Financial Instruments (Notes) | 9 Months Ended |
Sep. 30, 2014 |
Financial Instruments, Owned, at Fair Value [Abstract] | ' |
Financial Instruments | ' |
FINANCIAL INSTRUMENTS |
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Derivative Instruments |
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Cheniere Marketing, LLC (“Cheniere Marketing”), a wholly owned subsidiary of Cheniere Energy, Inc. (“Cheniere”), has entered into the following derivative instruments, on our behalf, that are reported at fair value: |
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• | commodity derivatives to hedge the exposure to variability in expected future cash flows attributable to the future sale of our LNG inventory (“LNG Inventory Derivatives”); | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
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• | commodity derivatives consisting of natural gas purchase agreements to secure natural gas feed stock for the Liquefaction Project (“Term Gas Supply Derivatives”); and | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
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• | interest rate swaps to hedge the exposure to volatility in a portion of the floating-rate interest payments under the 2013 Liquefaction Credit Facilities (“Interest Rate Derivatives”). | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
The following table (in thousands) shows the fair value of our derivative assets and liabilities that are required to be measured at fair value on a recurring basis as of September 30, 2014 and December 31, 2013, which are classified as prepaid expenses and other, non-current derivative assets and derivative liabilities in our Balance Sheets. |
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| Fair Value Measurements as of |
| 30-Sep-14 | | 31-Dec-13 |
| Quoted Prices in Active Markets | | Significant Other Observable Inputs (Level 2) | | Significant Unobservable Inputs (Level 3) | | Total | | Quoted Prices in Active Markets | | Significant Other Observable Inputs (Level 2) | | Significant Unobservable Inputs (Level 3) | | Total |
(Level 1) | (Level 1) |
LNG Inventory Derivatives asset (liability) | $ | — | | | $ | (210 | ) | | $ | — | | | $ | (210 | ) | | $ | — | | | $ | (156 | ) | | $ | — | | | $ | (156 | ) |
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Interest Rate Derivatives asset | — | | | 15,059 | | | — | | | 15,059 | | | — | | | 84,639 | | | — | | | 84,639 | |
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The estimated fair values of our LNG Inventory Derivatives are the amounts at which the instruments could be exchanged currently between willing parties. We value these derivatives using observable commodity price curves and other relevant data. We value our Interest Rate Derivatives using valuations based on the initial trade prices. Using an income-based approach, subsequent valuations are based on observable inputs to the valuation model including interest rate curves, risk adjusted discount rates, credit spreads and other relevant data. The fair value of our Term Gas Supply Derivatives is developed through the use of internal models which are impacted by inputs that are unobservable in the marketplace. As a result, the fair value of our Term Gas Supply Derivatives is designated as Level 3 within the valuation hierarchy. Internal fair value models for our index-priced Term Gas Supply Derivatives that include contractual pricing with a fixed basis include fixed basis amounts for delivery at locations for which no market currently exists. Internal fair value models for our index-priced Term Gas Supply Derivatives also include conditions precedent to the respective long-term natural gas purchase agreements. As of September 30, 2014, our Term Gas Supply Derivatives existed within markets for which the pipeline infrastructure has not been developed to accommodate marketable physical gas flow and our internal fair value models were based on a market price that equated to our own contractual pricing due to the inactive and unobservable market as well as the conditions precedent and their impact on the uncertainty in the timing of our actual receipt of the physical volumes associated with each forward. |
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Derivative assets and liabilities arising from our derivative contracts with the same counterparty are reported on a net basis, as all counterparty derivative contracts provide for net settlement. |
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LNG Inventory Derivatives |
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We recognize our LNG Inventory Derivatives as either assets or liabilities and measure those instruments at fair value. The changes in the fair value of our LNG Inventory Derivatives are reported in earnings. |
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The use of derivative instruments exposes us to counterparty credit risk, or the risk that a counterparty will be unable to meet its commitments in instances where our LNG Inventory Derivatives are in an asset position. Our LNG Inventory Derivatives are executed through over-the-counter contracts which are subject to nominal credit risk as these transactions are settled on a daily margin basis with investment grade financial institutions. We are required by these financial institutions to use margin deposits as credit support for our LNG Inventory Derivatives activities. We had collateral deposits of $0.3 million and $0.2 million for such contracts, which have not been reflected in the derivative fair value tables, included in the other current assets balance as of September 30, 2014 and December 31, 2013, respectively. |
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The following table (in thousands) shows the fair value and location of our LNG Inventory Derivatives on our Balance Sheets: |
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| | | | Fair Value Measurements as of | | | | | | | | | | | | | | | | | | | | | |
| Balance Sheet Location | | September 30, 2014 | | December 31, 2013 | | | | | | | | | | | | | | | | | | | | | |
LNG Inventory Derivatives liability | Prepaid expenses and other | | $ | (210 | ) | | $ | — | | | | | | | | | | | | | | | | | | | | | | |
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The following table (in thousands) shows the changes in the fair value and settlements of our LNG Inventory Derivatives recorded in derivative gain (loss), net on our Statements of Operations during the three and nine months ended September 30, 2014 and 2013: |
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| Three Months Ended September 30, | | Nine Months Ended September 30, | | | | | | | | | | | | | | | | |
| 2014 | | 2013 | | 2014 | | 2013 | | | | | | | | | | | | | | | | |
LNG Inventory Derivatives gain (loss) | $ | 129 | | | $ | 201 | | | $ | (448 | ) | | $ | 976 | | | | | | | | | | | | | | | | | |
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Natural Gas Purchase Agreements |
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We have entered into index-based physical natural gas supply contracts to secure natural gas feed stock for the Liquefaction Project. The terms of these contracts range from approximately one to seven years and commence upon the occurrence of conditions precedent, including the date of first commercial operation of specified Trains of the Liquefaction Project. We recognize our natural gas purchase agreements as either assets or liabilities and measure those instruments at fair value. Changes in the fair value of our Term Gas Supply Derivatives are reported in earnings. |
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As of September 30, 2014, our Term Gas Supply Derivatives existed within markets for which the pipeline infrastructure has not been developed to accommodate marketable physical gas flow and our internal fair value models were based on a market price that equated to our own contractual pricing due to the inactive and unobservable market as well as the conditions precedent and their impact on the uncertainty in the timing of our actual receipt of the physical volumes associated with each forward. As a result, we estimated the fair value of our Term Gas Supply Derivatives to be zero as of September 30, 2014. During the three and nine months ended September 30, 2014, there were no settlements or changes in the fair value of our Term Gas Supply Derivatives recorded in operating and maintenance expense on our Statements of Operations. As of September 30, 2014, the forward notional natural gas buy position of our Term Gas Supply Derivatives was approximately 2,161,000,000 MMBtu. |
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Interest Rate Derivatives |
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In August 2012 and June 2013, we entered into Interest Rate Derivatives to protect against volatility of future cash flows and hedge a portion of the variable interest payments on the 2012 Liquefaction Credit Facility and the 2013 Liquefaction Credit Facilities, respectively. The Interest Rate Derivatives hedge a portion of the expected outstanding borrowings over the term of the 2013 Liquefaction Credit Facilities. |
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We designated the Interest Rate Derivatives entered into in August 2012 as hedging instruments which was required in order to qualify for cash flow hedge accounting. As a result of this cash flow hedge designation, we recognized the Interest Rate Derivatives entered into in August 2012 as an asset or liability at fair value and reflected changes in fair value through other comprehensive income in our Statements of Comprehensive Loss. |
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Any hedge ineffectiveness associated with the Interest Rate Derivatives entered into in August 2012 was recorded immediately as derivative gain (loss) in our Statements of Operations. The realized gain (loss) on the Interest Rate Derivatives entered into in August 2012 was recorded as an (increase) decrease in interest expense on our Statements of Operations to the extent not capitalized as part of the Liquefaction Project. The effective portion of the gains or losses on our Interest Rate Derivatives entered into in August 2012 recorded in other comprehensive income would have been reclassified to earnings as interest payments on the 2012 Liquefaction Credit Facility impact earnings. In addition, amounts recorded in other comprehensive income are also reclassified into earnings if it becomes probable that the hedged forecasted transaction will not occur. |
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We did not elect to designate the Interest Rate Derivatives entered into in June 2013 as cash flow hedging instruments, and changes in fair value are recorded as derivative gain (loss) within our Statements of Operations. |
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During the first quarter of 2013, we determined that it was no longer probable that the forecasted variable interest payments on the 2012 Liquefaction Credit Facility would occur in the time period originally specified based on the continued development of our financing strategy for the Liquefaction Project, and, in particular, the Senior Notes described in Note 5—“Long-Term Debt.” As a result, all of the Interest Rate Derivatives entered into in August 2012 were no longer effective hedges, and the remaining portion of hedge relationships that were designated cash flow hedges as of December 31, 2012, were de-designated as of February 1, 2013. For de-designated cash flow hedges, changes in fair value prior to their de-designation date are recorded as other comprehensive income (loss) within our Balance Sheets, and changes in fair value subsequent to their de-designation date are recorded as derivative gain (loss) within our Statements of Operations. |
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In June 2013, we concluded that the hedged forecasted transactions associated with the Interest Rate Derivatives entered into in connection with the 2012 Liquefaction Credit Facility had become probable of not occurring based on the issuances of the Senior Notes, the closing of the 2013 Liquefaction Credit Facilities, the additional Interest Rate Derivatives executed in June 2013, and our intention to continue to issue fixed rate debt to refinance the 2013 Liquefaction Credit Facilities. As a result, the amount remaining in accumulated other comprehensive income (“AOCI”) pertaining to the previously designated Interest Rate Derivatives was reclassified out of AOCI and into income. We have presented the reclassification of unrealized losses from AOCI into income and the changes in fair value and settlements subsequent to the reclassification date separate from interest expense as derivative gain (loss), net in our Statements of Operations. |
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In May 2014, we settled a portion of our Interest Rate Derivatives and recognized a derivative loss of $9.3 million within our Statements of Operations in conjunction with the termination of approximately $2.1 billion of commitments under the 2013 Liquefaction Credit Facilities as discussed in Note 5—“Long-Term Debt.” |
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At September 30, 2014, we had the following Interest Rate Derivatives outstanding: |
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| | Initial Notional Amount | | Maximum Notional Amount | | Effective Date | | Maturity Date | | Weighted Average Fixed Interest Rate Paid | | Variable Interest Rate Received | | | | | | | | | | | | | | | | | | | |
Interest Rate Derivatives - Not Designated | | $20.0 million | | $2.5 billion | | August 14, 2012 | | July 31, 2019 | | 1.98% | | One-month LIBOR | | | | | | | | | | | | | | | | | | | |
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The following table (in thousands) shows the fair value of our Interest Rate Derivatives: |
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| | | | Fair Value Measurements as of | | | | | | | | | | | | | | | | | | | | | |
| | Balance Sheet Location | | September 30, 2014 | | December 31, 2013 | | | | | | | | | | | | | | | | | | | | | |
Interest Rate Derivatives - Not Designated | | Non-current derivative assets | | $ | 32,161 | | | $ | 98,123 | | | | | | | | | | | | | | | | | | | | | | |
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Interest Rate Derivatives - Not Designated | | Derivative liabilities | | (17,102 | ) | | (13,484 | ) | | | | | | | | | | | | | | | | | | | | | |
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The following table (in thousands) details the effect of our Interest Rate Derivatives included in Other Comprehensive Income (“OCI”) and AOCI during the nine months ended September 30, 2014 and 2013: |
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| Gain (Loss) in Other Comprehensive Income | | Gain (Loss) Reclassified from AOCI into Interest Expense (Effective Portion) | | Losses Reclassified into Earnings as a Result of Discontinuance of Cash Flow Hedge Accounting | | | | | | | | |
| 2014 | | 2013 | | 2014 | | 2013 | | 2014 | | 2013 | | | | | | | | |
Interest Rate Derivatives - Designated | $ | — | | | $ | 21,297 | | | $ | — | | | $ | — | | | $ | — | | | $ | (5,806 | ) | | | | | | | | |
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Interest Rate Derivatives - Settlements | — | | | (30 | ) | | — | | | — | | | — | | | (167 | ) | | | | | | | | |
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The following table (in thousands) shows the changes in the fair value and settlements of our Interest Rate Derivatives - Not Designated recorded in derivative gain (loss), net on our Statements of Operations during the three and nine months ended September 30, 2014 and 2013: |
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| Three Months Ended September 30, | | Nine Months Ended September 30, | | | | | | | | | | | | | | | | |
| 2014 | | 2013 | | 2014 | | 2013 | | | | | | | | | | | | | | | | |
Interest Rate Derivatives - Not Designated | $ | 5,379 | | | $ | (22,481 | ) | | $ | (89,222 | ) | | $ | 60,707 | | | | | | | | | | | | | | | | | |
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Balance Sheet Presentation |
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Our commodity and interest rate derivatives are presented on a net basis on our Balance Sheets as described above. The following table (in thousands) shows the fair value of our derivatives outstanding on a gross and net basis: |
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| | Gross Amounts Recognized | | Gross Amounts Offset in the Balance Sheets | | Net Amounts Presented in the Balance Sheets | | Gross Amounts Not Offset in the Balance Sheets | | | | | | | | | |
Offsetting Derivative Assets (Liabilities) | | | | | Derivative Instrument | | Cash Collateral Received (Paid) | | Net Amount | | | | | | | |
As of September 30, 2014: | | | | | | | | | | | | | | | | | | | |
LNG Inventory Derivatives | | $ | (210 | ) | | $ | (210 | ) | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | | | | | | |
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Interest Rate Derivatives - Not Designated | | 15,059 | | | — | | | 15,059 | | | — | | | — | | | 15,059 | | | | | | | | |
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As of December 31, 2013: | | | | | | | | | | | | | | | | | | | |
LNG Inventory Derivatives | | (156 | ) | | (156 | ) | | — | | | — | | | — | | | — | | | | | | | | |
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Interest Rate Derivatives - Not Designated | | 98,123 | | | — | | | 98,123 | | | — | | | — | | | 98,123 | | | | | | | | |
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Interest Rate Derivatives - Not Designated | | (13,484 | ) | | — | | | (13,484 | ) | | — | | | — | | | (13,484 | ) | | | | | | | |
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Other Financial Instruments |
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The estimated fair value of our other financial instruments, including those financial instruments for which the fair value option was not elected, are set forth in the table below. The carrying amounts reported on our Balance Sheets for cash and cash equivalents, restricted cash and cash equivalents, accounts receivable, interest receivable and accounts payable approximate fair value due to their short-term nature. |
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The following table (in thousands) shows the carrying amount and estimated fair value of our other financial instruments: |
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| | September 30, 2014 | | December 31, 2013 | | | | | | | | | | | | | | | |
| | Carrying | | Estimated | | Carrying | | Estimated | | | | | | | | | | | | | | | |
Amount | Fair Value | Amount | Fair Value | | | | | | | | | | | | | | | |
2021 Senior Notes, net of premium (1) | | $ | 2,010,530 | | | $ | 2,045,714 | | | $ | 2,011,562 | | | $ | 1,961,273 | | | | | | | | | | | | | | | | |
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2022 Senior Notes (1) | | 1,000,000 | | | 1,042,500 | | | 1,000,000 | | | 982,500 | | | | | | | | | | | | | | | | |
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2023 Senior Notes, net of premium (1) | | 1,507,257 | | | 1,507,257 | | | 1,000,000 | | | 935,000 | | | | | | | | | | | | | | | | |
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2024 Senior Notes (1) | | 2,000,000 | | | 2,010,000 | | | — | | | — | | | | | | | | | | | | | | | | |
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2013 Liquefaction Credit Facilities (2) | | — | | | — | | | 100,000 | | | 100,000 | | | | | | | | | | | | | | | | |
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-1 | The Level 2 estimated fair value was based on quotations obtained from broker-dealers who make markets in these and similar instruments based on the closing trading prices on September 30, 2014 and December 31, 2013, as applicable. | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
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-2 | The Level 3 estimated fair value approximates the carrying amount because the interest rates are variable and reflective of market rates and we have the ability to call this debt at any time without penalty. | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |