Change in Control: Rio Grande LNG, LLC; Rio Grande LNG Train 4, LLC; and Rio Grande LNG Train 5, LLC
Primary source
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Issuing agencies
Abstract
The Office of Fossil Energy and Carbon Management (FECM) of the Department of Energy (DOE) gives notice of receipt of a Statement and Notice of Change in Control (Notice) filed by Rio Grande LNG, LLC, Rio Grande LNG Train 4, LLC, and Rio Grande LNG Train 5, LLC (RGLNG 5) (collectively, the Rio Grande Entities) on November 14, 2025. The Notice describes a change in RGLNG 5's upstream ownership. The Notice was filed under the Natural Gas Act, and in accordance with DOE's regulations and DOE's Procedures for Changes in Control Affecting Applications and Authorizations to Import or Export Natural Gas (CIC Procedures).
Full Text
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<title>Federal Register, Volume 90 Issue 238 (Monday, December 15, 2025)</title>
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[Federal Register Volume 90, Number 238 (Monday, December 15, 2025)]
[Notices]
[Pages 57988-57989]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2025-22817]
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DEPARTMENT OF ENERGY
[Docket No. 15-190-LNG]
Change in Control: Rio Grande LNG, LLC; Rio Grande LNG Train 4,
LLC; and Rio Grande LNG Train 5, LLC
AGENCY: Office of Fossil Energy and Carbon Management, Department of
Energy.
ACTION: Notice of change in control.
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SUMMARY: The Office of Fossil Energy and Carbon Management (FECM) of
the Department of Energy (DOE) gives notice of receipt of a Statement
and Notice of Change in Control (Notice) filed by Rio Grande LNG, LLC,
Rio Grande LNG Train 4, LLC, and Rio Grande LNG Train 5, LLC (RGLNG 5)
(collectively, the Rio Grande Entities) on November 14, 2025. The
Notice describes a change in RGLNG 5's upstream ownership. The Notice
was filed under the Natural Gas Act, and in accordance with DOE's
regulations and DOE's Procedures for Changes in Control Affecting
Applications and Authorizations to Import or Export Natural Gas (CIC
Procedures).
DATES: Protests, motions to intervene, or notices of intervention, as
applicable, and written comments are to be filed as detailed in the
Public Comment Procedures section no later than 4:30 p.m., Eastern
time, December 30, 2025.
ADDRESSES:
Electronic Filing by email (Strongly encouraged):
<a href="/cdn-cgi/l/email-protection#4d2b283f2a2c3e0d253c63292228632a223b"><span class="__cf_email__" data-cfemail="aacccfd8cdcbd9eac2db84cec5cf84cdc5dc">[email protected]</span></a>.
Postal Mail, Hand Delivery, or Private Delivery Services (e.g.,
FedEx, UPS, etc.) U.S. Department of Energy (FE-34), Office of
Regulation, Analysis, and Engagement, Office of Fossil Energy and
Carbon Management, Forrestal Building, Room 3E-056, 1000 Independence
Avenue SW, Washington, DC 20585.
Due to potential delays in DOE's receipt and processing of mail
sent through the U.S. Postal Service, we encourage respondents to
submit filings electronically to ensure timely receipt.
FOR FURTHER INFORMATION CONTACT:
Jennifer Wade or Peri Ulrey, U.S. Department of Energy (FE-34)
Office of Regulation, Analysis, and Engagement, Office of Resource
Sustainability, Office of Fossil Energy and Carbon Management,
Forrestal Building, Room 3E-042, 1000 Independence Avenue SW,
Washington, DC 20585, (202) 586-4749 or (202) 586-7893,
<a href="/cdn-cgi/l/email-protection#761c1318181f1013045801171213361e075812191358111900"><span class="__cf_email__" data-cfemail="412b242f2f282724336f362025240129306f252e246f262e37">[email protected]</span></a> or <a href="/cdn-cgi/l/email-protection#0b7b6e7962257e67796e724b637a256f646e256c647d"><span class="__cf_email__" data-cfemail="a2d2c7d0cb8cd7ced0c7dbe2cad38cc6cdc78cc5cdd4">[email protected]</span></a>.
Cassandra Bernstein, U.S. Department of Energy (GC-76) Office of
the Assistant General Counsel for Energy Delivery and Resilience,
Forrestal Building, Room 6D-033, 1000 Independence Avenue SW,
Washington, DC 20585, (240) 780-1691, <a href="/cdn-cgi/l/email-protection#2546445656444b4157440b4740574b5651404c4b654d540b414a400b424a53"><span class="__cf_email__" data-cfemail="7714160404161913051659151205190403121e19371f065913181259101801">[email protected]</span></a>.
SUPPLEMENTARY INFORMATION:
Summary of Change in Control
The Rio Grande Entities hold authorizations to export domestically
produced liquefied natural gas (LNG) from the Rio Grande LNG Terminal
(Terminal), currently under construction in Cameron County, Texas, as
described in the Notice. RGLNG 5 states that it will own the fifth
liquefaction train (Train 5) at the Terminal.
In the Statement, RGLNG 5 states that, pursuant to a transaction
that closed on October 16, 2025 (Transaction), its upstream ownership
has changed. RGLNG 5 states that, prior to the Transaction, it was an
indirect, wholly-owned subsidiary of NextDecade LNG, LLC (NextDecade
LNG). RGLNG 5 states that, pursuant to the Transaction, GIP V Velocity
Aggregator T5, L.P. (GIP V Velocity), a limited partnership managed by
a controlled affiliate of Global Infrastructure Management, LLC,
acquired a 50% membership interest in Rio Grande LNG Train 5
Intermediate Holdings, LLC (RGIH 5), which, in turn, indirectly owns
100% of RGLNG 5.
Additionally, RGLNG 5 states that NextDecade LNG remains the owner
of a 50% membership interest in RGIH 5. According to RGLNG 5,
NextDecade LNG's economic interest may increase to 70% (with GIP V
Velocity's economic interest decreasing to 30%) upon GIP V Velocity's
achievement of certain returns on its investment from Train 5.
RGLNG 5 further states that no changes to the operation of the
Terminal are anticipated, as NextDecade LNG will continue to operate
the Terminal for the benefit of the Rio Grande Entities.
Charts illustrating RGLNG 5's ownership structure before and after
the Transaction are attached as Appendix A and Appendix B to the
Notice, respectively. Additional details can be found in the Notice,
posted on the DOE website at <a href="https://www.energy.gov/sites/default/files/2025-11/RGLNG%205%20CIC.pdf">https://www.energy.gov/sites/default/files/2025-11/RGLNG%205%20CIC.pdf</a>.
DOE Evaluation
DOE will review the Notice in accordance with its CIC
Procedures.\1\
[[Page 57989]]
Consistent with the CIC Procedures, this notice addresses the Rio
Grande Entities' existing authorization to export LNG to countries with
which the United States has not entered into a free trade agreement
(FTA) requiring national treatment for trade in natural gas and with
which trade is not prohibited by United States law or policy (non-FTA
countries), granted in DOE/FE Order No. 4492, as amended.\2\ If no
interested person protests the change in control and DOE takes no
action on its own motion, the proposed change in control will be deemed
granted 30 days after publication in the Federal Register. If one or
more protests are submitted, DOE will review any motions to intervene,
protests, and answers, and will issue a determination as to whether the
proposed change in control has been demonstrated to render the
underlying authorizations inconsistent with the public interest.
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\1\ 79 FR 65541 (Nov. 5, 2014).
\2\ RGLNG 5's Notice also applies to the Rio Grande Entities'
existing authorization to export LNG to FTA countries in the same
docket. DOE will respond to that portion of the filing separately
pursuant to the CIC Procedures, 79 FR 65542.
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Public Comment Procedures
Interested persons will be provided 15 days from the date of
publication of this notice in the Federal Register to move to
intervene, protest, and answer the Notice.\3\ Protests, motions to
intervene, notices of intervention, and written comments are invited in
response to this notice only as to the change in control described in
the Notice. All protests, comments, motions to intervene, or notices of
intervention must meet the requirements specified by DOE's regulations
in 10 CFR part 590, including the service requirements.
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\3\ Intervention, if granted, would constitute intervention only
in the change in control portion of these proceedings, as described
herein.
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Filings may be submitted using one of the following methods:
(1) Submitting the filing electronically at <a href="/cdn-cgi/l/email-protection#b6d0d3c4d1d7c5f6dec798d2d9d398d1d9c0"><span class="__cf_email__" data-cfemail="75131007121406351d045b111a105b121a03">[email protected]</span></a>;
(2) Mailing the filing to the Office of Regulation, Analysis, and
Engagement at the address listed in the ADDRESSES section; or
(3) Hand delivering the filing to the Office of Regulation,
Analysis, and Engagement at the address listed in the ADDRESSES
section.
For administrative efficiency, DOE prefers filings to be filed
electronically. All filings must include a reference to ``Docket No.
15-190-LNG'' in the title line, or ``Rio Grande LNG Train 5 Change in
Control'' in the title line. Filings must be submitted in English to be
considered.\4\
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\4\ Executive Order 14224 of March 1, 2025, Designating English
as the Official Language of the United States, 90 FR 11363 (Mar. 6,
2025).
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For electronic submissions: Please include all related documents
and attachments (e.g., exhibits) in the original email correspondence.
Please do not include any active hyperlinks or password protection in
any of the documents or attachments related to the filing. All
electronic filings submitted to DOE must follow these guidelines to
ensure that all documents are filed in a timely manner.
The Notice, and any filed protests, motions to intervene, notices
of intervention, and comments will be available electronically on the
DOE website at <a href="http://www.energy.gov/fecm/regulation">www.energy.gov/fecm/regulation</a>.
Signed in Washington, DC, on December 10, 2025.
Amy Sweeney,
Director, Office of Regulation, Analysis, and Engagement, Office of
Resource Sustainability.
[FR Doc. 2025-22817 Filed 12-12-25; 8:45 am]
BILLING CODE 6450-01-P
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