SEC Form 4 · accession 0000899243-17-019778
Cheniere Energy Partners, L.P. · CQP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Blackstone CQP Holdco LP
10% Owner
BMA VI L.L.C.
10% Owner
Blackstone CQP Common Holdco L.P.
10% Owner
Blackstone CQP Common Holdco GP LLC
10% Owner
Blackstone CQP Holdco II GP LLC
10% Owner
Blackstone CQP FinanceCo LP
10% Owner
Blackstone CQP Holdco GP, LLC
10% Owner
Blackstone EMA L.L.C.
10% Owner
Period of report
Aug 2, 2017
Accepted (ET)
Aug 4, 2017 · 4:50 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001383650
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common UnitsF1,F2,F7,F9,F11,F12 | Aug 2, 2017 | C | 198,978,886 | — | A | 198,978,886 | I | See footnotes |
| Common UnitsF3,F7,F9,F11,F12 | holding | — | — | — | 1,101,169 | I | See footnotes | |
| Common UnitsF4,F8,F9,F10,F11,F12 | holding | — | — | — | 953,855 | I | See footnotes | |
| Common UnitsF5,F8,F9,F10,F11,F12 | holding | — | — | — | 953,855 | I | See footnotes | |
| Common UnitsF6,F8,F9,F10,F11,F12 | holding | — | — | — | 462,922 | I | See footnotes |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B UnitsF2,F7,F9,F11,F12,F1 | — | Aug 2, 2017 | C | 100,000,000 | D | — | — | Common Units | 198,978,886 | 0 | I |
Explanation of responses
- F1The Class B Units were exercisable at an accreted conversion ratio of approximately 1.99 Common Units per Class B Unit and were mandatorily converted into Common Units on August 2, 2017.
- F10Each of Bennett J. Goodman and J. Albert Smith III may be deemed to have shared voting power and/or investment power with respect to the securities held by GSO Credit-A Partners LP., GSO Palmetto Opportunistic Investment Partners LP., and GSO Credit Alpha Fund AIV-2 LP.
- F11Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
- F12Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.
- F2Reflects securities held directly by Blackstone CQP Holdco LP. Blackstone CQP Holdco II GP LLC is the general partner of Blackstone CQP Holdco LP. Blackstone CQP FinanceCo LP is the sole member of Blackstone CQP Holdco II GP LLC. Blackstone CQP Holdco GP LLC is the general partner of Blacksone CQP FinanceCo LP. Blackstone Management Associates VI L.L.C. is the sole member of Blackstone CQP Holdco GP LLC.
- F3Reflects securities held directly by Blackstone CQP Common Holdco L.P. Blackstone CQP Common Holdco GP LLC is the general partner of Blackstone CQP Common Holdco L.P. Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. are the managing members of Blackstone CQP Common Holdco GP LLC. Blackstone EMA L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C.
- F4Reflects securities held directly by GSO Credit-A Partners LP. GSO Credit-A Associates LLC is the general partner of GSO Credit-A Partners LP.
- F5Reflects securities held directly by GSO Palmetto Opportunistic Investment Partners LP. GSO Palmetto Opportunistic Associates LLC is the general partner of GSO Palmetto Opportunistic Investment Partners LP.
- F6Reflects securities held directly by GSO Credit Alpha Fund AIV-2 LP. GSO Credit Alpha Associates LLC is the general partner of GSO Credit Alpha Fund AIV-2 LP.
- F7BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone Holdings III L.P. is the managing member of both BMA VI L.L.C. and Blackstone EMA L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.
- F8GSO Holdings I L.L.C. is the managing member of each of GSO Palmetto Opportunistic Associates LLC, GSO Credit-A Associates LLC and GSO Credit Alpha Associates LLC. Blackstone Holdings II L.P. is the managing member of GSO Holdings I L.L.C. with respect to securities beneficially owned by GSO Palmetto Opportunistic Associates LLC, GSO Credit-A Associates LLC and GSO Credit Alpha Associates LLC. Blackstone Holdings I/II GP Inc. is the general partner of Blackstone Holdings II L.P.
- F9The Blackstone Group L.P. is the controlling shareholder of Blackstone Holdings I/II GP Inc. and the sole member of Blackstone Holdings III GP Management L.L.C. Blackstone Group Management L.L.C. is the general partner of The Blackstone Group L.P. Stephen A. Schwarzman is the founding member of Blackstone Group Management L.L.C.
Remarks
Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.