Supplemental Guarantor Information | SUPPLEMENTAL GUARANTOR INFORMATION Our CCH Senior Notes are jointly and severally guaranteed by our subsidiaries, CCL, CCP and CCP GP (each a “Guarantor” and collectively, the “Guarantors”) . These guarantees are full and unconditional, subject to certain customary release provisions including (1) the sale, exchange, disposition or transfer (by merger, consolidation or otherwise) of the capital stock or all or substantially all of the assets of the Guarantors, (2) the designation of the Guarantor as an “unrestricted subsidiary” in accordance with the CCH Indenture , (3) upon the legal defeasance or covenant defeasance or discharge of obligations under the CCH Indenture and (4) the release and discharge of the Guarantors pursuant to the Common Security and Account Agreement. See Note 7—Debt for additional information regarding the CCH Senior Notes . The following is condensed consolidating financial information for CCH (“Parent Issuer”) and the Guarantors . We did not have any non-guarantor subsidiaries as of December 31, 2017 . Condensed Consolidating Balance Sheet December 31, 2017 (in thousands) Parent Issuer Guarantors Eliminations Consolidated ASSETS Current assets Cash and cash equivalents $ — $ — $ — $ — Restricted cash 226,559 — — 226,559 Advances to affiliate — 31,486 — 31,486 Other current assets 246 1,248 — 1,494 Other current assets—affiliate — 191 (1 ) 190 Total current assets 226,805 32,925 (1 ) 259,729 Property, plant and equipment, net 651,687 7,609,696 — 8,261,383 Debt issuance and deferred financing costs, net 98,175 — — 98,175 Investments in subsidiaries 7,648,111 — (7,648,111 ) — Other non-current assets, net 2,469 38,124 — 40,593 Total assets $ 8,627,247 $ 7,680,745 $ (7,648,112 ) $ 8,659,880 LIABILITIES AND MEMBER’S EQUITY Current liabilities Accounts payable $ 82 $ 6,379 $ — $ 6,461 Accrued liabilities 136,389 121,671 — 258,060 Due to affiliates — 23,789 — 23,789 Derivative liabilities 19,609 — — 19,609 Total current liabilities 156,080 151,839 — 307,919 Long-term debt, net 6,669,476 — — 6,669,476 Non-current derivative liabilities 15,118 91 — 15,209 Deferred tax liability — 2,983 (2,983 ) — Member’s equity 1,786,573 7,525,832 (7,645,129 ) 1,667,276 Total liabilities and member’s equity $ 8,627,247 $ 7,680,745 $ (7,648,112 ) $ 8,659,880 Condensed Consolidating Balance Sheet December 31, 2016 (in thousands) Parent Issuer Guarantors Eliminations Consolidated ASSETS Current assets Cash and cash equivalents $ — $ — $ — $ — Restricted cash 197,201 — — 197,201 Advances to affiliate — 20,108 — 20,108 Other current assets 152 37,043 — 37,195 Other current assets—affiliate — 142 (1 ) 141 Total current assets 197,353 57,293 (1 ) 254,645 Non-current restricted cash 73,339 — — 73,339 Property, plant and equipment, net 306,342 5,770,330 — 6,076,672 Debt issuance and deferred financing costs, net 155,847 — — 155,847 Investments in subsidiaries 5,927,833 — (5,927,833 ) — Non-current advances under long-term contracts — 46,398 — 46,398 Other non-current assets, net 50 29,497 — 29,547 Total assets $ 6,660,764 $ 5,903,518 $ (5,927,834 ) $ 6,636,448 LIABILITIES AND MEMBER’S EQUITY Current liabilities Accounts payable $ 332 $ 8,788 $ — $ 9,120 Accrued liabilities 61,328 76,320 — 137,648 Due to affiliates — 7,050 — 7,050 Derivative liabilities 43,383 — — 43,383 Total current liabilities 105,043 92,158 — 197,201 Long-term debt, net 5,081,715 — — 5,081,715 Non-current derivative liabilities 43,105 — — 43,105 Other non-current liabilities—affiliate — 618 — 618 Member’s equity 1,430,901 5,810,742 (5,927,834 ) 1,313,809 Total liabilities and member’s equity $ 6,660,764 $ 5,903,518 $ (5,927,834 ) $ 6,636,448 Condensed Consolidating Statement of Operations Year Ended December 31, 2017 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Revenues $ — $ — $ — $ — Expenses Operating and maintenance expense — 3,115 — 3,115 Operating and maintenance expense—affiliate — 2,401 — 2,401 Development expense — 516 — 516 Development expense—affiliate — 8 — 8 General and administrative expense 1,360 4,191 — 5,551 General and administrative expense—affiliate — 1,173 — 1,173 Depreciation and amortization expense 13 879 — 892 Impairment expense and loss on disposal of assets — 5,505 — 5,505 Total expenses 1,373 17,788 — 19,161 Loss from operations (1,373 ) (17,788 ) — (19,161 ) Other income (expense) Loss on early extinguishment of debt (32,480 ) — — (32,480 ) Derivative gain, net 3,249 — — 3,249 Other income (expense) (265 ) 15,580 (15,575 ) (260 ) Total other income (expense) (29,496 ) 15,580 (15,575 ) (29,491 ) Loss before income taxes (30,869 ) (2,208 ) (15,575 ) (48,652 ) Income tax provision — (2,983 ) 2,983 — Net loss $ (30,869 ) $ (5,191 ) $ (12,592 ) $ (48,652 ) Condensed Consolidating Statement of Operations Year Ended December 31, 2016 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Revenues $ — $ — $ — $ — Expenses Operating and maintenance expense — 1,372 — 1,372 Operating and maintenance expense—affiliate — 95 — 95 Development expense recovery — (81 ) — (81 ) Development expense recovery—affiliate — (10 ) — (10 ) General and administrative expense 709 3,531 — 4,240 General and administrative expense—affiliate — 607 — 607 Depreciation and amortization expense — 249 — 249 Total expenses 709 5,763 — 6,472 Loss from operations (709 ) (5,763 ) — (6,472 ) Other income (expense) Loss on early extinguishment of debt (63,318 ) — — (63,318 ) Derivative loss, net (15,571 ) — — (15,571 ) Other income (expense) (131 ) 5 — (126 ) Total other income (expense) (79,020 ) 5 — (79,015 ) Net loss $ (79,729 ) $ (5,758 ) $ — $ (85,487 ) Condensed Consolidating Statement of Operations Year Ended December 31, 2015 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Revenues $ — $ — $ — $ — Expenses Operating and maintenance expense — 572 — 572 Development expense — 13,690 — 13,690 Development expense—affiliate — 5,525 — 5,525 General and administrative expense 724 2,465 — 3,189 General and administrative expense—affiliate — 13 — 13 Depreciation and amortization expense — 55 — 55 Total expenses 724 22,320 — 23,044 Loss from operations (724 ) (22,320 ) — (23,044 ) Other income (expense) Interest expense, net of capitalized interest (25,680 ) — — (25,680 ) Loss on early extinguishment of debt (16,498 ) — — (16,498 ) Derivative loss, net (161,917 ) — — (161,917 ) Other income 36 6 — 42 Total other income (expense) (204,059 ) 6 — (204,053 ) Net loss $ (204,783 ) $ (22,314 ) $ — $ (227,097 ) Condensed Consolidating Statement of Cash Flows Year Ended December 31, 2017 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Cash flows from operating activities Net loss $ (30,869 ) $ (5,191 ) $ (12,592 ) $ (48,652 ) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization expense 13 879 — 892 Allowance for funds used during construction — (15,575 ) 15,575 — Deferred income taxes — 2,983 (2,983 ) — Loss on early extinguishment of debt 32,480 — — 32,480 Total losses (gains) on derivatives, net (3,249 ) 91 — (3,158 ) Net cash used for settlement of derivative instruments (50,981 ) — — (50,981 ) Impairment expense and loss on disposal of assets — 5,505 — 5,505 Changes in operating assets and liabilities: Accounts payable and accrued liabilities 68 84 — 152 Due to affiliates — 1,567 — 1,567 Other, net (95 ) (1,359 ) — (1,454 ) Other, net—affiliate — (667 ) — (667 ) Net cash used in operating activities (52,633 ) (11,683 ) — (64,316 ) Cash flows from investing activities Property, plant and equipment, net (253,612 ) (1,733,642 ) — (1,987,254 ) Investments in subsidiaries (1,720,280 ) — 1,720,280 — Other — 25,045 — 25,045 Net cash used in investing activities (1,973,892 ) (1,708,597 ) 1,720,280 (1,962,209 ) Cash flows from financing activities Proceeds from issuances of debt 3,040,000 — — 3,040,000 Repayments of debt (1,436,050 ) — — (1,436,050 ) Debt issuance and deferred financing costs (23,496 ) — — (23,496 ) Capital contributions 402,119 1,720,437 (1,720,437 ) 402,119 Distributions — (157 ) 157 — Other (29 ) — — (29 ) Net cash provided by financing activities 1,982,544 1,720,280 (1,720,280 ) 1,982,544 Net decrease in cash, cash equivalents and restricted cash (43,981 ) — — (43,981 ) Cash, cash equivalents and restricted cash—beginning of period 270,540 — — 270,540 Cash, cash equivalents and restricted cash—end of period $ 226,559 $ — $ — $ 226,559 Balances per Condensed Consolidating Balance Sheet: December 31, 2017 Parent Issuer Guarantors Eliminations Consolidated Cash and cash equivalents $ — $ — $ — $ — Restricted cash 226,559 — — 226,559 Total cash, cash equivalents and restricted cash $ 226,559 $ — $ — $ 226,559 Condensed Consolidating Statement of Cash Flows Year Ended December 31, 2016 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Cash flows from operating activities Net loss $ (79,729 ) $ (5,758 ) $ — $ (85,487 ) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization expense — 249 — 249 Loss on early extinguishment of debt 63,318 — — 63,318 Total losses on derivatives, net 15,571 — — 15,571 Net cash used for settlement of derivative instruments (34,082 ) — — (34,082 ) Changes in operating assets and liabilities: Accounts payable and accrued liabilities 121 294 — 415 Due to affiliates — (331 ) — (331 ) Other, net (153 ) (592 ) — (745 ) Other, net—affiliate — 13 — 13 Net cash used in operating activities (34,954 ) (6,125 ) — (41,079 ) Cash flows from investing activities Property, plant and equipment, net (126,547 ) (1,924,983 ) — (2,051,530 ) Investments in subsidiaries (1,975,474 ) — 1,975,474 — Other — (44,367 ) — (44,367 ) Net cash used in investing activities (2,102,021 ) (1,969,350 ) 1,975,474 (2,095,897 ) Cash flows from financing activities Proceeds from issuances of debt 4,838,000 — — 4,838,000 Repayments of debt (2,420,212 ) — — (2,420,212 ) Debt issuance and deferred financing costs (56,783 ) — — (56,783 ) Capital contributions 90 1,975,475 (1,975,474 ) 91 Distribution to affiliate (288 ) — — (288 ) Other (62 ) — — (62 ) Net cash provided by financing activities 2,360,745 1,975,475 (1,975,474 ) 2,360,746 Net increase in cash, cash equivalents and restricted cash 223,770 — — 223,770 Cash, cash equivalents and restricted cash—beginning of period 46,770 — — 46,770 Cash, cash equivalents and restricted cash—end of period $ 270,540 $ — $ — $ 270,540 Balances per Condensed Consolidating Balance Sheet: December 31, 2016 Parent Issuer Guarantors Eliminations Consolidated Cash and cash equivalents $ — $ — $ — $ — Restricted cash 197,201 — — 197,201 Non-current restricted cash 73,339 — — 73,339 Total cash, cash equivalents and restricted cash $ 270,540 $ — $ — $ 270,540 Condensed Consolidating Statement of Cash Flows Year Ended December 31, 2015 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Cash flows from operating activities Net loss $ (204,783 ) $ (22,314 ) $ — $ (227,097 ) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization expense — 55 — 55 Amortization of debt issuance costs, net of capitalization 6,340 — — 6,340 Loss on early extinguishment of debt 16,498 — — 16,498 Total losses on derivatives, net 161,917 — — 161,917 Net cash used for settlement of derivative instruments (56,918 ) — — (56,918 ) Changes in operating assets and liabilities: Accounts payable and accrued liabilities 453 549 — 1,002 Due to affiliates (860 ) 1,135 — 275 Advances to affiliate — (10,073 ) — (10,073 ) Other, net — 301 — 301 Other, net—affiliate — 498 — 498 Net cash used in operating activities (77,353 ) (29,849 ) — (107,202 ) Cash flows from investing activities Property, plant and equipment, net (63,783 ) (3,757,164 ) — (3,820,947 ) Investments in subsidiaries (3,804,848 ) — 3,804,848 — Other (633 ) (17,835 ) — (18,468 ) Net cash used in investing activities (3,869,264 ) (3,774,999 ) 3,804,848 (3,839,415 ) Cash flows from financing activities Proceeds from issuances of long-term debt 2,713,000 — — 2,713,000 Debt issuance and deferred financing costs (280,528 ) — — (280,528 ) Capital contributions 1,560,915 3,804,848 (3,804,848 ) 1,560,915 Net cash provided by financing activities 3,993,387 3,804,848 (3,804,848 ) 3,993,387 Net increase in cash, cash equivalents and restricted cash 46,770 — — 46,770 Cash, cash equivalents and restricted cash—beginning of period — — — — Cash, cash equivalents and restricted cash—end of period $ 46,770 $ — $ — $ 46,770 |