Cheniere Marketing, LLC & Corpus Christi Liquefaction, LLC, Cheniere Marketing, LLC, Corpus Christi Liquefaction, LLC, Sabine Pass Liquefaction, LLC, Statement Regarding Change in Control, 21851-21853 [2016-08493]
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Federal Register / Vol. 81, No. 71 / Wednesday, April 13, 2016 / Notices
Person To Contact for Information:
Bryan Whitener, Telephone: (301) 563–
3961.
Bryan Whitener,
Director of Communications and
Clearinghouse, U.S. Election Assistance
Commission.
[FR Doc. 2016–08402 Filed 4–12–16; 8:45 am]
Cheniere Marketing, LLC & Corpus
Christi Liquefaction, LLC, Cheniere
Marketing, LLC, Corpus Christi
Liquefaction, LLC, Sabine Pass
Liquefaction, LLC, Statement
Regarding Change in Control
AGENCY:
BILLING CODE 6820–KF–P
The Office of Fossil Energy
(FE) of the Department of Energy (DOE)
gives notice (Notice) of receipt of a
statement regarding change in control,
filed January 15, 2016 (Statement), by
Cheniere Marketing, LLC (CMI), Corpus
Christi Liquefaction, LLC (CCL), and
Sabine Pass Liquefaction, LLC (SPL) in
the above-referenced dockets. The
Statement updates equity ownership
information regarding Cheniere Energy,
Inc. (Cheniere), a publicly-traded
company.
SUMMARY:
DEPARTMENT OF ENERGY
ACTION:
Office of Fossil Energy, DOE.
Notice of change in control.
Sabine Pass Liquefaction, LLC .............................................................................................................................
Cheniere Marketing, LLC and Corpus Christi Liquefaction, LLC ......................................................................
Sabine Pass Liquefaction, LLC .............................................................................................................................
Sabine Pass Liquefaction, LLC .............................................................................................................................
Sabine Pass Liquefaction, LLC .............................................................................................................................
Cheniere Marketing, LLC, ....................................................................................................................................
Sabine Pass Liquefaction, LLC .............................................................................................................................
Sabine Pass Liquefaction, LLC .............................................................................................................................
Sabine Pass Liquefaction, LLC .............................................................................................................................
Protests, motions to intervene or
notices of intervention, as applicable,
and written comments are to be filed
using procedures detailed in the Public
Comment Procedures section no later
than 4:30 p.m., Eastern time, April 28,
2016.
DATES:
ADDRESSES:
Electronic Filing by email:
fergas@hq.doe.gov
Regular Mail
U.S. Department of Energy (FE–34),
Office of Regulation and International
Engagement, Office of Fossil Energy,
P.O. Box 44375, Washington, DC 20026–
4375.
Hand Delivery or Private Delivery
Services (e.g., FedEx, UPS, etc.)
U.S. Department of Energy (FE–34),
Office of Regulation and International
Engagement, Office of Fossil Energy,
Forrestal Building, Room 3E–042, 1000
asabaliauskas on DSK3SPTVN1PROD with NOTICES
10–111–LNG .............................................
12–97–LNG ...............................................
13–30–LNG ...............................................
13–42–LNG ...............................................
13–121–LNG .............................................
14–31–LNG ...............................................
15–63–LNG ...............................................
1 79
Larine Moore or Benjamin Nussdorf,
U.S. Department of Energy (FE–34),
Office of Regulation and International
Engagement, Office of Fossil Energy,
Forrestal Building, Room 3E–042, 1000
Independence Avenue SW.,
Washington, DC 20585, (202) 586–9478;
(202) 586–7893.
Edward Myers, U.S. Department of
Energy (GC–76), Office of the Assistant
General Counsel for Electricity and
Fossil Energy, Forrestal Building, 1000
Independence Avenue SW.,
Washington, DC 20585, (202) 586–9793.
SUPPLEMENTARY INFORMATION: CMI is a
limited liability company organized
under the laws of Delaware, and a
wholly-owned direct subsidiary of
Cheniere. CCL is a limited liability
company organized under the laws of
Delaware, and a wholly-owned indirect
subsidiary of Cheniere. SPL is a limited
2961–A
3638
3669
3669
3669
3442
3792
FR 65541 (Nov. 5, 2014).
Statement also identifies multiple other
proceedings among the Cheniere companies
affected by the change in control, including
proceedings filed under Section 3(c) of the Natural
Gas Act, 15 U.S.C. 717b(c) for exports to free trade
agreement (FTA) countries, and proceedings
seeking authority for LNG imports. Consistent with
the Revised CIC Procedures, DOE gives immediate
2 The
17:41 Apr 12, 2016
FOR FURTHER INFORMATION CONTACT:
DOE/FE Order
number
FE Docket number
VerDate Sep<11>2014
Independence Avenue SW.,
Washington, DC 20585.
Jkt 238001
Docket
Docket
Docket
Docket
Docket
Docket
Docket
Docket
Docket
No.
No.
No.
No.
No.
No.
No.
No.
No.
10–111–LNG]
12–97–LNG]
13–30–LNG]
13–42–LNG]
13–121–LNG]
14–31–LNG]
14–92–LNG]
15–63–LNG]
15–171–LNG]
liability company organized under the
laws of Delaware, and a wholly-owned
indirect subsidiary of Cheniere Energy
Partners, L.P. (CQP), a publicly-traded
limited partnership that is, in turn, an
indirect subsidiary of Cheniere.
The Statement refers to numerous
proceedings before DOE/FE involving
exports and imports of LNG and natural
gas to and from countries with which
the United States has entered into a free
trade agreement requiring national
treatment for trade in natural gas (FTA
countries) and other countries (non-FTA
countries). Consistent with the revised
procedures established by DOE/FE for
reviewing changes in control (CIC
Revised Procedures),1 this Notice
addresses only those Cheniere dockets
in which final authorizations have been
issued to export liquefied natural gas
(LNG) to non-FTA countries.2 The Table
in this section identifies the proceedings
addressed by this Notice:
Authorization holder
Sabine Pass Liquefaction, LLC.
Cheniere Marketing, LLC and Corpus Christi Liquefaction, LLC.
Sabine Pass Liquefaction, LLC.
Sabine Pass Liquefaction, LLC.
Sabine Pass Liquefaction, LLC.
Cheniere Marketing, LLC.
Sabine Pass Liquefaction, LLC.
effect to these changes. See 79 FR at 65542. These
proceedings include: FE Docket No. 10–85–LNG
(DOE/FE Order 2833), FE Docket No. 12–99–LNG
(DOE/FE Order No. 3164), FE Docket No. 14–31–
LNG (DOE/FE Order No. 3442), and FE Docket No.
14–186–NG (DOE/FE Order No. 3578). Among the
proceedings identified in the Statement, CCL
currently has one application pending before DOE/
FE in FE Docket No. 15–97–LNG, in which it is
PO 00000
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[FE
[FE
[FE
[FE
[FE
[FE
[FE
[FE
Frm 00016
Fmt 4703
Sfmt 4703
requesting authorization to export LNG to non-FTA
countries. Consistent with DOE’s Revised CIC
Procedures, DOE gives immediate effect to the
amendment of the pending application in that
docket represented by the change in control
described in the Statement. Furthermore, DOE will
only accept comments in response to the Statement
in FE Docket No. 15–97–LNG from parties to that
proceeding. See 79 FR at 65542.
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Federal Register / Vol. 81, No. 71 / Wednesday, April 13, 2016 / Notices
DOE/FE Order
number
FE Docket number
asabaliauskas on DSK3SPTVN1PROD with NOTICES
15–171–LNG .............................................
3767
The Statement asserts the following
Carl Icahn-affiliated investment
vehicles, together with Mr. Icahn
individually, beneficially own, in the
aggregate, approximately 13.8% of
Cheniere’s issued and outstanding
common stock: High River Limited
Partnership, Hopper Investments, LLC,
Barberry Corp., Icahn Partners Master
Fund LP, Icahn Offshore LP, Icahn
Onshore LP, Icahn Capital LP, IPH GP
LLC, Icahn Enterprises Holdings L.P.,
Icahn Enterprises G.P. Inc., and Beckton
Corp. (the ‘‘Icahn Companies’’). The
Icahn Companies’ acquisition of
Cheniere common stock resulted from
multiple open-market transactions.
Cheniere has also appointed to its Board
of Directors (‘‘Board’’), of which there
are now eleven members, two
individuals who are managing directors
of Icahn Capital L.P.
Further, the Statement asserts the
following Seth Klarman-affiliated
investment vehicles, together with Mr.
Klarman individually, beneficially own,
in the aggregate, approximately 15.01%
of Cheniere’s issued and outstanding
common stock: The Baupost Group,
L.L.C. and SAK Corporation (the
‘‘Klarman Companies’’). The Klarman
Companies’ acquisition of Cheniere
common stock resulted from multiple
open-market transactions on behalf of
various private investment limited
partnerships for which The Baupost
Group, L.L.C. acts as an investment
adviser and general partner.
The Statement recognizes that the
ownership interests acquired by the
Icahn Companies’ and the Klarman
Companies’ in Cheniere’s common stock
may trigger the 10% rebuttable
presumption of a change in control for
CCL and CMI. However, the Statement
asserts that the presumption is rebutted
as to CCL and CMI because (1) there has
been no change in ownership of CCL or
CMI, and one or both of them will
remain the holder(s) of their respective
authorizations and, in the case of CCL,
the applicant in Docket No. 15–97–LNG;
(2) there has been no change in
operation or manner in which CCL and
CMI are managed; and (3) the
transactions described in the Statement
did not grant the Icahn Companies or
the Klarman Companies the power to
direct the management or policies of
CCL or CMI, or provide a veto right over
other shareholders.
With respect to SPL, the Statement
asserts that the Icahn Companies’ and
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17:41 Apr 12, 2016
Jkt 238001
Authorization holder
Sabine Pass Liquefaction, LLC.
the Klarman Companies’ transactions do
not trigger the 10% rebuttable
presumption because the indirect
ownership stakes of the Icahn
Companies and the Klarman Companies
in SPL do not equate to 10% or more of
the outstanding voting securities for
SPL. Additionally, the Statement asserts
that even were DOE to determine that
the 10% threshold had been reached,
the presumption is rebutted because (1)
there has been no change in ownership
of SPL and it will remain the holder of
its current authorizations and the
applicant in Docket No. 15–63–LNG; (2)
there has been no change in the
operation or manner in which SPL is
managed or the terms of its associated
export operations; and (3) neither the
Icahn Companies or the Klarman
Companies have acquired the power to
direct the management or policies of
SPL or a veto right over other
shareholders.
Additional details can be found in the
Statement, posted on the DOE/FE Web
site at: https://www.fossil.energy.gov/
programs/gasregulation/authorizations/
2012_applications/CCL-CMI_and_SPL_
Equity_Ownership_Change0.pdf.
DOE/FE will review the Statement in
accordance with its Procedures for
Changes in Control Affecting
Applications and Authorizations to
Import or Export Natural Gas (CIC
Procedures). Pursuant to the Revised
CIC Procedures, DOE/FE will (1) give
immediate effect to the amendment of
pending applications for non-FTA
export authorizations and modifications
of previously issued non-FTA export
authorizations, but will accept and
consider answers to these amendments
and modifications in response to this
Notice before taking further action; and
(2) give immediate effect to the
modification of pending applications for
FTA export authorizations, pending
applications for natural gas import
authorizations, previously issued FTA
export authorizations, and previously
issued natural gas import
authorizations, but no further action
will be taken as to these proceedings.
Protests, motions to intervene, notices
of intervention, and written comments
are invited in response to this Notice
only as to the amendment of previously
issued non-FTA export authorizations,
as described. See also, n.2, supra.
PO 00000
Frm 00017
Fmt 4703
Sfmt 4703
DOE/FE Evaluation
DOE will give effect to the change in
control in accordance with its CIC
procedures. Interested persons will be
provided 15 days from the date of
publication of this Notice in the Federal
Register in order to move to intervene,
protest, and answer the statement of
change in control. If no interested
person protests the change in control
and DOE takes no action on its own
motion, the amendment will be deemed
granted 30 days after publication in the
Federal Register. If one or more protests
are submitted, DOE will review any
motions to intervene, protests, and
answers, and will issue a determination
as to whether the proposed change in
control has been demonstrated to render
the underlying authorization
inconsistent with the public interest.
Public Comment Procedures
In response to this Notice, interested
persons will be provided 15 days from
the date of publication of this Notice in
order to move to intervene, protest, and
answer the statement of change in
control. All protests, comments,
motions to intervene, or notices of
intervention must meet the
requirements specified by DOE’s
regulations in 10 CFR part 590.
Filings may be submitted using one of
the following methods: (1) Preferred
method: emailing the filing to
fergas@hq.doe.gov, with the individual
FE Docket Number(s) in the title line, or
Cheniere Change in Control in the title
line to include all applicable dockets in
this Notice; (2) mailing an original and
three paper copies of the filing to the
Office of Regulation and International
Engagement at the address listed in
ADDRESSES; or (3) hand delivering an
original and three paper copies of the
filing to the Office of Regulation and
International Engagement at the address
listed in ADDRESSES. All filings must
include a reference to the individual FE
Docket Number(s) in the title line, or
Cheniere Change in Control in the title
line to include all applicable dockets in
this Notice. Please Note: If submitting a
filing via email, please include all
related documents and attachments
(e.g., exhibits) in the original email
correspondence. Please do not include
any active hyperlinks or password
protection in any of the documents or
attachments related to the filing. All
electronic filings submitted to DOE
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Federal Register / Vol. 81, No. 71 / Wednesday, April 13, 2016 / Notices
must follow these guidelines to ensure
that all documents are filed in a timely
manner. Any hardcopy filing submitted
greater in length than 50 pages must
also include, at the time of the filing, a
digital copy on disk of the entire
submission.
Additional procedures will be used as
necessary to achieve a complete
understanding of the facts and issues. If
an additional procedure is scheduled,
notice will be provided to all parties. If
no party requests additional procedures,
a final order may be issued based on the
official record in accordance with 10
CFR 590.316.
The Notice is available for inspection
and copying in the Office of Regulation
and International Engagement docket
room, Room 3E–042, 1000
Independence Avenue SW.,
Washington, DC, 20585. The docket
room is open between the hours of 8:00
a.m. and 4:30 p.m., Monday through
Friday, except Federal holidays.
The Notice and any filed protests,
motions to intervene or notice of
interventions, and comments will also
be available electronically by going to
the following DOE/FE Web address:
https://www.fe.doe.gov/programs/
gasregulation/.
Issued in Washington, DC, on April 8,
2016.
John A. Anderson,
Director, Office of Regulation and
International Engagement, Office of Oil and
Natural Gas.
[FR Doc. 2016–08493 Filed 4–12–16; 8:45 am]
BILLING CODE 6450–01–P
DEPARTMENT OF ENERGY
Federal Energy Regulatory
Commission
Combined Notice of Filings
asabaliauskas on DSK3SPTVN1PROD with NOTICES
Take notice that the Commission has
received the following Natural Gas
Pipeline Rate and Refund Report filings:
Filings Instituting Proceedings
Docket Numbers: RP16–755–000.
Applicants: Transcontinental Gas
Pipe Line Company.
Description: § 4(d) Rate Filing:
Negotiated Rates—Cherokee AGL—
Replacement Shippers—Apr 2016 to be
effective 4/1/2016.
Filed Date: 3/30/16.
Accession Number: 20160330–5000.
Comments Due: 5 p.m. ET 4/11/16.
Docket Numbers: RP16–756–000.
Applicants: Natural Gas Pipeline
Company of America.
Description: § 4(d) Rate Filing: Service
Agreement Exhibit B to be effective 5/
1/2016.
VerDate Sep<11>2014
17:41 Apr 12, 2016
Jkt 238001
Filed Date: 3/30/16.
Accession Number: 20160330–5245.
Comments Due: 5 p.m. ET 4/11/16.
Docket Numbers: RP16–757–000.
Applicants: Trans-Union Interstate
Pipeline, L.P.
Description: § 4(d) Rate Filing:
Negotiated Rate Filing to be effective 5/
1/2016.
Filed Date: 3/30/16.
Accession Number: 20160330–5246.
Comments Due: 5 p.m. ET 4/11/16.
Docket Numbers: RP16–758–000.
Applicants: Natural Gas Pipeline
Company of America.
Description: Penalty Revenue
Crediting Report of Natural Gas Pipeline
Company of America LLC.
Filed Date: 3/30/16.
Accession Number: 20160330–5270.
Comments Due: 5 p.m. ET 4/11/16.
Docket Numbers: RP16–759–000.
Applicants: El Paso Natural Gas
Company, L.L.C.
Description: Request for Waiver and
Extensions of El Paso Natural Gas
Company, L.L.C.
Filed Date: 3/30/16.
Accession Number: 20160330–5277.
Comments Due: 5 p.m. ET 4/11/16.
Docket Numbers: RP16–760–000.
Applicants: Equitrans, L.P.
Description: § 4(d) Rate Filing:
Negotiated Rate Service Agreement—BP
effective 4/1/2016 to be effective 4/1/
2016.
Filed Date: 3/31/16.
Accession Number: 20160331–5009.
Comments Due: 5 p.m. ET 4/12/16.
Docket Numbers: RP16–761–000.
Applicants: Texas Eastern
Transmission, LP
Description: § 4(d) Rate Filing:
Negotiated Rates—Apr2016 Chevron
TEAM 2014 Releases to be effective 4/
1/2016.
Filed Date: 3/31/16.
Accession Number: 20160331–5010.
Comments Due: 5 p.m. ET 4/12/16.
Docket Numbers: RP16–762–000.
Applicants: Northern Border Pipeline
Company.
Description: § 4(d) Rate Filing:
Compressor Usage Surcharge 2016 to be
effective 5/1/2016.
Filed Date: 3/31/16.
Accession Number: 20160331–5012.
Comments Due: 5 p.m. ET 4/12/16.
Docket Numbers: RP16–763–000.
Applicants: ANR Pipeline Company.
Description: § 4(d) Rate Filing: DTCA
2016 to be effective 5/1/2016.
Filed Date: 3/31/16.
Accession Number: 20160331–5057.
Comments Due: 5 p.m. ET 4/12/16.
Docket Numbers: RP16–764–000.
Applicants: East Tennessee Natural
Gas, LLC.
PO 00000
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21853
Description: § 4(d) Rate Filing: Wacker
Release to Twin Eagle to be effective 4/
1/2016.
Filed Date: 3/31/16.
Accession Number: 20160331–5061.
Comments Due: 5 p.m. ET 4/12/16.
Docket Numbers: RP16–765–000.
Applicants: Pine Needle LNG
Company, LLC.
Description: § 4(d) Rate Filing: 2016
Annual Fuel and Electric Power Tracker
Filing to be effective 5/1/2016.
Filed Date: 3/31/16.
Accession Number: 20160331–5067.
Comments Due: 5 p.m. ET 4/12/16.
Docket Numbers: RP16–766–000.
Applicants: TC Offshore LLC.
Description: Transporter’s Use Report
of TC Offshore LLC.
Filed Date: 3/31/16.
Accession Number: 20160331–5080.
Comments Due: 5 p.m. ET 4/12/16.
Docket Numbers: RP16–767–000.
Applicants: Bison Pipeline LLC.
Description: Company Use Gas
Annual Report of Bison Pipeline LLC.
Filed Date: 3/31/16.
Accession Number: 20160331–5081.
Comments Due: 5 p.m. ET 4/12/16.
Docket Numbers: RP16–768–000.
Applicants: Panhandle Eastern Pipe
Line Company, LP.
Description: Compliance filing Flow
Through of Cash Out Revenues filed on
3–31–16 to be effective 5/1/2016.
Filed Date: 3/31/16.
Accession Number: 20160331–5085.
Comments Due: 5 p.m. ET 4/12/16.
Docket Numbers: RP16–769–000.
Applicants: Panhandle Eastern Pipe
Line Company, LP.
Description: Compliance filing Flow
Through of Penalty Revenues Report
filed on 3–31–16.
Filed Date: 3/31/16.
Accession Number: 20160331–5088.
Comments Due: 5 p.m. ET 4/12/16.
Docket Numbers: RP16–770–000.
Applicants: Columbia Gas
Transmission, LLC.
Description: § 4(d) Rate Filing:
OTRA—Summer 2016 to be effective 5/
1/2016.
Filed Date: 3/31/16.
Accession Number: 20160331–5095.
Comments Due: 5 p.m. ET 4/12/16.
Docket Numbers: RP16–771–000.
Applicants: Hardy Storage Company,
LLC.
Description: § 4(d) Rate Filing: RAM
2016 to be effective 5/1/2016.
Filed Date: 3/31/16.
Accession Number: 20160331–5104.
Comments Due: 5 p.m. ET 4/12/16.
Docket Numbers: RP16–772–000.
Applicants: Algonquin Gas
Transmission, LLC.
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]]>Agencies
[Federal Register Volume 81, Number 71 (Wednesday, April 13, 2016)]
[Notices]
[Pages 21851-21853]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2016-08493]
=======================================================================
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DEPARTMENT OF ENERGY
Cheniere Marketing, LLC & Corpus Christi Liquefaction, LLC,
Cheniere Marketing, LLC, Corpus Christi Liquefaction, LLC, Sabine Pass
Liquefaction, LLC, Statement Regarding Change in Control
AGENCY: Office of Fossil Energy, DOE.
ACTION: Notice of change in control.
-----------------------------------------------------------------------
SUMMARY: The Office of Fossil Energy (FE) of the Department of Energy
(DOE) gives notice (Notice) of receipt of a statement regarding change
in control, filed January 15, 2016 (Statement), by Cheniere Marketing,
LLC (CMI), Corpus Christi Liquefaction, LLC (CCL), and Sabine Pass
Liquefaction, LLC (SPL) in the above-referenced dockets. The Statement
updates equity ownership information regarding Cheniere Energy, Inc.
(Cheniere), a publicly-traded company.
Sabine Pass Liquefaction, LLC [FE Docket No. 10-111-LNG]
Cheniere Marketing, LLC and [FE Docket No. 12-97-LNG]
Corpus Christi Liquefaction,
LLC.
Sabine Pass Liquefaction, LLC [FE Docket No. 13-30-LNG]
Sabine Pass Liquefaction, LLC [FE Docket No. 13-42-LNG]
Sabine Pass Liquefaction, LLC [FE Docket No. 13-121-LNG]
Cheniere Marketing, LLC,..... [FE Docket No. 14-31-LNG]
Sabine Pass Liquefaction, LLC [FE Docket No. 14-92-LNG]
Sabine Pass Liquefaction, LLC [FE Docket No. 15-63-LNG]
Sabine Pass Liquefaction, LLC [FE Docket No. 15-171-LNG]
DATES: Protests, motions to intervene or notices of intervention, as
applicable, and written comments are to be filed using procedures
detailed in the Public Comment Procedures section no later than 4:30
p.m., Eastern time, April 28, 2016.
ADDRESSES:
Electronic Filing by email: fergas@hq.doe.gov
Regular Mail
U.S. Department of Energy (FE-34), Office of Regulation and
International Engagement, Office of Fossil Energy, P.O. Box 44375,
Washington, DC 20026-4375.
Hand Delivery or Private Delivery Services (e.g., FedEx, UPS, etc.)
U.S. Department of Energy (FE-34), Office of Regulation and
International Engagement, Office of Fossil Energy, Forrestal Building,
Room 3E-042, 1000 Independence Avenue SW., Washington, DC 20585.
FOR FURTHER INFORMATION CONTACT:
Larine Moore or Benjamin Nussdorf, U.S. Department of Energy (FE-
34), Office of Regulation and International Engagement, Office of
Fossil Energy, Forrestal Building, Room 3E-042, 1000 Independence
Avenue SW., Washington, DC 20585, (202) 586-9478; (202) 586-7893.
Edward Myers, U.S. Department of Energy (GC-76), Office of the
Assistant General Counsel for Electricity and Fossil Energy, Forrestal
Building, 1000 Independence Avenue SW., Washington, DC 20585, (202)
586-9793.
SUPPLEMENTARY INFORMATION: CMI is a limited liability company organized
under the laws of Delaware, and a wholly-owned direct subsidiary of
Cheniere. CCL is a limited liability company organized under the laws
of Delaware, and a wholly-owned indirect subsidiary of Cheniere. SPL is
a limited liability company organized under the laws of Delaware, and a
wholly-owned indirect subsidiary of Cheniere Energy Partners, L.P.
(CQP), a publicly-traded limited partnership that is, in turn, an
indirect subsidiary of Cheniere.
The Statement refers to numerous proceedings before DOE/FE
involving exports and imports of LNG and natural gas to and from
countries with which the United States has entered into a free trade
agreement requiring national treatment for trade in natural gas (FTA
countries) and other countries (non-FTA countries). Consistent with the
revised procedures established by DOE/FE for reviewing changes in
control (CIC Revised Procedures),\1\ this Notice addresses only those
Cheniere dockets in which final authorizations have been issued to
export liquefied natural gas (LNG) to non-FTA countries.\2\ The Table
in this section identifies the proceedings addressed by this Notice:
---------------------------------------------------------------------------
\1\ 79 FR 65541 (Nov. 5, 2014).
\2\ The Statement also identifies multiple other proceedings
among the Cheniere companies affected by the change in control,
including proceedings filed under Section 3(c) of the Natural Gas
Act, 15 U.S.C. 717b(c) for exports to free trade agreement (FTA)
countries, and proceedings seeking authority for LNG imports.
Consistent with the Revised CIC Procedures, DOE gives immediate
effect to these changes. See 79 FR at 65542. These proceedings
include: FE Docket No. 10-85-LNG (DOE/FE Order 2833), FE Docket No.
12-99-LNG (DOE/FE Order No. 3164), FE Docket No. 14-31-LNG (DOE/FE
Order No. 3442), and FE Docket No. 14-186-NG (DOE/FE Order No.
3578). Among the proceedings identified in the Statement, CCL
currently has one application pending before DOE/FE in FE Docket No.
15-97-LNG, in which it is requesting authorization to export LNG to
non-FTA countries. Consistent with DOE's Revised CIC Procedures, DOE
gives immediate effect to the amendment of the pending application
in that docket represented by the change in control described in the
Statement. Furthermore, DOE will only accept comments in response to
the Statement in FE Docket No. 15-97-LNG from parties to that
proceeding. See 79 FR at 65542.
------------------------------------------------------------------------
DOE/FE Order
FE Docket number number Authorization holder
------------------------------------------------------------------------
10-111-LNG..................... 2961-A Sabine Pass
Liquefaction, LLC.
12-97-LNG...................... 3638 Cheniere Marketing, LLC
and Corpus Christi
Liquefaction, LLC.
13-30-LNG...................... 3669 Sabine Pass
Liquefaction, LLC.
13-42-LNG...................... 3669 Sabine Pass
Liquefaction, LLC.
13-121-LNG..................... 3669 Sabine Pass
Liquefaction, LLC.
14-31-LNG...................... 3442 Cheniere Marketing,
LLC.
15-63-LNG...................... 3792 Sabine Pass
Liquefaction, LLC.
[[Page 21852]]
15-171-LNG..................... 3767 Sabine Pass
Liquefaction, LLC.
------------------------------------------------------------------------
The Statement asserts the following Carl Icahn-affiliated
investment vehicles, together with Mr. Icahn individually, beneficially
own, in the aggregate, approximately 13.8% of Cheniere's issued and
outstanding common stock: High River Limited Partnership, Hopper
Investments, LLC, Barberry Corp., Icahn Partners Master Fund LP, Icahn
Offshore LP, Icahn Onshore LP, Icahn Capital LP, IPH GP LLC, Icahn
Enterprises Holdings L.P., Icahn Enterprises G.P. Inc., and Beckton
Corp. (the ``Icahn Companies''). The Icahn Companies' acquisition of
Cheniere common stock resulted from multiple open-market transactions.
Cheniere has also appointed to its Board of Directors (``Board''), of
which there are now eleven members, two individuals who are managing
directors of Icahn Capital L.P.
Further, the Statement asserts the following Seth Klarman-
affiliated investment vehicles, together with Mr. Klarman individually,
beneficially own, in the aggregate, approximately 15.01% of Cheniere's
issued and outstanding common stock: The Baupost Group, L.L.C. and SAK
Corporation (the ``Klarman Companies''). The Klarman Companies'
acquisition of Cheniere common stock resulted from multiple open-market
transactions on behalf of various private investment limited
partnerships for which The Baupost Group, L.L.C. acts as an investment
adviser and general partner.
The Statement recognizes that the ownership interests acquired by
the Icahn Companies' and the Klarman Companies' in Cheniere's common
stock may trigger the 10% rebuttable presumption of a change in control
for CCL and CMI. However, the Statement asserts that the presumption is
rebutted as to CCL and CMI because (1) there has been no change in
ownership of CCL or CMI, and one or both of them will remain the
holder(s) of their respective authorizations and, in the case of CCL,
the applicant in Docket No. 15-97-LNG; (2) there has been no change in
operation or manner in which CCL and CMI are managed; and (3) the
transactions described in the Statement did not grant the Icahn
Companies or the Klarman Companies the power to direct the management
or policies of CCL or CMI, or provide a veto right over other
shareholders.
With respect to SPL, the Statement asserts that the Icahn
Companies' and the Klarman Companies' transactions do not trigger the
10% rebuttable presumption because the indirect ownership stakes of the
Icahn Companies and the Klarman Companies in SPL do not equate to 10%
or more of the outstanding voting securities for SPL. Additionally, the
Statement asserts that even were DOE to determine that the 10%
threshold had been reached, the presumption is rebutted because (1)
there has been no change in ownership of SPL and it will remain the
holder of its current authorizations and the applicant in Docket No.
15-63-LNG; (2) there has been no change in the operation or manner in
which SPL is managed or the terms of its associated export operations;
and (3) neither the Icahn Companies or the Klarman Companies have
acquired the power to direct the management or policies of SPL or a
veto right over other shareholders.
Additional details can be found in the Statement, posted on the
DOE/FE Web site at: https://www.fossil.energy.gov/programs/gasregulation/authorizations/2012_applications/CCL-CMI_and_SPL_Equity_Ownership_Change0.pdf.
DOE/FE will review the Statement in accordance with its Procedures
for Changes in Control Affecting Applications and Authorizations to
Import or Export Natural Gas (CIC Procedures). Pursuant to the Revised
CIC Procedures, DOE/FE will (1) give immediate effect to the amendment
of pending applications for non-FTA export authorizations and
modifications of previously issued non-FTA export authorizations, but
will accept and consider answers to these amendments and modifications
in response to this Notice before taking further action; and (2) give
immediate effect to the modification of pending applications for FTA
export authorizations, pending applications for natural gas import
authorizations, previously issued FTA export authorizations, and
previously issued natural gas import authorizations, but no further
action will be taken as to these proceedings.
Protests, motions to intervene, notices of intervention, and
written comments are invited in response to this Notice only as to the
amendment of previously issued non-FTA export authorizations, as
described. See also, n.2, supra.
DOE/FE Evaluation
DOE will give effect to the change in control in accordance with
its CIC procedures. Interested persons will be provided 15 days from
the date of publication of this Notice in the Federal Register in order
to move to intervene, protest, and answer the statement of change in
control. If no interested person protests the change in control and DOE
takes no action on its own motion, the amendment will be deemed granted
30 days after publication in the Federal Register. If one or more
protests are submitted, DOE will review any motions to intervene,
protests, and answers, and will issue a determination as to whether the
proposed change in control has been demonstrated to render the
underlying authorization inconsistent with the public interest.
Public Comment Procedures
In response to this Notice, interested persons will be provided 15
days from the date of publication of this Notice in order to move to
intervene, protest, and answer the statement of change in control. All
protests, comments, motions to intervene, or notices of intervention
must meet the requirements specified by DOE's regulations in 10 CFR
part 590.
Filings may be submitted using one of the following methods: (1)
Preferred method: emailing the filing to fergas@hq.doe.gov, with the
individual FE Docket Number(s) in the title line, or Cheniere Change in
Control in the title line to include all applicable dockets in this
Notice; (2) mailing an original and three paper copies of the filing to
the Office of Regulation and International Engagement at the address
listed in ADDRESSES; or (3) hand delivering an original and three paper
copies of the filing to the Office of Regulation and International
Engagement at the address listed in ADDRESSES. All filings must include
a reference to the individual FE Docket Number(s) in the title line, or
Cheniere Change in Control in the title line to include all applicable
dockets in this Notice. Please Note: If submitting a filing via email,
please include all related documents and attachments (e.g., exhibits)
in the original email correspondence. Please do not include any active
hyperlinks or password protection in any of the documents or
attachments related to the filing. All electronic filings submitted to
DOE
[[Page 21853]]
must follow these guidelines to ensure that all documents are filed in
a timely manner. Any hardcopy filing submitted greater in length than
50 pages must also include, at the time of the filing, a digital copy
on disk of the entire submission.
Additional procedures will be used as necessary to achieve a
complete understanding of the facts and issues. If an additional
procedure is scheduled, notice will be provided to all parties. If no
party requests additional procedures, a final order may be issued based
on the official record in accordance with 10 CFR 590.316.
The Notice is available for inspection and copying in the Office of
Regulation and International Engagement docket room, Room 3E-042, 1000
Independence Avenue SW., Washington, DC, 20585. The docket room is open
between the hours of 8:00 a.m. and 4:30 p.m., Monday through Friday,
except Federal holidays.
The Notice and any filed protests, motions to intervene or notice
of interventions, and comments will also be available electronically by
going to the following DOE/FE Web address: https://www.fe.doe.gov/programs/gasregulation/.
Issued in Washington, DC, on April 8, 2016.
John A. Anderson,
Director, Office of Regulation and International Engagement, Office of
Oil and Natural Gas.
[FR Doc. 2016-08493 Filed 4-12-16; 8:45 am]
BILLING CODE 6450-01-P
