8-KRegulation FD

Cheniere Energy, Inc. 8-K Report, Regulation FD Disclosure (Jul 8, 2021)

Filed July 8, 2021For Securities:LNG

Summary

Cheniere Energy, Inc. announced a minor extension to its ongoing debt exchange offer. The company is exchanging its outstanding 4.625% Senior Secured Notes due 2028 (Original Notes) for newly registered 4.625% Senior Secured Notes due 2028 (Exchange Notes), with a total offer value of up to $2 billion. The extension, from July 7, 2021, to July 8, 2021, is attributed to a recent federal holiday (Juneteenth observed on June 18, 2021), which impacted the original timeline. This extension is administrative and does not alter the core terms of the exchange offer. Investors holding the Original Notes should note the new expiration date if they intend to participate. The offer aims to replace existing unregistered notes with registered ones, which can facilitate future marketability and compliance. All other conditions of the exchange offer remain unchanged.

Key Highlights

  • 1Cheniere extended its debt exchange offer for its 4.625% Senior Secured Notes due 2028.
  • 2The offer is for up to $2 billion in principal amount.
  • 3The exchange is between outstanding Original Notes and newly registered Exchange Notes.
  • 4The offer expiration date was extended by one day, from July 7, 2021, to July 8, 2021.
  • 5The extension is due to a scheduling adjustment related to the Juneteenth federal holiday (observed June 18, 2021).
  • 6All other terms and conditions of the exchange offer remain the same.

Frequently Asked Questions

Cheniere is exchanging its outstanding 4.625% Senior Secured Notes due 2028 (Original Notes) for an equal principal amount of newly registered 4.625% Senior Secured Notes due 2028 (Exchange Notes). The primary purpose is to replace existing unregistered notes with registered ones, enhancing their marketability and ensuring compliance with securities regulations.

The exchange offer was extended by one day, from July 7, 2021, to July 8, 2021, due to a scheduling impact caused by the recent federal observance of Juneteenth on June 18, 2021. This adjustment ensures sufficient time for the offer to be completed within regulatory and operational expectations.

No, the extension is purely administrative. All other terms, provisions, and conditions of the exchange offer, including the interest rate (4.625%), maturity date (2028), and the exchange ratio, remain in full force and effect.

Investors holding the Original Notes who wish to participate in the exchange offer must ensure their exchange instructions are submitted before the new expiration time of 5:00 p.m., New York City time, on July 8, 2021. Those who have already tendered their notes do not need to take further action.