Notice2024-16987
Change In Control: American LNG Marketing 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
August 1, 2024
Issuing agencies
Energy Department
Abstract
The Office of Fossil Energy and Carbon Management (FECM) of the Department of Energy (DOE) gives notice of receipt of a Statement of Change in Control filed by American LNG Marketing LLC (American LNG Marketing) on July 1, 2024 (Statement), as supplemented on July 12, 2024 (Supplement). The Statement describes an expected change in American LNG Marketing's upstream ownership. The Statement and Supplement were filed under the Natural Gas Act (NGA).
Full Text
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<title>Federal Register, Volume 89 Issue 148 (Thursday, August 1, 2024)</title>
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[Federal Register Volume 89, Number 148 (Thursday, August 1, 2024)]
[Notices]
[Pages 62732-62733]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2024-16987]
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DEPARTMENT OF ENERGY
[Docket No. 14-209-LNG]
Change In Control: American LNG Marketing LLC
AGENCY: Office of Fossil Energy and Carbon Management, Department of
Energy.
ACTION: Notice of change in control.
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SUMMARY: The Office of Fossil Energy and Carbon Management (FECM) of
the Department of Energy (DOE) gives notice of receipt of a Statement
of Change in Control filed by American LNG Marketing LLC (American LNG
Marketing) on July 1, 2024 (Statement), as supplemented on July 12,
2024 (Supplement). The Statement describes an expected change in
American LNG Marketing's upstream ownership. The Statement and
Supplement were filed under the Natural Gas Act (NGA).
DATES: Protests, motions to intervene, or notices of intervention, as
applicable,
[[Page 62733]]
and written comments are to be filed as detailed in the Public Comment
Procedures section no later than 4:30 p.m., Eastern time, August 16,
2024.
ADDRESSES:
Electronic Filing by email (Strongly encouraged):
<a href="/cdn-cgi/l/email-protection#b5d3d0c7d2d4c6f5ddc49bd1dad09bd2dac3"><span class="__cf_email__" data-cfemail="95f3f0e7f2f4e6d5fde4bbf1faf0bbf2fae3">[email protected]</span></a>.
Postal Mail, Hand Delivery, or Private Delivery Services (e.g.,
FedEx, UPS, etc.): U.S. Department of Energy (FE-34), Office of
Regulation, Analysis, and Engagement, Office of Fossil Energy and
Carbon Management, Forrestal Building, Room 3E-056, 1000 Independence
Avenue SW, Washington, DC 20585.
Due to potential delays in DOE's receipt and processing of mail
sent through the U.S. Postal Service, we encourage respondents to
submit filings electronically to ensure timely receipt.
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#345e515a5a5d5251461a43555051745c451a505b511a535b42"><span class="__cf_email__" data-cfemail="046e616a6a6d6261762a73656061446c752a606b612a636b72">[email protected]</span></a> or <a href="/cdn-cgi/l/email-protection#146471667d3a617866716d547c653a707b713a737b62"><span class="__cf_email__" data-cfemail="c2b2a7b0abecb7aeb0a7bb82aab3eca6ada7eca5adb4">[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, (240) 780-1691, <a href="/cdn-cgi/l/email-protection#f99a988a8a98979d8b98d79b9c8b978a8d9c9097b99188d79d969cd79e968f"><span class="__cf_email__" data-cfemail="b8dbd9cbcbd9d6dccad996daddcad6cbccddd1d6f8d0c996dcd7dd96dfd7ce">[email protected]</span></a>
SUPPLEMENTARY INFORMATION:
Summary of Change in Control
American LNG Marketing states that LNG Holdings LLC (LNG Holdings),
a wholly-owned indirect subsidiary of New Fortress Energy, Inc.
(Fortress), entered into a Membership Interest Purchase Agreement
(MIPA) with Miami LNG Acquirorco, LLC, a Delaware limited liability
company and a subsidiary of certain funds and investment vehicles of
Pennybacker Capital Management, LLC (Pennybacker).\1\ Under the MIPA,
Pennybacker will acquire 100% control of LNG Holdings (Florida) LLC,
the immediate upstream parent of American LNG Marketing,\2\ and thus
will indirectly acquire 100% control of American LNG Marketing (the
Transaction). American LNG Marketing states that, as a result of the
Transaction, American LNG Marketing will no longer be controlled by
Fortress and will be controlled by Pennybacker.
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\1\ American LNG Marketing states that, in contemplation of but
prior to executing the MIPA, LNG Holdings (Florida) LLC, a wholly-
owned subsidiary of Fortress, acquired 100% of the membership
interests in American LNG Marketing through an internal corporate
reorganization. As a result of this reorganization, LNG Holdings
(Florida) LLC became the immediate upstream parent of American LNG
Marketing. See also infra at note 3.
\2\ See supra note 1.
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Charts illustrating the ownership structure of American LNG
Marketing before and after the Transaction are attached to the
Supplement as Appendix A and Appendix B, respectively. Additional
details can be found in the Statement and Supplement, posted on the DOE
website at: <a href="https://www.energy.gov/sites/default/files/2024-07/DOE%20Statement%20of%20Change%20in%20Control%20%28Final%207.1.2024%29.pdf">https://www.energy.gov/sites/default/files/2024-07/DOE%20Statement%20of%20Change%20in%20Control%20%28Final%207.1.2024%29.pdf</a>. <a href="https://www.energy.gov/sites/default/files/2024-07/Supplement%20to%20DOE%20Statement%20of%20Change%20in%20Control%20%28Final%207.12.24%29.pdf">https://www.energy.gov/sites/default/files/2024-07/Supplement%20to%20DOE%20Statement%20of%20Change%20in%20Control%20%28Final%207.12.24%29.pdf</a>.
DOE Evaluation
DOE will review the Statement and Supplement in accordance with its
CIC Procedures.\3\ Consistent with the CIC Procedures, this notice
addresses American LNG Marketing's existing authorization to export
liquefied natural gas (LNG) to countries with which the United States
has not entered into a free trade agreement (FTA) requiring national
treatment for trade in natural gas (FTA countries) and with which trade
is not prohibited by United States law or policy (non-FTA countries),
granted in DOE/FE Order No. 3690.\4\ 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.
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\3\ DOE has previously found that the CIC Procedures apply only
to external transfers or assignments, not to internal corporate
reorganizations. See, e.g., Port Arthur LNG, LLC, Notice of Internal
Corporate Reorganization, Docket Nos. 15-53-LNG, et al. (Apr. 11,
2019) (noting that DOE's Change in Control Procedures, 79 FR 65541
(Nov. 5, 2014) (CIC Procedures), focus on ``ownership or management
of the exporting entity chang[ing] hands, resulting in a change in
control . . . .'').
\4\ American LNG Marketing's Statement also applies to its
existing authorizations to export LNG to FTA countries in Docket
Nos. 14-209-LNG and 15-19-LNG. DOE will respond to those portions of
the filing separately pursuant to the CIC Procedures, 79 FR 65542.
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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 the Statement and Supplement.\5\
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 and Supplement. 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.
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\5\ Intervention, if granted, would constitute intervention only
in the change in control portion of these proceedings, as described
herein.
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Filings may be submitted using one of the following methods:
(1) Submitting the filing electronically at <a href="/cdn-cgi/l/email-protection#04626176636577446c752a606b612a636b72"><span class="__cf_email__" data-cfemail="d9bfbcabbeb8aa99b1a8f7bdb6bcf7beb6af">[email protected]</span></a>;
(2) Mailing the filing to the Office of Regulation, Analysis, and
Engagement at the address listed in the ADDRESSES section; or
(3) Hand delivering the filing to the Office of Regulation,
Analysis, and Engagement at the address listed in the ADDRESSES
section.
For administrative efficiency, DOE prefers filings to be filed
electronically. All filings must include a reference to ``Docket No.
14-209-LNG'' in the title line, or ``American LNG Marketing Change in
Control'' in the title line.
For electronic submissions: 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, Supplement, 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 July 29, 2024.
Amy R. Sweeney,
Director, Office of Regulation, Analysis, and Engagement, Office of
Resource Sustainability.
[FR Doc. 2024-16987 Filed 7-31-24; 8:45 am]
BILLING CODE 6450-01-P
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