Earlier this year, NFE received a notice from Nasdaq on non-compliance with the latter’s listing rule for not submitting its quarterly report to the SEC.
NFE also delayed the filing of its second-quarter results due to ongoing negotiations related to additional credit support.
The company reported a net loss of $557 million in the second quarter of 2025.
According to a SEC filing dated November 12, NFE said it is working “diligently” and plans to file its quarterly report on Form 10-Q for the three months ended September 30, 2025 “as soon as practicable.”
The company believes it is necessary to file for an extension of the filing of the quarterly report to “accurately reflect the outcome of significant ongoing negotiations related to amendments to institute covenant holidays with respect to financial covenants in certain debt agreements and a forbearance with respect to a scheduled payment of interest due November 17, 2025, on its new 2029 notes that, if not granted, would require the company to consider the impact of events of defaults in such debt agreements on the vompany’s liquidity, which is likely to be material and adverse.”
The outcome of these agreements would also require the company to consider the impact on the disclosures contained in the interim unaudited financial statements for the interim period ended September 30, 2025.
As a result, NFE has determined that it is “unable, without unreasonable effort or expense, to file its quarterly report within the prescribed time period.”
Improving capital structure
As previously reported, NFE has initiated a process to evaluate its strategic alternatives to improve its capital structure.
The company, along with its advisors, is considering all options available, including asset sales, capital raising, debt amendments and refinancing transactions, and other strategic transactions that seek to provide additional liquidity and relief from acceleration under its debt agreements.
As part of this process, the company is engaging in discussions with “various existing stakeholders and potential investors,” NFE said.
“There are inherent uncertainties as the outcome of these negotiations and potential transactions are outside management’s control, and therefore there are no assurances that management will be successful in these negotiations and that any of these potential transactions will occur,” NFE said.
In addition, there can be no assurances that these transactions will sufficiently improve the company’s liquidity or that the company will otherwise realize the anticipated benefits.
“Moreover, if the company fails to obtain the amendments and forbearance described above, the company may be required or compelled to pursue additional restructuring initiatives to preserve value and optionality, including possible out of court restructurings, or in-court relief, which could have a material and adverse impact on our stockholders,” NFE said.
