CQP on NYSE

Cheniere Energy Partners, L.P.

Subsidiary of Cheniere Energy1

In its 2026 annual report the company says: “We are a publicly traded Delaware limited partnership formed by Cheniere. We provide clean, secure and affordable LNG to integrated energy companies, utilities and energy trading companies around the world. We own a natural gas liquefaction and export facility located in Cameron Parish, Louisiana at Sabine Pass, one of the largest LNG production facilities in the world, with a total production capacity of over 30 mtpa of LNG as of December 31, 2025.”84 Its revenue was $17.2 billion in 2022.1 Its shares trade on NYSE under the symbol CQP.1

$63.70 up 1.45 (2.33%)Price as of Oct 16, 2026 at 19:58 UTC

Last updated Oct 21, 2026.

Overview

Compare with Venture Global, Inc., Cheniere Energy or Atmos Energy, or pick any stock.

  • TickerCQP on NYSE1
  • IndustryNatural Gas Distribution1
  • HeadquartersHouston, United States1
  • Incorporated inDE5
  • Business address845 Texas Avenue, Suite 1250, Houston, Tx 770025
  • Filer categoryLarge accelerated filer5
  • Legal formLimited Partnership3
  • Kind of organizationLimited partnership1
  • LEI5493005UEC8AZ34LDV293
  • StatusActive3
  • LEI statusIssued and current3
  • Registered addressC/O CORPORATION SERVICE COMPANY, 19808 Wilmington, United States3
  • Registered withDivision of Corporations, Department of State, 42083943

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

34.4%Operating margin7
27.8%Net margin7
23.6%Revenue growth, 20257
$2.6BFree cash flow7

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Products and services

Liquefied Natural Gas brought in 98% of the revenue Cheniere Energy Partners, L.P. broke down this way in fiscal 2025.

  1. Liquefied Natural Gas$10.6B798%up 24% from 2024
  2. Regasification Service$136.0M71%up 1% from 2024
  3. Product and Service, Other$64.0M71%down 2% from 2024
Products and services by year
Products and services202320242025
Liquefied Natural Gas$9.5B$8.5B$10.6B
Regasification Service$135.0M$135.0M$136.0M
Product and Service, Other$63.0M$65.0M$64.0M

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Other costs72¢$7.8B
  • Profit28¢$3.0B

Out of $10.8B in revenue.7

Where each dollar of operating cash went, fiscal 2025

  • Capital spending7¢$199.0M
  • Kept or used elsewhere93¢$2.6B

Out of $2.8B of cash from operations.7

Financial statements

Revenue8910117$10.8B in 2025+57% since 2019
0$5.0B$10.0B$15.0B$20.0B2019: $6.8B$6.8B20192020: $6.2B$6.2B2020−10%2021: $9.4B$9.4B2021+53%2022: $17.2B$17.2B2022+82%2023: $9.7B$9.7B2023−44%2024: $8.7B$8.7B2024−10%2025: $10.8B$10.8B2025+24%
Operating income8910117$3.7B in 2025+82% since 2019
0$2.0B$4.0B$6.0B2019: $2.0B$2.0B20192020: $2.1B$2.1B2020+4%2021: $2.6B$2.6B2021+20%2022: $3.4B$3.4B2022+32%2023: $5.0B$5.0B2023+49%2024: $3.3B$3.3B2024−35%2025: $3.7B$3.7B2025+13%
Net income8910117$3.0B in 2025+154% since 2019
0$2.0B$4.0B$6.0B2019: $1.2B$1.2B20192020: $1.2B$1.2B2020+1%2021: $1.6B$1.6B2021+38%2022: $2.5B$2.5B2022+53%2023: $4.3B$4.3B2023+70%2024: $2.5B$2.5B2024−41%2025: $3.0B$3.0B2025+19%

Every line of the income statement as filed: the last 3 fiscal years, latest first.7

Period ending2025-12-312024-12-312023-12-31
Revenues$10.8B$8.7B$9.7B
Cost of sales$5.1B$3.6B$2.7B
Operating and maintenance expense$1.1B$1.1B$1.1B
General and administrative expense$105.0M$100.0M$99.0M
Depreciation and amortization expense$688.0M$680.0M$672.0M
Other operating costs and expenses$5.0M$16.0M$7.0M
Total operating costs and expenses$7.1B$5.4B$4.6B
Income from operations$3.7B$3.3B$5.0B
Interest expense, net of capitalized interest-$753.0M-$800.0M-$823.0M
Loss on modification or extinguishment of debt-$8.0M-$3.0M-$6.0M
Interest and dividend income$18.0M$33.0M$46.0M
Other incomeaffiliate$24.0M$0$1.0M
Total other expense-$719.0M-$770.0M-$782.0M
Net income$3.0B$2.5B$4.3B
Basic and diluted net income per common unit$5$4$7
Weighted average basic and diluted number of common units outstanding484.0M shares484.0M shares484.0M shares

Compare Cheniere Energy Partners, L.P. with another company

Corporate structure

Cheniere Energy Partners, L.P. is part of a group headed by Cheniere Energy. 54 entities, 3 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

  • Cheniere Energy Houston, Texas, United States
    • Cheniere Corpus Christi Holdings, LLC Houston, Texas, United States
      • CHENIERE CORPUS CHRISTI PIPELINE, L.P. Subsidiary · Houston, Texas, United States
      • CORPUS CHRISTI LIQUEFACTION, LLC Subsidiary · Houston, Texas, United States
    • Cheniere Energy Partners, L.P. Houston, Texas, United States
    • Sabine Pass Liquefaction, LLC Houston, Texas, United States
    • CCL Midscale 8-9, LLC Subsidiary · Delaware, United States
    • Cheniere ADCC Investments, LLC Subsidiary · Delaware, United States
    • Cheniere CCH HoldCo I, LLC Subsidiary · Delaware, United States
    • Cheniere CCH HoldCo II, LLC Subsidiary · Delaware, United States
    • Cheniere Corpus Christi Pipeline, L.P. Subsidiary · Delaware, United States
    • CHENIERE CREOLE TRAIL PIPELINE, L.P. Subsidiary · Houston, Texas, United States
    • Cheniere Energy Investments, LLC Subsidiary · Delaware, United States
    • Cheniere Energy Operating Co., Inc. Subsidiary · Delaware, United States
    • Cheniere Energy Partners GP, LLC Subsidiary · Delaware, United States
    • Cheniere Energy Partners LP Holdings, LLC Subsidiary · Delaware, United States
    • Cheniere Energy Shared Services, Inc. Subsidiary · Delaware, United States
    • Cheniere Financial Services, LLC Subsidiary · Delaware, United States
    • Cheniere Foundation (fka Cheniere Cares, Inc.) Subsidiary · Texas, United States
    • Cheniere GP Holding Company, LLC Subsidiary · Delaware, United States
    • Cheniere Ingleside Marine Terminal, LLC Subsidiary · Delaware, United States
    • Cheniere Land Holdings, LLC Subsidiary · Delaware, United States
    • Cheniere Liquids, LLC Subsidiary · Delaware, United States
    • Cheniere LNG O&M Services, LLC Subsidiary · Delaware, United States
    • Cheniere LNG Terminals, LLC Subsidiary · Delaware, United States
    • Cheniere Logistics, LLC Subsidiary · Delaware, United States
    • Cheniere Low Carbon Ventures, LLC Subsidiary · Delaware, United States
    • Cheniere Major Project Development, LLC Subsidiary · Delaware, United States
    • and 25 more

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC. Each entity in the chart links to its source.

What it owns

What Cheniere Energy Partners, L.P. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, net$15.3B7 Dec 31, 2025$15.8B7 Dec 31, 2024−3.2%
Finance-lease assets$62.0M7 Dec 31, 2025$70.0M7 Dec 31, 2024−11.4%
Operating-lease assets (leased space)$76.0M7 Dec 31, 2025$79.0M7 Dec 31, 2024−3.8%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$182.0M7 Dec 31, 2025$270.0M7 Dec 31, 2024−32.6%

Inventory

ItemLatestA year beforeChange
Inventory, total$180.0M7 Dec 31, 2025$151.0M7 Dec 31, 2024+19.2%

Leadership

Who has led Cheniere Energy Partners, L.P., and when. Pick a name to see everywhere that person has worked.

Board members and other officers (52)

Subsidiaries and ownership

Ultimate parent

Subsidiaries (Exhibit 21)

  • Cheniere Creole Trail Pipeline, L.P. Delaware6
  • Cheniere Energy Investments, LLC Delaware6
  • Cheniere Pipeline GP Interests, LLC Delaware6
  • Sabine Crossing Pipeline, LLC Delaware6
  • Sabine Pass Carbon Solutions, LLC Delaware6
  • Sabine Pass LNG, L.P. Delaware6
  • Sabine Pass LNG-GP, LLC Delaware6
  • Sabine Pass LNG-LP, LLC Delaware6
  • Sabine Pass Liquefaction Stage V, LLC Delaware6
  • Sabine Pass Liquefaction, LLC Delaware6
  • Sabine Pass Project Development, LLC Delaware6
  • Sabine Pass Tug Services, LLC Delaware6

Ownership links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); each one cites its LEI record. The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Timeline

  1. Aug 6, 20268-K Results of operations67
  2. Jul 28, 20268-K Other events68
  3. Jul 14, 20268-K Executive or director change69
  4. Jun 9, 20268-K Entered a material agreement; New debt or obligation70
  5. May 28, 20268-K Entered a material agreement; Regulation FD disclosure71
  6. May 27, 20268-K Entered a material agreement; Regulation FD disclosure72
  7. May 7, 20268-K Results of operations73
  8. Apr 28, 20268-K Other events74
  9. Apr 6, 20268-K Executive or director change75
  10. Feb 26, 20268-K Results of operations76
  11. Jan 28, 20268-K Other events77
  12. Oct 30, 20258-K Results of operations78
  13. May 16, 2016New chief executive Jack A. Fusco becomes CEO15
  14. Dec 21, 2015New chief executive Neal A. Shear becomes CEO16
  15. Mar 20, 2007New chief executive Charif Souki becomes CEO18
  16. Nov 21, 2006Founded Cheniere Energy Partners, L.P. is founded3

Calendar

Coming up

  1. Oct 29, 2026 · Before the openReports results for the quarter ending Sep/2026 A year earlier it reported $0.81 a share, on Oct 30, 2025.79

When it reported results

  1. Aug 6, 2026Reported quarterly or annual results67
  2. May 7, 2026Reported quarterly or annual results73
  3. Feb 26, 2026Reported quarterly or annual results76
  4. Oct 30, 2025Reported quarterly or annual results78
  5. Aug 7, 2025Reported quarterly or annual results80
  6. May 8, 2025Reported quarterly or annual results81
  7. Feb 20, 2025Reported quarterly or annual results82
  8. Oct 31, 2024Reported quarterly or annual results83

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

177 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 71 major events, 45 insider forms, 41 other. The latest 20:

  1. Sep 28, 2026SD EDGAR
  2. Sep 22, 2026EFFECT EDGAR
  3. Sep 22, 2026424B3 EDGAR
  4. Sep 2, 2026S-4 EDGAR
  5. Aug 6, 20268-K EDGAR
  6. Aug 6, 202610-Q EDGAR
  7. Jul 28, 20268-K EDGAR
  8. Jul 16, 20263 EDGAR
  9. Jul 16, 20264 EDGAR
  10. Jul 16, 20263 EDGAR
  11. Jul 16, 20264 EDGAR
  12. Jul 14, 20268-K EDGAR
  13. Jun 9, 20268-K EDGAR
  14. Jun 1, 20264 EDGAR
  15. May 28, 20268-K EDGAR
  16. May 27, 20268-K EDGAR
  17. May 7, 20268-K EDGAR
  18. May 7, 202610-Q EDGAR
  19. Apr 28, 20268-K EDGAR
  20. Apr 13, 20263 EDGAR

The 177 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

16 open-market trades by officers, directors and large owners since October 2021: 14 buys and 2 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
May 25, 2023Grindal CoreyEVP & Chief Operating OfficerSale7,649$45.93$351.3KForm 4
Apr 3, 2023BIP-V Chinook Holdco II L.L.C.10% ownerBuy8,772$47.46$416.3KForm 4
Apr 3, 2023Blackstone Inc.10% ownerBuy8,772$47.46$416.3KForm 4
Mar 31, 2023BIP-V Chinook Holdco II L.L.C.10% ownerBuy18,934$47.26$894.8KForm 4
Mar 31, 2023Blackstone Inc.10% ownerBuy18,934$47.26$894.8KForm 4
Mar 30, 2023CQP COMMON HOLDCO L.P.10% ownerBuy69,388$47.14$3.3MForm 4
Mar 30, 2023Blackstone Holdings III GP Management L.L.C.10% ownerBuy69,388$47.14$3.3MForm 4
Mar 29, 2023CQP COMMON HOLDCO L.P.10% ownerBuy27,082$47.11$1.3MForm 4
Mar 29, 2023Blackstone Holdings III GP Management L.L.C.10% ownerBuy27,082$47.11$1.3MForm 4
Mar 28, 2023Blackstone Infrastructure Associates L.P.10% ownerBuy22,346$46.88$1.0MForm 4
Mar 28, 2023Blackstone Holdings III GP Management L.L.C.10% ownerBuy22,346$46.88$1.0MForm 4
Mar 27, 2023Blackstone Infrastructure Associates L.P.10% ownerBuy53,413$45.73$2.4MForm 4
Mar 27, 2023Blackstone Holdings III GP Management L.L.C.10% ownerBuy53,413$45.73$2.4MForm 4
Jun 3, 2022Ball James RobertDirectorSale3,075$54.48$167.5KForm 4
Oct 1, 2021SCHWARZMAN STEPHEN A10% ownerBuy9,473$40.96$388.0KForm 4
Oct 1, 2021BIA GP L.L.C.10% ownerBuy9,473$40.96$388.0KForm 4

From Forms 4 filed with the SEC.

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
Blackstone Inc.102,346,331$6.2B20.4%No change
Brookfield Corp /ON/101,620,376$6.2B8.0%No change
Alps Advisors Inc9,104,161$554.9M2.6%−408,052
MIRAE ASSET GLOBAL ETFS HOLDINGS Ltd.2,848,787$173.6M0.2%−5,056
Energy Income Partners, LLC1,554,578$94.8M1.5%+30,365
Goldman Sachs Group Inc1,130,045$68.9M0.0%+75,481
Tortoise Capital Advisors, L.l.c.1,080,566$65.9M0.7%−26,071
Morgan Stanley984,483$60.0M0.0%−10,064
Jpmorgan Chase & Co752,994$45.6M0.0%−79,137
Clearbridge Investments, LLC677,973$41.3M0.0%+66,100
UBS Group AG500,343$30.5M0.0%+22,257
NEOS Investment Management LLC352,339$21.5M0.1%+99,542
Barclays PLC259,057$15.8M0.0%+41,895
McGowan Group Asset Management, Inc.237,546$14.5M1.8%−945
Infrastructure Capital Advisors, LLC230,763$14.1M1.1%+4,152
Abacus FCF Advisors LLC195,939$11.9M2.2%+120,937
Fractal Investments LLC194,126$11.8M1.4%No change
Fairview Capital Investment Management, LLC189,940$11.6M0.6%−28,750
Jane Street Group, LLC139,381$8.5M0.0%+129,109
Longfellow Investment Management Co LLC131,752$8.0M1.6%No change
LPL Financial LLC120,479$7.3M0.0%+2,019
Miller Howard Investments Inc /ny107,301$6.5M0.2%+6,035
Bank Of America Corp /de/89,956$5.5M0.0%−20,400
Neuberger Berman Group LLC80,741$4.9M0.0%No change
Mediolanum International Funds Ltd17,557$4.3M0.0%−26,510

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How Cheniere Energy Partners, L.P. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARCheniere Energy Partners, L.P.2
  • CIK0001383650
  • Employer ID (EIN)20-591305984
  • Filer statusLarge accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company84
  • Incorporated inDelaware84
  • Fiscal year endsDecember 312
  • Industry code (SIC)4924 Natural Gas Distribution2
  • SEC reviewing officeOffice of Energy & Transportation, Division of Corporation Finance2
  • Business address845 Texas Avenue, Suite 1250, Houston, TX 770022
  • Phone(713) 375-50002
  • Shares outstanding484,057,704 as of Jul 31, 202613
  • Public float$2.2B as of Jun 30, 202584
  • AuditorKPMG LLP, Houston, Texas PCAOB ID 185; it also attests to the company’s internal control over financial reporting84
  • On EDGAR sinceDec 21, 20062
  • Filings933 in all: 8-K (372), 4 (199), 3 (63), 10-Q (59), CORRESP (31), UPLOAD (26), IRANNOTICE (21), 10-K (19)2
    All 40 form types

    SC 13D/A (19), CT ORDER (15), 424B3 (13), EFFECT (13), 10-Q/A (9), S-4 (9), 424B5 (5), ARS (5), S-1/A (5), 4/A (4), 8-K/A (4), S-3/A (4), SC 13D (4), SC 13G (4), SC 13G/A (4), 10-K/A (3), S-3 (3), SD (3), 144 (2), 3/A (2), 8-A12B (2), 25 (1), 424B2 (1), 424B4 (1), CERT (1), CERTAMX (1), S-1 (1), S-1MEF (1), S-3ASR (1), S-3MEF (1), S-4/A (1), S-8 (1)

  • Latest filingsAnnual report (10-K) Feb 26, 2026
    Quarterly report (10-Q) Aug 6, 2026
    Latest 8-K (8-K) Aug 6, 2026

Securities registered for trading

ClassSymbolExchange
Common Units Representing Limited Partner InterestsCQPNew York Stock Exchange

From the cover page of the 10-K filed Feb 26, 2026 (Section 12(b) of the Exchange Act).84

Risk factors and legal proceedings

The risks Cheniere Energy Partners, L.P. names in Item 1A of its 10-K filed Feb 26, 2026: 42 risks under these headings, as written.84

  • Risks Relating to Our Financial Matters
  • Risks Relating to Our Operations and Industry
  • Risks Relating to Regulations
  • Risks Relating to Our Relationship with Our General Partner
  • Risks Relating to an Investment in Us and Our Common Units
  • Risks Relating to Tax Matters
  • An inability to source capital to supplement our available cash resources and existing revolving credit facilities could cause us to have inadequate liquidity and could materially and adversely affect us.
  • Our ability to generate cash is substantially dependent upon the performance by customers under long-term contracts that we have entered into, and we could be materially and adversely affected if any significant customer fails to perform its contractual obligations for any reason.
  • We and our subsidiaries may be restricted under the terms of our and their indebtedness from making distributions under certain circumstances, which could materially and adversely affect our liquidity.
  • Restrictions in agreements governing us and our subsidiaries’ indebtedness may prevent us and our subsidiaries from engaging in certain beneficial transactions, which could materially and adversely affect us.
  • Our use of derivative instruments, including our IPM agreements, to manage risks could have a significant adverse or otherwise volatile effect on our earnings reported under GAAP and our liquidity.
  • Catastrophic weather events or other disasters could result in an interruption of our operations, a delay in the construction of our Liquefaction Project, damage to our Liquefaction Project and increased insurance costs, all of which could adversely affect us.
The other 36 risks
  • Disruptions to the third party supply of natural gas to our pipeline and facilities could have a material adverse effect on our business, contracts, financial condition, operating results, cash flow, liquidity and prospects.
  • We may not be able to purchase or receive physical delivery of sufficient natural gas to satisfy our delivery obligations under the SPAs, which could have a material adverse effect on us.
  • We are subject to significant construction and operating hazards and uninsured risks, one or more of which may create significant liabilities and losses for us.
  • We are dependent on our EPC partners and other contractors for the successful completion of any potential expansion projects, including the SPL Expansion Project.
  • Cost overruns and delays in the construction of our expansion projects, including the SPL Expansion Project, as well as difficulties in obtaining sufficient financing to pay for such costs and delays, could have a material adverse effect on our business, contracts, financial condition, operating results, cash flow, liquidity and prospects.
  • Our ability to complete development and/or construction of additional Trains, including the SPL Expansion Project, will be contingent on our ability to obtain additional funding. If we are unable to obtain sufficient funding, we may be unable to fully execute our growth strategy.
  • Changes to U.S. trade policy could have a material adverse effect on our business, contracts, financial condition, operating results, cash flow, liquidity and prospects.
  • Cyclical or other changes in the demand for and price of LNG and natural gas may adversely affect our LNG business and the performance of our customers and could have a material adverse effect on our business, contracts, financial condition, operating results, cash flow, liquidity and prospects.
  • Failure of exported LNG to be a long term competitive source of energy for international markets could adversely affect our customers and could materially and adversely affect our business, contracts, financial condition, operating results, cash flow, liquidity and prospects.
  • We face competition based upon the international market price for LNG.
  • A cyberattack involving our business, operational control systems or related infrastructure, or that of third parties with whom we do business, including pipelines which supply our Liquefaction Project, or an attack on our critical suppliers, could negatively impact our business or operations, result in data security breaches, impede the processing of transactions, delay financial or compliance reporting and potentially harm our reputation.
  • Outbreaks of infectious diseases, such as COVID-19, at our facilities could adversely affect our operations or business.
  • Failure to obtain and maintain approvals and permits from governmental and regulatory agencies with respect to the design, construction and operation of our facilities, the development and operation of our pipeline and the export of LNG could impede operations and construction and could have a material adverse effect on our business, contracts, financial condition, operating results, cash flow, liquidity and prospects.
  • Our Creole Trail Pipeline and its FERC gas tariff are subject to FERC regulation. If we fail to comply with such regulation, we could be subject to substantial penalties and fines.
  • Existing and future safety, environmental and similar laws and governmental regulations could result in increased compliance costs or additional operating costs or construction costs and restrictions.
  • Pipeline safety and compliance programs and repairs may impose significant costs and liabilities on us.
  • We are entirely dependent on Cheniere, who owns our general partner, for key personnel, and the unavailability of skilled workers or Cheniere’s failure to attract and retain qualified personnel could adversely affect us. In addition, changes in our general partner’s executive officers could affect our business results.
  • Our general partner and its affiliates have conflicts of interest and limited fiduciary duties, which may permit them to favor their own interests to the detriment of us and our unitholders.
  • Our partnership agreement limits our general partner’s fiduciary duties to our unitholders and restricts the remedies available to our unitholders for actions taken by our general partner that might otherwise constitute breaches of fiduciary duty.
  • Any change of our general partner or the replacement of the board of directors or officers of our partnership, which can occur without the consent of our unitholders, can impact our future operations and have an adverse impact on the trading price of our common units.
  • Holders of our common units have limited voting rights and are not entitled to elect our general partner or its directors, which could reduce the price at which our common units trade.
  • Our partnership agreement prohibits a unitholder (other than our general partner and its affiliates) who acquires 15% or more of our limited partner units without the approval of our general partner from engaging in a business combination with us for three years unless certain approvals are obtained. This provision could discourage a change of control that our unitholders may favor, which could negatively affect the price of our common units.
  • Our unitholders may not have limited liability if a court finds that unitholder action constitutes control of our business.
  • Our unitholders may have liability to repay distributions wrongfully made.
  • Affiliates of our general partner or affiliates of Blackstone Inc. (“Blackstone”) or Brookfield Asset Management Inc. (“Brookfield”) may sell limited partner units, which sales could have an adverse impact on the trading price of our common units.
  • Our tax treatment depends on our status as a partnership for federal income tax purposes, and our not being subject to a material amount of entity-level taxation by individual states. If we were treated as a corporation for federal income tax purposes or if we were to become subject to material additional amounts of entity-level taxation for state tax purposes, then our cash available for distribution to our unitholders would be substantially reduced.
  • We prorate our items of income, gain, loss and deduction between transferors and transferees of our common units each month based upon the ownership of our common units on the first day of each month, instead of on the basis of the date a particular common unit is transferred. The IRS may challenge this treatment, which could change the allocation of items of income, gain, loss and deduction among our unitholders.
  • A successful IRS contest of the federal income tax positions that we take may adversely impact the market for our common units and the costs of any contest will be borne by our unitholders and our general partner.
  • If the IRS makes audit adjustments to our income tax returns, it (and some states) may assess and collect any taxes (including any applicable penalties and interest) resulting from such audit adjustment directly from us, in which case our cash available for distribution to our unitholders might be substantially reduced.
  • Our unitholders may be required to pay taxes on their share of our taxable income even if they do not receive any cash distributions from us.
  • Tax gain or loss on the disposition of our common units could be different than expected.
  • Tax-exempt entities face unique tax issues from owning common units that may result in adverse tax consequences to them.
  • Non-U.S. unitholders will be subject to U.S. taxes and withholding with respect to their income and gain from owning our common units.
  • Our unitholders will likely be subject to state and local taxes and return filing requirements as a result of an investment in our common units.
  • We have adopted certain valuation methodologies in determining a unitholder’s allocations of income, gain, loss and deduction. The IRS may challenge these methodologies or the resulting allocations, and such a challenge could adversely affect the value of our common units.
  • Additions or changes in tax laws and regulations or variables impacting our tax obligations could potentially affect our financial results or liquidity.

Legal proceedings

We are, and may in the future be, involved as a party to various legal proceedings, which are incidental to the ordinary course of business. We regularly analyze current information and, as necessary, provide accruals for probable liabilities on the eventual disposition of these matters.

LDEQ Matter

Certain of our subsidiaries are in discussions with the LDEQ to resolve alleged non-compliance with national emission standards for formaldehyde from combustion turbines at the Sabine Pass LNG Terminal. The allegations are identified in a Consolidated Compliance Order and Notice of Potential Penalty, Tracking No. AE-CN-22-00833 (the “2023 Compliance Order”) issued by the LDEQ on April 12, 2023. In August 2004, the EPA stayed the application of the emission standard to combustion turbines such as those at the Sabine Pass LNG Terminal. In March 2022, the EPA lifted the stay, and in June 2022 our subsidiaries petitioned the EPA and LDEQ for approval of additional operating parameters to demonstrate compliance with the emission limitation. The EPA approved the petition on July 31, 2025 and in October 2025 the LDEQ confirmed that all remaining milestones under the 2023 Compliance Order have been met. Our subsidiaries continue to work with the LDEQ to resolve the 2023 Compliance Order. As of December 2025, our subsidiaries had filed test results with the LDEQ indicating that for the 2025 testing period all 44 turbines met the relevant compliance standard. We do not expect that any ultimate penalty will have a material adverse impact on our financial results.

The opening of Item 3, Legal Proceedings.84

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