VG — what changed in the latest 10-Q

Text added vs the prior filing · source: 10-Q · 2026-05-12

• (1) Includes fixed liquefaction fees and fees indexed to foreign gas markets, exclusive of an implied commodity fee.

• Our income from operations for the three months ended March 31, 2026 increased compared to the prior year primarily due to higher sales volumes at our Plaquemines Project as a result of the continued ramp up of LNG production, and lower development costs at our CP2 Project following its declaration …

• Calcasieu Project. Our initial LNG export facility declared COD and commenced the sale of LNG to its customers under its post-COD SPAs on April 15, 2025. Prior to COD, the Calcasieu Project sold LNG under LNG Commissioning Sales Agreements.

• Plaquemines Project. Production and sales of LNG from our second LNG export facility increased during the period while physical construction and commissioning continued to advance. In March 2026, the DOE approved our application to increase authorized exports to Non-FTA Nations from 24.0 mtpa to 27.…

• CP2 Project. In March 2026, Phase 2 of the CP2 Project achieved FID and obtained $8.6 billion in additional project financing to fund the development and construction of Phase 2 of the CP2 Project. During the three months ended March 31, 2026, we incurred $2.9 billion of project costs, the majority …

Text removed vs the prior filing · source: 10-Q · 2025-11-10

• Three months ended September 30,Nine months ended September 30,

• Our income from operations for the three months ended September 30, 2025 increased compared to the corresponding period in the prior year primarily due to higher sales volumes at our Plaquemines Project from the commencement of LNG production in December 2024 and continued ramp up of LNG production …

• Our income from operations for the nine months ended September 30, 2025 increased compared to the corresponding period in the prior year primarily due to higher sales volumes at our Plaquemines Project from the commencement of LNG production in December 2024 and continued ramp up of LNG production d…

• Calcasieu Project. Our initial LNG export facility declared COD and commenced the sale of LNG to its customers under our post-COD SPAs on April 15, 2025. Prior to COD, the Calcasieu Project sold LNG under LNG Commissioning Sales Agreements. In August 2025, the DOE approved our request to increase th…

• Three months ended September 30,Nine months ended September 30,

Text added vs the prior filing · source: 10-Q · 2026-05-12

• There were no changes in our internal controls over financial reporting that occurred during the quarter ended March 31, 2026 that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.

Text added vs the prior filing · source: 10-Q · 2026-05-12

• On October 8, 2025, the ICC informed VGCP that a partial final award had been issued in the previously disclosed arbitration proceedings with BP regarding LNG sales from the Calcasieu Project under the post-COD SPA entered into by VGCP and BP. The award issued by the arbitration tribunal found that …

• In May 2023, Shell NA LNG LLC (“Shell”) submitted a request for arbitration to the ICC, in accordance with the dispute resolution procedures of its post-COD SPA, asserting, among other claims, that the Calcasieu Project was delayed in achieving COD under the relevant post-COD SPA. On August 12, 2025…

• In May 2023, Edison submitted a request for arbitration to the London Court of International Arbitration, in accordance with the dispute resolution procedures of its post-COD SPA, asserting, among other claims, that the Calcasieu Project is delayed in achieving COD under the post-COD SPA. On March 2…

• The remedies sought by the other two Calcasieu Project post-COD customers in arbitration proceedings include damages in excess of $2.4 billion, in the aggregate, rather than the termination of the post-COD SPA. We believe these two disputes are subject to the relevant seller aggregate liability limi…

• We disagree with the assertions and legal claims, and are defending each of the outstanding arbitrations. If the Calcasieu Project is unsuccessful in defending against these claims, the amounts it could be required to pay could be substantial, which could have a material adverse effect on our busine…

Text removed vs the prior filing · source: 10-Q · 2025-11-10

• On February 17, 2025, a putative securities class action complaint naming Venture Global, our directors and certain of our officers was filed in the U.S. District Court for the Southern District of New York. The complaint asserts claims under Sections 11 and 15 of the Securities Act on behalf of a p…

• Further, on April 15, 2025, a putative securities class action complaint naming Venture Global, our directors and certain of our officers and our underwriters, as well as Venture Global Partners II, LLC, was filed in the U.S. District Court for the Eastern District of Virginia. The complaint, as sub…

• Further, on May 7, 2025, a putative shareholder derivative action complaint naming Venture Global, our directors, certain of our officers and certain of our underwriters was filed in the U.S. District Court for the Eastern District of Virginia. The complaint contends that certain statements made by …

• On August 12, 2025, the International Chamber of Commerce, International Court of Arbitration informed VGCP, an indirect subsidiary of Venture Global, that a partial final award had been issued in the previously disclosed arbitration proceedings with Shell NA LNG LLC (“Shell”). Pursuant to the award…

• On September 2, 2025, VGCP entered into a settlement agreement in respect of previously disclosed arbitration proceedings with another customer regarding its post-COD SPA relating to the Calcasieu Project. Among other remedies, this customer was seeking damages of approximately $200 million. The set…

Text added vs the prior filing · source: 10-Q · 2026-05-12

• During the three months ended March 31, 2026, none of our directors or officers adopted or terminated a Rule 10b5-1 trading plan or adopted, modified or terminated a non-Rule 10b5-1 trading arrangement (as defined in Item 408 of Regulation S-K).

Text removed vs the prior filing · source: 10-Q · 2025-11-10

• The information included in this “Part II—Item 5. Other Information” of this Form 10-Q is provided in lieu of filing such information on a Current Report on Form 8-K under “Item 1.01 Entry into a Material Definitive Agreement” and “Item 2.03 Creation of a Direct Financial Obligation or an Obligation…

• On November 7, 2025, VGLNG entered into a revolving credit agreement (the “Credit Agreement”) with the lenders and issuing banks party thereto, and Sumitomo Mitsui Banking Corporation, as administrative agent.

• The Credit Agreement provides for a senior secured revolving credit facility (the “VGLNG Facility”) under which VGLNG may borrow up to $2.0 billion with the option to increase the commitments or establish one or more incremental term facilities under the Credit Agreement in an amount that, together …

• The potential proceeds from future borrowings under the VGLNG Facility are available to be used for general corporate purposes of VGLNG and its subsidiaries. No borrowings were made under the VGLNG Facility on the signing date.

• The VGLNG Facility is secured by a first-priority perfected security interest in, subject to certain exceptions, substantially all of the existing and future assets of VGLNG and any future guarantors, if any. As of the signing date, there are no guarantors. If certain of VGLNG’s subsidiaries incur o…