-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Hzk/PmBgH92bKBIARnkQahYsyn2fsc2yIWVczt7ybMKGiE8j8Vi1tyeyq+6tdSC6 uzFY58+pWJjguIFPWDeOgg== 0000929638-06-000075.txt : 20060214 0000929638-06-000075.hdr.sgml : 20060214 20060214170434 ACCESSION NUMBER: 0000929638-06-000075 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060214 DATE AS OF CHANGE: 20060214 GROUP MEMBERS: DOUGLAS A. HIRSCH SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CHENIERE ENERGY INC CENTRAL INDEX KEY: 0000003570 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 954352386 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-46413 FILM NUMBER: 06616793 BUSINESS ADDRESS: STREET 1: 717 TEXAS AVENUE STREET 2: SUITE 3100 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 7136591361 MAIL ADDRESS: STREET 1: 717 TEXAS AVENUE STREET 2: SUITE 3100 CITY: HOUSTON STATE: TX ZIP: 77002 FORMER COMPANY: FORMER CONFORMED NAME: BEXY COMMUNICATIONS INC DATE OF NAME CHANGE: 19940314 FORMER COMPANY: FORMER CONFORMED NAME: ALL AMERICAN GROUP OF DELAWARE INC DATE OF NAME CHANGE: 19931004 FORMER COMPANY: FORMER CONFORMED NAME: ALL AMERICAN BURGER INC DATE OF NAME CHANGE: 19931004 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Seneca Capital Investments, LLC CENTRAL INDEX KEY: 0001337020 IRS NUMBER: 133928660 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 950 THIRD AVENUE STREET 2: 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-888-2999 MAIL ADDRESS: STREET 1: 950 THIRD AVENUE STREET 2: 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 SC 13G/A 1 senecacheniere13ga02142006.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

OMB APPROVAL

OMB Number:      3235-0145

Expires:      January 31, 2006

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SCHEDULE 13G

 

Under the Securities Exchange Act of 1934

 

(Amendment No. 1)

 

 

CHENIERE ENERGY, INC.

(Name of Issuer)

 

Common Stock, par value $0.003 per share

(Title of Class of Securities)

 

 

 

16411R208

 

(CUSIP Number)

 

December 31, 2005

(Date of Event which Requires Filing of this Statement)

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

o

Rule 13d-1(b)

 

x

Rule 13d-1(c)

 

o

Rule 13d-1(d)

 

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures previously provided in a prior cover page.

_________________________

             The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

CUSIP NO.

16411R208

 

 

 

 

1

Names of Reporting Persons.

I.R.S. Identification Nos. of above persons (entities only)

Seneca Capital Investments, LLC

Douglas A. Hirsch

2

Check the Appropriate Box if a Member of a Group (See Instructions)

 

(a)         o

 

(b)         o

3

SEC Use Only

4

Citizenship or Place of Organization.

Seneca Capital Investments, LLC - Delaware

Douglas A. Hirsch - United States

Number

of Shares

Beneficially

Owned by

Each

Reporting

Person With

5  Sole Voting Power

Seneca Capital Investments, LLC - 0 shares

Douglas A. Hirsch - 0 shares

6  Shared Voting Power

Seneca Capital Investments, LLC - 2,226,200 shares

Douglas A. Hirsch - 2,362,300 shares

Refer to Item 4 below.

7  Sole Dispositive Power

Seneca Capital Investments, LLC - 0 shares

Douglas A. Hirsch - 0 shares

8  Shared Dispositive Power

Seneca Capital Investments, LLC - 2,226,200 shares

Douglas A. Hirsch - 2,362,300 shares

Refer to Item 4 below.

9

Aggregate Amount Beneficially Owned by Each Reporting Person

Seneca Capital Investments, LLC - 2,226,200 shares

Douglas A. Hirsch - 2,362,300 shares

Refer to Item 4 below.

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o N/A

 

11

Percent of Class Represented by Amount in Row (9)*

Seneca Capital Investments, LLC - 4.1%

Douglas A. Hirsch - 4.4%

Refer to Item 4 below.

 

12

Type of Reporting Person (See Instructions)

Seneca Capital Investments, LLC - OO (Limited Liability Company)

Douglas A. Hirsch - IN

 

 

 

 

CUSIP NO.

16411R208

 

 

 

* All percentage ownership reported in this Schedule 13G is based on 54,138,808 shares of Common Stock issued and outstanding as of October 31, 2005, as reported by the issuer in its Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2005, filed with the Securities and Exchange Commission on November 4, 2005. Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or his pecuniary interest therein.

 

Item 1.

(a)

Name of Issuer

 

Cheniere Energy, Inc.

(b)

Address of Issuer’s Principal Executive Offices

 

717 Texas Avenue, Suite 3100, Houston, Texas 77002

 

Item 2.

(a)

Name of Person Filing

 

Seneca Capital Investments, LLC

Douglas A. Hirsch

(b)

Address of Principal Business Office or, if none, Residence

 

Seneca Capital Investments, LLC

950 Third Avenue, 29th Floor

New York, NY 10022

Douglas A. Hirsch

c/o Seneca Capital Investments, LLC

950 Third Avenue, 29th Floor

New York, NY 10022

(c)

Citizenship

 

Seneca Capital Investments, LLC - Delaware

Douglas A. Hirsch - United States

(d)

Title of Class of Securities

 

Common Stock, par value $0.003 per share

(e)

CUSIP Number

 

16411R208

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

(a)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

(c)

o

Insurance Company as defined in Section 3(a)(19) of the Act

 

 

 

CUSIP NO.

16411R208

 

 

 

 

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

(e)

o

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

(f)

o

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

(g)

o

A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

(h)

o

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j)

o

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a)

Amount Beneficially Owned**

 

Seneca Capital Investments, LLC - 2,226,200 shares

Douglas A. Hirsch - 2,362,300 shares

(b)

Percent of Class

 

Seneca Capital Investments, LLC - 4.1%

Douglas A. Hirsch - 4.4%

(c)

Number of shares as to which such person has:

 

(i)

sole power to vote or to direct the vote

 

 

Seneca Capital Investments, LLC - 0 shares

Douglas A. Hirsch - 0 shares

 

(ii)

shared power to vote or to direct the vote

 

 

Seneca Capital Investments, LLC - 2,226,200 shares

Douglas A. Hirsch - 2,362,300 shares

 

(iii)

sole power to dispose or to direct the disposition of

 

 

Seneca Capital Investments, LLC - 0 shares

Douglas A. Hirsch - 0 shares

 

(iv)

shared power to dispose or to direct the disposition of

 

 

Seneca Capital Investments, LLC - 2,226,200 shares

Douglas A. Hirsch - 2,362,300 shares

 

 

 

CUSIP NO.

16411R208

 

 

 

** Shares reported for Seneca Capital Investments, LLC represent shares held of record by Seneca Capital L.P., Seneca Capital II, L.P., Seneca Capital International, Ltd. and Acorn Overseas Security Company. Seneca Capital Investments, LLC has voting and investment control over such shares. Shares reported for Douglas A. Hirsch represent shares held of record by Seneca Capital L.P., Seneca Capital II, L.P., Seneca Capital International, Ltd., Acorn Overseas Security Company and a limited liability company of which Mr. Hirsch is a managing member of the investment advisor (which investment advisor has voting and investment control over the shares held by such limited liability company). Mr. Hirsch is the managing member of Seneca Capital Investments, LLC (which has voting and investment control over the shares held by Seneca Capital L.P., Seneca Capital II, L.P., Seneca Capital International, Ltd. and Acorn Overseas Security Company).

 

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ X ].

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

Not applicable.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company

Not applicable.

 

Item 8.

Identification and Classification of Members of the Group

Not applicable.

 

Item 9.

Notice of Dissolution of Group

Not applicable.

 

Item 10.

Certification

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

 

CUSIP NO.

16411R208

 

 

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement is true, complete and correct.

 

February 13, 2006

 

 

Seneca Capital Investments, LLC

 

 

By: /s/ Douglas A. Hirsch                  

Douglas A. Hirsch

Managing Member

 

 

 

Douglas A. Hirsch

 

/s/ Douglas A. Hirsch                  

 

Douglas A. Hirsch, individually

 

 

 

 

 

 

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