Notice2023-11141
Statement of Change in Control; Port Arthur LNG, LLC
Primary source
Metadata and text below are from the Federal Register, a public-domain U.S. government work. Always verify the official published version before relying on it for any legal matter.
Published
May 25, 2023
Issuing agencies
Energy Department
Abstract
The Office of Fossil Energy and Carbon Management (FECM) (formerly the Office of Fossil Energy) of the Department of Energy (DOE) gives notice of receipt of a Statement of Change in Control (Statement) filed by Port Arthur LNG, LLC (PALNG) on April 25, 2023. The Statement describes an expected change in PALNG's upstream ownership. The Statement was filed under the Natural Gas Act (NGA).
Full Text
<html>
<head>
<title>Federal Register, Volume 88 Issue 101 (Thursday, May 25, 2023)</title>
</head>
<body><pre>
[Federal Register Volume 88, Number 101 (Thursday, May 25, 2023)]
[Notices]
[Pages 33875-33876]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2023-11141]
=======================================================================
-----------------------------------------------------------------------
DEPARTMENT OF ENERGY
[Docket No. 15-96-LNG]
Statement of Change in Control; Port Arthur LNG, LLC
AGENCY: Office of Fossil Energy and Carbon Management, Department of
Energy.
ACTION: Notice of change in control.
-----------------------------------------------------------------------
SUMMARY: The Office of Fossil Energy and Carbon Management (FECM)
(formerly the Office of Fossil Energy) of the Department of Energy
(DOE) gives notice of receipt of a Statement of Change in Control
(Statement) filed by Port Arthur LNG, LLC (PALNG) on April 25, 2023.
The Statement describes an expected change in PALNG's upstream
ownership. The Statement was filed under the Natural Gas Act (NGA).
DATES: Protests, motions to intervene, or notices of intervention, as
applicable, and written comments are to be filed electronically as
detailed in the Public Comment Procedures section no later than 4:30
p.m., Eastern time, June 9, 2023.
ADDRESSES:
Electronic Filing by email: <a href="/cdn-cgi/l/email-protection#35535047525446755d441b515a501b525a43"><span class="__cf_email__" data-cfemail="85e3e0f7e2e4f6c5edf4abe1eae0abe2eaf3">[email protected]</span></a>.
Although DOE has routinely accepted public comment submissions
through a variety of mechanisms, including postal mail and hand
delivery/courier, DOE has found it necessary to make temporary
modifications to the comment submission process in light of the ongoing
Covid-19 pandemic. DOE is currently accepting only electronic
submissions at this time. If a commenter finds that this change poses
an undue hardship, please contact Office of Resource Sustainability
staff at (202) 586-4749 or (202) 586-7893 to discuss the need for
alternative arrangements. Once the Covid-19 pandemic health emergency
is resolved, DOE anticipates resuming all of its regular options for
public comment submission, including postal mail and hand delivery/
courier.
FOR FURTHER INFORMATION CONTACT:
Jennifer Wade or Peri Ulrey, U.S. Department of Energy (FE-34) Office
of Regulation, Analysis, and Engagement, Office of Resource
Sustainability, Office of Fossil Energy and Carbon Management,
Forrestal Building, Room 3E-042, 1000 Independence Avenue SW,
Washington, DC 20585, (202) 586-4749 or (202) 586-7893,
<a href="/cdn-cgi/l/email-protection#92f8f7fcfcfbf4f7e0bce5f3f6f7d2fae3bcf6fdf7bcf5fde4"><span class="__cf_email__" data-cfemail="1b717e7575727d7e69356c7a7f7e5b736a357f747e357c746d">[email protected]</span></a> or <a href="/cdn-cgi/l/email-protection#275742554e09524b55425e674f560943484209404851"><span class="__cf_email__" data-cfemail="0f7f6a7d66217a637d6a764f677e216b606a21686079">[email protected]</span></a>.
Cassandra Bernstein, U.S. Department of Energy (GC-76) Office of the
Assistant General Counsel for Energy Delivery and Resilience, Forrestal
Building, Room 6D-033, 1000 Independence Avenue SW, Washington, DC
20585, (202) 586-9793, <a href="/cdn-cgi/l/email-protection#d2b1b3a1a1b3bcb6a0b3fcb0b7a0bca1a6b7bbbc92baa3fcb6bdb7fcb5bda4"><span class="__cf_email__" data-cfemail="4625273535272822342768242334283532232f28062e376822292368212930">[email protected]</span></a>.
SUPPLEMENTARY INFORMATION:
Summary of Change in Control
PALNG states that, on March 20, 2023, Sempra LNG Holding, LP
(Sempra LNG Holding) (an indirect wholly-owned subsidiary of Sempra
Infrastructure Partners, LP (SI Partners) and an upstream owner of
PALNG), entered into an equity purchase and sale agreement. Under the
terms and conditions of the agreement, KKR Denali Holdco LLC (KKR-
Denali) \1\ will purchase from Sempra LNG Holding a non-controlling
35.7% equity interest in Sempra PALNG Holdings, LLC (Sempra PALNG
Member), with an option to increase its purchased interest up to a non-
controlling 69.5% equity interest in Sempra PALNG Member (Transaction).
PALNG states that Sempra PALNG Member directly holds 70% of the equity
interest in Port Arthur Liquefaction Holdings, LLC (PA Liquefaction
Holdings), which directly owns 100% of the equity interest in PALNG.
---------------------------------------------------------------------------
\1\ PALNG states that KKR-Denali is a newly formed Delaware
limited liability company under the management and control of KKR &
Co. Inc., and that DOE/FECM previously reviewed KKR & Co. Inc.'s
ownership interest in PALNG without objection (citing DOE Response
to Statement of Change in Control, Port Arthur LNG, LLC, et al.,
Docket Nos. 15-53-LNG, 15-96-LNG, 18-162-LNG, et al. (June 29,
2021)).
---------------------------------------------------------------------------
According to PALNG, following consummation of the Transaction,
Sempra LNG Holding will be the controlling 30.5-64.3% equity interest
holder in Sempra PALNG Member, and KKR-Denali will be the non-
controlling 35.7-69.5% equity interest holder in Sempra PALNG Member
with certain non-controlling member protections. PALNG states that
Sempra LNG Holding, and indirectly its parent SI Partners, will
continue to be the operator of PALNG through Sempra PALNG Member. PALNG
further states that the Transaction is expected to close in the third
quarter of 2023.
A chart illustrating the ownership structure of PALNG before and
after the Transaction is attached to the Statement as Exhibit A and B,
respectively. Additional details can be found in the Statement, posted
on the DOE website at: <a href="http://www.energy.gov/sites/default/files/2023-05/Port%20Arthur%20LNG%20LLC%20CIC.pdf">www.energy.gov/sites/default/files/2023-05/Port%20Arthur%20LNG%20LLC%20CIC.pdf</a>.
DOE Evaluation
DOE 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).\2\ Consistent with the CIC
Procedures, this notice addresses PALNG's existing authorization to
export liquefied natural gas (LNG) to non-free trade agreement (non-
FTA) countries, granted in DOE/FE Order No. 4372, as amended.\3\ If no
interested person protests the change in control and DOE takes no
action on its own motion, the proposed change in control 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 authorizations inconsistent with the public interest.
---------------------------------------------------------------------------
\2\ 79 FR 65541 (Nov. 5, 2014).
\3\ PALNG's Statement also applies to its existing authorization
to export LNG to FTA countries in Docket Nos. 15-53-LNG and 18-162-
LNG, but DOE will respond to that portion of the filing separately
pursuant to the CIC Procedures, 79 FR 65542.
---------------------------------------------------------------------------
Public Comment Procedures
Interested persons will be provided 15 days from the date of
publication of this notice in the Federal Register to move to
intervene, protest, and answer PALNG's Statement.\4\ Protests, motions
to intervene, notices of intervention, and written comments are invited
in response to this notice only as to the change in control described
in the Statement. All protests, comments, motions to intervene, or
notices of intervention must meet the requirements specified by DOE's
regulations in 10 CFR part 590, including the service requirements.
---------------------------------------------------------------------------
\4\ Intervention, if granted, would constitute intervention only
in the change in control portion of these proceedings, as described
herein.
---------------------------------------------------------------------------
As noted, DOE is only accepting electronic submissions at this
time. Please email the filing to <a href="/cdn-cgi/l/email-protection#690f0c1b0e081a290118470d060c470e061f"><span class="__cf_email__" data-cfemail="0a6c6f786d6b794a627b246e656f246d657c">[email protected]</span></a>. All filings must
include a
[[Page 33876]]
reference to ``Docket No. 15-96-LNG'' in the title line, or ``Port
Arthur LNG, LLC Change in Control'' in the title line.
Please Note: 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 must follow these guidelines to ensure that all
documents are filed in a timely manner.
The Statement, and any filed protests, motions to intervene,
notices of intervention, and comments will be available electronically
on the DOE website at: <a href="http://www.energy.gov/fecm/regulation">www.energy.gov/fecm/regulation</a>.
Signed in Washington, DC, on May 22, 2023.
Amy R. Sweeney,
Director, Office of Regulation, Analysis, and Engagement, Office of
Resource Sustainability.
[FR Doc. 2023-11141 Filed 5-24-23; 8:45 am]
BILLING CODE 6450-01-P
</pre><script data-cfasync="false" src="/cdn-cgi/scripts/5c5dd728/cloudflare-static/email-decode.min.js"></script></body>
</html>Indexed from Federal Register on May 25, 2023.
This is legal information, not legal advice. Laws vary by jurisdiction and change frequently. Always verify current law with official sources and consult a licensed attorney in your jurisdiction for advice on your specific situation.