New Fortress Energy Inc. (NASDAQ: NFE) announced that its subsidiary NFE Brazil Financing Limited has secured commitments for an $885 million senior secured notes offering. The notes will carry a 12.00% annual interest rate and mature in three years from the issue date.

The commitments come from existing holders of NFE's 12.00% senior notes due 2029. Interest payments will be made in kind semi-annually on May 15 and November 15. The notes will not include call protection or financial covenants.

NFE Brazil plans to allocate the proceeds across four areas: approximately $368 million for operations, capital expenditures, and working capital needs; $52 million to refinance an existing bridge term loan; $420 million to refinance current Brazil financing notes; and $45 million for cash reserves related to a UK restructuring plan.

The notes will be secured by first priority liens consistent with existing Brazil financing notes. New Fortress Energy and NFE Brazil Funding LP will not provide credit support for the financing.

The offering is part of a broader recapitalization plan where NFE's Brazil operations will be separated and owned by institutional investors. The transaction is expected to close in the third quarter of 2026, subject to regulatory approvals and customary conditions.

Following separation, the Brazilian entity will operate as an independent energy infrastructure platform focused on liquefied natural gas importation, regasification, and power generation, with assets in Barcarena and Santa Catarina.

The notes will be convertible into debt or equity of NFE Brazil upon approval from the new board, holders of at least 66.67% of outstanding notes, and NFE Brazil. The parties plan to list the notes on a recognized stock exchange for UK tax purposes.