Notice2025-22817

Change in Control: Rio Grande LNG, LLC; Rio Grande LNG Train 4, LLC; and Rio Grande LNG Train 5, LLC

Primary source

Metadata and text below are from the Federal Register, a public-domain U.S. government work. Always verify the official published version before relying on it for any legal matter.

Published
December 15, 2025

Issuing agencies

Energy Department

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&#160;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&#160;protected]</span></a> or <a href="/cdn-cgi/l/email-protection#0b7b6e7962257e67796e724b637a256f646e256c647d"><span class="__cf_email__" data-cfemail="a2d2c7d0cb8cd7ced0c7dbe2cad38cc6cdc78cc5cdd4">[email&#160;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&#160;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&#160;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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Indexed from Federal Register on December 15, 2025.

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