Cheniere Energy, Inc. entered into a Purchase Agreement with Goldman Sachs & Co. LLC, as representative of the initial purchasers named therein, to issue and sell to the Initial Purchasers $1,000 million aggregate principal amount of its 5.200% Senior Notes due 2036 and $750 million aggregate principal amount of its 6.000% Senior Notes due 2056. The 2036 Notes will be issued at 99.658% of par.
The 2056 Notes will be issued at 99.524% of par. The Purchase Agreement contains customary representations, warranties and agreements by Cheniere and customary conditions to closing and indemnification obligations of Cheniere and the Initial Purchasers. The Notes offering is being made in a private transaction in reliance upon an exemption from the registration requirements of the Securities Act of 1933, as amended, only to persons reasonably believed to be qualified institutional buyers in accordance with Rule 144A under the Securities Act and to persons outside the United States in accordance with Regulation S under the Securities Act.
Certain Initial Purchasers and their affiliates have provided from time to time, and may provide in the future, certain commercial banking, financial advisory, investment banking and other services to Cheniere and its subsidiaries in the ordinary course of business, for which they have received and may continue to receive customary fees and commissions. Cheniere intends to use the proceeds from the offering for general corporate purposes, which may include, among other things, the repayment, refinancing or redemption of their and their subsidiaries' existing indebtedness (including currently outstanding amounts under their subsidiary Cheniere Corpus Christi Holdings, LLC's term loan facility), funding capital expenditures, working capital and other business opportunities. The 2036 Notes will bear interest at a rate of 5.200% per annum, will be issued at 99.658% of par and will mature on July 30, 2036.
The 2056 Notes will bear interest at a rate of 6.000% per annum, will be issued at 99.524% of par and will mature on July 30, 2056. The closing of the offering is expected to occur on March 19, 2026.
