Tender Offer - Cheniere Energy Investments, LLC

Form Type: CORRESP

Filing Date: 2024-12-09

Corporate Action: Tender-offer

Type: New

Accession Number: 000119312524273395

Filing Summary: Cheniere Energy Partners, L.P. filed a Registration Statement on Form S-4 on November 26, 2024, to conduct an exchange offer (the 'Exchange Offer') to issue registered 5.750% Senior Notes due 2034 (the 'New Notes') in exchange for outstanding 5.750% Senior Notes due 2034 (the 'Old Notes'). The filing indicates reliance on no-action letters from the SEC to facilitate this transaction. Importantly, the Issuer states that it has not made any arrangements for distributing the New Notes outside of the exchange process. Participants in the Exchange Offer are cautioned regarding the resale of the New Notes and are required to comply with registration requirements under the Securities Act. Broker-dealers participating in the Exchange Offer with Old Notes must meet specific conditions and acknowledge delivery of a compliant prospectus for any resale activities.

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