0000899243-23-010440.txt : 20230404 0000899243-23-010440.hdr.sgml : 20230404 20230404170647 ACCESSION NUMBER: 0000899243-23-010440 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230331 FILED AS OF DATE: 20230404 DATE AS OF CHANGE: 20230404 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BIA GP L.P. CENTRAL INDEX KEY: 0001770017 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33366 FILM NUMBER: 23799153 BUSINESS ADDRESS: STREET 1: 345 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10154 BUSINESS PHONE: (212) 583-5000 MAIL ADDRESS: STREET 1: 345 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10154 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CQP COMMON HOLDCO L.P. CENTRAL INDEX KEY: 0001713110 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33366 FILM NUMBER: 23799158 BUSINESS ADDRESS: STREET 1: C/O BLACKSTONE INC. STREET 2: 345 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10154 BUSINESS PHONE: (212) 583-5000 MAIL ADDRESS: STREET 1: C/O BLACKSTONE INC. STREET 2: 345 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10154 FORMER NAME: FORMER CONFORMED NAME: Blackstone CQP Common Holdco L.P. DATE OF NAME CHANGE: 20170726 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BIP Holdings Manager L.L.C. CENTRAL INDEX KEY: 0001770015 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33366 FILM NUMBER: 23799155 BUSINESS ADDRESS: STREET 1: 345 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10154 BUSINESS PHONE: (212) 583-5000 MAIL ADDRESS: STREET 1: 345 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10154 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BIA GP L.L.C. CENTRAL INDEX KEY: 0001770016 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33366 FILM NUMBER: 23799152 BUSINESS ADDRESS: STREET 1: 345 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10154 BUSINESS PHONE: (212) 583-5000 MAIL ADDRESS: STREET 1: 345 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10154 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BIP-V Chinook Holdco II L.L.C. CENTRAL INDEX KEY: 0001838507 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33366 FILM NUMBER: 23799156 BUSINESS ADDRESS: STREET 1: C/O BLACKSTONE INC. STREET 2: 345 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10154 BUSINESS PHONE: 212-583-5000 MAIL ADDRESS: STREET 1: C/O BLACKSTONE INC. STREET 2: 345 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10154 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Blackstone Infrastructure Associates L.P. CENTRAL INDEX KEY: 0001770053 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33366 FILM NUMBER: 23799154 BUSINESS ADDRESS: STREET 1: 345 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10154 BUSINESS PHONE: (212) 583-5000 MAIL ADDRESS: STREET 1: 345 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10154 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CQP ROCKIES PLATFORM LLC CENTRAL INDEX KEY: 0001806172 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33366 FILM NUMBER: 23799159 BUSINESS ADDRESS: STREET 1: C/O BLACKSTONE INC. STREET 2: 345 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10154 BUSINESS PHONE: 212-583-5000 MAIL ADDRESS: STREET 1: C/O BLACKSTONE INC. STREET 2: 345 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10154 FORMER NAME: FORMER CONFORMED NAME: BX Rockies Platform Co LLC DATE OF NAME CHANGE: 20200310 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BIP Chinook Holdco L.L.C. CENTRAL INDEX KEY: 0001825945 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33366 FILM NUMBER: 23799157 BUSINESS ADDRESS: STREET 1: C/O BLACKSTONE INC. STREET 2: 345 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10154 BUSINESS PHONE: 2125835000 MAIL ADDRESS: STREET 1: C/O BLACKSTONE INC. STREET 2: 345 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10154 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Cheniere Energy Partners, L.P. CENTRAL INDEX KEY: 0001383650 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS DISTRIBUTION [4924] IRS NUMBER: 205913059 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 700 MILAM ST. STREET 2: SUITE 1900 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: (713) 375-5000 MAIL ADDRESS: STREET 1: 700 MILAM ST. STREET 2: SUITE 1900 CITY: HOUSTON STATE: TX ZIP: 77002 4 1 doc4.xml FORM 4 SUBMISSION X0407 4 2023-03-31 0 0001383650 Cheniere Energy Partners, L.P. CQP 0001806172 CQP ROCKIES PLATFORM LLC C/O BLACKSTONE INC. 345 PARK AVENUE NEW YORK NY 10154 0 0 1 0 0001713110 CQP COMMON HOLDCO L.P. C/O BLACKSTONE INC. 345 PARK AVENUE NEW YORK NY 10154 0 0 1 0 0001825945 BIP Chinook Holdco L.L.C. C/O BLACKSTONE INC. 345 PARK AVENUE NEW YORK NY 10154 0 0 1 0 0001838507 BIP-V Chinook Holdco II L.L.C. C/O BLACKSTONE INC. 345 PARK AVENUE NEW YORK NY 10154 0 0 1 0 0001770015 BIP Holdings Manager L.L.C. C/O BLACKSTONE INC. 345 PARK AVENUE NEW YORK NY 10154 0 0 1 0 0001770053 Blackstone Infrastructure Associates L.P. C/O BLACKSTONE INC. 345 PARK AVENUE NEW YORK NY 10154 0 0 1 0 0001770017 BIA GP L.P. C/O BLACKSTONE INC. 345 PARK AVENUE NEW YORK NY 10154 0 0 1 0 0001770016 BIA GP L.L.C. C/O BLACKSTONE INC. 345 PARK AVENUE NEW YORK NY 10154 0 0 1 0 0 Common Units 2023-03-31 4 P 0 5975 47.2593 A 5975 I See Footnotes Common Units 2023-03-31 4 J 0 5975 D 0 I See Footnotes Common Units 2023-03-31 4 P 0 12959 47.2593 A 12959 I See Footnotes Common Units 2023-03-31 4 J 0 12959 D 0 I See Footnotes Common Units 2023-03-31 4 J 0 13639 A 331923 I See Footnotes Common Units 2023-03-31 4 J 0 5295 A 121395 I See Footnotes Common Units 2023-04-03 4 P 0 2768 47.4574 A 2768 I See Footnotes Common Units 2023-04-03 4 J 0 2768 D 0 I See Footnotes Common Units 2023-04-03 4 P 0 6004 47.4574 A 6004 I See Footnotes Common Units 2023-04-03 4 J 0 6004 D 0 I See Footnotes Common Units 2023-04-03 4 J 0 6319 A 338242 I See Footnotes Common Units 2023-04-03 4 J 0 2453 A 123848 I See Footnotes Common Units 190070316 I See Footnotes Common Units 13170436 I See Footnotes Reflects purchases made by CQP Rockies Platform LLC, which are to be transferred upon settlement to BIP Chinook Holdco L.L.C. ("Blackstone Infrastructure Partners") and BIP-V Chinook Holdco II L.L.C., to repay loans being advanced to CQP Rockies Platform LLC in connection with the purchase of the common units reported herein. Reflects securities held directly by CQP Rockies Platform LLC. CQP Target Holdco L.L.C. is the sole member of CQP Rockies Platform LLC. Reflects purchases made by CQP Common Holdco L.P. which are to be transferred upon settlement to Blackstone Infrastructure Partners and BIP-V Chinook Holdco II L.L.C., to repay loans being advanced to CQP Common Holdco L.P. in connection with the purchase of the common units reported herein. Reflects securities held directly by CQP Common Holdco L.P. CQP Common Holdco GP LLC is the general partner of CQP Common Holdco L.P. CQP Common Holdco Parent L.P. is the sole member of CQP Common Holdco GP LLC. CQP Common Holdco Parent GP LLC is the general partner of CQP Common Holdco Parent L.P. CQP Target Holdco L.L.C. is the sole member of CQP Common Holdco Parent GP LLC. Reflects securities held directly by CQP Holdco LP. CQP Holdco II GP LLC is the general partner of CQP Holdco LP. CQP FinanceCo LP is the sole member of CQP Holdco II GP LLC. CQP Holdco GP LLC is the general partner of CQP FinanceCo LP. CQP Target Holdco L.L.C. is the sole member of CQP Holdco GP LLC. Reflects securities directly held by Blackstone Infrastructure Partners. Reflects securities directly held by BIP-V Chinook Holdco L.L.C. Reflects securities directly held by BIP-V Chinook Holdco II L.L.C. Blackstone Infrastructure Partners is a member of CQP Target Holdco L.L.C. BIP Holdings Manager L.L.C. is the managing member of each of Blackstone Infrastructure Partners, BIP-V Chinook Holdco L.L.C. and BIP-V Chinook Holdco II L.L.C. Blackstone Infrastructure Associates L.P. is the managing member of BIP Holdings Manager L.L.C. BIA GP L.P. is the general partner of Blackstone Infrastructure Associates L.P. BIA GP L.L.C. is the general partner of BIA GP L.P. Blackstone Holdings III L.P. is the sole member of BIA GP 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. Blackstone Inc. is the sole member of Blackstone Holdings III GP Management L.L.C. Blackstone Group Management L.L.C. is the sole holder of the Series II preferred stock of Blackstone Inc. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. Information 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. Each 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. Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4. The price reported in Column 4 is a weighted average price. These units were purchased in multiple transactions at prices ranging from $46.94 to $47.50. The Reporting Persons undertake to provide Cheniere Energy Partners, L.P. (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of units purchased at each separate price within the ranges set forth in this footnote. The price reported in Column 4 is a weighted average price. These units were purchased in multiple transactions at prices ranging from $47.19 to $47.77. The Reporting Persons undertake to provide the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of units purchased at each separate price within the ranges set forth in this footnote. CQP ROCKIES PLATFORM LLC By: CQP Target Holdco LLC, SM, By: BIA GP LLC, its indirect MM, By: Blackstone Holdings III LP, SM By: Blackstone Holdings III GP LP, its GP By: Blackstone Holdings III GP Management LLC, its GP By: /s/ Tabea Hsi, SMD 2023-04-04 CQP COMMON HOLDCO L.P. By: CQP Common Holdco Parent GP, indirect GP By: CQP Target Holdco, SM By: BIA GP, indirect MM By: Blackstone Holdings III, SM By: Blackstone Holdings III GP, GP By: Blackstone Holdings III GP Management, GP By: /s/ Tabea Hsi, SMD 2023-04-04 BIP CHINOOK HOLDCO L.L.C. By:BIP Holdings Manager LLC By:Blackstone Infrastructure Associates LP By: BIA GP LP By:BIA GP LLC By:Blackstone Holdings III LP By:Blackstone Holdings III GP LP By:Blackstone Holdings III GP Management LLC By: /s/Tabea Hsi, SMD 2023-04-04 BIP-V CHINOOK HOLDCO II L.L.C. By: BIP Holdings Manager LLC, MM By: BIA GP LLC, its indirect MM By: Blackstone Holdings III LP, its SM By: Blackstone Holdings III GP LP, its GP By: Blackstone Holdings III GP Management LLC, its GP By: /s/ Tabea Hsi, SMD 2023-04-04 BIP HOLDINGS MANAGER LLC, By: Blackstone Infrastructure Associates LP, MM By: BIA GP LP, GP By: BIA GP LLC, GP By: Blackstone Holdings III LP, SM By: Blackstone Holdings III GP LP, GP By: Blackstone Holdings III GP Management LLC SM By: /s/ Tabea Hsi, SMD 2023-04-04 BLACKSTONE INFRASTRUCTURE ASSOCIATES L.P., By: BIA GP L.P., its GP By: BIA GP L.L.C., its GP By: Blackstone Holdings III LP, its SM By: Blackstone Holdings III GP LP, its GP By: Blackstone Holdings III GP Management LLC, its SM By: /s/ Tabea Hsi, SMD 2023-04-04 BIA GP L.P., By: BIA GP L.L.C., its GP, By: Blackstone Holdings III L.P., its SM, By: Blackstone Holdings III GP L.P., its GP, By: Blackstone Holdings III GP Management L.L.C., its SM, By: /s/ Tabea Hsi, Name: Tabea Hsi, Senior Managing Director 2023-04-04 BIA GP L.L.C., By: Blackstone Holdings III L.P., its sole member, By: Blackstone Holdings III GP L.P., its general partner, By: Blackstone Holdings III GP Management L.L.C., its sole member, By: /s/ Tabea Hsi, Name: Tabea Hsi, Senior Managing Director 2023-04-04