0000899140-19-000509.txt : 20190820 0000899140-19-000509.hdr.sgml : 20190820 20190820164149 ACCESSION NUMBER: 0000899140-19-000509 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20190820 DATE AS OF CHANGE: 20190820 GROUP MEMBERS: STANLEY DRUCKENMILLER SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: New Fortress Energy LLC CENTRAL INDEX KEY: 0001749723 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS DISTRIBUTION [4924] IRS NUMBER: 831482060 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-90848 FILM NUMBER: 191040196 BUSINESS ADDRESS: STREET 1: 111 W. 19TH STREET STREET 2: 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10011 BUSINESS PHONE: (516) 268-7400 MAIL ADDRESS: STREET 1: 111 W. 19TH STREET STREET 2: 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10011 FORMER COMPANY: FORMER CONFORMED NAME: NFE Financial Holdings LLC DATE OF NAME CHANGE: 20180808 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Duquesne Family Office LLC CENTRAL INDEX KEY: 0001536411 IRS NUMBER: 273934850 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 40 WEST 57TH STREET, 25TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: (212) 830-6500 MAIL ADDRESS: STREET 1: 40 WEST 57TH STREET, 25TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 SC 13G 1 d13g082019a.htm SCHEDULE 13G
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 

SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No.    )*
 


NEW FORTRESS ENERGY LLC
(Name of Issuer)
Class A Common Stock, no par value
(Title of Class of Securities)

644393100
(CUSIP Number)
August 14, 2019
(Date of Event which Requires Filing of this Statement)
 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
 
*
The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 


CUSIP NO. 644393100
 
Page 2 of 6 Pages
 
             
  1. 
 
Names of Reporting Persons
 
Duquesne Family Office LLC
 
  2.
 
Check the Appropriate Box If a Member of a Group (See Instructions)
a.  ☐        
b.  ☒ 
  3.
 
SEC Use Only
 
 
  4.
 
Citizenship or Place of Organization
 
Delaware
 
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With
 
  
5. 
  
Sole Voting Power
 
0
 
  
6.
  
Shared Voting Power
 
0
 
  
7.
  
Sole Dispositive Power
 
0
 
  
8.
  
Shared Dispositive Power
 
0
 
  9.
 
Aggregate Amount Beneficially Owned by Each Reporting Person
 
0
 
10.
 
Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  ☐
 
 
11.
 
Percent of Class Represented By Amount in Row (9)
 
0.0%
 
12.
 
Type of Reporting Person (See Instructions)
 
CO
 
 


CUSIP NO. 644393100
 
Page 3 of 6 Pages
 
             
  1. 
 
Names of Reporting Persons
 
Stanley Druckenmiller
 
  2.
 
Check the Appropriate Box If a Member of a Group (See Instructions)
a.  ☐        
b.  ☒ 
  3.
 
SEC Use Only
 
 
  4.
 
Citizenship or Place of Organization
 
Delaware
 
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With
 
  
5. 
  
Sole Voting Power
 
0
 
  
6.
  
Shared Voting Power
 
0
 
  
7.
  
Sole Dispositive Power
 
0
 
  
8.
  
Shared Dispositive Power
 
0
 
  9.
 
Aggregate Amount Beneficially Owned by Each Reporting Person
 
0
 
10.
 
Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  ☐
 
 
11.
 
Percent of Class Represented By Amount in Row (9)
 
0.0%
 
12.
 
Type of Reporting Person (See Instructions)
 
IN
 
 


CUSIP NO. 644393100
  
Page 4 of 6 Pages

Item 1(a).
  
Name of Issuer:
   
 
  
New Fortress Energy LLC
   
Item 1(b).
  
Address of the Issuer’s Principal Executive Offices:
   
 
  
111 W. 19th St., 8th Floor
New York, NY 10011
   
Item 2(a).
  
Name of Person Filing
   
 
  
This statement is filed by (i) Duquesne Family Office LLC and (ii) Stanley Druckenmiller.
 
Duquesne Family Office LLC and Stanley Druckenmiller have entered into a Joint Filing Agreement, a copy of which is filed with this Schedule 13G as Exhibit 99.1, pursuant to which they have agreed to file this Schedule 13G jointly in accordance with the provisions of Rule 13d-1(k) of the Act.
   
Item 2(b).
  
Address of Principal Business Office or, if None, Residence:
   
 
  
The address of the principal business office of each of Duquesne Family Office LLC and Stanley Druckenmiller is 40 West 57th Street, 25th Floor New York, New York, 10019.
   
Item 2(c).
  
Citizenship:
   
   
Duquesne Family Office LLC is a Delaware limited liability company.  Mr. Druckenmiller is a United States citizen.
 
     
Item 2(d).
  
Title of Class of Securities:
   
 
  
Class A Common Stock
     
Item 2(e).
  
CUSIP Number:
   
 
  
644393100
 
Item 3.
  
If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
 
 
  
This Item 3 is not applicable.
   
Item 4.
  
Ownership:
 
The percentages used herein are calculated based upon a total of 20,872,986 Class A Common Stock outstanding as of August 8, 2019.
   
Item 4(a).
  
Amount Beneficially Owned:
 
 
  
 0 shares of  Class A Common Stock
   
Item 4(b).
  
Percent of Class:
 
 
  
0.0% of the total number of shares of Class A Common Stock outstanding.
   


CUSIP NO. 644393100
  
Page 5 of 6 Pages

Item 4(c)
 
Number of shares as to which such person has:
     
   
Duquesne Family Office LLC
   
(i)
  
Sole power to vote or direct the vote
  
0
(ii)
  
Shared power to vote or to direct the vote
  
0
(iii)
  
Sole power to dispose or to direct the disposition of
  
  0
(iv)
  
Shared power to dispose or to direct the disposition of
  
0

Stanley Druckenmiller
   
(i)
  
Sole power to vote or direct the vote
  
0
(ii)
  
Shared power to vote or to direct the vote
  
0
(iii)
  
Sole power to dispose or to direct the disposition of
  
  0
(iv)
  
Shared power to dispose or to direct the disposition of
  
0

Duquesne Family Office LLC and Stanley Druckenmiller own directly no Class A Common Stock. Pursuant to a management agreement, Duquesne Family Office LLC maintains investment and voting power with respect to the securities held by certain investment funds it manages.  Mr. Druckenmiller, as managing member, controls Duquesne Family Office LLC.  By reason of the provisions of Rule 13d-3 of the Act each of Duquesne Family Office LLC and Mr. Druckenmiller may be deemed to beneficially own 1,200,000 shares of Class A Common Stock (constituting 6.0% of such shares outstanding).  Each of Duquesne Family Office LLC and Mr. Druckenmiller disclaims beneficial ownership of any of the securities covered by this statement.
         
Item 5.
  
Ownership of Five Percent or Less of a Class:
   
 
  
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following [X].
   
Item 6.
  
Ownership of More than Five Percent on Behalf of Another Person:
   
 
  
Not applicable.
   
Item 7.
  
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company:
   
 
  
Not applicable.
   
Item 8.
  
Identification and Classification of Members of the Group:
   
 
  
Not applicable.
   
Item 9.
  
Notice of Dissolution of Group:
   
 
  
Not applicable.
   
Item 10.
  
Certification:
   
 
  
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a-11.






CUSIP NO. 644393100
  
Page 6 of 6 Pages
 
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
 

Date: August 20, 2019
Duquesne Family Office LLC
   
 
By:
/s/ Stanley Druckenmiller                                        
   
Name: Stanley Druckenmiller
   
Title: Managing Member
   
   
 
Stanley Druckenmiller
   
 
By:
/s/ Stanley Druckenmiller                                        
   
Name: Stanley Druckenmiller
   

EX-99.1 2 d1g082019b.htm JOINT FILING AGREEMENT

EXHIBIT 99.1
JOINT FILING AGREEMENT
The undersigned hereby agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and that all subsequent amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements.
 
Date: August 20, 2019
Duquesne Family Office LLC
   
 
By:
/s/ Stanley Druckenmiller                            
   
Name: Stanley Druckenmiller
   
Title: Managing Member
   
   
 
Stanley Druckenmiller
   
 
By:
/s/ Stanley Druckenmiller                            
   
Name: Stanley Druckenmiller