,076) | $ (31,671) |
Adjustments for: | |||||||||||
Net cash used in operating activities | (234,261) | (93,227) | (54,892) | ||||||||
Cash flows from investing activities [Abstract] | |||||||||||
Net cash used in investing activities | (376,164) | (184,455) | (29,858) | ||||||||
Cash flows from financing activities [Abstract] | |||||||||||
Proceeds from IPO | 274,948 | 0 | 0 | ||||||||
Repayment of affiliate note | 0 | 0 | (120) | ||||||||
Capital contributed from Members | 0 | 20,150 | 20,100 | ||||||||
Collection of subscription receivable | 0 | 50,000 | 0 | ||||||||
Net cash provided by financing activities | 602,607 | 260,204 | 13,960 | ||||||||
Net (decrease) in cash, cash equivalents and restricted cash | (7,818) | (17,478) | (70,790) | ||||||||
Cash, cash equivalents and restricted cash - beginning of period | 100,853 | 118,331 | 100,853 | 118,331 | 189,121 | ||||||
Cash, cash equivalents and restricted cash - end of period | 93,035 | 100,853 | 93,035 | 100,853 | 118,331 | ||||||
New Fortress Energy LLC [Member] | |||||||||||
Cash flows from operating activities [Abstract] | |||||||||||
Net Loss | (33,809) | ||||||||||
Adjustments for: | |||||||||||
Equity in net losses of subsidiaries | 33,915 | ||||||||||
Net cash used in operating activities | 106 | ||||||||||
Cash flows from investing activities [Abstract] | |||||||||||
Investment in subsidiaries | (275,054) | ||||||||||
Net cash used in investing activities | (275,054) | ||||||||||
Cash flows from financing activities [Abstract] | |||||||||||
Proceeds from IPO | 274,948 | ||||||||||
Repayment of affiliate note | 0 | ||||||||||
Capital contributed from Members | 0 | ||||||||||
Collection of subscription receivable | 0 | ||||||||||
Net cash provided by financing activities | 274,948 | ||||||||||
Net (decrease) in cash, cash equivalents and restricted cash | 0 | ||||||||||
Cash, cash equivalents and restricted cash - beginning of period | 0 | 0 | |||||||||
Cash, cash equivalents and restricted cash - end of period | $ 0 | 0 | 0 | 0 | |||||||
New Fortress Energy Holdings [Member] | |||||||||||
Cash flows from operating activities [Abstract] | |||||||||||
Net Loss | (78,076) | (31,671) | |||||||||
Adjustments for: | |||||||||||
Equity in net losses of subsidiaries | 78,234 | 31,631 | |||||||||
Net cash used in operating activities | 158 | (40) | |||||||||
Cash flows from investing activities [Abstract] | |||||||||||
Investment in subsidiaries | (146,941) | (123,371) | |||||||||
Net cash used in investing activities | (146,941) | (123,371) | |||||||||
Cash flows from financing activities [Abstract] | |||||||||||
Proceeds from IPO | 0 | 0 | |||||||||
Repayment of affiliate note | 0 | (120) | |||||||||
Capital contributed from Members | 20,150 | 20,100 | |||||||||
Collection of subscription receivable | 50,000 | 0 | |||||||||
Net cash provided by financing activities | 70,150 | 19,980 | |||||||||
Net (decrease) in cash, cash equivalents and restricted cash | (76,633) | (103,431) | |||||||||
Cash, cash equivalents and restricted cash - beginning of period | $ 42 | $ 76,675 | $ 42 | 76,675 | 180,106 | ||||||
Cash, cash equivalents and restricted cash - end of period | $ 42 | $ 42 | $ 76,675 |
Schedule I - Condensed Financ_5
Schedule I - Condensed Financial Information of Registrant, Organization and presentation (Details) - USD ($) $ / shares in Units, $ in Thousands | Mar. 01, 2019 | Feb. 04, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Organization and presentation [Abstract] | |||||
Net proceeds from initial public offering | $ 274,948 | $ 0 | $ 0 | ||
Debt [Abstract] | |||||
Debt | 619,057 | 272,192 | |||
Class A [Member] | IPO [Member] | |||||
Organization and presentation [Abstract] | |||||
Shares issued in initial public offering (in shares) | 837,272 | 20,000,000 | |||
IPO price per share (in dollars per share) | $ 14 | $ 14 | |||
Net proceeds from initial public offering | $ 11,000 | $ 257,000 | |||
Debt [Abstract] | |||||
Shares issued in initial public offering (in shares) | 837,272 | 20,000,000 | |||
New Fortress Energy LLC [Member] | |||||
Organization and presentation [Abstract] | |||||
Net proceeds from initial public offering | 274,948 | ||||
Debt [Abstract] | |||||
Debt | $ 0 | $ 0 | |||
New Fortress Energy LLC [Member] | Class A [Member] | IPO [Member] | |||||
Organization and presentation [Abstract] | |||||
Shares issued in initial public offering (in shares) | 837,272 | 20,000,000 | |||
IPO price per share (in dollars per share) | $ 14 | ||||
Net proceeds from initial public offering | $ 274,900 | ||||
Debt [Abstract] | |||||
Shares issued in initial public offering (in shares) | 837,272 | 20,000,000 |
Schedule II (Details)
Schedule II (Details) - Allowance for Doubtful Accounts [Member] - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | ||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Balance at Beginning of Year | $ 257 | $ 0 | $ 0 | |
Additions | [1] | 0 | 257 | 0 |
Deductions | (257) | 0 | 0 | |
Balance at End of Year | $ 0 | $ 257 | $ 0 | |
[1] | Amount expensed is included within Selling, general and administrative |