16411RAG4 Filings — Cheniere Energy, Inc. - FilingSpy
16411RAG4
Cheniere Energy, Inc.
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A Houston-based energy company that turns natural gas into liquefied natural gas (LNG) and ships it worldwide, operating terminals such as Sabine Pass in Louisiana that power utilities and industries across the globe. Founded in 1996 as an oil and gas explorer, it pivoted to LNG and in 2016 became the first company in the lower 48 states to export American gas overseas. Its name comes from the Louisiana French word for a coastal ridge of oak trees found in the marshes where it operates.
Cheniere reports Q2 2026 results and raises full-year 2026 guidance
Q2 2026 revenues were $5.73 billion, net income was $3.07 billion, Consolidated Adjusted EBITDA was $1.80 billion, and Distributable Cash Flow was $1.17 billion.
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For the six months ended June 30, 2026, revenues were $11.60 billion, net loss was $0.43 billion, Consolidated Adjusted EBITDA was $4.14 billion, and Distributable Cash Flow was $2.84 billion.
Full-year 2026 Consolidated Adjusted EBITDA guidance raised to $7.90-$8.40 billion from $7.25-$7.75 billion; Distributable Cash Flow guidance raised to $5.30-$5.80 billion from $4.75-$5.25 billion.
During Q2 2026, Cheniere repurchased approximately 2.2 million shares for $550 million and paid dividends of $0.555 per share, totaling $116 million.
Midscale Train 6 of the CCL Stage 3 Project reached substantial completion in June 2026; first LNG from Train 7 is expected imminently.
In May 2026, Cheniere Partners signed an EPC contract with Bechtel for the first phase of the SPL Expansion Project and released Bechtel to begin early engineering and procurement.
2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits
Cheniere Energy appoints Britt Vitalone to its Board of Directors, effective July 14, 2026.
The Board increased its size to ten members and appointed Britt Vitalone as an independent director.
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Vitalone was appointed to the Audit Committee and the Compensation Committee.
He will receive the same compensation as other non-employee directors, pro-rated from his appointment date.
Vitalone recently retired as Executive Vice President and CFO of McKesson Corporation, bringing over 30 years of executive leadership experience.
He has entered into the Company's standard form of Indemnification Agreement.
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · 7.01 Regulation FD Disclosure · 9.01 Financial Statements and Exhibits
Cheniere Energy increases revolving credit facility by $500M to $1.75B and extends maturity to 2031
On June 26, 2026, Cheniere Energy, Inc. entered into a Commitment Increase and Maturity Extension Agreement increasing its revolving credit facility commitments by $500 million to $1.75 billion and extending the maturity date from August 1, 2030 to August 1, 2031.
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Cheniere Corpus Christi Holdings, LLC and affiliates entered into a new Revolving Credit Agreement that decreases the total committed amount by $500 million to $1.0 billion, with the full amount available for letters of credit.
The CCH Revolving Credit Agreement matures on June 26, 2031, with options to extend up to two times for one-year periods each, and includes customary covenants, events of default, and collateral arrangements.
The Loan Parties also entered into a Second Amendment to the CCH Term Loan Facility Agreement, extending the term loan availability period to the later of the Stage 3 Completion Date and December 31, 2027.
The new credit facilities are secured by substantially all assets of the Loan Parties, including equity interests and real property, under existing security agreements.
1.01 Entry into a Material Definitive Agreement · 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement · 9.01 Financial Statements and Exhibits
Financing8-K
Cheniere Partners closes $1.75B private placement of senior notes due 2036 and 2056
The notes were issued under the Base Indenture dated September 18, 2017, as supplemented by the Eleventh and Twelfth Supplemental Indentures, with The Bank of New York Mellon as trustee.
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Cheniere Energy Partners, L.P. closed a private placement of $1 billion aggregate principal amount of 5.350% Senior Notes due 2036 and $750 million aggregate principal amount of 6.050% Senior Notes due 2056 on June 9, 2026.
Interest on both series of notes is payable semi-annually in cash in arrears on May 30 and November 30, beginning November 30, 2026.
The notes are senior unsecured obligations of Cheniere Partners, guaranteed by certain subsidiaries, and are redeemable at Cheniere Partners' option, subject to make-whole provisions prior to the applicable par call dates.
Cheniere Partners and the guarantors entered into a Registration Rights Agreement with BofA Securities, Inc., agreeing to use commercially reasonable efforts to file and cause to become effective an exchange offer registration statement within 360 days after the issue date.
1.01 Entry into a Material Definitive Agreement · 9.01 Financial Statements and Exhibits
Financing8-K
Cheniere Partners prices $1.75B in senior notes due 2036 and 2056
Proceeds will fund the full redemption of $1.5 billion of Sabine Pass Liquefaction, LLC's 5.00% Senior Secured Notes due 2027, plus cash on hand.
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Cheniere Energy Partners, L.P. entered into a Purchase Agreement on May 26, 2026 to issue $1 billion of 5.350% Senior Notes due 2036 and $750 million of 6.050% Senior Notes due 2056.
The 2036 Notes were priced at 99.511% of par and the 2056 Notes at 99.698% of par.
The redemption price for the 2027 notes is the greater of 100% of principal or the present value of remaining payments discounted at Treasury Rate plus 50 basis points, plus accrued interest.
The offering is subject to market and other conditions, with BofA Securities acting as representative of the initial purchasers.
1.01 Entry into a Material Definitive Agreement · 7.01 Regulation FD Disclosure · 9.01 Financial Statements and Exhibits
Cheniere Energy shareholders elect all nine director nominees and approve executive compensation and KPMG ratification at 2026 annual meeting.
Cheniere Energy held its 2026 Annual Meeting of Shareholders on May 14, 2026, with 185,107,232 shares present or represented by proxy, representing approximately 88.08% of outstanding shares.
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All nine director nominees were elected to one-year terms: Jack A. Fusco, Patricia K. Collawn, Brian E. Edwards, Denise Gray, Lorraine Mitchelmore, W. Benjamin Moreland, Scott Peak, Donald F. Robillard Jr., and Neal A. Shear.
Shareholders approved, on an advisory and non-binding basis, the compensation of the company's named executive officers for 2025, with 150,356,296 votes for, 15,400,645 against, and 1,123,318 abstentions.
Shareholders ratified the appointment of KPMG LLP as the independent registered public accounting firm for 2026, with 183,080,904 votes for, 1,932,648 against, and 93,680 abstentions.
The report was filed under Item 5.07 to disclose the results of these shareholder votes, and under Item 9.01 to include the cover page interactive data file as an exhibit.
5.07 Submission of Matters to a Vote of Security Holders · 9.01 Financial Statements and Exhibits
Earnings8-K
Cheniere reports Q1 2026 net loss of $3.5B, raises full-year 2026 guidance
Q1 2026 revenues were $5.87 billion, up 8% from $5.44 billion in Q1 2025.
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Net loss attributable to Cheniere was $3.50 billion, versus net income of $353 million in Q1 2025, driven by $5.4 billion non-cash unfavorable fair value changes on IPM derivatives.
Consolidated Adjusted EBITDA was $2.33 billion, up 25% from $1.87 billion; Distributable Cash Flow was $1.67 billion.
Full-year 2026 Consolidated Adjusted EBITDA guidance raised to $7.25-$7.75 billion; Distributable Cash Flow guidance raised to $4.75-$5.25 billion.
Exported a record 187 LNG cargoes in Q1 2026; Train 5 of CCL Stage 3 reached substantial completion in March 2026.
2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits