Filing Details

Accession Number:
0001140361-19-002606
Form Type:
4
Zero Holdings:
No
Publication Time:
2019-02-06 17:13:33
Reporting Period:
2019-02-04
Accepted Time:
2019-02-06 17:13:33
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1749723 New Fortress Energy Llc NFE () 4
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1124465 A Randal Nardone 111 W. 19Th Street, 8Th Floor
New York NY 10011
No No No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Class A Shares Acquisiton 2019-02-04 2,500,000 $14.00 2,500,000 No 4 P Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Direct
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Class B Shares 147,058,824 Indirect See Footnote
Reported Derivative Holdings
Sec. Name Sec. Type Price Date Expiration Date Amount Remaning Holdings Nature of Ownership
Class A Shares New Fortress Intermediate LLC Units $0.00 147,058,824 147,058,824 Indirect
Expiration Date Amount Remaning Holdings Nature of Ownership
147,058,824 147,058,824 Indirect
Footnotes
  1. 2,500,000 Class A shares representing limited liability company interests in New Fortress Energy LLC (the "Issuer") were purchased in the Issuer's initial public offering.
  2. Class B shares represent limited liability company interests in the Issuer and have no economic right, but entitles its holder to one vote per Class B share on all matters to be voted on by shareholders generally.
  3. These Class B shares and common units ("NFI LLC Units") of New Fortress Intermediate LLC ("NFI") are held directly by New Fortress Energy Holdings LLC ("New Fortress Energy Holdings"). New Fortress Energy Holdings is majority owned and controlled by Fortress Equity Partners (A) LP (the "Fortress Shareholder"). The Fortress Shareholder is controlled by Wesley R. Edens, the Issuer's Chief Executive Officer. Mr. Edens exercises voting power over the shares held by New Fortress Energy Holdings and may be deemed to be the beneficial owner thereof. The reporting person has the right to acquire beneficial ownership of his pro rata portion of the Class B shares and corresponding NFI LLC Units held directly by New Fortress Energy Holdings at his election pursuant to the limited liability company agreement of NFI (the "NFI LLC Agreement") and may be deemed to share dispositive power over such Class B shares and NFI LLC Units.
  4. The NFI LLC Agreement provides certain holders of NFI LLC Units with certain rights to cause NFI to acquire all or a portion of the NFI LLC Units (the "Redemption Right") for, at NFI's election, (a) Class A shares at a redemption ratio of one Class A share for each NFI LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a Class A share on the trading day that is immediately prior to the date of the redemption. The NFI LLC Units and the right to exercise the Redemption Right have no expiration date.