8-K/AMaterial AgreementsFinancial EventsExhibits & Filings

Cheniere Energy, Inc. 8-K/A Report, Material Agreement (Oct 4, 2019)

Filed October 4, 2019For Securities:LNG

Summary

Cheniere Energy, Inc. (LNG) has filed an 8-K/A amendment reporting on the issuance of $727 million in 4.80% Senior Secured Notes due December 31, 2039, by its indirect wholly-owned subsidiary, Cheniere Corpus Christi Holdings, LLC (CCH). These notes are secured by substantially all of CCH's and its guarantors' assets, providing a first-priority security interest. The issuance is part of a definitive agreement previously entered into with purchasers, as detailed in a prior Note Purchase Agreement. These notes feature a weighted average life of 15 years with deferred amortization until June 30, 2027, and are fully amortizing according to a fixed sculpted schedule with semi-annual principal and interest payments. The notes rank senior in right of payment to subordinated debt and equal to existing and future senior secured indebtedness of CCH. This move signifies a significant debt financing for Cheniere's Corpus Christi operations, aimed at bolstering its project development and operational capabilities.

Key Highlights

  • 1Issuance of $727 million in 4.80% Senior Secured Notes by subsidiary Cheniere Corpus Christi Holdings, LLC (CCH).
  • 2Notes mature on December 31, 2039, with a weighted average life of 15 years.
  • 3Amortization is deferred until June 30, 2027; payments are semi-annual.
  • 4Notes are secured by a first-priority security interest in substantially all assets of CCH and its guarantors (CCL, CCP, CCP GP).
  • 5The notes are senior secured obligations, ranking pari passu with existing senior secured debt of CCH.
  • 6Guarantees are provided by existing CCH subsidiaries and will extend to certain future domestic subsidiaries.
  • 7The issuance is governed by an Indenture with customary covenants, including restrictions on indebtedness, investments, and asset sales.

Frequently Asked Questions

The 8-K filing does not explicitly state the exact purpose, but such debt issuances by Cheniere's project subsidiaries are typically to finance the development, construction, and operation of liquefaction trains and related infrastructure at the Corpus Christi terminal.

This issuance increases the long-term, secured debt of Cheniere's Corpus Christi operations. The notes are senior secured obligations of CCH, meaning they are backed by specific project assets and rank equally with other senior secured debt at that subsidiary level.

The notes carry a 4.80% interest rate, mature in December 2039, and are secured by project assets. They feature deferred amortization until mid-2027 and are guaranteed by CCH's subsidiaries, providing significant collateral backing.

The filing indicates that the Notes were not registered under the Securities Act of 1933 and may only be transferred under exemptions, suggesting they are likely privately placed and not freely tradable in the public market.