Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2023 | Nov. 06, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-38790 | |
Entity Registrant Name | New Fortress Energy Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 83-1482060 | |
Entity Address, Address Line One | 111 W. 19th Street | |
Entity Address, Address Line Two | 8th Floor | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10011 | |
City Area Code | 516 | |
Local Phone Number | 268-7400 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Title of 12(b) Security | Class A common stock | |
Trading Symbol | NFE | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding | 205,031,406 | |
Entity Central Index Key | 0001749723 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Current assets | ||
Cash and cash equivalents | $ 171,329 | $ 675,492 |
Restricted cash | 66,162 | 165,396 |
Receivables, net of allowances of $1,133 and $884, respectively | 360,820 | 280,313 |
Inventory | 103,331 | 39,070 |
Prepaid expenses and other current assets, net | 164,559 | 226,883 |
Total current assets | 866,201 | 1,387,154 |
Construction in progress | 4,789,799 | 2,418,608 |
Property, plant and equipment, net | 2,563,871 | 2,116,727 |
Equity method investments | 139,058 | 392,306 |
Right-of-use assets | 474,483 | 377,877 |
Intangible assets, net | 67,443 | 85,897 |
Goodwill | 776,760 | 776,760 |
Deferred tax assets, net | 8,074 | 8,074 |
Other non-current assets, net | 110,681 | 141,679 |
Total assets | 9,796,370 | 7,705,082 |
Current liabilities | ||
Current portion of long-term debt and short-term borrowings | 270,547 | 64,820 |
Accounts payable | 892,924 | 80,387 |
Accrued liabilities | 435,692 | 1,162,412 |
Current lease liabilities | 142,296 | 48,741 |
Other current liabilities | 169,744 | 52,878 |
Total current liabilities | 1,911,203 | 1,409,238 |
Long-term debt | 5,897,528 | 4,476,865 |
Non-current lease liabilities | 318,082 | 302,121 |
Deferred tax liabilities, net | 27,206 | 25,989 |
Other long-term liabilities | 63,789 | 49,010 |
Total liabilities | 8,217,808 | 6,263,223 |
Commitments and contingencies (Note 19) | ||
Stockholders’ equity | ||
Class A common stock, $0.01 par value, 750 million shares authorized, 205.0 million issued and outstanding as of September 30, 2023; 208.8 million issued and outstanding as of December 31, 2022 | 2,050 | 2,088 |
Additional paid-in capital | 1,039,428 | 1,170,254 |
Retained earnings | 331,282 | 62,080 |
Accumulated other comprehensive income | 63,312 | 55,398 |
Total stockholders’ equity attributable to NFE | 1,436,072 | 1,289,820 |
Non-controlling interest | 142,490 | 152,039 |
Total stockholders’ equity | 1,578,562 | 1,441,859 |
Total liabilities and stockholders’ equity | $ 9,796,370 | $ 7,705,082 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Current assets | ||
Accounts receivable, allowance for credit loss, current | $ 1,133 | $ 884 |
Stockholders’ equity | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 750,000,000 | 750,000,000 |
Common stock, shares, issued (in shares) | 205,000,000 | 208,800,000 |
Common stock, shares, outstanding (in shares) | 205,000,000 | 208,800,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Revenues | ||||
Operating revenue | $ 420,868 | $ 632,684 | $ 1,417,175 | $ 1,529,999 |
Vessel charter revenue | 67,287 | 92,860 | 209,651 | 260,414 |
Other revenue | 26,307 | 6,386 | 28,112 | 31,490 |
Total revenues | 514,462 | 731,930 | 1,654,938 | 1,821,903 |
Operating expenses | ||||
Cost of sales (exclusive of depreciation and amortization shown separately below) | 191,920 | 393,830 | 602,626 | 874,529 |
Vessel operating expenses | 11,613 | 20,318 | 36,347 | 61,910 |
Operations and maintenance | 60,819 | 22,033 | 121,187 | 65,691 |
Selling, general and administrative | 49,107 | 67,601 | 157,048 | 165,952 |
Transaction and integration costs | 2,739 | 5,620 | 4,787 | 12,387 |
Depreciation and amortization | 48,670 | 35,793 | 125,160 | 106,439 |
Asset impairment expense | 0 | 0 | 0 | 48,109 |
Total operating expenses | 364,868 | 545,195 | 1,047,155 | 1,335,017 |
Operating income | 149,594 | 186,735 | 607,783 | 486,886 |
Interest expense | 64,822 | 63,588 | 200,891 | 156,344 |
Other (income) expense, net | (2,271) | 10,214 | 16,150 | (31,613) |
Loss on extinguishment of debt, net | 0 | 14,997 | 0 | 14,997 |
Income before income from equity method investments and income taxes | 87,043 | 97,936 | 390,742 | 347,158 |
Income (loss) from equity method investments | 489 | (31,734) | 12,738 | (354,426) |
Tax provision (benefit) | 25,194 | 9,971 | 69,476 | (126,249) |
Net income | 62,338 | 56,231 | 334,004 | 118,981 |
Net (income) loss attributable to non-controlling interest | (1,117) | 5,617 | (3,329) | 11,371 |
Net income attributable to stockholders | $ 61,221 | $ 61,848 | $ 330,675 | $ 130,352 |
Net income per share - basic (in dollars per share) | $ 0.30 | $ 0.30 | $ 1.60 | $ 0.62 |
Net income per share - diluted (in dollars per share) | $ 0.30 | $ 0.29 | $ 1.59 | $ 0.62 |
Weighted average number of shares outstanding, basic (in shares) | 205,032,928 | 209,629,936 | 206,249,474 | 209,749,139 |
Weighted average number of shares outstanding - diluted (in shares) | 205,032,928 | 209,800,427 | 206,804,833 | 209,869,058 |
Other comprehensive income (loss): | ||||
Net income | $ 62,338 | $ 56,231 | $ 334,004 | $ 118,981 |
Currency translation adjustment | (11,356) | (33,087) | 7,693 | 48,040 |
Comprehensive income | 50,982 | 23,144 | 341,697 | 167,021 |
Comprehensive (income) loss attributable to non-controlling interest | (795) | 6,085 | (3,108) | 11,029 |
Comprehensive income attributable to stockholders | $ 50,187 | $ 29,229 | $ 338,589 | $ 178,050 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Stockholders' Equity - USD ($) $ in Thousands | Total | Class A common stock | Class A common stock Class A common stock | Additional paid-in capital | Retained earnings | Accumulated other comprehensive income | Non- controlling interest |
Balance at beginning of period at Dec. 31, 2021 | $ 1,994,054 | $ 2,069 | $ 1,923,990 | $ (132,399) | $ (2,085) | $ 202,479 | |
Balance at beginning of period (in shares) at Dec. 31, 2021 | 206,863,242 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net (loss) income | 241,181 | 238,269 | 2,912 | ||||
Other comprehensive income (loss) | 120,830 | 118,874 | 1,956 | ||||
Share-based compensation expense | 880 | 880 | |||||
Issuance of shares for vested RSUs (in shares) | 1,121,255 | ||||||
Issuance of shares for vested RSUs | 7 | $ 7 | |||||
Shares withheld from employees related to share-based compensation, at cost (in shares) | (442,146) | ||||||
Shares withheld from employees related to share-based compensation, at cost | (15,274) | (15,274) | |||||
Dividends | (23,773) | (20,754) | (3,019) | ||||
Balance at end of period at Mar. 31, 2022 | 2,317,905 | $ 2,076 | 1,888,842 | 105,870 | 116,789 | 204,328 | |
Balance at end of period (in shares) at Mar. 31, 2022 | 207,542,351 | ||||||
Balance at beginning of period at Dec. 31, 2021 | 1,994,054 | $ 2,069 | 1,923,990 | (132,399) | (2,085) | 202,479 | |
Balance at beginning of period (in shares) at Dec. 31, 2021 | 206,863,242 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net (loss) income | 118,981 | ||||||
Dividends | $ (62,092) | ||||||
Balance at end of period at Sep. 30, 2022 | 2,002,197 | $ 2,088 | 1,801,719 | (2,047) | 45,613 | 154,824 | |
Balance at end of period (in shares) at Sep. 30, 2022 | 208,770,088 | ||||||
Balance at beginning of period at Mar. 31, 2022 | 2,317,905 | $ 2,076 | 1,888,842 | 105,870 | 116,789 | 204,328 | |
Balance at beginning of period (in shares) at Mar. 31, 2022 | 207,542,351 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net (loss) income | (178,431) | (169,765) | (8,666) | ||||
Other comprehensive income (loss) | (39,703) | (38,557) | (1,146) | ||||
Share-based compensation expense | 358 | 358 | |||||
Issuance of shares for vested RSUs (in shares) | 13,898 | ||||||
Issuance of shares for vested RSUs | 0 | ||||||
Dividends | (27,601) | (20,582) | (7,019) | ||||
Balance at end of period at Jun. 30, 2022 | 2,072,528 | $ 2,076 | 1,868,618 | (63,895) | 78,232 | 187,497 | |
Balance at end of period (in shares) at Jun. 30, 2022 | 207,556,249 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net (loss) income | 56,231 | 61,848 | (5,617) | ||||
Other comprehensive income (loss) | (33,087) | (32,619) | (468) | ||||
Share-based compensation expense | 13,417 | 13,417 | |||||
Issuance of shares for vested RSU/PSUs (in shares) | 2,291,060 | ||||||
Issuance of shares for vested RSU/PSUs | 0 | $ 12 | (12) | ||||
Shares withheld from employees related to share-based compensation, at cost (in shares) | (1,077,221) | ||||||
Shares withheld from employees related to share-based compensation, at cost | (59,548) | (59,548) | |||||
Deconsolidation of vessels | (23,569) | ||||||
Dividends | (23,775) | (20,756) | (20,756) | (3,019) | |||
Balance at end of period at Sep. 30, 2022 | 2,002,197 | $ 2,088 | 1,801,719 | (2,047) | 45,613 | 154,824 | |
Balance at end of period (in shares) at Sep. 30, 2022 | 208,770,088 | ||||||
Balance at beginning of period at Dec. 31, 2022 | 1,441,859 | $ 2,088 | 1,170,254 | 62,080 | 55,398 | 152,039 | |
Balance at beginning of period (in shares) at Dec. 31, 2022 | 208,770,088 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net (loss) income | 151,566 | 150,206 | 1,360 | ||||
Other comprehensive income (loss) | 2,141 | 1,946 | 195 | ||||
Cancellation of shares (in shares) | (4,100,000) | ||||||
Cancellation of shares | (122,754) | $ (41) | (122,713) | ||||
Dividends | (23,486) | (20,467) | (3,019) | ||||
Balance at end of period at Mar. 31, 2023 | 1,449,326 | $ 2,047 | 1,047,541 | 191,819 | 57,344 | 150,575 | |
Balance at end of period (in shares) at Mar. 31, 2023 | 204,670,088 | ||||||
Balance at beginning of period at Dec. 31, 2022 | 1,441,859 | $ 2,088 | 1,170,254 | 62,080 | 55,398 | 152,039 | |
Balance at beginning of period (in shares) at Dec. 31, 2022 | 208,770,088 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net (loss) income | 334,004 | ||||||
Dividends | (61,473) | ||||||
Balance at end of period at Sep. 30, 2023 | 1,578,562 | $ 2,050 | 1,039,428 | 331,282 | 63,312 | 142,490 | |
Balance at end of period (in shares) at Sep. 30, 2023 | 205,031,406 | ||||||
Balance at beginning of period at Mar. 31, 2023 | 1,449,326 | $ 2,047 | 1,047,541 | 191,819 | 57,344 | 150,575 | |
Balance at beginning of period (in shares) at Mar. 31, 2023 | 204,670,088 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net (loss) income | 120,100 | 119,248 | 852 | ||||
Other comprehensive income (loss) | 16,908 | 17,002 | (94) | ||||
Share-based compensation expense | 1,179 | 1,179 | |||||
Issuance of shares for vested share-based compensation awards (in shares) | 689,401 | ||||||
Issuance of shares for vested share-based compensation awards | 3 | $ 3 | |||||
Shares withheld from employees related to share-based compensation, at cost (in shares) | (328,083) | ||||||
Shares withheld from employees related to share-based compensation, at cost | (9,519) | (9,519) | |||||
Dividends | (27,122) | (20,503) | (6,619) | ||||
Balance at end of period at Jun. 30, 2023 | 1,550,875 | $ 2,050 | 1,039,201 | 290,564 | 74,346 | 144,714 | |
Balance at end of period (in shares) at Jun. 30, 2023 | 205,031,406 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net (loss) income | 62,338 | 61,221 | 1,117 | ||||
Other comprehensive income (loss) | (11,356) | (11,034) | (322) | ||||
Share-based compensation expense | 227 | 227 | |||||
Dividends | (23,522) | $ (20,503) | (20,503) | (3,019) | |||
Balance at end of period at Sep. 30, 2023 | $ 1,578,562 | $ 2,050 | $ 1,039,428 | $ 331,282 | $ 63,312 | $ 142,490 | |
Balance at end of period (in shares) at Sep. 30, 2023 | 205,031,406 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Cash flows from operating activities | ||
Net income | $ 334,004 | $ 118,981 |
Adjustments for: | ||
Depreciation and amortization | 125,853 | 107,185 |
(Earnings) losses of equity method investees | (12,738) | 354,426 |
Dividends received from equity method investees | 5,830 | 23,195 |
Change in market value of derivatives | (2,672) | (6,700) |
Deferred taxes | 1,217 | (203,026) |
Asset impairment expense | 0 | 48,109 |
Earnings recognized from vessels chartered to third parties transferred to Energos | (112,608) | (14,341) |
Loss on the disposal of equity method investment | 37,401 | 0 |
Loss on extinguishment of debt, net | 0 | 14,997 |
Loss on sale of net investment in lease | 0 | 11,592 |
Other | 2,211 | 15,464 |
Changes in operating assets and liabilities: | ||
(Increase) in receivables | (86,743) | (287,748) |
(Increase) in inventories | (29,238) | (28,078) |
Decrease (Increase) in other assets | 56,512 | (93,329) |
Decrease in right-of-use assets | 68,360 | 51,265 |
Increase (decrease) in accounts payable/accrued liabilities | 73,211 | (10,487) |
Increase (decrease) in amounts due to affiliates | 1,613 | (3,220) |
(Decrease) in lease liabilities | (56,908) | (47,237) |
Increase in other liabilities | 131,879 | 40,057 |
Net cash provided by operating activities | 537,184 | 91,105 |
Cash flows from investing activities | ||
Capital expenditures | (2,191,605) | (787,166) |
Sale of equity method investment | 100,000 | 0 |
Proceeds from sale of net investment in lease | 0 | 593,000 |
Other investing activities | 26,043 | (1,794) |
Net cash used in investing activities | (2,065,562) | (195,960) |
Cash flows from financing activities | ||
Proceeds from borrowings of debt | 1,768,715 | 1,932,020 |
Payment of deferred financing costs | (18,064) | (16,093) |
Repayment of debt | (104,530) | (1,518,471) |
Payments related to tax withholdings for share-based compensation | (9,519) | (72,597) |
Payment of dividends | (700,440) | (75,149) |
Other financing activities | (12,090) | 0 |
Net cash provided by financing activities | 924,072 | 249,710 |
Impact of changes in foreign exchange rates on cash and cash equivalents | 923 | (4,896) |
Net (decrease) increase in cash, cash equivalents and restricted cash | (603,383) | 139,959 |
Cash, cash equivalents and restricted cash – beginning of period | 855,083 | 264,030 |
Cash, cash equivalents and restricted cash – end of period | 251,700 | 403,989 |
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 | 641,967 | 112,886 |
Principal payments on financing obligation to Energos by third party charterers | (52,035) | (5,438) |
Shares received in Hilli Exchange | (122,754) | 0 |
Investment in Energos | 0 | 129,518 |
Non-cash financing | 0 | 41,264 |
Cash and cash equivalents | 171,329 | 364,313 |
Current restricted cash | 66,162 | 24,204 |
Non-current restricted cash | 0 | 2,581 |
Cash and cash equivalents classified as held for sale | 14,209 | 12,891 |
Cash, cash equivalents and restricted cash – end of period | $ 251,700 | $ 403,989 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | Sep. 30, 2022 |
Statement of Cash Flows [Abstract] | |||
Cash and cash equivalents classified as held for sale | $ 14,209 | $ 11,614 | $ 12,891 |
Organization
Organization | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | 1. Organization New Fortress Energy Inc. (“NFE,” together with its subsidiaries, the “Company”), a Delaware corporation, is a global energy infrastructure company founded to help address energy poverty and accelerate the world’s transition to reliable, affordable and clean energy. The Company owns and operates natural gas and liquefied natural gas ("LNG") infrastructure, ships and logistics assets to rapidly deliver turnkey energy solutions to global markets. The Company has liquefaction, regasification and power generation operations in the United States, Jamaica, Brazil and Mexico. The Company has marine operations with vessels operating under time charters and in the spot market globally. The Company currently conducts its business through two operating segments, Terminals and Infrastructure and Ships. The business and reportable segment information reflect how the Chief Operating Decision Maker (“CODM”) regularly reviews and manages the business. |
Basis of presentation
Basis of presentation | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of presentation | 2. Basis of presentation The accompanying unaudited interim condensed consolidated financial statements contained herein were prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and 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 interim periods presented. These condensed consolidated financial statements and accompanying notes should be read in conjunction with the Company’s annual audited consolidated financial statements and accompanying notes included in its Annual Report on Form 10-K for the year ended December 31, 2022 (the "Annual Report"). Certain prior year amounts have been reclassified to conform to current year presentation. The preparation of condensed consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions, impacting the reported amounts of assets and liabilities, net earnings and disclosures of contingent assets and liabilities as of the date of the condensed consolidated financial statements. Actual results could be different from these estimates. |
Adoption of new and revised sta
Adoption of new and revised standards | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Standards Update and Change in Accounting Principle [Abstract] | |
Adoption of new and revised standards | 3. Adoption of new and revised standardsThe Company has reviewed recently issued accounting pronouncements and concluded that such pronouncements are either not applicable to the Company or no material impact is expected in the condensed consolidated financial statements as a result of future adoption. |
Revenue recognition
Revenue recognition | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue recognition | 4. Revenue recognition Operating revenue in the condensed consolidated statements of operations and comprehensive income (loss) includes revenue from sales of LNG and natural gas as well as outputs from the Company’s natural gas-fueled power generation facilities, including power and steam, and the sale of LNG cargos. The Company did not have any LNG cargo sales in the third quarter of 2023. For the nine months ended September 30, 2023, the Company recognized LNG cargo sales to customers of $617,138, which included $332,000 of contract settlements. LNG cargo sales for the three and nine months ended September 30, 2022 were $350,550 and $944,751 , respectively. Under most customer contracts, invoicing occurs once the Company’s performance obligations have been satisfied, at which point payment is unconditional. As of September 30, 2023 and December 31, 2022, receivables related to revenue from contracts with customers totaled $351,160 and $280,382, respectively, and were included in Receivables, net on the condensed consolidated balance sheets, net of current expected credit losses of $1,133 and $884, respectively. Other items included in Receivables, net not related to revenue from contracts with customers represent leases, which are accounted for outside the scope of ASC 606, and receivables associated with reimbursable costs. Contract assets are comprised of the transaction price allocated to completed performance obligations that will be billed to customers in subsequent periods. The Company has recognized contract liabilities, comprised of unconditional payments due or paid under the contracts with customers prior to the Company’s satisfaction of the related performance obligations. The contract assets and contract liabilities balances as of September 30, 2023 and December 31, 2022 are detailed below: September 30, 2023 December 31, 2022 Contract assets, net - current $ 8,567 $ 8,083 Contract assets, net - non-current 22,176 28,651 Total contract assets, net $ 30,743 $ 36,734 Contract liabilities, net - current $ 69,254 $ 12,748 Contract liabilities, net - non-current 41,818 — Total contract liabilities, net $ 111,072 $ 12,748 Revenue recognized in the year from: Amounts included in contract liabilities at the beginning of the year $ 12,748 $ 2,951 Contract assets are presented net of expected credit losses of $326 and $401 as of September 30, 2023 and December 31, 2022, respectively. As of September 30, 2023 and December 31, 2022, contract assets was comprised of $30,603 and $36,483 of unbilled receivables, respectively, which represent unconditional rights to payment only subject to the passage of time. Contract liabilities increased during the nine months ended September 30, 2023 primarily due to upfront payments received under the Company's contracts in Puerto Rico to provide temporary power and to operate and maintain PREPA's power generation assets. These payments will be recognized as revenue over the expected term of these contracts. The Company has recognized costs to fulfill contracts with customers, which primarily consist of expenses required to enhance resources to deliver under agreements with these customers. These costs can include set-up and mobilization costs incurred ahead of the service period, and such costs will be recognized on a straight-line basis over the expected terms of the agreements. As of September 30, 2023, the Company has capitalized $26,587 of which $2,753 of these costs is presented within Prepaid expenses and other current assets, net and $23,834 is presented within Other non-current assets, net on the condensed consolidated balance sheets. As of December 31, 2022, the Company had capitalized $10,377, of which $604 of these costs was presented within Prepaid expenses and other current assets, net and $9,773 was presented within Other non-current assets, net on the condensed consolidated balance sheets. 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 report any unfulfilled performance obligations related to these contracts. The Company has arrangements in which LNG, natural gas or outputs from the Company’s power generation facilities are sold on a “take-or-pay” basis whereby the customer is obligated to pay for the minimum guaranteed volumes even if it does not take delivery. The price under these agreements is typically based on a market index plus a fixed margin. The fixed transaction price allocated to the remaining performance obligations under these arrangements represents the fixed margin multiplied by the outstanding minimum guaranteed volumes. The Company expects to recognize this revenue over the following time periods. The pattern of recognition reflects the minimum guaranteed volumes in each period: Period Revenue Remainder of 2023 $ 473,460 2024 2,044,859 2025 1,449,971 2026 528,514 2027 525,643 Thereafter 8,004,334 Total $ 13,026,781 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 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, natural gas, power or steam. As each unit of LNG, natural gas, power or steam represents a separate performance obligation, future volumes are wholly unsatisfied. Lessor arrangements Property, plant and equipment subject to vessel charters accounted for as operating leases is included within Vessels within "Note 12 Property, plant and equipment, net." Vessels included in the Energos Formation Transaction (defined below in "Note 10 Equity method investments"), including those vessels chartered to third parties, continue to be recognized on the condensed consolidated balance sheet. The carrying amount of these vessels that are leased to third parties under operating leases is as follows: September 30, 2023 December 31, 2022 Property, plant and equipment $ 917,563 $ 1,292,957 Accumulated depreciation (84,503) (80,233) Property, plant and equipment, net $ 833,060 $ 1,212,724 The components of lease income from vessel operating leases for the three and nine months ended September 30, 2023 and 2022 are shown below. As the Company has not recognized the sale of all of the vessels included in the Energos Formation Transaction, the operating lease income shown below for the three and nine months ended September 30, 2023 is comprised of revenue from third-party charters of vessels included in the Energos Formation Transaction. Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Operating lease income $ 66,557 $ 83,188 $ 208,921 $ 235,092 Variable lease income 730 8,238 730 19,470 Total operating lease income $ 67,287 $ 91,426 $ 209,651 $ 254,562 Prior to the completion of the Energos Formation Transaction, the Company's charter of the Nanook was accounted for as a finance lease, and the Company recognized interest income of $5,517 and $28,643 for the three and nine months ended September 30, 2022, respectively, related to this finance lease, which was presented within Other revenue in the condensed consolidated statements of operations and comprehensive income (loss). The Company also recognized revenue of $1,434 and $5,852 for the three and nine months ended September 30, 2022, respectively, related to the operation and services agreement and variable charter revenue within Vessel charter revenue in the condensed consolidated statements of operations and comprehensive income (loss). The Company recognized the sale of the net investment in the finance lease of the Nanook as part of the Energos Formation Transaction. Subsequent to the Energos Formation Transaction, all cash receipts on vessel charters, including the finance lease of the Nanook |
Leases, as lessee
Leases, as lessee | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Leases, as lessee | 5. Leases, as lessee The Company has operating leases primarily for the use of LNG vessels, marine port space, office space, land and equipment under non-cancellable lease agreements. The Company’s leases may include multiple optional renewal periods that are exercisable solely at the Company’s discretion. Renewal periods are included in the lease term when the Company is reasonably certain that the renewal options would be exercised, and the associated lease payments for such periods are reflected in the right-of-use ("ROU") asset and lease liability. The Company’s leases include fixed lease payments which may include escalation terms based on a fixed percentage or may vary based on an inflation index or other market adjustments. Escalations based on changes in inflation indices and market adjustments and other lease costs that vary based on the use of the underlying asset are not included as lease payments in the calculation of the lease liability or ROU asset; such payments are included in variable lease cost when the obligation that triggers the variable payment becomes probable. Variable lease cost includes contingent rent payments for office space based on the percentage occupied by the Company in addition to common area charges and other charges that are variable in nature. The Company also has a component of lease payments that are variable related to the LNG vessels, in which the Company may receive credits based on the performance of the LNG vessels during the period. As of September 30, 2023 and December 31, 2022, ROU assets, current lease liabilities and non-current lease liabilities consisted of the following: September 30, 2023 December 31, 2022 Operating right-of-use-assets $ 418,265 $ 355,883 Finance right-of-use-assets (1) 56,218 21,994 Total right-of-use assets $ 474,483 $ 377,877 Current lease liabilities: Operating lease liabilities $ 114,536 $ 44,371 Finance lease liabilities 27,760 4,370 Total current lease liabilities $ 142,296 $ 48,741 Non-current lease liabilities: Operating lease liabilities $ 294,972 $ 290,899 Finance lease liabilities 23,110 11,222 Total non-current lease liabilities $ 318,082 $ 302,121 (1) Finance lease ROU assets are recorded net of accumulated amortization of $15,582 and $2,134 as of September 30, 2023 and December 31, 2022 , respectively. For the three and nine months ended September 30, 2023 and 2022, the Company’s operating lease cost recorded within the condensed consolidated statements of operations and comprehensive income (loss) was as follows: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Fixed lease cost $ 33,840 $ 19,433 $ 73,066 $ 58,346 Variable lease cost 1,435 622 3,036 1,558 Short-term lease cost 11,502 6,204 17,421 12,326 Lease cost - Cost of sales $ 28,409 $ 23,438 $ 59,300 $ 64,453 Lease cost - Operations and maintenance 16,274 1,066 28,322 2,675 Lease cost - Selling, general and administrative 2,094 1,755 5,901 5,102 For the three months ended September 30, 2023 and 2022, the Company has capitalized $8,111 and $4,005 of lease costs, respectively. For the nine months ended September 30, 2023 and 2022, the Company has capitalized $26,816 and $15,220 of lease costs, respectively. Capitalized costs include vessels and port space used during the commissioning of development projects. Short-term lease costs for vessels chartered by the Company to transport inventory from a supplier’s facilities to the Company’s storage locations are capitalized to inventory. The Company has leases of turbines, ISO tanks and a parcel of land that are recognized as finance leases. For the three and nine months ended September 30, 2023 and 2022, the Company’s finance interest expense and amortization recorded in Interest expense and Depreciation and amortization, respectively, within the condensed consolidated statements of operations and comprehensive income (loss) were as follows: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Interest expense related to finance leases $ 1,080 $ 208 $ 2,766 $ 655 Amortization of right-of-use asset related to finance leases 5,888 378 13,448 1,137 Cash paid for operating leases is reported in operating activities in the condensed consolidated statements of cash flows. Supplemental cash flow information related to leases was as follows for the nine months ended September 30, 2023 and 2022: Nine Months Ended September 30, 2023 2022 Cash outflows for operating lease liabilities $ 89,326 $ 73,389 Cash outflows for finance lease liabilities 13,582 3,654 Right-of-use assets obtained in exchange for new operating lease liabilities 130,646 135,075 Right-of-use assets obtained in exchange for new finance lease liabilities 47,672 — The future payments due under operating and finance leases as of September 30, 2023 are as follows: Operating Leases Financing Leases Due remainder of 2023 $ 39,454 $ 8,101 2024 137,439 29,997 2025 75,637 12,427 2026 52,744 3,041 2027 52,281 436 Thereafter 187,505 943 Total lease payments $ 545,060 $ 54,945 Less: effects of discounting 135,552 4,075 Present value of lease liabilities $ 409,508 $ 50,870 Current lease liability $ 114,536 $ 27,760 Non-current lease liability 294,972 23,110 As of September 30, 2023, the weighted average remaining lease term for operating leases was 6.4 years and finance leases was 2.2 years. Because the Company generally does not have access to the rate implicit in the lease, the incremental borrowing rate is utilized as the discount rate. The weighted average discount rate associated with operating leases as of September 30, 2023 was 8.8% and as of December 31, 2022 was 8.5%. The weighted average discount rate associated with finance leases as of September 30, 2023 was 8.2% and as of December 31, 2022 was 5.1%. |
Leases, as lessee | 5. Leases, as lessee The Company has operating leases primarily for the use of LNG vessels, marine port space, office space, land and equipment under non-cancellable lease agreements. The Company’s leases may include multiple optional renewal periods that are exercisable solely at the Company’s discretion. Renewal periods are included in the lease term when the Company is reasonably certain that the renewal options would be exercised, and the associated lease payments for such periods are reflected in the right-of-use ("ROU") asset and lease liability. The Company’s leases include fixed lease payments which may include escalation terms based on a fixed percentage or may vary based on an inflation index or other market adjustments. Escalations based on changes in inflation indices and market adjustments and other lease costs that vary based on the use of the underlying asset are not included as lease payments in the calculation of the lease liability or ROU asset; such payments are included in variable lease cost when the obligation that triggers the variable payment becomes probable. Variable lease cost includes contingent rent payments for office space based on the percentage occupied by the Company in addition to common area charges and other charges that are variable in nature. The Company also has a component of lease payments that are variable related to the LNG vessels, in which the Company may receive credits based on the performance of the LNG vessels during the period. As of September 30, 2023 and December 31, 2022, ROU assets, current lease liabilities and non-current lease liabilities consisted of the following: September 30, 2023 December 31, 2022 Operating right-of-use-assets $ 418,265 $ 355,883 Finance right-of-use-assets (1) 56,218 21,994 Total right-of-use assets $ 474,483 $ 377,877 Current lease liabilities: Operating lease liabilities $ 114,536 $ 44,371 Finance lease liabilities 27,760 4,370 Total current lease liabilities $ 142,296 $ 48,741 Non-current lease liabilities: Operating lease liabilities $ 294,972 $ 290,899 Finance lease liabilities 23,110 11,222 Total non-current lease liabilities $ 318,082 $ 302,121 (1) Finance lease ROU assets are recorded net of accumulated amortization of $15,582 and $2,134 as of September 30, 2023 and December 31, 2022 , respectively. For the three and nine months ended September 30, 2023 and 2022, the Company’s operating lease cost recorded within the condensed consolidated statements of operations and comprehensive income (loss) was as follows: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Fixed lease cost $ 33,840 $ 19,433 $ 73,066 $ 58,346 Variable lease cost 1,435 622 3,036 1,558 Short-term lease cost 11,502 6,204 17,421 12,326 Lease cost - Cost of sales $ 28,409 $ 23,438 $ 59,300 $ 64,453 Lease cost - Operations and maintenance 16,274 1,066 28,322 2,675 Lease cost - Selling, general and administrative 2,094 1,755 5,901 5,102 For the three months ended September 30, 2023 and 2022, the Company has capitalized $8,111 and $4,005 of lease costs, respectively. For the nine months ended September 30, 2023 and 2022, the Company has capitalized $26,816 and $15,220 of lease costs, respectively. Capitalized costs include vessels and port space used during the commissioning of development projects. Short-term lease costs for vessels chartered by the Company to transport inventory from a supplier’s facilities to the Company’s storage locations are capitalized to inventory. The Company has leases of turbines, ISO tanks and a parcel of land that are recognized as finance leases. For the three and nine months ended September 30, 2023 and 2022, the Company’s finance interest expense and amortization recorded in Interest expense and Depreciation and amortization, respectively, within the condensed consolidated statements of operations and comprehensive income (loss) were as follows: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Interest expense related to finance leases $ 1,080 $ 208 $ 2,766 $ 655 Amortization of right-of-use asset related to finance leases 5,888 378 13,448 1,137 Cash paid for operating leases is reported in operating activities in the condensed consolidated statements of cash flows. Supplemental cash flow information related to leases was as follows for the nine months ended September 30, 2023 and 2022: Nine Months Ended September 30, 2023 2022 Cash outflows for operating lease liabilities $ 89,326 $ 73,389 Cash outflows for finance lease liabilities 13,582 3,654 Right-of-use assets obtained in exchange for new operating lease liabilities 130,646 135,075 Right-of-use assets obtained in exchange for new finance lease liabilities 47,672 — The future payments due under operating and finance leases as of September 30, 2023 are as follows: Operating Leases Financing Leases Due remainder of 2023 $ 39,454 $ 8,101 2024 137,439 29,997 2025 75,637 12,427 2026 52,744 3,041 2027 52,281 436 Thereafter 187,505 943 Total lease payments $ 545,060 $ 54,945 Less: effects of discounting 135,552 4,075 Present value of lease liabilities $ 409,508 $ 50,870 Current lease liability $ 114,536 $ 27,760 Non-current lease liability 294,972 23,110 As of September 30, 2023, the weighted average remaining lease term for operating leases was 6.4 years and finance leases was 2.2 years. Because the Company generally does not have access to the rate implicit in the lease, the incremental borrowing rate is utilized as the discount rate. The weighted average discount rate associated with operating leases as of September 30, 2023 was 8.8% and as of December 31, 2022 was 8.5%. The weighted average discount rate associated with finance leases as of September 30, 2023 was 8.2% and as of December 31, 2022 was 5.1%. |
Financial instruments
Financial instruments | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Financial instruments | 6. Financial instruments Commodity risk management The Company has utilized commodity swap transactions to manage exposure to changes in market pricing of natural gas or LNG. Realized and unrealized gains and losses on these transactions have been recognized in Cost of sales in the condensed consolidated statements of operations and comprehensive income (loss). During the fourth quarter of 2022, the Company entered into a commodity swap transaction to swap market pricing exposure for approximately 6.8 TBtus for a fixed price of $40.55 per MMBtu. The swap settled during the first quarter of 2023 resulting in a gain of $41,315 recognized as a reduction to Cost of sales in the condensed consolidated statements of operations and comprehensive income (loss). The gain was comprised of a realized gain of $146,112 and the reversal of the unrealized gain of $104,797 recognized in the fourth quarter of 2022. In January 2023, the Company entered into a series of commodity swap transactions. Mark-to-market unrealized gains of $975 for the three months ended September 30, 2023 and unrealized losses of $1,841 for the nine months ended September 30, 2023 on this instrument have been recognized in Cost of sales in the condensed consolidated statements of operations and comprehensive income (loss). Interest rate and currency risk management The Company was party to an interest rate swap, and in the first quarter of 2023, the interest rate swap was terminated. The Company does not hold or issue instruments for speculative purposes, and the counterparties to such contracts are major banking and financial institutions. Credit risk exists to the extent that the counterparties are unable to perform under the contracts; however, the Company does not anticipate non-performance by any counterparties. The mark-to-market gain or loss on the interest rate swap and other derivative instruments that are not intended to mitigate commodity risk are reported in Other (income) expense, net in the condensed consolidated statements of operations and comprehensive income (loss). 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 Company uses the market approach when valuing investment in equity securities which is recorded in Other non-current assets on the condensed consolidated balance sheets as of September 30, 2023 and December 31, 2022. The Company uses the income approach when valuing the following financial instruments: ◦ Interest rate swap - The Company did not have any interest rate swaps outstanding as of September 30, 2023. As of December 31, 2022, the Company had an interest rate swap that was recorded within Other non-current assets on the condensed consolidated balance sheets. ◦ The liability and asset associated with commodity swaps are recorded within Other current liabilities and Prepaid expenses and other current assets on the condensed consolidated balance sheets as of September 30, 2023 and December 31, 2022, respectively. ◦ Contingent consideration derivative liability represents consideration due to the sellers in asset acquisitions when certain contingent events occur. The liabilities associated with these derivative liabilities are recorded within Other current liabilities and Other long-term liabilities on the condensed consolidated balance sheets based on the timing of expected settlement. The fair value of derivative instruments, including commodity swaps is estimated considering current interest rates, foreign exchange rates, closing quoted market prices and the creditworthiness of counterparties. The Company estimates fair value of the contingent consideration derivative liabilities 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 events occurring. The following table presents the Company’s financial assets and financial liabilities, including those that are measured at fair value, as of September 30, 2023 and December 31, 2022: Level 1 Level 2 Level 3 Total September 30, 2023 Assets Investment in equity securities $ — $ — $ 7,678 $ 7,678 Liabilities Commodity swap $ — $ 1,841 $ — $ 1,841 Contingent consideration derivative liabilities — — 40,946 40,946 December 31, 2022 Assets Investment in equity securities $ 10,128 $ — $ 7,678 $ 17,806 Interest rate swap — 11,650 — 11,650 Commodity swap — 104,797 — 104,797 Liabilities Contingent consideration derivative liabilities $ — $ — $ 46,619 $ 46,619 The Company believes the carrying amounts of cash and cash equivalents, accounts receivable and accounts payable approximated their fair value as of September 30, 2023 and December 31, 2022 and are classified as Level 1 within the fair value hierarchy. The table below summarizes the fair value adjustment to instruments measured at Level 3 in the fair value hierarchy, including the contingent consideration derivative liabilities. These adjustments have been recorded within Other (income) expense, net in the condensed consolidated statements of operations and comprehensive income (loss) for the three and nine months ended September 30, 2023 and 2022: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Contingent consideration derivative liabilities - Fair value adjustment - (gain) / loss $ (2,722) $ 177 $ (5,757) $ 1,161 Foreign currency forward purchase - (gain) — (2,923) — (20,394) During the nine months ended September 30, 2023 and 2022, |
Restricted cash
Restricted cash | 9 Months Ended |
Sep. 30, 2023 | |
Restricted Cash [Abstract] | |
Restricted cash | 7. Restricted cash As of September 30, 2023 and December 31, 2022, restricted cash consisted of the following: September 30, 2023 December 31, 2022 Cash restricted under the terms of loan agreements $ 3,825 $ 124,085 Collateral for letters of credit and performance bonds 62,337 41,392 Collateral for interest rate swaps — 2,500 Total restricted cash $ 66,162 $ 167,977 Current restricted cash $ 66,162 $ 165,396 Non-current restricted cash — 2,581 As of September 30, 2023, the balance presented as collateral for letters of credit and performance bonds includes $21,300 to support a letter of credit to facilitate the purchase of turbines that was completed in the third quarter of 2023. A portion of these turbines will be utilized to support the Company's contract to generate temporary power in Puerto Rico. Use of cash proceeds under the Barcarena Term Loan are restricted to certain payments to construct the Barcarena Power Plant (each as defined in our Annual Report). Non-current restricted cash is presented in Other non-current assets, net on the condensed consolidated balance sheets. |
Inventory
Inventory | 9 Months Ended |
Sep. 30, 2023 | |
Inventory Disclosure [Abstract] | |
Inventory | 8. Inventory As of September 30, 2023 and December 31, 2022, inventory consisted of the following: September 30, 2023 December 31, 2022 LNG and natural gas inventory $ 73,936 $ 15,398 Automotive diesel oil inventory 9,848 8,164 Bunker fuel, materials, supplies and other 19,547 15,508 Total inventory $ 103,331 $ 39,070 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 condensed consolidated statements of operations and comprehensive income (loss). In the second quarter of 2023, the Company acquired a spot cargo at a higher cost to obtain a new customer contract. The net realizable value of this cargo was below the cost as of June 30, 2023, and as such, we recognized an adjustment to inventory of $6,232. No adjustments were recorded during the three months ended September 30, 2023 or the nine months ended September 30, 2022. |
Prepaid expenses and other curr
Prepaid expenses and other current assets | 9 Months Ended |
Sep. 30, 2023 | |
Prepaid Expense and Other Assets, Current [Abstract] | |
Prepaid expenses and other current assets | 9. Prepaid expenses and other current assets As of September 30, 2023 and December 31, 2022, prepaid expenses and other current assets consisted of the following: September 30, 2023 December 31, 2022 Prepaid expenses $ 26,831 $ 56,380 Recoverable taxes 68,748 37,504 Commodity swap — 104,797 Due from affiliates 1,542 698 Assets held for sale 48,879 — Other current assets 18,559 27,504 Total prepaid expenses and other current assets, net $ 164,559 $ 226,883 Prepaid expenses as December 31, 2022 included $34,882 of prepaid LNG inventory. The Company does not have any significant prepaid LNG inventory as of September 30, 2023. Other current assets as of September 30, 2023 and December 31, 2022 primarily consists of deposits and the current portion of contract assets (Note 4). Assets held for sale In the third quarter of 2022, NFE Brazil Holdings LLC ("Brazil Holdings"), a consolidated indirect subsidiary of NFE and indirect owner of Pecém Energia S.A. (“Pecém”) and Energetica Camacari Muricy II S.A. (“Muricy”), and Centrais Elétricas de Pernambuco S.A. – EPESA (“EPESA”), entered into a Share Purchase Agreement pursuant to which Brazil Holdings agreed to sell 100% of the shares of Pecém and Muricy to EPESA, following an internal reorganization. The sale price includes cash consideration of BRL 59 million (approximately $12 million using the exchange rate as of September 30, 2023), as well as additional consideration for the satisfaction of certain milestones. Consideration under this agreement also includes potential future earnout payments based on the revenue generated from power purchase agreements held by Pecém and Muricy. The sale of Pecém and Muricy was approved by Agência Nacional de Energia Elétrica ("ANEEL") after the balance sheet date; the sale is subject to customary terms and conditions and conditions precedent prior to closing. All assets and liabilities of Pecém and Muricy were classified as held for sale as of September 30, 2023 and December 31, 2022 . The estimated fair value of these entities based on the consideration in the agreement was in excess of the carrying value, and no impairment loss was recognized upon classification as held for sale. Assets held for sale include a cash balance of $14,209 and $11,614 as of September 30, 2023 and December 31, 2022, respectively , which have been included in the ending cash and cash equivalents on the condensed consolidated statement of cash flows. |
Equity method investments
Equity method investments | 9 Months Ended |
Sep. 30, 2023 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity method investments | 10. Equity method investments Changes in the balance of the Company’s equity method investments is as follows: September 30, 2023 Equity method investments as of December 31, 2022 $ 392,306 Dividends (5,830) Equity in earnings of investees 12,738 Sale of equity method investments (260,156) Equity method investments as of September 30, 2023 $ 139,058 The carrying amounts of the Company's equity method investments as of September 30, 2023 and December 31, 2022 are: September 30, 2023 December 31, 2022 Hilli LLC $ — $ 260,000 Energos 139,058 132,306 Total $ 139,058 $ 392,306 As of September 30, 2023, the carrying value of the Company’s equity method investment was less than its proportionate share of the underlying net assets of its investee by $1,548. At December 31, 2022, the carrying value of the Company’s equity method investments exceeded its proportionate share of the underlying net assets of its investees by $16,976, and the basis difference attributable to amortizable net assets was amortized to Income (loss) from equity method investments in the condensed consolidated statements of operations and comprehensive income (loss) over the remaining estimated useful lives of the underlying assets. Hilli LLC On March 15, 2023, the Company completed a transaction with Golar LNG Limited ("GLNG") for the sale of the Company's investment in the common units of Hilli LLC in exchange for approximately 4.1 million NFE shares and $100,000 in cash (the "Hilli Exchange"). In the fourth quarter of 2022, the Company recognized an other-than-temporary impairment on the investment in Hilli LLC of $118,558; this impairment was recognized in Income (loss) from equity method investments in the consolidated statements of operations and comprehensive income (loss) . Upon completion of the Hilli Exchange, a loss on disposal of $37,401 was recognized in Other (income) expense, net in the condensed consolidated statements of operations and comprehensive income (loss) . As a result of the Hilli Exchange, the Company no longer has an ownership interest in the Hilli . NFE shares received from GLNG were cancelled upon closing of the Hilli Exchange. The Company had guaranteed 50% of the outstanding principal and interest amounts payable by Hilli Corp., a direct subsidiary of Hilli LLC. The Company had also guaranteed letters of credit issued by a financial institution in the event of Hilli Corp.’s underperformance or non-performance under the liquefaction tolling agreement with its customer. In conjunction with the Hilli Exchange, the Company is no longer a guarantor under these arrangements, and the remaining guarantee liability of $2,286 was derecognized as a reduction to Selling, general and administrative in the condensed consolidated statements of operations in the first quarter of 2023. Energos In August 2022, the Company completed a transaction (the “Energos Formation Transaction”) with an affiliate of Apollo Global Management, Inc., pursuant to which the Company transferred ownership of 11 vessel to Energos Infrastructure ("Energos") in exchange for approximately $1.85 billion in cash and a 20% equity interest in Energos. The Company's equity investment provides certain rights, including representation on the board of directors, which give the Company significant influence over the operations of Energos, and as such, the investment has been accounted for under the equity method; this investment is included within the Ships segment. Energos is also an affiliate, and all transactions with Energos are transactions with an affiliate. Due to the timing and availability of financial information of Energos, the Company recognizes its proportional share of the income or loss from the equity method investment on a financial reporting lag of one fiscal quarter. For the three and nine months ended September 30, 2023, the Company has recognized earnings from Energos of $489 and $6,752. |
Construction in progress
Construction in progress | 9 Months Ended |
Sep. 30, 2023 | |
Construction in progress [Abstract] | |
Construction in progress | 11. Construction in progress The Company’s construction in progress activity during the nine months ended September 30, 2023 is detailed below: September 30, 2023 Construction in progress as of December 31, 2022 $ 2,418,608 Additions 2,889,770 Impact of currency translation adjustment 13,811 Assets placed in service (532,390) Construction in progress as of September 30, 2023 $ 4,789,799 Interest expense of $201,890 and $56,778, inclusive of amortized debt issuance costs, was capitalized for the nine months ended September 30, 2023 and 2022, respectively. The Company has significant development activities in Latin America as well as the development of the Company's Fast LNG liquefaction solution, and the completion of such developments are subject to risks of successful completion, including those related to government approvals, site identification, financing, construction permitting and contract compliance. The Company's development activities for the nine months ended September 30, 2023 were primarily focused on Fast LNG and the construction of temporary power generation assets to support the Puerto Rican grid stabilization project; additions to construction in progress in the first nine months of 2023 of $2,569,197 were to develop Fast LNG projects and Puerto Rican temporary power. Assets placed in service during 2023 are primarily comprised of assets to support our Puerto Rican temporary power project and our power plant at the Port of Pichilingue in Baja California Sur, Mexico. |
Property, plant and equipment,
Property, plant and equipment, net | 9 Months Ended |
Sep. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property, plant and equipment, net | 12. Property, plant and equipment, net As of September 30, 2023 and December 31, 2022, the Company’s property, plant and equipment, net consisted of the following: September 30, 2023 December 31, 2022 Vessels $ 1,527,684 $ 1,518,839 Terminal and power plant equipment 430,883 218,296 CHP facilities 273,978 123,897 Gas terminals 179,103 177,780 ISO containers and other equipment 148,756 134,324 LNG liquefaction facilities 63,316 63,316 Gas pipelines 66,319 65,985 Land 52,759 52,995 Leasehold improvements 152,962 9,377 Accumulated depreciation (331,889) (248,082) Total property, plant and equipment, net $ 2,563,871 $ 2,116,727 The book value of the vessels that was recognized due to the failed sale leaseback in the Energos Formation Transaction as of September 30, 2023 and December 31, 2022 was $1,308,795 and $1,328,553, respectively. Depreciation expense for the three months ended September 30, 2023 and 2022 totaled $36,705 and $26,326, respectively, of which $230 and $222, respectively, is included within Cost of sales in the condensed consolidated statements of operations and comprehensive income (loss) . Depreciation expense for the nine months ended September 30, 2023 and 2022 totaled $92,980 and $78,393, respectively, of which $693 and $749, respectively, is included within Cost of sales in the condensed consolidated statements of operations and comprehensive income (loss) . |
Goodwill and intangible assets
Goodwill and intangible assets | 9 Months Ended |
Sep. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and intangible assets | 13. Goodwill and intangible assets Goodwill The carrying amount of goodwill was $776,760 as of both September 30, 2023 and December 31, 2022 . Intangible assets The following tables summarize the composition of intangible assets as of September 30, 2023 and December 31, 2022: September 30, 2023 Gross Carrying Accumulated Currency Translation Net Carrying Weighted Definite-lived intangible assets Favorable vessel charter contracts $ 106,500 $ (82,373) $ — $ 24,127 3 Permits and development rights 48,217 (5,020) (2,207) 40,990 38 Easements 1,556 (330) — 1,226 30 Indefinite-lived intangible assets Easements 1,191 — (91) 1,100 n/a Total intangible assets $ 157,464 $ (87,723) $ (2,298) $ 67,443 December 31, 2022 Gross Carrying Accumulated Currency Translation Net Carrying Weighted Definite-lived intangible assets Favorable vessel charter contracts $ 106,500 $ (64,836) $ — $ 41,664 3 Permits and development rights 48,217 (4,115) (2,239) 41,863 38 Easements 1,556 (294) — 1,262 30 Indefinite-lived intangible assets Easements 1,191 — (83) 1,108 n/a Total intangible assets $ 157,464 $ (69,245) $ (2,322) $ 85,897 Amortization expense for the three months ended September 30, 2023 and 2022 was $6,290 and $9,287, respectively. Amortization expense for the nine months ended September 30, 2023 and 2022 was $19,371 and $27,589, respectively. Amortization expense is inclusive of reductions in expense for the amortization of unfavorable contract liabilities. Intangible assets associated with the acquired power purchase agreements have been classified as held for sale as of September 30, 2023 and December 31, 2022; no impairment loss was recognized upon classification as held for sale (See Note 9). In the third quarter of 2023, An Bord Pleanála, Ireland's planning commission, denied the Company's application for the development of an LNG terminal and power plant in Shannon, Ireland. The Company is challenging this decision. Capitalized permits and development rights are primarily comprised of capitalized costs related to this project. The Company has concluded that these recent events do not indicate that these assets are not recoverable. The continued development of this project is uncertain and there are multiple risks, including regulatory risks, that could preclude the development of this project, and the results of these risks could have a material effect to the Company's results of operations. |
Other non-current assets, net
Other non-current assets, net | 9 Months Ended |
Sep. 30, 2023 | |
Other Assets, Noncurrent Disclosure [Abstract] | |
Other non-current assets, net | 14. Other non-current assets, net As of September 30, 2023 and December 31, 2022, Other non-current assets consisted of the following: September 30, 2023 December 31, 2022 Assets held for sale $ — $ 40,685 Cost to fulfill (Note 4) 23,834 9,773 Contract assets, net (Note 4) 22,176 28,651 Upfront payments to customers 8,715 9,158 Investments in equity securities (Note 6) 7,678 17,806 Other 48,278 35,606 Total other non-current assets, net $ 110,681 $ 141,679 During the third quarter of 2023, the Company sold certain investments in equity securities recognizing a realized loss of $374. The remaining investments in equity securities of $7,678 as of September 30, 2023 are investments without a readily determinable fair value. The Company recognized unrealized losses of $672 and $1,629 on its investments in equity securities for the three months ended September 30, 2023 and 2022, respectively, within Other (income) expense, net in the condensed consolidated statements of operations and comprehensive income (loss) . The Company recognized an unrealized gain of $539 and an unrealized loss of $2,720 on its investments in equity securities for the nine months ended September 30, 2023 and 2022, respectively, within Other (income) expense, net in the condensed consolidated statements of operations and comprehensive income (loss) . 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. Other non-current assets includes deferred financing costs related to the Revolving Facility. |
Accrued liabilities
Accrued liabilities | 9 Months Ended |
Sep. 30, 2023 | |
Payables and Accruals [Abstract] | |
Accrued liabilities | 15. Accrued liabilities As of September 30, 2023 and December 31, 2022, accrued liabilities consisted of the following: September 30, 2023 December 31, 2022 Accrued development costs $ 265,061 $ 364,157 Accrued interest 72,970 51,994 Accrued inventory 29,800 45,511 Accrued bonuses 28,378 37,739 Accrued dividend — 626,310 Other accrued expenses 39,483 36,701 Total accrued liabilities $ 435,692 $ 1,162,412 |
Other current liabilities
Other current liabilities | 9 Months Ended |
Sep. 30, 2023 | |
Other Liabilities Disclosure [Abstract] | |
Other current liabilities | 16. Other current liabilities As of September 30, 2023 and December 31, 2022 , other current liabilities consisted of the following: September 30, 2023 December 31, 2022 Derivative liabilities $ 20,045 $ 19,458 Contract liabilities 69,254 12,748 Income tax payable 31,180 6,261 Due to affiliates 9,112 7,499 Liabilities held for sale (See Note 9) 21,407 — Other current liabilities 18,746 6,912 Total other current liabilities $ 169,744 $ 52,878 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Debt | 17. Debt As of September 30, 2023 and December 31, 2022, debt consisted of the following: September 30, 2023 December 31, 2022 Senior Secured Notes, due September 2025 $ 1,245,069 $ 1,243,351 Senior Secured Notes, due September 2026 1,484,944 1,481,639 Vessel Financing Obligation, due August 2042 1,369,701 1,406,091 Revolving Facility 866,600 — Bridge Term Loan, due August 2024 391,764 — South Power 2029 Bonds, due May 2029 216,782 216,177 Equipment Notes, due July 2026 195,399 — Barcarena Term Loan, due February 2024 198,725 194,427 EB-5 Loan, due July 2028 37,256 — Short-term Borrowings 161,835 — Total debt $ 6,168,075 $ 4,541,685 Current portion of long-term debt and short-term borrowings $ 270,547 $ 64,820 Long-term debt 5,897,528 4,476,865 Long-term debt is recorded at amortized cost on the condensed consolidated balance sheets. The fair value of the Company's long-term debt is $6,014,096 and $4,327,311 as of September 30, 2023 and December 31, 2022, respectively, and is classified as Level 2 within the fair value hierarchy. Subsequent to September 30, 2023, the Company entered into the BNDES Credit Agreement, Barcarena Debentures and Term Loan B Credit Agreement (each defined and described in Note 24. Subsequent events). Proceeds from these new credit arrangements have been or will be used to refinance the Bridge Term Loan and the Barcarena Term Loan on a long term basis, and as such, these principal balances have been shown as non-current on the condensed consolidated balance sheets as of September 30, 2023. The terms of the Company's debt instruments have been described in the Annual Report on Form 10-K. Significant changes to the Company's outstanding debt are described below. Revolving Facility In April 2021, the Company entered into a $200,000 senior secured revolving credit facility (the "Revolving Facility"). The borrowings under the Revolving Facility bear interest at a Secured Overnight Financing Rate ("SOFR") based rate plus a margin based upon usage of the Revolving Facility. The Revolving Facility will mature in 2026 if the 2025 Notes (as defined in the Annual Report) are refinanced prior to maturity, with the potential for the Company to extend the maturity date of the Revolving Facility once for a one-year increment ; if not, the Revolving Facility becomes due approximately 60 days prior to the maturity of the 2025 Notes. Borrowings under the Revolving Facility may be prepaid, at the option of the Company, at any time without premium. In 2022, the Revolving Facility was amended twice to increase the borrowing capacity by a total of $240,000, and in first three quarters of 2023, the Company entered into amendments which increased the borrowing capacity by $426,600, for a total capacity of $866,600. The amendments did not impact the interest rate or term of the Revolving Facility, and no deferred costs were written off. During the first nine months of 2023, the Company drew $866,600 from the Revolving Facility, which is outstanding as of September 30, 2023 . The Company incurred $5,398 in origination, structuring and other fees, associated with entry into the Revolving Facility, which includes additional fees to expand the facility in 2022. During the first three quarters of 2023, the Company incurred an additional $7,027 in fees in relation to the 2023 amendments. These costs have been capitalized within Other non-current assets on the condensed consolidated balance sheets. As of September 30, 2023 and December 31, 2022 , total remaining unamortized deferred financing costs for the Revolving Facility was $10,167 and $5,172, respectively. The obligations under the Revolving Facility are guaranteed by certain of the Company's subsidiaries. The Company is required to comply with covenants under the Revolving Facility and letter of credit facility, including requirements to maintain Debt to Capitalization Ratio of less than 0.7:1.0, and for quarters in which the Revolving Facility is greater than 50% drawn, the Debt to Annualized EBITDA Ratio must be less than 5.0:1.0 for fiscal quarters ending December 31, 2021 until September 30, 2023 and less than 4.0:1.0 for the fiscal quarter ended December 31, 2023 and onwards. The Company was in compliance with all covenants as of September 30, 2023. Bridge Term Loan Credit Agreement On August 3, 2023, the Company entered into a Bridge Term Loan Credit Agreement (the “Bridge Term Loan Agreement”) pursuant to which the lenders funded term loans (the “Bridge Term Loans”) to the Company in an aggregate principal amount of $400,000. Bridge Term Loan proceeds may be used for working capital and other general corporate purposes. The Bridge Term Loans were to mature on August 1, 2024 and were payable in full on the maturity date. The Bridge Term Loans were repaid in full without penalty using proceeds from the Term Loan B which closed after September 30, 2023 (See Note 24. Subsequent events). The Bridge Term Loans were guaranteed on a senior secured basis by each domestic and foreign subsidiary that is a guarantor under the 2025 Notes, 2026 Notes and Revolving Facility (each as defined in the Annual Report). The Bridge Term Loans were secured by substantially the same collateral as the first lien obligations under the 2025 Notes, 2026 Notes and Revolving Facility. The Bridge Term Loan Agreement contained usual and customary representations and warranties, and usual and customary affirmative and negative covenants, including requirements to maintain certain levels of total debt to capitalization and total first lien debt to EBITDA, and the ratios required to be maintained were consistent with the requirements under the Revolving Facility. The Bridge Term Loans bore interest at a per annum rate equal to Adjusted Term SOFR (as defined in the Bridge Term Loan Agreement) plus 3.50%. The Company incurred $9,628 in origination, structuring and other fees, associated with entry into the Bridge Term Loans Facility. As of September 30, 2023 , total remaining unamortized deferred financing costs for the Bridge Term Loans was $8,236. Equipment Notes In June 2023, the Company executed a Master Loan and Security Agreement with a lender to borrow up to $200,000 under promissory notes secured by certain turbines acquired in the first quarter of 2023 to support our grid stabilization project in Puerto Rico (the “Equipment Notes”). During the second and third quarters of 2023, the Company borrowed the full capacity bearing interest at approximately 7.7%, and the principal is partially repayable in monthly installments over the 36 month term of the loan with the balance due upon maturity in July 2026. The Equipment Notes contains usual and customary representations and warranties, and usual and customary affirmative and negative covenants. The Equipment Notes do not contain any restrictive financial covenants. Proceeds received were net of upfront fees due to the lender, and through September 30, 2023, the Company has incurred $2,516 in origination, structuring and other fees, associated with entry into the Equipment Notes . As of September 30, 2023 , total remaining unamortized deferred financing costs for the Equipment Notes was $2,423. EB-5 Loan Agreement On July 21, 2023, the Company entered into a loan agreement under the U.S. Citizenship and Immigration Services EB-5 Program (“EB-5 Loan Agreement”) to pay for the development and construction of a new green hydrogen facility in Texas. The maximum aggregate principal amount available under the EB-5 Loan Agreement is $100,000, and outstanding borrowings bear interest at a fixed rate of 4.75%. The loan matures in 5 years from the initial advance with an option to extend the maturity by two one-year periods. It is expected that the loan will be secured by NFE's green hydrogen facility, and NFE has provided a guarantee of the obligations under the EB-5 Loan Agreement. In the third quarter of 2023, $37,928 was funded under the EB-5 Loan Agreement. The EB-5 Loan Agreement contains usual and customary representations and warranties, and usual and customary affirmative and negative covenants. The EB-5 Loan Agreement does not contain any restrictive financial covenants. The Company has incurred $693 in origination, structuring and other fees, associated with entry into the EB-5 Loan Agreement. As of September 30, 2023 , total remaining unamortized deferred financing costs for the EB-5 Loan Agreement was $672. Short-term Borrowings The Company may, from time to time, enter into sales and repurchase agreements with a financial institution, whereby the Company sells to the financial institution an LNG cargo and concurrently enters into an agreement to repurchase the same LNG cargo immediately with the repurchase price payable at a future date, generally not to exceed 90-days from the date of the sale and repurchase (the “Short-term Borrowings”). As of September 30, 2023, the Company had $161,835 due under repurchase arrangements with a weighted average interest rate of 9.74%. Interest expense Interest and related amortization of debt issuance costs, premiums and discounts 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 three and nine months ended September 30, 2023 and 2022 consisted of the following: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Interest per contractual rates $ 89,908 $ 58,740 $ 229,327 $ 174,751 Interest expense on Vessel Financing Obligation 52,373 29,340 159,168 29,340 Amortization of debt issuance costs, premiums and discounts 4,777 2,583 11,520 8,376 Interest expense incurred on finance lease obligations 1,080 208 2,766 655 Total interest costs $ 148,138 $ 90,871 $ 402,781 $ 213,122 Capitalized interest 83,316 27,283 201,890 56,778 Total interest expense $ 64,822 $ 63,588 $ 200,891 $ 156,344 Interest expense on the Vessel Financing Obligation includes non-cash expense of $37,285 and $119,648 f or the three and nine months ended September 30, 2023 related to payments received by Energos from third-party charterers. |
Income taxes
Income taxes | 9 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 18. Income Taxes The effective tax rate for the three months ended September 30, 2023 was 28.8% compared to 15.1% for the three months ended September 30, 2022 . The total tax provision for the three months ended September 30, 2023 was $25,194 compared to a provision of $9,971 for the three months ended September 30, 2022 . The Company’s current and prior year interim period effective tax rate and tax provision differ primarily due to significant discrete items recognized in the prior year including the windfalls from share-based compensation and the other-than-temporary impairment recognized on the Company's investment in CELSEPAR. The effective tax rate for the nine months ended September 30, 2023 was 17.2% compared to 1,737.1% for the nine months ended September 30, 2022 . The total tax provision for the nine months ended September 30, 2023 was $69,476 compared to a benefit of $126,249 for the nine months ended September 30, 2022 . Our prior year benefit and effective tax rate was primarily driven by significant discrete items, including the remeasurement of a deferred tax liability in conjunction with an internal reorganization. The Company has not recognized any significant discrete items in the first nine months of 2023. |
Commitments and contingencies
Commitments and contingencies | 9 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and contingencies | 19. Commitments and contingencies The Company may be subject to certain legal proceedings, claims and disputes that arise in the ordinary course of business. The Company does not believe that these proceedings, individually or in the aggregate, will have a material adverse effect on the Company’s financial position, results of operations or cash flows. |
Earnings per share
Earnings per share | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Earnings per share | 20. Earnings per share Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Numerator: Net income (loss) $ 62,338 $ 56,231 $ 334,004 $ 118,981 Net (income) loss attributable to non-controlling interests (1,117) 5,617 (3,329) 11,371 Net income attributable to Class A common stock $ 61,221 $ 61,848 $ 330,675 $ 130,352 Denominator: Weighted-average shares - basic 205,032,928 209,629,936 206,249,474 209,749,139 Net income per share - basic $ 0.30 $ 0.30 $ 1.60 $ 0.62 Diluted Numerator: Net income (loss) $ 62,338 $ 56,231 $ 334,004 $ 118,981 Net (income) loss attributable to non-controlling interests (1,117) 5,617 (3,329) 11,371 Adjustments attributable to dilutive securities — — (1,113) — Net income (loss) attributable to Class A common stock 61,221 61,848 329,562 130,352 Denominator: Weighted-average shares - diluted 205,032,928 209,800,427 206,804,833 209,869,058 Net income per share - diluted $ 0.30 $ 0.29 $ 1.59 $ 0.62 The following table presents potentially dilutive securities excluded from the computation of diluted net income per share for the periods presented because its effects would have been anti-dilutive. Three Months Ended Nine Months Ended 2023 2022 2023 2022 Equity Agreement shares (1) 555,359 422,680 — 422,680 Total 555,359 422,680 — 422,680 (1) Represents Class A common stock that would be issued in relation to an agreement to issue shares executed in conjunction with a prior year asset acquisition. In the fourth quarter of 2022, the Board declared a dividend of $626,310 representing $3.00 per Class A share, which was paid in January 2023. The Company also declared and paid dividends of $20,503 and $20,756 during the three months ended September 30, 2023 and 2022 , respectively, representing $0.10 per Class A share. The Company declared and paid dividends of $61,473 and $62,092 during the nine months ended September 30, 2023 and 2022 , respectively, representing $0.10 per Class A share. During each of the three months ended September 30, 2023 and 2022 , the Company paid dividends of $3,019 to holders of Golar LNG Partners LP's ("GMLP") 8.75% Series A Cumulative Redeemable Preferred Units (“Series A Preferred Units”). During each of the nine months ended September 30, 2023 and 2022, the Company paid dividends of $9,057 to holders of the Series A Preferred Units. As these equity interests have been issued by one of the Company’s consolidated subsidiaries, the value of the Series A Preferred Units is recognized as non-controlling interest in the condensed consolidated financial statements. |
Share-based compensation
Share-based compensation | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Share-based compensation | 21. Share-based compensation The Company has granted Performance Share Units ("PSUs") to certain employees and non-employees that contain a performance condition under the New Fortress Energy Inc. 2019 Omnibus Incentive Plan. Vesting is determined based on achievement of a performance metric for the year subsequent to the grant, and the number of shares that will vest can range from zero to a multiple of units granted. As of September 30, 2023, the Company determined it was not probable that the performance condition required for the PSUs granted in the fourth quarter of 2022 ("2022 Grant") to vest would be achieved, and as such, no compensation expense was recognized for this award. PSUs Granted Units Granted Range of Vesting Units Vested / Probable of Vesting Unrecognized Compensation Cost (1) Weighted Average 2022 Grant 746,296 0 to 1,492,592 — $ 47,797 0.25 years (1) Unrecognized compensation cost is based upon the maximum amount of shares that could vest. |
Related party transactions
Related party transactions | 9 Months Ended |
Sep. 30, 2023 | |
Related Party Transactions [Abstract] | |
Related party transactions | 22. Related party transactions Management services Messrs. Edens, chief executive officer and chairman of the Board of Directors, and Nardone, member of the Board of Directors, are currently employed by Fortress Investment Group LLC (“Fortress”). In the ordinary course of business, Fortress, through affiliated entities, charges the Company for administrative and general expenses incurred pursuant to its Administrative Services Agreement (“Administrative Agreement”). The charges under the Administrative Agreement that are attributable to the Company totaled $1,643 and $1,117 for the three months ended September 30, 2023 and 2022, respectively, and totaled $4,284 and $3,776 for the nine months ended September 30, 2023 and 2022, respectively. Costs associated with the Administrative Agreement are included within Selling, general and administrative in the condensed consolidated statements of operations and comprehensive income (loss) . As of September 30, 2023 and December 31, 2022, $4,130 and $4,629 were due to Fortress, respectively. In addition to 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 rates, charter costs of $523 and $750 for the three months ended September 30, 2023 and 2022, respectively, and $1,934 and $2,897 for the nine months ended September 30, 2023 and 2022, respectively. As of September 30, 2023 and December 31, 2022, $1,216 and $416 was due to this affiliate, respectively. Fortress affiliated entities The Company provides certain administrative services to related parties including Fortress affiliated entities. No costs are incurred for such administrative services by the Company as the Company is fully reimbursed for all costs incurred. The Company has subleased a portion of office space to affiliates of entities managed by Fortress, and for the three months ended September 30, 2023 and 2022, $280 and $99 of rent and office related expenses were incurred by these affiliates, respectively. For the nine months ended September 30, 2023 and 2022, $821 and $491 of rent and office related expenses were incurred by these affiliates, respectively. As of September 30, 2023 and December 31, 2022, $1,456 and $700, respectively, were due from all Fortress affiliated entities. Additionally, an entity formerly affiliated with Fortress and currently owned by Messrs. Edens and Nardone provides certain administrative services to the Company, as well as providing office space under a month-to-month non-exclusive license agreement. The Company incurred rent and administrative expenses of approximately $767 and $663 for the three months ended September 30, 2023 and 2022, respectively, and $2,016 and $1,845 for the nine months ended September 30, 2023 and 2022, respectively. As of September 30, 2023 and December 31, 2022, $3,698 and $2,455 were d ue to Fortress affiliated entities, respectively. Land leases The Co mpany has leased land from Florida East Coast Industries, LLC (“FECI”), which is controlled by funds managed by an affiliate of Fortress. The Company recognized expense related to the land lease of $126 and $103 during the three months ended September 30, 2023 and 2022, respectively, and $378 and $310 during the nine months ended September 30, 2023 and 2022, respectively, which was included within Operations and maintenance in the condensed consolidated statements of operations and comprehensive income (loss). The Company has amounts due to FECI of $69 and $0 as of September 30, 2023 and December 31, 2022, respectively. As of September 30, 2023 and December 31, 2022, the Company has recorded a lease liability of $3,363 and $3,340, respectively, on the condensed consolidated balance sheets. In September 2023, the Company entered into a lease agreement to lease land from Jefferson Terminal South LLC, which is an indirect, majority-owned subsidiary of a public company which is managed by an affiliate of Fortress. The Company recognized expense related to the land lease of $30 during three months ended and nine months ended September 30, 2023, which was included within Operations and maintenance in the condensed consolidated statements of operations and comprehensive income (loss). The Company does not have any amounts due to Jefferson Terminal South LLC as of September 30, 2023. As of September 30, 2023 the Company has recorded a lease liability of $4,003 on the condensed consolidated balance sheets. DevTech investment |
Segments
Segments | 9 Months Ended |
Sep. 30, 2023 | |
Segment Reporting [Abstract] | |
Segments | 23. Segments As of September 30, 2023, the Company operates in two reportable segments: Terminals and Infrastructure and Ships: • Terminals and Infrastructure includes the Company’s vertically integrated gas to power solutions, spanning the entire production and delivery chain from natural gas procurement and liquefaction to logistics, shipping, facilities and conversion or development of natural gas-fired power generation. Vessels that are utilized in the Company’s terminal or logistics operations are included in this segment. Terminals and Infrastructure Operating Margin included the Company’s effective share of revenues, expenses and operating margin attributable to the Company's 50% investment in Centrais Elétricas de Sergipe Participações S.A. (“CELSEPAR”); the Company disposed of this investment in the fourth quarter of 2022. Terminal and Infrastructure segment includes realized gains and losses from the settlement of derivative transactions entered into as economic hedges to reduce market risks associated with commodity prices. • Ships includes vessels that are leased to customers under long-term or spot arrangements, and as of September 30, 2023, six vessels are included in this segment. The Company’s investment in Energos is also included in the Ships segment. Ships Operating Margin included our effective share of revenue, expenses and operating margin attributable to our ownership of 50% of the common units of Hilli LLC prior to the disposition of this investment in first quarter of 2023. The CODM uses Segment Operating Margin to evaluate the performance of the segments and allocate resources. Segment Operating Margin is defined as the segment’s revenue less cost of sales less operations and maintenance less vessel operating expenses, excluding unrealized gains or losses to financial instruments recognized at fair value. Management considers Segment Operating Margin to be the appropriate metric to evaluate and compare the ongoing operating performance of the Company’s segments on a consistent basis across reporting periods as it eliminates the effect of items which management does not believe are indicative of each segment’s operating performance. The table below presents segment information for the three and nine months ended September 30, 2023 and 2022: Three Months Ended September 30, 2023 (in thousands of $) Terminals and Ships Total Consolidation and Other (4) Consolidated Statement of operations: Total revenues $ 447,905 $ 66,557 $ 514,462 $ — $ 514,462 Cost of sales (1) (3) 192,343 — 192,343 (423) 191,920 Vessel operating expenses — 11,613 11,613 — 11,613 Operations and maintenance 60,819 — 60,819 — 60,819 Segment Operating Margin $ 194,743 $ 54,944 $ 249,687 $ 423 $ 250,110 Balance sheet: Total assets $ 8,738,875 $ 1,057,495 $ 9,796,370 $ — $ 9,796,370 Other segmental financial information: Capital expenditures (2) $ 662,717 $ — $ 662,717 $ — $ 662,717 Nine Months Ended September 30, 2023 (in thousands of $) Terminals and Ships Total Consolidation and Other (4) Consolidated Statement of operations: Total revenues $ 1,446,017 $ 230,315 $ 1,676,332 $ (21,394) $ 1,654,938 Cost of sales (1) (3) 488,512 — 488,512 114,114 602,626 Vessel operating expenses — 42,295 42,295 (5,948) 36,347 Operations and maintenance 121,187 — 121,187 — 121,187 Segment Operating Margin $ 836,318 $ 188,020 $ 1,024,338 $ (129,560) $ 894,778 Balance sheet: Total assets $ 8,738,875 $ 1,057,495 $ 9,796,370 $ — $ 9,796,370 Other segmental financial information: Capital expenditures (2) $ 2,911,345 $ — $ 2,911,345 $ — $ 2,911,345 Three Months Ended September 30, 2022 (in thousands of $) Terminals and Ships Total Segment Consolidation and Other (4) Consolidated Statement of operations: Total revenues $ 687,437 $ 111,660 $ 799,097 $ (67,167) $ 731,930 Cost of sales (3) 402,458 — 402,458 (8,628) 393,830 Vessel operating expenses 3,431 23,799 27,230 (6,912) 20,318 Operations and maintenance 30,079 — 30,079 (8,046) 22,033 Segment Operating Margin $ 251,469 $ 87,861 $ 339,330 $ (43,581) $ 295,749 Balance sheet: Total assets $ 5,366,730 $ 2,074,254 $ 7,440,984 $ — $ 7,440,984 Other segmental financial information: Capital expenditures (2) $ 451,360 $ 12,690 $ 464,050 $ — $ 464,050 Nine Months Ended September 30, 2022 (in thousands of $) Terminals and Ships Total Segment Consolidation and Other (4) Consolidated Statement of operations: Total revenues $ 1,711,241 $ 337,626 $ 2,048,867 $ (226,964) $ 1,821,903 Cost of sales (3) 909,938 — 909,938 (35,409) 874,529 Vessel operating expenses 11,178 71,029 82,207 (20,297) 61,910 Operations and maintenance 89,861 — 89,861 (24,170) 65,691 Segment Operating Margin $ 700,264 $ 266,597 $ 966,861 $ (147,088) $ 819,773 Balance sheet: Total assets $ 5,366,730 $ 2,074,254 $ 7,440,984 $ — $ 7,440,984 Other segmental financial information: Capital expenditures (2) $ 890,558 $ 27,127 $ 917,685 $ — $ 917,685 (1) Cost of sales in the Company’s segment measure only includes realized gains and losses on derivative transactions that are an economic hedge of commodity purchases and sales, and realized losses of $293 and realized gains of $141,560 for the three and nine months ended September 30, 2023, respectively, were recognized as a reduction to Cost of sales in the segment measure. The Company recognized unrealized gains of $423 and unrealized losses of $107,882 on the mark-to-market value of derivative transactions for the three and nine months ended September 30, 2023, respectively, and these gains and losses reconcile Cost of sales in the segment measure to Cost of sales in the condensed consolidated statements of operations and comprehensive income (loss) . The Company has excluded contract acquisition costs that do not meet the criteria for capitalization from the segment measure. Contract acquisition costs of $0 and $6,232 for the three and nine months ended September 30, 2023, respectively, reconcile Cost of sales in the segment measure to Cost of sales in the condensed consolidated statements of operations and comprehensive income (loss). (2) Capital expenditures includes amounts capitalized to construction in progress and additions to property, plant and equipment during the period. (3) Cost of sales is presented exclusive of costs included in Depreciation and amortization in the condensed consolidated statements of operations and comprehensive income (loss) . (4) Consolidation and Other adjusts for the inclusion of the effective share of revenues, expenses and operating margin attributable to the Company's 50% ownership of CELSEPAR and the common units of Hilli LLC in the segment measure prior to the disposition of these investments, the exclusion of the unrealized mark-to-market gain or loss on derivative instruments, and the exclusion of non-capitalizable contract acquisition costs. Consolidated Segment Operating Margin is defined as net income, adjusted for Selling, general and administrative expenses, Transaction and integration costs, Depreciation and amortization, Asset impairment expense, Interest expense, Other (income) expense, net, Loss on extinguishment of debt, net, Tax provision (benefit) and Income from equity method investments. The following table reconciles Net income, the most comparable financial statement measure, to Consolidated Segment Operating Margin: Three Months Ended September 30, Nine Months Ended September 30, (in thousands of $) 2023 2022 2023 2022 Net income $ 62,338 $ 56,231 $ 334,004 $ 118,981 Add: Selling, general and administrative 49,107 67,601 157,048 165,952 Transaction and integration costs 2,739 5,620 4,787 12,387 Depreciation and amortization 48,670 35,793 125,160 106,439 Asset impairment expense — — — 48,109 Interest expense 64,822 63,588 200,891 156,344 Other (income) expense, net (2,271) 10,214 16,150 (31,613) Loss on extinguishment of debt, net — 14,997 — 14,997 Tax provision (benefit) 25,194 9,971 69,476 (126,249) (Income) from equity method investments (489) 31,734 (12,738) 354,426 Consolidated Segment Operating Margin $ 250,110 $ 295,749 $ 894,778 $ 819,773 |
Subsequent events
Subsequent events | 9 Months Ended |
Sep. 30, 2023 | |
Subsequent Events [Abstract] | |
Subsequent events | 24. Subsequent events The financing transactions described below were entered into subsequent to September 30, 2023. Proceeds from these financing transactions, combined with the expected contractual cash flows from recent projects placed in service, are expected to provide the Company with the liquidity necessary to meets its obligations as they become due in the ordinary course of its business. Barcarena Financings In October 2023, certain of the Company's Brazilian subsidiaries entered into two long-term financing arrangements, fully funding the construction of the Company's power plant located in Pará, Brazil (the "Barcarena Power Plant") . Proceeds received will be used to repay the current Barcarena Term Loan and to pay for all remaining expected construction costs through the planned completion of the Barcarena Power Plant in 2025. The owner of the Barcarena Power Plant entered into a credit agreement with BNDES, the Brazilian Development Bank (the "BNDES Credit Agreement"). The Company is able to borrow up to R$1.8 billion under the BNDES Credit Agreement, segregated into three tranches based on the use of proceeds ("BNDES Term Loan"). Each tranche bears a different rate of interest ranging from 2.61% to 4.41% plus the fixed rate announced by BNDES. No principal payments are required until April 2026 and are due quarterly thereafter until maturity in 2045. The obligations under the BNDES Credit Agreement are guaranteed by certain indirect Brazilian subsidiaries that are constructing the Barcarena Power Plant, and are secured by the Barcarena Power Plant and receivables under the Barcarena Power Plant's PPAs. These Brazilian subsidiaries are required to comply with customary affirmative and negative covenants, and the BNDES Credit Agreement also provides for customary events of default, prepayment and cure provisions. Additionally, the parent of the owner of the Barcarena Power Plant entered into an agreement for the issuance of up to $200 million of convertible debentures maturing in October 2028 ("Barcarena Debentures"). Interest on the Barcarena Debentures is due quarterly, and interest accrues at an annual rate of 12%, increasing 1.25% each year after the third anniversary of issuance. The Company is able to prepay the Barcarena Debentures, subject to customary break funding costs, and the Company is required to utilize certain excess cash flows from the Company's Brazilian operations to prepay principal. The Barcarena Debentures are convertible to shares of one of the Company's indirect Brazilian subsidiaries on the maturity date at the creditors' option, based on the current fair value of this subsidiary's equity at the time of conversion. The obligations under the Barcarena Debentures are guaranteed by certain indirect Brazilian subsidiaries that own Company's LNG regasification terminals located in Pará, Brazil ("Barcarena Terminal") and Santa Catarina, Brazil . NFE has also provided a parent company guarantee that will be released once the Barcarena Terminal commences commercial operations. Brazilian subsidiaries guaranteeing these obligations are required to comply with customary affirmative and negative covenants, and the Barcarena Debentures also provides for customary events of default, prepayment and cure provisions. Term Loan B Credit Agreement On October 30, 2023, the Company entered into a credit agreement (the “Term Loan B Agreement”) pursuant to which the lenders funded term loans to the Company in an aggregate principal amount of $856 million ("Term Loan B"). The proceeds from the Term Loan B issuance were used to repay the Bridge Term Loans and may be used for working capital and other general corporate purposes. The Term Loan B will mature in October 2028 if the 2025 Notes and 2026 Notes (each as defined in the Annual Report) are refinanced prior to their maturities; if not, the Term Loan B becomes due approximately 60 days prior to the maturity of each the 2025 Notes and 2026 Notes. Quarterly principal payments of approximately $2.1 million begin to be due starting March 2024. The Term Loan B is guaranteed on a senior secured basis by each domestic subsidiary that is a guarantor under the 2025 Notes, 2026 Notes and Revolving Facility (each as defined in the Annual Report) and will be guaranteed on a senior secured basis by each foreign guarantor that is a guarantor under the 2025 Notes, 2026 Notes and Revolving Facility on a post-closing basis. The Term Loan B is and will be secured by substantially the same collateral as the first lien obligations under the 2025 Notes, 2026 Notes, the Company's letter of credit facility and Revolving Facility. Additionally the Term Loan B is secured by assets comprising the Company's first Fast LNG project in Altamira, Mexico. The Term Loan B bears interest at a per annum rate equal to Adjusted Term SOFR (as defined in the Term Loan B Agreement) plus 5.0%. The Company may prepay the Term Loan B at its option subject to prepayment premiums until October 2025 and customary break funding costs. The Company is required to prepay the Term Loan B with the net proceeds of certain asset sales, condemnations, and debt and convertible securities issuances, in each case subject to certain exceptions and thresholds. Additionally, commencing with the fiscal quarter ending December 31, 2024, the Company will be required to prepay the Term Loan B with the Company’s Excess Cash Flow (as defined in the Term Loan B Agreement). |
Basis of presentation (Policies
Basis of presentation (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | The accompanying unaudited interim condensed consolidated financial statements contained herein were prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and 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 interim periods presented. These condensed consolidated financial statements and accompanying notes should be read in conjunction with the Company’s annual audited consolidated financial statements and accompanying notes included in its Annual Report on Form 10-K for the year ended December 31, 2022 (the "Annual Report"). Certain prior year amounts have been reclassified to conform to current year presentation. The preparation of condensed consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions, impacting the reported amounts of assets and liabilities, net earnings and disclosures of contingent assets and liabilities as of the date of the condensed consolidated financial statements. Actual results could be different from these estimates. |
Adoption of New and Revised Standards | The Company has reviewed recently issued accounting pronouncements and concluded that such pronouncements are either not applicable to the Company or no material impact is expected in the condensed consolidated financial statements as a result of future adoption. |
Revenue recognition (Tables)
Revenue recognition (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Contract with Customer, Contract Asset, Contract Liability, and Receivable | The contract assets and contract liabilities balances as of September 30, 2023 and December 31, 2022 are detailed below: September 30, 2023 December 31, 2022 Contract assets, net - current $ 8,567 $ 8,083 Contract assets, net - non-current 22,176 28,651 Total contract assets, net $ 30,743 $ 36,734 Contract liabilities, net - current $ 69,254 $ 12,748 Contract liabilities, net - non-current 41,818 — Total contract liabilities, net $ 111,072 $ 12,748 Revenue recognized in the year from: Amounts included in contract liabilities at the beginning of the year $ 12,748 $ 2,951 |
Remaining Performance Obligations | The pattern of recognition reflects the minimum guaranteed volumes in each period: Period Revenue Remainder of 2023 $ 473,460 2024 2,044,859 2025 1,449,971 2026 528,514 2027 525,643 Thereafter 8,004,334 Total $ 13,026,781 |
Property, Plant and Equipment Subject to Operating Leases | Vessels included in the Energos Formation Transaction (defined below in "Note 10 Equity method investments"), including those vessels chartered to third parties, continue to be recognized on the condensed consolidated balance sheet. The carrying amount of these vessels that are leased to third parties under operating leases is as follows: September 30, 2023 December 31, 2022 Property, plant and equipment $ 917,563 $ 1,292,957 Accumulated depreciation (84,503) (80,233) Property, plant and equipment, net $ 833,060 $ 1,212,724 |
Components of Lease Income | The components of lease income from vessel operating leases for the three and nine months ended September 30, 2023 and 2022 are shown below. As the Company has not recognized the sale of all of the vessels included in the Energos Formation Transaction, the operating lease income shown below for the three and nine months ended September 30, 2023 is comprised of revenue from third-party charters of vessels included in the Energos Formation Transaction. Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Operating lease income $ 66,557 $ 83,188 $ 208,921 $ 235,092 Variable lease income 730 8,238 730 19,470 Total operating lease income $ 67,287 $ 91,426 $ 209,651 $ 254,562 |
Leases, as lessee (Tables)
Leases, as lessee (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Right-of-use Assets, Current Lease Liabilities and Non-current Lease Liabilities | As of September 30, 2023 and December 31, 2022, ROU assets, current lease liabilities and non-current lease liabilities consisted of the following: September 30, 2023 December 31, 2022 Operating right-of-use-assets $ 418,265 $ 355,883 Finance right-of-use-assets (1) 56,218 21,994 Total right-of-use assets $ 474,483 $ 377,877 Current lease liabilities: Operating lease liabilities $ 114,536 $ 44,371 Finance lease liabilities 27,760 4,370 Total current lease liabilities $ 142,296 $ 48,741 Non-current lease liabilities: Operating lease liabilities $ 294,972 $ 290,899 Finance lease liabilities 23,110 11,222 Total non-current lease liabilities $ 318,082 $ 302,121 (1) Finance lease ROU assets are recorded net of accumulated amortization of $15,582 and $2,134 as of September 30, 2023 and December 31, 2022 , respectively. |
Lease, Cost | For the three and nine months ended September 30, 2023 and 2022, the Company’s operating lease cost recorded within the condensed consolidated statements of operations and comprehensive income (loss) was as follows: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Fixed lease cost $ 33,840 $ 19,433 $ 73,066 $ 58,346 Variable lease cost 1,435 622 3,036 1,558 Short-term lease cost 11,502 6,204 17,421 12,326 Lease cost - Cost of sales $ 28,409 $ 23,438 $ 59,300 $ 64,453 Lease cost - Operations and maintenance 16,274 1,066 28,322 2,675 Lease cost - Selling, general and administrative 2,094 1,755 5,901 5,102 Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Interest expense related to finance leases $ 1,080 $ 208 $ 2,766 $ 655 Amortization of right-of-use asset related to finance leases 5,888 378 13,448 1,137 |
Supplemental Cash Flow Information Related to Leases | Cash paid for operating leases is reported in operating activities in the condensed consolidated statements of cash flows. Supplemental cash flow information related to leases was as follows for the nine months ended September 30, 2023 and 2022: Nine Months Ended September 30, 2023 2022 Cash outflows for operating lease liabilities $ 89,326 $ 73,389 Cash outflows for finance lease liabilities 13,582 3,654 Right-of-use assets obtained in exchange for new operating lease liabilities 130,646 135,075 Right-of-use assets obtained in exchange for new finance lease liabilities 47,672 — |
Future Payments Due under Operating and Financing Lease | The future payments due under operating and finance leases as of September 30, 2023 are as follows: Operating Leases Financing Leases Due remainder of 2023 $ 39,454 $ 8,101 2024 137,439 29,997 2025 75,637 12,427 2026 52,744 3,041 2027 52,281 436 Thereafter 187,505 943 Total lease payments $ 545,060 $ 54,945 Less: effects of discounting 135,552 4,075 Present value of lease liabilities $ 409,508 $ 50,870 Current lease liability $ 114,536 $ 27,760 Non-current lease liability 294,972 23,110 |
Financial instruments (Tables)
Financial instruments (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value, by Balance Sheet Grouping | The following table presents the Company’s financial assets and financial liabilities, including those that are measured at fair value, as of September 30, 2023 and December 31, 2022: Level 1 Level 2 Level 3 Total September 30, 2023 Assets Investment in equity securities $ — $ — $ 7,678 $ 7,678 Liabilities Commodity swap $ — $ 1,841 $ — $ 1,841 Contingent consideration derivative liabilities — — 40,946 40,946 December 31, 2022 Assets Investment in equity securities $ 10,128 $ — $ 7,678 $ 17,806 Interest rate swap — 11,650 — 11,650 Commodity swap — 104,797 — 104,797 Liabilities Contingent consideration derivative liabilities $ — $ — $ 46,619 $ 46,619 |
Gain (Loss) on Securities | The table below summarizes the fair value adjustment to instruments measured at Level 3 in the fair value hierarchy, including the contingent consideration derivative liabilities. These adjustments have been recorded within Other (income) expense, net in the condensed consolidated statements of operations and comprehensive income (loss) for the three and nine months ended September 30, 2023 and 2022: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Contingent consideration derivative liabilities - Fair value adjustment - (gain) / loss $ (2,722) $ 177 $ (5,757) $ 1,161 Foreign currency forward purchase - (gain) — (2,923) — (20,394) |
Restricted cash (Tables)
Restricted cash (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Restricted Cash [Abstract] | |
Restricted Cash | As of September 30, 2023 and December 31, 2022, restricted cash consisted of the following: September 30, 2023 December 31, 2022 Cash restricted under the terms of loan agreements $ 3,825 $ 124,085 Collateral for letters of credit and performance bonds 62,337 41,392 Collateral for interest rate swaps — 2,500 Total restricted cash $ 66,162 $ 167,977 Current restricted cash $ 66,162 $ 165,396 Non-current restricted cash — 2,581 |
Inventory (Tables)
Inventory (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Inventory Disclosure [Abstract] | |
Inventory | As of September 30, 2023 and December 31, 2022, inventory consisted of the following: September 30, 2023 December 31, 2022 LNG and natural gas inventory $ 73,936 $ 15,398 Automotive diesel oil inventory 9,848 8,164 Bunker fuel, materials, supplies and other 19,547 15,508 Total inventory $ 103,331 $ 39,070 |
Prepaid expenses and other cu_2
Prepaid expenses and other current assets (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Prepaid Expense and Other Assets, Current [Abstract] | |
Prepaid Expenses and Other Current Assets, Net | As of September 30, 2023 and December 31, 2022, prepaid expenses and other current assets consisted of the following: September 30, 2023 December 31, 2022 Prepaid expenses $ 26,831 $ 56,380 Recoverable taxes 68,748 37,504 Commodity swap — 104,797 Due from affiliates 1,542 698 Assets held for sale 48,879 — Other current assets 18,559 27,504 Total prepaid expenses and other current assets, net $ 164,559 $ 226,883 |
Equity method investments (Tabl
Equity method investments (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Changes in Equity Method Investments | Changes in the balance of the Company’s equity method investments is as follows: September 30, 2023 Equity method investments as of December 31, 2022 $ 392,306 Dividends (5,830) Equity in earnings of investees 12,738 Sale of equity method investments (260,156) Equity method investments as of September 30, 2023 $ 139,058 |
Equity Method Investments | The carrying amounts of the Company's equity method investments as of September 30, 2023 and December 31, 2022 are: September 30, 2023 December 31, 2022 Hilli LLC $ — $ 260,000 Energos 139,058 132,306 Total $ 139,058 $ 392,306 |
Construction in progress (Table
Construction in progress (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Construction in progress [Abstract] | |
Construction in Progress Activity | The Company’s construction in progress activity during the nine months ended September 30, 2023 is detailed below: September 30, 2023 Construction in progress as of December 31, 2022 $ 2,418,608 Additions 2,889,770 Impact of currency translation adjustment 13,811 Assets placed in service (532,390) Construction in progress as of September 30, 2023 $ 4,789,799 |
Property, plant and equipment_2
Property, plant and equipment, net (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment, Net | As of September 30, 2023 and December 31, 2022, the Company’s property, plant and equipment, net consisted of the following: September 30, 2023 December 31, 2022 Vessels $ 1,527,684 $ 1,518,839 Terminal and power plant equipment 430,883 218,296 CHP facilities 273,978 123,897 Gas terminals 179,103 177,780 ISO containers and other equipment 148,756 134,324 LNG liquefaction facilities 63,316 63,316 Gas pipelines 66,319 65,985 Land 52,759 52,995 Leasehold improvements 152,962 9,377 Accumulated depreciation (331,889) (248,082) Total property, plant and equipment, net $ 2,563,871 $ 2,116,727 |
Goodwill and intangible assets
Goodwill and intangible assets (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Composition of Intangible Assets | The following tables summarize the composition of intangible assets as of September 30, 2023 and December 31, 2022: September 30, 2023 Gross Carrying Accumulated Currency Translation Net Carrying Weighted Definite-lived intangible assets Favorable vessel charter contracts $ 106,500 $ (82,373) $ — $ 24,127 3 Permits and development rights 48,217 (5,020) (2,207) 40,990 38 Easements 1,556 (330) — 1,226 30 Indefinite-lived intangible assets Easements 1,191 — (91) 1,100 n/a Total intangible assets $ 157,464 $ (87,723) $ (2,298) $ 67,443 December 31, 2022 Gross Carrying Accumulated Currency Translation Net Carrying Weighted Definite-lived intangible assets Favorable vessel charter contracts $ 106,500 $ (64,836) $ — $ 41,664 3 Permits and development rights 48,217 (4,115) (2,239) 41,863 38 Easements 1,556 (294) — 1,262 30 Indefinite-lived intangible assets Easements 1,191 — (83) 1,108 n/a Total intangible assets $ 157,464 $ (69,245) $ (2,322) $ 85,897 |
Other non-current assets, net (
Other non-current assets, net (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Other Assets, Noncurrent Disclosure [Abstract] | |
Schedule of Other Assets, Noncurrent | As of September 30, 2023 and December 31, 2022, Other non-current assets consisted of the following: September 30, 2023 December 31, 2022 Assets held for sale $ — $ 40,685 Cost to fulfill (Note 4) 23,834 9,773 Contract assets, net (Note 4) 22,176 28,651 Upfront payments to customers 8,715 9,158 Investments in equity securities (Note 6) 7,678 17,806 Other 48,278 35,606 Total other non-current assets, net $ 110,681 $ 141,679 |
Accrued liabilities (Tables)
Accrued liabilities (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | As of September 30, 2023 and December 31, 2022, accrued liabilities consisted of the following: September 30, 2023 December 31, 2022 Accrued development costs $ 265,061 $ 364,157 Accrued interest 72,970 51,994 Accrued inventory 29,800 45,511 Accrued bonuses 28,378 37,739 Accrued dividend — 626,310 Other accrued expenses 39,483 36,701 Total accrued liabilities $ 435,692 $ 1,162,412 |
Other current liabilities (Tabl
Other current liabilities (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Other Liabilities Disclosure [Abstract] | |
Other Current Liabilities | As of September 30, 2023 and December 31, 2022 , other current liabilities consisted of the following: September 30, 2023 December 31, 2022 Derivative liabilities $ 20,045 $ 19,458 Contract liabilities 69,254 12,748 Income tax payable 31,180 6,261 Due to affiliates 9,112 7,499 Liabilities held for sale (See Note 9) 21,407 — Other current liabilities 18,746 6,912 Total other current liabilities $ 169,744 $ 52,878 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Long-term Debt | As of September 30, 2023 and December 31, 2022, debt consisted of the following: September 30, 2023 December 31, 2022 Senior Secured Notes, due September 2025 $ 1,245,069 $ 1,243,351 Senior Secured Notes, due September 2026 1,484,944 1,481,639 Vessel Financing Obligation, due August 2042 1,369,701 1,406,091 Revolving Facility 866,600 — Bridge Term Loan, due August 2024 391,764 — South Power 2029 Bonds, due May 2029 216,782 216,177 Equipment Notes, due July 2026 195,399 — Barcarena Term Loan, due February 2024 198,725 194,427 EB-5 Loan, due July 2028 37,256 — Short-term Borrowings 161,835 — Total debt $ 6,168,075 $ 4,541,685 Current portion of long-term debt and short-term borrowings $ 270,547 $ 64,820 Long-term debt 5,897,528 4,476,865 |
Interest Expense | Interest expense, net of amounts capitalized, recognized for the three and nine months ended September 30, 2023 and 2022 consisted of the following: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Interest per contractual rates $ 89,908 $ 58,740 $ 229,327 $ 174,751 Interest expense on Vessel Financing Obligation 52,373 29,340 159,168 29,340 Amortization of debt issuance costs, premiums and discounts 4,777 2,583 11,520 8,376 Interest expense incurred on finance lease obligations 1,080 208 2,766 655 Total interest costs $ 148,138 $ 90,871 $ 402,781 $ 213,122 Capitalized interest 83,316 27,283 201,890 56,778 Total interest expense $ 64,822 $ 63,588 $ 200,891 $ 156,344 |
Earnings per share (Tables)
Earnings per share (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Numerator: Net income (loss) $ 62,338 $ 56,231 $ 334,004 $ 118,981 Net (income) loss attributable to non-controlling interests (1,117) 5,617 (3,329) 11,371 Net income attributable to Class A common stock $ 61,221 $ 61,848 $ 330,675 $ 130,352 Denominator: Weighted-average shares - basic 205,032,928 209,629,936 206,249,474 209,749,139 Net income per share - basic $ 0.30 $ 0.30 $ 1.60 $ 0.62 Diluted Numerator: Net income (loss) $ 62,338 $ 56,231 $ 334,004 $ 118,981 Net (income) loss attributable to non-controlling interests (1,117) 5,617 (3,329) 11,371 Adjustments attributable to dilutive securities — — (1,113) — Net income (loss) attributable to Class A common stock 61,221 61,848 329,562 130,352 Denominator: Weighted-average shares - diluted 205,032,928 209,800,427 206,804,833 209,869,058 Net income per share - diluted $ 0.30 $ 0.29 $ 1.59 $ 0.62 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following table presents potentially dilutive securities excluded from the computation of diluted net income per share for the periods presented because its effects would have been anti-dilutive. Three Months Ended Nine Months Ended 2023 2022 2023 2022 Equity Agreement shares (1) 555,359 422,680 — 422,680 Total 555,359 422,680 — 422,680 |
Share-based compensation (Table
Share-based compensation (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Nonvested Performance-based Units Activity | PSUs Granted Units Granted Range of Vesting Units Vested / Probable of Vesting Unrecognized Compensation Cost (1) Weighted Average 2022 Grant 746,296 0 to 1,492,592 — $ 47,797 0.25 years (1) Unrecognized compensation cost is based upon the maximum amount of shares that could vest. |
Segments (Tables)
Segments (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Segment Reporting [Abstract] | |
Segment Information | The table below presents segment information for the three and nine months ended September 30, 2023 and 2022: Three Months Ended September 30, 2023 (in thousands of $) Terminals and Ships Total Consolidation and Other (4) Consolidated Statement of operations: Total revenues $ 447,905 $ 66,557 $ 514,462 $ — $ 514,462 Cost of sales (1) (3) 192,343 — 192,343 (423) 191,920 Vessel operating expenses — 11,613 11,613 — 11,613 Operations and maintenance 60,819 — 60,819 — 60,819 Segment Operating Margin $ 194,743 $ 54,944 $ 249,687 $ 423 $ 250,110 Balance sheet: Total assets $ 8,738,875 $ 1,057,495 $ 9,796,370 $ — $ 9,796,370 Other segmental financial information: Capital expenditures (2) $ 662,717 $ — $ 662,717 $ — $ 662,717 Nine Months Ended September 30, 2023 (in thousands of $) Terminals and Ships Total Consolidation and Other (4) Consolidated Statement of operations: Total revenues $ 1,446,017 $ 230,315 $ 1,676,332 $ (21,394) $ 1,654,938 Cost of sales (1) (3) 488,512 — 488,512 114,114 602,626 Vessel operating expenses — 42,295 42,295 (5,948) 36,347 Operations and maintenance 121,187 — 121,187 — 121,187 Segment Operating Margin $ 836,318 $ 188,020 $ 1,024,338 $ (129,560) $ 894,778 Balance sheet: Total assets $ 8,738,875 $ 1,057,495 $ 9,796,370 $ — $ 9,796,370 Other segmental financial information: Capital expenditures (2) $ 2,911,345 $ — $ 2,911,345 $ — $ 2,911,345 Three Months Ended September 30, 2022 (in thousands of $) Terminals and Ships Total Segment Consolidation and Other (4) Consolidated Statement of operations: Total revenues $ 687,437 $ 111,660 $ 799,097 $ (67,167) $ 731,930 Cost of sales (3) 402,458 — 402,458 (8,628) 393,830 Vessel operating expenses 3,431 23,799 27,230 (6,912) 20,318 Operations and maintenance 30,079 — 30,079 (8,046) 22,033 Segment Operating Margin $ 251,469 $ 87,861 $ 339,330 $ (43,581) $ 295,749 Balance sheet: Total assets $ 5,366,730 $ 2,074,254 $ 7,440,984 $ — $ 7,440,984 Other segmental financial information: Capital expenditures (2) $ 451,360 $ 12,690 $ 464,050 $ — $ 464,050 Nine Months Ended September 30, 2022 (in thousands of $) Terminals and Ships Total Segment Consolidation and Other (4) Consolidated Statement of operations: Total revenues $ 1,711,241 $ 337,626 $ 2,048,867 $ (226,964) $ 1,821,903 Cost of sales (3) 909,938 — 909,938 (35,409) 874,529 Vessel operating expenses 11,178 71,029 82,207 (20,297) 61,910 Operations and maintenance 89,861 — 89,861 (24,170) 65,691 Segment Operating Margin $ 700,264 $ 266,597 $ 966,861 $ (147,088) $ 819,773 Balance sheet: Total assets $ 5,366,730 $ 2,074,254 $ 7,440,984 $ — $ 7,440,984 Other segmental financial information: Capital expenditures (2) $ 890,558 $ 27,127 $ 917,685 $ — $ 917,685 |
Reconciliation of Operating Profit (Loss) from Segments to Consolidated | The following table reconciles Net income, the most comparable financial statement measure, to Consolidated Segment Operating Margin: Three Months Ended September 30, Nine Months Ended September 30, (in thousands of $) 2023 2022 2023 2022 Net income $ 62,338 $ 56,231 $ 334,004 $ 118,981 Add: Selling, general and administrative 49,107 67,601 157,048 165,952 Transaction and integration costs 2,739 5,620 4,787 12,387 Depreciation and amortization 48,670 35,793 125,160 106,439 Asset impairment expense — — — 48,109 Interest expense 64,822 63,588 200,891 156,344 Other (income) expense, net (2,271) 10,214 16,150 (31,613) Loss on extinguishment of debt, net — 14,997 — 14,997 Tax provision (benefit) 25,194 9,971 69,476 (126,249) (Income) from equity method investments (489) 31,734 (12,738) 354,426 Consolidated Segment Operating Margin $ 250,110 $ 295,749 $ 894,778 $ 819,773 |
Organization (Details)
Organization (Details) | 9 Months Ended |
Sep. 30, 2023 Segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of operating segments | 2 |
Revenue recognition - Narrative
Revenue recognition - Narrative (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Disaggregation of Revenue [Line Items] | |||||
Operating revenue | $ 420,868,000 | $ 632,684,000 | $ 1,417,175,000 | $ 1,529,999,000 | |
Receivables, revenue from contracts with customers | 351,160,000 | 351,160,000 | $ 280,382,000 | ||
Accounts receivable, allowance for credit loss, current | 1,133,000 | 1,133,000 | 884,000 | ||
Contract with customer, receivable, after allowance for credit loss | 326,000 | 326,000 | 401,000 | ||
Unbilled receivables net of current expected credit losses | 30,603,000 | 30,603,000 | 36,483,000 | ||
Capitalized contract cost, net | 26,587,000 | 26,587,000 | 10,377,000 | ||
Other current assets | 2,753,000 | 2,753,000 | 604,000 | ||
Other noncurrent assets | 23,834,000 | 23,834,000 | $ 9,773,000 | ||
Direct financing lease, interest income | 5,517,000 | 28,643,000 | |||
Vessel charter revenue | 67,287,000 | 92,860,000 | 209,651,000 | 260,414,000 | |
Cargo Sales | |||||
Disaggregation of Revenue [Line Items] | |||||
Operating revenue | $ 0 | 350,550,000 | 617,138,000 | 944,751,000 | |
Cargo Sales, Cancellation Fee | |||||
Disaggregation of Revenue [Line Items] | |||||
Operating revenue | $ 332,000,000 | ||||
CELSE | |||||
Disaggregation of Revenue [Line Items] | |||||
Vessel charter revenue | $ 1,434,000 | $ 5,852,000 |
Revenue recognition - Contract
Revenue recognition - Contract Liabilities and Contract Assets (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2023 | Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | ||
Contract assets, net - current | $ 8,567 | $ 8,083 |
Contract assets, net - non-current | 22,176 | 28,651 |
Total contract assets, net | 30,743 | 36,734 |
Contract liabilities | 69,254 | 12,748 |
Contract liabilities, net - non-current | 41,818 | 0 |
Contract liabilities, net - current | 111,072 | 12,748 |
Revenue recognized in the year from: | ||
Amounts included in contract liabilities at the beginning of the year | $ 12,748 | $ 2,951 |
Revenue recognition - Performan
Revenue recognition - Performance Obligation (Details) $ in Thousands | Sep. 30, 2023 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 13,026,781 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-10-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 473,460 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 3 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 2,044,859 |
Revenue, 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, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 1,449,971 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 528,514 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 525,643 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 8,004,334 |
Revenue, remaining performance obligation, expected timing of satisfaction, period |
Revenue recognition - Carrying
Revenue recognition - Carrying Amount of Leased Property Plant and Equipment (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Revenue from Contract with Customer [Abstract] | ||
Property, plant and equipment | $ 917,563 | $ 1,292,957 |
Accumulated depreciation | (84,503) | (80,233) |
Property, plant and equipment, net | $ 833,060 | $ 1,212,724 |
Revenue recognition - Component
Revenue recognition - Components of Lease Income from Vessel Operating Lease (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | ||||
Operating lease income | $ 66,557 | $ 83,188 | $ 208,921 | $ 235,092 |
Variable lease income | 730 | 8,238 | 730 | 19,470 |
Total operating lease income | $ 67,287 | $ 91,426 | $ 209,651 | $ 254,562 |
Leases, as lessee - Right-of-us
Leases, as lessee - Right-of-use assets, Current Lease Liabilities and Non-Current Lease Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Leases [Abstract] | ||
Operating right-of-use-assets | $ 418,265 | $ 355,883 |
Finance right-of-use assets | 56,218 | 21,994 |
Total right-of-use assets | 474,483 | 377,877 |
Current lease liabilities: | ||
Operating lease liabilities | 114,536 | 44,371 |
Finance lease liabilities | 27,760 | 4,370 |
Total current lease liabilities | 142,296 | 48,741 |
Non-current lease liabilities: | ||
Operating lease liabilities | 294,972 | 290,899 |
Finance lease liabilities | 23,110 | 11,222 |
Total non-current lease liabilities | 318,082 | 302,121 |
Finance lease, right-of-use asset, accumulated amortization | $ 15,582 | $ 2,134 |
Leases, as lessee - Components
Leases, as lessee - Components of Operating Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Leases [Abstract] | ||||
Fixed lease cost | $ 33,840 | $ 19,433 | $ 73,066 | $ 58,346 |
Variable lease cost | 1,435 | 622 | 3,036 | 1,558 |
Short-term lease cost | 11,502 | 6,204 | 17,421 | 12,326 |
Lease cost - Cost of sales | 28,409 | 23,438 | 59,300 | 64,453 |
Lease cost - Operations and maintenance | 16,274 | 1,066 | 28,322 | 2,675 |
Lease cost - Selling, general and administrative | $ 2,094 | $ 1,755 | $ 5,901 | $ 5,102 |
Leases, as lessee - Narrative (
Leases, as lessee - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Leases [Abstract] | |||||
Lease, cost | $ 8,111 | $ 4,005 | $ 26,816 | $ 15,220 | |
Operating lease, weighted average remaining lease term | 6 years 4 months 24 days | 6 years 4 months 24 days | |||
Finance lease, weighted average remaining lease term | 2 years 2 months 12 days | 2 years 2 months 12 days | |||
Operating lease, weighted average discount rate, percent | 8.80% | 8.80% | 8.50% | ||
Finance lease, weighted average discount rate, percent | 8.20% | 8.20% | 5.10% |
Leases, as lessee - Depreciatio
Leases, as lessee - Depreciation and Amortization (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Leases [Abstract] | ||||
Interest expense related to finance leases | $ 1,080 | $ 208 | $ 2,766 | $ 655 |
Amortization of right-of-use asset related to finance leases | $ 5,888 | $ 378 | $ 13,448 | $ 1,137 |
Leases, as lessee - Supplementa
Leases, as lessee - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Leases [Abstract] | ||
Cash outflows for operating lease liabilities | $ 89,326 | $ 73,389 |
Cash outflows for finance lease liabilities | 13,582 | 3,654 |
Right-of-use assets obtained in exchange for new operating lease liabilities | 130,646 | 135,075 |
Right-of-use assets obtained in exchange for new finance lease liabilities | $ 47,672 | $ 0 |
Leases, as lessee - Future Paym
Leases, as lessee - Future Payments Due under Operating and Finance Leases (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Operating Leases | ||
Due remainder of 2023 | $ 39,454 | |
2024 | 137,439 | |
2025 | 75,637 | |
2026 | 52,744 | |
2027 | 52,281 | |
Thereafter | 187,505 | |
Total lease payments | 545,060 | |
Less: effects of discounting | 135,552 | |
Present value of lease liabilities | 409,508 | |
Current lease liability | 114,536 | $ 44,371 |
Non-current lease liability | 294,972 | 290,899 |
Financing Leases | ||
Due remainder of 2023 | 8,101 | |
2024 | 29,997 | |
2025 | 12,427 | |
2026 | 3,041 | |
2027 | 436 | |
Thereafter | 943 | |
Total lease payments | 54,945 | |
Less: effects of discounting | 4,075 | |
Present value of lease liabilities | 50,870 | |
Finance lease liabilities | 27,760 | 4,370 |
Non-current lease liability | $ 23,110 | $ 11,222 |
Financial instruments - Narrati
Financial instruments - Narrative (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2023 USD ($) | Dec. 31, 2022 USD ($) MMBTU $ / MMBTU | Sep. 30, 2023 USD ($) | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Unrealized gain (loss) on derivatives | $ 975 | $ (1,841) | |
Commodity swap | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Energy of commodity swap transaction | MMBTU | 6,800,000 | ||
Underlying, derivative energy measure (in dollars per MMBtu) | $ / MMBTU | 40.55 | ||
Gain on settlement of swap | $ 41,315 | ||
Realized gain on settlement of swap | 146,112 | ||
Unrealized gain on settlement of swap | $ 104,797 |
Financial instruments - Financi
Financial instruments - Financial Assets and Financial Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Assets | ||
Investment in equity securities | $ 7,678 | $ 17,806 |
Interest rate swap | ||
Assets | ||
Derivative asset | 11,650 | |
Commodity swap | ||
Assets | ||
Derivative asset | 104,797 | |
Contingent consideration derivative liabilities | ||
Contingent consideration derivative liabilities | 1,841 | |
Contingent consideration derivative liabilities | ||
Contingent consideration derivative liabilities | ||
Contingent consideration derivative liabilities | 40,946 | 46,619 |
Level 1 | ||
Assets | ||
Investment in equity securities | 0 | 10,128 |
Level 1 | Interest rate swap | ||
Assets | ||
Derivative asset | 0 | |
Level 1 | Commodity swap | ||
Assets | ||
Derivative asset | 0 | |
Contingent consideration derivative liabilities | ||
Contingent consideration derivative liabilities | 0 | |
Level 1 | Contingent consideration derivative liabilities | ||
Contingent consideration derivative liabilities | ||
Contingent consideration derivative liabilities | 0 | 0 |
Level 2 | ||
Assets | ||
Investment in equity securities | 0 | 0 |
Level 2 | Interest rate swap | ||
Assets | ||
Derivative asset | 11,650 | |
Level 2 | Commodity swap | ||
Assets | ||
Derivative asset | 104,797 | |
Contingent consideration derivative liabilities | ||
Contingent consideration derivative liabilities | 1,841 | |
Level 2 | Contingent consideration derivative liabilities | ||
Contingent consideration derivative liabilities | ||
Contingent consideration derivative liabilities | 0 | 0 |
Level 3 | ||
Assets | ||
Investment in equity securities | 7,678 | 7,678 |
Level 3 | Interest rate swap | ||
Assets | ||
Derivative asset | 0 | |
Level 3 | Commodity swap | ||
Assets | ||
Derivative asset | 0 | |
Contingent consideration derivative liabilities | ||
Contingent consideration derivative liabilities | 0 | |
Level 3 | Contingent consideration derivative liabilities | ||
Contingent consideration derivative liabilities | ||
Contingent consideration derivative liabilities | $ 40,946 | $ 46,619 |
Financial instruments - Summary
Financial instruments - Summary of Fair Value Adjustment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Contingent consideration derivative liabilities | ||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||
Fair value adjustment loss (gain) | $ (2,722) | $ 177 | $ (5,757) | $ 1,161 |
Foreign currency forward purchase - (gain) | ||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||
Fair value adjustment loss (gain) | $ 0 | $ (2,923) | $ 0 | $ (20,394) |
Restricted cash - Summary of Re
Restricted cash - Summary of Restricted Cash (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | Sep. 30, 2022 |
Restricted Cash [Abstract] | |||
Cash restricted under the terms of loan agreements | $ 3,825 | $ 124,085 | |
Collateral for letters of credit and performance bonds | 62,337 | 41,392 | |
Collateral for interest rate swaps | 0 | 2,500 | |
Total restricted cash | 66,162 | 167,977 | |
Current restricted cash | 66,162 | 165,396 | $ 24,204 |
Non-current restricted cash | 0 | $ 2,581 | $ 2,581 |
Cash collateral for letter of credit | $ 21,300 |
Inventory - Summary of Inventor
Inventory - Summary of Inventory (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Inventory Disclosure [Abstract] | ||
LNG and natural gas inventory | $ 73,936 | $ 15,398 |
Automotive diesel oil inventory | 9,848 | 8,164 |
Bunker fuel, materials, supplies and other | 19,547 | 15,508 |
Total inventory | $ 103,331 | $ 39,070 |
Inventory - Narrative (Details)
Inventory - Narrative (Details) | 9 Months Ended |
Sep. 30, 2022 USD ($) | |
Inventory Disclosure [Abstract] | |
Inventory write-down | $ 0 |
Prepaid expenses and other cu_3
Prepaid expenses and other current assets (Details) $ in Thousands, R$ in Millions | 3 Months Ended | |||
Sep. 30, 2022 USD ($) | Sep. 30, 2022 BRL (R$) | Sep. 30, 2023 USD ($) | Dec. 31, 2022 USD ($) | |
Schedule of Investments [Line Items] | ||||
Prepaid expenses | $ 26,831 | $ 56,380 | ||
Recoverable taxes | 68,748 | 37,504 | ||
Commodity swap | 0 | 104,797 | ||
Due from affiliates | 1,542 | 698 | ||
Assets held for sale | 48,879 | 0 | ||
Other current assets | 18,559 | 27,504 | ||
Total prepaid expenses and other current assets, net | 164,559 | 226,883 | ||
Prepaid inventory | 0 | 34,882 | ||
Share purchase agreement, payments to acquire, gross | $ 12,000 | R$ 59 | ||
Cash and cash equivalents classified as held for sale | $ 12,891 | $ 14,209 | $ 11,614 | |
Newco | Centrais Eletricas de Pernambuco S.A (EPESA) | ||||
Schedule of Investments [Line Items] | ||||
Share purchase agreement, percentage of shares subsequently sold | 100% | 100% |
Equity method investments - Cha
Equity method investments - Changes in Equity Method Investments (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2023 USD ($) | |
Equity Method Investments [Roll Forward] | |
Equity method investments as of December 31, 2022 | $ 392,306 |
Dividends | (5,830) |
Equity in earnings of investees | 12,738 |
Sale of equity method investments | (260,156) |
Equity method investments as of September 30, 2023 | $ 139,058 |
Equity method investments - Car
Equity method investments - Carrying Amount of Equity Method Investments (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Schedule of Equity Method Investments [Line Items] | ||
Equity method investments | $ 139,058 | $ 392,306 |
Hilli LLC | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity method investments | 0 | 260,000 |
Energos | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity method investments | $ 139,058 | $ 132,306 |
Equity method investments - Nar
Equity method investments - Narrative (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||
Mar. 15, 2023 USD ($) shares | Aug. 31, 2022 USD ($) Vessel | Sep. 30, 2023 USD ($) | Mar. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | |
Schedule of Equity Method Investments [Line Items] | ||||||||
Equity method investment, difference between carrying amount and underlying equity | $ 1,548 | $ 16,976 | $ 1,548 | |||||
Sale of equity method investment | 100,000 | $ 0 | ||||||
Loss on the disposal of equity method investment | 37,401 | 0 | ||||||
Purchase agreement, consideration received | $ 1,850,000 | |||||||
Number of vessels transferred | Vessel | 11 | |||||||
Equity in earnings of investees | $ 489 | $ (31,734) | $ 12,738 | $ (354,426) | ||||
Hilli LLC | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Cancellation of shares (in shares) | shares | 4,100,000 | |||||||
Sale of equity method investment | $ 100,000 | |||||||
Other-than-temporary impairment | $ 118,558 | |||||||
Loss on the disposal of equity method investment | $ 37,401 | |||||||
Equity method investment, percentage of outstanding principal and interest guaranteed | 50% | |||||||
Guarantor obligations, derecognized | $ 2,286 | |||||||
Ownership interest acquired | 50% | 50% | ||||||
Energos | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Ownership interest acquired | 20% | |||||||
Equity in earnings of investees | $ 489 | $ 6,752 |
Construction in progress (Detai
Construction in progress (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2023 USD ($) | |
Construction in Progress [Roll Forward] | |
Construction in progress as of December 31, 2022 | $ 2,418,608 |
Additions | 2,889,770 |
Impact of currency translation adjustment | 13,811 |
Assets placed in service | (532,390) |
Construction in progress as of September 30, 2023 | $ 4,789,799 |
Construction in progress - Narr
Construction in progress - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Long-Lived Assets Held-for-sale [Line Items] | ||||
Interest expense | $ 64,822 | $ 63,588 | $ 200,891 | $ 156,344 |
Additions | 2,889,770 | |||
Construction in Progress | ||||
Long-Lived Assets Held-for-sale [Line Items] | ||||
Interest expense | 201,890 | $ 56,778 | ||
FAST LNG Projects | ||||
Long-Lived Assets Held-for-sale [Line Items] | ||||
Additions | $ 2,569,197 |
Property, plant and equipment_3
Property, plant and equipment, net - Summary (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Accumulated depreciation | $ (331,889) | $ (248,082) |
Total property, plant and equipment, net | 2,563,871 | 2,116,727 |
Vessels | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 1,527,684 | 1,518,839 |
Total property, plant and equipment, net | 1,308,795 | 1,328,553 |
Terminal and power plant equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 430,883 | 218,296 |
CHP facilities | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 273,978 | 123,897 |
Gas terminals | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 179,103 | 177,780 |
ISO containers and other equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 148,756 | 134,324 |
LNG liquefaction facilities | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 63,316 | 63,316 |
Gas pipelines | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 66,319 | 65,985 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 52,759 | 52,995 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 152,962 | $ 9,377 |
Property, plant and equipment_4
Property, plant and equipment, net - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Property, Plant and Equipment [Line Items] | ||||
Depreciation | $ 36,705 | $ 26,326 | $ 92,980 | $ 78,393 |
Cost of Sales | ||||
Property, Plant and Equipment [Line Items] | ||||
Depreciation | $ 230 | $ 222 | $ 693 | $ 749 |
Goodwill and intangible asset_2
Goodwill and intangible assets - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||||
Goodwill | $ 776,760 | $ 776,760 | $ 776,760 | ||
Amortization of intangible assets | $ 6,290 | $ 9,287 | $ 19,371 | $ 27,589 |
Goodwill and intangible asset_3
Goodwill and intangible assets - Summary of Intangible Assets (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2023 | Dec. 31, 2022 | |
Definite-lived intangible assets | ||
Accumulated Amortization | $ (87,723) | $ (69,245) |
Indefinite-lived intangible assets | ||
Total intangible assets, Gross Carrying Amount | 157,464 | 157,464 |
Total Intangible Assets, Currency Translation Adjustment | (2,298) | (2,322) |
Total Intangible Assets, Net Carrying Amount | 67,443 | 85,897 |
Easements | ||
Indefinite-lived intangible assets | ||
Gross Carrying Amount | 1,191 | 1,191 |
Currency Translation Adjustment | (91) | (83) |
Net Carrying Amount | 1,100 | 1,108 |
Favorable vessel charter contracts | ||
Definite-lived intangible assets | ||
Gross Carrying Amount | 106,500 | 106,500 |
Accumulated Amortization | (82,373) | (64,836) |
Currency Translation Adjustment | 0 | 0 |
Net Carrying Amount | $ 24,127 | $ 41,664 |
Weighted Average Life | 3 years | 3 years |
Permits and development rights | ||
Definite-lived intangible assets | ||
Gross Carrying Amount | $ 48,217 | $ 48,217 |
Accumulated Amortization | (5,020) | (4,115) |
Currency Translation Adjustment | (2,207) | (2,239) |
Net Carrying Amount | $ 40,990 | $ 41,863 |
Weighted Average Life | 38 years | 38 years |
Easements | ||
Definite-lived intangible assets | ||
Gross Carrying Amount | $ 1,556 | $ 1,556 |
Accumulated Amortization | (330) | (294) |
Currency Translation Adjustment | 0 | 0 |
Net Carrying Amount | $ 1,226 | $ 1,262 |
Weighted Average Life | 30 years | 30 years |
Other non-current assets, net -
Other non-current assets, net - Summary Non-Current Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Other Assets, Noncurrent Disclosure [Abstract] | ||
Assets held for sale | $ 0 | $ 40,685 |
Cost to fulfill (Note 4) | 23,834 | 9,773 |
Contract assets, net (Note 4) | 22,176 | 28,651 |
Upfront payments to customers | 8,715 | 9,158 |
Investments in equity securities (Note 6) | 7,678 | 17,806 |
Other | 48,278 | 35,606 |
Total other non-current assets, net | $ 110,681 | $ 141,679 |
Other non-current assets, net_2
Other non-current assets, net - Narrative (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 USD ($) contract | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) contract | Sep. 30, 2022 USD ($) | |
Asset Acquisition [Line Items] | ||||
Equity securities, realized gain (loss) | $ (374) | |||
Equity securities without readily determinable fair value, amount | 7,678 | $ 7,678 | ||
Recognized unrealized gains (losses) | $ (672) | $ (1,629) | $ 539 | $ (2,720) |
Number of natural gas sales contracts | contract | 2 | 2 |
Accrued liabilities (Details)
Accrued liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Payables and Accruals [Abstract] | ||
Accrued development costs | $ 265,061 | $ 364,157 |
Accrued interest | 72,970 | 51,994 |
Accrued inventory | 29,800 | 45,511 |
Accrued bonuses | 28,378 | 37,739 |
Accrued dividend | 0 | 626,310 |
Other accrued expenses | 39,483 | 36,701 |
Total accrued liabilities | $ 435,692 | $ 1,162,412 |
Other current liabilities (Deta
Other current liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Other Liabilities Disclosure [Abstract] | ||
Derivative liabilities | $ 20,045 | $ 19,458 |
Contract liabilities | 69,254 | 12,748 |
Income tax payable | 31,180 | 6,261 |
Due to affiliates | 9,112 | 7,499 |
Liabilities held for sale (See Note 9) | 21,407 | 0 |
Other current liabilities | 18,746 | 6,912 |
Total other current liabilities | $ 169,744 | $ 52,878 |
Debt - Summary of Long Term Deb
Debt - Summary of Long Term Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Short-term Borrowings | $ 161,835 | $ 0 |
Total debt | 6,168,075 | 4,541,685 |
Current portion of long-term debt and short-term borrowings | 270,547 | 64,820 |
Long-term debt | 5,897,528 | 4,476,865 |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Debt (excluding lessor VIE loans) | 866,600 | 0 |
Senior Secured Notes, due September 2025 | ||
Debt Instrument [Line Items] | ||
Debt (excluding lessor VIE loans) | 1,245,069 | 1,243,351 |
Senior Secured Notes, due September 2026 | ||
Debt Instrument [Line Items] | ||
Debt (excluding lessor VIE loans) | 1,484,944 | 1,481,639 |
Vessel Financing Obligation, due August 2042 | ||
Debt Instrument [Line Items] | ||
Debt (excluding lessor VIE loans) | 1,369,701 | 1,406,091 |
Bridge Term Loan, due August 2024 | ||
Debt Instrument [Line Items] | ||
Debt (excluding lessor VIE loans) | 391,764 | 0 |
South Power 2029 Bonds, due May 2029 | ||
Debt Instrument [Line Items] | ||
Debt (excluding lessor VIE loans) | 216,782 | 216,177 |
Equipment Notes, due July 2026 | ||
Debt Instrument [Line Items] | ||
Debt (excluding lessor VIE loans) | 195,399 | 0 |
Barcarena Term Loan, due February 2024 | ||
Debt Instrument [Line Items] | ||
Debt (excluding lessor VIE loans) | 198,725 | 194,427 |
EB-5 Loan, due July 2028 | ||
Debt Instrument [Line Items] | ||
Debt (excluding lessor VIE loans) | $ 37,256 | $ 0 |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Level 2 | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 6,014,096 | $ 4,327,311 |
Debt - Revolving Facility Narra
Debt - Revolving Facility Narrative (Details) | 9 Months Ended | |||
Oct. 30, 2023 USD ($) | Sep. 30, 2023 USD ($) | Dec. 31, 2022 USD ($) | Apr. 30, 2021 USD ($) | |
Line of Credit Facility [Abstract] | ||||
Maximum debt to capitalization ratio | 0.7 | |||
Secured Debt | Subsequent Event | Term Loan B Credit Agreement | ||||
Line of Credit Facility [Abstract] | ||||
Outstanding principal balance | $ 856,000,000 | |||
Extended maturity period | 1 year | |||
Revolving Credit Facility | ||||
Line of Credit Facility [Abstract] | ||||
Outstanding principal balance | $ 200,000,000 | |||
Fees incurred | $ 7,027,000 | $ 5,398,000 | ||
Deferred financing costs | 10,167,000 | 5,172,000 | ||
Revolving Credit Facility | Line of Credit | ||||
Line of Credit Facility [Abstract] | ||||
Line of credit facility, increase limit | 426,600,000 | $ 240,000,000 | ||
Issuance of letter of credit | 866,600,000 | |||
Proceeds from long-term lines of credit | $ 866,600,000 | |||
Revolving Credit Facility | December 31, 2021 through September 30, 2023 | ||||
Line of Credit Facility [Abstract] | ||||
Maximum debt to annualized EBITDA ratio | 5 | |||
Revolving Credit Facility | Fiscal Quarter Ended Through December 31, 2023 | ||||
Line of Credit Facility [Abstract] | ||||
Maximum debt to annualized EBITDA ratio | 4 | |||
Revolving Credit Facility | Minimum | ||||
Line of Credit Facility [Abstract] | ||||
Percentage of amount drawn | 50% |
Debt - Bridge Term Loan Narrati
Debt - Bridge Term Loan Narrative (Details) - Bridge Term Loan, due August 2024 - Secured Debt - USD ($) | Aug. 03, 2023 | Sep. 30, 2023 |
Debt Instrument [Line Items] | ||
Outstanding principal balance | $ 400,000,000 | |
Debt instrument, fee amount | $ 9,628,000 | |
Deferred financing costs | $ 8,236,000 | |
Secured Overnight Financing Rate (SOFR) | ||
Debt Instrument [Line Items] | ||
Variable interest rate | 3.50% |
Debt - Equipment Notes (Details
Debt - Equipment Notes (Details) - Equipment Notes, due July 2026 - USD ($) | Sep. 30, 2023 | Jun. 30, 2023 |
Debt Instrument [Line Items] | ||
Debt instrument, face amount | $ 200,000,000 | |
Fixed interest rate | 7.70% | |
Debt, term | 36 months | |
Debt instrument, fee amount | $ 2,516,000 | |
Deferred financing costs | $ 2,423,000 |
Debt - EB-5 Loan Agreement (Det
Debt - EB-5 Loan Agreement (Details) - EB-5 Loan, due July 2028 - Construction Loans | 3 Months Ended | |
Sep. 30, 2023 USD ($) | Jul. 21, 2023 USD ($) extensionOption | |
Debt Instrument [Line Items] | ||
Outstanding principal balance | $ 100,000,000 | |
Fixed interest rate | 4.75% | |
Debt, term | 5 years | |
Number of debt term extensions | extensionOption | 2 | |
Debt term, extended maturity | 1 year | |
Debt instrument, borrowed amount | $ 37,928,000 | |
Debt instrument, fee amount | 693,000 | |
Deferred financing costs | $ 672,000 |
Debt - Short-term Borrowings (D
Debt - Short-term Borrowings (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Debt Disclosure [Abstract] | ||
Short-term debt | $ 161,835 | $ 0 |
Weighted average interest rate | 9.74% |
Debt - Summary of Interest Expe
Debt - Summary of Interest Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Debt Instrument [Line Items] | ||||
Total interest expense | $ 64,822 | $ 63,588 | $ 200,891 | $ 156,344 |
Financing interest expense, non-cash | 37,285 | 119,648 | ||
Debt | ||||
Debt Instrument [Line Items] | ||||
Interest per contractual rates | 89,908 | 58,740 | 229,327 | 174,751 |
Interest expense on Vessel Financing Obligation | 52,373 | 29,340 | 159,168 | 29,340 |
Amortization of debt issuance costs, premiums and discounts | 4,777 | 2,583 | 11,520 | 8,376 |
Interest expense incurred on finance lease obligations | 1,080 | 208 | 2,766 | 655 |
Total interest costs | 148,138 | 90,871 | 402,781 | 213,122 |
Capitalized interest | 83,316 | 27,283 | 201,890 | 56,778 |
Total interest expense | $ 64,822 | $ 63,588 | $ 200,891 | $ 156,344 |
Income taxes (Details)
Income taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Income Tax Disclosure [Abstract] | ||||
Effective tax rate | 28.80% | 15.10% | 17.20% | 1,737.10% |
Tax provision (benefit) | $ 25,194 | $ 9,971 | $ 69,476 | $ (126,249) |
Earnings per share - Summary (D
Earnings per share - Summary (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Numerator: | ||||||||
Net income (loss) | $ 62,338 | $ 120,100 | $ 151,566 | $ 56,231 | $ (178,431) | $ 241,181 | $ 334,004 | $ 118,981 |
Net (income) loss attributable to non-controlling interests | (1,117) | 5,617 | (3,329) | 11,371 | ||||
Net income attributable to stockholders | $ 61,221 | $ 61,848 | $ 330,675 | $ 130,352 | ||||
Denominator: | ||||||||
Weighted-average shares - basic (in shares) | 205,032,928 | 209,629,936 | 206,249,474 | 209,749,139 | ||||
Net income per share - basic (in dollars per share) | $ 0.30 | $ 0.30 | $ 1.60 | $ 0.62 | ||||
Numerator: | ||||||||
Net income (loss) | $ 62,338 | $ 120,100 | $ 151,566 | $ 56,231 | $ (178,431) | $ 241,181 | $ 334,004 | $ 118,981 |
Net (income) loss attributable to non-controlling interests | (1,117) | 5,617 | (3,329) | 11,371 | ||||
Adjustments attributable to dilutive securities | 0 | 0 | (1,113) | 0 | ||||
Net income (loss) attributable to Class A common stock | $ 61,221 | $ 61,848 | $ 329,562 | $ 130,352 | ||||
Denominator: | ||||||||
Weighted-average shares - diluted (in shares) | 205,032,928 | 209,800,427 | 206,804,833 | 209,869,058 | ||||
Net income per share - diluted (in dollars per share) | $ 0.30 | $ 0.29 | $ 1.59 | $ 0.62 |
Earnings per share - Potentiall
Earnings per share - Potentially Dilutive (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share, amount (in dollars per share) | 555,359 | 422,680 | 0 | 422,680 |
Equity Agreement shares | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share, amount (in dollars per share) | 555,359 | 422,680 | 0 | 422,680 |
Earnings per share - Narrative
Earnings per share - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |||||||
Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||
Adjustments to additional paid in capital, dividends in excess of retained earnings | $ 23,522 | $ 27,122 | $ 23,486 | $ 23,775 | $ 27,601 | $ 23,773 | |||
Payments of dividends | $ 700,440 | $ 75,149 | |||||||
Class A Shares | |||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||
Dividends payable | $ 626,310 | ||||||||
Adjustments to additional paid in capital, dividends in excess of retained earnings | $ 20,503 | $ 20,756 | $ 61,473 | $ 62,092 | |||||
Common stock, dividends, per share, declared (in dollars per share) | $ 0.10 | $ 3 | $ 0.10 | $ 0.10 | $ 0.10 | ||||
Series A Preferred Units | GMLP Merger Agreement | |||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||
Payments of dividends | $ 3,019 | $ 3,019 | $ 9,057 | $ 9,057 | |||||
Noncontrolling interest, ownership percentage by noncontrolling owners | 8.75% | 8.75% | 8.75% | 8.75% |
Share-based compensation - Summ
Share-based compensation - Summary of PSU Activity (Details) - Performance Share Units (PSUs) - Employees and Non-employees - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Dec. 31, 2022 | Sep. 30, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Granted (in shares) | 746,296 | |
Vested (in shares) | 0 | |
Unrecognized Compensation Cost | $ 47,797 | |
Weighted Average Remaining Vesting Period | 3 months | |
Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vested (in shares) | 0 | 0 |
Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vested (in shares) | 1,492,592 |
Related party transactions - Na
Related party transactions - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | Aug. 31, 2018 | |
Related Party Transaction [Line Items] | ||||||
Due to affiliates | $ 9,112 | $ 9,112 | $ 7,499 | |||
Due from affiliates | 1,542 | 1,542 | 698 | |||
Operations and maintenance | 60,819 | $ 22,033 | 121,187 | $ 65,691 | ||
Non-current lease liabilities | 318,082 | 318,082 | 302,121 | |||
Selling, general and administrative | 49,107 | 67,601 | 157,048 | 165,952 | ||
Chartered Aircraft | ||||||
Related Party Transaction [Line Items] | ||||||
Related party transaction, amounts of transaction | 523 | 750 | 1,934 | 2,897 | ||
DevTech Environment Limited | ||||||
Related Party Transaction [Line Items] | ||||||
Percentage of shares issued capital | 10% | |||||
Related Party | DevTech Environment Limited | ||||||
Related Party Transaction [Line Items] | ||||||
Due to affiliates | 117 | 117 | 80 | |||
Selling, general and administrative | 117 | 111 | 318 | 328 | ||
Related Party | Service Agreements | ||||||
Related Party Transaction [Line Items] | ||||||
General and administrative expense | 1,643 | 1,117 | 4,284 | 3,776 | ||
Due to affiliates | 4,130 | 4,130 | 4,629 | |||
Affiliated Entity | Fortress | ||||||
Related Party Transaction [Line Items] | ||||||
Due from affiliates | 1,456 | 1,456 | 700 | |||
Affiliated Entity | Fortress, Formerly Owned Entity | ||||||
Related Party Transaction [Line Items] | ||||||
Due to affiliates | 3,698 | 3,698 | 2,455 | |||
Affiliated Entity | Florida East Coast Industries, LLC | ||||||
Related Party Transaction [Line Items] | ||||||
Due to affiliates | 69 | 69 | 0 | |||
Affiliated Entity | Chartered Aircraft | ||||||
Related Party Transaction [Line Items] | ||||||
Due to affiliates | 1,216 | 1,216 | 416 | |||
Affiliated Entity | Rent and Related Office Expenses | Fortress | ||||||
Related Party Transaction [Line Items] | ||||||
Related party transaction, amounts of transaction | 280 | 99 | 821 | 491 | ||
Affiliated Entity | Rent and Administrative Expenses | Fortress, Formerly Owned Entity | ||||||
Related Party Transaction [Line Items] | ||||||
Related party transaction, amounts of transaction | 767 | 663 | 2,016 | 1,845 | ||
Affiliated Entity | Land | Florida East Coast Industries, LLC | ||||||
Related Party Transaction [Line Items] | ||||||
Operations and maintenance | 126 | $ 103 | ||||
Operating lease, expense | 378 | $ 310 | ||||
Non-current lease liabilities | 3,363 | 3,363 | $ 3,340 | |||
Affiliated Entity | Land | Jefferson Terminal South LLC | ||||||
Related Party Transaction [Line Items] | ||||||
Operations and maintenance | 30 | 30 | ||||
Non-current lease liabilities | $ 4,003 | $ 4,003 |
Segments - Narrative (Details)
Segments - Narrative (Details) | 9 Months Ended |
Sep. 30, 2023 Vessel Segment | |
Segment Reporting Information [Line Items] | |
Number of reportable segments | Segment | 2 |
Ships | |
Segment Reporting Information [Line Items] | |
Number of vessels | Vessel | 6 |
Segments - Summary of Segment I
Segments - Summary of Segment Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Segment Reporting Information, Profit (Loss) [Abstract] | |||||
Total revenues | $ 514,462,000 | $ 731,930,000 | $ 1,654,938,000 | $ 1,821,903,000 | |
Cost of sales | 191,920,000 | 393,830,000 | 602,626,000 | 874,529,000 | |
Vessel operating expenses | 11,613,000 | 20,318,000 | 36,347,000 | 61,910,000 | |
Operations and maintenance | 60,819,000 | 22,033,000 | 121,187,000 | 65,691,000 | |
Consolidated Segment Operating Margin | 250,110,000 | 295,749,000 | 894,778,000 | 819,773,000 | |
Statement of Financial Position [Abstract] | |||||
Total assets | 9,796,370,000 | 7,440,984,000 | 9,796,370,000 | 7,440,984,000 | $ 7,705,082,000 |
Other segmental financial information: | |||||
Capital expenditures | 662,717,000 | 464,050,000 | 2,911,345,000 | 917,685,000 | |
Unrealized gain (loss) on derivatives | (975,000) | 1,841,000 | |||
Inventory write-down | 0 | ||||
Not Designated as Hedging Instrument, Economic Hedge | |||||
Other segmental financial information: | |||||
Realized gain (loss) on derivative | $ 293,000 | $ (141,560,000) | |||
Hilli LLC | |||||
Other segmental financial information: | |||||
Ownership interest acquired | 50% | 50% | |||
Terminals and Infrastructure | Centrais Eletricas de Sergipe Participacoes S.A. | |||||
Other segmental financial information: | |||||
Ownership interest acquired | 50% | 50% | |||
Terminals and Infrastructure | Cost of Sales | |||||
Other segmental financial information: | |||||
Unrealized gain (loss) on derivatives | $ 107,882,000 | ||||
Inventory write-down | $ 0 | $ 6,232,000 | |||
Ships | Hilli LLC | |||||
Other segmental financial information: | |||||
Ownership interest acquired | 50% | 50% | |||
Operating Segments | |||||
Segment Reporting Information, Profit (Loss) [Abstract] | |||||
Total revenues | $ 514,462,000 | 799,097,000 | $ 1,676,332,000 | 2,048,867,000 | |
Cost of sales | 192,343,000 | 402,458,000 | 488,512,000 | 909,938,000 | |
Vessel operating expenses | 11,613,000 | 27,230,000 | 42,295,000 | 82,207,000 | |
Operations and maintenance | 60,819,000 | 30,079,000 | 121,187,000 | 89,861,000 | |
Consolidated Segment Operating Margin | 249,687,000 | 339,330,000 | 1,024,338,000 | 966,861,000 | |
Statement of Financial Position [Abstract] | |||||
Total assets | 9,796,370,000 | 7,440,984,000 | 9,796,370,000 | 7,440,984,000 | |
Other segmental financial information: | |||||
Capital expenditures | 662,717,000 | 464,050,000 | 2,911,345,000 | 917,685,000 | |
Operating Segments | Terminals and Infrastructure | |||||
Segment Reporting Information, Profit (Loss) [Abstract] | |||||
Total revenues | 447,905,000 | 687,437,000 | 1,446,017,000 | 1,711,241,000 | |
Cost of sales | 192,343,000 | 402,458,000 | 488,512,000 | 909,938,000 | |
Vessel operating expenses | 0 | 3,431,000 | 0 | 11,178,000 | |
Operations and maintenance | 60,819,000 | 30,079,000 | 121,187,000 | 89,861,000 | |
Consolidated Segment Operating Margin | 194,743,000 | 251,469,000 | 836,318,000 | 700,264,000 | |
Statement of Financial Position [Abstract] | |||||
Total assets | 8,738,875,000 | 5,366,730,000 | 8,738,875,000 | 5,366,730,000 | |
Other segmental financial information: | |||||
Capital expenditures | 662,717,000 | 451,360,000 | 2,911,345,000 | 890,558,000 | |
Operating Segments | Ships | |||||
Segment Reporting Information, Profit (Loss) [Abstract] | |||||
Total revenues | 66,557,000 | 111,660,000 | 230,315,000 | 337,626,000 | |
Cost of sales | 0 | 0 | 0 | 0 | |
Vessel operating expenses | 11,613,000 | 23,799,000 | 42,295,000 | 71,029,000 | |
Operations and maintenance | 0 | 0 | 0 | 0 | |
Consolidated Segment Operating Margin | 54,944,000 | 87,861,000 | 188,020,000 | 266,597,000 | |
Statement of Financial Position [Abstract] | |||||
Total assets | 1,057,495,000 | 2,074,254,000 | 1,057,495,000 | 2,074,254,000 | |
Other segmental financial information: | |||||
Capital expenditures | 0 | 12,690,000 | 0 | 27,127,000 | |
Consolidation and Other | |||||
Segment Reporting Information, Profit (Loss) [Abstract] | |||||
Total revenues | 0 | (67,167,000) | (21,394,000) | (226,964,000) | |
Cost of sales | (423,000) | (8,628,000) | 114,114,000 | (35,409,000) | |
Vessel operating expenses | 0 | (6,912,000) | (5,948,000) | (20,297,000) | |
Operations and maintenance | 0 | (8,046,000) | 0 | (24,170,000) | |
Consolidated Segment Operating Margin | 423,000 | (43,581,000) | (129,560,000) | (147,088,000) | |
Statement of Financial Position [Abstract] | |||||
Total assets | 0 | 0 | 0 | 0 | |
Other segmental financial information: | |||||
Capital expenditures | $ 0 | $ 0 | $ 0 | $ 0 |
Segments - Reconciliation of Ne
Segments - Reconciliation of Net loss to Operating Margin (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Segment Reporting [Abstract] | ||||||||
Net income (loss) | $ 62,338 | $ 120,100 | $ 151,566 | $ 56,231 | $ (178,431) | $ 241,181 | $ 334,004 | $ 118,981 |
Add: | ||||||||
Selling, general and administrative | 49,107 | 67,601 | 157,048 | 165,952 | ||||
Transaction and integration costs | 2,739 | 5,620 | 4,787 | 12,387 | ||||
Depreciation and amortization | 48,670 | 35,793 | 125,160 | 106,439 | ||||
Asset impairment expense | 0 | 0 | 0 | 48,109 | ||||
Interest expense | 64,822 | 63,588 | 200,891 | 156,344 | ||||
Other (income) expense, net | (2,271) | 10,214 | 16,150 | (31,613) | ||||
Loss on extinguishment of debt, net | 0 | 14,997 | 0 | 14,997 | ||||
Tax provision (benefit) | 25,194 | 9,971 | 69,476 | (126,249) | ||||
(Income) from equity method investments | (489) | 31,734 | (12,738) | 354,426 | ||||
Consolidated Segment Operating Margin | $ 250,110 | $ 295,749 | $ 894,778 | $ 819,773 |
Subsequent events (Details)
Subsequent events (Details) - Subsequent Event | 1 Months Ended | |
Oct. 30, 2023 USD ($) | Oct. 31, 2023 USD ($) financingAgreement tranch | |
Barcarena Financings | ||
Subsequent Event [Line Items] | ||
Number of long term financing agreements | financingAgreement | 2 | |
BNDES Credit Agreement | ||
Subsequent Event [Line Items] | ||
Line of credit facility, maximum borrowing capacity | $ 1,800,000,000 | |
Line of credit facility, number of tranches | tranch | 3 | |
BNDES Credit Agreement | Minimum | ||
Subsequent Event [Line Items] | ||
Fixed interest rate | 2.61% | |
BNDES Credit Agreement | Maximum | ||
Subsequent Event [Line Items] | ||
Fixed interest rate | 4.41% | |
Barcarena Debentures | Convertible Debt | ||
Subsequent Event [Line Items] | ||
Fixed interest rate | 12% | |
Outstanding principal balance | $ 200,000,000 | |
Debt instrument, interest rate, increase (decrease) | 1.25% | |
Term Loan B Credit Agreement | Secured Debt | ||
Subsequent Event [Line Items] | ||
Outstanding principal balance | $ 856,000,000 | |
Debt instrument, terms of maturity, period before maturity of notes | 60 days | |
Debt instrument, periodic payment | $ 2,100,000 | |
Term Loan B Credit Agreement | Secured Overnight Financing Rate (SOFR) | Secured Debt | ||
Subsequent Event [Line Items] | ||
Variable interest rate | 5% |