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Cheniere Energy Announces Proposed $2.15 Billion Sabine Pass LNG, L.P. Senior Notes Offering.


Proceeds to Replace Existing $1.5 Billion Project Finance Facility and $600 Million Term Notes

HOUSTON -- Cheniere Energy, Inc. (AMEX AMEX

See: American Stock Exchange
:LNG LNG (liquefied natural gas): see under natural gas. ) announced today that its wholly-owned subsidiary, 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.
 LNG, L.P., intends to offer, subject to market and other conditions, approximately $2.15 billion of senior secured notes due 2013 and 2016. The notes will be offered and sold in the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area.  only to qualified institutional buyers In law, a Qualified Institutional Buyer is a purchaser of securities that is financially sophisticated and is legally recognized by security market regulators to need less protection from sellers than most members of the public.  pursuant to Rule 144A Rule 144A

A Securities & Exchange Commission rule modifying a two-year holding period requirement on privately placed securities to permit qualified institutional buyers to trade these positions among themselves.
 under the Securities Act of 1933, as amended (the "Securities Act"), and in offshore transactions to non-United States persons in reliance on Regulation S under the Securities Act.

The proceeds of the offering are intended to be used: to repay borrowings under, and replace, the existing $1.5 billion project finance facility of Sabine Pass LNG; to distribute funds sufficient for Cheniere LNG Holdings, LLC (Logical Link Control) See "LANs" under data link protocol.

LLC - Logical Link Control
 to repay its $600 million of term debt; to fund a reserve account for scheduled interest payments on the notes through May 2009; to fund the remaining costs to complete Phase 1 and Phase 2-Stage 1 of the Sabine Pass LNG receiving terminal; to pay transaction costs Transaction Costs

Costs incurred when buying or selling securities. These include brokers' commissions and spreads (the difference between the price the dealer paid for a security and the price they can sell it).
 and expenses; and for other general business purposes.

The notes being offered by Sabine Pass LNG will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act and applicable state securities laws.

This announcement does not constitute an offer to sell, or the solicitation of an offer to buy, any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful.

This press release contains certain statements that may include "forward-looking statements forward-looking statement

A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections.
" 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, statements regarding the business strategy, plans and objectives of Cheniere or Sabine Pass LNG. 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. The actual results for Cheniere or Sabine Pass LNG could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including market conditions and other risks typically associated with securities offerings. In particular, the forward-looking statements of Cheniere or Sabine Pass LNG are subject to the risks and uncertainties 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.
COPYRIGHT 2006 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 2006, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Publication:Business Wire
Date:Oct 23, 2006
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