Cheniere Energy Adopts Stockholder Rights Plan.HOUSTON -- Cheniere Energy Inc. (AMEX AMEX See: American Stock Exchange :LNG LNG (liquefied natural gas): see under natural gas. ) announced today that on Oct. 13, 2004 its board of directors adopted a Stockholder Rights Plan in which preferred stock Stock shares that have preferential rights to dividends or to amounts distributable on liquidation, or to both, ahead of common shareholders. Preferred stock is given preference over common stock. Holders of preferred stock receive dividends at a fixed annual rate. purchase rights will be distributed as a dividend at the rate of one Right for each share of common stock of Cheniere held by stockholders of record as of the close of business on Nov. 1, 2004. The Cheniere Rights Plan is designed to deter coercive takeover tactics, including the accumulation of shares in the open market or through private transactions, and to prevent an acquiror from gaining control of Cheniere without offering a fair price to all of Cheniere's stockholders. The Stockholder Rights Plan was not adopted in response to any specific threat or takeover offer. The rights under the Stockholder Rights Plan will expire on Oct. 14, 2014. Each Right under the Stockholder Rights Plan will entitle stockholders to buy one unit of a share of preferred stock for $200. The rights under the Stockholder Rights Plan generally will be exercisable only if a person or group acquires beneficial ownership of 15% or more of Cheniere's common stock or commences a tender or exchange offer upon consummation of which the person or group would beneficially own 15% or more of Cheniere's common stock. The rights under the Stockholder Rights Plan are intended to enable all stockholders to realize the long-term value of their investment in Cheniere. The rights under the Stockholder Rights Plan will not prevent a takeover attempt Noun 1. takeover attempt - an attempt to take control of a corporation bear hug - a takeover bid so attractive that the directors of the target company must approve it or risk shareholder protest , but are intended to encourage anyone seeking to acquire Cheniere to negotiate with the board prior to attempting a takeover. More detailed description of the Stockholder Rights Plan and its operation is contained in Cheniere's Form 8-K Form 8-K The form required by the SEC when a publicly held company incurs any event that might affect its financial situation or the share value of its stock. Form 8-K See 8-K. , which is being filed today with the Securities and Exchange Commission and will be available on Cheniere's Web site: www.cheniere.com. Cheniere Energy Inc. is a Houston-based developer of liquefied natural gas liquefied natural gas: see under natural gas. Liquefied natural gas (LNG) A product of natural gas which consists primarily of methane. Its properties are those of liquid methane, slightly modified by minor constituents. receiving terminals and a Gulf of Mexico Noun 1. Gulf of Mexico - an arm of the Atlantic to the south of the United States and to the east of Mexico Golfo de Mexico Atlantic, Atlantic Ocean - the 2nd largest ocean; separates North and South America on the west from Europe and Africa on the east E&P company. Cheniere is developing Gulf Coast LNG receiving terminals near Sabine Pass Sabine Pass is the natural outlet of Sabine Lake into the Gulf of Mexico. It borders Jefferson County, Texas, and Cameron Parish, Louisiana. The First Battle of Sabine Pass, and the second Battle of Sabine Pass took place at Sabine Pass during the American Civil War. , La., and near Corpus Christi, Texas Corpus Christi is a coastal city and the county seat of Nueces CountyGR6 in the U.S. state of Texas. It is part of the region known as South Texas. . Cheniere is also a 30% limited partner in Freeport LNG Development, L.P., which is developing an LNG receiving terminal in Freeport, Texas Freeport is a city in Brazoria County, Texas within the Houston–Sugar Land–Baytown Metropolitan Area and is situated in Southeast Texas. As of the 2000 U.S. Census, the city population was 12,708 and is about sixteen miles away from Angleton. . Cheniere conducts exploration for oil and gas in the Gulf of Mexico using a regional database of 7,000 square miles of PSTM PSTM Pre-Stack Time Migration (seismic processing) PSTM Photon Scanning Tunneling Microscopy 3D seismic data. Cheniere also owns 9% of Gryphon Exploration Company, along with Warburg, Pincus Equity Partners, L.P. which owns 91%. Additional information about Cheniere Energy Inc. may be found on its Web site at www.cheniere.com, by contacting the company's investor and media relations department toll-free at 888-948-2036 or by writing to: Info@Cheniere.com. This press release contains certain statements that may include "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements, other than statements of historical facts, included herein are "forward-looking statements." Included among "forward-looking statements" are, among other things, (i) statements regarding Cheniere's business strategy, plans and objectives and (ii) statements expressing beliefs and expectations regarding the development of Cheniere's LNG receiving terminal business. Although Cheniere believes that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. Cheniere's actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including those discussed in Cheniere's periodic reports that are filed with and available from the Securities and Exchange Commission. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Other than as required under the securities laws, Cheniere does not assume a duty to update these forward-looking statements. |
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