CQP 8-K 2012 Tender of SPLNG Notes
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): October 1, 2012
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CHENIERE ENERGY PARTNERS, L.P. |
(Exact name of registrant as specified in its charter)
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Delaware | 1-33366 | 20-5913059 |
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) |
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700 Milam Street Suite 800 Houston, Texas | 77002 |
(Address of principal executive offices) | (Zip Code) |
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Registrant's telephone number, including area code: (713) 375-5000 |
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):
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o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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o | 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 October 1, 2012, Cheniere Energy Partners, L.P. issued a press release announcing that its wholly owned subsidiary, Sabine Pass LNG, L.P., has commenced a cash tender offer for any and all of its $550 million outstanding 7.25% Senior Secured Notes due 2013 (“Notes”). The terms and conditions of the tender offer are described in an Offer to Purchase dated October 1, 2012, and in a related Letter of Transmittal, which are being sent to holders of the Notes. A copy of the press release is attached as Exhibit 99.1 to this report and is incorporated herein by reference.
The information presented herein under this Item 7.01 shall not be deemed “filed” under the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as may be expressly set forth by specific reference to this Item 7.01 in such a filing.
Item 9.01 Financial Statements and Exhibits.
d) Exhibits
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Exhibit No. | Description |
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99.1* | Press release, dated October 1, 2012. |
* 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.
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| | | CHENIERE ENERGY PARTNERS, L.P. |
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| Date: October 1, 2012 | | By: | CHENIERE ENERGY PARTNERS GP, LLC, |
| | | | its general partner |
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| | | By: | /s/ Meg A. Gentle |
| | | Name: | Meg A. Gentle |
| | | Title: | Senior Vice President and |
| | | | Chief Financial Officer |
EXHIBIT INDEX
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Exhibit No. | Description |
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99.1* | Press release, dated October 1, 2012. |
* Furnished herewith.