New Fortress Energy Inc.

10/04/2024 | Press release | Distributed by Public on 10/04/2024 14:22

Material Event Form 8 K

Item 8.01. Other Events.
On October 4, 2024, New Fortress Energy Inc. (the "Company") filed a prospectus supplement (the "Resale Prospectus Supplement") to its previously filed automatic shelf registration statement on Form S-3 (File No. 333-277611) registering the resale of up to an aggregate of 10,804,718 shares of the Company's Class A common stock, par value $0.01 per share (the "Shares") which may be used by Ceiba Energy US LP, the selling securityholder identified therein (the "Selling Securityholder"), to resell the Shares covered thereby.
The Shares are issuable upon conversion of the 4.8% Series B Convertible Preferred Stock of the Company, par value $0.01 per share, issued pursuant to a Certificate of Designations, dated October 1, 2024, to the Selling Securityholder pursuant to an Exchange Agreement, dated as of September 23, 2024, by and between the Company and the Selling Securityholder. The Company will not receive any proceeds from any sale of Shares by the Selling Securityholder.
The Company is filing this report to provide the legal opinion as to the validity of the Shares covered by the Resale Prospectus Supplement, which opinion is attached hereto as Exhibit 5.1.