New Fortress forces through US$3bn debt, equity recap

IFR 2554 - 05 Oct 2024 - 11 Oct 2024
2 min read
Americas
Stephen Lacey

In an eventful week, New Fortress Energy secured US$400m from a stock sale ahead of the US market open on Tuesday, announced the launch of a long-delayed project, and completed a controversial US$2.6bn debt recapitalisation.

Already the focus of class-action shareholder lawsuits, the liquefied natural gas project developer negotiated terms of the recapitalisation behind closed doors, making whole select bondholders while excluding others from the process.

Morgan Stanley conducted “selective outreach” ahead of pricing 46.3m shares on Tuesday morning at US$8.63, a 5.1% discount to the US$9.09 Monday closing price. Joined by nine additional banks post-pricing, the bank also benefited from reverse investor inquiry.

Wes Edens, New Fortress’s CEO and co-founder of Fortress Investment Group, led the outreach by agreeing to purchase 5.8m shares in the offering, slightly diluting his 35.4% stake, according to LSEG data.

New Fortress shares jumped to as high as US$11.32 in the aftermath of the equity financing on Tuesday before fading to close that day at US$9.68.

On top of the US$400m equity raise, New Fortress separately issued US$2.6bn of new 12% senior secured HY debt maturing in 2029. It used a portion of those proceeds to fully redeem US$875m of 6.75% HY debt maturing in September 2025, and US$1.4bn to take out a similar amount of 6.5% and 8.75% HY bonds maturing in 2026 and 2029.

The recapitalisation required consent from a majority of the 6.75% and 8.75% bondholders and was contingent upon raising at least US$250m of equity.

The net result is that New Fortress raised US$725m of new capital to help provide a bridge to positive free cashflow next year.

Yet law firms are planning to file class action suits alleging New Fortress over-promised investors.

“New Fortress’s Fast LNG projects failed to fulfil the company’s public statements that its FLNG 1 project would be in service by March 2024,” law firm Levi & Korsinsky wrote in one class action lawsuit.

New Fortress expanded its debt load to US$5.6bn, from US$5.3bn, and will now pay US$539m instead of US$386m to service it, according to Levi & Korsinsky and based upon management presentations.

The 2019 US$292m IPO priced at US$14.