Summary
Cheniere Energy, Inc. (LNG) has filed an 8-K report on May 27, 2015, to disclose the filing of a prospectus supplement related to the resale of its previously issued 4.875% Unsecured PIK Convertible Notes due 2021. These notes, totaling $1.0 billion in principal amount, were issued in November 2014 through a private placement to specific investors. The filing is a fulfillment of an agreement to allow these investors to resell the notes, as stipulated in the Amended Subscription Agreement. This event is significant for investors as it facilitates the liquidity of these convertible notes. The registration statement allows the initial private placement holders to register their securities for resale in the public market. The filing of the prospectus supplement means that the Securities and Exchange Commission (SEC) has reviewed the relevant documents, providing transparency and a pathway for these notes to be traded more freely by the Selling Securityholders. The report also includes opinions of counsel on the legality and tax matters concerning these notes.
Key Highlights
- 1Cheniere Energy filed an 8-K on May 27, 2015, regarding its 4.875% Unsecured PIK Convertible Notes due 2021.
- 2The company filed a prospectus supplement to allow for the resale of $1.0 billion of these convertible notes by certain holders.
- 3The notes were originally issued in November 2014 through a private placement exempt from registration.
- 4This filing fulfills the company's obligation under the Amended Subscription Agreement to register the notes for resale.
- 5The prospectus supplement is part of a Registration Statement on Form S-3 (File No. 333-204432).
- 6Legal and tax opinions from Andrews Kurth LLP regarding the notes are included as exhibits.