Cheniere Energy Inc
For the period ended Dec 31, 2023. Filed Feb 22, 2024.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2023 · Filed Feb 22, 2024
LNG$293.49+3.0%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 15. Exhibits and Financial Statement Schedules
(a) Financial Statements, Schedules and Exhibits
(1) Financial Statements—Cheniere Energy, Inc. and Subsidiaries:
| Management’s Report to the Stockholders of Cheniere Energy, Inc. | 52 |
|---|---|
| Reports of Independent Registered Public Accounting Firm | 53 |
| Consolidated Statements of Operations | 56 |
| Consolidated Balance Sheets | 57 |
| Consolidated Statements of Stockholders’ Equity (Deficit) | 58 |
| Consolidated Statements of Cash Flows | 59 |
| Notes to Consolidated Financial Statements | 60 |
(2) Financial Statement Schedules:
All financial statement schedules have been omitted because they are not required, are not applicable, or the required information has been included in the consolidated financial statements and accompanying notes included in this Form 10-K.
(3) Exhibits:
Certain of the agreements filed as exhibits to this Form 10-K contain representations, warranties, covenants and conditions by the parties to the agreements that have been made solely for the benefit of the parties to the agreement. These representations, warranties, covenants and conditions:
should not in all instances be treated as categorical statements of fact, but rather as a way of allocating the risk to one of the parties if those statements prove to be inaccurate;
may have been qualified by disclosures that were made to the other parties in connection with the negotiation of the agreements, which disclosures are not necessarily reflected in the agreements;
may apply standards of materiality that differ from those of a reasonable investor; and
were made only as of specified dates contained in the agreements and are subject to subsequent developments and changed circumstances.
Accordingly, these representations and warranties may not describe the actual state of affairs as of the date they were made or at any other time. These agreements are included to provide you with information regarding their terms and are not intended to provide any other factual or disclosure information about the Company or the other parties to the agreements. Investors should not rely on them as statements of fact.
| Exhibit No. · Incorporated by Reference (1) | |||||
|---|---|---|---|---|---|
| Description · Entity · Form · Exhibit · Filing Date | |||||
| 2.1 | Amended and Restated Purchase and Sale Agreement, dated as of August 9, 2012, by and among CQP, Cheniere Pipeline Company, Grand Cheniere Pipeline, LLC and the Company | CQP | 8-K | 10.2 | 8/9/2012 |
| 3.1 | Restated Certificate of Incorporation of the Company | Cheniere | 10-Q | 3.1 | 8/10/2004 |
| 3.2 | Certificate of Amendment of Restated Certificate of Incorporation of the Company | Cheniere | 8-K | 3.1 | 2/8/2005 |
| Exhibit No. · Incorporated by Reference (1) | |||||
|---|---|---|---|---|---|
| Description · Entity · Form · Exhibit · Filing Date | |||||
| 3.3 | Certificate of Amendment of Restated Certificate of Incorporation of the Company | Cheniere(SEC File No. 333-160017) | S-8 | 4.3 | 6/16/2009 |
| 3.4 | Certificate of Amendment of Restated Certificate of Incorporation of the Company | Cheniere | 8-K | 3.1 | 6/7/2012 |
| 3.5 | Certificate of Amendment of Restated Certificate of Incorporation of the Company | Cheniere | 8-K | 3.1 | 2/5/2013 |
| 3.6 | Bylaws of the Company, as amended and restated December 9, 2015 | Cheniere | 8-K | 3.1 | 12/15/2015 |
| 3.7 | Amendment No. 1 to the Amended and Restated Bylaws of the Company, dated September 15, 2016 | Cheniere | 8-K | 3.1 | 9/19/2016 |
| 4.1 | Specimen Common Stock Certificate of the Company | Cheniere(SEC File No. 333-10905) | S-1 | 4.1 | 8/27/1996 |
| 4.2 | Indenture, dated as of February 1, 2013, by and among SPL, the guarantors that may become party thereto from time to time and The Bank of New York Mellon, as trustee | CQP | 8-K | 4.1 | 2/4/2013 |
| 4.3 | First Supplemental Indenture, dated as of April 16, 2013, between SPL and The Bank of New York Mellon, as Trustee | CQP | 8-K | 4.1.1 | 4/16/2013 |
| 4.4 | Second Supplemental Indenture, dated as of April 16, 2013, between SPL and The Bank of New York Mellon, as Trustee | CQP | 8-K | 4.1.2 | 4/16/2013 |
| 4.5 | Third Supplemental Indenture, dated as of November 25, 2013, between SPL and The Bank of New York Mellon, as Trustee | CQP | 8-K | 4.1 | 11/25/2013 |
| 4.6 | Fourth Supplemental Indenture, dated as of May 20, 2014, between SPL and The Bank of New York Mellon, as Trustee | CQP | 8-K | 4.1 | 5/22/2014 |
| 4.7 | Form of 5.750% Senior Secured Note due 2024 (Included as Exhibit A-1 to Exhibit 4.6 above) | CQP | 8-K | 4.1 | 5/22/2014 |
| 4.8 | Fifth Supplemental Indenture, dated as of May 20, 2014, between SPL and The Bank of New York Mellon, as Trustee | CQP | 8-K | 4.2 | 5/22/2014 |
| 4.9 | Sixth Supplemental Indenture, dated as of March 3, 2015, between SPL and The Bank of New York Mellon, as Trustee | CQP | 8-K | 4.1 | 3/3/2015 |
| 4.10 | Form of 5.625% Senior Secured Note due 2025 (Included as Exhibit A-1 to Exhibit 4.9 above) | CQP | 8-K | 4.1 | 3/3/2015 |
| 4.11 | Seventh Supplemental Indenture, dated as of June 14, 2016, between SPL and The Bank of New York Mellon, as Trustee under the Indenture | CQP | 8-K | 4.1 | 6/14/2016 |
| 4.12 | Form of 5.875% Senior Secured Note due 2026 (Included as Exhibit A-1 to Exhibit 4.11 above) | CQP | 8-K | 4.1 | 6/14/2016 |
| 4.13 | Eighth Supplemental Indenture, dated as of September 19, 2016, between SPL and The Bank of New York Mellon, as Trustee under the Indenture | CQP | 8-K | 4.1 | 9/23/2016 |
| 4.14 | Ninth Supplemental Indenture, dated as of September 23, 2016, between SPL and The Bank of New York Mellon, as Trustee under the Indenture | CQP | 8-K | 4.2 | 9/23/2016 |
| 4.15 | Form of 5.00% Senior Secured Note due 2027 (Included as Exhibit A-1 to Exhibit 4.14 above) | CQP | 8-K | 4.2 | 9/23/2016 |
| 4.16 | Tenth Supplemental Indenture, dated as of March 6, 2017, between SPL and The Bank of New York Mellon, as Trustee under the Indenture | CQP | 8-K | 4.1 | 3/6/2017 |
| 4.17 | Form of 4.200% Senior Secured Note due 2028 (Included as Exhibit A-1 to Exhibit 4.16 above) | CQP | 8-K | 4.1 | 3/6/2017 |
| 4.18 | Eleventh Supplemental Indenture, dated as of May 8, 2020, between SPL and The Bank of New York Mellon, as Trustee under the Indenture | SPL | 8-K | 4.1 | 5/8/2020 |
| Exhibit No. · Incorporated by Reference (1) | |||||
|---|---|---|---|---|---|
| Description · Entity · Form · Exhibit · Filing Date | |||||
| 4.19 | Form of 4.500% Senior Secured Note due 2030 (Included as Exhibit A-1 to Exhibit 4.18 above) | SPL | 8-K | 4.1 | 5/8/2020 |
| 4.20 | Twelfth Supplemental Indenture, dated as of November 29, 2022, between SPL and The Bank of New York Mellon, as Trustee under the Indenture | SPL | 8-K | 4.1 | 11/29/2022 |
| 4.21 | Form of 5.900% Senior Secured Amortizing Notes due 2037 (Included as Exhibit A-1 to Exhibit 4.20 above) | SPL | 8-K | 4.1 | 11/29/2022 |
| 4.22 | Indenture, dated as of February 24, 2017, between SPL, the guarantors that may become party thereto from time to time and The Bank of New York Mellon, as Trustee under the Indenture | CQP | 8-K | 4.1 | 2/27/2017 |
| 4.23 | Form of 5.00% Senior Secured Note due 2037 (Included as Exhibit A-1 to Exhibit 4.22 above) | CQP | 8-K | 4.1 | 2/27/2017 |
| 4.24 | Indenture, dated as of December 15, 2021, between SPL and The Bank of New York Mellon, as Trustee | Cheniere | 10-K | 4.24 | 2/24/2022 |
| 4.25 | Form of 2.95% Senior Secured Notes due 2037 (Included as Exhibit A-1 to Exhibit 4.24 above) | Cheniere | 10-K | 4.24 | 2/24/2022 |
| 4.26 | Indenture, dated as of December 15, 2021, between SPL and The Bank of New York Mellon, as Trustee | Cheniere | 10-K | 4.26 | 2/24/2022 |
| 4.27 | Form of 3.17% Senior Secured Notes due 2037 (Included as Exhibit A-1 to Exhibit 4.26 above) | Cheniere | 10-K | 4.26 | 2/24/2022 |
| 4.28 | First Supplemental Indenture, dated as of December 15, 2021, between SPL and The Bank of New York Mellon, as Trustee | Cheniere | 10-K | 4.28 | 2/24/2022 |
| 4.29 | Form of 3.19% Senior Secured Notes due 2037 (Included as Exhibit A-1 to Exhibit 4.28 above) | Cheniere | 10-K | 4.28 | 2/24/2022 |
| 4.30 | Second Supplemental Indenture, dated as of December 15, 2021, between SPL and The Bank of New York Mellon, as Trustee | Cheniere | 10-K | 4.30 | 2/24/2022 |
| 4.31 | Form of 3.08% Senior Secured Notes due 2037 (Included as Exhibit A-1 to Exhibit 4.30 above) | Cheniere | 10-K | 4.30 | 2/24/2022 |
| 4.32 | Third Supplemental Indenture, dated as of December 15, 2021, between SPL and The Bank of New York Mellon, as Trustee | Cheniere | 10-K | 4.32 | 2/24/2022 |
| 4.33 | Form of 3.10% Senior Secured Notes due 2037 (Included as Exhibit A-1 to Exhibit 4.32 above) | Cheniere | 10-K | 4.32 | 2/24/2022 |
| 4.34 | Indenture, dated as of September 22, 2020, between the Company, as issuer, and the Bank of New York Mellon, as trustee | Cheniere | 8-K | 4.1 | 9/22/2020 |
| 4.35 | First Supplemental Indenture, dated as of September 22, 2020, between the Company, as issuer, and the Bank of New York Mellon, as trustee | Cheniere | 8-K | 4.2 | 9/22/2020 |
| 4.36 | Form of 4.625% Senior Secured Notes due 2028 (Included as Exhibit A-1 to Exhibit 4.35 above) | Cheniere | 8-K | 4.2 | 9/22/2020 |
| 4.37 | Indenture, dated as of May 18, 2016, among CCH, as Issuer, CCL, CCP and Corpus Christi Pipeline GP, LLC, as Guarantors, and The Bank of New York Mellon, as Trustee | Cheniere | 8-K | 4.1 | 5/18/2016 |
| 4.38 | First Supplemental Indenture, dated as of December 9, 2016, among CCH, as Issuer, CCL, CCP and Corpus Christi Pipeline GP, LLC, as Guarantors, and The Bank of New York Mellon, as Trustee | Cheniere | 8-K | 4.1 | 12/9/2016 |
| 4.39 | Form of 5.875% Senior Secured Note due 2025 (Included as Exhibit A-1 to Exhibit 4.39 above) | Cheniere | 8-K | 4.1 | 12/9/2016 |
| 4.40 | Second Supplemental Indenture, dated as of May 19, 2017, among CCH, as issuer, CCL, CCP and Corpus Christi Pipeline GP, LLC, as Guarantors, and The Bank of New York Mellon, as trustee | CCH | 8-K | 4.1 | 5/19/2017 |
| 4.41 | Form of 5.125% Senior Secured Note due 2027 (Included as Exhibit A-1 to Exhibit 4.41 above) | CCH | 8-K | 4.1 | 5/19/2017 |
| Exhibit No. · Incorporated by Reference (1) | |||||
|---|---|---|---|---|---|
| Description · Entity · Form · Exhibit · Filing Date | |||||
| 4.42 | Third Supplemental Indenture, dated as of September 6, 2019, among CCH, as issuer, CCL, CCP and Corpus Christi Pipeline GP, LLC, as Guarantors, and The Bank of New York Mellon, as Trustee | CCH | 8-K | 4.1 | 9/12/2019 |
| 4.43 | Fourth Supplemental Indenture, dated as of November 13, 2019, among CCH, as issuer, CCL, CCP and Corpus Christi Pipeline GP, LLC, as guarantors, and The Bank of New York Mellon, as trustee | CCH | 8-K | 4.1 | 11/13/2019 |
| 4.44 | Form of 3.700% Note due 2029 (Included as Exhibit A-1 to Exhibit 4.44 above) | CCH | 8-K | 4.1 | 11/13/2019 |
| 4.45 | Fifth Supplemental Indenture, dated as of August 24, 2021, among CCH, as issuer, CCL, CCP, and Corpus Christi Pipeline GP, LLC, as guarantors, and The Bank of New York Mellon, as trustee | CCH | 8-K | 4.1 | 8/24/2021 |
| 4.46 | Form of 2.742% Senior Secured Note due 2039 (Included as Exhibit A-1 to Exhibit 4.46 above) | CCH | 8-K | 4.1 | 8/24/2021 |
| 4.47 | Indenture, dated as of August 20, 2020, among CCH, as issuer, and CCL, CCP and Corpus Christi Pipeline GP, LLC, as guarantors, and The Bank of New York Mellon, as trustee | CCH | 8-K | 4.1 | 8/21/2020 |
| 4.48 | Form of 3.52% Senior Secured Note due December 31, 2039 (Included as Exhibit A-1 to Exhibit 4.48 above) | CCH | 8-K | 4.1 | 8/21/2020 |
| 4.49 | Indenture, dated as of September 27, 2019, among CCH, as issuer, and CCL, CCP and Corpus Christi Pipeline GP, LLC, as guarantors, and The Bank of New York Mellon, as trustee | CCH | 8-K | 4.1 | 9/30/2019 |
| 4.50 | Form of 4.80% Senior Note due December 31, 2039 (Included as Exhibit A-1 to Exhibit 4.50 above) | CCH | 8-K | 4.1 | 9/30/2019 |
| 4.51 | Indenture, dated as of October 17, 2019, among CCH, as issuer, and CCL, CCP and Corpus Christi Pipeline GP, LLC, as guarantors, and The Bank of New York Mellon, as trustee | CCH | 8-K | 4.1 | 10/18/2019 |
| 4.52 | Form of 3.925% Senior Note due December 31, 2039 (Included as Exhibit A to Exhibit 4.52 above) | CCH | 8-K | 4.1 | 10/18/2019 |
| 4.53 | Indenture, dated as of September 18, 2017, between CQP, the guarantors party thereto and The Bank of New York Mellon, as Trustee under the Indenture | CQP | 8-K | 4.1 | 9/18/2017 |
| 4.54 | First Supplemental Indenture, dated as of September 18, 2017, between CQP, the guarantors party thereto and The Bank of New York Mellon, as Trustee under the Indenture | CQP | 8-K | 4.2 | 9/18/2017 |
| 4.55 | Second Supplemental Indenture, dated as of September 11, 2018, among CQP, the guarantors party thereto and The Bank of New York Mellon, as Trustee under the Indenture | CQP | 8-K | 4.1 | 9/12/2018 |
| 4.56 | Third Supplemental Indenture, dated as of September 12, 2019, among CQP, the guarantors party thereto and The Bank of New York Mellon, as Trustee under the Indenture | CQP | 8-K | 4.1 | 9/12/2019 |
| 4.57 | Form of 4.500% Senior Notes due 2029 (Included as Exhibit A-1 to Exhibit 4.57 above) | CQP | 8-K | 4.1 | 9/12/2019 |
| 4.58 | Fourth Supplemental Indenture, dated as of November 5, 2020, between CQP, the guarantors party thereto and The Bank of New York Mellon, as Trustee under the Indenture | Cheniere | 10-Q | 4.4 | 11/6/2020 |
| 4.59 | Fifth Supplemental Indenture, dated as of March 11, 2021, among CQP, the guarantors party thereto and The Bank of New York Mellon, as Trustee under the Indenture | CQP | 8-K | 4.1 | 3/11/2021 |
| 4.60 | Form of 4.000% Senior Notes due 2031 (Included as Exhibit A-1 to Exhibit 4.60 above) | CQP | 8-K | 4.1 | 3/11/2021 |
| 4.61 | Sixth Supplemental Indenture, dated as of September 27, 2021, among CQP, the guarantors party thereto and The Bank of New York Mellon, as Trustee under the Indenture | CQP | 8-K | 4.1 | 9/27/2021 |
| Exhibit No. · Incorporated by Reference (1) | |||||
|---|---|---|---|---|---|
| Description · Entity · Form · Exhibit · Filing Date | |||||
| 4.62 | Form of 3.25% Senior Notes due 2032 (Included as Exhibit A-1 to Exhibit 4.62 above) | CQP | 8-K | 4.1 | 9/27/2021 |
| 4.63 | Seventh Supplemental Indenture, dated as of September 27, 2021, among CQP, the guarantors party thereto and The Bank of New York Mellon, as Trustee under the Indenture | CQP | 8-K | 4.1 | 10/1/2021 |
| 4.64 | Eighth Supplemental Indenture, dated as of June 21, 2023, among CQP, the guarantors party thereto and The Bank of New York Mellon, as Trustee under the Indenture | CQP | 8-K | 4.1 | 6/21/2023 |
| 4.65 | Form of 5.950% Senior Notes due 2033 (Included as Exhibit A to Exhibit 4.65 above) | CQP | 8-K | 4.1 | 6/21/2023 |
| 4.66* | Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 | ||||
| 10.1† | Cheniere Energy, Inc. 2020 Incentive Plan | Cheniere (SEC No. 333-238261) | S-8 | 4.9 | 5/14/2020 |
| 10.2† | Form of Restricted Stock Grant under the Cheniere Energy, Inc. 2020 Incentive Plan (Director) | Cheniere | 10-Q | 10.1 | 8/5/2021 |
| 10.3†* | Form of Restricted Stock Unit Award Agreement under the Cheniere Energy, Inc. 2020 Incentive Plan (NEO) (2022) | ||||
| 10.4† | Form of Restricted Stock Unit Award Agreement under the Cheniere Energy, Inc. 2020 Incentive Plan (NEO) (2023) | Cheniere | 10-K | 10.43 | 2/23/2023 |
| 10.5†* | Form of Restricted Stock Unit Award Agreement under the Cheniere Energy, Inc. 2020 Incentive Plan (NEO) (2024) | ||||
| 10.6† | Form of Performance Stock Unit Award Agreement Under the Cheniere Energy, Inc. 2020 Incentive Plan (NEO) (2022) | Cheniere | 10-K | 10.44 | 2/24/2022 |
| 10.7† | Form of Performance Stock Unit Award Agreement Under the Cheniere Energy, Inc. 2020 Incentive Plan (NEO) (2023) | Cheniere | 10-K | 10.46 | 2/23/2023 |
| 10.8†* | Form of Performance Stock Unit Award Agreement Under the Cheniere Energy, Inc. 2020 Incentive Plan (NEO) (2024) | ||||
| 10.9†* | Amended and Restated Cheniere Energy, Inc. Key Executive Severance Pay Plan (Effective as of November 17, 2023) and Summary Plan Description | ||||
| 10.10† | Director Deferred Compensation Plan (Effective February 10, 2022) | Cheniere | 10-K | 10.46 | 2/24/2022 |
| 10.11† | Form of Deferred Stock Unit Award Agreement Under the Director Deferred Compensation Plan | Cheniere | 10-K | 10.47 | 2/24/2022 |
| 10.12† | Employment Agreement between the Company and Jack A. Fusco, dated May 12, 2016 | Cheniere | 8-K | 10.1 | 5/12/2016 |
| 10.13† | Employment Agreement Amendment between the Company and Jack Fusco, dated August 15, 2019 | Cheniere | 8-K | 10.1 | 8/15/2019 |
| 10.14† | Second Employment Agreement Amendment between the Company and Jack Fusco, dated August 11, 2021 | Cheniere | 8-K | 10.1 | 8/13/2021 |
| 10.15†* | Cheniere Energy, Inc. Amended and Restated Retirement Policy, dated effective January 1, 2021 | Cheniere | 10-K | 10.49 | 2/25/2020 |
| 10.16† | Form of Indemnification Agreement for officers of the Company | Cheniere | 8-K | 10.2 | 5/20/2020 |
| 10.17† | Form of Indemnification Agreement for directors of the Company | Cheniere | 8-K | 10.1 | 5/20/2020 |
| 10.18† | Letter Agreement, dated February 15, 2023, between the Company and Aaron Stephenson | Cheniere | 8-K | 10.1 | 2/15/2023 |
| 10.19 | Senior Revolving Credit and Guaranty Agreement, among SPL, as borrower, certain subsidiaries of the Company, The Bank of Nova Scotia, as Senior Facility Agent, Société Générale, as the Common Security Trustee, the issuing banks and lenders from time to time party thereto and other participants | SPL(SEC File No. 333-273238) | S-4 | 10.46 | 7/13/2023 |
| Exhibit No. · Incorporated by Reference (1) | |||||
|---|---|---|---|---|---|
| Description · Entity · Form · Exhibit · Filing Date | |||||
| 10.20 | Fourth Amended and Restated Common Terms Agreement, among SPL, as borrower, the Secured Debt Holder Group Representatives party thereto, the Secured Hedge Representatives party thereto, the Secured Gas Hedge Representatives party thereto and Société Générale, as the Common Security Trustee and the Intercreditor Agent | SPL(SEC File No. 333-273238) | S-4 | 10.44 | 7/13/2023 |
| 10.21 | Third Amended and Restated Accounts Agreement, among SPL, certain subsidiaries of SPL, Société Générale, as the Common Security Trustee, and Citibank, N.A. as the Accounts Bank | SPL | 8-K | 10.3 | 3/23/2020 |
| 10.22 | Second Amended and Restated Term Loan Facility Agreement, dated June 15, 2022, among CCH, CCP, Corpus Christi Pipeline GP, LLC, CCL, the lenders party thereto from time to time and Société Générale as the Term Loan Facility Agent | Cheniere | 8-K | 10.1 | 6/22/2022 |
| 10.23 | Second Amended and Restated Common Terms Agreement, dated June 15, 2022, among CCH, CCP, Corpus Christi Pipeline GP, LLC, CCL, Société Générale, as Term Loan Facility Agent, The Bank of Nova Scotia as Working Capital Facility Agent, and Société Générale as Intercreditor Agent, and any other facility lenders party thereto from time to time | Cheniere | 8-K | 10.3 | 6/22/2022 |
| 10.24 | Second Amended and Restated Common Security and Account Agreement, dated June 15, 2022, among CCH, CCP, Corpus Christi Pipeline GP, LLC, CCL, the Senior Creditor Group Representatives, Société Générale as the Intercreditor Agent, Société Générale as Security Trustee and Mizuho Bank, Ltd as the Account Bank | Cheniere | 8-K | 10.4 | 6/22/2022 |
| 10.25 | Amended and Restated Pledge Agreement, dated May 22, 2018, among CCH HoldCo I and Société Générale as Security Trustee | Cheniere | 8-K | 10.4 | 5/24/2018 |
| 10.26 | Amended and Restated Equity Contribution Agreement, dated May 22, 2018, among CCH and the Company | Cheniere | 8-K | 10.5 | 5/24/2018 |
| 10.27 | Second Amended and Restated Working Capital Facility Agreement, dated June 15, 2022, among CCH, CCP, Corpus Christi Pipeline GP, LLC, CCL, the lenders party thereto from time to time, the issuing banks party thereto from time to time, the swing line lenders party thereto from time to time, The Bank of Nova Scotia as Working Capital Facility Agent and Société Générale as Security Trustee | Cheniere | 8-K | 10.2 | 6/22/2022 |
| 10.28 | Second Amended and Restated Revolving Credit Agreement, dated as of October 28, 2021, among the Company, the Lenders and Issuing Banks party thereto, Sumitomo Mitsui Banking Corporation, as ESG Coordinator, and Société Générale, as Administrative Agent | Cheniere | 8-K | 10.1 | 11/1/2021 |
| 10.29 | First Amendment to Second Amended and Restated Revolving Credit Agreement, dated as of June 15, 2023, among the Company, the Lenders and Issuing Banks party thereto, Sumitomo Mitsui Banking Corporation, as ESG Coordinator, and Société Générale, as Administrative Agent | Cheniere | 10-Q | 10.2 | 8/3/2023 |
| 10.30 | Credit Agreement, dated June 18, 2020, among the Company, the Lenders party thereto, Société Générale, as Administrative Agent, and the other agents and arrangers party thereto from time to time | Cheniere | 8-K | 10.1 | 6/19/2020 |
| 10.31 | Credit and Guaranty Agreement, dated as of June 23, 2023, among CQP, as borrower, certain subsidiaries of CQP, as Subsidiary Guarantors, the lenders from time to time party thereto, Société Générale, Natixis, Sumitomo Mitsui Banking Corporation, The Bank of Nova Scotia, and Wells Fargo Bank, as Issuing Banks, MUFG Bank, LTD as Administrative Agent and Coordinating Lead Arranger, and certain arrangers and other participants | Cheniere | 10-Q | 10.4 | 8/3/2023 |
| Exhibit No. · Incorporated by Reference (1) | |||||
|---|---|---|---|---|---|
| Description · Entity · Form · Exhibit · Filing Date | |||||
| 10.32 | Lump Sum Turnkey Agreement for the Engineering, Procurement and Construction of the Sabine Pass LNG Stage 4 Liquefaction Facility, dated November 7, 2018, by and between SPL and Bechtel Oil, Gas and Chemicals, Inc. (Portions of this exhibit have been omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment.) | Cheniere | 8-K | 10.1 | 11/9/2018 |
| 10.33 | Change order to the Lump Sum Turnkey Agreement for the Engineering, Procurement and Construction of the Sabine Pass LNG Stage 4 Liquefaction Facility, dated November 7, 2018, by and between SPL and Bechtel Oil Gas and Chemicals, Inc.: the Change Order CO-00001 Modifications to Insurance Language Change Order, dated June 3, 2019 | Cheniere | 10-Q | 10.6 | 8/8/2019 |
| 10.34 | Change order to the Lump Sum Turnkey Agreement for the Engineering, Procurement and Construction of the Sabine Pass LNG Stage 4 Liquefaction Facility, dated November 7, 2018, by and between SPL and Bechtel Oil Gas and Chemicals, Inc.: (i) the Change Order CO-00002 Fuel Provisional Sum Closure, dated July 8, 2019, (ii) the Change Order CO-00003 Currency Provisional Sum Closure, dated July 8, 2019, (iii) the Change Order CO-00004 Foreign Trade Zone, dated July 2, 2019, (iv) the Change Order CO-00005 NGPL Gate Access Security Coordination Provisional Sum, dated July 17, 2019, (v) the Change Order CO-00006 Alternate to Adams Valves, dated August 14, 2019, (vi) the Change Order CO-00007 E-1503 to HRU Permanent Drain Piping, dated August 14, 2019, (vii) the Change Order CO-00008 Differing Subsurface Soil Conditions - Train 6 ISBL, dated August 27, 2019, (viii) the Change Order CO-00009 LNG Berth 3, dated September 25, 2019 and (ix) the Change Order CO-00010 Cold Box Redesign and Addition of Inspection Boxes on Methane Cold Box, dated September 16, 2019 | Cheniere | 10-Q | 10.10 | 11/1/2019 |
| 10.35 | Change order to the Lump Sum Turnkey Agreement for the Engineering, Procurement and Construction of the Sabine Pass LNG Stage 4 Liquefaction Facility, dated November 7, 2018, by and between SPL and Bechtel Oil Gas and Chemicals, Inc.: (i) the Change Order CO-00011 Insurance Provisional Sum Interim Adjustment, dated October 1, 2019 and (ii) the Change Order CO-00012 Replacement of Timber Piles with Pre-Stressed Concrete Piles, dated October 30, 2019 | Cheniere | 10-K | 10.88 | 2/25/2020 |
| 10.36 | Change order to the Lump Sum Turnkey Agreement for the Engineering, Procurement and Construction of the Sabine Pass LNG Stage 4 Liquefaction Facility, dated November 7, 2018, by and between SPL and Bechtel Oil Gas and Chemicals, Inc.: (i) the Change Order CO-00013 Cost to Comply with SPL FTZ (FTZ entries, bonded transports and receipts for AG Pipe Spools Only), dated February 10, 2020, (ii) the Change Order CO-00014 Permanent Access Road to Third Berth, dated February 10, 2020, (iii) the Change Order CO-00015 Modifications to Schedule Bonus Language, dated February 10, 2020, (iv) the Change Order CO-00016 LNG Berth 3 LNTP No 3, dated January 31, 2020 and (v) the Change Order CO-00017 Construction Doc Fender Guards and LP Fuel Gas Overpressure Interlock, dated March 18, 2020 | Cheniere | 10-Q | 10.6 | 4/30/2020 |
| Exhibit No. · Incorporated by Reference (1) | |||||
|---|---|---|---|---|---|
| Description · Entity · Form · Exhibit · Filing Date | |||||
| 10.37 | Change order to the Lump Sum Turnkey Agreement for the Engineering, Procurement and Construction of the Sabine Pass LNG Stage 4 Liquefaction Facility, dated November 7, 2018, by and between SPL and Bechtel Oil Gas and Chemicals, Inc.: (i) the Change Order CO-00018 Electrical Studies for GTG Grid Modification, dated April 2, 2020, (ii) the Change Order CO-00019 Third Berth - Change in 5kV Electrical Tie-In, dated April 30, 2020, (iii) the Change Order CO-00020 LNG Berth 3 LNTP No. 4, dated May 4, 2020, (iv) the Change Order CO-00021 Train 6 P1601 A/B/ Flange Changes, dated May 27, 2020 and (v) the Change Order CO-00022 Train 6 H2S Skid Modifications to Level Transmitters & GTG Pressure Range Change on PT-573 A/B, dated June 4, 2020 | Cheniere | 10-Q | 10.9 | 8/6/2020 |
| 10.38 | Change orders to the Lump Sum Turnkey Agreement for the Engineering, Procurement and Construction of the Sabine Pass LNG Stage 4 Liquefaction Facility, dated November 7, 2018, by and between SPL and Bechtel Oil Gas and Chemicals, Inc.: (i) the Change Order CO-00023 Third Berth Vapor Fence Provisional Sum Scope Removal and Closeout, dated June 22, 2020, (ii) the Change Order CO-00024 Train 6 Thermowell Upgrades, dated June 22, 2020, (iii) the Change Order CO-00025 Third Berth Bubble Curtain, dated June 22, 2020, (iv) the Change Order CO-00026 Third Berth Fuel Provisional Sum Closure Change Order, dated July 14, 2020, (v) the Change Order CO-00027 Third Berth Currency Provisional Sum Closure Change Order, dated July 20, 2020, (vi) the Change Order CO-00028 Train 6 Hot Oil WHRU PSV Bypass, dated August 11, 2020 and (vii) the Change Order CO-00029 Change in Law IMO 2020 Regulatory Change – Low Sulphur Emissions on Marine Vessels, dated August 25, 2020 | Cheniere | 10-Q | 10.2 | 11/6/2020 |
| 10.39 | Change order to the Lump Sum Turnkey Agreement for the Engineering, Procurement and Construction of the Sabine Pass LNG Stage 4 Liquefaction Facility, dated November 7, 2018, by and between the SPL and Bechtel Oil Gas and Chemicals, Inc.: (i) the Change Order CO-00030 Third Berth Soil Preparation Provisional Sum Interim Adjustment Change Order, dated September 16, 2020, (ii) the Change Order CO-00031 Provisional Sum Consolidation (PAB, Taxes & Insurance), dated October 2, 2020, (iii) the Change Order CO-00032 COVID-19 Impacts, dated October 2, 2020, (iv) the Change Order CO-00033 Third Berth - Jetty Building (00A-4041) - Clean Agent System, dated November 2, 2020 and (v) the Change Order CO-00034 Vanessa Spare Valves, dated November 18, 2020 | Cheniere | 10-K | 10.88 | 2/24/2021 |
| 10.40 | Change orders to the Lump Sum Turnkey Agreement for the Engineering, Procurement and Construction of the Sabine Pass LNG Stage 4 Liquefaction Facility, dated November 7, 2018, by and between SPL and Bechtel Oil Gas and Chemicals, Inc.: (i) the Change Order CO-00035 Impacts from Hurricanes Laura and Delta, dated December 22, 2020, (ii) the Change Order CO-00036 Third Berth - Add N2 Connection on Liquid & Hybrid SVT Loading Arm Apex, dated December 22, 2020, (iii) the Change Order CO-00037 Third Berth Design Vessels Update, dated December 22, 2020, (iv) the Change Order CO-00038 Train 6 PV-16002 & FV-15104 Valve Trim Upgrades, dated January 21, 2021, (v) the Change Order CO-00039 Third Berth Design Update to Supply Bunkering Fuel, dated February 11, 2021, (vi) the Change Order CO-00040 LNG Benchmark 7 Elevation Change, dated February 11, 2021, (vii) the Change Order CO-00041 Costs to Comply with SPL FTZ (Excluding Pipe Spools), dated February 12, 2021 and (viii) the Change Order CO-00042 COVID-19 Impacts 1Q2021, dated March 12, 2021 | Cheniere | 10-Q | 10.2 | 5/4/2021 |
| Exhibit No. · Incorporated by Reference (1) | |||||
|---|---|---|---|---|---|
| Description · Entity · Form · Exhibit · Filing Date | |||||
| 10.41 | Change orders to the Lump Sum Turnkey Agreement for the Engineering, Procurement and Construction of the Sabine Pass LNG Stage 4 Liquefaction Facility, dated November 7, 2018, by and between SPL and Bechtel Oil Gas and Chemicals, Inc.: (i) the Change Order CO-00043 Third Berth SVT Loading Arm Spares, dated April 9, 2021, (ii) the Change Order CO-00044 Third Berth U/G Directional Drilling & Cathodic Protection Provisional Sum Closures, dated April 9, 2021, (iii) the Change Order CO-00045 Winter Storm Impacts, dated April 9, 2021, (iv) the Change Order CO-00046 NGPL Security Provisional Sum Interim Adjustment, dated June 15, 2021, (v) the Change Order CO-00047 80 Acres Bridge, dated June 15, 2021 and (vi) the Change Order CO-00048 AGRU Additions for Lean Solvent Overpressure, dated June 15, 2021 | Cheniere | 10-Q | 10.4 | 8/5/2021 |
| 10.42 | Change orders to the Lump Sum Turnkey Agreement for the Engineering, Procurement and Construction of the Sabine Pass LNG Stage 4 Liquefaction Facility, dated November 7, 2018, by and between SPL and Bechtel Oil Gas and Chemicals, Inc.: (i) the Change Order CO-00049 COVID-19 Impacts 2Q2021, dated July 6, 2021, (ii) CO-00050 Third Berth Bunkering Ship Modifications — Pre-Investment for Foundations, dated July 6, 2021, (iii) CO-00051 Thermal Oxidizer Controls Change, dated September 8, 2021, (iv) CO-00052 Third Berth Spare Beacon and Additional Cable Tray, dated September 8, 2021 and (v) CO-00053 Train 6 Gearbox Assembly Replacement for Unit 1411, dated September 24, 2021 | Cheniere | 10-Q | 10.1 | 11/4/2021 |
| 10.43 | Change orders to the Lump Sum Turnkey Agreement for the Engineering, Procurement and Construction of the Sabine Pass LNG Stage 4 Liquefaction Facility, dated November 7, 2018, by and between SPL and Bechtel Oil Gas and Chemicals, Inc.: (i) the Change Order CO-00054 80 Acres Bridge Credit, dated November 30, 2021, (ii) CO-00055 Change in Law LPDES Permit - Water Treatment Filter Washing, dated December15, 2021, (iii) CO-00056 Impacts from Hurricane Ida, dated December 15, 2021 and (iv) CO-00057 Impacts from Hurricane Nicholas, dated December 15, 2021 | Cheniere | 10-K | 10.99 | 2/24/2022 |
| 10.44 | Change orders to the Lump Sum Turnkey Agreement for the Engineering, Procurement and Construction of the Sabine Pass LNG Stage 4 Liquefaction Facility, dated November 7, 2018, by and between SPL and Bechtel Oil Gas and Chemicals, Inc.: (i) the Change Order CO-00058 COVID-19 Impacts 3Q2021, dated January 6, 2022, (ii) CO-00059 Spill Containment SIL 2 Interlock, dated January 11, 2022, (iii) the Change Order CO-00060 Third Berth Soil Preparation Provisional Sum Closure, dated March 15, 2022, (iv) the Change Order CO-00061 COVID-19 Impacts 4Q2021, dated March 15, 2022 and (v) the Change Order CO-00062 FERC Condition 61, dated March 15, 2022 | Cheniere | 10-Q | 10.2 | 5/4/2022 |
| 10.45 | Change orders to the Lump Sum Turnkey Agreement for the Engineering, Procurement and Construction of the Sabine Pass LNG Stage 4 Liquefaction Facility, dated November 7, 2018, by and between SPL and Bechtel Oil Gas and Chemicals, Inc.: (i) the Change Order CO-00063 FERC Condition 78, dated May 6, 2022, (ii) the Change Order CO-00064 FERC Impact to Pipe Installation, dated June 14, 2022, (iii) the Change Order CO-00065 Spill Containment Sil 2 Interlock, dated June 15, 2022 and (iv) the Change Order CO-00066 Marine Dredging and Management Oversight Provisional Sums Closure, dated June 16, 2022 | Cheniere | 10-Q | 10.6 | 8/4/2022 |
| Exhibit No. · Incorporated by Reference (1) | |||||
|---|---|---|---|---|---|
| Description · Entity · Form · Exhibit · Filing Date | |||||
| 10.46 | Change orders to the Lump Sum Turnkey Agreement for the Engineering, Procurement and Construction of the Sabine Pass LNG Stage 4 Liquefaction Facility, dated November 7, 2018, by and between SPL and Bechtel Oil Gas and Chemicals, Inc.: (i) the Change Order CO-00067 Performance and Attendance Bonus (“PAB”) Provisional Sum Closure, dated August 18, 2022, (ii) the Change Order CO-00068 Performance and Attendance Bonus (“PAB”) Provisional Sum Closure (Reconciliation to CO-00067), dated August 18, 2022, and (iii) the Change Order CO-00069 COVID-19 Impacts 1Q2022 and 2Q2022, dated August 29, 2022 | Cheniere | 10-Q | 10.1 | 11/3/2022 |
| 10.47 | Change orders to the Lump Sum Turnkey Agreement for the Engineering, Procurement and Construction of the Sabine Pass LNG Stage 4 Liquefaction Facility, dated November 7, 2018, by and between SPL and Bechtel Oil Gas and Chemicals, Inc.: (i) the Change Order CO-00070 80-Acres Bridge, dated October 28, 2022, (ii) the Change Order CO-00071 Mooring System Low-Tension Common Alarm, dated October 31, 2022, (iii) the Change Order CO-00072 FERC Hydrocarbon Permit Conditions, dated October 31, 2022, (iv) the Change Order CO-00073 BN#2 Beacon Pile Relocation, dated October 31, 2022 and (v) the Change Order CO-00074 FERC Condition 56: ISA 84 Gas Detection, dated October 31, 2022 | Cheniere | 10-K | 10.92 | 2/23/2023 |
| 10.48 | Change orders to the Lump Sum Turnkey Agreement for the Engineering, Procurement and Construction of the Sabine Pass LNG Stage 4 Liquefaction Facility, dated November 8, 2018, by and between SPL and Bechtel Oil Gas and Chemicals, Inc.: the Change Order CO-00075 Section 232 Duties (Final Settlement FTZ), dated December 16, 2022 | Cheniere | 10-Q | 10.1 | 5/2/2023 |
| 10.49 | Change orders to the Lump Sum Turnkey Agreement for the Engineering, Procurement and Construction of the Sabine Pass LNG Stage 4 Liquefaction Facility, dated November 8, 2018, by and between SPL and Bechtel Oil Gas and Chemicals, Inc.: (i) the Change Order CO-00076 Supplemental FERC Condition 80 Requirements, dated May 5, 2023, (ii) the Change Order CO-00077 Louisiana Sales and Use Tax Provisional Sum Closure, dated June 16, 2023, (iii) the Change Order CO-00078 Natural Gas Pipeline (NGPL) Security Coordination Provisional Sum Closure, dated June 22, 2023, (iv) the Change Order CO-00079 Insurance Provisional Sum Closure, dated July 27, 2023 and (v) the Change Order Co-00080 Borrowed Items, dated September 6, 2023 | Cheniere | 10-Q | 10.1 | 11/2/2023 |
| 10.50 | Fixed Price Separated Turnkey Agreement for the Engineering, Procurement and Construction of the Corpus Christi Liquefaction Stage 3 Project, dated March 1, 2022, by and between CCL Stage III and Bechtel Energy Inc. (Portions of this exhibit have been omitted and filed separately with the SEC pursuant to a request for confidential treatment) | Cheniere | 10-Q | 10.1 | 5/4/2022 |
| 10.51 | Change orders to the Lump Sum Turnkey Agreement for the Engineering, Procurement and Construction of the Corpus Christi Liquefaction Stage 3 Project, dated March 1, 2022, by and between CCL Stage III and Bechtel Oil Gas and Chemicals, Inc.: (i) the Change Order CO-00001 Maintaining Elevated Ground Flare Option, dated March 28, 2022, (ii) the Change Order CO-00002 Package 7 Pre-Investment of Trains 8 and 9 (Without Site Work), dated April 29, 2022 and (iii) the Change Order CO-00003 Modifications to Insurance Language, dated June 13, 2022 (Portions of this exhibit have been omitted) | Cheniere | 10-Q | 10.7 | 8/4/2022 |
| Exhibit No. · Incorporated by Reference (1) | |||||
|---|---|---|---|---|---|
| Description · Entity · Form · Exhibit · Filing Date | |||||
| 10.52 | Change orders to the Lump Sum Turnkey Agreement for the Engineering, Procurement and Construction of the Corpus Christi Liquefaction Stage 3 Project, dated March 1, 2022, by and between CCL and Bechtel Oil Gas and Chemicals, Inc.: (i) the Change Order CO-00004 Currency Conversion, dated June 27, 2022, (ii) the Change Order CO-00005 Fuel Adjustment, dated July 15, 2022, (iii) the Change Order CO-00006 Removal of Laydown Yard Scope Option, dated August 2, 2022, (iv) the Change Order CO-00007 Removal of Air Bridges Scope Option, dated August 22, 2022, (v) the Change Order CO-00008 Acid Gas Flare K/O Drum, dated August 16, 2022, and (vi) the Change Order CO-00009 Package 7A (Without Site Work), dated August 16, 2022 (Portions of this exhibit have been omitted) | Cheniere | 10-Q | 10.2 | 11/3/2022 |
| 10.53 | Change orders to the Lump Sum Turnkey Agreement for the Engineering, Procurement and Construction of the Corpus Christi Liquefaction Stage 3 Project, dated March 1, 2022, by and between CCL and Bechtel Oil Gas and Chemicals, Inc.: (i) the Change Order CO-000010 Insurance Provisional Sum Interim Adjustment, dated September 13, 2022 and (ii) the Change Order CO-000011 Package 6 Descope and Transfer to Owner, dated September 14, 2022 (Portions of this exhibit have been omitted) | Cheniere | 10-K | 10.96 | 2/23/2023 |
| 10.54 | Change orders to the Lump Sum Turnkey Agreement for the Engineering, Procurement and Construction of the Corpus Christi Liquefaction Stage 3 Project, dated March 1, 2022, by and between Corpus Christi Liquefaction Stage III, LLC and Bechtel Oil Gas and Chemicals, Inc.: (i) the Change Order CO-00012 Chart License Fee Provisional Sum Closure, dated September 16, 2022, (ii) the Change Order CO-00013 HRU Nozzles and Block Headers, dated September 21, 2022, (iii) the Change Order CO-00014 Addition of Nitrogen Receiver, dated December 13, 2022, (iv) the Change Order CO-00015 Package 6 Feed Gas Pipeline Interfaces, dated December 14, 2022, (v) the Change Order CO-00016 Old Sherwin Building Security, dated November 23, 2022, (vi) the Change Order CO-00017 Remote Monitoring Diagnostic for Mixed Refrigerant (MR) Compressors, dated December 14, 2022, (vii) the Change Order CO-00018 EFG Package #1, dated January 9, 2023, (viii) the Change Order CO-00019 Q3 2022 Commodity Price Rise and Fall (ATT MM), dated January 17, 2023, (ix) the Change Order CO-00020 ICSS Vendor Selection and EPC Warranty (Yokogawa), dated September 21, 2022 and (x) the Change Order CO-00021 Laydown Development Package, dated February 6, 2023 (Portions of this exhibit have been omitted.) | Cheniere | 10-Q | 10.2 | 5/2/2023 |
| Exhibit No. · Incorporated by Reference (1) | |||||
|---|---|---|---|---|---|
| Description · Entity · Form · Exhibit · Filing Date | |||||
| 10.55 | Change orders to the Lump Sum Turnkey Agreement for the Engineering, Procurement and Construction of the Corpus Christi Liquefaction Stage 3 Project, dated March 1, 2022, by and between Corpus Christi Liquefaction, LLC and Bechtel Energy, Inc.: (i) the Change Order CO-00022 Refrigerant Storage Packages 1 and 2, dated February 13, 2023, (ii) the Change Order CO-00023 EFG Package #2, dated February 21, 2023, (iii) the Change Order CO-00024 Defrost Improvements (Cold Box), dated February 23, 2023, (iv) the Change Order CO-00025 Miscellaneous Design Improvements, dated February 23, 2023, (v) the Change Order CO-00026 EFG Package #3, dated February 23, 2023, (vi) the Change Order CO-00027 Addition of 86 Lockout Relay on Transformers, dated February 14, 2023, (vii) the Change Order CO-00028 Additional Duct Banks, dated September 15, 2022, (viii) the Change Order CO-00029 2022 FERC Support Hours Interim Adjustment, dated March 13, 2023, (ix) the Change Order CO-00030 Drainage Blanket (A Street), dated April 6, 2023, (x) the Change Order CO-00031 Refrigerant Storage Interface Package #3, dated April 7, 2023, (xi) the Change Order CO-00032 Q4 2022 Commodity Price Rise and Fall (ATT MM), dated April 24, 2023, (xii) the Change Order CO-00033 Lift Owner-Provided Dewar System (Nitrogen Receiver Facility), dated March 1, 2022, (xiii) the Change Order CO-00034 HAZOP Package #1 - Addition of Flame Arrestors for Oil Mist Eliminator Vent, dated April 25, 2023 and (xiv) the Change Order CO-00035 EFG Package #4 (Water Pipeline Pipe Bridge), dated May 19, 2023 (Portions of this exhibit have been omitted.) | Cheniere | 10-Q | 10.1 | 8/3/2023 |
| 10.56 | Change orders to the Lump Sum Turnkey Agreement for the Engineering, Procurement and Construction of the Corpus Christi Liquefaction Stage 3 Project, dated March 1, 2022, by and between CCL and Bechtel Energy, Inc.: (i) the Change Order CO-00036 Payment Milestone Updates (Schedule C-1), dated June 19, 2023, (ii) the Change Order CO-00037 Geotechnical Soils Investigation Period & Security Division of Responsibility Change, dated June 20, 2023, (iii) the Change Order CO-00038 Power Monitoring System (ETAP HMI), dated June 29, 2023 and (iv) the Change Order CO-00039 EFG Firewater Connection, dated June 30, 2023 (Portions of this exhibit have been omitted.) | Cheniere | 10-Q | 10.2 | 11/2/2023 |
| Exhibit No. | Incorporated by Reference (1) | ||||||
|---|---|---|---|---|---|---|---|
| Description | Entity | Form | Exhibit | Filing Date | |||
| 10.57* | Change orders to the Lump Sum Turnkey Agreement for the Engineering, Procurement and Construction of the Corpus Christi Liquefaction Stage 3 Project, dated March 1, 2022, by and between CCL and Bechtel Energy, Inc.: (i) the Change Order CO-00040 Q1 2023 Commodity Price Rise and Fall (ATT MM), dated August 29, 2023, (ii) the Change Order CO-00041 Q2 2023 Commodity Price Rise and Fall (ATT MM), dated August 29, 2023, (iii) the Change Order CO-00042 HAZOP Package #2 – Additional IPL (Pressure Transmitter Across the Strainer), dated July 5, 2023, (iv) the Change Order CO-00043 Total Condensate Flowmeter on Three (3) Inch Condensate Line, dated August 31, 2023, (v) the Change Order CO-00044 FERC Package #1 ISA 84 (Accommodation for Two Hundred and Fifty (250) Fire and Gas Detectors), dated August 31, 2023, (vi) the Change Order CO-00045 Increase LNG Rundown Line Check Valve Bypass Size to Six (6) Inches, dated August 31, 2023, (vii) the Change Order CO-00046 Add Manual Bypass Valves Around 31XV-13071, dated September 13, 2023, (viii) the Change Order CO-00047 Relocate Existing 16” Process Water Line and Provide Tie-In, dated September 8, 2023, (ix) the Change Order CO-00048 Future HRU Bypass Tie-In and Thermowell Updates, dated September 12, 2023, (x) the Change Order CO-00049 Butterfly Valves for Flare Drums, dated September 5, 2023, (xi) the Change Order CO-00050 Condensate Shroud on Condensate Rundown Line (Blue Engineering Report), dated September 12, 2023, (xii) the Change Order CO-00051 EFG Package #5 (138KV Feeder Cable), dated September 8, 2023, (xiii) the Change Order CO-00052 Defect Correction Period for Cementitious Fireproofing, dated August 7, 2023, (xiv) the Change Order CO-00053 Chart Transition Joint Spares, dated October 5, 2023, (xv) the Change Order CO-00054 CCL Tank(s) “A” and “C” Tie-In Study & Long Lead Item Purchases, dated September 19, 2023, (xvi) the Change Order CO-00055 FERC Package #2 Firewater Layout, dated September 13, 2023, (xvii) the Change Order CO-00056 HAZOP Package #3 – Stainless Steel C And D Pass Piping / Two Temperature Transmitters per Train, dated February 14, 2023, (xviii) the Change Order CO-00057 HAZOP Package #4 (“Phase Two Items”), dated October 10, 2023, (xix) the Change Order CO-00058 E-HAZOP Package #1 (“LV MCC Ride Through”), dated September 8, 2023, (xx) the Change Order CO-00059 Level Transmitter on Stand Pipe Inside Liquefaction Cold Boxes, dated October 13, 2023, (xxi) the Change Order CO-00060 Small Spill Containment (Additional Curbs), dated July 5, 2023, (xxii) the Change Order CO-00061 Remote Input/Output (RIO) Junction Box Grounding, dated October 10, 2023, (xxiii) the Change Order CO-00062 Geomembrane Liner and Geocell for Laydown 6 Channel, dated August 31, 2023, (xxiv) the Change Order CO-00063 Phased Surfacing of Permanent Plant Roads, dated August 7, 2023, (xxv) the Change Order CO-00064 Provisional Sum Interim Adjustment - Schedule KK-1 12-Month COVID Countermeasures, dated July 24, 2023, (xxvi) the Change Order CO-00065 Modification to FTZ Zone Site (Exhibit A of Attachment LL), dated August 3, 2023, (xxvii) the Change Order CO-00066 Attachment B (Contract Deliverables), dated June 2, 2023, (xxviii) the Change Order CO-00067 Sheet Pile Joint Sealing 310Q02 Sump, dated October 5, 2023, (xxix) the Change Order CO-00068 E-HAZOP Package #2 (“Phase One Items”), dated October 19, 2023, (xxx) the Change Order CO-00069 Package 6 Feed Gas Pipeline and Pig Receiver DMM, dated August 3, 2023, (xxxi) the Change Order CO-00070 Dry Flare Knockout Drum Spill Pad Drain Specification Change, dated October 5, 2023, (xxxii) the Change Order CO-00071 Viewing Platform Piles, dated October 18, 2023, (xxxiii) the Change Order CO-00072 Site Plan Update Package #1 – Re-Route Contractor’S Utility Water & Nitrogen Pipelines and Provide Power & Fiber Cables To Nitrogen Tie-In Point, dated November 2, 2023, (Portions of this exhibit have been omitted.) | ||||||
| Exhibit No. · Incorporated by Reference (1) | |||||
|---|---|---|---|---|---|
| Description · Entity · Form · Exhibit · Filing Date | |||||
| 10.58 | LNG Sale and Purchase Agreement (FOB), dated November 21, 2011, between SPL (Seller) and Gas Natural Aprovisionamientos SDG S.A. (subsequently assigned to Gas Natural Fenosa LNG GOM, Limited) (Buyer) | CQP | 8-K | 10.1 | 11/21/2011 |
| 10.59 | Amendment No. 1 of LNG Sale and Purchase Agreement (FOB), dated April 3, 2013, between SPL (Seller) and Gas Natural Aprovisionamientos SDG S.A. (subsequently assigned to Gas Natural Fenosa LNG GOM, Limited) (Buyer) | CQP | 10-Q | 10.1 | 5/3/2013 |
| 10.60 | Amendment of LNG Sale and Purchase Agreement (FOB), dated January 12, 2017, between SPL (Seller) and Gas Natural Fenosa LNG GOM, Limited (assignee of Gas Natural Aprovisionamientos SDG S.A.) (Buyer) | SPL(SEC File No. 333-215882) | S-4 | 10.3 | 2/3/2017 |
| 10.61 | Letter agreement regarding change from LIBOR to SOFR, dated June 8, 2023, to LNG Sale and Purchase Agreement, dated November 21, 2011, between SPL and Naturgy LNG GOM, Limited (assignee of Gas Natural Aprovisionamientos SDG S.A.), as amended | Cheniere | 10-Q | 10.13 | 8/3/2023 |
| 10.62 | Amended and Restated LNG Sale and Purchase Agreement (FOB), dated January 25, 2012, between SPL (Seller) and BG Gulf Coast LNG, LLC (Buyer) | CQP | 8-K | 10.1 | 1/26/2012 |
| 10.63 | Letter agreement regarding change from LIBOR to SOFR, dated May 18, 2023, to LNG Sale and Purchase Agreement, dated January 25, 2012, between SPL and BG Gulf Coast LNG, LLC, as amended | Cheniere | 10-Q | 10.10 | 8/3/2023 |
| 10.64 | LNG Sale and Purchase Agreement (FOB), dated June 2, 2014, between CCL (Seller) and Gas Natural Fenosa LNG SL (subsequently assigned to Gas Natural Fenosa LNG GOM, Limited) (Buyer) | Cheniere | 8-K | 10.1 | 6/2/2014 |
| 10.65 | Amendment No. 1 of LNG Sale and Purchase Agreement (FOB), dated February 27, 2018, between CCL (Seller) and Gas Natural Fenosa LNG GOM, Limited (Buyer) | Cheniere | 10-Q | 10.6 | 5/4/2018 |
| 10.66 | Letter agreement regarding change from LIBOR to SOFR, dated June 8, 2023, to LNG Sale and Purchase Agreement, dated June 2, 2014, between CCL and Naturgy LNG GOM, Limited (assignee of Gas Natural Fenosa LNG SL), as amended | Cheniere | 10-Q | 10.9 | 8/3/2023 |
| 10.67 | Cooperative Endeavor Agreement & Payment in Lieu of Tax Agreement with eleven Cameron Parish taxing authorities, dated October 23, 2007, by and between Cheniere Marketing, Inc. and SPLNG | Cheniere | 10-Q | 10.7 | 11/6/2007 |
| 10.68 | Investors’ and Registration Rights Agreement, dated as of July 31, 2012, by and among the Company, Cheniere Energy Partners GP, LLC, CQP, Cheniere Class B Units Holdings, LLC, Blackstone CQP Holdco LP and the other investors party thereto from time to time | CQP | 8-K | 10.1 | 8/6/2012 |
| 10.69 | Fourth Amended and Restated Agreement of Limited Partnership of CQP, dated February 14, 2017 | CQP | 8-K | 3.1 | 2/21/2017 |
| 10.70 | Amended and Restated Limited Liability Company Agreement of Cheniere GP Holding Company, LLC, dated December 13, 2013 | Cheniere Holdings | 8-K | 10.3 | 12/18/2013 |
| 21.1* | Subsidiaries of the Company | ||||
| 23.1* | Consent of KPMG LLP | ||||
| 31.1* | Certification by Chief Executive Officer required by Rule 13a-14(a) and 15d-14(a) under the Exchange Act | ||||
| 31.2* | Certification by Chief Financial Officer required by Rule 13a-14(a) and 15d-14(a) under the Exchange Act | ||||
| Exhibit No. | Incorporated by Reference (1) | ||||||
|---|---|---|---|---|---|---|---|
| Description | Entity | Form | Exhibit | Filing Date | |||
| 32.1** | Certification by Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | ||||||
| 32.2** | Certification by Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | ||||||
| 97* | Cheniere Energy Inc. Clawback Policy | ||||||
| 101.INS* | XBRL Instance Document | ||||||
| 101.SCH* | XBRL Taxonomy Extension Schema Document | ||||||
| 101.CAL* | XBRL Taxonomy Extension Calculation Linkbase Document | ||||||
| 101.DEF* | XBRL Taxonomy Extension Definition Linkbase Document | ||||||
| 101.LAB* | XBRL Taxonomy Extension Labels Linkbase Document | ||||||
| 101.PRE* | XBRL Taxonomy Extension Presentation Linkbase Document | ||||||
| 104* | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | ||||||
| (1) | Exhibits are incorporated by reference to reports of Cheniere (SEC File No. 001-16383), CQP (SEC File No. 001-33366), Cheniere Energy Partners LP Holdings, LLC (“Cheniere Holdings”) (SEC File No. 001-36234), SPL (SEC File No. 333-192373), CCH (SEC File No. 333-215435) and SPLNG (SEC File No. 333-138916), as applicable, unless otherwise indicated. |
| * | Filed herewith. |
| ** | Furnished herewith. |
| † | Management contract or compensatory plan or arrangement. |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.