LNG » Topics » NOTE 17-Subsequent Events

This excerpt taken from the LNG 10-Q filed May 8, 2009.

NOTE 17—Subsequent Events

In April 2009, we reduced debt by exchanging $77.2 million aggregate principal amount of our Convertible Senior Unsecured Notes due August 2012 for a combination of $13.5 million cash and cash equivalents and 4.0 million common shares, reducing our principal amount due in 2012 to $247.8 million. As a result of the exchange, we will recognize a gain of $46.3 million that will be reported as gain on early extinguishment of debt in our Consolidated Statements of Operations in the second quarter of 2009.

 

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
This excerpt taken from the LNG 10-Q filed May 9, 2008.

NOTE 18—Subsequent Events

Bridge Loan

On May 5, 2008, Cheniere Common Units Holding, LLC (“Cheniere Common Units Holding”), a newly formed wholly-owned subsidiary of Cheniere, entered into a Credit Agreement (the “Bridge Loan”) among Cheniere Common Units Holding, Credit Suisse, Cayman Islands Branch, as administrative agent, collateral agent and as a lender, and the several lenders from time to time party thereto, pursuant to which the lenders agreed to make a term loan of $95.0 million to Cheniere Common Units Holding. Borrowings under the Bridge Loan generally bear interest at a fixed rate of 16.458% per annum. Interest is calculated on the unpaid principal amount of the Bridge Loan and is payable quarterly in arrears on the earlier of the 46th day following the end of each calendar quarter, or the maturity date. The Bridge Loan will mature on November 5, 2009. The net proceeds from the Bridge Loan were $82.3 million and are being used for general corporate purposes and pipeline capital expenditures. The Bridge Loan is secured by a pledge of our 10,891,357 common units in Cheniere Partners and our equity interests in the entities that own our Creole Trail Pipeline.

 

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
This excerpt taken from the LNG 10-Q filed Aug 8, 2007.

NOTE 17—Subsequent Events

In July 2007, we purchased approximately 3.2 million shares of our common stock for a cash price of $35.42 per share under the call options acquired in the issuer call spread purchased by us in connection with the issuance of the Convertible Senior Unsecured Notes. These purchases completed the acquisition of our common stock under the call options, bringing our total stock purchased to approximately 9.2 million shares with an aggregate purchase price of approximately $325.0 million.

 

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Index to Financial Statements
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
This excerpt taken from the LNG 10-Q filed May 9, 2007.

NOTE 17—Subsequent Events

On April 16, 2007, the underwriters of the Offering exercised their over-allotment option to purchase 2,025,000 additional common units, which resulted in net proceeds of approximately $39 million to Holdings as the selling unitholder, and reduced our overall ownership interest in Cheniere Partners to approximately 90.6%.

 

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
This excerpt taken from the LNG 10-K filed Feb 27, 2007.

NOTE 26—SUBSEQUENT EVENTS

 

Amended Pipe Purchase Order

 

In January 2007, CCTP executed an amendment to the purchase order with ILVA, dated August 2006, for the purchase of approximately 180 miles of pipe at an original cost of approximately $176 million. CCTP exercised its right under the purchase order to terminate for convenience a portion of its original pipe order, and with the amendment has reduced the purchase order quantity to approximately 65 miles. As a result, the cost for the pipe was reduced to approximately $67 million. In addition, the letter of credit previously delivered to ILVA under the original purchase order was reduced from $87.9 million to $4.1 million, and as a result, $83.8 million of restricted cash at December 31, 2006 is now unrestricted.

 

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CHENIERE ENERGY, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

 

Pipe Coating Purchase Order

 

In January 2007, CCTP executed a purchase order which was subsequently accepted by The Bayou Companies for external application of concrete weight coating to approximately 43 miles of pipe furnished by CCTP. Significant portions of the Creole Trail pipeline system are expected to cross predominantly marsh and marine environments, necessitating the use of external concrete weighting on the pipeline in order to prevent the pipe from floating. The estimated cost of this purchase order is approximately $22 million. CCTP has the right to terminate the purchase order for its convenience subject to payment for items provided or services performed prior to termination.

 

Pipeline Construction Agreements

 

In January 2007, CCTP executed an EPC agreement with Sunland Construction, Inc. to construct the approximately 23 miles of Phase 1 of the Creole Trail pipeline system in Louisiana, originating in Cameron Parish on the west shore of Calcasiu Pass and traversing Lake Calcasieu to the project terminus on the north lakeshore in Calcasiu Parish. The contract price is currently estimated to be $70.1 million.

 

In January 2007, CCTP executed an EPC agreement with Sheehan Pipe Line Construction Company to construct the approximately 36 miles of Phase 1 of the Creole Trail pipeline system in Louisiana, originating on the north shore of Lake Calcasieu in Calcasieu Parish and extending northeasterly to the project terminus in Beauregard Parish. The contract price is currently estimated to be $65.6 million.

 

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CHENIERE ENERGY, INC. AND SUBSIDIARIES

 

This excerpt taken from the LNG 8-K filed Oct 30, 2006.

NOTE K – SUBSEQUENT EVENTS

 

As of October 25, 2006, $383,400,000 had been drawn under the Amended Sabine Pass Credit Facility.

 

F-11

This excerpt taken from the LNG 10-Q filed Aug 4, 2006.

NOTE 16—Subsequent Events

In July 2006, Sabine Pass LNG closed a $1.5 billion Amended and Restated Credit Agreement with Société Générale, HSBC Bank, USA and other lenders named therein that will mature on July 1, 2015 (“Amended Sabine Pass Credit Facility”). The Amended Sabine Pass Credit Facility amends and restates Sabine Pass LNG’s $822,000,000 Sabine Pass Credit Facility due February 2015, and will be available for draws to pay project costs incurred during construction of Sabine Pass LNG’s receiving terminal.

In connection with the closing of the Amended Sabine Pass Credit Facility, Sabine Pass LNG entered into additional interest rate swap agreements with HSBC Bank USA and Société Générale. The new swap agreements, along with similar agreements entered into in connection with the closing of the original Sabine Pass Credit Facility in February 2005, have the combined effect of fixing the LIBOR component of the interest rate payable on borrowings up to a maximum of $1.25 billion at a blended rate of 5.26% from July 25, 2006 through July 1, 2015.

In July 2006, Sabine Pass LNG entered into contracts with Bechtel Corporation, Zachry Construction Corporation and Diamond LNG LLC (a subsidiary of Mitsubishi Heavy Industries Ltd.) and Remedial Construction Services, L.P. in connection with our 1.4 billion cubic feet per day expansion at our Sabine Pass LNG receiving terminal.

 

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This excerpt taken from the LNG 10-Q filed May 5, 2006.

NOTE 19—Subsequent Events

On April 4, 2006, Cheniere LNG Marketing, Inc. (“Cheniere Marketing”), our wholly-owned subsidiary, entered into a 10-year Gas Purchase and Sale Agreement with PPM Energy, Inc. (“PPM”), a subsidiary of Scottish Power PLC. Upon completion of certain of our facilities, the agreement gives Cheniere Marketing the ability to sell to PPM up to 600,000 MMBtus of natural gas per day at a Henry Hub-related market index price, and calls for Cheniere Marketing to allocate to PPM a portion of the LNG that it procures under certain long-term LNG supply agreements.

On April 13, 2006, Corpus Christi LNG, L.P. (“Corpus Christi LNG”) entered into an EPC agreement with La Quinta LNG Partners, LP (“La Quinta”). La Quinta is a limited partnership whose general partners are Zachry Construction Corporation and AMEC E&C Services, Inc. Under the terms of the EPC agreement, La Quinta will provide Corpus Christi LNG with certain preliminary design, engineering, procurement, pipeline dismantlement, removal and construction, road construction and site preparation work on a reimbursable basis in connection with the construction of the Corpus Christi LNG facility. Payments anticipated to be made by Corpus Christi LNG to La Quinta for work performed under the EPC Agreement are not expected to exceed $50,000,000.

 

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This excerpt taken from the LNG 10-K filed Mar 13, 2006.

NOTE 25—SUBSEQUENT EVENTS

 

At December 31, 2005, there were no borrowings outstanding under the Sabine Pass Credit Facility; however, as of February 28, 2006, $58,500,000 had been drawn under the Sabine Pass Credit Facility.

 

On January 3, 2006, 78,671 shares, valued at $37.71 per share, were granted to executive officers in the form of non-vested (restricted) stock awards relating to our performance in 2005.

 

During January and February 2006, we issued 141,003 shares of common stock pursuant to the exercise of stock options at an average price of $7.37 generating proceeds of $1,039,000.

 

On February 21, 2006, Cheniere Sabine Pass Pipeline Company, our wholly-owned subsidiary, entered into an EPC pipeline contract with Willbros Engineering, Inc., or Willbros. Under the EPC pipeline contract, Willbros will provide Cheniere Sabine Pass Pipeline Company with services for the management, engineering, material procurement, construction and construction management of the Sabine Pass pipeline. Sabine Pass Pipeline Company will pay to Willbros a contract price not to exceed $67,700,000 subject to additions and deductions by any change order as provided in the EPC pipeline contract, excluding certain Louisiana sales and use taxes, which Cheniere Sabine pass Pipeline Company is obligated to reimburse. Cheniere Sabine Pass Pipeline Company entered into the EPC pipeline contract sufficiently in advance of commencement of physical construction of the pipeline in order to perform detailed engineering and procure materials.

 

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CHENIERE ENERGY, INC. AND SUBSIDIARIES

 

This excerpt taken from the LNG 10-Q filed May 6, 2005.

NOTE 18—Subsequent Events

 

During April 2005, we issued 166,666 shares of common stock pursuant to the exercise of stock options at an average price of $0.92 per share, which generated proceeds of $154,000.

 

A limited notice to proceed (“LNTP,”) was issued to and accepted by Bechtel in December 2004, at which time Bechtel was required to promptly commence performance of certain off-site engineering and preparatory work under the EPC contract at the Sabine Pass LNG receiving terminal site. In early April 2005, Bechtel accepted the NTP and commenced work under the EPC contract.

 

In April 2005, because Bechtel had accepted the NTP, additional advance capacity reservation fee payments of $10,000,000 and $5,000,000 were paid by Total and Chevron USA, respectively, to Sabine Pass LNG.

 

On April 13, 2005, FERC issued an order authorizing Corpus Christi LNG to construct and operate the Corpus Christi LNG receiving terminal, subject to specified conditions that must be satisfied prior to commencement of construction.

 

On April 22, 2005, we issued 26,789,242 shares of our common stock in a two-for-one stock split. The stock split entitled all stockholders of record at the close of business on April 8, 2005 to receive one additional share of common stock for each share held on that date.

 

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This excerpt taken from the LNG 10-K filed Mar 10, 2005.

NOTE 12—Subsequent Events

 

On February 10, 2003, the Company entered into a three-year, reserve based, revolving credit facility. The nominal amount of the facility is $100,000 and the initial borrowing base is $18,000. The borrowing base will be adjusted from time to time based upon changes in the Company’s oil and gas reserves. The facility is secured by substantially all of the Company’s assets, consisting primarily of its oil and gas properties. Proceeds borrowed from the facility can be used to fund the Company’s operations, for acquisitions, and for general corporate purposes. The facility requires quarterly interest payments based upon up floating rate indexes and includes

 

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GRYPHON EXPLORATION COMPANY

 

NOTES TO FINANCIAL STATEMENTS—(Continued)

(dollars in thousands, except share related items)

 

covenants typically associated with similar credit agreements. The credit facility matures February 10, 2006. As of March 14, 2003, the Company had drawn $5,000 under the facility.

 

In January 2003, the Company entered into an amendment and extension to its office lease. Pursuant to this amendment, the Company expanded its office space by approximately 40% and extended the term by seven years from March 2003. The extended term includes an option which allows the Company to terminate the lease at the end of the fifth year of the extension period. The estimated aggregate obligation of the Company pursuant to the amendment is approximately $2,990 assuming a seven year extension or approximately $2,170 assuming the extension is terminated at the end of year five.

 

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GRYPHON EXPLORATION COMPANY

 

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