Summary
Cheniere Energy, Inc. (LNG), through its subsidiary Sabine Pass Liquefaction, LLC (SPL), announced the successful closing of a $1.35 billion senior secured notes offering on March 6, 2017. These notes, carrying a 4.200% interest rate and maturing in 2028, were issued at a slight discount to par, yielding 4.211%. The offering was conducted as a private placement under Section 4(a)(2) of the Securities Act, utilizing Rule 144A and Regulation S. These funds will be used to further support SPL's operations and development. The notes are senior secured obligations of SPL, ranking pari passu with existing senior secured debt and effectively senior to unsecured debt to the extent of the collateral. While not initially guaranteed, future restricted subsidiaries of SPL are expected to provide guarantees. The indenture includes customary covenants and events of default, with provisions for redemption and potential additional interest payments if registration rights obligations are not met.
Key Highlights
- 1Cheniere Energy subsidiary, Sabine Pass Liquefaction, LLC (SPL), successfully closed a $1.35 billion offering of 4.200% Senior Secured Notes due 2028.
- 2The Notes were issued on March 6, 2017, at 99.903% of par, resulting in a yield of 4.211%.
- 3The offering was a private placement under Section 4(a)(2) of the Securities Act, relying on Rule 144A and Regulation S.
- 4The Notes are senior secured obligations of SPL and will be guaranteed by future restricted subsidiaries.
- 5The Notes mature on March 15, 2028, with semi-annual interest payments starting September 15, 2017.
- 6The indenture includes provisions for redemption, including a make-whole option before September 2027 and a call option thereafter.
- 7SPL entered into a Registration Rights Agreement, committing to file a registration statement for an exchange offer within 360 days, with potential penalties for non-compliance.