Venture Global, Inc. Announces Pricing of $2.25 Billion of Senior Secured Notes

About this update from Venture Global, Inc.

Venture Global, Inc. (“Venture Global”, “we”, “us” or “our”) (NYSE: VG) today announced that its wholly-owned subsidiary, Venture Global LNG, Inc. (the “Issuer”), has priced $1.125 billion aggregate principal amount of its 6.375% senior secured notes due 2034 and $1.125 billion aggregate principal amount of its 6.625% senior secured notes due 2036 (collectively, the “Notes”), in a private offering to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”) or outside the United States to persons other than “U.S. persons” in reliance on Regulation S under the Securities Act. The Issuer intends to use the gross proceeds from the offering to redeem all of the Issuer’s outstanding 8.125% senior secured notes due 2028 (the “Existing 2028 Notes”) and to use cash on hand to pay the redemption premium and related fees and expenses for the offering and the redemption. The redemption of the Existing 2028 Notes is expected to be conditioned on the closing of the offering, after the date hereof and on or prior to the redemption date, generating sufficient gross proceeds no less than the aggregate principal amount of the Existing 2028 Notes to be redeemed. The Notes will initially not be guaranteed by any of the Issuer’s subsidiaries. In the future, certain of the Issuer’s subsidiaries that incur or guarantee certain amounts of indebtedness will also guarantee the Notes, except during any period where the Notes are rated investment grade by specified rating agencies (the “Suspension Period”). The Notes and any future guarantees of the Notes will be secured on a first-priority basis by the same lien on the collateral that secures the Issuer’s existing notes and revolving credit facility, subject to certain liens permitted under the indenture that will govern the Notes. The Notes will cease to be secured during any Suspension Period. The offering is expected to close on June 11, 2026, subject to customary closing conditions. The offering is subject to market and other conditions, and there can be no assurance as to whether, when or on what terms the offering may be completed. The Notes have not been registered under the Securities Act, securities laws of any other jurisdiction, and the Notes may not be offered or sold in the United States absent registration or an applic...

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