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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): December 18, 1997
Cheniere Energy, Inc.
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(Exact name of registrant as specified in its charter)
Delaware
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(State or other jurisdiction of incorporation)
0-9092 95-4352386
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(Commission File Number) (IRS Employer Identification No.)
Two Allen Center
1200 Smith Street Suite 1710
Houston, Texas 77002-4312
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(Address of principal executive office) (Zip code)
Registrant's telephone number, including area code: (713) 659-1361
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None
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(Former name or former address, if changed since last report)
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Item 5. Other Events
The Company announced it has completed the private placement of a $4 milion
bridge financing. The senior term notes issued by Cheniere mature March 15, 1998
and are extendible at the option of the Company to September 15, 1998. Proceeds
from the bridge financing will be used to fund the Company's ongoing activities
related to its 3-D seismic exploration project in Cameron Parish, Louisiana.
Payment by Cheniere of $2.9 million on December 31, 1997 will complete the
Company's payment obligation to earn a 50% interest in the project.
In connection with the bridge financing, Cheniere issued 100,000 shares of
common stock and 4-year warrants to purchase 1,333,333 shares of common stock at
$2-3/8 per share. Annual interest on the senior term notes will accrue at LIBOR
plus 4%. If all of the senior term notes are extended, additional warrants to
purchase 266,667 shares of Cheniere common stock will be issued for each month
the notes remain outstanding beyond March 15, 1998. The Company expects to file
a Registration Statement to register the common stock issued and underlying the
warrants no later than April 15, 1998. The bridge financing included two
tranches, one domestic, one European. In conjunction with the European tranche,
BSR Investments, Ltd., a major shareholder of the company, purchased $2 million
of the notes and pledged a portion of its Cheniere common stock to fund its
participation.
Cheniere also announced it is making a $10 million equity offering in the form
of 100,000 Units, each Unit being comprised of one share of Series A Convertible
Preferred Stock and Warrants to purchase 20 shares of the Company's common
stock. The securities have not been registered under the Securities Act of 1933,
as amended, and may not be offered or sold in the United States absent
registration or an applicable exemption from registration requirements. The
offering is expected to be completed in the first quarter of 1998. Proceeds from
the equity offering will be used to retire the bridge notes and to fund
Cheniere's oil and gas exploration activities.
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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 thereunto duly authorized.
CHENIERE ENERGY, INC.
By: /s/ DON A. TURKLESON
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Don A. Turkleson
Chief Financial Officer, Treasurer
and Secretary
Date: December 18, 1997
