HOUSTON, Nov. 11, 2014
/PRNewswire/ -- Cheniere Energy, Inc. ("Cheniere") (NYSE MKT: LNG)
announced today that it has entered into a Subscription Agreement
with RRJ Capital II, Ltd. ("RRJ") under which investment funds
managed by RRJ will purchase, in aggregate, $1.0 billion of unsecured convertible PIK notes
(the "Convertible Notes") issued by Cheniere. RRJ will have the
right to transfer a portion of the Convertible Notes to Temasek
Holdings (Private) Limited and its affiliates ("Temasek"). Proceeds
from the Convertible Notes will be used to fund a portion of the
costs of developing, constructing and placing into service the
Corpus Christi liquefaction
project, which is being designed for up to three trains with an
expected aggregate annual production capacity of approximately 13.5
mtpa, related pipeline infrastructure, and general corporate
purposes.
The Convertible Notes will have a maturity of six and a half
years, and accrue interest at a rate of 4.875% per annum, which is
payable in kind (PIK) by increasing the principal amount of the
Convertible Notes outstanding. The Notes will be convertible into
the common stock of Cheniere at an initial conversion price of
$93.64, which represents 130% of the
closing price of the common stock of Cheniere on Monday, November 10, 2014.
"RRJ is making a substantial investment in Cheniere in
connection with our Corpus Christi
liquefaction project. RRJ was a significant equity investor in our
Sabine Pass liquefaction project
and we look forward to working with them again," said Charif Souki, Chairman and CEO of Cheniere.
"This investment satisfies a portion of the equity needed to
finance the Corpus Christi
liquefaction project. We continue to make progress on the
Corpus Christi liquefaction
project and expect to commence construction in early 2015."
Richard Ong, Chairman and CEO of
RRJ, said, "We are pleased to have this opportunity to deepen our
involvement in Cheniere. We first invested in Cheniere's LNG
business in May 2012 and have been
happy with the company's performance to date."
"This investment highlights our long term commitment to Cheniere
and is consistent with our long term view about LNG as a clean
energy source, and Cheniere's strong position in that sector,"
added Charles Ong, co-Chairman and
co-CEO of RRJ.
Closing is expected to occur November 28,
2014 subject to customary closing conditions. Concurrently
with closing, Cheniere will have entered into an indenture pursuant
to which the Notes will be issued.
The offer and sale of the Convertible Notes has not been, and
will not be, registered under the Securities Act of 1933, as
amended (the "Securities Act") and the Convertible Notes may not be
offered or sold in the United
States absent registration under the Securities Act or an
applicable exemption from the registration requirements of the
Securities Act. This press release shall not constitute an offer to
sell or a solicitation of an offer to buy the Convertible Notes or
any other securities, nor shall there be any sale of these
securities in any jurisdiction in which such offer, solicitation or
sale of these securities would be unlawful prior to registration or
qualification under the securities laws of any such
jurisdiction.
About RRJ
Founded in 2011, RRJ Capital is an Asian based investment firm with
offices in Hong Kong and
Singapore. RRJ Capital currently
manages two funds with an aggregate size of USD $5.9 billion, invested in companies in
China, North America and Europe. RRJ Capital's portfolio focuses on the
following industries: energy, financial institutions, consumer,
food and environmental services.
About Temasek
Incorporated in 1974, Temasek is an investment company based in
Singapore, with a S$223 billion (US$177
billion) portfolio as at 31 March
2014. Temasek's portfolio covers a broad spectrum of
sectors: financial services; transportation, logistics and
industrials; telecommunications, media & technology; life
sciences, consumer & real estate; energy & resources. In
addition to Singapore, Temasek has
offices in 10 other cities around the world, including Beijing, Shanghai, Mumbai, Sao
Paulo, Mexico City,
London, and New York.
About Cheniere Energy, Inc.
Cheniere Energy, Inc. is a Houston-based energy company primarily engaged
in LNG-related businesses, and owns and operates the Sabine Pass
LNG terminal and Creole Trail Pipeline in Louisiana. Cheniere is pursuing related
business opportunities both upstream and downstream of the Sabine
Pass LNG terminal. Through its subsidiary, Cheniere Energy
Partners, L.P., Cheniere is developing a liquefaction project at
the Sabine Pass LNG terminal adjacent to the existing
regasification facilities for up to six Trains, each of which is
expected to have a nominal production capacity of approximately 4.5
mtpa. Construction has begun on Trains 1 through 4 at the Sabine
Pass Liquefaction Project. Cheniere has also initiated a project to
develop liquefaction facilities near Corpus Christi, Texas. The Corpus Christi
Liquefaction Project is being designed for up to three Trains, with
expected aggregate nominal production capacity of approximately
13.5 mtpa of LNG, three LNG storage tanks with capacity of
approximately 10.1 Bcfe and two LNG carrier docks. Commencement of
construction for the Corpus Christi Liquefaction Project is
subject, but not limited, to obtaining regulatory approvals,
entering into long-term customer contracts sufficient to underpin
financing of the project, obtaining financing, and Cheniere making
a final investment decision. Cheniere believes that LNG exports
from the Corpus Christi Liquefaction Project could commence as
early as 2018.
This press release contains certain statements that may include
"forward-looking statements" within the meanings of Section 27A of
the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. All statements, other than statements of
historical fact, included herein are "forward-looking statements."
Included among "forward-looking statements" are, among other
things, (i) statements regarding Cheniere's business strategy,
plans and objectives, including the use of proceeds from the
offering and the construction and operation of liquefaction
facilities, (ii) statements regarding expectations regarding
regulatory authorizations and approvals, (iii) statements
expressing beliefs and expectations regarding the development of
Cheniere's LNG terminal and pipeline businesses, including
liquefaction facilities, (iv) statements regarding the business
operations and prospects of third parties, (v) statements regarding
potential financing arrangements and (vi) statements regarding
future discussions and entry into contracts. Although Cheniere
believes that the expectations reflected in these forward-looking
statements are reasonable, they do involve assumptions, risks and
uncertainties, and these expectations may prove to be incorrect.
Cheniere's actual results could differ materially from those
anticipated in these forward-looking statements as a result of a
variety of factors, including those discussed in Cheniere's
periodic reports that are filed with and available from the
Securities and Exchange Commission. You should not place undue
reliance on these forward-looking statements, which speak only as
of the date of this press release. Other than as required under the
securities laws, Cheniere does not assume a duty to update these
forward-looking statements.
Logo -
http://photos.prnewswire.com/prnh/20090611/AQ31545LOGO
SOURCE Cheniere Energy, Inc.