UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 19, 2005
CHENIERE ENERGY, INC.
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(Exact name of registrant as specified in its charter)
Delaware 1-16383 95-4352386
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(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation or organization) Identification No.)
717 Texas Avenue
Suite 3100
Houston, Texas 77002
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (713) 659-1361
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[_] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.14d-2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 7.01. Regulation FD Disclosure.
On August 19, 2005, Cheniere Energy, Inc. issued a press release
announcing that one of its indirect, wholly owned subsidiaries, Cheniere LNG
Holdings, LLC ("Holdings"), has engaged Credit Suisse to arrange a proposed $500
million Senior Secured Term Loan Facility (the "Facility"). Holdings owns
Cheniere's 100% equity interest in Sabine Pass LNG, L.P. and Cheniere's 30%
limited partner equity interest in Freeport LNG Development, L.P., each of which
owns an LNG receiving terminal project that is currently under construction (the
"Projects"). A copy of the press release is furnished as Exhibit 99.1 to this
Current Report on Form 8-K.
The Facility would be used to fund: (1) Cheniere's remaining equity
requirements for the construction of the Sabine Pass LNG receiving terminal; (2)
a reserve account for Facility debt service obligations and pre-operating
expenses; (3) fees and expenses of the transaction; (4) Cheniere's equity
requirements including funds for the potential expansion of the Sabine Pass LNG
receiving terminal, construction of the Corpus Christi and/or the Creole Trail
LNG receiving terminals and pipelines from Cheniere's various LNG receiving
terminals; and/or (5) Cheniere's general corporate purposes.
The Facility would have a 7-year term and would be secured by the debt
service reserve, all of the capital stock or other equity interests directly
held by Holdings with respect to the Projects and all of the capital stock of
Holdings. The Facility would include various covenants by Holdings, including
limitations on distributions and other payments, the creation of new
subsidiaries of Holdings and the incurrence of additional debt or guarantees by
Holdings and its subsidiaries. Sabine Pass LNG would be permitted to incur
additional debt, subject to limitations. There would be no restrictions on
Freeport LNG. The consummation of the Facility will be subject to a number of
customary conditions, including the delivery of closing documents.
The information in this report and the exhibit referenced herein are
being furnished under Item 7.01 of Form 8-K and are not deemed "filed" for
purposes of Section 18 of the Securities Exchange Act of 1934, as amended, are
not subject to the liabilities of that section and are not deemed incorporated
by reference in any filing under the Securities Act of 1933, as amended.
Item 9.01. Financial Statements and Exhibits.
c) Exhibits
Exhibit Number Description
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99.1 Press Release, dated August 19, 2005 (furnished herewith).
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
CHENIERE ENERGY, INC.
Date: August 19, 2005 By: /s/ Don A. Turkleson
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Name: Don A. Turkleson
Title: Senior Vice President, Chief
Financial Officer and Secretary
EXHIBIT INDEX
Exhibit Number Description
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99.1 Press Release, dated August 19, 2005 (furnished herewith).