10-Q/APeriod: Q2 FY2013

Cheniere Energy, Inc. Quarterly Report (Amendment) for Q2 Ended Jun 30, 2013

Filed August 9, 2013For Securities:LNG

Summary

Cheniere Energy, Inc. (LNG) filed an amendment to its Form 10-Q for the period ending June 29, 2013, primarily to address disclosure requirements related to transactions with Iran under Section 13(r) of the Exchange Act. The company explicitly states that it and its affiliates did not engage in any transactions with Iran or related persons/entities during the quarter. However, due to a significant equity stake (29%) and board representation in Cheniere Energy Partners, L.P. by an affiliate of The Blackstone Group L.P. (Blackstone), certain portfolio companies of Blackstone may be deemed affiliates of Cheniere Energy. Consequently, disclosures made by Blackstone regarding its portfolio companies' activities, as included in their respective filings, are being incorporated by reference.

Financial Statements
Beta
Revenue$67.18M
R&D Expenses$22.08M
Operating Expenses$203.46M
Operating Income-$136.28M
Interest Expense$42.02M
Net Income-$154.76M
EPS (Basic)$-0.71
EPS (Diluted)$217397000.00
Shares Outstanding (Basic)217.40M
Shares Outstanding (Diluted)217.40M

Key Highlights

  • 1Cheniere Energy confirms no direct transactions with Iran or related entities during the reported quarter.
  • 2Disclosure of potential indirect affiliation with entities transacting with Iran via Blackstone's investment in Cheniere Energy Partners.
  • 3Blackstone's portfolio companies Hilton Worldwide and Travelport reported Iran-related activities, which Cheniere Energy has not independently verified.
  • 4Hilton Worldwide affiliates had minor transactions involving wage payments through an Iranian bank and revenue from providing rooms to an SDN-listed airline, both of which have reportedly ceased or been terminated.
  • 5Travelport provides services to Iran Air and Iran Air Tours, with reported gross revenues of approximately $248,000 and net profits of $176,000 during the period, and intends to continue these activities.
  • 6Travelport's services to Syrian Arab Airlines have been terminated following OFAC designation in May 2013.
  • 7The filing is an amendment (10-Q/A), indicating supplementary information to the original quarterly report.

Frequently Asked Questions

No, Cheniere Energy and its direct affiliates explicitly stated that they did not engage in any transactions with Iran or persons/entities related to Iran during the quarter ended June 30, 2013.

The disclosures are related to Section 13(r) of the Exchange Act, which requires companies to disclose certain transactions with Iran. Because The Blackstone Group L.P. (through its affiliate Blackstone CQP HoldCo LP) is a significant investor in Cheniere Energy Partners, L.P., some of Blackstone's portfolio companies that have had dealings with Iran are considered indirect affiliates. Cheniere Energy is incorporating their disclosures as required by the broad definition of 'affiliate', even though Cheniere Energy itself had no direct involvement.

Blackstone reported that its portfolio companies Hilton Worldwide and Travelport engaged in certain activities. Hilton affiliates had minor wage payments routed through an Iranian bank and received revenue from providing rooms to an SDN-listed airline. Travelport provided travel and IT solutions services to Iran Air and Iran Air Tours, generating approximately $248,000 in gross revenue and $176,000 in net profit during the period. Travelport also provided services to Syrian Arab Airlines, which have since been terminated.

No, Cheniere Energy explicitly stated in the filing that they have not independently verified the disclosures described regarding the activities of Blackstone's portfolio companies.