Cheniere Energy Partners 8-K Report, Material Agreement (May 27, 2026)

On May 26, 2026, Cheniere Energy Partners, L.P.

(NYSE: CQP) entered into a Purchase Agreement with BofA Securities, Inc., as representative of the initial purchasers, to issue and sell $1 billion^a aggregate principal amount of 5.350% Senior Notes due 2036 and $750 million aggregate principal amount of 6.050% Senior Notes due 2056. The 2036 Notes will be issued at 99.511% of par and the 2056 Notes at 99.698% of par. Cheniere Partners' subsidiaries Cheniere Energy Investments, LLC, Sabine Pass LNG-GP, LLC, Sabine Pass LNG, L.P., Sabine Pass Tug Services, LLC, Cheniere Creole Trail Pipeline, L.P. and Cheniere Pipeline GP Interests, LLC act as guarantors.

The Notes are expected to close on June 9, 2026, according to the pricing press release furnished as Exhibit 99.2. The same day, Sabine Pass Liquefaction, LLC (SPL), a wholly owned subsidiary, issued an irrevocable notice of full redemption for $1.5 billion^b of its outstanding 5.00% Senior Secured Notes due 2027. The redemption price is the greater of 100% of principal and a make-whole amount based on the Treasury Rate plus 50 basis points, plus accrued and unpaid interest.

SPL intends to fund the redemption with the gross proceeds from the Notes and cash on hand. The Notes will rank pari passu in right of payment with existing senior notes due 2029 through 2035.

Proceeds are intended for general partnership purposes, which may include repaying, refinancing or redeeming existing indebtedness, including the 2027 SPL Notes, as well as capital expenditures, working capital and other business opportunities. The filing also notes that certain initial purchasers and their affiliates have provided, and may continue to provide, investment and commercial banking and financial advisory services to Cheniere Partners for customary fees.