0001140361-17-047547.txt : 20171227 0001140361-17-047547.hdr.sgml : 20171227 20171227212159 ACCESSION NUMBER: 0001140361-17-047547 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20171222 FILED AS OF DATE: 20171227 DATE AS OF CHANGE: 20171227 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Bonanno Matthew W CENTRAL INDEX KEY: 0001713094 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36842 FILM NUMBER: 171276993 MAIL ADDRESS: STREET 1: C/O YORK CAPITAL MANAGEMENT STREET 2: 767 FIFTH AVE., 17TH FL. CITY: NEW YORK STATE: NY ZIP: 10153 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Magid David CENTRAL INDEX KEY: 0001713095 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36842 FILM NUMBER: 171276992 MAIL ADDRESS: STREET 1: C/O YORK CAPITAL MANAGEMENT STREET 2: 767 FIFTH AVE., 17TH FL. CITY: NEW YORK STATE: NY ZIP: 10153 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Vrattos William C CENTRAL INDEX KEY: 0001713098 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36842 FILM NUMBER: 171276991 MAIL ADDRESS: STREET 1: YORK CAPITAL MANAGEMENT STREET 2: 767 FIFTH AVE., 17TH FL. CITY: NEW YORK STATE: NY ZIP: 10153 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: York European Distressed Credit Fund II, L.P. CENTRAL INDEX KEY: 0001639573 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36842 FILM NUMBER: 171276994 BUSINESS ADDRESS: STREET 1: 190 ELGIN AVENUE, GEORGE TOWN CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-9005 BUSINESS PHONE: 345-943-3100 MAIL ADDRESS: STREET 1: 190 ELGIN AVENUE, GEORGE TOWN CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-9005 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Dinan Management L.L.C. CENTRAL INDEX KEY: 0001713106 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36842 FILM NUMBER: 171276995 BUSINESS ADDRESS: STREET 1: C/O YORK CAPITAL MANAGEMENT STREET 2: 767 FIFTH AVE., 17TH FL. CITY: NEW YORK STATE: NY ZIP: 10153 BUSINESS PHONE: 212-300-1300 MAIL ADDRESS: STREET 1: C/O YORK CAPITAL MANAGEMENT STREET 2: 767 FIFTH AVE., 17TH FL. CITY: NEW YORK STATE: NY ZIP: 10153 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: York European Distressed Credit Holdings II, LLC CENTRAL INDEX KEY: 0001713840 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36842 FILM NUMBER: 171276996 BUSINESS ADDRESS: STREET 1: C/O YORK CAPITAL MANAGEMENT STREET 2: 767 FIFTH AVE., 17TH FL. CITY: NEW YORK STATE: NY ZIP: 10153 BUSINESS PHONE: 212-300-1300 MAIL ADDRESS: STREET 1: C/O YORK CAPITAL MANAGEMENT STREET 2: 767 FIFTH AVE., 17TH FL. CITY: NEW YORK STATE: NY ZIP: 10153 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: York Capital Management Global Advisors, LLC CENTRAL INDEX KEY: 0001480532 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36842 FILM NUMBER: 171276997 BUSINESS ADDRESS: STREET 1: 767 FIFTH AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10153 BUSINESS PHONE: 212-300-1300 MAIL ADDRESS: STREET 1: 767 FIFTH AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10153 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NextDecade Corp. CENTRAL INDEX KEY: 0001612720 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION & DISTRIBUTION [4923] IRS NUMBER: 465723951 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3 WATERWAY SQUARE PLACE CITY: THE WOODLANDS STATE: TX ZIP: 77380 BUSINESS PHONE: 832-403-1874 MAIL ADDRESS: STREET 1: 3 WATERWAY SQUARE PLACE CITY: THE WOODLANDS STATE: TX ZIP: 77380 FORMER COMPANY: FORMER CONFORMED NAME: Harmony Merger Corp. DATE OF NAME CHANGE: 20140703 4 1 form4.xml FORM 4 X0306 4 2017-12-22 0001612720 NextDecade Corp. NEXT 0001480532 York Capital Management Global Advisors, LLC 767 FIFTH AVENUE 17TH FLOOR NEW YORK NY 10153 true true 0001713840 York European Distressed Credit Holdings II, LLC C/O YORK CAPITAL MGMT GLOBAL ADVISORS 767 FIFTH AVENUE, 17TH FLOOR NEW YORK NY 10153 true true 0001713106 Dinan Management L.L.C. C/O YORK CAPITAL MGMT GLOBAL ADVISORS 767 FIFTH AVENUE, 17TH FLOOR NEW YORK NY 10153 true true 0001639573 York European Distressed Credit Fund II, L.P. C/O YORK CAPITAL MGMT GLOBAL ADVISORS 767 FIFTH AVENUE, 17TH FLOOR NEW YORK NY 10153 true true 0001713094 Bonanno Matthew W C/O YORK CAPITAL MGMT GLOBAL ADVISORS 767 FIFTH AVENUE, 17TH FLOOR NEW YORK NY 10153 true 0001713095 Magid David C/O YORK CAPITAL MGMT GLOBAL ADVISORS 767 FIFTH AVENUE, 17TH FLOOR NEW YORK NY 10153 true 0001713098 Vrattos William C C/O YORK CAPITAL MGMT GLOBAL ADVISORS 767 FIFTH AVENUE, 17TH FLOOR NEW YORK NY 10153 true Common Stock, $ 0.0001 par value 2017-12-22 4 S 0 33000 8.85 D 68902911 I See footnotes See Exhibit 99.1 for text of footnote (1). See Exhibit 99.1 for text of footnote (2). See Exhibit 99.1 for text of footnote (3). See Exhibit 99.1 for text of footnote (4). See Exhibit 99.1 for text of footnote (5). Exhibit 99.1 (Footnotes) and Exhibit 99.2 (Joint Filer Information) are incorporated herein by reference. This Form 4 is the second of two Forms 4 being filed relating to the same event. The Form 4 has been split into two filings because there are more than ten Reporting Persons in total, and the SEC's EDGAR filing system limits a single Form 4 to a maximum of ten Reporting Persons. Each Form 4 will be filed by Designated Filer York Capital Management Global Advisors LLC. York Capital Management Global Advisors LLC, By: /s/ Richard P. Swanson, Title: General Counsel 2017-12-27 EX-99.1 2 ex99_1.htm EXHIBIT 99.1
Exhibit 99.1

Name and Address of Reporting Person:
York Capital Management Global Advisors LLC
767 Fifth Avenue
New York, NY 10153

Issuer Name and Ticker or Trading Symbol:
NextDecade Corporation [NEXT]

Date of Earliest Transaction to be Reported
(Month/Day/Year):
December 22, 2017

Footnotes to Form 4

(1) This statement is being filed by the following Reporting Persons: York Capital Management Global Advisors LLC (“YGA”); York Capital Management, L.P. (“York Capital”); York Credit Opportunities Fund, L.P. (“York Credit Opportunities”); York Credit Opportunities Investments Master Fund, L.P. (York Credit Opportunities Master”); York European Distressed Credit Fund II, L.P. (“York European Fund”); York Multi-Strategy Master Fund, L.P. (“York Multi-Strategy”); Dinan Management, L.L.C. (“Dinan Management”); York Credit Opportunities Domestic Holdings, LLC (“York Credit Opportunities Domestic”); York European Distressed Credit Holdings II, LLC (“York European Holdings”); Matthew Bonnano; David Magid; and William Vrattos.

(2) Represents: 6,134 shares sold by York Capital; 7,801 shares sold by York Credit Opportunities; 8,383 shares sold by York Credit Opportunities Master; 1,675 shares sold by York European Fund; and 9,007 shares sold by York Multi-Strategy.

(3) Represents 11,012,926 shares directly held by York Capital (including 1,807,584 shares issuable pursuant to that certain Agreement and Plan of Merger, dated April 17, 2017, by and among Hamony Merger Corporation, Harmony Merger Sub, LLC, NextDecade, LLC and certain members of NextDecade, LLC and entities affiliated with such members (the “Merger Agreement”) upon the satisfaction of certain milestones), 14,010,191 shares directly held by York Credit Opportunities (including 2,303,585 shares issuable pursuant to the Merger Agreement upon the satisfaction of certain milestones), 9,718,880 shares held directly held by York Select Strategy Master Fund, L.P. (including 1,557,458 contingent shares issuable pursuant to the Merger Agreement upon the satisfaction of certain milestones), 15,038,230 shares directly held by York Credit Opportunities Master (including 2,441,678 shares issuable pursuant to the Merger Agreement upon the satisfaction of certain milestones), 3,004,188 shares directly held by York European (including 487,774 shares issuable pursuant to the Merger Agreement upon the satisfaction of certain milestones), and 16,157,014 shares directly held by York Multi-Strategy (including 2,623,329 shares issuable pursuant to the Merger Agreement upon the satisfaction of certain milestones).

(4)  YGA is the sole managing member of: Dinan Management, which in turn is the general partner of each of York Capital and York Multi-Strategy; Select Domestic Holdings, LLC, which in turn is the general partner of York Select Strategy Master Fund L.P.; York European Holdings, which in turn is the general partner of York European Fund; and York Credit Opportunities Domestic, which in turn is the general partner of York Credit Opportunities and York Credit Opportunities Master. Mr. Bonnano is a Partner and Co-Head of North American Credit at York Capital and director of the Issuer. Mr. Magid is a Research Analyst at York Capital and a director of the Issuer.  Mr. Vrattos is a Partner and Co-Chief Investment Officer at York Capital and director of the Issuer.
 
(5) Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein, except to the extent of its or his pecuniary interest.
 
 
 EX-99.2 3 ex99_2.htm EXHIBIT 99.2
Exhibit 99.2

Joint Filer Information

Name of Joint Filer:
York Capital Management, L.P.

Address of Joint Filer:
767 Fifth Avenue, 17th Floor
New York, NY 10153

Relationship of Joint Filer to Issuer:
Director, 10% Owner

Issuer Name and Ticker or Trading Symbol:
NextDecade Corporation [NEXT]

Date of Earliest Transaction Required
to be Reported (Month/Day/Year):
December 22, 2017

Designated Filer:
York Capital Management Global Advisors, LLC

Signature:

York Capital Management, L.P.
By: Dinan Management, L.L.C., its general partner

/s/ Richard P. Swanson
  
Name: Richard P. Swanson
Title: General Counsel

December 27, 2017

Date
Page 1 of 11
Exhibit 99.2

Joint Filer Information

Name of Joint Filer:
Dinan Management, L.L.C.

Address of Joint Filer:
c/o York Capital Management L.P.
767 Fifth Avenue, 17th Floor
New York, NY 10153

Relationship of Joint Filer to Issuer:
Director, 10% Owner

Issuer Name and Ticker or Trading Symbol:
NextDecade Corporation [NEXT]

Date of Earliest Transaction Required
to be Reported (Month/Day/Year):
December 22, 2017

Designated Filer:
York Capital Management Global Advisors, LLC

Signature:

Dinan Management, L.L.C.

/s/ Richard P. Swanson
  
Name: Richard P. Swanson
Title: General Counsel

December 27, 2017

Date
Page 2 of 11
Exhibit 99.2

Joint Filer Information

Name of Joint Filer:
York Multi-Strategy Master Fund, L.P.

Address of Joint Filer:
c/o York Capital Management, L.P.
767 Fifth Avenue, 17th Floor
New York, NY 10153

Relationship of Joint Filer to Issuer:
Director, 10% Owner

Issuer Name and Ticker or Trading Symbol:
NextDecade Corporation [NEXT]

Date of Earliest Transaction Required
to be Reported (Month/Day/Year):
December 22, 2017

Designated Filer:
York Capital Management Global Advisors, LLC

Signature:

York Multi-Strategy Master Fund, L.P.
By: Dinan Management, its general partner

/s/ Richard P. Swanson
  
Name: Richard P. Swanson
Title: General Counsel

December 27, 2017

Date
Page 3 of 11
Exhibit 99.2

Joint Filer Information

Name of Joint Filer:
York Credit Opportunities Fund, L.P.

Address of Joint Filer:
c/o York Capital Management, L.P.
767 Fifth Avenue, 17th Floor
New York, NY 10153

Relationship of Joint Filer to Issuer:
Director, 10% Owner

Issuer Name and Ticker or Trading Symbol:
NextDecade Corporation [NEXT]

Date of Earliest Transaction Required
to be Reported (Month/Day/Year):
December 22, 2017

Designated Filer:
York Capital Management Global Advisors, LLC

Signature:

York Credit Opportunities Fund, L.P.
By: Dinan Management, L.L.C., its general partner

/s/ Richard P. Swanson
  
Name: Richard P. Swanson
Title: General Counsel

December 27, 2017

Date
 
Page 4 of 11
Exhibit 99.2

Joint Filer Information

Name of Joint Filer:
York Credit Opportunities Investments Master Fund, L.P.

Address of Joint Filer:
c/o York Capital Management, L.P.
767 Fifth Avenue, 17th Floor
New York, NY 10153

Relationship of Joint Filer to Issuer:
Director, 10% Owner

Issuer Name and Ticker or Trading Symbol:
NextDecade Corporation [NEXT]

Date of Earliest Transaction Required
to be Reported (Month/Day/Year):
December 22, 2017

Designated Filer:
York Capital Management Global Advisors, LLC

Signature:

York Credit Opportunities Investments Master Fund, L.P.
By: Dinan Management, L.L.C., its general partner

/s/ Richard P. Swanson
  
Name: Richard P. Swanson
Title: General Counsel

December 27, 2017

Date
Page 5 of 11
Exhibit 99.2

Joint Filer Information

Name of Joint Filer:
York Credit Opportunities Domestic Holdings, LLC

Address of Joint Filer:
c/o York Capital Management, L.P.
767 Fifth Avenue, 17th Floor
New York, NY 10153

Relationship of Joint Filer to Issuer:
Director, 10% Owner

Issuer Name and Ticker or Trading Symbol:
NextDecade Corporation [NEXT]

Date of Earliest Transaction Required
to be Reported (Month/Day/Year):
December 22, 2017

Designated Filer:
York Capital Management Global Advisors, LLC

Signature:

York Credit Opportunities Domestic Holdings, LLC

/s/ Richard P. Swanson
  
Name: Richard P. Swanson
Title: General Counsel

December 27, 2017

Date
 
Page 6 of 11
Exhibit 99.2

Joint Filer Information

Name of Joint Filer:
York European Distressed Credit Fund II, L.P.

Address of Joint Filer:
c/o York Capital Management, L.P.
767 Fifth Avenue, 17th Floor
New York, NY 10153

Relationship of Joint Filer to Issuer:
Director, 10% Owner

Issuer Name and Ticker or Trading Symbol:
NextDecade Corporation [NEXT]

Date of Earliest Transaction Required
to be Reported (Month/Day/Year):
December 22, 2017

Designated Filer:
York Capital Management Global Advisors, LLC

Signature:

York European Distressed Credit Fund II, L.P.
By: Dinan Management, L.L.C., its general partner

/s/ Richard P. Swanson
  
Name: Richard P. Swanson
Title: General Counsel

December 27, 2017

Date
Page 7 of 11
Exhibit 99.2

Joint Filer Information

Name of Joint Filer:
York European Distressed Credit Holdings II, LLC

Address of Joint Filer:
c/o York Capital Management, L.P.
767 Fifth Avenue, 17th Floor
New York, NY 10153

Relationship of Joint Filer to Issuer:
Director, 10% Owner

Issuer Name and Ticker or Trading Symbol:
NextDecade Corporation [NEXT]

Date of Earliest Transaction Required
to be Reported (Month/Day/Year):
December 22, 2017

Designated Filer:
York Capital Management Global Advisors, LLC

Signature:

York European Distressed Credit Holdings II, LLC

/s/ Richard P. Swanson
  
Name: Richard P. Swanson
Title: General Counsel

December 27, 2017

Date
 
Page 8 of 11
Exhibit 99.2

Joint Filer Information

Name of Joint Filer:
Matthew Bonanno

Address of Joint Filer:
c/o York Capital Management, L.P.
767 Fifth Avenue, 17th Floor
New York, NY 10153

Relationship of Joint Filer to Issuer:
Director

Issuer Name and Ticker or Trading Symbol:
NextDecade Corporation [NEXT]

Date of Earliest Transaction Required
to be Reported (Month/Day/Year):
December 22, 2017

Designated Filer:
York Capital Management Global Advisors, LLC

Signature:

/s/ Matthew Bonanno
  
Name: Matthew Bonanno

December 27, 2017

Date
Page 9 of 11
Exhibit 99.2

Joint Filer Information

Name of Joint Filer:
David Magid

Address of Joint Filer:
c/o York Capital Management, L.P.
767 Fifth Avenue, 17th Floor
New York, NY 10153

Relationship of Joint Filer to Issuer:
Director

Issuer Name and Ticker or Trading Symbol:
NextDecade Corporation [NEXT]

Date of Earliest Transaction Required
to be Reported (Month/Day/Year):
December 22, 2017

Designated Filer:
York Capital Management Global Advisors, LLC

Signature:

/s/ David Magid
  
Name: David Magid

December 27, 2017

Date
Page 10 of 11
Exhibit 99.2

Joint Filer Information

Name of Joint Filer:
William Vrattos

Address of Joint Filer:
c/o York Capital Management, L.P.
767 Fifth Avenue, 17th Floor
New York, NY 10153

Relationship of Joint Filer to Issuer:
Director

Issuer Name and Ticker or Trading Symbol:
NextDecade Corporation [NEXT]

Date of Earliest Transaction Required
to be Reported (Month/Day/Year):
December 22, 2017

Designated Filer:
York Capital Management Global Advisors, LLC

Signature:

/s/ William Vrattos
  
Name: William Vrattos

December 27, 2017

Date
Page 11 of 11