NextDecade, Harmony sign all-stock, $1-B merger agreement

NEW YORK, NY and THE WOODLANDS, TX – Privately held NextDecade, LLC and Harmony Merger Corp. jointly announced that they have signed a definitive agreement for a business combination transaction, which would result in NextDecade becoming a publicly listed company.

NextDecade is a privately held LNG development company focused on LNG export projects and associated pipelines in Texas. Harmony is a publicly traded special purpose acquisition company whose objective is to take a company public via a reverse merger.

Photo Courtesy of NextDecade.

Harmony currently has approximately $112.8 MM of cash in trust.  Assuming no redemptions by Harmony stockholders, the all-stock transaction is expected to yield a combined entity with a pro forma enterprise value of more than $1.0 B at closing, with up to an additional $200 MM of contingent stock consideration to be paid to NextDecade’s members upon the achievement of certain milestones. Assuming no redemptions by Harmony stockholders, current Harmony stockholders will own approximately 13% of the combined company immediately following consummation of the Business Combination.  

Harmony’s Board of Directors and Special Advisor have approved the terms of the merger agreement and has recommended that its stockholders approve the transaction. NextDecade’s Board of Managers and NextDecade’s members have approved the terms of the transaction. Completion of the Business Combination is subject to approval of the Harmony stockholders and certain customary conditions. The Business Combination is expected to close late in the second quarter of 2017.

“We believe a transaction with Harmony will strengthen our ability to bring competitively priced, US-produced LNG to the world market in the early part of the next decade,” said Kathleen Eisbrenner, NextDecade Founder and CEO. “Our choice of proven technology and strategic South Texas project location combined with our experienced management team and strong industry relationships are some of the many reasons that both potential customers and investors have demonstrated interest in NextDecade.”

NextDecade’s principal equity holders include funds managed by York Capital Management, Valinor Management, and Halcyon Capital Management, who together own a majority interest in NextDecade.

• Most Read
• Most Commented