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Document and Entity Information - USD ($) $ in Millions	12 Months Ended
Document and Entity Information - USD ($) $ in Millions	Dec. 31, 2017	Mar. 01, 2018	Jun. 30, 2017
Document and Entity Information [Abstract]
Entity Registrant Name	NextDecade Corp.
Entity Central Index Key	0001612720
Document Type	10-K
Document Period End Date	Dec. 31, 2017
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Entity Public Float			$ 113.7
Common Stock Outstanding		106,397,602
Document Fiscal Year Focus	2017
Document Fiscal Period Focus	FY

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Current assets
Cash and cash equivalents	$ 35,703	$ 12,524
Deferred equity issuance costs		578
Investments	5,063	4,997
Prepaid expenses and other current assets	2,099	1,096
Total current assets	42,865	19,195
Property, plant and equipment, net	73,226	56,233
Other assets		349
Total assets	116,091	75,777
Current liabilities
Accounts payable	726	1,167
Share-based compensation liability	1,815
Accrued liabilities and other current liabilities	5,856	3,767
Total current liabilities	8,397	4,934
Non-current compensation liabilities	2,015	2,745
Non-current share-based compensation liability	2,587
Total liabilities	12,999	7,679
Commitments and contingencies (Note 12)
Stockholders’ equity
Preferred stock, $0.0001 par value, 1.0 million shares authorized, none issued
Common stock	11	10
Additional paid-in-capital	158,738	88,406
Accumulated deficit	(55,617)	(20,291)
Accumulated other comprehensive loss	(40)	(27)
Total stockholders’ equity	103,092	68,098
Total liabilities and stockholders’ equity	$ 116,091	$ 75,777

Consolidated Statements of Operations and Comprehensive Loss - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Operations
Revenues	$ 0	$ 0	$ 0
Operating Expenses
General and administrative expenses	34,551	7,300	7,109
Land option and lease expenses	981	596	584
Depreciation expense	106	100	80
Impairment loss on capital projects		506
Total operating expenses	35,638	8,502	7,773
Total operating loss	(35,638)	(8,502)	(7,773)
Other income (expense)
Interest income, net	343	82	24
Other expense	(31)	(19)	(15)
Total other income	312	63	9
Net loss	$ (35,326)	$ (8,439)	$ (7,764)
Net loss per common share - basic and diluted	$ (0.35)	$ (0.09)	$ (0.14)
Weighted average shares outstanding - basic and diluted	100,926	95,680	55,226
Comprehensive Loss
Net loss	$ (35,326)	$ (8,439)	$ (7,764)
Other comprehensive loss:
Change in fair value of investments	(13)	(27)
Comprehensive loss	$ (35,339)	$ (8,466)	$ (7,764)

Consolidated Statement of Stockholders’ Equity - USD ($) shares in Thousands, $ in Thousands	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Accumulated Other Comprehensive Loss	Total
Balance at the beginning of the period at Dec. 31, 2014	$ 1	$ 5,201	$ (4,088)		$ 1,114
Balance at the beginning of the period (in shares) at Dec. 31, 2014	6,191
Increase (decrease) in equity
Pre-merger equity issuance	$ 9	86,991			87,000
Pre-merger equity issuance (in shares)	89,489
Equity issuance costs		(2,746)			(2,746)
Dividend		(1,040)			(1,040)
Net loss			(7,764)		(7,764)
Balance at the end of the period at Dec. 31, 2015	$ 10	88,406	(11,852)		76,564
Balance at the end of the period (in shares) at Dec. 31, 2015	95,680
Increase (decrease) in equity
Other comprehensive loss				$ (27)	(27)
Net loss			(8,439)		(8,439)
Balance at the end of the period at Dec. 31, 2016	$ 10	88,406	(20,291)	(27)	$ 68,098
Balance at the end of the period (in shares) at Dec. 31, 2016	95,680				95,700
Increase (decrease) in equity
Pre-merger equity issuance		20,100			$ 20,100
Pre-merger equity issuance (in shares)	2,810
Reverse recapitalization	$ 1	26,773			26,774
Reverse recapitalization (in shares)	6,759
Issuance of common stock		10,000			10,000
Issuance of common stock (in shares)	1,026
Equity issuance costs		(6,295)			(6,295)
Share-based compensation		19,754			19,754
Other comprehensive loss				(13)	(13)
Net loss			(35,326)		(35,326)
Balance at the end of the period at Dec. 31, 2017	$ 11	$ 158,738	$ (55,617)	$ (40)	$ 103,092
Balance at the end of the period (in shares) at Dec. 31, 2017	106,275				106,300

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Operating activities:
Net loss	$ (35,326)	$ (8,439)	$ (7,764)
Adjustment to reconcile net loss to net cash used in operating activities
Depreciation	106	100	80
Share-based compensation expense	22,693
Impairment loss on capital projects		506
Changes in operating assets and liabilities:
Prepaid expenses and other currents assets	(1,003)	(785)	(475)
Other assets	349	350	(672)
Accounts payable	(137)	272	39
Accrued expenses and other liabilities	488	806	2,565
Net cash used in operating activities	(12,830)	(7,190)	(6,227)
Investing activities:
Acquisition of property, plant and equipment	(14,833)	(19,392)	(33,213)
Issuance of note receivable	(115)
Repayment of note receivable	115
Cash received in reverse recapitalization	26,774
Investments	(79)	(5,024)
Net cash provided by (used in) investing activities	11,862	(24,416)	(33,213)
Financing activities:
Proceeds from equity issuances	30,100		87,000
Equity issuance costs	(5,953)		(2,746)
Dividends paid			(1,040)
Net cash provided by financing activities	24,147		83,214
Net increase (decrease) in cash, cash equivalents and restricted cash	23,179	(31,606)	43,774
Cash, cash equivalents and restricted cash – beginning of year	12,524	44,130	356
Cash, cash equivalents and restricted cash – end of year	35,703	12,524	44,130
Non-cash investing activities:
Accounts payable for acquisition of property, plant and equipment	498	802	1,200
Accrued liabilities for acquisition of property, plant and equipment	3,317	1,810	1,989
Balances per Consolidated Balance Sheets:
Cash and cash equivalents	$ 35,703	$ 12,524	27,127
Restricted cash			$ 17,003

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2017

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

Note 2 — Summary of Significant Accounting Policies

Use of Estimates

The preparation of Consolidated Financial Statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the amounts reported in the Consolidated Financial Statements and the accompanying notes. Management evaluates its estimates and related assumptions regularly, including those related to the value of property, plant and equipment, income taxes including valuation allowances for net deferred tax assets, share-based compensation and fair value measurements. Changes in facts and circumstances or additional information may result in revised estimates, and actual results may differ from these estimates.

Concentrations of Credit Risk

Financial instruments that potentially subject us to a concentration of credit risk consist principally of cash and cash equivalents. We maintain cash balances with a single financial institution, which may at times be in excess of federally insured levels. We have not incurred losses related to these cash and cash equivalent balances to date.

Cash Equivalents

We consider all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents.

Restricted Cash

Restricted cash consist of funds that are contractually restricted as to usage or withdrawal and are presented separately from cash and cash equivalents on our Consolidated Balance Sheets.

Investment Securities

We define investment securities as securities that can be readily converted to cash. As of December 31, 2017, and 2016, our investment securities are classified as available-for-sale. Available-for-sale investment securities are initially recorded at cost and periodically remeasured to fair value, with changes presented in comprehensive income. We determine the appropriate classification of investment securities at the time of purchase and reevaluate such classification at each balance sheet date. Realized gains and losses and other than temporary declines in fair value are included in earnings.

Property, Plant and Equipment

Generally, we begin to capitalize the costs of our development projects once construction of the individual project is probable. This assessment includes the following criteria:

funding for design and permitting has been identified and is expected in the near-term;

key vendors for development activities have been identified, and we expect to engage then at commercially reasonable terms;

we have committed to commencing development activities;

regulatory approval is probable;

construction financing is expected to be available at the time of a final investment decision (“FID”);

prospective customers have been identified and the FID is probable; and

receipt of customary local tax incentives, as needed for project viability, is probable.

Prior to meeting the criteria above, costs associated with a project are expensed as incurred. Expenditures for normal repairs and maintenance are expensed as incurred.

When assets are retired or disposed, the cost and accumulated depreciation are eliminated from the accounts and any gain or loss is reflected in our Consolidated Statements of Operations.

Property, plant and equipment is carried at historical cost and depreciated using the straight-line method over their estimated useful lives.

Leasehold improvements are depreciated over the lesser of the economic life of the leasehold improvement or the term of the lease, without regard to extension/renewal rights.

Management tests property, plant and equipment for impairment whenever events or changes in circumstances have indicated that the carrying amount of property, plant and equipment might not be recoverable. Assets are grouped at the lowest level for which there are identifiable cash flows that are largely independent of the cash flows of other groups of assets for purposes of assessing recoverability. Recoverability generally is determined by comparing the carrying value of the asset to the expected undiscounted future cash flows of the asset. If the carrying value of the asset is not recoverable, the amount of impairment loss is measured as the excess, if any, of the carrying value of the asset over its estimated fair value.

Fair Value of Financial Instruments

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Hierarchy Levels 1, 2 and 3 are terms for the priority of inputs to valuation techniques used to measure fair value. Hierarchy Level 1 inputs are quoted prices in active markets for identical assets or liabilities. Hierarchy Level 2 inputs are inputs other than quoted prices included within Level 1 that are directly or indirectly observable for the asset or liability. Hierarchy Level 3 inputs are inputs that are not observable in the market. In determining fair value, we use observable market data when available, or models that incorporate observable market data. In addition to market information, we incorporate transaction-specific details that, in management’s judgment, market participants would take into account in measuring fair value. We maximize the use of observable inputs and minimize our use of unobservable inputs in arriving at fair value estimates. Recurring fair-value measurements are performed for available-for-sale securities as disclosed in Note 5 – Investment Securities. The carrying amount of cash and cash equivalents and accounts payable reported on the Consolidated Balance Sheets approximates fair value due to their short-term maturities.

Net Loss Per Share

Net loss per share (“EPS”) is computed in accordance with GAAP. Basic EPS excludes dilution and is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the period. Diluted EPS reflects potential dilution and is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the period increased by the number of additional common shares that would have been outstanding if the potential common shares had been issued and were dilutive. The dilutive effect of unvested stock and warrants is calculated using the treasury-stock method. Basic and diluted EPS for all periods presented are the same since the effect of our outstanding warrants and unvested stock is anti-dilutive to our net loss per share, as disclosed in Note 9 – Net Loss Per Share.

Share-based Compensation

We recognize share-based compensation at fair value on the date of grant. The fair value is recognized as expense (net of any capitalization) over the requisite service period. For equity-classified share-based compensation awards (which include grants of stock and restricted stock to employees), compensation cost is recognized based on the grant-date fair value using the quoted market price of our common stock and not subsequently remeasured. The fair value is recognized as expense (net of any capitalization) using the straight-line basis for awards that vest based on service conditions and using the graded-vesting attribution method for awards that vest based on performance conditions. We estimate the service periods for performance awards utilizing a probability assessment based on when we expect to achieve the performance conditions. For liability classified share-based compensation awards (which include grants of stock and restricted stock to non-employees), compensation cost is initially recognized on the grant date using estimated payout levels. Compensation cost is subsequently adjusted quarterly to reflect the updated estimated payout levels based on the changes in our stock price.

Income Taxes

Provisions for income taxes are based on taxes payable or refundable for the current year and deferred taxes on temporary differences between the tax basis of assets and liabilities and their reported amounts in the Consolidated Financial Statements. Deferred tax assets and liabilities are included in the Consolidated Financial Statements at currently enacted income tax rates applicable to the period in which the deferred tax assets and liabilities are expected to be realized or settled. As changes in tax laws or rates are enacted, deferred tax assets and liabilities are adjusted through the current period’s provision for income taxes. A valuation allowance is recorded to reduce the carrying value of our deferred tax assets when it is more likely than not that a portion or all of the deferred tax assets will expire before realization of the benefit or future deductibility is not probable. We recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the tax position.

Emerging Growth Company

The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended (the “Securities Act”), as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). An “emerging growth company” may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved.

Further, section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised, and it has different application dates for public and private companies. Accordingly, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards adopted.

Investment Securities

12 Months Ended

Dec. 31, 2017

Investment Securities

Investment Securities

Note 5 — Investment Securities

We maintain cash reserves in the Ultra-Short-Term Bond Fund and the Short-Term Bond Index Fund, which are managed by The Vanguard Group, Inc. The target investment allocation between the Ultra-Short-Term Bond Fund and the Short-Term Bond Index Fund are 75% and 25%, respectively. The Ultra-Short-Term Bond Fund has an average maturity of approximately one year, and approximately 42% of such fund’s holdings are AAA-rated, with 2% non-investment grade rated. The Short-Term Bond Index Fund has an average maturity of approximately three years, and approximately 70% of such fund’s holdings are AAA-rated, with 0% non-investment grade rated. Investment securities are classified as available-for-sale, recorded at fair value based on Level I inputs and consisted of the following (in thousands):


	December 31,				December 31,
	2017				2016
	Fair value		Cost		Fair value		Cost
Ultra-Short-Term Bond Fund	$	3,811	$	3,825	$	3,760	$	3,767
Short-Term Bond Index Fund		1,252		1,278		1,237		1,257
Total investments	$	5,063	$	5,103	$	4,997	$	5,024

Property, Plant and Equipment

12 Months Ended

Dec. 31, 2017

Property, Plant and Equipment

Property, Plant and Equipment

Note 6 — Property, Plant and Equipment

Property, plant and equipment consisted of the following (in thousands):


	December 31,		December 31,
	2017		2016
Fixed Assets
Computers	$	69	$	42
Furniture, fixtures, and equipment		246		232
Leasehold improvements		264		264
Total fixed assets		579		538
Less: accumulated depreciation		(371)		(265)
Total fixed assets, net		208		273
Project Assets (not placed in service)
Rio Grande		62,866		48,087
Rio Bravo		10,152		7,873
Total project assets		73,018		55,960
Total property, plant and equipment, net	$	73,226	$	56,233

Depreciation expense for the years ended December 31, 2017, 2016, and 2015 was $106 thousand, $100 thousand, and $80 thousand, respectively.

In 2016, we abandoned certain development projects due to less favorable site characteristics relative to the Project. As a result, we recognized impairment charges of $506 thousand associated with development activities related to the original Pelican Island site of $360 thousand and other noncore projects of $146 thousand.

Net Loss Per Share

12 Months Ended

Dec. 31, 2017

Net Loss Per Share

Net Loss Per Share

Note 9 — Net Loss Per Share

The following table (in thousands, except for loss per share) reconciles basic and diluted weighted average common shares outstanding for the years ended December 31, 2017, 2016 and 2015:


	Year ended
	December 31,
	2017		2016		2015
Weighted average common shares outstanding:
Basic		100,926		95,680		55,226
Dilutive unvested common stock and common stock warrants		—		—		—
Diluted		100,926		95,680		55,226
				—		—
Basic and diluted net loss per share	$	(0.35)	$	(0.09)	$	(0.14)

Potentially dilutive securities that were not included in the diluted net loss per share computations because their effect would have been anti-dilutive were as follows (in thousands):


	Year ended
	December 31,
	2017		2016		2015
Unvested stock (1)		258		—		—
Common Stock Warrants		12,082		12,059		12,059
Total dilutive common shares		12,340		12,059		12,059

⁽¹⁾

Does not include 25.7 million shares of unvested stock for the year ended December 31, 2017 because the performance conditions had not yet been satisfied as of December 31, 2017.

Share-based Compensation

12 Months Ended

Dec. 31, 2017

Share-based Compensation.

Share-based Compensation

Note 10 — Share-based Compensation

As discussed in Note 3 – Merger, the stockholders of the Company approved the issuance of Additional Shares upon the achievement of the Additional Share Milestones. In aggregate, 2,429,396 shares and 287,388 Additional Shares will be awarded to management and consultants, respectively, upon the achievement of the Additional Share Milestones.

In addition, in connection with the Merger, the stockholders of the Company also approved the issuance of restricted shares of our common stock to certain employees and consultants (“Restricted Shares”) in an amount based on the number of shares of common stock outstanding at the time of achieving each of the following milestones. In aggregate, we estimate that total Restricted Shares to be issued and to vest upon achievement of the milestones below to employees and consultants are 3,832,682 shares and 1,453,776 shares, respectively, with vesting percentage by milestone as follows:

Milestone 1 — 6.25% upon the execution by the Company of a final agreement with an engineering, procurement and construction contractor for an LNG facility.

Milestone 2 — 25.00% upon the execution of one or more binding LNG sale and purchase or tolling agreements, with customary conditions precedent, providing for an aggregate of at least 3.825 million tons per annum.

Milestone 3 — 68.75% upon reaching a positive final investment decision for the Terminal.

On December 15, 2017, the Company’s stockholders approved the 2017 Omnibus Incentive Plan (the “2017 Plan”) and the 2017 Plan became effective by its terms on such date. A total of 5,262,461 shares are reserved for issuance under the 2017 Plan.

Total share-based compensation consisted of the following (in thousands):


	Year ended
	December 31,
	2017		2016		2015
Share-based compensation:
Equity awards	$	19,754	$	—	$	—
Liability awards		4,402		—		—
Total share-based compensation		24,156		—		—
Capitalized share-based compensation		(1,463)		—		—
Total share-based compensation expense	$	22,693	$	—	$	—

The total unrecognized compensation costs at December 31, 2017 relating to equity-classified awards and liability-classified awards were $48.5 million and $9.6 million, respectively, which are expected to be recognized over a weighted average period of 1.2 years.

The Additional Shares, Restricted Shares, and shares granted under the 2017 Plan represent restricted stock awards. Restricted stock awards are awards of common stock that are subject to restrictions on transfer and to a risk of forfeiture if the recipient terminates employment with the Company prior to the lapse of the restrictions. Restricted stock awards vest based on service conditions and/or performance conditions. The amortization of the value of restricted stock grants is accounted for as a charge to compensation expense, or capitalized, depending on the nature of the services provided by the employee, with a corresponding increase to additional-paid-in-capital over the requisite service period.

Grants of restricted stock to employees and non-employee directors that vest based on service and/or performance conditions are measured at the closing quoted market price of our common stock on the grant date. For restricted stock awards granted to non-employees that vest based on service and/or performance conditions, we record compensation cost equal to the fair value of the award at the measurement date, which is determined to be the earlier of the performance commitment date or the service completion date. In addition, compensation cost for unvested restricted stock awards to non-employees is adjusted quarterly for any changes in our stock price.

The table below provides a summary of our restricted stock outstanding as of December 31, 2017 and changes during the year ended December 31, 2017 (in thousands, except for per share information):


	Shares		Weighted Average Grant Date Fair Value Per Share
Non-vested at January 1, 2017		—	$	—
Granted		9,104		10.15
Vested		—		—
Forfeited		—		—
Non-vested at December 31, 2017		9,104	$	10.15

Income Taxes

12 Months Ended

Dec. 31, 2017

Income Taxes

Income Taxes

Note 11 — Income Taxes

As discussed in Note – 1 Background and Basis of Presentation, the Merger was accounted for as a reverse acquisition and recapitalization, with NextDecade LLC being treated as the accounting acquirer. As such, the historical Consolidated Financial Statements as of December 31, 2016 and 2015, relate to NextDecade LLC and its subsidiaries.

We are a C-Corporation and subject to income taxes in the U.S. NextDecade LLC is a limited liability company that was not subject to income taxes during the years ended December 31, 2017, 2016 and 2015, since it was a pass-through entity for tax purposes. As such, the income tax provision for the year ended December 31, 2017 represents the period from July 25, 2017 through December 31, 2017.

Due to our cumulative loss position, we have established a full valuation allowance against our deferred tax assets at December 31, 2017. Due to NextDecade LLC’s previous pass-through status and our full valuation allowance, we have not recorded a provision for federal or state income taxes during the years ended December 31, 2017, 2016 or 2015.

The reconciliation of the federal statutory income tax rate to our effective income tax rate for the year ended December 31, 2017 is as follows:


U.S. federal statutory rate, beginning of year	35	%
NextDecade LLC pre-merger net loss	(5)
Officers' compensation	(12)
Effect of 2017 Tax Act	(7)
Valuation allowance	(11)
Effective tax rate as reported	—	%

Significant components of our deferred tax assets and liabilities at December 31, 2017 are as follows (in thousands):


Deferred tax assets
Net operating loss carryforwards and credits	$	1,694
Share-based compensation expense		2,203
Other		14
Less: valuation allowance		(3,911)
Total deferred tax assets		—

Deferred tax liabilities
Total deferred tax liabilities		—

Net deferred tax assets (liabilities)	$	—

The federal deferred tax assets presented above do not include the state tax benefits as our net deferred state tax assets are offset with a full valuation allowance.

At December 31, 2017, we had federal net operating loss (“NOL”) carryforwards of approximately $8.1 million. These NOL carryforwards will expire between 2034 and 2037.

Due to our history of NOLs, current year NOLs and significant risk factors related to our ability to generate taxable income, we have established a valuation allowance to offset our deferred tax assets as of December 31, 2017 and 2016. We will continue to evaluate our ability to release the valuation allowance in the future. The increase in the valuation allowance was $3.6 million for the year ended December 31, 2017. Deferred tax assets and deferred tax liabilities are classified as non-current in our Consolidated Balance Sheets.

The Tax Reform Act of 1986 (as amended) contains provisions that limit the utilization of NOL and tax credit carry forwards if there has been a change in ownership as described in Section 382 of the Internal Revenue Code (“Section 382”). Due to the Company’s initial public offering in 2015 and the Merger in 2017, substantial changes in the Company's ownership have occurred that may limit or reduce the amount of NOL carry forwards that the Company could utilize in the future to offset taxable income. The Company has not completed a detailed Section 382 study at this time to determine what impact, if any, that ownership changes may have had on its NOL carry forwards. In each period since its inception, the Company has recorded a valuation allowance for the full amount of its deferred tax assets, as the realization of the deferred tax asset is uncertain. As a result, the Company has not recognized any federal or state income tax benefit in its Consolidated Statement of Operations and Comprehensive Loss.

We remain subject to periodic audits and reviews by taxing authorities; however, we do not expect these audits will have a material effect on our tax provision. The federal tax returns for the years beginning 2014 remain open for examination.

The Tax Cuts and Jobs Act (“2017 Tax Act”), which was signed into law on December 22, 2017, has resulted in significant changes to the U.S. corporate income tax system. These changes include a federal statutory rate reduction from 35% to 21%, the elimination or reduction of certain domestic deductions and credits and limitations on the deductibility of interest expense and executive compensation for domestic companies. These changes are effective beginning in 2018.

Changes in tax rates and tax laws are accounted for in the period of enactment. Our deferred tax assets and liabilities are measured at the enacted tax rate expected to apply when these temporary differences are expected to be realized or settled. As a result of the 2017 Tax Act, we remeasured our December 31, 2017 deferred tax assets and liabilities. The result of the remeasurement was a $2.6 million reduction to our net deferred tax assets offset completely by a reduction in our valuation allowance.

Recent Accounting Pronouncements

12 Months Ended

Dec. 31, 2017

Recent Accounting Pronouncements

Recent Accounting Pronouncements

Note 13 — Recent Accounting Pronouncements

The following table provides a brief description of recent accounting standards that have not been adopted by the Company as of December 31, 2017:


Standard	Description	Expected Date of Adoption	Effect on our Consolidated Financial Statements or Other Significant Matters
Accounting Standards Update (ASU) 2014‑09, Revenue from Contracts with Customers (Topic 606), and subsequent amendments thereto	This standard amends existing revenue recognition guidance and requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This standard may be early adopted beginning January 1, 2017, and may be adopted either retrospectively to each prior reporting period presented or as a cumulative-effect adjustment as of the date of adoption.	January 1, 2018	The adoption of this new standard will not affect the amounts shown in our Consolidated Financial Statements or related disclosures as the Company has no revenues.
ASU 2017‑04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment	This standard simplifies the measurement of goodwill impairment by eliminating the requirement for an entity to perform a hypothetical purchase price allocation. An entity will instead measure the impairment as the difference between the carrying amount and the fair value of the reporting unit. This standard may be early adopted beginning January 1, 2017, and must be adopted prospectively.	January 1, 2018	The adoption of this standard is not expected to have a material impact on our Consolidated Financial Statements or related disclosures.
ASU 2016‑02, Leases (Topic 842)	This standard requires a lessee to recognize leases on its balance sheet by recording a lease liability representing the obligation to make future lease payments and a right-of-use asset representing the right to use the underlying asset for the lease term. A lessee is permitted to make an election not to recognize lease assets and liabilities for leases with a term of 12 months or less. The standard also modifies the definition of a lease and requires expanded disclosures. This standard may be early adopted, and must be adopted using a modified retrospective approach with certain available practical expedients.	January 1, 2019	We continue to evaluate the effect of this standard on our Consolidated Financial Statements. Preliminarily, we anticipate a material impact from the requirement to recognize all leases upon our Consolidated Balance Sheets. Because this assessment is preliminary and the accounting for leases is subject to significant judgment, this conclusion could change as we finalize our assessment. We have not yet determined the impact of the adoption of this standard upon our results of operations or cash flows, whether we will elect to early adopt this standard or which, if any, practical expedients we will elect upon transition.
ASU 2016‑16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory	This standard requires the immediate recognition of the tax consequences of intercompany asset transfers other than inventory. This standard may be early adopted, but only at the beginning of an annual period, and must be adopted using a modified retrospective approach.	January 1, 2018	The adoption of this standard is not expected to have a material impact on our Consolidated Financial Statements or related disclosures.
ASU 2016-01, Financial Instruments-Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities	This standard principally affects accounting standards for equity investments, financial liabilities where the fair value option has been elected, and the presentation and disclosure requirements for financial instruments. Upon the effective date of the new standards, all equity investments in unconsolidated entities, other than those accounted for using the equity method of accounting, will generally be measured at fair value through earnings. There will no longer be an available-for-sale classification and therefore, no changes in fair value will be reported in other comprehensive income (loss) for equity securities with readily determinable fair values.	January 1, 2018	The adoption of this standard will not have a material impact on our Consolidated Financial Statements or related disclosures.

Additionally, the following table provides a brief description of recent accounting standards that were adopted by the Company during the reporting period:


Standard	Description	Date of Adoption	Effect on our Consolidated Financial Statements or Other Significant Matters
ASU 2016‑09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting	This standard primarily requires the recognition of excess tax benefits for share-based awards in the statement of operations and the classification of excess tax benefits as an operating activity within the statement of cash flows. The standard also allows an entity to elect to account for forfeitures when they occur. This standard may be early adopted, but the entire standard must be adopted in the same period.	July 1, 2017	Upon adoption of this standard, we elected to account for forfeitures as they occur. The adoption of this standard did not have a material impact on our Consolidated Financial Statements or related disclosures.
ASU 2017‑09, Compensation - Stock Compensation (Topic 718): Scope of Modification Accounting	This standard clarifies what changes to the terms and conditions of share-based awards require an entity to apply modification accounting. Modification accounting is required only if the fair value, the vesting conditions, or the classification of the award (as equity or liability) changes as a result of the change in terms or conditions.	July 1, 2017	The adoption of this guidance did not have a material impact on our Consolidated Financial Statements or related disclosures.
ASU 2017‑01, Business Combinations (Topic 805): Clarifying the Definition of a Business	This standard clarifies the definition of a business to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses by providing a screen to determine when an integrated set of assets or activities is not a business.	July 1, 2017	The adoption of this standard did not have a material impact on our Consolidated Financial Statements or related disclosures.
ASU 2016‑18, Statement of Cash Flows (Topic 230): Restricted Cash	This standard requires that restricted cash be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows.	December 31, 2017	Upon the adoption of this standard, our Consolidated Statements of Cash Flows reconciles the balance of total cash and restricted cash from the beginning of the period to the end of the period, which resulted in an increase of $17 million and a decrease of $17 million to previously reported cash flows used in investing activities for the years ended December 31, 2016 and 2015, respectively.

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2017

Summary of Significant Accounting Policies

Use of Estimates

Concentrations of Credit Risk

Cash Equivalents

We consider all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents.

Restricted cash

Restricted Cash

Restricted cash consist of funds that are contractually restricted as to usage or withdrawal and are presented separately from cash and cash equivalents on our Consolidated Balance Sheets.

Investment Securities

Property, Plant and Equipment

Generally, we begin to capitalize the costs of our development projects once construction of the individual project is probable. This assessment includes the following criteria:

funding for design and permitting has been identified and is expected in the near-term;

key vendors for development activities have been identified, and we expect to engage then at commercially reasonable terms;

we have committed to commencing development activities;

regulatory approval is probable;

construction financing is expected to be available at the time of a final investment decision (“FID”);

prospective customers have been identified and the FID is probable; and

receipt of customary local tax incentives, as needed for project viability, is probable.

Prior to meeting the criteria above, costs associated with a project are expensed as incurred. Expenditures for normal repairs and maintenance are expensed as incurred.

When assets are retired or disposed, the cost and accumulated depreciation are eliminated from the accounts and any gain or loss is reflected in our Consolidated Statements of Operations.

Property, plant and equipment is carried at historical cost and depreciated using the straight-line method over their estimated useful lives.

Leasehold improvements are depreciated over the lesser of the economic life of the leasehold improvement or the term of the lease, without regard to extension/renewal rights.

Fair Value of Financial Instruments

Net Loss Per Share

Share-based Compensation

Income Taxes

Emerging Growth Company

Investment Securities (Tables)

12 Months Ended

Dec. 31, 2017

Investment Securities

Schedule of investment securities which are classified as available for sale

Investment securities are classified as available-for-sale, recorded at fair value based on Level I inputs and consisted of the following (in thousands):


	December 31,				December 31,
	2017				2016
	Fair value		Cost		Fair value		Cost
Ultra-Short-Term Bond Fund	$	3,811	$	3,825	$	3,760	$	3,767
Short-Term Bond Index Fund		1,252		1,278		1,237		1,257
Total investments	$	5,063	$	5,103	$	4,997	$	5,024

- Definition

Tabular disclosure of available-for-sale securities which includes, but is not limited to, changes in the cost basis and fair value, fair value and gross unrealized gain (loss), fair values by type of security, contractual maturity and classification, amortized cost basis, contracts to acquire securities to be accounted for as available-for-sale, debt maturities, transfers to trading, change in net unrealized holding gain (loss) net of tax, continuous unrealized loss position fair value, aggregate losses qualitative disclosures, other than temporary impairment (OTTI) losses or other disclosures related to available for sale securities.

+ References + Details

Property, Plant and Equipment (Tables)

12 Months Ended

Dec. 31, 2017

Property, Plant and Equipment

Schedule of property, plant and equipment

Property, plant and equipment consisted of the following (in thousands):


	December 31,		December 31,
	2017		2016
Fixed Assets
Computers	$	69	$	42
Furniture, fixtures, and equipment		246		232
Leasehold improvements		264		264
Total fixed assets		579		538
Less: accumulated depreciation		(371)		(265)
Total fixed assets, net		208		273
Project Assets (not placed in service)
Rio Grande		62,866		48,087
Rio Bravo		10,152		7,873
Total project assets		73,018		55,960
Total property, plant and equipment, net	$	73,226	$	56,233

Net Loss Per Share (Tables)

12 Months Ended

Dec. 31, 2017

Net Loss Per Share

Schedule of basic and diluted weighted average common shares outstanding

The following table (in thousands, except for loss per share) reconciles basic and diluted weighted average common shares outstanding for the years ended December 31, 2017, 2016 and 2015:


	Year ended
	December 31,
	2017		2016		2015
Weighted average common shares outstanding:
Basic		100,926		95,680		55,226
Dilutive unvested common stock and common stock warrants		—		—		—
Diluted		100,926		95,680		55,226
				—		—
Basic and diluted net loss per share	$	(0.35)	$	(0.09)	$	(0.14)

Schedule of antidilutive securities excluded from computation of earnings per share


	Year ended
	December 31,
	2017		2016		2015
Weighted average common shares outstanding:
Basic		100,926		95,680		55,226
Dilutive unvested common stock and common stock warrants		—		—		—
Diluted		100,926		95,680		55,226
				—		—
Basic and diluted net loss per share	$	(0.35)	$	(0.09)	$	(0.14)

Potentially dilutive securities that were not included in the diluted net loss per share computations because their effect would have been anti-dilutive were as follows (in thousands):


	Year ended
	December 31,
	2017		2016		2015
Unvested stock (1)		258		—		—
Common Stock Warrants		12,082		12,059		12,059
Total dilutive common shares		12,340		12,059		12,059

⁽¹⁾

Does not include 25.7 million shares of unvested stock for the year ended December 31, 2017 because the performance conditions had not yet been satisfied as of December 31, 2017.

Share-based Compensation (Tables)

12 Months Ended

Dec. 31, 2017

Share-based Compensation.

Schedule of share-based compensation

Total share-based compensation consisted of the following (in thousands):


	Year ended
	December 31,
	2017		2016		2015
Share-based compensation:
Equity awards	$	19,754	$	—	$	—
Liability awards		4,402		—		—
Total share-based compensation		24,156		—		—
Capitalized share-based compensation		(1,463)		—		—
Total share-based compensation expense	$	22,693	$	—	$	—

Summary of changes in restricted stock outstanding

The table below provides a summary of our restricted stock outstanding as of December 31, 2017 and changes during the year ended December 31, 2017 (in thousands, except for per share information):


	Shares		Weighted Average Grant Date Fair Value Per Share
Non-vested at January 1, 2017		—	$	—
Granted		9,104		10.15
Vested		—		—
Forfeited		—		—
Non-vested at December 31, 2017		9,104	$	10.15

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2017

Income Taxes

Schedule of effective income tax rate reconciliation

The reconciliation of the federal statutory income tax rate to our effective income tax rate for the year ended December 31, 2017 is as follows:


U.S. federal statutory rate, beginning of year	35	%
NextDecade LLC pre-merger net loss	(5)
Officers' compensation	(12)
Effect of 2017 Tax Act	(7)
Valuation allowance	(11)
Effective tax rate as reported	—	%

Schedule of components of deferred tax assets and liabilities

Significant components of our deferred tax assets and liabilities at December 31, 2017 are as follows (in thousands):


Deferred tax assets
Net operating loss carryforwards and credits	$	1,694
Share-based compensation expense		2,203
Other		14
Less: valuation allowance		(3,911)
Total deferred tax assets		—

Deferred tax liabilities
Total deferred tax liabilities		—

Net deferred tax assets (liabilities)	$	—

Recent Accounting Pronouncements (Tables)

12 Months Ended

Dec. 31, 2017

Recent Accounting Pronouncements

Schedule of recent accounting standards not yet adopted


Standard	Description	Expected Date of Adoption	Effect on our Consolidated Financial Statements or Other Significant Matters
Accounting Standards Update (ASU) 2014‑09, Revenue from Contracts with Customers (Topic 606), and subsequent amendments thereto	This standard amends existing revenue recognition guidance and requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This standard may be early adopted beginning January 1, 2017, and may be adopted either retrospectively to each prior reporting period presented or as a cumulative-effect adjustment as of the date of adoption.	January 1, 2018	The adoption of this new standard will not affect the amounts shown in our Consolidated Financial Statements or related disclosures as the Company has no revenues.
ASU 2017‑04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment	This standard simplifies the measurement of goodwill impairment by eliminating the requirement for an entity to perform a hypothetical purchase price allocation. An entity will instead measure the impairment as the difference between the carrying amount and the fair value of the reporting unit. This standard may be early adopted beginning January 1, 2017, and must be adopted prospectively.	January 1, 2018	The adoption of this standard is not expected to have a material impact on our Consolidated Financial Statements or related disclosures.
ASU 2016‑02, Leases (Topic 842)	This standard requires a lessee to recognize leases on its balance sheet by recording a lease liability representing the obligation to make future lease payments and a right-of-use asset representing the right to use the underlying asset for the lease term. A lessee is permitted to make an election not to recognize lease assets and liabilities for leases with a term of 12 months or less. The standard also modifies the definition of a lease and requires expanded disclosures. This standard may be early adopted, and must be adopted using a modified retrospective approach with certain available practical expedients.	January 1, 2019	We continue to evaluate the effect of this standard on our Consolidated Financial Statements. Preliminarily, we anticipate a material impact from the requirement to recognize all leases upon our Consolidated Balance Sheets. Because this assessment is preliminary and the accounting for leases is subject to significant judgment, this conclusion could change as we finalize our assessment. We have not yet determined the impact of the adoption of this standard upon our results of operations or cash flows, whether we will elect to early adopt this standard or which, if any, practical expedients we will elect upon transition.
ASU 2016‑16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory	This standard requires the immediate recognition of the tax consequences of intercompany asset transfers other than inventory. This standard may be early adopted, but only at the beginning of an annual period, and must be adopted using a modified retrospective approach.	January 1, 2018	The adoption of this standard is not expected to have a material impact on our Consolidated Financial Statements or related disclosures.
ASU 2016-01, Financial Instruments-Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities	This standard principally affects accounting standards for equity investments, financial liabilities where the fair value option has been elected, and the presentation and disclosure requirements for financial instruments. Upon the effective date of the new standards, all equity investments in unconsolidated entities, other than those accounted for using the equity method of accounting, will generally be measured at fair value through earnings. There will no longer be an available-for-sale classification and therefore, no changes in fair value will be reported in other comprehensive income (loss) for equity securities with readily determinable fair values.	January 1, 2018	The adoption of this standard will not have a material impact on our Consolidated Financial Statements or related disclosures.

Schedule of recent accounting standards that were adopted


Standard	Description	Date of Adoption	Effect on our Consolidated Financial Statements or Other Significant Matters
ASU 2016‑09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting	This standard primarily requires the recognition of excess tax benefits for share-based awards in the statement of operations and the classification of excess tax benefits as an operating activity within the statement of cash flows. The standard also allows an entity to elect to account for forfeitures when they occur. This standard may be early adopted, but the entire standard must be adopted in the same period.	July 1, 2017	Upon adoption of this standard, we elected to account for forfeitures as they occur. The adoption of this standard did not have a material impact on our Consolidated Financial Statements or related disclosures.
ASU 2017‑09, Compensation - Stock Compensation (Topic 718): Scope of Modification Accounting	This standard clarifies what changes to the terms and conditions of share-based awards require an entity to apply modification accounting. Modification accounting is required only if the fair value, the vesting conditions, or the classification of the award (as equity or liability) changes as a result of the change in terms or conditions.	July 1, 2017	The adoption of this guidance did not have a material impact on our Consolidated Financial Statements or related disclosures.
ASU 2017‑01, Business Combinations (Topic 805): Clarifying the Definition of a Business	This standard clarifies the definition of a business to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses by providing a screen to determine when an integrated set of assets or activities is not a business.	July 1, 2017	The adoption of this standard did not have a material impact on our Consolidated Financial Statements or related disclosures.
ASU 2016‑18, Statement of Cash Flows (Topic 230): Restricted Cash	This standard requires that restricted cash be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows.	December 31, 2017	Upon the adoption of this standard, our Consolidated Statements of Cash Flows reconciles the balance of total cash and restricted cash from the beginning of the period to the end of the period, which resulted in an increase of $17 million and a decrease of $17 million to previously reported cash flows used in investing activities for the years ended December 31, 2016 and 2015, respectively.

Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Prepaid Expenses and Other Current Assets
Rio Grande LNG site option	$ 1,080	$ 495
Short-term security deposits	364	349
Galveston Bay Leases	100
Rio Bravo Pipeline options	111	86
Prepaid insurance	208	21
Other	236	145
Total prepaid expenses and other current assets	2,099	1,096
Lease option expense relating to Rio Grande LNG site option	$ 584	$ 584	$ 584

Property, Plant and Equipment (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Property, Plant and Equipment
Total property, plant and equipment, net	$ 73,226	$ 56,233
Depreciation expense	106	100	$ 80
Impairment loss on capital projects		506
Impairment charges related to the original Pelican Island site		360
Impairment charges related to other noncore projects		146
Non project assets
Property, Plant and Equipment
Property, plant and equipment, gross	579	538
Less: accumulated depreciation	(371)	(265)
Total property, plant and equipment, net	208	273
Computers
Property, Plant and Equipment
Property, plant and equipment, gross	69	42
Furniture, fixtures, and equipment
Property, Plant and Equipment
Property, plant and equipment, gross	246	232
Leasehold improvements
Property, Plant and Equipment
Property, plant and equipment, gross	264	264
Project assets
Property, Plant and Equipment
Project assets in progress	73,018	55,960
Rio Grande
Property, Plant and Equipment
Project assets in progress	62,866	48,087
Rio Bravo
Property, Plant and Equipment
Project assets in progress	$ 10,152	$ 7,873

Accrued Liabilities and Other Current Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Accrued Liabilities and Other Current Liabilities
Employee compensation expense	$ 1,851	$ 1,535
Project asset costs	3,317	1,810
Accrued legal services	141	91
Other accrued liabilities	547	331
Total accrued liabilities and other current liabilities	5,856	3,767
Non-current compensation liabilities related to engineering staff	700	1,100
Non-current compensation liabilities related to executive staff	$ 1,300	$ 1,600

Stockholders’ Equity (Details) shares in Millions	12 Months Ended
Stockholders’ Equity (Details) shares in Millions	Dec. 31, 2017 item $ / shares shares	Dec. 31, 2016 $ / shares shares
Stockholders’ Equity
Preferred stock, shares authorized	1.0	1.0
Preferred stock, par value \| $ / shares	$ 0.0001	$ 0.0001
Preferred stock, shares issued	0.0	0.0
Preferred stock, shares outstanding	0.0
Common stock, shares authorized	480.0	480.0
Common stock, par value \| $ / shares	$ 0.0001	$ 0.0001
Common stock, shares issued	106.3	95.7
Common stock, shares outstanding	106.3	95.7
Common Stock Warrants
Stockholders’ Equity
Common stock warrants issued and outstanding	12.1
Exercisable price \| $ / shares	$ 11.50
Redemption of warrant, price per share \| $ / shares	$ 0.01
Notice for redemption of warrants	30 days
Threshold price of common stock to redeem warrants \| $ / shares	$ 17.50
Number of trading days within a 30-trading day period ending on the third day prior to the date on which notice of redemption is given \| item	20
Number of consecutive trading day period ending on the third day prior to the date on which notice of redemption is given. \| item	30
Number of warrants exercised	0.0

Share-based Compensation (Details) T in Thousands, $ in Thousands		12 Months Ended
	Jul. 24, 2017 T shares	Dec. 31, 2017 USD ($)	Dec. 15, 2017 shares
Summary of changes in restricted stock outstanding
Total share-based compensation		$ 24,156
Capitalized share-based compensation		(1,463)
Total share-based compensation expense		$ 22,693
Total unrecognized compensation expected to be recognized over weighted average period		1 year 2 months 12 days
2017 Plan
Summary of changes in restricted stock outstanding
Approved issuance of common stock \| shares			5,262,461
Additional Shares \| Management
Summary of changes in restricted stock outstanding
Additional shares authorized for issuance \| shares	2,429,396
Additional Shares \| Consultants
Summary of changes in restricted stock outstanding
Additional shares authorized for issuance \| shares	287,388
Restricted stock \| Employees
Summary of changes in restricted stock outstanding
Restricted shares expected to vest \| shares	3,832,682
Restricted stock \| Consultants
Summary of changes in restricted stock outstanding
Restricted shares expected to vest \| shares	1,453,776
Equity awards
Summary of changes in restricted stock outstanding
Total share-based compensation expense		$ 19,754
Total unrecognized compensation costs		48,500
Liability awards
Summary of changes in restricted stock outstanding
Total share-based compensation expense		4,402
Total unrecognized compensation costs		$ 9,600
Milestone 1 upon execution of final agreement with EPC contractor \| Restricted stock
Summary of changes in restricted stock outstanding
Vesting percentage	6.25%
Milestone 2 upon execution of one or more binding LNG sale and purchase or tolling agreements, with customary conditions precedent \| Additional Shares \| Minimum
Summary of changes in restricted stock outstanding
Threshold volume per annum for issuance of restricted shares (in tons) \| T	3,825
Milestone 2 upon execution of one or more binding LNG sale and purchase or tolling agreements, with customary conditions precedent \| Restricted stock
Summary of changes in restricted stock outstanding
Vesting percentage	25.00%
Milestone 3 upon reaching a positive final investment decision for the terminal \| Restricted stock
Summary of changes in restricted stock outstanding
Vesting percentage	68.75%

Income Taxes - Reconciliation (Details)	12 Months Ended
Income Taxes - Reconciliation (Details)	Dec. 31, 2017
Reconciliation of the federal statutory income tax rate
U.S. federal statutory rate, beginning of year	35.00%
NextDecade LLC pre-merger net loss	(5.00%)
Officers' compensation	(12.00%)
Effect of 2017 Tax Act	(7.00%)
Valuation allowance	(11.00%)
Effective tax rate as reported	0.00%

Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017
Deferred tax assets
Net operating loss carryforwards and credits		$ 1,694
Share-based compensation expense		2,203
Other		14
Less: valuation allowance		(3,911)
Total deferred tax assets		0
Deferred tax liabilities
Total deferred tax liabilities		0
Net deferred tax assets (liabilities)		0
Net operating loss carryforwards		8,100
Increase in valuation allowance		$ 3,600
U.S. federal statutory rate, beginning of year		35.00%
Reduction to net deferred tax assets offset		$ 2,600
Forecast
Deferred tax liabilities
U.S. federal statutory rate, beginning of year	21.00%

Commitments and Contingencies - Leases and Land Options (Details) $ in Thousands	1 Months Ended		12 Months Ended
	Mar. 31, 2017 USD ($) a item	Jan. 31, 2017 USD ($) a	Dec. 31, 2017 USD ($) ft² a	Dec. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)
Commitments and Contingencies
Lease expense			$ 728	$ 245	$ 234
Remaining commitments
2018			661
2019			561
2020			630
Total			$ 1,852
Woodlands Texas Lease
Commitments and Contingencies
Area of office space (in square feet) \| ft²			8,300
Shoal Point Leases
Commitments and Contingencies
Area of land leased (in square feet) \| a		994	994
Term of lease agreement		36 months
Extension of term of contract		12 months
Potential aggregate payments for early terminations		$ 50
The Brownsville Lease
Commitments and Contingencies
Area of land leased (in square feet) \| a	10
Term of lease agreement	8 months
Number of times agreement can be renewed \| item	6
Extension of term of contract	6 months
Potential aggregate payments for early terminations	$ 0

Background and Basis of Presentation	12 Months Ended
Background and Basis of Presentation	Dec. 31, 2017
Background and Basis of Presentation
Background and Basis of Presentation	Note 1 — Background and Basis of Presentation NextDecade Corporation engages in development activities related to the liquefaction and sale of liquefied natural gas (“LNG”). We have focused and continue to focus our development activities on the Rio Grande LNG terminal facility at the Port of Brownsville in southern Texas (the “Terminal”) and an associated 137-mile Rio Bravo pipeline to supply gas to the Terminal (the “Pipeline” together with the Terminal, the “Project”). We have also secured, through December 2019, a 994-acre site near Texas City, Texas for another potential LNG terminal (the “Galveston Bay Terminal”). We were incorporated in Delaware on May 21, 2014 and were formed for the purpose of acquiring, through a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination, one or more businesses or entities. On July 24, 2017 (the “Merger Date”), one of our subsidiaries merged with and into NextDecade LLC (the “Merger”), a LNG development company founded in 2010 to develop LNG export projects and associated pipelines in the State of Texas. Prior to the merger with NextDecade LLC, we had no operations and our assets consisted of cash proceeds received in connection with our initial public offering. The Merger was accounted for as a reverse acquisition and recapitalization, with NextDecade LLC being treated as the accounting acquirer. As such, the historical Consolidated Financial Statements as of and for the years ended December 31, 2016 and 2015, contained in this report, relate to NextDecade LLC and its subsidiaries. Subsequent to the Merger Date, the information relates to the consolidated entities of NextDecade. We continue to operate in a single operating segment for financial reporting purposes. In connection with the Merger, the issued and outstanding membership interests in NextDecade LLC were exchanged for 98,490,409 shares of our common stock. All share and per share amounts in the Consolidated Financial Statements and related notes have been retroactively adjusted for all periods presented to give effect to this exchange. Our Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). All intercompany accounts and transactions have been eliminated in consolidation. Certain reclassifications have been made to conform prior period information to the current presentation. The reclassifications had no effect on our overall consolidated financial position, operating results or cash flows.

Subsequent Events	12 Months Ended
Subsequent Events	Dec. 31, 2017
Subsequent Events
Subsequent Events	Note 14 — Subsequent Events Issuance of Equity Awards under the 2017 Plan In January 2018, an aggregate of 0.1 million fully-vested common stock awards and 2.1 million restricted common stock awards were issued to employees, consultants and a non-employee director of the Company under the 2017 Plan.

Background and Basis of Presentation (Details)	12 Months Ended
Background and Basis of Presentation (Details)	Dec. 31, 2017 a mi	Jan. 31, 2017 a
Organization and Nature of Operations
Length of pipeline to supply gas \| mi	137
Shoal Point Leases
Organization and Nature of Operations
Area available for lease \| a	994	994

Background and Basis of Presentation - Merger (Details)	Jul. 24, 2017 shares
Merger
Merger
Number of shares issued on acquisition	98,490,409

Merger (Details) - Merger T in Millions, $ in Millions	Jul. 24, 2017 USD ($) T shares
Merger
Ownership interest as a percentage	94.00%
Number of shares issued on acquisition	98,490,409
Milestone 2- LNG minimum amount per annum (in tons) \| T	1
Released escrow to fund development activities \| $	$ 26.8
Maximum
Merger
Number of additional shares issued	19,573,304
Pre-Merger Members
Merger
Number of shares issued on acquisition	2,176,542
Management
Merger
Number of shares issued on acquisition	2,429,396
Consultants
Merger
Number of shares issued on acquisition	287,388

Consolidated Balance Sheets (Parenthetical) - $ / shares shares in Millions	Dec. 31, 2017	Dec. 31, 2016
Consolidated Balance Sheets
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	1.0	1.0
Preferred stock, shares issued	0.0	0.0
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	480.0	480.0
Common stock, shares issued	106.3	95.7
Common stock, shares outstanding	106.3	95.7

Investment Securities (Details) - USD ($) $ in Thousands	12 Months Ended
Investment Securities (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Investment Securities
Fair value	$ 5,063	$ 4,997
Cost	$ 5,103	5,024
Ultra-Short-Term Bond Fund
Investment Securities
Target investment allocation (as a percent)	75.00%
Maturity period of mutual funds	1 year
Non-investment grade rated holdings (as a percent)	2.00%
Fair value	$ 3,811	3,760
Cost	$ 3,825	3,767
Short-Term Bond Index Fund
Investment Securities
Target investment allocation (as a percent)	25.00%
Maturity period of mutual funds	3 years
Non-investment grade rated holdings (as a percent)	0.00%
Fair value	$ 1,252	1,237
Cost	$ 1,278	$ 1,257
AAA rated \| Ultra-Short-Term Bond Fund
Investment Securities
Investment holdings grade rated (as a percent)	42.00%
AAA rated \| Short-Term Bond Index Fund
Investment Securities
Investment holdings grade rated (as a percent)	70.00%

Share-based Compensation - Summary of Restricted Stock Outstanding (Details) - Restricted stock shares in Thousands	12 Months Ended
	Dec. 31, 2017 $ / shares shares
Shares
Granted \| shares	9,104
Non-vested at end of the year \| shares	9,104
Weighted Average Grant Date Fair Value Per Share
Granted \| $ / shares	$ 10.15
Non-vested at end of the year \| $ / shares	$ 10.15

Subsequent Events (Details) - 2017 Plan - Subsequent Events shares in Millions	1 Months Ended
	Jan. 31, 2018 shares
Additional Shares
Subsequent Events
Common stock awards issued	0.1
Restricted stock
Subsequent Events
Common stock awards issued	2.1