Cheniere Energy Inc. (NYSE MKT: LNG) has priced an offering of its 4.25% convertible senior notes due 2045 through a Securities and Exchange Commission (SEC) registered direct offering. The aggregate principal amount of the offering was $625 million.
The convertible notes will bear interest at a rate of 4.25% per annum, paid semi-annually in arrears, and will mature on March 15, 2045. Prior to Dec. 15, 2044, the convertible notes will be convertible upon the occurrence of certain conditions, and on and after such date will become freely convertible. The convertible notes will be convertible into the common stock of Cheniere at an initial conversion price of $138.38 per share, which represents approximately 170% of the last reported sale price of the common stock of Cheniere on March 3.
Under certain conditions, Cheniere may have the ability to terminate the conversion rights of all or part of the convertible notes. In addition, after March 15, 2020, Cheniere may elect to redeem all or part of the notes at a redemption price equal to the accreted amount of the notes to be redeemed, plus any accrued and unpaid interest up to but excluding the redemption date.
The net proceeds to Cheniere from the offering of the convertible notes, net of any original issue discount, are expected to be approximately $500 million, before transaction fees and expenses. The net proceeds will be used by Cheniere for general corporate purposes.
Closing is expected to occur March 9. Concurrently with closing, Cheniere will have entered into a base indenture and a supplemental indenture pursuant to which the Notes will be issued.
Lazard Frères & Co. LLC acted as placement agent in connection with the offering of the convertible notes.