Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Jun. 30, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Sabine Pass Liquefaction, LLC | |
Entity Central Index Key | 1,499,200 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Document Type | 10-K | |
Document Period End Date | Dec. 31, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | FY | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 0 | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | Yes | |
Entity Current Reporting Status | No | |
Entity Public Float | $ 0 |
Balance Sheets
Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Current assets | ||
Cash and cash equivalents | $ 0 | $ 0 |
Restricted cash | 189,260 | 155,810 |
Accounts receivable—affiliate | 2,457 | 2,750 |
Advances to affiliate | 28,312 | 23,969 |
Inventory | 5,742 | 2,295 |
Other current assets | 6,514 | 1,246 |
Other current assets—affiliate | 2,475 | 153 |
Total current assets | 234,760 | 186,223 |
Non-current restricted cash | 0 | 457,053 |
Property, plant and equipment, net | 9,841,407 | 6,962,395 |
Debt issuance costs, net | 286,642 | 228,913 |
Non-current derivative assets | 30,304 | 11,744 |
Other non-current assets | 169,005 | 99,417 |
Other current assets—affiliate | 25,813 | 0 |
Total assets | 10,587,931 | 7,945,745 |
Current liabilities | ||
Accounts payable | 13,420 | 5,974 |
Accrued liabilities | 201,559 | 113,538 |
Current debt, net | 15,000 | 0 |
Due to affiliates | 53,848 | 13,051 |
Derivative liabilities | 6,430 | 23,247 |
Total current liabilities | 290,257 | 155,810 |
Long-term debt, net | 9,360,110 | 6,517,266 |
Non-current derivative liabilities | 2,884 | 268 |
Other non-current liabilities—affiliate | $ 3,393 | $ 0 |
Commitments and contingencies (see Note 12) | ||
Member’s equity | $ 931,287 | $ 1,272,401 |
Total liabilities and member’s equity | $ 10,587,931 | $ 7,945,745 |
Statements of Operations
Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Statement [Abstract] | |||
Revenues | $ 0 | $ 0 | $ 0 |
Operating costs and expenses | |||
Operating and maintenance expense (income) | (27,896) | 5,211 | (476) |
Operating and maintenance expense—affiliate | 1,331 | 95 | 0 |
Terminal use agreement maintenance expense | 18,428 | 25,677 | 26,228 |
Terminal use agreement maintenance expense—affiliate | 400 | 387 | 394 |
Depreciation and amortization expense | 2,479 | 967 | 213 |
Development expense | 2,850 | 9,319 | 11,540 |
Development expense—affiliate | 722 | 1,153 | 1,392 |
General and administrative expense | 5,637 | 5,305 | 3,305 |
General and administrative expense—affiliate | 87,681 | 71,065 | 93,064 |
Total expenses | 91,632 | 119,179 | 135,660 |
Loss from operations | (91,632) | (119,179) | (135,660) |
Other income (expense) | |||
Interest expense, net of capitalized interest | (36,330) | (23,909) | (10,796) |
Loss on early extinguishment of debt | (96,273) | (114,335) | (131,576) |
Derivative gain (loss), net | (41,722) | (119,401) | 82,790 |
Other income (expense) | 340 | (29) | 752 |
Total other expense | (173,985) | (257,674) | (58,830) |
Net loss | $ (265,617) | $ (376,853) | $ (194,490) |
Statements of Comprehensive Los
Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Statement of Comprehensive Income [Abstract] | |||
Net loss | $ (265,617) | $ (376,853) | $ (194,490) |
Other comprehensive income (loss) | |||
Loss on settlements of interest rate cash flow hedges retained in other comprehensive income | 0 | 0 | (30) |
Change in fair value of interest rate cash flow hedges | 0 | 0 | 21,297 |
Losses reclassified into earnings as a result of discontinuance of cash flow hedge accounting | 0 | 0 | 5,973 |
Total other comprehensive income | 0 | 0 | 27,240 |
Comprehensive loss | $ (265,617) | $ (376,853) | $ (167,250) |
Statement of Member's Equity
Statement of Member's Equity - USD ($) $ in Thousands | Total | Sabine Pass LNG-LP, LLC [Member] | Accumulated Other Comprehensive Income (Loss) |
Members' equity, beginning of period at Dec. 31, 2012 | $ 1,467,239 | $ 1,494,479 | $ (27,240) |
Increase (Decrease) in Partners' Capital [Roll Forward] | |||
Capital contributions from Cheniere Partners | 338,276 | 338,276 | 0 |
Interest rate cash flow hedges | 27,240 | 0 | 27,240 |
Net loss | (194,490) | (194,490) | 0 |
Member's equity, end of period at Dec. 31, 2013 | 1,638,265 | 1,638,265 | 0 |
Increase (Decrease) in Partners' Capital [Roll Forward] | |||
Capital contributions from Cheniere Partners | 11,734 | 11,734 | 0 |
Non-cash distributions to affiliates | (745) | (745) | 0 |
Net loss | (376,853) | (376,853) | 0 |
Member's equity, end of period at Dec. 31, 2014 | 1,272,401 | 1,272,401 | 0 |
Increase (Decrease) in Partners' Capital [Roll Forward] | |||
Capital contributions from Cheniere Partners | 15,297 | 15,297 | 0 |
Non-cash distributions to affiliates | (90,794) | (90,794) | 0 |
Net loss | (265,617) | (265,617) | 0 |
Member's equity, end of period at Dec. 31, 2015 | $ 931,287 | $ 931,287 | $ 0 |
Statements of Cash Flows
Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Cash flows from operating activities | |||
Net loss | $ (265,617) | $ (376,853) | $ (194,490) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | |||
Non-cash terminal use agreement maintenance expense | 16,763 | 24,461 | 26,731 |
Depreciation and amortization expense | 2,479 | 967 | 2,917 |
Amortization of debt issuance costs and premium | 2,100 | 0 | 0 |
Loss on extinguishment of debt | 96,273 | 114,335 | 131,576 |
Total (gains) losses on derivatives, net | 7,377 | 118,199 | (84,299) |
Net cash used for settlement of derivative instruments | (41,756) | (22,093) | 632 |
Changes in restricted cash for certain operating activities | 207,231 | 175,853 | 161,065 |
Changes in operating assets and liabilities: | |||
Advances to affiliate | (4,342) | (14,539) | (5,017) |
Inventory | (3,565) | (22,963) | 0 |
Accounts payable and accrued liabilities | (4,967) | 9,234 | (167) |
Due to affiliates | 6,347 | (2,373) | 1,665 |
Other, net | (960) | (2,644) | (39,446) |
Other—affiliate | (17,363) | (1,584) | (1,167) |
Net cash provided by (used in) operating activities | 0 | 0 | 0 |
Cash flows from investing activities | |||
Property, plant and equipment, net | (2,861,000) | (2,548,855) | (3,082,195) |
Use of restricted cash for the acquisition of property, plant and equipment | 2,923,034 | 2,587,565 | 3,092,025 |
Other | (62,034) | (38,710) | (9,830) |
Net cash provided by (used in) investing activities | 0 | 0 | 0 |
Cash flows from financing activities | |||
Proceeds from issuances of debt | 2,860,000 | 2,584,500 | 4,112,500 |
Repayments of debt | 0 | (177,000) | (100,000) |
Debt issuance and deferred financing costs | (168,635) | (102,687) | (309,404) |
Investment in restricted cash | (2,706,662) | (2,316,547) | (4,041,372) |
Capital contributions from Cheniere Partners | 15,297 | 11,734 | 338,276 |
Net cash provided by (used in) financing activities | 0 | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | 0 | 0 | 0 |
Cash and cash equivalents—beginning of period | 0 | 0 | 0 |
Cash and cash equivalents—end of period | $ 0 | $ 0 | $ 0 |
Organization and Nature of Oper
Organization and Nature of Operations | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Nature of Operations | ORGANIZATION AND NATURE OF OPERATIONS We are a Delaware limited liability company formed by Cheniere Partners to own, develop and operate natural gas liquefaction facilities in Cameron Parish, Louisiana (the “Liquefaction Project”) at the Sabine Pass LNG terminal adjacent to the existing regasification facilities owned and operated by SPLNG. We are a Houston-based company with one member, Sabine Pass LNG-LP, LLC, an indirect wholly owned subsidiary of Cheniere Partners. We and SPLNG are each indirect wholly owned subsidiaries of Cheniere Investments, which is a wholly owned subsidiary of Cheniere Partners, a publicly traded limited partnership (NYSE MKT: CQP). Cheniere Partners is a 55.9% owned subsidiary of Cheniere Holdings, which is, in turn, an 80.1% owned subsidiary of Cheniere, a Houston-based energy company primarily engaged in LNG-related businesses. Our Liquefaction Project is being developed and constructed at the Sabine Pass LNG terminal adjacent to the existing regasification facilities. The Sabine Pass LNG terminal is located on the Sabine-Neches Waterway less than four miles from the Gulf Coast and has existing infrastructure of five LNG storage tanks with capacity of approximately 16.9 Bcfe, two docks that can accommodate vessels with nominal capacity of up to 266,000 cubic meters and vaporizers with regasification capacity of approximately 4.0 Bcf/d. We commenced construction of Trains 1 and 2 and the related new facilities needed to treat, liquefy, store and export natural gas in August 2012. Construction of Trains 3 and 4 and the related facilities commenced in May 2013. In April 2015, we received authorization from the FERC to site, construct and operate Trains 5 and 6. In June 2015, we commenced construction of Train 5 and the related facilities. In June 2014, the Financial Accounting Standards Board (the “FASB”) amended its guidance on development stage entities. The amendment removed all incremental financial reporting requirements from GAAP for development stage entities. This guidance is effective for interim and annual periods beginning after December 15, 2014, with early adoption permitted. We adopted this guidance in the quarterly period ended June 30, 2014. Prior to our adoption of this guidance, we were a development stage entity because we devote substantially all of our efforts to establishing a new natural gas liquefaction business for which planned principal operations have not commenced. The adoption of this guidance did not have a material impact on our financial position, operating results or cash flows other than the removal of inception-to-date information about income statement line items, cash flows and equity transactions. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation Our Financial Statements were prepared in accordance with GAAP. Certain reclassifications have been made to conform prior period information to the current presentation. The reclassifications had no effect on our overall financial position, operating results or cash flows. Use of Estimates The preparation of Financial Statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the amounts reported in the Financial Statements and the accompanying notes. Management evaluates its estimates and related assumptions regularly, including those related to the value of property, plant and equipment, collectability of accounts receivable, derivative instruments, asset retirement obligations (“AROs”) and fair value measurements. Changes in facts and circumstances or additional information may result in revised estimates, and actual results may differ from these estimates. Fair Value Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Hierarchy Levels 1, 2 and 3 are terms for the priority of inputs to valuation techniques used to measure fair value. Hierarchy Level 1 inputs are quoted prices in active markets for identical assets or liabilities. Hierarchy Level 2 inputs are inputs other than quoted prices included within Level 1 that are directly or indirectly observable for the asset or liability. Hierarchy Level 3 inputs are inputs that are not observable in the market. In determining fair value, we use observable market data when available, or models that incorporate observable market data. In addition to market information, we incorporate transaction-specific details that, in management’s judgment, market participants would take into account in measuring fair value. We maximize the use of observable inputs and minimize our use of unobservable inputs in arriving at fair value estimates. Recurring fair-value measurements are performed for commodity derivatives and interest-rate derivatives as disclosed in Note 6—Derivative Instruments . The carrying amount of cash and cash equivalents, restricted cash, accounts receivable and accounts payable reported on the Balance Sheets approximates fair value. The fair value of debt is the estimated amount we would have to pay to repurchase our debt in the open market, including any premium or discount attributable to the difference between the stated interest rate and market interest rate at each balance sheet date. Debt fair values, as disclosed in Note 9—Debt , are based on quoted market prices for identical instruments, if available, or based on valuations of similar debt instruments. Non-financial assets and liabilities initially measured at fair value include intangible assets and AROs. Cash and Cash Equivalents We consider all highly liquid investments with an original maturity of three months or less to be cash equivalents. Restricted Cash Restricted cash consists of funds that are contractually restricted as to usage or withdrawal and have been presented separately from cash and cash equivalents on our Balance Sheets. Amounts that are designated as restricted cash are contractually restricted as to usage or withdrawal and will not become available to us as cash and cash equivalents. For these amounts, we have presented increases and decreases separately from increases and decreases in cash and cash equivalents in our Statements of Cash Flows. These amounts that represent non-cash transactions within our Statements of Cash Flows present the effect of sources and uses of restricted cash as they relate to the changes to assets and liabilities in our Balance Sheets. Restricted cash is presented on a gross basis within each of those categories so as to reconcile the change in non-cash activity that occurs on the balance sheet from period to period. Inventory Inventory is recorded at weighted average cost and is subject to lower of cost or market (“LCM”) adjustments at the end of each period. Terminal use agreement maintenance expense—affiliate represents the amount recorded related to the reimbursement to SPLNG of a portion of its fuel costs related to maintaining the cryogenic readiness of the Sabine Pass LNG terminal. Accounting for LNG Activities Generally, we begin capitalizing the costs of a Train once it meets the following criteria: (1) regulatory approval has been received, (2) financing for the Train is available and (3) management has committed to commence construction. Prior to meeting these criteria, most of the costs associated with a Train are expensed as incurred. These costs primarily include professional fees associated with front-end engineering and design work, costs of securing necessary regulatory approvals and other preliminary investigation and development activities related to the Train. Generally, costs that are capitalized prior to a project meeting the criteria otherwise necessary for capitalization include: land and lease option costs that are capitalized as property, plant and equipment and certain permits that are capitalized as other non-current assets. The costs of lease options are amortized over the life of the lease once obtained. If no lease is obtained, the costs are expensed. We capitalize interest and other related debt costs during the construction period of a Train. Upon commencement of operations, capitalized interest, as a component of the total cost, will be amortized over the estimated useful life of the asset. Property, Plant and Equipment Property, plant and equipment are recorded at cost. Expenditures for construction activities, major renewals and betterments that extend the useful life of an asset are capitalized, while expenditures for maintenance and repairs and general and administrative activities are charged to expense as incurred. Interest costs incurred on debt obtained for the construction of property, plant and equipment are capitalized as construction-in-process over the construction period or related debt term, whichever is shorter. We depreciate our property, plant and equipment using the straight-line depreciation method. Upon retirement or other disposition of property, plant and equipment, the cost and related accumulated depreciation are removed from the account, and the resulting gains or losses are recorded in other operating costs and expenses. Management tests property, plant and equipment for impairment whenever events or changes in circumstances have indicated that the carrying amount of property, plant and equipment might not be recoverable. Assets are grouped at the lowest level for which there are identifiable cash flows that are largely independent of the cash flows of other groups of assets for purposes of assessing recoverability. Recoverability generally is determined by comparing the carrying value of the asset to the expected undiscounted future cash flows of the asset. If the carrying value of the asset is not recoverable, the amount of impairment loss is measured as the excess, if any, of the carrying value of the asset over its estimated fair value. We have recorded no impairments related to property, plant and equipment for 2015 , 2014 or 2013 . Derivative Instruments We use derivative instruments to hedge our exposure to cash flow variability from commodity price and interest rate risk. Derivative instruments are recorded at fair value and included in our Balance Sheets as assets or liabilities depending on the derivative position and the expected timing of settlement. When we have the contractual right and intend to net settle, derivative assets and liabilities are reported on a net basis. Changes in the fair value of our derivative instruments are recorded in current earnings, unless we elect to apply hedge accounting and meet specified criteria, including completing contemporaneous hedge documentation. We did no t have any derivative instruments designated as cash flow hedges as of December 31, 2015 and 2014 . In the past, we elected cash flow hedge accounting for derivatives that we used to hedge the exposure to volatility in floating-rate interest payments. Changes in fair value of derivative instruments designated as cash flow hedges, to the extent the hedge was effective, were recognized in accumulated other comprehensive loss on our Balance Sheets. We reclassified gains and losses on the hedges from accumulated other comprehensive loss into interest expense in our Statements of Operations as the hedged item was recognized. Any change in the fair value resulting from ineffectiveness was recognized immediately as derivative gain (loss) on our Statements of Operations. We used regression analysis to determine whether we expected a derivative to be highly effective as a cash flow hedge, prior to electing hedge accounting and also to determine whether all derivatives designated as cash flow hedges had been effective. We performed these effectiveness tests prior to designation for all new hedges and on a quarterly basis for all existing hedges. We calculated the actual amount of ineffectiveness on our cash flow hedges using the “dollar offset” method, which compared changes in the expected cash flows of the hedged transaction to changes in the value of expected cash flows from the hedge. We discontinued hedge accounting when our effectiveness tests indicated that a derivative was no longer highly effective as a hedge; when the derivative expired or was sold, terminated or exercised; when the hedged item matured, was sold or repaid; or when we determined that the occurrence of the hedged forecasted transaction was not probable. When we discontinued hedge accounting but continued to hold the derivative, prospective changes in fair value of the derivative instrument were recorded in income. Once we concluded that the hedged forecasted transaction became probable of not occurring, the amount remaining in accumulated other comprehensive loss pertaining to the previously designated derivatives was reclassified out of accumulated other comprehensive loss and into income. See Note 6—Derivative Instruments for additional details about our derivative instruments. Concentration of Credit Risk Financial instruments that potentially subject us to a concentration of credit risk consist principally of cash and cash equivalents and restricted cash. We maintain cash balances at financial institutions, which may at times be in excess of federally insured levels. We have not incurred losses related to these balances to date. The use of derivative instruments exposes us to counterparty credit risk, or the risk that a counterparty will be unable to meet its commitments. Our commodity derivative transactions 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. Collateral deposited for such contracts is recorded as an other current asset. Our interest rate derivative instruments are placed with investment grade financial institutions whom we believe are acceptable credit risks. We monitor counterparty creditworthiness on an ongoing basis; however, we cannot predict sudden changes in counterparties’ creditworthiness. In addition, even if such changes are not sudden, we may be limited in our ability to mitigate an increase in counterparty credit risk. Should one of these counterparties not perform, we may not realize the benefit of some of our derivative instruments. We have entered into six fixed price 20 -year SPAs with six unaffiliated third parties. We are dependent on the respective counterparties’ creditworthiness and their willingness to perform under their respective SPAs. Debt Our debt consists of current and long-term secured debt securities and credit facilities with banks and other lenders. Debt issuances are placed directly by us or through securities dealers or underwriters and are held by institutional and retail investors. Debt is recorded on our Balance Sheet at par value adjusted for unamortized discount or premium. Discounts, premiums and costs directly related to the issuance of debt are amortized over the life of the debt and are recorded in interest expense, net using the effective interest method. Gains and losses on the extinguishment of debt are recorded in gains and losses on the extinguishment of debt on our Statements of Operations. Debt issuance costs consist primarily of arrangement fees, professional fees, legal fees and printing costs. These costs are recorded as debt issuance costs on our Balance Sheets and are being amortized to interest expense or property, plant and equipment over the term of the related debt facility. Upon early retirement of debt or amendment to a debt agreement, certain fees are written off to loss on early extinguishment of debt. Asset Retirement Obligations We recognize AROs for legal obligations associated with the retirement of long-lived assets that result from the acquisition, construction, development and/or normal use of the asset and for conditional AROs in which the timing or method of settlement are conditional on a future event that may or may not be within our control. The fair value of a liability for an ARO is recognized in the period in which it is incurred, if a reasonable estimate of fair value can be made. The fair value of the liability is added to the carrying amount of the associated asset. This additional carrying amount is depreciated over the estimated useful life of the asset. Our recognition of AROs is described below. Currently, the liquefaction facilities under construction at the Sabine Pass LNG terminal adjacent to the existing regasification facilities are our only long-lived asset. Based on the real property lease agreements and sublease agreements at the Sabine Pass LNG terminal, at the expiration of the term of the leases we are required to surrender the liquefaction facilities at the Sabine Pass LNG terminal in good working order and repair, with normal wear and tear and casualty expected. Our property lease and sublease agreements have terms of up to 90 years including renewal options. We have determined that the cost to surrender the liquefaction facilities at the Sabine Pass LNG terminal in good order and repair, with normal wear and tear and casualty expected, is zero . Therefore, we have not recorded an ARO associated with the liquefaction facilities at the Sabine Pass LNG terminal. Income Taxes We are a disregarded entity for federal and state income tax purposes. Our taxable income or loss, which may vary substantially from the net income or loss reported on our Statements of Operations, is able to be included in the federal income tax return of Cheniere Partners, a publicly traded partnership which indirectly owns us. Accordingly, no provision or liability for federal or state income taxes is included in the accompanying Financial Statements. At December 31, 2015 , the tax basis of our assets and liabilities was $311.2 million more than the reported amounts of our assets and liabilities. Pursuant to the indentures governing our debt, we are permitted to make distributions (“Tax Distributions”) for any fiscal year or portion thereof in which we are a limited partnership, disregarded entity or other substantially similar pass-through entity for federal and state income tax purposes. The Tax Distributions are equal to the tax that we would owe if we were a corporation subject to federal and state income tax that filed separate federal and state income tax returns, excluding the amounts covered by the state tax sharing agreement discussed in Note 10—Related Party Transactions . The Tax Distributions are limited to the amount of federal and/or state income taxes paid by Cheniere to the appropriate taxing authorities and are payable by us within 30 days of the date that Cheniere is required to make federal or state income tax payments to the appropriate taxing authorities. |
Restricted Cash
Restricted Cash | 12 Months Ended |
Dec. 31, 2015 | |
Cash and Cash Equivalents [Abstract] | |
Restricted Cash | RESTRICTED CASH Restricted cash consists of funds that are contractually restricted as to usage or withdrawal and have been presented separately from cash and cash equivalents on our Balance Sheets. During 2013, we entered into four credit facilities aggregating $5.9 billion (collectively, the “2013 Credit Facilities”) . In June 2015, we entered into four credit facilities aggregating $4.6 billion (collectively, the “2015 Credit Facilities”) , which replaced the 2013 Credit Facilities . Under the terms and conditions of the 2015 Credit Facilities (and previously the 2013 Credit Facilities ), we are required to deposit all cash received into reserve accounts controlled by a collateral trustee. The usage or withdrawal of such cash is restricted to the payment of liabilities related to our Liquefaction Project ; therefore, these amounts are shown as restricted cash on our Balance Sheets. During 2013, we issued an aggregate principal amount of $2.0 billion , before premium, of 5.625% Senior Secured Notes due 2021 (the “2021 Senior Notes”) , $1.0 billion of 6.25% Senior Secured Notes due 2022 (the “2022 Senior Notes”) and $1.0 billion of 5.625% Senior Secured Notes due 2023 (the “Initial 2023 Senior Notes”) . During 2014, we issued an aggregate principal amount of $2.0 billion of 5.75% Senior Secured Notes due 2024 (the “2024 Senior Notes”) and additional 5.625% Senior Secured Notes due 2023 in an aggregate principal amount of $0.5 billion , before premium (collectively with the Initial 2023 Senior Notes, the “2023 Senior Notes”) . In March 2015, we issued an aggregate principal amount of $2.0 billion of 5.625% Senior Secured Notes due 2025 (the “2025 Senior Notes” and collectively with the 2021 Senior Notes, the 2022 Senior Notes, the 2023 Senior Notes and the 2024 Senior Notes, the “Senior Notes”) . The use of cash proceeds from the Senior Notes is restricted to the payment of liabilities related to the Liquefaction Project ; therefore, these amounts are shown as restricted cash on our Balance Sheets. See Note 9—Debt for additional details about our debt. As of December 31, 2015 and 2014 , we classified $189.3 million and $155.8 million , respectively, as current restricted cash for the payment of current liabilities, including interest payments, related to the Liquefaction Project and zero and $457.1 million , respectively, as non-current restricted cash for future Liquefaction Project construction costs. |
Inventory
Inventory | 12 Months Ended |
Dec. 31, 2015 | |
Inventory Disclosure [Abstract] | |
Inventory | INVENTORY As of December 31, 2015 and 2014 , inventory consisted of the following (in thousands): December 31, 2015 2014 Natural gas $ 5,724 $ — LNG — 2,295 Materials and other 18 — Total inventory $ 5,742 $ 2,295 |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment consists of LNG terminal costs and fixed assets, as follows (in thousands): December 31, 2015 2014 LNG terminal costs LNG terminal $ 42,220 $ 12,821 LNG terminal construction-in-process 9,795,309 6,946,242 Accumulated depreciation (789 ) (260 ) Total LNG terminal costs, net 9,836,740 6,958,803 Fixed assets Furniture and fixtures 1,154 1,154 Computer software 3,782 1,903 Vehicles 1,405 854 Machinery and equipment 339 339 Other 390 389 Accumulated depreciation (2,403 ) (1,047 ) Total fixed assets, net 4,667 3,592 Property, plant and equipment, net $ 9,841,407 $ 6,962,395 LNG Terminal Costs The Sabine Pass LNG terminal is depreciated using the straight-line depreciation method applied to groups of LNG terminal assets with varying useful lives. The identifiable components of the Sabine Pass LNG terminal with similar estimated useful lives have a depreciable range between 15 and 50 years, as follows: Components Useful life (yrs) LNG storage tanks 50 Marine berth, electrical, facility and roads 35 Water pipelines 30 Other 15-30 |
Derivative Instruments
Derivative Instruments | 12 Months Ended |
Dec. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | DERIVATIVE INSTRUMENTS We have entered into the following derivative instruments that are reported at fair value: • commodity derivatives to hedge the exposure to price risk attributable to future sales of our LNG inventory (“Natural Gas Derivatives”) ; • commodity derivatives consisting of natural gas purchase agreements and associated economic hedges to secure natural gas feedstock for the Liquefaction Project (“Liquefaction Supply Derivatives”) ; and • interest rate swaps to hedge the exposure to volatility in a portion of the floating-rate interest payments under the 2015 Credit Facilities (and previously the 2013 Credit Facilities ) (“Interest Rate Derivatives”) . None of our derivative instruments are designated as cash flow hedging instruments, and changes in fair value are recorded within our Statements of Operations . The following table (in thousands) shows the fair value of the derivative instruments that are required to be measured at fair value on a recurring basis as of December 31, 2015 and 2014 , which are classified as other current assets , non-current derivative assets , derivative liabilities or non-current derivative liabilities in our Balance Sheets. Fair Value Measurements as of December 31, 2015 December 31, 2014 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Natural Gas Derivatives asset $ — $ 29 $ — $ 29 $ — $ 1,071 $ — $ 1,071 Liquefaction Supply Derivatives asset (liability) — (25 ) 32,492 32,467 — — 342 342 Interest Rate Derivatives liability — (8,740 ) — (8,740 ) — (12,036 ) — (12,036 ) The estimated fair values of our Natural Gas 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 substantially all of our Liquefaction 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 Liquefaction Supply Derivatives is designated as Level 3 within the valuation hierarchy. The curves used to generate the fair value of our Liquefaction Supply Derivatives are based on basis adjustments applied to forward curves for a liquid trading point. In addition, there may be observable liquid market basis information in the near term, but terms of a particular Liquefaction Supply Derivatives contract may exceed the period for which such information is available, resulting in a Level 3 classification. In these instances, the fair value of the contract incorporates extrapolation assumptions made in the determination of the market basis price for future delivery periods in which applicable commodity basis prices were either not observable or lacked corroborative market data. Internal fair value models 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 also include conditions precedent to the respective long-term natural gas purchase agreements. As of December 31, 2015 and 2014 , some of our Liquefaction Supply Derivatives existed within markets for which the pipeline infrastructure has not been developed to accommodate marketable physical gas flow. In the absence of infrastructure to accommodate marketable physical gas flow, our internal fair value models are based on a market price that equates to our own contractual pricing due to: (1) the inactive and unobservable market and (2) conditions precedent and their impact on the uncertainty in the timing of our actual receipt of the physical volumes associated with each forward. The fair value of our Liquefaction Supply Derivatives is predominantly driven by market commodity basis prices and our assessment of the associated conditions precedent, including evaluating whether the respective market is available as pipeline infrastructure is developed. Upon the completion and placement into service of relevant pipeline infrastructure to accommodate marketable physical gas flow, we recognize a gain or loss based on the fair value of the respective natural gas purchase agreements as of the reporting date. There were no transfers into or out of Level 3 Liquefaction Supply Derivatives for the years ended December 31, 2015, 2014 and 2013 . As all of our Liquefaction Supply Derivatives are either purely index-priced or index-priced with a fixed basis, we do not believe that a significant change in market commodity prices would have a material impact on our Level 3 fair value measurements. The following table includes quantitative information for the unobservable inputs for the Level 3 Liquefaction Supply Derivatives as of December 31, 2015 : Net Fair Value Asset (in thousands) Valuation Technique Significant Unobservable Input Significant Unobservable Inputs Range Liquefaction Supply Derivatives $32,492 Income Approach Basis Spread $ (0.350) - $0.050 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. 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 when our derivative instruments are in an asset position. Commodity Derivatives We recognize all commodity derivative instruments, including our Natural Gas Derivatives and our Liquefaction Supply Derivatives (collectively, “Commodity Derivatives”) , as either assets or liabilities and measure those instruments at fair value. Changes in the fair value of our Commodity Derivatives are reported in earnings. The following table shows the fair value (in thousands) and location of our Commodity Derivatives on our Balance Sheets: December 31, 2015 December 31, 2014 Natural Gas Derivatives (1) Liquefaction Supply Derivatives Total Natural Gas Derivatives (1) Liquefaction Supply Derivatives Total Balance Sheet Location Other current assets $ 29 $ 2,737 $ 2,766 $ 1,071 $ 76 $ 1,147 Non-current derivative assets — 30,304 30,304 — 586 586 Total derivative assets 29 33,041 33,070 1,071 662 1,733 Derivative liabilities — (490 ) (490 ) — (53 ) (53 ) Non-current derivative liabilities — (84 ) (84 ) — (267 ) (267 ) Total derivative liabilities — (574 ) (574 ) — (320 ) (320 ) Derivative asset, net $ 29 $ 32,467 $ 32,496 $ 1,071 $ 342 $ 1,413 (1) Does not include a collateral deposit of $0.4 million and a collateral call of $1.0 million for such contracts, which are included in other current assets in our Balance Sheets as of December 31, 2015 and 2014 , respectively. The following table (in thousands) shows the changes in the fair value and settlements of our Commodity Derivatives recorded in operating and maintenance expense (income) on our Statements of Operations during the years ended December 31, 2015, 2014 and 2013 : Year Ended December 31, 2015 2014 2013 Natural Gas Derivatives gain $ 1,842 $ 860 $ 476 Liquefaction Supply Derivatives gain (1) 32,503 342 — (1) Does not include the realized value associated with derivative instruments that settle through physical delivery. The use of Commodity Derivatives exposes us to counterparty credit risk, or the risk that a counterparty will be unable to meet its commitments in instances when our Commodity Derivatives are in an asset position. Natural Gas Derivatives Our Natural Gas 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 Natural Gas Derivatives activities. Liquefaction Supply Derivatives We have entered into index-based physical natural gas supply contracts and associated economic hedges to secure natural gas feedstock for the Liquefaction Project . The terms of the physical contracts primarily range from approximately one to seven years and commence upon the occurrence of conditions precedent, including the date of first commercial operation of specified Train s of the Liquefaction Project . We recognize our Liquefaction Supply Derivatives as either assets or liabilities and measure those instruments at fair value. Changes in the fair value of our Liquefaction Supply Derivatives are reported in earnings. As of December 31, 2015 , we have secured up to approximately 2,154.2 million MMBtu of natural gas feedstock through natural gas purchase agreements. The notional natural gas position of our Liquefaction Supply Derivatives was approximately 1,240.5 million MMBtu . Interest Rate Derivatives We have entered into Interest Rate Derivatives to protect against volatility of future cash flows and hedge a portion of the variable interest payments on the 2015 Credit Facilities . The Interest Rate Derivatives hedge a portion of the expected outstanding borrowings over the term of the 2015 Credit Facilities . In March 2015, we settled a portion of our Interest Rate Derivatives and recognized a derivative loss of $34.7 million within our Statements of Operations in conjunction with the termination of approximately $1.8 billion of commitments under the 2013 Credit Facilities , as discussed in Note 9—Debt . 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 early termination of approximately $2.1 billion of commitments under the 2013 Credit Facilities . At December 31, 2015 , we had the following Interest Rate Derivatives outstanding: Initial Notional Amount Maximum Notional Amount Effective Date Maturity Date Weighted Average Fixed Interest Rate Paid Variable Interest Rate Received Interest Rate Derivatives $20.0 million $628.8 million August 14, 2012 July 31, 2019 1.98% One-month LIBOR The following table (in thousands) shows the fair value and location of our Interest Rate Derivatives on our Balance Sheets: Fair Value Measurements as of Balance Sheet Location December 31, 2015 December 31, 2014 Interest Rate Derivatives Derivative liabilities $ (5,940 ) $ (23,194 ) Interest Rate Derivatives Non-current derivative assets (Non-current derivative liabilities) (2,800 ) 11,158 The following table (in thousands) details the effect of our Interest Rate Derivatives included in Other Comprehensive Income (“OCI”) and accumulated other comprehensive income (“AOCI”) during the year ended December 31, 2013. Our Interest Rate Derivatives had no effect on OCI during the years ended December 31, 2015 and 2014. Gain (Loss) in OCI Gain (Loss) Reclassified from AOCI into Interest Expense (Effective Portion) Losses Reclassified into Earnings as a Result of Discontinuance of Cash Flow Hedge Accounting Year Ended December 31, 2013 Interest Rate Derivatives - Designated $ 21,297 $ — $ 5,807 Interest Rate Derivatives - Settlements (30 ) — 166 The following table (in thousands) shows the changes in the fair value and settlements of our Interest Rate Derivatives recorded in derivative gain (loss), net on our Statements of Operations during the years ended December 31, 2015, 2014 and 2013 : Year Ended December 31, 2015 2014 2013 Interest Rate Derivatives gain (loss) $ (41,722 ) $ (119,401 ) $ 88,596 Balance Sheet Presentation Our Commodity Derivatives and Interest Rate Derivatives are presented on a net basis on our Balance Sheets as described above. The following table shows the fair value (in thousands) of our derivatives outstanding on a gross and net basis: Gross Amounts Recognized Gross Amounts Offset in the Balance Sheets Net Amounts Presented in the Balance Sheets Offsetting Derivative Assets (Liabilities) As of December 31, 2015 Natural Gas Derivatives $ 152 $ (123 ) $ 29 Liquefaction Supply Derivatives 33,636 (595 ) 33,041 Liquefaction Supply Derivatives (574 ) — (574 ) Interest Rate Derivatives (8,740 ) — (8,740 ) As of December 31, 2014 Natural Gas Derivatives 1,079 (8 ) 1,071 Liquefaction Supply Derivatives 662 — 662 Liquefaction Supply Derivatives (320 ) — (320 ) Interest Rate Derivatives 11,158 — 11,158 Interest Rate Derivatives (23,194 ) — (23,194 ) |
Other Non-Current Assets
Other Non-Current Assets | 12 Months Ended |
Dec. 31, 2015 | |
Other Assets, Noncurrent [Abstract] | |
Other Non-Current Assets | OTHER NON-CURRENT ASSETS As of December 31, 2015 and 2014 , other non-current assets consisted of the following (in thousands): December 31, 2015 2014 Advances made under EPC and non-EPC contracts $ 32,049 $ 6,414 Advances made to municipalities for water system enhancements 89,953 36,441 Tax-related payments and receivables 5,535 4,467 Conveyed assets to non-affiliates — 14,751 Other 41,468 37,344 Total other non-current assets $ 169,005 $ 99,417 |
Accrued Liabilities
Accrued Liabilities | 12 Months Ended |
Dec. 31, 2015 | |
Accrued Liabilities [Abstract] | |
Accrued Liabilities | ACCRUED LIABILITIES As of December 31, 2015 and 2014 , accrued liabilities consisted of the following (in thousands): December 31, 2015 2014 Interest expense and related debt fees $ 135,336 $ 97,785 Liquefaction Project costs 66,223 15,753 Total accrued liabilities $ 201,559 $ 113,538 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Debt | DEBT As of December 31, 2015 and 2014 , our debt consisted of the following (in thousands): Interest December 31, December 31, Rate 2015 2014 Long-term debt 2021 Senior Notes 5.625% $ 2,000,000 $ 2,000,000 2022 Senior Notes 6.250% 1,000,000 1,000,000 2023 Senior Notes 5.625% 1,500,000 1,500,000 2024 Senior Notes 5.750% 2,000,000 2,000,000 2025 Senior Notes 5.625% 2,000,000 — 2015 Credit Facilities (1) (2) 845,000 — Total long-term debt 9,345,000 6,500,000 Long-term debt premium 2021 Senior Notes 8,718 10,177 2023 Senior Notes 6,392 7,089 Total long-term debt, net 9,360,110 6,517,266 Current debt Working Capital Facility (3) (4) 15,000 — Total debt, net $ 9,375,110 $ 6,517,266 (1) Matures on the earlier of December 31, 2020 or the second anniversary of the completion date of Trains 1 through 5 of the Liquefaction Project. (2) Variable interest rate, at our election, is LIBOR or the base rate plus the applicable margin. The applicable margins for LIBOR loans range from 1.30% to 1.75% , depending on the applicable 2015 Credit Facility , and the applicable margin for base rate loans is 1.75% . Interest on LIBOR loans is due and payable at the end of each LIBOR period, and interest on base rate loans is due and payable at the end of each quarter. (3) Matures on December 31, 2020, with various terms for underlying loans as further described below under Working Capital Facility . As of December 31, 2014 , no loans were outstanding under the $325.0 million senior letter of credit and reimbursement agreement that was entered into in April 2014 (the “LC Agreement”) it replaced. (4) Variable interest rates, based on LIBOR or the base rate, as further described below under Working Capital Facility . For the years ended December 31, 2015, 2014 and 2013 , we incurred $531.5 million , $397.9 million and $241.3 million of total interest cost, respectively, of which we capitalized and deferred $495.1 million , $374.0 million and $227.9 million , respectively, of interest cost, including amortization of debt issuance costs, primarily related to the construction of the first four Trains of the Liquefaction Project . Below is a schedule of future principal payments that we are obligated to make on our outstanding debt at December 31, 2015 (in thousands): Years Ending December 31, Principal Payments 2016 $ 15,000 2017 — 2018 — 2019 — 2020 845,000 Thereafter 8,500,000 Total $ 9,360,000 Senior Notes The terms of the Senior Notes are governed by a common indenture (the “Indenture”) , and interest on the Senior Notes is payable semi-annually in arrears. The Indenture contains customary terms and events of default and certain covenants that, among other things, limit our ability and the ability of our restricted subsidiaries to: incur additional indebtedness; issue preferred stock, make certain investments or pay dividends or distributions on capital stock or subordinated indebtedness; purchase, redeem or retire capital stock; sell or transfer assets, including capital stock of our restricted subsidiaries; restrict dividends or other payments by restricted subsidiaries; incur liens; enter into transactions with affiliates; consolidate, merge, sell or lease all or substantially all of our assets; and enter into certain LNG sales contracts. Subject to permitted liens, the Senior Notes are secured on a pari passu first-priority basis by a security interest in all of the membership interests in us and substantially all of our assets. We may not make any distributions until, among other requirements, substantial completion of Trains 1 and 2 has occurred, deposits are made into debt service reserve accounts as required and a debt service coverage ratio for the prior 12 -month period and a projected debt service coverage ratio for the upcoming 12 -month period of 1.25 :1.00 are satisfied. At any time prior to three months before the respective dates of maturity for each series of the Senior Notes , we may redeem all or part of such series of the Senior Notes at a redemption price equal to the “make-whole” price set forth in the Indenture , plus accrued and unpaid interest, if any, to the date of redemption. We may also, at any time within three months of the respective maturity dates for each series of the Senior Notes , redeem all or part of such series of the Senior Notes at a redemption price equal to 100% of the principal amount of such series of the Senior Notes to be redeemed, plus accrued and unpaid interest, if any, to the date of redemption. 2015 Credit Facilities In June 2015, we entered into the 2015 Credit Facilities with commitments aggregating $4.6 billion . The 2015 Credit Facilities are being used to fund a portion of the costs of developing, constructing and placing into operation Trains 1 through 5 of the Liquefaction Project. Borrowings under the 2015 Credit Facilities may be refinanced, in whole or in part, at any time without premium or penalty; however, interest rate hedging and interest rate breakage costs may be incurred. As of December 31, 2015 , we had $3.8 billion of available commitments and outstanding borrowings of $845.0 million under the 2015 Credit Facilities . We incurred $88.3 million of debt issuance costs in connection with the 2015 Credit Facilities . In addition to interest, we are required to pay insurance/guarantee premiums of 0.45% per annum on any drawn amounts under the covered tranches of the 2015 Credit Facilities . The 2015 Credit Facilities also require us to pay a quarterly commitment fee calculated at a rate per annum equal to either: (1) 40% of the applicable margin, multiplied by the average daily amount of the undrawn commitment, or (2) 0.70% of the undrawn commitment, depending on the applicable 2015 Credit Facility . The principal of the loans made under the 2015 Credit Facilities must be repaid in quarterly installments, commencing with the earlier of June 30, 2020 and the last day of the first full calendar quarter after the completion date of Trains 1 through 5 of the Liquefaction Project . Scheduled repayments are based upon an 18 -year amortization profile, with the remaining balance due upon the maturity of the 2015 Credit Facilities . The 2015 Credit Facilities contain conditions precedent for borrowings, as well as customary affirmative and negative covenants. Our obligations under the 2015 Credit Facilities are secured by substantially all of our assets as well as all of our membership interests on a pari passu basis with the Senior Notes and the $1.2 billion Amended and Restated Senior Working Capital Revolving Credit and Letter of Credit Reimbursement Agreement (the “Working Capital Facility”) described below. Under the terms of the 2015 Credit Facilities , we are required to hedge not less than 65% of the variable interest rate exposure of our projected outstanding borrowings, calculated on a weighted average basis in comparison to our anticipated draw of principal. Additionally, we may not make any distributions until substantial completion of Trains 1 and 2 of the Liquefaction Project has occurred, deposits are made into debt service reserve accounts and a debt service coverage ratio test of 1.25 :1.00 is satisfied. 2013 Credit Facilities In May 2013, we entered into the 2013 Credit Facilities to fund a portion of the costs of developing, constructing and placing into operation Trains 1 through 4 of the Liquefaction Project, which amended and restated the credit facility that was entered into in 2012 (the “2012 Credit Facility”) . As of December 31, 2014, we had no outstanding borrowings under the 2013 Credit Facilities . In June 2015, the 2013 Credit Facilities were replaced with the 2015 Credit Facilities . In March 2015, in conjunction with our issuance of the 2025 Senior Notes , we terminated approximately $1.8 billion of commitments under the 2013 Credit Facilities . This termination and the replacement of the 2013 Credit Facilities with the 2015 Credit Facilities in June 2015 resulted in a write-off of debt issuance costs and deferred commitment fees associated with the 2013 Credit Facilities of $96.3 million for the year ended December 31, 2015 . The amendment and restatement of the 2012 Credit Facility with the 2013 Credit Facilities in May 2013 resulted in a write-off of debt issuance costs and deferred commitment fees associated with the 2012 Credit Facility of $88.3 million during the year ended December 31, 2013. Working Capital Facility In September 2015, we entered into the $1.2 billion Working Capital Facility , which replaced the $325.0 million LC Agreement . The Working Capital Facility is intended to be used for loans (“Working Capital Loans”) , the issuance of letters of credit (“Letters of Credit”) , as well as for swing line loans (“Swing Line Loans”) , primarily for certain working capital requirements related to developing and placing into operation the Liquefaction Project . We may, from time to time, request increases in the commitments under the Working Capital Facility of up to $760 million and, upon the completion of the debt financing of Train 6 of the Liquefaction Project , request an incremental increase in commitments of up to an additional $390 million . As of December 31, 2015 , we had $1.1 billion of available commitments, $135.2 million aggregate amount of issued Letters of Credit, $15.0 million in Working Capital Loans and no Swing Line Loans or loans deemed made in connection with a draw upon a Letter of Credit (“LC Loans” and collectively with Working Capital Loans and Swing Line Loans, the “Working Capital Facility Loans”) outstanding under the Working Capital Facility . As of December 31, 2014 , we had issued letters of credit in an aggregate amount of $9.5 million , and no draws had been made upon any letters of credit issued under the LC Agreement . Working Capital Facility Loans accrue interest at a variable rate per annum equal to LIBOR or the base rate (equal to the highest of the senior facility agent’s published prime rate, the federal funds effective rate, as published by the Federal Reserve Bank of New York, plus 0.50% and one month LIBOR plus 0.50% ), plus the applicable margin. The applicable margin for LIBOR Working Capital Facility Loans is 1.75% per annum, and the applicable margin for base rate Working Capital Facility Loans is 0.75% per annum. Interest on Swing Line Loans and LC Loans is due and payable on the date the loan becomes due. Interest on LIBOR Working Capital Loans is due and payable at the end of each applicable LIBOR period, and interest on base rate Working Capital Loans is due and payable at the end of each fiscal quarter. However, if such base rate Working Capital Loan is converted into a LIBOR Working Capital Loan, interest is due and payable on that date. Additionally, if the loans become due prior to such periods, the interest also becomes due on that date. We incurred $27.5 million of debt issuance costs in connection with the Working Capital Facility . We pay (1) a commitment fee equal to an annual rate of 0.70% on the average daily amount of the excess of the total commitment amount over the principal amount outstanding without giving effect to any outstanding Swing Line Loans and (2) a Letter of Credit fee equal to an annual rate of 1.75% of the undrawn portion of all Letters of Credit issued under the Working Capital Facility . If draws are made upon a Letter of Credit issued under the Working Capital Facility and we do not elect for such draw (an “LC Draw”) to be deemed an LC Loan, we are required to pay the full amount of the LC Draw on or prior to the business day following the notice of the LC Draw . An LC Draw accrues interest at an annual rate of 2.0% plus the base rate. As of December 31, 2015 , no LC Draw s had been made upon any Letters of Credit issued under the Working Capital Facility . The Working Capital Facility matures on December 31, 2020, and the outstanding balance may be repaid, in whole or in part, at any time without premium or penalty upon three business days’ notice. LC Loans have a term of up to one year . Swing Line Loans terminate upon the earliest of (1) the maturity date or earlier termination of the Working Capital Facility , (2) the date 15 days after such Swing Line Loan is made and (3) the first borrowing date for a Working Capital Loan or Swing Line Loan occurring at least three business days following the date the Swing Line Loan is made. We are required to reduce the aggregate outstanding principal amount of all Working Capital Loans to zero for a period of five consecutive business days at least once each year. The Working Capital Facility contains conditions precedent for extensions of credit, as well as customary affirmative and negative covenants. Our obligations under the Working Capital Facility are secured by substantially all of our assets as well as all of our membership interests in us on a pari passu basis with the Senior Notes and the 2015 Credit Facilities . Fair Value Disclosures The following table shows the carrying amount and estimated fair value (in thousands) of our debt: December 31, 2015 December 31, 2014 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value 2021 Senior Notes, net of premium (1) $ 2,008,718 $ 1,832,955 $ 2,010,177 $ 1,985,050 2022 Senior Notes (1) 1,000,000 912,500 1,000,000 1,020,000 2023 Senior Notes, net of premium (1) 1,506,392 1,299,263 1,507,089 1,476,947 2024 Senior Notes (1) 2,000,000 1,715,000 2,000,000 1,970,000 2025 Senior Notes (1) 2,000,000 1,710,000 — — 2015 Credit Facilities (2) 845,000 845,000 — — Working Capital Facility (2) 15,000 15,000 — — (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 December 31, 2015 and 2014 , as applicable. (2) The Level 3 estimated fair value approximates the principal amount because the interest rates are variable and reflective of market rates and the debt may be repaid, in full or in part, at any time without penalty. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | RELATED PARTY TRANSACTIONS LNG Terminal-Related Agreements Terminal Use Agreements We have entered into a TUA with SPLNG to provide berthing for LNG vessels and for the unloading, loading, storage and regasification of LNG. We have reserved approximately 2.0 Bcf/d of regasification capacity and we are obligated to make monthly capacity payments to SPLNG aggregating approximately $250 million per year, continuing until at least 20 years after we deliver our first commercial cargo at our facilities under construction. We obtained this reserved capacity as a result of an assignment in July 2012 by Cheniere Investments of its rights, title and interest under its TUA . In connection with the assignment, we, Cheniere Investments and SPLNG also entered into a terminal use rights assignment and agreement (the “TURA”) pursuant to which Cheniere Investments has the right to use our reserved capacity under the TUA and has the obligation to make the monthly capacity payments required by the TUA to SPLNG. Cheniere Investments’ right to use our capacity at the Sabine Pass LNG terminal will be reduced as each of Trains 1 through 4 reaches commercial operation. The percentage of the monthly capacity payments payable by Cheniere Investments will be reduced from 100% to zero (unless Cheniere Investments utilizes terminal use capacity after Train 4 reaches commercial operations), and the percentage of the monthly capacity payments payable by us will increase by the amount that Cheniere Investments’ percentage decreases. Cheniere Partners has guaranteed our obligations under our TUA and the obligations of Cheniere Investments under the TURA . In connection with our TUA , we are required to pay for a portion of the cost to maintain the cryogenic readiness of the regasification facilities at the Sabine Pass LNG terminal. Terminal use agreement maintenance expense—affiliate represents the amount recorded related to the reimbursement to SPLNG of a portion of its fuel costs related to maintaining the cryogenic readiness of the Sabine Pass LNG terminal. Our portion of the cost (including affiliate) to maintain the cryogenic readiness of the regasification facilities at the Sabine Pass LNG terminal is based on our approximately 41% share of the commercial LNG storage capacity at the Sabine Pass LNG terminal. During the years ended December 31, 2015, 2014 and 2013 , we recorded $18.8 million , $26.7 million and $26.6 million , respectively, as terminal use agreement maintenance expense (including affiliate) on our Statements of Operations related to this obligation. Cheniere Marketing SPA Cheniere Marketing has entered into an SPA with us to purchase, at Cheniere Marketing’s option, LNG produced by us in excess of that required for other customers at a price of 115% of Henry Hub plus $3.00 per MMBtu of LNG. Commissioning Agreement In May 2015, we entered into an agreement with Cheniere Marketing that obligates Cheniere Marketing in certain circumstances to buy LNG cargoes produced during the periods while Bechtel Oil, Gas and Chemicals, Inc. (“Bechtel”) has control of, and is commissioning, the first four Trains of the Liquefaction Project. Pre-commercial LNG Marketing Agreement In May 2015, we entered into an agreement with Cheniere Marketing that authorizes Cheniere Marketing to act on our behalf to market and sell pre-commercial LNG that has not been accepted by BG Gulf Coast LNG, LLC. Natural Gas Transportation Agreement To ensure we are able to transport adequate natural gas feedstock to the Sabine Pass LNG terminal, we have entered into a transportation precedent agreement to secure firm pipeline transportation capacity with CTPL and third-party pipeline companies. Services Agreements We recorded general and administrative expense—affiliate of $87.0 million , $70.6 million and $92.6 million and operating and maintenance expense—affiliate of $1.3 million , $95,000 and zero during the years ended December 31, 2015, 2014 and 2013 , respectively, under the services agreements listed below. Liquefaction O&M Agreement We have entered into an operation and maintenance agreement (the “Liquefaction O&M Agreement”) with Cheniere Investments, a wholly owned subsidiary of Cheniere Partners, pursuant to which we receive all of the necessary services required to construct, operate and maintain the Liquefaction Project . Before the Liquefaction Project is operational, the services to be provided include, among other services, obtaining governmental approvals on our behalf, preparing an operating plan for certain periods, obtaining insurance, preparing staffing plans and preparing status reports. After the Liquefaction Project is operational, the services include all necessary services required to operate and maintain the Liquefaction Project . Before the Liquefaction Project is operational, in addition to reimbursement of operating expenses, we are required to pay a monthly fee equal to 0.6% of the capital expenditures incurred in the previous month, which is recorded as general and administrative expense—affiliate on our Statements of Operations. After substantial completion of each Train, for services performed while the Liquefaction Project is operational, we will pay, in addition to the reimbursement of operating expenses, a fixed monthly fee of $83,333 (indexed for inflation) for services with respect to such Train. Liquefaction MSA We have entered into a management services agreement (the “Liquefaction MSA”) with Cheniere Terminals pursuant to which Cheniere Terminals manages the construction and operation of the Liquefaction Project, excluding those matters provided for under the Liquefaction O&M Agreement . The services include, among other services, exercising the day-to-day management of our affairs and business, managing our regulatory matters, managing bank and brokerage accounts and financial books and records of our business and operations, entering into financial derivatives on our behalf and providing contract administration services for all contracts associated with the Liquefaction Project . Under the Liquefaction MSA , we pay a monthly fee equal to 2.4% of the capital expenditures incurred in the previous month, which is recorded as general and administrative expense—affiliate on our Statements of Operations. After substantial completion of each Train, we will pay a fixed monthly fee of $541,667 (indexed for inflation) for services with respect to such Train. Cheniere Investments Information Technology Services Agreement Cheniere Investments has entered into an information technology services agreement with Cheniere, pursuant to which Cheniere Investment’s subsidiaries, including us, receive certain information technology services. On a quarterly basis, the various entities receiving the benefit are invoiced by Cheniere according to the cost allocation percentages set forth in the agreement. In addition, Cheniere is entitled to reimbursement for all costs incurred by Cheniere that are necessary to perform the services under the agreement. LNG Site Sublease Agreement We have entered into agreements with SPLNG to sublease a portion of the Sabine Pass LNG terminal site for the Liquefaction Project . The aggregate annual sublease payment is $1.0 million , which was increased from $0.5 million during 2015. The initial terms of the subleases expire on December 31, 2034, with options to renew for multiple 10 -year extensions with similar terms as the initial terms. The annual sublease payments will be adjusted for inflation every 5 years based on a consumer price index, as defined in the sublease agreements. We recorded $0.7 million , $0.5 million and $0.5 million of sublease expense as general and administrative expense—affiliate on our Statements of Operations for the years ended December 31, 2015, 2014 and 2013 , respectively. Cooperation Agreement We have entered into an agreement with SPLNG that allows us to retain and acquire certain rights to access the property and facilities that are owned by SPLNG for the purpose of constructing, modifying and operating the Liquefaction Project . In consideration for access given to us, we have agreed to transfer to SPLNG title of certain facilities, equipment and modifications, which SPLNG is obligated to operate and maintain. The term of this agreement is consistent with our TUA described above. Under this agreement, we conveyed to SPLNG $80.5 million and $0.7 million of assets during the years ended December 31, 2015 and 2014 , respectively. We did no t convey any assets to SPLNG during the year ended December 31, 2013. Interconnect Agreement We have entered into an agreement with CTPL to construct certain interconnect facilities between a 94 -mile pipeline that interconnects the Sabine Pass LNG terminal with a number of large interstate pipelines and the Liquefaction Project , with ownership and responsibility for maintenance and operation transferred to CTPL following construction. Upon completion of construction activities during the year ended December 31, 2015, we conveyed to CTPL $10.1 million of assets under this agreement. State Tax Sharing Agreement In August 2012, we entered into a state tax sharing agreement with Cheniere. Under this agreement, Cheniere has agreed to prepare and file all state and local tax returns which we and Cheniere are required to file on a combined basis and to timely pay the combined state and local tax liability. If Cheniere, in its sole discretion, demands payment, we will pay to Cheniere an amount equal to the state and local tax that we would be required to pay if our state and local tax liability were calculated on a separate company basis. There have been no state and local taxes paid by Cheniere for which Cheniere could have demanded payment from us under this agreement; therefore, Cheniere has not demanded any such payments from us. The agreement is effective for tax returns due on or after August 2012. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2015 | |
Leases [Abstract] | |
Leases | LEASES During the years ended years ended December 31, 2015, 2014 and 2013 , we recognized rental expense for all operating leases of $1.2 million , $0.9 million and $0.9 million , respectively, related primarily to land sites for the Liquefaction Project. In June 2012, we entered into an agreement with SPLNG to sublease a portion of its Sabine Pass LNG terminal site for the Liquefaction Project. See Note 10—Related Party Transactions for additional information regarding this sublease agreement. Future annual minimum lease payments, excluding inflationary adjustments, are as follows (in thousands): Year ending December 31, Operating Leases 2016 $ 1,338 2017 1,338 2018 1,338 2019 1,315 2020 1,200 Thereafter (1) 18,588 Total $ 25,117 (1) Includes certain lease option renewals that are reasonably assured . |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES We have various contractual obligations which are recorded as liabilities in our Financial Statements. Other items, such as certain purchase commitments and other executed contracts which do not meet the definition of a liability as of December 31, 2015 , are not recognized as liabilities but require disclosures in our Financial Statements. LNG Terminal Commitments and Contingencies Obligations under Bechtel EPC Contracts We have entered into lump sum turnkey contracts with Bechtel for the engineering, procurement and construction of Trains 1 and 2 (the “EPC Contract (Trains 1 and 2)”), Trains 3 and 4 (the “EPC Contract (Trains 3 and 4)”) and Train 5 (the “EPC Contract (Train 5)”) of the Liquefaction Project. The EPC Contract (Trains 1 and 2), the EPC Contract (Trains 3 and 4) and the EPC Contract (Train 5) provide that we will pay Bechtel contract prices of $4.1 billion , $3.8 billion and $3.0 billion , respectively, subject to adjustment by change order. We have the right to terminate each EPC contract for our convenience, in which case Bechtel will be paid (1) the portion of the contract price for the work performed, (2) costs reasonably incurred by Bechtel on account of such termination and demobilization, and (3) a lump sum of up to $30.0 million depending on the termination date. Obligations under SPAs We have entered into third-party SPAs which obligate us to purchase and liquefy sufficient quantities of natural gas to deliver 1,030.0 million MMBtu per year of LNG to the customers’ vessels, subject to completion of construction of Trains 1 through 5 of the Liquefaction Project . Obligations under Natural Gas Supply, Transportation and Storage Service Agreements We have entered into index-based physical natural gas supply contracts to secure natural gas feedstock for the Liquefaction Project . The terms of these contracts primarily range from approximately one to seven years and commence upon the occurrence of conditions precedent, including our declaration to the respective natural gas supplier that we are ready to commence the term of the supply arrangement in anticipation of the date of first commercial operation of the applicable, specified Trains of the Liquefaction Project . As of December 31, 2015 , we have secured up to approximately 2,154.2 million MMBtu of natural gas feedstock through natural gas purchase agreements, of which we determined that we have purchase obligations for the contracts for which conditions precedent were met. Additionally, we have entered into transportation and storage service agreements for the Liquefaction Project . The initial term of the transportation agreements ranges from 10 to 20 years, with renewal options for certain contracts, and commences upon the occurrence of conditions precedent. The term of our storage service agreements is typically three years. As of December 31, 2015 , our purchase obligations under natural gas supply, transportation and storage service agreements for contracts in which conditions precedent were met were as follows (in thousands): Years Ending December 31, Payments Due (1) 2016 $ 402,284 2017 365,923 2018 313,210 2019 264,130 2020 271,300 Thereafter 1,536,413 Total $ 3,153,260 (1) Pricing of natural gas supply contracts are variable based on market commodity basis prices adjusted for basis spread . Amounts included are based on prices and basis spreads as of December 31, 2015 . Obligations under LNG TUAs We have entered into a TUA with SPLNG pursuant to which we have reserved approximately 2.0 Bcf/d of regasification capacity. See Note 10—Related Party Transactions for additional information regarding this TUA. In September 2012, we entered into a partial TUA assignment agreement with Total Gas & Power North America, Inc. (“Total”) , whereby we will progressively gain access to Total ’s capacity and other services provided under Total ’s TUA with SPLNG. This agreement provides us with additional berthing and storage capacity at the Sabine Pass LNG terminal that may be used to accommodate the development of Trains 5 and 6, provides increased flexibility in managing LNG cargo loading and unloading activity starting with the commencement of commercial operations of Train 3 and permits us to more flexibly manage our storage with the commencement of Train 1. Notwithstanding any arrangements between Total and us, payments required to be made by Total to SPLNG continue to be made by Total to SPLNG in accordance with its TUA. Services Agreements We have entered into certain services agreements with affiliates. See Note 10—Related Party Transactions for information regarding such agreements. State Tax Sharing Agreement In August 2012, we entered into a state tax sharing agreement with Cheniere. See Note 10—Related Party Transactions for additional information regarding this agreement. Other Commitments In the ordinary course of business, we have entered into certain multi-year licensing and service agreements, none of which are considered material to our financial position. Additionally, we have various lease commitments, as disclosed in Note 11—Leases . Legal Proceedings We 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. In the opinion of management, as of December 31, 2015 , there were no pending legal matters that would reasonably be expected to have a material impact on our operating results, financial position or cash flows. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 12 Months Ended |
Dec. 31, 2015 | |
Supplemental Cash Flow Information [Abstract] | |
Supplemental Cash Flow Information | SUPPLEMENTAL CASH FLOW INFORMATION The following table provides supplemental disclosure of cash flow information (in thousands): Year Ended December 31, 2015 2014 2013 Balance in property, plant and equipment, net funded with accounts payable and accrued liabilities (including affiliate) $ 228,157 $ 117,442 $ 163,830 Non-cash distributions to affiliates for conveyance of assets 90,645 745 — Other non-cash distribution to affiliates 149 — — Non-cash conveyance of assets to non-affiliate 13,169 — — |
Recent Accounting Standards
Recent Accounting Standards | 12 Months Ended |
Dec. 31, 2015 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recent Accounting Standards | RECENT ACCOUNTING STANDARDS The following table provides a brief description of recent accounting standards that had not yet been adopted by the Company as of December 31, 2015 : Standard Description Expected Date of Adoption Effect on our Financial Statements or Other Significant Matters ASU 2014-09, Revenue from Contracts with Customers (Topic 606) The standard amends existing revenue recognition guidance and requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This guidance may be early adopted beginning January 1, 2017, and may be adopted either retrospectively to each prior reporting period presented or as a cumulative-effect adjustment as of the date of adoption. January 1, 2018 We are currently evaluating the impact of the provisions of this guidance on our Financial Statements and related disclosures. ASU 2014-15, Presentation of Financial Statements-Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern The standard requires an entity’s management to evaluate, for each reporting period, whether there are conditions and events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the financial statements are issued. Additional disclosures are required if management concludes that conditions or events raise substantial doubt about the entity’s ability to continue as a going concern. Early adoption is permitted. December 31, 2016 The adoption of this guidance is not expected to have an impact on our Financial Statements or related disclosures. ASU 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs and ASU 2015-15, Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements This standard requires debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the debt liability rather than as an asset. Debt issuance costs incurred in connection with line of credit arrangements may be presented as an asset and subsequently amortized ratably over the term of the line of credit arrangement. This guidance may be early adopted, and must be adopted retrospectively to each prior reporting period presented. January 1, 2016 Upon adoption of this standard, the balance of debt, net will be reduced by the balance of debt issuance costs, net, except for the balance related to line of credit arrangements, on our Balance Sheets. Additionally, disclosures will be required for a change in accounting principle. ASU 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory This standard requires inventory to be measured at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. This guidance may be early adopted and must be adopted prospectively. January 1, 2017 We are currently evaluating the impact of the provisions of this guidance on our Financial Statements and related disclosures. |
Summarized Quarterly Financial
Summarized Quarterly Financial Data (unaudited) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summarized Quarterly Financial Data (unaudited) | Summarized Quarterly Financial Data—(in thousands) First Quarter Second Quarter Third Quarter Fourth Quarter Year ended December 31, 2015: Revenues $ — $ — $ — $ — Loss from operations (37,089 ) (29,532 ) (9,891 ) (15,120 ) Net loss (169,549 ) (48,101 ) (12,835 ) (35,132 ) Year ended December 31, 2014: Revenues $ — $ — $ — $ — Loss from operations (25,423 ) (38,782 ) (32,236 ) (22,738 ) Net loss (59,840 ) (213,477 ) (43,559 ) (59,977 ) |
Summary of Significant Accoun22
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation, Policy | Basis of Presentation Our Financial Statements were prepared in accordance with GAAP. Certain reclassifications have been made to conform prior period information to the current presentation. The reclassifications had no effect on our overall financial position, operating results or cash flows. |
Use of Estimates, Policy | Use of Estimates The preparation of Financial Statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the amounts reported in the Financial Statements and the accompanying notes. Management evaluates its estimates and related assumptions regularly, including those related to the value of property, plant and equipment, collectability of accounts receivable, derivative instruments, asset retirement obligations (“AROs”) and fair value measurements. Changes in facts and circumstances or additional information may result in revised estimates, and actual results may differ from these estimates. |
Fair Value, Policy | Fair Value Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Hierarchy Levels 1, 2 and 3 are terms for the priority of inputs to valuation techniques used to measure fair value. Hierarchy Level 1 inputs are quoted prices in active markets for identical assets or liabilities. Hierarchy Level 2 inputs are inputs other than quoted prices included within Level 1 that are directly or indirectly observable for the asset or liability. Hierarchy Level 3 inputs are inputs that are not observable in the market. In determining fair value, we use observable market data when available, or models that incorporate observable market data. In addition to market information, we incorporate transaction-specific details that, in management’s judgment, market participants would take into account in measuring fair value. We maximize the use of observable inputs and minimize our use of unobservable inputs in arriving at fair value estimates. Recurring fair-value measurements are performed for commodity derivatives and interest-rate derivatives as disclosed in Note 6—Derivative Instruments . The carrying amount of cash and cash equivalents, restricted cash, accounts receivable and accounts payable reported on the Balance Sheets approximates fair value. The fair value of debt is the estimated amount we would have to pay to repurchase our debt in the open market, including any premium or discount attributable to the difference between the stated interest rate and market interest rate at each balance sheet date. Debt fair values, as disclosed in Note 9—Debt , are based on quoted market prices for identical instruments, if available, or based on valuations of similar debt instruments. Non-financial assets and liabilities initially measured at fair value include intangible assets and AROs. |
Cash and Cash Equivalents, Policy | Cash and Cash Equivalents We consider all highly liquid investments with an original maturity of three months or less to be cash equivalents. |
Restricted Cash, Policy | Restricted Cash Restricted cash consists of funds that are contractually restricted as to usage or withdrawal and have been presented separately from cash and cash equivalents on our Balance Sheets. Amounts that are designated as restricted cash are contractually restricted as to usage or withdrawal and will not become available to us as cash and cash equivalents. For these amounts, we have presented increases and decreases separately from increases and decreases in cash and cash equivalents in our Statements of Cash Flows. These amounts that represent non-cash transactions within our Statements of Cash Flows present the effect of sources and uses of restricted cash as they relate to the changes to assets and liabilities in our Balance Sheets. Restricted cash is presented on a gross basis within each of those categories so as to reconcile the change in non-cash activity that occurs on the balance sheet from period to period. |
Inventory, Policy | Inventory Inventory is recorded at weighted average cost and is subject to lower of cost or market (“LCM”) adjustments at the end of each period. Terminal use agreement maintenance expense—affiliate represents the amount recorded related to the reimbursement to SPLNG of a portion of its fuel costs related to maintaining the cryogenic readiness of the Sabine Pass LNG terminal. |
Accounting for LNG Activities, Policy | Accounting for LNG Activities Generally, we begin capitalizing the costs of a Train once it meets the following criteria: (1) regulatory approval has been received, (2) financing for the Train is available and (3) management has committed to commence construction. Prior to meeting these criteria, most of the costs associated with a Train are expensed as incurred. These costs primarily include professional fees associated with front-end engineering and design work, costs of securing necessary regulatory approvals and other preliminary investigation and development activities related to the Train. Generally, costs that are capitalized prior to a project meeting the criteria otherwise necessary for capitalization include: land and lease option costs that are capitalized as property, plant and equipment and certain permits that are capitalized as other non-current assets. The costs of lease options are amortized over the life of the lease once obtained. If no lease is obtained, the costs are expensed. We capitalize interest and other related debt costs during the construction period of a Train. Upon commencement of operations, capitalized interest, as a component of the total cost, will be amortized over the estimated useful life of the asset. |
Property, Plant and Equipment, Policy | Property, Plant and Equipment Property, plant and equipment are recorded at cost. Expenditures for construction activities, major renewals and betterments that extend the useful life of an asset are capitalized, while expenditures for maintenance and repairs and general and administrative activities are charged to expense as incurred. Interest costs incurred on debt obtained for the construction of property, plant and equipment are capitalized as construction-in-process over the construction period or related debt term, whichever is shorter. We depreciate our property, plant and equipment using the straight-line depreciation method. Upon retirement or other disposition of property, plant and equipment, the cost and related accumulated depreciation are removed from the account, and the resulting gains or losses are recorded in other operating costs and expenses. Management tests property, plant and equipment for impairment whenever events or changes in circumstances have indicated that the carrying amount of property, plant and equipment might not be recoverable. Assets are grouped at the lowest level for which there are identifiable cash flows that are largely independent of the cash flows of other groups of assets for purposes of assessing recoverability. Recoverability generally is determined by comparing the carrying value of the asset to the expected undiscounted future cash flows of the asset. If the carrying value of the asset is not recoverable, the amount of impairment loss is measured as the excess, if any, of the carrying value of the asset over its estimated fair value. We have recorded no impairments related to property, plant and equipment for 2015 , 2014 or 2013 . |
Derivative Instruments, Policy | Derivative Instruments We use derivative instruments to hedge our exposure to cash flow variability from commodity price and interest rate risk. Derivative instruments are recorded at fair value and included in our Balance Sheets as assets or liabilities depending on the derivative position and the expected timing of settlement. When we have the contractual right and intend to net settle, derivative assets and liabilities are reported on a net basis. Changes in the fair value of our derivative instruments are recorded in current earnings, unless we elect to apply hedge accounting and meet specified criteria, including completing contemporaneous hedge documentation. We did no t have any derivative instruments designated as cash flow hedges as of December 31, 2015 and 2014 . In the past, we elected cash flow hedge accounting for derivatives that we used to hedge the exposure to volatility in floating-rate interest payments. Changes in fair value of derivative instruments designated as cash flow hedges, to the extent the hedge was effective, were recognized in accumulated other comprehensive loss on our Balance Sheets. We reclassified gains and losses on the hedges from accumulated other comprehensive loss into interest expense in our Statements of Operations as the hedged item was recognized. Any change in the fair value resulting from ineffectiveness was recognized immediately as derivative gain (loss) on our Statements of Operations. We used regression analysis to determine whether we expected a derivative to be highly effective as a cash flow hedge, prior to electing hedge accounting and also to determine whether all derivatives designated as cash flow hedges had been effective. We performed these effectiveness tests prior to designation for all new hedges and on a quarterly basis for all existing hedges. We calculated the actual amount of ineffectiveness on our cash flow hedges using the “dollar offset” method, which compared changes in the expected cash flows of the hedged transaction to changes in the value of expected cash flows from the hedge. We discontinued hedge accounting when our effectiveness tests indicated that a derivative was no longer highly effective as a hedge; when the derivative expired or was sold, terminated or exercised; when the hedged item matured, was sold or repaid; or when we determined that the occurrence of the hedged forecasted transaction was not probable. When we discontinued hedge accounting but continued to hold the derivative, prospective changes in fair value of the derivative instrument were recorded in income. Once we concluded that the hedged forecasted transaction became probable of not occurring, the amount remaining in accumulated other comprehensive loss pertaining to the previously designated derivatives was reclassified out of accumulated other comprehensive loss and into income. See Note 6—Derivative Instruments for additional details about our derivative instruments. |
Concentration Risk, Policy | Concentration of Credit Risk Financial instruments that potentially subject us to a concentration of credit risk consist principally of cash and cash equivalents and restricted cash. We maintain cash balances at financial institutions, which may at times be in excess of federally insured levels. We have not incurred losses related to these balances to date. The use of derivative instruments exposes us to counterparty credit risk, or the risk that a counterparty will be unable to meet its commitments. Our commodity derivative transactions 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. Collateral deposited for such contracts is recorded as an other current asset. Our interest rate derivative instruments are placed with investment grade financial institutions whom we believe are acceptable credit risks. We monitor counterparty creditworthiness on an ongoing basis; however, we cannot predict sudden changes in counterparties’ creditworthiness. In addition, even if such changes are not sudden, we may be limited in our ability to mitigate an increase in counterparty credit risk. Should one of these counterparties not perform, we may not realize the benefit of some of our derivative instruments. We have entered into six fixed price 20 -year SPAs with six unaffiliated third parties. We are dependent on the respective counterparties’ creditworthiness and their willingness to perform under their respective SPAs. |
Debt, Policy | Debt Our debt consists of current and long-term secured debt securities and credit facilities with banks and other lenders. Debt issuances are placed directly by us or through securities dealers or underwriters and are held by institutional and retail investors. Debt is recorded on our Balance Sheet at par value adjusted for unamortized discount or premium. Discounts, premiums and costs directly related to the issuance of debt are amortized over the life of the debt and are recorded in interest expense, net using the effective interest method. Gains and losses on the extinguishment of debt are recorded in gains and losses on the extinguishment of debt on our Statements of Operations. Debt issuance costs consist primarily of arrangement fees, professional fees, legal fees and printing costs. These costs are recorded as debt issuance costs on our Balance Sheets and are being amortized to interest expense or property, plant and equipment over the term of the related debt facility. Upon early retirement of debt or amendment to a debt agreement, certain fees are written off to loss on early extinguishment of debt. |
Asset Retirement Obligations, Policy | Asset Retirement Obligations We recognize AROs for legal obligations associated with the retirement of long-lived assets that result from the acquisition, construction, development and/or normal use of the asset and for conditional AROs in which the timing or method of settlement are conditional on a future event that may or may not be within our control. The fair value of a liability for an ARO is recognized in the period in which it is incurred, if a reasonable estimate of fair value can be made. The fair value of the liability is added to the carrying amount of the associated asset. This additional carrying amount is depreciated over the estimated useful life of the asset. Our recognition of AROs is described below. Currently, the liquefaction facilities under construction at the Sabine Pass LNG terminal adjacent to the existing regasification facilities are our only long-lived asset. Based on the real property lease agreements and sublease agreements at the Sabine Pass LNG terminal, at the expiration of the term of the leases we are required to surrender the liquefaction facilities at the Sabine Pass LNG terminal in good working order and repair, with normal wear and tear and casualty expected. Our property lease and sublease agreements have terms of up to 90 years including renewal options. We have determined that the cost to surrender the liquefaction facilities at the Sabine Pass LNG terminal in good order and repair, with normal wear and tear and casualty expected, is zero . Therefore, we have not recorded an ARO associated with the liquefaction facilities at the Sabine Pass LNG terminal. |
Income Taxes, Policy | Income Taxes We are a disregarded entity for federal and state income tax purposes. Our taxable income or loss, which may vary substantially from the net income or loss reported on our Statements of Operations, is able to be included in the federal income tax return of Cheniere Partners, a publicly traded partnership which indirectly owns us. Accordingly, no provision or liability for federal or state income taxes is included in the accompanying Financial Statements. At December 31, 2015 , the tax basis of our assets and liabilities was $311.2 million more than the reported amounts of our assets and liabilities. Pursuant to the indentures governing our debt, we are permitted to make distributions (“Tax Distributions”) for any fiscal year or portion thereof in which we are a limited partnership, disregarded entity or other substantially similar pass-through entity for federal and state income tax purposes. The Tax Distributions are equal to the tax that we would owe if we were a corporation subject to federal and state income tax that filed separate federal and state income tax returns, excluding the amounts covered by the state tax sharing agreement discussed in Note 10—Related Party Transactions . The Tax Distributions are limited to the amount of federal and/or state income taxes paid by Cheniere to the appropriate taxing authorities and are payable by us within 30 days of the date that Cheniere is required to make federal or state income tax payments to the appropriate taxing authorities. |
Inventory (Tables)
Inventory (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | As of December 31, 2015 and 2014 , inventory consisted of the following (in thousands): December 31, 2015 2014 Natural gas $ 5,724 $ — LNG — 2,295 Materials and other 18 — Total inventory $ 5,742 $ 2,295 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, plant and equipment consists of LNG terminal costs and fixed assets, as follows (in thousands): December 31, 2015 2014 LNG terminal costs LNG terminal $ 42,220 $ 12,821 LNG terminal construction-in-process 9,795,309 6,946,242 Accumulated depreciation (789 ) (260 ) Total LNG terminal costs, net 9,836,740 6,958,803 Fixed assets Furniture and fixtures 1,154 1,154 Computer software 3,782 1,903 Vehicles 1,405 854 Machinery and equipment 339 339 Other 390 389 Accumulated depreciation (2,403 ) (1,047 ) Total fixed assets, net 4,667 3,592 Property, plant and equipment, net $ 9,841,407 $ 6,962,395 |
Property Plant and Equipment Estimated Useful Lives Table | The identifiable components of the Sabine Pass LNG terminal with similar estimated useful lives have a depreciable range between 15 and 50 years, as follows: Components Useful life (yrs) LNG storage tanks 50 Marine berth, electrical, facility and roads 35 Water pipelines 30 Other 15-30 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |
Fair Value of Derivative Assets and Liabilities | The following table (in thousands) shows the fair value of the derivative instruments that are required to be measured at fair value on a recurring basis as of December 31, 2015 and 2014 , which are classified as other current assets , non-current derivative assets , derivative liabilities or non-current derivative liabilities in our Balance Sheets. Fair Value Measurements as of December 31, 2015 December 31, 2014 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Natural Gas Derivatives asset $ — $ 29 $ — $ 29 $ — $ 1,071 $ — $ 1,071 Liquefaction Supply Derivatives asset (liability) — (25 ) 32,492 32,467 — — 342 342 Interest Rate Derivatives liability — (8,740 ) — (8,740 ) — (12,036 ) — (12,036 ) |
Fair Value Inputs, Assets, Quantitative Information | The following table includes quantitative information for the unobservable inputs for the Level 3 Liquefaction Supply Derivatives as of December 31, 2015 : Net Fair Value Asset (in thousands) Valuation Technique Significant Unobservable Input Significant Unobservable Inputs Range Liquefaction Supply Derivatives $32,492 Income Approach Basis Spread $ (0.350) - $0.050 |
Derivative Net Presentation on Balance Sheets | The following table shows the fair value (in thousands) of our derivatives outstanding on a gross and net basis: Gross Amounts Recognized Gross Amounts Offset in the Balance Sheets Net Amounts Presented in the Balance Sheets Offsetting Derivative Assets (Liabilities) As of December 31, 2015 Natural Gas Derivatives $ 152 $ (123 ) $ 29 Liquefaction Supply Derivatives 33,636 (595 ) 33,041 Liquefaction Supply Derivatives (574 ) — (574 ) Interest Rate Derivatives (8,740 ) — (8,740 ) As of December 31, 2014 Natural Gas Derivatives 1,079 (8 ) 1,071 Liquefaction Supply Derivatives 662 — 662 Liquefaction Supply Derivatives (320 ) — (320 ) Interest Rate Derivatives 11,158 — 11,158 Interest Rate Derivatives (23,194 ) — (23,194 ) |
Commodity Contract [Member] | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |
Fair Value of Derivative Instruments by Balance Sheet Location | The following table shows the fair value (in thousands) and location of our Commodity Derivatives on our Balance Sheets: December 31, 2015 December 31, 2014 Natural Gas Derivatives (1) Liquefaction Supply Derivatives Total Natural Gas Derivatives (1) Liquefaction Supply Derivatives Total Balance Sheet Location Other current assets $ 29 $ 2,737 $ 2,766 $ 1,071 $ 76 $ 1,147 Non-current derivative assets — 30,304 30,304 — 586 586 Total derivative assets 29 33,041 33,070 1,071 662 1,733 Derivative liabilities — (490 ) (490 ) — (53 ) (53 ) Non-current derivative liabilities — (84 ) (84 ) — (267 ) (267 ) Total derivative liabilities — (574 ) (574 ) — (320 ) (320 ) Derivative asset, net $ 29 $ 32,467 $ 32,496 $ 1,071 $ 342 $ 1,413 (1) Does not include a collateral deposit of $0.4 million and a collateral call of $1.0 million for such contracts, which are included in other current assets in our Balance Sheets as of December 31, 2015 and 2014 , respectively. |
Derivative Instruments, Gain (Loss) | The following table (in thousands) shows the changes in the fair value and settlements of our Commodity Derivatives recorded in operating and maintenance expense (income) on our Statements of Operations during the years ended December 31, 2015, 2014 and 2013 : Year Ended December 31, 2015 2014 2013 Natural Gas Derivatives gain $ 1,842 $ 860 $ 476 Liquefaction Supply Derivatives gain (1) 32,503 342 — (1) Does not include the realized value associated with derivative instruments that settle through physical delivery. |
Interest Rate Derivatives [Member] | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |
Schedule of Notional Amounts of Outstanding Derivative Positions | At December 31, 2015 , we had the following Interest Rate Derivatives outstanding: Initial Notional Amount Maximum Notional Amount Effective Date Maturity Date Weighted Average Fixed Interest Rate Paid Variable Interest Rate Received Interest Rate Derivatives $20.0 million $628.8 million August 14, 2012 July 31, 2019 1.98% One-month LIBOR |
Fair Value of Derivative Instruments by Balance Sheet Location | The following table (in thousands) shows the fair value and location of our Interest Rate Derivatives on our Balance Sheets: Fair Value Measurements as of Balance Sheet Location December 31, 2015 December 31, 2014 Interest Rate Derivatives Derivative liabilities $ (5,940 ) $ (23,194 ) Interest Rate Derivatives Non-current derivative assets (Non-current derivative liabilities) (2,800 ) 11,158 |
Schedule of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss) | The following table (in thousands) details the effect of our Interest Rate Derivatives included in Other Comprehensive Income (“OCI”) and accumulated other comprehensive income (“AOCI”) during the year ended December 31, 2013. Our Interest Rate Derivatives had no effect on OCI during the years ended December 31, 2015 and 2014. Gain (Loss) in OCI Gain (Loss) Reclassified from AOCI into Interest Expense (Effective Portion) Losses Reclassified into Earnings as a Result of Discontinuance of Cash Flow Hedge Accounting Year Ended December 31, 2013 Interest Rate Derivatives - Designated $ 21,297 $ — $ 5,807 Interest Rate Derivatives - Settlements (30 ) — 166 |
Derivative Instruments, Gain (Loss) | The following table (in thousands) shows the changes in the fair value and settlements of our Interest Rate Derivatives recorded in derivative gain (loss), net on our Statements of Operations during the years ended December 31, 2015, 2014 and 2013 : Year Ended December 31, 2015 2014 2013 Interest Rate Derivatives gain (loss) $ (41,722 ) $ (119,401 ) $ 88,596 |
Other Non-Current Assets (Table
Other Non-Current Assets (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Other Assets, Noncurrent [Abstract] | |
Other Non-Current Assets | As of December 31, 2015 and 2014 , other non-current assets consisted of the following (in thousands): December 31, 2015 2014 Advances made under EPC and non-EPC contracts $ 32,049 $ 6,414 Advances made to municipalities for water system enhancements 89,953 36,441 Tax-related payments and receivables 5,535 4,467 Conveyed assets to non-affiliates — 14,751 Other 41,468 37,344 Total other non-current assets $ 169,005 $ 99,417 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Accrued Liabilities [Abstract] | |
Schedule of Accrued Liabilities | As of December 31, 2015 and 2014 , accrued liabilities consisted of the following (in thousands): December 31, 2015 2014 Interest expense and related debt fees $ 135,336 $ 97,785 Liquefaction Project costs 66,223 15,753 Total accrued liabilities $ 201,559 $ 113,538 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | As of December 31, 2015 and 2014 , our debt consisted of the following (in thousands): Interest December 31, December 31, Rate 2015 2014 Long-term debt 2021 Senior Notes 5.625% $ 2,000,000 $ 2,000,000 2022 Senior Notes 6.250% 1,000,000 1,000,000 2023 Senior Notes 5.625% 1,500,000 1,500,000 2024 Senior Notes 5.750% 2,000,000 2,000,000 2025 Senior Notes 5.625% 2,000,000 — 2015 Credit Facilities (1) (2) 845,000 — Total long-term debt 9,345,000 6,500,000 Long-term debt premium 2021 Senior Notes 8,718 10,177 2023 Senior Notes 6,392 7,089 Total long-term debt, net 9,360,110 6,517,266 Current debt Working Capital Facility (3) (4) 15,000 — Total debt, net $ 9,375,110 $ 6,517,266 (1) Matures on the earlier of December 31, 2020 or the second anniversary of the completion date of Trains 1 through 5 of the Liquefaction Project. (2) Variable interest rate, at our election, is LIBOR or the base rate plus the applicable margin. The applicable margins for LIBOR loans range from 1.30% to 1.75% , depending on the applicable 2015 Credit Facility , and the applicable margin for base rate loans is 1.75% . Interest on LIBOR loans is due and payable at the end of each LIBOR period, and interest on base rate loans is due and payable at the end of each quarter. (3) Matures on December 31, 2020, with various terms for underlying loans as further described below under Working Capital Facility . As of December 31, 2014 , no loans were outstanding under the $325.0 million senior letter of credit and reimbursement agreement that was entered into in April 2014 (the “LC Agreement”) it replaced. (4) Variable interest rates, based on LIBOR or the base rate, as further described below under Working Capital Facility . |
Schedule of Maturities of Long-term Debt | Below is a schedule of future principal payments that we are obligated to make on our outstanding debt at December 31, 2015 (in thousands): Years Ending December 31, Principal Payments 2016 $ 15,000 2017 — 2018 — 2019 — 2020 845,000 Thereafter 8,500,000 Total $ 9,360,000 |
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments | The following table shows the carrying amount and estimated fair value (in thousands) of our debt: December 31, 2015 December 31, 2014 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value 2021 Senior Notes, net of premium (1) $ 2,008,718 $ 1,832,955 $ 2,010,177 $ 1,985,050 2022 Senior Notes (1) 1,000,000 912,500 1,000,000 1,020,000 2023 Senior Notes, net of premium (1) 1,506,392 1,299,263 1,507,089 1,476,947 2024 Senior Notes (1) 2,000,000 1,715,000 2,000,000 1,970,000 2025 Senior Notes (1) 2,000,000 1,710,000 — — 2015 Credit Facilities (2) 845,000 845,000 — — Working Capital Facility (2) 15,000 15,000 — — (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 December 31, 2015 and 2014 , as applicable. (2) The Level 3 estimated fair value approximates the principal amount because the interest rates are variable and reflective of market rates and the debt may be repaid, in full or in part, at any time without penalty. |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Leases [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | Future annual minimum lease payments, excluding inflationary adjustments, are as follows (in thousands): Year ending December 31, Operating Leases 2016 $ 1,338 2017 1,338 2018 1,338 2019 1,315 2020 1,200 Thereafter (1) 18,588 Total $ 25,117 (1) Includes certain lease option renewals that are reasonably assured . |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Natural Gas Supply, Transportation And Storage Service Agreements [Member] | |
Long-term Purchase Commitment [Line Items] | |
Contractual Obligation, Fiscal Year Maturity Schedule | As of December 31, 2015 , our purchase obligations under natural gas supply, transportation and storage service agreements for contracts in which conditions precedent were met were as follows (in thousands): Years Ending December 31, Payments Due (1) 2016 $ 402,284 2017 365,923 2018 313,210 2019 264,130 2020 271,300 Thereafter 1,536,413 Total $ 3,153,260 (1) Pricing of natural gas supply contracts are variable based on market commodity basis prices adjusted for basis spread . Amounts included are based on prices and basis spreads as of December 31, 2015 . |
Supplemental Cash Flow Inform31
Supplemental Cash Flow Information (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Supplemental Cash Flow Information [Abstract] | |
Schedule of Cash Flow, Supplemental Disclosures | The following table provides supplemental disclosure of cash flow information (in thousands): Year Ended December 31, 2015 2014 2013 Balance in property, plant and equipment, net funded with accounts payable and accrued liabilities (including affiliate) $ 228,157 $ 117,442 $ 163,830 Non-cash distributions to affiliates for conveyance of assets 90,645 745 — Other non-cash distribution to affiliates 149 — — Non-cash conveyance of assets to non-affiliate 13,169 — — |
Recent Accounting Standards (Ta
Recent Accounting Standards (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recent Accounting Standards, Not Yet Adopted | The following table provides a brief description of recent accounting standards that had not yet been adopted by the Company as of December 31, 2015 : Standard Description Expected Date of Adoption Effect on our Financial Statements or Other Significant Matters ASU 2014-09, Revenue from Contracts with Customers (Topic 606) The standard amends existing revenue recognition guidance and requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This guidance may be early adopted beginning January 1, 2017, and may be adopted either retrospectively to each prior reporting period presented or as a cumulative-effect adjustment as of the date of adoption. January 1, 2018 We are currently evaluating the impact of the provisions of this guidance on our Financial Statements and related disclosures. ASU 2014-15, Presentation of Financial Statements-Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern The standard requires an entity’s management to evaluate, for each reporting period, whether there are conditions and events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the financial statements are issued. Additional disclosures are required if management concludes that conditions or events raise substantial doubt about the entity’s ability to continue as a going concern. Early adoption is permitted. December 31, 2016 The adoption of this guidance is not expected to have an impact on our Financial Statements or related disclosures. ASU 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs and ASU 2015-15, Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements This standard requires debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the debt liability rather than as an asset. Debt issuance costs incurred in connection with line of credit arrangements may be presented as an asset and subsequently amortized ratably over the term of the line of credit arrangement. This guidance may be early adopted, and must be adopted retrospectively to each prior reporting period presented. January 1, 2016 Upon adoption of this standard, the balance of debt, net will be reduced by the balance of debt issuance costs, net, except for the balance related to line of credit arrangements, on our Balance Sheets. Additionally, disclosures will be required for a change in accounting principle. ASU 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory This standard requires inventory to be measured at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. This guidance may be early adopted and must be adopted prospectively. January 1, 2017 We are currently evaluating the impact of the provisions of this guidance on our Financial Statements and related disclosures. |
Summarized Quarterly Financia33
Summarized Quarterly Financial Data (unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Information | Summarized Quarterly Financial Data—(in thousands) First Quarter Second Quarter Third Quarter Fourth Quarter Year ended December 31, 2015: Revenues $ — $ — $ — $ — Loss from operations (37,089 ) (29,532 ) (9,891 ) (15,120 ) Net loss (169,549 ) (48,101 ) (12,835 ) (35,132 ) Year ended December 31, 2014: Revenues $ — $ — $ — $ — Loss from operations (25,423 ) (38,782 ) (32,236 ) (22,738 ) Net loss (59,840 ) (213,477 ) (43,559 ) (59,977 ) |
Organization and Nature of Op34
Organization and Nature of Operations (Details) | 12 Months Ended |
Dec. 31, 2015itembcf / dBcfem³ | |
Organization and Nature of Operations [Line Items] | |
Limited Liability Company Number Of Members | 1 |
Sabine Pass LNG Terminal [Member] | |
Organization and Nature of Operations [Line Items] | |
Number Of LNG Storage Tanks | 5 |
Storage Capacity | Bcfe | 16.9 |
Number Of Docks | 2 |
Volume Of Vessel | m³ | 266,000 |
Regasification Capacity | bcf / d | 4 |
Cheniere Partners [Member] | Cheniere Holdings [Member] | |
Organization and Nature of Operations [Line Items] | |
Limited Partners ownership percentage | 55.90% |
Cheniere Holdings [Member] | Cheniere [Member] | |
Organization and Nature of Operations [Line Items] | |
Noncontrolling Interest, Ownership Percentage by Parent | 80.10% |
Summary of Significant Accoun35
Summary of Significant Accounting Policies (Details) | 12 Months Ended | ||
Dec. 31, 2015USD ($)item | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Basis of Presentation and Summary of Significant Accounting Policies [Line Items] | |||
Impairment related to property, plant and equipment | $ 0 | $ 0 | $ 0 |
Number of fixed price contracts | item | 6 | ||
Sale and Purchase Agreement Term of Agreement | 20 years | ||
Sale and Purchase Agreement Number of Unaffiliated Counterparties | item | 6 | ||
Provision for income taxes | $ 0 | ||
Taxes, Difference in Bases, Amount | 311,200,000 | ||
Designated as Hedging Instrument [Member] | |||
Basis of Presentation and Summary of Significant Accounting Policies [Line Items] | |||
Derivative instruments designated as cash flow hedges | 0 | $ 0 | |
Sabine Pass LNG Terminal [Member] | |||
Basis of Presentation and Summary of Significant Accounting Policies [Line Items] | |||
Asset Retirement Obligation | $ 0 | ||
Maximum [Member] | Sabine Pass LNG Terminal [Member] | |||
Basis of Presentation and Summary of Significant Accounting Policies [Line Items] | |||
Property Lease Term | 90 years |
Restricted Cash (Details)
Restricted Cash (Details) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2014 | Dec. 31, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2013 | |
Restricted Cash Items [Line Items] | |||||
Current restricted cash | $ 155,810,000 | $ 189,260,000 | |||
Non-current restricted cash | $ 457,053,000 | $ 0 | |||
2013 Credit Facilities [Member] | |||||
Restricted Cash Items [Line Items] | |||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 5,900,000,000 | ||||
2015 Credit Facilities [Member] | |||||
Restricted Cash Items [Line Items] | |||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 4,600,000,000 | ||||
2021 Senior Notes [Member] | |||||
Restricted Cash Items [Line Items] | |||||
Debt Instrument, Face Amount | $ 2,000,000,000 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 5.625% | 5.625% | |||
2022 Senior Notes [Member] | |||||
Restricted Cash Items [Line Items] | |||||
Debt Instrument, Face Amount | $ 1,000,000,000 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 6.25% | 6.25% | |||
2023 Senior Notes [Member] | |||||
Restricted Cash Items [Line Items] | |||||
Debt Instrument, Face Amount | $ 1,000,000,000 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 5.625% | 5.625% | 5.625% | ||
Debt Instrument, Increase, Net | $ 500,000,000 | ||||
2024 Senior Notes [Member] | |||||
Restricted Cash Items [Line Items] | |||||
Debt Instrument, Face Amount | $ 2,000,000,000 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 5.75% | 5.75% | |||
2025 Senior Notes [Member] | |||||
Restricted Cash Items [Line Items] | |||||
Debt Instrument, Face Amount | $ 2,000,000,000 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 5.625% | 5.625% | |||
Payment of Liabilities [Member] | |||||
Restricted Cash Items [Line Items] | |||||
Current restricted cash | $ 155,810,000 | $ 189,260,000 | |||
Construction Activities [Member] | |||||
Restricted Cash Items [Line Items] | |||||
Non-current restricted cash | $ 457,053,000 | $ 0 |
Inventory (Details)
Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Inventory [Line Items] | ||
Total inventory | $ 5,742 | $ 2,295 |
Natural gas [Member] | ||
Inventory [Line Items] | ||
Total inventory | 5,724 | 0 |
LNG [Member] | ||
Inventory [Line Items] | ||
Total inventory | 0 | 2,295 |
Materials and other [Member] | ||
Inventory [Line Items] | ||
Total inventory | $ 18 | $ 0 |
Property, Plant and Equipment -
Property, Plant and Equipment - Schedule of Property, Plant and Equipment (Details - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, net | $ 9,841,407 | $ 6,962,395 |
LNG terminal costs [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Accumulated depreciation | (789) | (260) |
Property, plant and equipment, net | 9,836,740 | 6,958,803 |
LNG terminal [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 42,220 | 12,821 |
LNG terminal construction-in-process [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 9,795,309 | 6,946,242 |
Fixed assets [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Accumulated depreciation | (2,403) | (1,047) |
Property, plant and equipment, net | 4,667 | 3,592 |
Furniture and fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 1,154 | 1,154 |
Computer software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 3,782 | 1,903 |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 1,405 | 854 |
Machinery and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 339 | 339 |
Other [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 390 | $ 389 |
Property, Plant and Equipment39
Property, Plant and Equipment (Details) | 12 Months Ended |
Dec. 31, 2015 | |
LNG terminal costs [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 15 years |
LNG terminal costs [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 50 years |
LNG storage tanks [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 50 years |
Marine berth, electrical, facility and roads [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 35 years |
Water pipelines [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 30 years |
Other [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 15 years |
Other [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 30 years |
Derivative Instruments - Narrat
Derivative Instruments - Narrative (Details) MMBTU in Millions | 1 Months Ended | 12 Months Ended | |||
Mar. 31, 2015USD ($) | May. 31, 2014USD ($) | Dec. 31, 2015USD ($)MMBTU | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Asset Transfers into Level 3 | $ 0 | $ 0 | $ 0 | ||
Asset Transfers out of Level 3 | $ 0 | $ 0 | $ 0 | ||
Energy Units Secured Through Long-Term Purchase Agreements | MMBTU | 2,154.2 | ||||
2013 Credit Facilities [Member] | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Line of Credit Facility, Decrease | $ 1,800,000,000 | $ 2,100,000,000 | |||
Liquefaction Supply Derivatives [Member] | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Derivative, Notional Amount | MMBTU | 1,240.5 | ||||
Liquefaction Supply Derivatives [Member] | Minimum [Member] | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Derivative, Term of Contract | 1 year | ||||
Liquefaction Supply Derivatives [Member] | Maximum [Member] | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Derivative, Term of Contract | 7 years | ||||
Interest Rate Derivatives [Member] | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Derivative Loss, Net | $ 34,700,000 | $ 9,300,000 |
Derivative Instruments - Fair V
Derivative Instruments - Fair Value of Derivative Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Natural Gas Derivatives [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | $ 29 | $ 1,071 |
Natural Gas Derivatives [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | 0 | 0 |
Natural Gas Derivatives [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | 29 | 1,071 |
Natural Gas Derivatives [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | 0 | 0 |
Liquefaction Supply Derivatives [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | 32,467 | 342 |
Liquefaction Supply Derivatives [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | 0 | 0 |
Liquefaction Supply Derivatives [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | (25) | 0 |
Liquefaction Supply Derivatives [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | 32,492 | 342 |
Interest Rate Derivatives [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | (8,740) | (12,036) |
Interest Rate Derivatives [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | 0 | 0 |
Interest Rate Derivatives [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | (8,740) | (12,036) |
Interest Rate Derivatives [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | $ 0 | $ 0 |
Derivative Instruments - Fair42
Derivative Instruments - Fair Value Inputs - Quantitative Information (Details) - Liquefaction Supply Derivatives [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Fair Value Inputs, Assets, Quantitative Information [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | $ 32,467,000 | $ 342,000 |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | $ 32,492,000 | $ 342,000 |
Valuation Technique | Income Approach | |
Significant Unobservable Input | Basis Spread | |
Minimum [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | ||
Significant Unobservable Input Range | $ (0.350) | |
Maximum [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | ||
Significant Unobservable Input Range | $ 0.050 |
Derivative Instruments - Fair43
Derivative Instruments - Fair Value of Derivative Instruments by Balance Sheet Location (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | |
Derivatives, Fair Value [Line Items] | |||
Non-current derivative assets | $ 30,304 | $ 11,744 | |
Derivative liabilities | (6,430) | (23,247) | |
Non-current derivative liabilities | (2,884) | (268) | |
Commodity Contract [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Total derivative assets | 33,070 | 1,733 | |
Total derivative liabilities | (574) | (320) | |
Derivative asset, net | 32,496 | 1,413 | |
Commodity Contract [Member] | Other current assets [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Other current assets | 2,766 | 1,147 | |
Commodity Contract [Member] | Non-current derivative assets [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Non-current derivative assets | 30,304 | 586 | |
Commodity Contract [Member] | Derivative liabilities [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Derivative liabilities | (490) | (53) | |
Commodity Contract [Member] | Non-current derivative liabilities [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Non-current derivative liabilities | (84) | (267) | |
Natural Gas Derivatives [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Total derivative assets | [1] | 29 | 1,071 |
Total derivative liabilities | [1] | 0 | 0 |
Derivative asset, net | [1] | 29 | 1,071 |
Natural Gas Derivatives [Member] | Other current assets [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Other current assets | [1] | 29 | 1,071 |
Derivative, Collateral Call (Deposit), Right to Reclaim Cash | (400) | 1,000 | |
Natural Gas Derivatives [Member] | Non-current derivative assets [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Non-current derivative assets | [1] | 0 | 0 |
Natural Gas Derivatives [Member] | Derivative liabilities [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Derivative liabilities | [1] | 0 | 0 |
Natural Gas Derivatives [Member] | Non-current derivative liabilities [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Non-current derivative liabilities | [1] | 0 | 0 |
Liquefaction Supply Derivatives [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Total derivative assets | 33,041 | 662 | |
Total derivative liabilities | (574) | (320) | |
Derivative asset, net | 32,467 | 342 | |
Liquefaction Supply Derivatives [Member] | Other current assets [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Other current assets | 2,737 | 76 | |
Liquefaction Supply Derivatives [Member] | Non-current derivative assets [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Non-current derivative assets | 30,304 | 586 | |
Liquefaction Supply Derivatives [Member] | Derivative liabilities [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Derivative liabilities | (490) | (53) | |
Liquefaction Supply Derivatives [Member] | Non-current derivative liabilities [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Non-current derivative liabilities | (84) | (267) | |
Interest Rate Derivatives [Member] | Non-current derivative assets [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Non-current derivative assets | 11,158 | ||
Interest Rate Derivatives [Member] | Derivative liabilities [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Derivative liabilities | (5,940) | $ (23,194) | |
Interest Rate Derivatives [Member] | Non-current derivative liabilities [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Non-current derivative liabilities | $ (2,800) | ||
[1] | Does not include a collateral deposit of $0.4 million and a collateral call of $1.0 million for such contracts, which are included in other current assets in our Balance Sheets as of December 31, 2015 and 2014, respectively. |
Derivative Instruments - Deriva
Derivative Instruments - Derivative Gain (Loss) (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Mar. 31, 2015 | May. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Natural Gas Derivatives [Member] | Operating and maintenance expense [Member] | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Derivative, Gain (Loss) on Derivative, Net | $ 1,842 | $ 860 | $ 476 | |||
Liquefaction Supply Derivatives [Member] | Operating and maintenance expense [Member] | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Derivative, Gain (Loss) on Derivative, Net | [1] | 32,503 | 342 | 0 | ||
Interest Rate Derivatives [Member] | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Derivative, Gain (Loss) on Derivative, Net | $ (34,700) | $ (9,300) | ||||
Interest Rate Derivatives [Member] | Derivative gain (loss), net [Member] | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Derivative, Gain (Loss) on Derivative, Net | $ (41,722) | $ (119,401) | $ 88,596 | |||
[1] | Does not include the realized value associated with derivative instruments that settle through physical delivery. |
Derivative Instruments - Schedu
Derivative Instruments - Schedule of Notional Amounts of Outstanding Derivative Positions (Details) - Interest Rate Derivatives [Member] $ in Millions | 12 Months Ended |
Dec. 31, 2015USD ($) | |
Derivative [Line Items] | |
Notional Amount of Interest Rate Derivatives | $ 20 |
Effective Date | Aug. 14, 2012 |
Maturity Date | Jul. 31, 2019 |
Weighted Average Fixed Interest Rate Paid | 1.98% |
Variable Interest Rate Received | One-month LIBOR |
Maximum [Member] | |
Derivative [Line Items] | |
Notional Amount of Interest Rate Derivatives | $ 628.8 |
Derivative Instruments - Sche46
Derivative Instruments - Schedule of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Details) - Interest Rate Derivatives [Member] $ in Thousands | 12 Months Ended |
Dec. 31, 2013USD ($) | |
Derivative Instruments, Gain (Loss) [Line Items] | |
Interest Rate Derivatives, Gain (Loss) in OCI | $ (30) |
Interest Rate Derivatives, Gain (Loss) Reclassified from AOCI into Interest Expense (Effective Portion) | 0 |
Interest Rate Derivatives, Losses Reclassified into Earnings as a Result of Discontinuance of Cash Flow Hedge Accounting | 166 |
Designated as Hedging Instrument [Member] | |
Derivative Instruments, Gain (Loss) [Line Items] | |
Interest Rate Derivatives, Gain (Loss) in OCI | 21,297 |
Interest Rate Derivatives, Gain (Loss) Reclassified from AOCI into Interest Expense (Effective Portion) | 0 |
Interest Rate Derivatives, Losses Reclassified into Earnings as a Result of Discontinuance of Cash Flow Hedge Accounting | $ 5,807 |
Derivative Instruments - Deri47
Derivative Instruments - Derivative Net Presentation on Balance Sheets (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Natural Gas Derivatives Asset [Member] | ||
Derivative [Line Items] | ||
Derivative Asset, Gross Amounts Recognized | $ 152 | $ 1,079 |
Derivative Asset, Gross Amounts Offset in the Balance Sheets | (123) | (8) |
Net Amounts Presented in our Balance Sheets | 29 | 1,071 |
Liquefaction Supply Derivatives Asset [Member] | ||
Derivative [Line Items] | ||
Derivative Asset, Gross Amounts Recognized | 33,636 | 662 |
Derivative Asset, Gross Amounts Offset in the Balance Sheets | (595) | 0 |
Net Amounts Presented in our Balance Sheets | 33,041 | 662 |
Liquefaction Supply Derivatives Liability [Member] | ||
Derivative [Line Items] | ||
Derivative Liability, Gross Amounts Recognized | (574) | (320) |
Derivative Liability, Gross Amounts Offset in the Balance Sheets | 0 | 0 |
Net Amounts Presented in our Balance Sheets | (574) | (320) |
Interest Rate Derivatives Asset [Member] | ||
Derivative [Line Items] | ||
Derivative Asset, Gross Amounts Recognized | 11,158 | |
Derivative Asset, Gross Amounts Offset in the Balance Sheets | 0 | |
Net Amounts Presented in our Balance Sheets | 11,158 | |
Interest Rate Derivatives Liability [Member] | ||
Derivative [Line Items] | ||
Derivative Liability, Gross Amounts Recognized | (8,740) | (23,194) |
Derivative Liability, Gross Amounts Offset in the Balance Sheets | 0 | 0 |
Net Amounts Presented in our Balance Sheets | $ (8,740) | $ (23,194) |
Other Non-Current Assets (Detai
Other Non-Current Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Other Assets, Noncurrent [Abstract] | ||
Advances made under EPC and non-EPC contracts | $ 32,049 | $ 6,414 |
Advances made to municipalities for water system enhancements | 89,953 | 36,441 |
Tax-related payments and receivables | 5,535 | 4,467 |
Conveyed assets to non-affiliates | 0 | 14,751 |
Other | 41,468 | 37,344 |
Total other non-current assets | $ 169,005 | $ 99,417 |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Accrued Liabilities [Abstract] | ||
Interest expense and related debt fees | $ 135,336 | $ 97,785 |
Liquefaction Project costs | 66,223 | 15,753 |
Total accrued liabilities | $ 201,559 | $ 113,538 |
Debt - Schedule of Long-term De
Debt - Schedule of Long-term Debt Instruments (Details) - USD ($) | 12 Months Ended | ||||||
Dec. 31, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |||
Debt Instrument [Line Items] | |||||||
Long-term Debt, Gross | $ 9,345,000,000 | $ 6,500,000,000 | |||||
Total long-term debt, net | 9,360,110,000 | 6,517,266,000 | |||||
Debt, Current | 15,000,000 | 0 | |||||
Debt, Long-term and Short-term, Combined Amount | $ 9,375,110,000 | 6,517,266,000 | |||||
2021 Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.625% | 5.625% | |||||
Long-term Debt, Gross | $ 2,000,000,000 | 2,000,000,000 | |||||
Debt Instrument, Unamortized Premium | $ 8,718,000 | 10,177,000 | |||||
2022 Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.25% | 6.25% | |||||
Long-term Debt, Gross | $ 1,000,000,000 | $ 1,000,000,000 | |||||
2023 Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.625% | 5.625% | 5.625% | ||||
Long-term Debt, Gross | $ 1,500,000,000 | $ 1,500,000,000 | |||||
Debt Instrument, Unamortized Premium | $ 6,392,000 | $ 7,089,000 | |||||
2024 Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.75% | 5.75% | |||||
Long-term Debt, Gross | $ 2,000,000,000 | $ 2,000,000,000 | |||||
2025 Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.625% | 5.625% | |||||
Long-term Debt, Gross | $ 2,000,000,000 | 0 | |||||
2015 Credit Facilities [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Long-term Debt, Gross | $ 845,000,000 | 0 | [1],[2] | ||||
Debt Instrument, Description of Variable Rate Basis | LIBOR | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 4,600,000,000 | ||||||
2015 Credit Facilities [Member] | LIBOR [Member] | Minimum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Basis Spread on Variable Rate | 1.30% | ||||||
2015 Credit Facilities [Member] | LIBOR [Member] | Maximum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | ||||||
2015 Credit Facilities [Member] | Base Rate [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | ||||||
LC Agreement [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Letter of Credit, Drawn Amount | 0 | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 325,000,000 | 325,000,000 | |||||
Working Capital Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Current | [3],[4] | 15,000,000 | $ 0 | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 1,200,000,000 | ||||||
[1] | Matures on the earlier of December 31, 2020 or the second anniversary of the completion date of Trains 1 through 5 of the Liquefaction Project. | ||||||
[2] | Variable interest rate, at our election, is LIBOR or the base rate plus the applicable margin. The applicable margins for LIBOR loans range from 1.30% to 1.75%, depending on the applicable 2015 Credit Facility, and the applicable margin for base rate loans is 1.75%. Interest on LIBOR loans is due and payable at the end of each LIBOR period, and interest on base rate loans is due and payable at the end of each quarter. | ||||||
[3] | Matures on December 31, 2020, with various terms for underlying loans as further described below under Working Capital Facility. | ||||||
[4] | Variable interest rates, based on LIBOR or the base rate, as further described below under Working Capital Facility. |
Debt - Schedule of Maturities (
Debt - Schedule of Maturities (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Debt Disclosure [Abstract] | |||
Interest Costs Incurred | $ 531,500 | $ 397,900 | $ 241,300 |
Interest Costs Capitalized | 495,100 | $ 374,000 | $ 227,900 |
Long-term Debt, Fiscal Year Maturity [Abstract] | |||
2,016 | 15,000 | ||
2,017 | 0 | ||
2,018 | 0 | ||
2,019 | 0 | ||
2,020 | 845,000 | ||
Thereafter | 8,500,000 | ||
Total | $ 9,360,000 |
Debt - Senior Notes and Credit
Debt - Senior Notes and Credit Facilities (Details) | 1 Months Ended | 12 Months Ended | |||||
Mar. 31, 2015USD ($) | May. 31, 2014USD ($) | Dec. 31, 2015USD ($)Rate | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Jun. 30, 2015USD ($) | ||
Debt Instrument [Line Items] | |||||||
Outstanding Borrowings | $ 9,345,000,000 | $ 6,500,000,000 | |||||
Loss on extinguishment of debt | $ 96,273,000 | 114,335,000 | $ 131,576,000 | ||||
Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Fixed Charge, Coverage Ratio, Period | 12 months | ||||||
Debt Instrument, Fixed Charge, Coverage Ratio | Rate | 1.25 | ||||||
Debt Instrument, Redemption Price, Percentage | 100.00% | ||||||
2015 Credit Facilities [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Fixed Charge, Coverage Ratio | Rate | 1.25 | ||||||
Maximum Borrowing Capacity | $ 4,600,000,000 | ||||||
Line of Credit Facility, Remaining Borrowing Capacity | $ 3,800,000,000 | ||||||
Outstanding Borrowings | 845,000,000 | 0 | [1],[2] | ||||
Debt Instrument, Fee Amount | $ 88,300,000 | ||||||
Line Of Credit Facility, Insurance Premium, Percentage Of Drawn Amount | 0.45% | ||||||
Line Of Credit Facility, Commitment Fee, Percentage Of Margin On Undrawn Commitment | 40.00% | ||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.70% | ||||||
Line of Credit Facility, Amortization Period | 18 years | ||||||
2015 Credit Facilities [Member] | Minimum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Percentage of Debt Hedged by Interest Rate Derivatives | 65.00% | ||||||
2013 Credit Facilities [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Maximum Borrowing Capacity | 5,900,000,000 | ||||||
Outstanding Borrowings | $ 0 | ||||||
Line of Credit Facility, Decrease | $ 1,800,000,000 | $ 2,100,000,000 | |||||
Loss on extinguishment of debt | $ 96,300,000 | ||||||
2012 Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Loss on extinguishment of debt | $ 88,300,000 | ||||||
Working Capital Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Maximum Borrowing Capacity | 1,200,000,000 | ||||||
Line of Credit Facility, Remaining Borrowing Capacity | 1,100,000,000 | ||||||
Debt Instrument, Fee Amount | $ 27,500,000 | ||||||
[1] | Matures on the earlier of December 31, 2020 or the second anniversary of the completion date of Trains 1 through 5 of the Liquefaction Project. | ||||||
[2] | Variable interest rate, at our election, is LIBOR or the base rate plus the applicable margin. The applicable margins for LIBOR loans range from 1.30% to 1.75%, depending on the applicable 2015 Credit Facility, and the applicable margin for base rate loans is 1.75%. Interest on LIBOR loans is due and payable at the end of each LIBOR period, and interest on base rate loans is due and payable at the end of each quarter. |
Debt - Working Capital Facility
Debt - Working Capital Facility (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Debt Instrument [Line Items] | ||
Outstanding Borrowings | $ 9,345,000,000 | $ 6,500,000,000 |
LC Agreement [Member] | ||
Debt Instrument [Line Items] | ||
Maximum Borrowing Capacity | 325,000,000 | 325,000,000 |
Letter of Credit, Outstanding Amount | 9,500,000 | |
Letter of Credit, Drawn Amount | $ 0 | |
Working Capital Facility [Member] | ||
Debt Instrument [Line Items] | ||
Maximum Borrowing Capacity | 1,200,000,000 | |
Line of Credit Facility, Remaining Borrowing Capacity | 1,100,000,000 | |
Debt Instrument, Fee Amount | $ 27,500,000 | |
Line of Credit Facility, Number of Business Days Notice Required for Repayment of Debt Without Penalty | 3 days | |
Line of Credit Facility, Annual Temporary Requirement Balance, Outstanding Principal | $ 0 | |
Line of Credit Facility, Annual Temporary Requirement Period, Number of Consecutive Business Days | 5 days | |
Working Capital Facility [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Line of Credit Facility, Permitted Increase | $ 760,000,000 | |
Working Capital Facility [Member] | Completion of Train Six Financing [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Line of Credit Facility, Permitted Increase | 390,000,000 | |
Letters of Credit [Member] | ||
Debt Instrument [Line Items] | ||
Letter of Credit, Outstanding Amount | 135,200,000 | |
Letter of Credit, Drawn Amount | $ 0 | |
Letters of Credit [Member] | Undrawn Portion [Member] | ||
Debt Instrument [Line Items] | ||
Line of Credit Facility, Commitment Fee Percentage | 1.75% | |
Letters of Credit [Member] | Drawn Portion [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 2.00% | |
Working Capital Facility Loan [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Description of Variable Rate Basis | LIBOR | |
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage, per annum | 0.70% | |
Working Capital Facility Loan [Member] | LIBOR [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | |
Working Capital Facility Loan [Member] | Base Rate [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 0.75% | |
Working Capital Facility Loan [Member] | Base Rate Determination Federal Funds Rate [Member] | Base Rate [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | |
Working Capital Facility Loan [Member] | Base Rate Determination LIBOR [Member] | Base Rate [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | |
Working Capital Loan [Member] | ||
Debt Instrument [Line Items] | ||
Outstanding Borrowings | $ 15,000,000 | |
Swing Line Loan [Member] | ||
Debt Instrument [Line Items] | ||
Outstanding Borrowings | $ 0 | |
Debt Instrument, Term | 15 days | |
Line of Credit Facility, Minimum Period For Termination Date, Number of Business Days | 3 days | |
LC Loan [Member] | ||
Debt Instrument [Line Items] | ||
Outstanding Borrowings | $ 0 | |
LC Loan [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Term | 1 year |
Debt - Schedule of Carrying Val
Debt - Schedule of Carrying Values and Estimated Fair Values of Debt Instruments (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Debt, Carrying Value | $ 9,375,110 | $ 6,517,266 | |||
2021 Senior Notes, net of premium [Member] | Carrying Amount [Member] | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Debt, Carrying Value | 2,008,718 | 2,010,177 | |||
2021 Senior Notes, net of premium [Member] | Estimated Fair Value [Member] | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Notes Payable, Fair Value Disclosure | [1] | 1,832,955 | 1,985,050 | ||
2022 Senior Notes [Member] | Carrying Amount [Member] | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Debt, Carrying Value | 1,000,000 | 1,000,000 | |||
2022 Senior Notes [Member] | Estimated Fair Value [Member] | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Notes Payable, Fair Value Disclosure | [1] | 912,500 | 1,020,000 | ||
2023 Senior Notes, net of premium [Member] | Carrying Amount [Member] | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Debt, Carrying Value | 1,506,392 | 1,507,089 | |||
2023 Senior Notes, net of premium [Member] | Estimated Fair Value [Member] | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Notes Payable, Fair Value Disclosure | [1] | 1,299,263 | 1,476,947 | ||
2024 Senior Notes [Member] | Carrying Amount [Member] | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Debt, Carrying Value | 2,000,000 | 2,000,000 | |||
2024 Senior Notes [Member] | Estimated Fair Value [Member] | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Notes Payable, Fair Value Disclosure | [1] | 1,715,000 | 1,970,000 | ||
2025 Senior Notes [Member] | Carrying Amount [Member] | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Debt, Carrying Value | 2,000,000 | 0 | |||
2025 Senior Notes [Member] | Estimated Fair Value [Member] | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Notes Payable, Fair Value Disclosure | [1] | 1,710,000 | 0 | ||
2015 Credit Facilities [Member] | Carrying Amount [Member] | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Debt, Carrying Value | 845,000 | 0 | |||
2015 Credit Facilities [Member] | Estimated Fair Value [Member] | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Lines of Credit, Fair Value Disclosure | 845,000 | [2] | 0 | [3] | |
Working Capital Facility [Member] | Carrying Amount [Member] | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Debt, Carrying Value | 15,000 | 0 | |||
Working Capital Facility [Member] | Estimated Fair Value [Member] | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Lines of Credit, Fair Value Disclosure | $ 15,000 | [2] | $ 0 | [3] | |
[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 December 31, 2015 and 2014, as applicable. | ||||
[2] | Variable interest rate, at our election, is LIBOR or the base rate plus the applicable margin. The applicable margins for LIBOR loans range from 1.30% to 1.75%, depending on the applicable 2015 Credit Facility, and the applicable margin for base rate loans is 1.75%. Interest on LIBOR loans is due and payable at the end of each LIBOR period, and interest on base rate loans is due and payable at the end of each quarter. | ||||
[3] | The Level 3 estimated fair value approximates the principal amount because the interest rates are variable and reflective of market rates and the debt may be repaid, in full or in part, at any time without penalty. |
Related Party Transactions (Det
Related Party Transactions (Details) | 12 Months Ended | ||
Dec. 31, 2015USD ($)bcfmi$ / MMBTU | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Related Party Transaction [Line Items] | |||
General and administrative expense—affiliate | $ 87,681,000 | $ 71,065,000 | $ 93,064,000 |
Operating and maintenance expense—affiliate | $ 1,331,000 | 95,000 | 0 |
Terminal Use Agreements [Member] | SPLNG [Member] | |||
Related Party Transaction [Line Items] | |||
Regasification Capacity | bcf | 2 | ||
Related Party Transaction, Committed Annual Fee | $ 250,000,000 | ||
Related Party Agreement Term | 20 years | ||
Portion of Storage Capacity Reserved | 41.00% | ||
Terminal Use Agreement Maintenance Expense Including Affiliate | $ 18,800,000 | 26,700,000 | 26,600,000 |
Terminal Use Agreements [Member] | SPLNG [Member] | Maximum [Member] | |||
Related Party Transaction [Line Items] | |||
Related Party Transaction, Percentage Of Committed Monthly Payment | 100.00% | ||
Terminal Use Agreements [Member] | SPLNG [Member] | Minimum [Member] | |||
Related Party Transaction [Line Items] | |||
Related Party Transaction, Percentage Of Committed Monthly Payment | 0.00% | ||
LNG Sale and Purchase Agreement [Member] | Cheniere Marketing [Member] | |||
Related Party Transaction [Line Items] | |||
Incremental LNG Volume, Purchase Price Percentage of Henry Hub | 115.00% | ||
Incremental LNG Volume, Purchase Price | $ / MMBTU | 3 | ||
Service Agreements [Member] | |||
Related Party Transaction [Line Items] | |||
General and administrative expense—affiliate | $ 87,000,000 | 70,600,000 | 92,600,000 |
Operating and maintenance expense—affiliate | $ 1,300,000 | 95,000 | 0 |
Operation and Maintenance Agreement [Member] | Cheniere Investments [Member] | |||
Related Party Transaction [Line Items] | |||
Monthly fee as a percentage of capital expenditures incurred in the previous month | 0.60% | ||
Related Party Transaction, Committed Monthly Fee | $ 83,333 | ||
Management Services Agreement [Member] | Cheniere Terminals [Member] | |||
Related Party Transaction [Line Items] | |||
Monthly fee as a percentage of capital expenditures incurred in the previous month | 2.40% | ||
Related Party Transaction, Committed Monthly Fee | $ 541,667 | ||
LNG Site Sublease Agreement [Member] | SPLNG [Member] | |||
Related Party Transaction [Line Items] | |||
Annual Sublease Payment | $ 1,000,000 | 500,000 | |
Term of available extension | 10 years | ||
Review Period for Inflation Adjustment | 5 years | ||
Operating Leases, Rent Expense, Net | $ 700,000 | 500,000 | 500,000 |
Cooperation Agreement [Member] | SPLNG [Member] | |||
Related Party Transaction [Line Items] | |||
Assets conveyed under the agreement | 80,500,000 | $ 700,000 | $ 0 |
Interconnect Agreement [Member] | CTPL [Member] | |||
Related Party Transaction [Line Items] | |||
Assets conveyed under the agreement | $ 10,100,000 | ||
Interconnect Agreement [Member] | CTPL [Member] | Creole Trail Pipeline [Member] | |||
Related Party Transaction [Line Items] | |||
Length of Natural Gas Pipeline | mi | 94 | ||
Tax Sharing Agreement [Member] | Cheniere [Member] | |||
Related Party Transaction [Line Items] | |||
Income Taxes Paid, Net | $ 0 |
Leases (Details)
Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Leases [Abstract] | ||||
Operating Leases, Rent Expense | $ 1,200 | $ 900 | $ 900 | |
2016, Minimum Payments | 1,338 | |||
2017, Minimum Payments | 1,338 | |||
2018, Minimum Payments | 1,338 | |||
2019, Minimum Payments | 1,315 | |||
2020, Minimum Payments | 1,200 | |||
Thereafter, Minimum Payments | [1] | 18,588 | ||
Total, Minimum Payments | $ 25,117 | |||
[1] | Includes certain lease option renewals that are reasonably assured. |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) MMBTU in Millions, $ in Millions | 12 Months Ended |
Dec. 31, 2015USD ($)MMBTUbcfitem | |
Commitments and Contingencies [Line Items] | |
Energy Units Secured Through Long-Term Purchase Agreements | MMBTU | 2,154.2 |
Loss Contingency, Pending Claims, Number | item | 0 |
SPLNG [Member] | LNG Terminal Capacity Agreements [Member] | |
Commitments and Contingencies [Line Items] | |
Regasification Capacity | bcf | 2 |
Supply Commitment [Member] | |
Commitments and Contingencies [Line Items] | |
Contract Volumes, in MMBtu per year | MMBTU | 1,030 |
Bechtel EPC Contracts [Member] | Maximum [Member] | |
Commitments and Contingencies [Line Items] | |
Contract Termination Convenience Penalty | $ 30 |
EPC Contract, Trains 1 And 2 [Member] | |
Commitments and Contingencies [Line Items] | |
Long-term Purchase Commitment, Amount | 4,100 |
EPC Contract, Trains 3 And 4 [Member] | |
Commitments and Contingencies [Line Items] | |
Long-term Purchase Commitment, Amount | 3,800 |
EPC Contract, Train 5 [Member] | |
Commitments and Contingencies [Line Items] | |
Long-term Purchase Commitment, Amount | $ 3,000 |
Natural Gas Supply Agreement [Member] | |
Commitments and Contingencies [Line Items] | |
Energy Units Secured Through Long-Term Purchase Agreements | MMBTU | 2,154.2 |
Natural Gas Supply Agreement [Member] | Minimum [Member] | |
Commitments and Contingencies [Line Items] | |
Long-term Purchase Commitment, Period | 1 year |
Natural Gas Supply Agreement [Member] | Maximum [Member] | |
Commitments and Contingencies [Line Items] | |
Long-term Purchase Commitment, Period | 7 years |
Transportation Agreement [Member] | Minimum [Member] | |
Commitments and Contingencies [Line Items] | |
Long-term Purchase Commitment, Period | 10 years |
Transportation Agreement [Member] | Maximum [Member] | |
Commitments and Contingencies [Line Items] | |
Long-term Purchase Commitment, Period | 20 years |
Storage Service Agreement [Member] | |
Commitments and Contingencies [Line Items] | |
Long-term Purchase Commitment, Period | 3 years |
Commitments and Contingencies58
Commitments and Contingencies - Purchase Obligations Table (Details) - Natural Gas Supply, Transportation And Storage Service Agreements [Member] $ in Thousands | Dec. 31, 2015USD ($) | [1] |
Long-term Purchase Commitment [Line Items] | ||
2,016 | $ 402,284 | |
2,017 | 365,923 | |
2,018 | 313,210 | |
2,019 | 264,130 | |
2,020 | 271,300 | |
Thereafter | 1,536,413 | |
Total | $ 3,153,260 | |
[1] | Pricing of natural gas supply contracts are variable based on market commodity basis prices adjusted for basis spread. Amounts included are based on prices and basis spreads as of December 31, 2015 |
Supplemental Cash Flow Inform59
Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Supplemental Cash Flow Information [Abstract] | |||
Balance in property, plant and equipment, net funded with accounts payable and accrued liabilities (including affiliate) | $ 228,157 | $ 117,442 | $ 163,830 |
Non-cash distributions to affiliates for conveyance of assets | 90,645 | 745 | 0 |
Other non-cash distribution to affiliates | 149 | 0 | 0 |
Non-cash conveyance of assets to non-affiliate | $ 13,169 | $ 0 | $ 0 |
Summarized Quarterly Financia60
Summarized Quarterly Financial Data (unaudited) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenues | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |
Loss from operations | (15,120) | (9,891) | (29,532) | (37,089) | (22,738) | (32,236) | (38,782) | (25,423) | (91,632) | (119,179) | (135,660) |
Net loss | $ (35,132) | $ (12,835) | $ (48,101) | $ (169,549) | $ (59,977) | $ (43,559) | $ (213,477) | $ (59,840) | $ (265,617) | $ (376,853) | $ (194,490) |