Cheniere Energy Partners, L.P 8-K, filed Sep 21, 2022
Cheniere Energy Partners, L.P. (CQP)
About this 8-K
Cheniere Energy Partners, L.P filed this 8-K on September 21, 2022.
Items reported
- Item 5.02: Director or officer change, or executive pay
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
(Address of principal executive offices) (Zip Code)
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
Trading Symbol |
Name of each exchange on which registered | ||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Appointment of Executive Vice President and Chief Operating Officer
On September 21, 2022, Corey Grindal, Executive Vice President, Worldwide Trading of Cheniere Energy Partners GP, LLC (“Cheniere GP”), the general partner of Cheniere Energy Partners, L.P. (the “Partnership”), was appointed as Executive Vice President and Chief Operating Officer of Cheniere GP, effective as of January 2, 2023.
Mr. Grindal, 51, currently serves as Executive Vice President, Worldwide Trading of Cheniere GP and Cheniere Energy, Inc. (“Cheniere”). Mr. Grindal previously served as Senior Vice President, Gas Supply of Cheniere and Cheniere GP from September 2016 to September 2020, after joining Cheniere in June of 2013 as Vice President of Supply. Mr. Grindal has over 20 years of experience in pipeline construction and operations, project management, and natural gas and power trading. Prior to joining Cheniere, Mr. Grindal was with Deutsche Bank and was responsible for physical and financial trading. Prior to Deutsche Bank, Mr. Grindal held positions with Louis Dreyfus and the Tenneco/ El Paso companies. Mr. Grindal holds a B.S. degree in Mechanical Engineering with Honors from the University of Texas at Austin.
In connection with the appointment to his new position, Mr. Grindal will enter into Cheniere GP’s standard form of indemnification agreement, as described in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2021, filed on February 24, 2022.
There are no arrangements or understanding between Mr. Grindal and any other persons pursuant to which he was appointed as Executive Vice President and Chief Operating Officer and no family relationship among any of Cheniere GP’s directors or executive officers and Mr. Grindal.
Mr. Grindal’s son, Christian Grindal, is a non-executive employee of Cheniere who earned aggregate cash compensation of approximately $108,000 for fiscal year 2021, consisting of base salary and cash bonus, and equity compensation consisting of restricted stock unit (“RSU”) awards with a grant date fair value of $10,899. Christian Grindal is expected to earn aggregate cash compensation of approximately $130,000–$140,000 for fiscal year 2022, consisting of base salary, cash bonus and certain relocation and associated transportation expenses, in addition to receiving equity compensation consisting of time-based RSU awards with a grant date fair value of $11,584. In addition, Christian Grindal received in 2021 and is eligible to receive in 2022 other customary employee benefits. The compensation for Christian Grindal was established in accordance with its compensation practices applicable to employees with comparable qualifications and responsibilities and holding similar positions, without the involvement of Corey Grindal. The Partnership reimburses Cheniere for a portion of Christian Grindal’s annual earned compensation based on an allocation of his services pursuant to several services agreements between certain subsidiaries of the Partnership and certain subsidiaries of Cheniere.
| Item 7.01 | Regulation FD Disclosure. |
The Partnership’s press release announcing the appointment of Mr. Grindal as Executive Vice President and Chief Operating Officer is attached to this report as Exhibit 99.1 and is incorporated by reference into this Item 7.01.
The information included in this Item 7.01 of this Current Report on Form 8-K, including the attached Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
-2-
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit Number |
||
| 99.1* | Press Release, dated September 21, 2022 | |
| 104 | Cover Page Interactive Data file (embedded within the Inline XBRL document) | |
| * | Furnished herewith |
-3-
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 hereunto duly authorized.
| CHENIERE ENERGY PARTNERS, L.P. | ||||||
| By: | Cheniere Energy Partners GP, LLC, its general partner | |||||
| Date: September 21, 2022 |
By: | /s/ Zach Davis | ||||
| Name: | Zach Davis | |||||
| Title: | Executive Vice President and Chief Financial Officer | |||||
-4-
Exhibit 99.1
CHENIERE ENERGY, INC. NEWS RELEASE
Cheniere Announces the Promotion of Corey Grindal to Executive Vice President and Chief Operating Officer
HOUSTON—(BUSINESS WIRE)— Cheniere Energy, Inc. (“Cheniere” or the “Company”) (NYSE American: LNG) and Cheniere Energy Partners, L.P. (“Cheniere Partners”) (NYSE American: CQP) announced today the promotion of Corey Grindal to Executive Vice President and Chief Operating Officer, effective January 2, 2023. As Executive Vice President and Chief Operating Officer, Grindal will lead the Operations, Engineering and Construction, Shared Services and Worldwide Trading organizations within Cheniere. In his new role, he will continue to report to Jack Fusco, President and Chief Executive Officer. Grindal will also serve as Executive Vice President and Chief Operating Officer at Cheniere Partners.
Grindal will relocate back to Houston from London, where he has served as Executive Vice President, Worldwide Trading since 2020. Grindal joined Cheniere in 2013 and led the Gas Supply organization for the Company, which today is one of the largest holders of pipeline capacity and purchasers of natural gas in the United States.
“Establishing a Chief Operating Officer is another important milestone as we continually enhance our operations through improved coordination, communication, and alignment,” said Jack Fusco, Cheniere’s President and Chief Executive Officer. “Corey’s contributions have played a significant part in Cheniere’s success, most recently as EVP of Worldwide Trading, and previously SVP of Gas Supply. His experience, dedication and demonstrated commitment to Cheniere’s core values ideally position Corey for continued success as Cheniere’s Chief Operating Officer.”
“I’m excited to apply my experience from across Cheniere to make us more efficient, effective, and better coordinated across the platform,” said Corey Grindal, Cheniere’s incoming Executive Vice President and Chief Operating Officer. “It is a critical time for the company, with our operations and LNG production in focus across global energy markets, and I look forward to helping reinforce Cheniere’s reputation as the leading supplier of flexible and reliable LNG in the world.”
About Cheniere
Cheniere Energy, Inc. is the leading producer and exporter of liquefied natural gas (LNG) in the United States, reliably providing a clean, secure, and affordable solution to the growing global need for natural gas. Cheniere is a full-service LNG provider, with capabilities that include gas procurement and transportation, liquefaction, vessel chartering, and LNG delivery. Cheniere has one of the largest liquefaction platforms in the world, consisting of the Sabine Pass and Corpus Christi liquefaction facilities on the U.S. Gulf Coast, with total production capacity of approximately 45 million tonnes per annum of LNG in operation and an additional 10+ mtpa of expected production capacity under construction. Cheniere is also pursuing liquefaction expansion opportunities and other projects along the LNG value chain. Cheniere is headquartered in Houston, Texas, and has additional offices in London, Singapore, Beijing, Tokyo, and Washington, D.C.
For additional information, please refer to the Cheniere website at www.cheniere.com and Quarterly Report on Form 10-Q for the quarter ended June 30, 2022, filed with the Securities and Exchange Commission.
About Cheniere Partners
Cheniere Partners owns the Sabine Pass LNG terminal located in Cameron Parish, Louisiana, which has natural gas liquefaction facilities consisting of six operational liquefaction Trains with a total production capacity of approximately 30 mtpa of LNG. The Sabine Pass LNG terminal also has operational regasification facilities that include five LNG storage tanks, vaporizers, and two marine berths with a third marine berth in commissioning. Cheniere Partners also owns the Creole Trail Pipeline, which interconnects the Sabine Pass LNG terminal with a number of large interstate pipelines. Cheniere Partners has contracted with Cheniere for certain management services.
For additional information, please refer to the Cheniere website at www.cheniere.com and Quarterly Report on Form 10-Q for the quarter ended June 30, 2022, filed with the Securities and Exchange Commission.
Forward-Looking Statements
This press release contains certain statements that may include “forward-looking statements” within the meanings 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 or present facts or conditions, included herein are “forward-looking statements.” Included among “forward-looking statements” are, among other things, (i) statements regarding Cheniere’s financial and operational guidance, business strategy, plans and objectives, including the development, construction and operation of liquefaction facilities, (ii) statements regarding regulatory authorizations and approval expectations, (iii) statements expressing beliefs and expectations regarding the development of Cheniere’s LNG terminal and pipeline businesses, including liquefaction facilities, (iv) statements regarding the business operations and prospects of third parties, (v) statements regarding potential financing arrangements, (vi) statements regarding future discussions and entry into contracts, and (vii) statements relating to Cheniere’s capital deployment, including intent, ability, extent, and timing of capital expenditures, debt repayment, dividends, share repurchases and execution on the capital allocation plan. 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.
Contacts
Cheniere Energy, Inc.
| Investors | ||
| Randy Bhatia | 713-375-5479 | |
| Frances Smith | 713-375-5753 | |
| Media Relations | ||
| Eben Burnham-Snyder | 713-375-5764 | |
| Phil West | 713-375-5586 | |