Item 7.01 Regulation FD Disclosure.
On March 15, 2023, Rio Grande LNG, LLC ("RGLNG"), a wholly owned subsidiary of
NextDecade Corporation ("NextDecade"), amended its EPC agreements with Bechtel
Energy Inc. for the construction of the first three trains ("Trains 1-3") of the
Rio Grande LNG export facility at the Port of Brownsville, Texas (the "Rio
Grande Facility") to extend the price validity under such agreements to June 15,
2023. As disclosed in NextDecade's Annual Report on Form 10-K for the year ended
December 31, 2022 filed with the Securities and Exchange Commission on March 10,
2023, NextDecade currently estimates the aggregate lump-sum EPC cost to
construct Trains 1-3 of the Rio Grande Facility at approximately $11.5 billion.
The final EPC lump-sum contract pricing for Trains 1-3 of the Rio Grande
Facility will be determined prior to a final investment decision ("FID") on
Trains 1-3 of the Rio Grande Facility and is subject to change, including if
RGLNG does not issue a full notice to proceed to Bechtel on or before June 15,
2023, unless extended by mutual agreement of the parties thereto.
NextDecade is currently targeting a positive FID on Trains 1-3 of the Rio Grande
Facility before the end of the second quarter of 2023, with FIDs of the
remaining trains to follow thereafter.
This Current Report on Form 8-K contains forward-looking statements within the
meaning of U.S. federal securities laws. Statements that do not relate strictly
to historical or current facts are forward-looking. These statements have been
based on assumptions and analysis made by NextDecade in light of current
expectations, perceptions of historical trends, current conditions and
projections about future events and trends and involve a number of known and
unknown risks, which may cause actual results to differ materially from
expectations expressed or implied in the forward-looking statements. An
extensive list of factors that can affect future results are discussed in
NextDecade's most recent Annual Report on Form 10-K and other documents filed
from time to time with the Securities and Exchange Commission. Additionally, any
development of the Rio Grande Facility remains contingent upon completing
required commercial agreements, securing all financing commitments and potential
tax incentives, achieving other customary conditions and making a final
investment decision to proceed. The forward-looking statements in this Current
Report on Form 8-K speak as of the date hereof. Although NextDecade believes
that the expectations reflected in these forward-looking statements are
reasonable, it can give no assurance that the expectations will prove to be
correct. NextDecade may from time to time voluntarily update its prior
forward-looking statements, however, it disclaims any commitment to do so except
as required by securities laws.
The information furnished in Item 7.01 of this Current Report on Form 8-K is
being furnished pursuant to Item 7.01 of Form 8-K and, according to general
instruction B.2. thereunder, the information in this Item 7.01 of this Current
Report shall not be deemed "filed" for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to
the liabilities of that section. The information in this Item 7.01 of this
Current Report shall not be incorporated by reference into any filing under the
Securities Act of 1933, as amended, or the Exchange Act, except as expressly set
forth by specific reference in such filing.
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