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CQP > SEC Filings for CQP > Form 8-K on 30-Oct-2012All Recent SEC Filings

Show all filings for CHENIERE ENERGY PARTNERS, L.P.



Unregistered Sale of Equity Securities, Regulation FD Disclosure,

Item 3.02 Unregistered Sale of Equity Securities.

On October 26, 2012, Blackstone CQP Holdco LP (the "Purchaser") acquired 20,000,000 Class B Units (the "Class B Units") issued by Cheniere Energy Partners, L.P. (the "Partnership") for consideration of $300,000,000, as contemplated by the Unit Purchase Agreement, dated as of May 14, 2012, as amended by a letter agreement, dated August 9, 2012, by and among Cheniere Energy, Inc., the Partnership and the Purchaser.
The issuance of the Class B Units to the Purchaser was made in reliance on an exemption from the registration requirements of the Securities Act of 1933, as amended, pursuant to Section 4(2) and Regulation D thereof.

Item 7.01. Regulation FD Disclosure.

On October 30, 2012, Cheniere Energy Partners, L.P. issued a press release announcing the expiration and final results of the cash tender offer by its wholly owned subsidiary, Sabine Pass LNG, L.P. ("SPLNG"), relating to any and all of SPLNG's outstanding 7.25% Senior Secured Notes due 2013. A copy of the press release is attached as Exhibit 99.1 to this report and incorporated herein by reference.

The information included in this Item 7.01 of this Current Report on Form 8-K shall not be deemed "filed" under the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as may be expressly set forth by specific reference to this Item 7.01 in such a filing.

Item 9.01 Financial Statements and Exhibits.
d) Exhibits Exhibit No. Description

99.1* Press release, dated October 30, 2012.

* Furnished herewith.

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