0001582966-18-000039.txt : 20180921 0001582966-18-000039.hdr.sgml : 20180921 20180921170248 ACCESSION NUMBER: 0001582966-18-000039 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20180920 FILED AS OF DATE: 20180921 DATE AS OF CHANGE: 20180921 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GROSS JONATHAN S CENTRAL INDEX KEY: 0001241045 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36234 FILM NUMBER: 181082095 MAIL ADDRESS: STREET 1: 9002 CHIMNEY ROCK ROAD STREET 2: SUITE G-244 CITY: HOUSTON STATE: TX ZIP: 77096 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Cheniere Energy Partners LP Holdings, LLC CENTRAL INDEX KEY: 0001582966 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS DISTRIBUTION [4924] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 700 MILAM STREET STREET 2: SUITE 1900 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 713.375.5000 MAIL ADDRESS: STREET 1: 700 MILAM STREET STREET 2: SUITE 1900 CITY: HOUSTON STATE: TX ZIP: 77002 4 1 wf-form4_153756375137791.xml FORM 4 X0306 4 2018-09-20 1 0001582966 Cheniere Energy Partners LP Holdings, LLC CQH 0001241045 GROSS JONATHAN S 700 MILAM STREET SUITE 1900 HOUSTON TX 77002 1 0 0 0 Common Shares Representing LLC Interests 2018-09-20 4 D 0 4500 D 0 I By Trust Pursuant to the Agreement and Plan of Merger, dated as of June 18, 2018, entered into by and among Cheniere Energy Partners LP Holdings, LLC (the "Company"), Cheniere Energy, Inc. ("Cheniere") and Columbia Acquisition Sub LLC, each common share of the Company representing limited liability company interests in the Company ("Company Common Shares") held by the reporting person was converted into the right to receive 0.4750 shares of common stock, par value $0.003 per share, of Cheniere and cash in lieu of any fractional Company Common Shares. The market value of Cheniere's common stock at the effective time of the merger was $67.30 per share. /s/ Sean N. Markowitz under POA by Jonathan S. Gross 2018-09-21 EX-24 2 poa.htm POWER OF ATTORNEY FOR: /S/ CARA E. CARLSON UNDER POA BY JONATHAN S. GROSS

POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and appoints Meg A. Gentle, Greg W. Rayford and Cara E. Carlson, signing singly, the undersigned's true and lawful attorney-in-fact to:

1.    execute for and on behalf of the undersigned, in the undersigned's capacity as a director of Cheniere Energy Partners LP Holdings, LLC (the "Company"), Forms ID, 3, 4 and 5, pursuant to Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder, and Form 144, pursuant to Rule 144 under the Securities Act of 1933 and the rules thereunder, if required; and

2.    do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, Form 4, Form 5 or Form 144 and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and

3.    take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion.

The undersigned hereby grants such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16(a) of the Securities Exchange Act of 1934 or Rule 144 of the Securities Act of 1933.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer an officer of the Company unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact; provided, however, this Power of Attorney will expire immediately upon the termination of employment or consulting arrangement of any attorney-in-fact as to that attorney-in-fact only, but not as to any other appointed attorney-in-fact hereunder.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 6th day of March, 2014.

                            /s/ Jonathan S. Gross
    Name: Jonathan S. Gross