Document and Entity Information
Document and Entity Information | 3 Months Ended |
Mar. 31, 2018shares | |
Document and Entity Information [Abstract] | |
Entity Registrant Name | Cheniere Corpus Christi Holdings, LLC |
Entity Central Index Key | 1,693,317 |
Current Fiscal Year End Date | --12-31 |
Entity Filer Category | Non-accelerated Filer |
Document Type | 10-Q |
Document Period End Date | Mar. 31, 2018 |
Document Fiscal Year Focus | 2,018 |
Document Fiscal Period Focus | Q1 |
Amendment Flag | false |
Entity Common Stock, Shares Outstanding | 0 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Current assets | ||
Cash and cash equivalents | $ 0 | $ 0 |
Restricted cash | 82,767 | 226,559 |
Advances to affiliate | 36,267 | 31,486 |
Other current assets | 1,341 | 1,494 |
Other current assets—affiliate | 195 | 190 |
Total current assets | 120,570 | 259,729 |
Property, plant and equipment, net | 8,712,509 | 8,261,383 |
Debt issuance and deferred financing costs, net | 93,980 | 98,175 |
Non-current derivative assets | 49,364 | 2,469 |
Other non-current assets, net | 38,488 | 38,124 |
Total assets | 9,014,911 | 8,659,880 |
Current liabilities | ||
Accounts payable | 4,647 | 6,461 |
Accrued liabilities | 134,394 | 258,060 |
Due to affiliates | 9,761 | 23,789 |
Derivative liabilities | 6,476 | 19,609 |
Other current liabilities | 2 | 0 |
Total current liabilities | 155,280 | 307,919 |
Long-term debt, net | 6,937,188 | 6,669,476 |
Non-current derivative liabilities | 475 | 15,209 |
Member’s equity | 1,921,968 | 1,667,276 |
Total liabilities and member’s equity | $ 9,014,911 | $ 8,659,880 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Income Statement [Abstract] | ||
Revenues | $ 0 | $ 0 |
Expenses | ||
Operating and maintenance expense | 966 | 706 |
Operating and maintenance expense—affiliate | 466 | 53 |
Development expense | 34 | 92 |
Development expense—affiliate | 0 | 8 |
General and administrative expense | 850 | 1,415 |
General and administrative expense—affiliate | 403 | 311 |
Depreciation and amortization expense | 371 | 134 |
Total expenses | 3,090 | 2,719 |
Loss from operations | (3,090) | (2,719) |
Other income (expense) | ||
Derivative gain, net | 68,849 | 1,000 |
Other expense | (67) | (38) |
Total other income | 68,782 | 962 |
Net income (loss) | $ 65,692 | $ (1,757) |
Consolidated Statement of Membe
Consolidated Statement of Member's Equity - 3 months ended Mar. 31, 2018 - USD ($) $ in Thousands | Total | Cheniere CCH HoldCo I, LLC [Member] |
Member's equity, beginning of period at Dec. 31, 2017 | $ 1,667,276 | $ 1,667,276 |
Increase (Decrease) in Partners' Capital [Roll Forward] | ||
Capital contributions | 189,000 | 189,000 |
Net income | 65,692 | 65,692 |
Member's equity, end of period at Mar. 31, 2018 | $ 1,921,968 | $ 1,921,968 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Cash flows from operating activities | ||
Net income (loss) | $ 65,692 | $ (1,757) |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||
Depreciation and amortization expense | 371 | 134 |
Total gains on derivatives, net | (68,733) | (1,000) |
Net cash used for settlement of derivative instruments | (6,292) | (10,736) |
Changes in operating assets and liabilities: | ||
Accounts payable and accrued liabilities | (345) | 303 |
Due to affiliates | (147) | 676 |
Other, net | (143) | (306) |
Other, net—affiliate | (5) | (566) |
Net cash used in operating activities | (9,602) | (13,252) |
Cash flows from investing activities | ||
Property, plant and equipment, net | (589,061) | (738,797) |
Other | 0 | 36,341 |
Net cash used in investing activities | (589,061) | (702,456) |
Cash flows from financing activities | ||
Proceeds from issuances of debt | 266,000 | 548,000 |
Debt issuance and deferred financing costs | (129) | (1,088) |
Capital contributions | 189,000 | 41,029 |
Net cash provided by financing activities | 454,871 | 587,941 |
Net decrease in cash, cash equivalents and restricted cash | (143,792) | (127,767) |
Cash, cash equivalents and restricted cash—beginning of period | 226,559 | 270,540 |
Cash, cash equivalents and restricted cash—end of period | $ 82,767 | $ 142,773 |
Consolidated Statements of Cas6
Consolidated Statements of Cash Flows - Balances per Consolidated Balance Sheet - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2017 | Dec. 31, 2016 |
Balances per Consolidated Balance Sheet: | ||||
Cash and cash equivalents | $ 0 | $ 0 | ||
Restricted cash | 82,767 | 226,559 | ||
Total cash, cash equivalents and restricted cash | $ 82,767 | $ 226,559 | $ 142,773 | $ 270,540 |
Nature of Operations and Basis
Nature of Operations and Basis of Presentation | 3 Months Ended |
Mar. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations and Basis of Presentation | NATURE OF OPERATIONS AND BASIS OF PRESENTATION We are developing and constructing a natural gas liquefaction and export facility at the Corpus Christi LNG terminal (the “Liquefaction Facility”) , which is on nearly 2,000 acres of land that we own or control near Corpus Christi, Texas, and a 23 -mile natural gas supply pipeline (the “Corpus Christi Pipeline” and together with the Liquefaction Facility, the “Liquefaction Project”) through wholly owned subsidiaries CCL and CCP, respectively. The Liquefaction Project is being developed in stages. The first stage includes Trains 1 and 2 , two LNG storage tanks, one complete marine berth and a second partial berth and all of the Liquefaction Project ’s necessary infrastructure facilities (“Stage 1”) . The second stage includes Train 3, one LNG storage tank and the completion of the second partial berth (“Stage 2”) . Trains 1 and 2 are currently under construction, and Train 3 is being commercialized and has all necessary regulatory approvals in place. The construction of the Corpus Christi Pipeline is expected to be completed in second quarter of 2018. Basis of Presentation The accompanying unaudited Consolidated Financial Statements of CCH have been prepared in accordance with GAAP for interim financial information and with Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements and should be read in conjunction with the Consolidated Financial Statements and accompanying notes included in our annual report on Form 10-K for the year ended December 31, 2017 . In our opinion, all adjustments, consisting only of normal recurring adjustments necessary for a fair presentation, have been included. Certain reclassifications have been made to conform prior period information to the current presentation. The reclassifications did not have a material effect on our consolidated financial position, results of operations or cash flows. On January 1, 2018, we adopted ASU 2014-09, Revenue from Contracts with Customers (Topic 606) , and subsequent amendments thereto (“ASC 606”) using the full retrospective method. The adoption of ASC 606 represents a change in accounting principle that will provide financial statement readers with enhanced disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The adoption of ASC 606 did not impact our previously reported financial statements in any prior period nor did it result in a cumulative effect adjustment to retained earnings. Results of operations for the three months ended March 31, 2018 are not necessarily indicative of the results of operations that will be realized for the year ending December 31, 2018 . 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 Consolidated Statements of Operations, is included in the consolidated federal income tax return of Cheniere. The provision for income taxes, taxes payable and deferred income tax balances have been recorded as if we had filed all tax returns on a separate return basis from Cheniere. |
Restricted Cash
Restricted Cash | 3 Months Ended |
Mar. 31, 2018 | |
Restricted Cash [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 Consolidated Balance Sheets. As of March 31, 2018 and December 31, 2017 , restricted cash consisted of the following (in thousands): March 31, December 31, 2018 2017 Current restricted cash Liquefaction Project $ 82,767 $ 226,559 Pursuant to the accounts agreement entered into with the collateral trustee for the benefit of our debt holders, we are required to deposit all cash received into reserve accounts controlled by the collateral trustee. The usage or withdrawal of such cash is restricted to the payment of liabilities related to the Liquefaction Project and other restricted payments. |
Property, Plant and Equipment
Property, Plant and Equipment | 3 Months Ended |
Mar. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment, net consists of LNG terminal costs and fixed assets, as follows (in thousands): March 31, December 31, 2018 2017 LNG terminal costs LNG terminal construction-in-process $ 8,693,402 $ 8,242,520 LNG site and related costs 13,844 13,844 Total LNG terminal costs 8,707,246 8,256,364 Fixed assets Fixed assets 6,618 6,042 Accumulated depreciation (1,355 ) (1,023 ) Total fixed assets, net 5,263 5,019 Property, plant and equipment, net $ 8,712,509 $ 8,261,383 Depreciation expense was $0.3 million and $0.1 million during the three months ended March 31, 2018 and 2017 , respectively. |
Derivative Instruments
Derivative Instruments | 3 Months Ended |
Mar. 31, 2018 | |
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: • interest rate swaps (“Interest Rate Derivatives”) to protect against volatility of future cash flows and hedge a portion of the variable-rate interest payments on our credit facility (the “2015 CCH Credit Facility”) and • natural gas supply contracts for the commissioning and operation of the Liquefaction Project (“Liquefaction Supply Derivatives”) . We recognize our derivative instruments as either assets or liabilities and measure those instruments at fair value. None of our derivative instruments are designated as cash flow hedging instruments, and changes in fair value are recorded within our Consolidated Statements of Operations to the extent not utilized for the commissioning process. There have been no changes to our evaluation of and accounting for our derivative positions during the three months ended March 31, 2018 . See Note 5—Derivative Instruments of our Notes to Consolidated Financial Statements in our annual report on Form 10-K for the year ended December 31, 2017 for additional information. Interest Rate Derivatives As of March 31, 2018 , 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 $28.8 million $4.9 billion May 20, 2015 May 31, 2022 2.29% One-month LIBOR Our Interest Rate Derivatives are categorized within Level 2 of the fair value hierarchy and are required to be measured at fair value on a recurring basis. We value our Interest Rate Derivatives using an income-based approach, utilizing observable inputs to the valuation model including interest rate curves, risk adjusted discount rates, credit spreads and other relevant data. The following table shows the fair value and location of our Interest Rate Derivatives on our Consolidated Balance Sheets (in thousands): March 31, December 31, Balance Sheet Location 2018 2017 Other current assets $ 263 $ — Non-current derivative assets 49,096 2,469 Total derivative assets 49,359 2,469 Derivative liabilities (6,476 ) (19,609 ) Non-current derivative liabilities — (15,118 ) Total derivative liabilities (6,476 ) (34,727 ) Derivative asset (liability), net $ 42,883 $ (32,258 ) The following table shows the changes in the fair value and settlements of our Interest Rate Derivatives recorded in derivative gain, net on our Consolidated Statements of Operations during the three months ended March 31, 2018 and 2017 (in thousands): Three Months Ended March 31, 2018 2017 Interest Rate Derivatives gain $ 68,849 $ 1,000 Liquefaction Supply Derivatives CCL has entered into index-based physical natural gas supply contracts to purchase natural gas for the commissioning and operation of the Liquefaction Project. The terms of the physical natural gas supply contracts range from approximately three to seven years, most of which commence upon the satisfaction of certain conditions precedent, if applicable, such as the date of first commercial delivery of specified Trains of the Liquefaction Project. The fair value of the 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 satisfaction of conditions precedent, including 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 supply contracts. Our Liquefaction Supply Derivatives are categorized within Level 3 of the fair value hierarchy and are required to be measured at fair value on a recurring basis. The fair value of our Liquefaction Supply Derivatives is determined using a market-based approach incorporating present value techniques, as needed, and is developed through the use of internal models which may be impacted by inputs that are unobservable in the marketplace. The curves used to generate the fair value of the 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 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. As of March 31, 2018 and December 31, 2017 , some of the Liquefaction Supply Derivatives existed within markets for which the pipeline infrastructure is under development to accommodate marketable physical gas flow. As of March 31, 2018 and December 31, 2017 , CCL had secured up to approximately 2,057 TBtu and 2,024 TBtu , respectively, of natural gas feedstock through natural gas supply contracts supply contracts, a portion of which is subject to the achievement of certain project milestones and other conditions precedent. The forward notional natural gas buy position of the Liquefaction Supply Derivatives was approximately 1,052 TBtu and 1,019 TBtu as of March 31, 2018 and December 31, 2017 , respectively. The Level 3 fair value measurements of our Liquefaction Supply Derivatives could be materially impacted by a significant change in certain natural gas market basis spreads due to the contractual notional amount represented by our Level 3 positions, which is a substantial portion of our overall Physical Liquefaction Supply portfolio. The following table includes quantitative information for the unobservable inputs for our Liquefaction Supply Derivatives as of March 31, 2018 : Net Fair Value Liability (in thousands) Valuation Approach Significant Unobservable Input Significant Unobservable Inputs Range Liquefaction Supply Derivatives $(207) Market approach incorporating present value techniques Basis Spread $(0.725) - $0.050 The following table shows the changes in the fair value of our Level 3 Physical Liquefaction Supply Derivatives during the three months ended March 31, 2018 and 2017 (in thousands): Three Months Ended March 31, 2018 2017 Balance, beginning of period $ (91 ) $ — Realized and mark-to-market gains: Included in operating and maintenance expense 351 — Purchases (467 ) — Balance, end of period $ (207 ) $ — Change in unrealized losses relating to instruments still held at end of period $ 351 $ — 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. Additionally, we evaluate our own ability to meet our commitments in instances where our derivative instruments are in a liability position. Our derivative instruments are subject to contractual provisions which provide for the unconditional right of set-off for all derivative assets and liabilities with a given counterparty in the event of default. The following table shows the fair value and location of our Liquefaction Supply Derivatives on our Consolidated Balance Sheets (in thousands): March 31, December 31, Balance Sheet Location 2018 2017 Non-current derivative assets $ 268 $ — Non-current derivative liabilities (475 ) (91 ) Derivative liability, net $ (207 ) $ (91 ) The following table shows the changes in the fair value of our Liquefaction Supply Derivatives recorded in our Consolidated Statements of Operations during the three months ended March 31, 2018 and 2017 (in thousands): Three Months Ended March 31, Statement of Operations Location 2018 2017 Liquefaction Supply Derivatives loss Operating and maintenance expense $ 116 $ — Balance Sheet Presentation Our derivative instruments are presented on a net basis on our Consolidated Balance Sheets as described above. The following table shows the fair value of our derivatives outstanding on a gross and net basis (in thousands): Gross Amounts Recognized Gross Amounts Offset in the Consolidated Balance Sheets Net Amounts Presented in the Consolidated Balance Sheets Offsetting Derivative Assets (Liabilities) As of March 31, 2018 Interest Rate Derivatives $ 49,446 $ (87 ) $ 49,359 Interest Rate Derivatives (6,945 ) 469 (6,476 ) Liquefaction Supply Derivatives 347 (79 ) 268 Liquefaction Supply Derivatives (1,249 ) 774 (475 ) As of December 31, 2017 Interest Rate Derivatives $ 2,808 $ (339 ) $ 2,469 Interest Rate Derivatives (34,747 ) 20 (34,727 ) Liquefaction Supply Derivatives (130 ) 39 (91 ) |
Accrued Liabilities
Accrued Liabilities | 3 Months Ended |
Mar. 31, 2018 | |
Accrued Liabilities, Current [Abstract] | |
Accrued Liabilities | ACCRUED LIABILITIES As of March 31, 2018 and December 31, 2017 , accrued liabilities consisted of the following (in thousands): March 31, December 31, 2018 2017 Interest costs and related debt fees $ 64,335 $ 136,283 Liquefaction Project costs 61,412 107,055 Other 8,647 14,722 Total accrued liabilities $ 134,394 $ 258,060 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Debt | DEBT As of March 31, 2018 and December 31, 2017 , our debt consisted of the following (in thousands): March 31, December 31, 2018 2017 Long-term debt 7.000% Senior Secured Notes due 2024 (“2024 CCH Senior Notes”) $ 1,250,000 $ 1,250,000 5.875% Senior Secured Notes due 2025 (“2025 CCH Senior Notes”) 1,500,000 1,500,000 5.125% Senior Secured Notes due 2027 (“2027 CCH Senior Notes”) 1,500,000 1,500,000 2015 CCH Credit Facility 2,750,737 2,484,737 Unamortized debt issuance costs (63,549 ) (65,261 ) Total long-term debt, net 6,937,188 6,669,476 Current debt $350 million CCH Working Capital Facility (“CCH Working Capital Facility”) — — Total debt, net $ 6,937,188 $ 6,669,476 Credit Facilities Below is a summary of our credit facilities outstanding as of March 31, 2018 (in thousands): 2015 CCH Credit Facility CCH Working Capital Facility Original facility size $ 8,403,714 $ 350,000 Less: Outstanding balance 2,750,737 — Commitments terminated 3,832,263 — Letters of credit issued — 288,575 Available commitment $ 1,820,714 $ 61,425 Interest rate LIBOR plus 2.25% or base rate plus 1.25% (1) LIBOR plus 1.50% - 2.00% or base rate plus 0.50% - 1.00% Maturity date Earlier of May 13, 2022 or second anniversary of CCL Trains 1 and 2 completion date December 14, 2021, with various terms for underlying loans (1) There is a 0.25% step-up for both LIBOR and base rate loans following the completion of Trains 1 and 2 of the Liquefaction Project as defined in the common terms agreement. Restrictive Debt Covenants As of March 31, 2018 , we were in compliance with all covenants related to our debt agreements. Interest Expense Total interest expense consisted of the following (in thousands): Three Months Ended March 31, 2018 2017 Total interest cost $ 101,195 $ 80,188 Capitalized interest, including amounts capitalized as an Allowance for Funds Used During Construction (101,195 ) (80,188 ) Total interest expense, net $ — $ — Fair Value Disclosures The following table shows the carrying amount and estimated fair value of our debt (in thousands): March 31, 2018 December 31, 2017 Carrying Estimated Carrying Estimated Senior notes (1) $ 4,250,000 $ 4,441,250 $ 4,250,000 $ 4,590,625 Credit facilities (2) 2,750,737 2,750,737 2,484,737 2,484,737 (1) Includes 2024 CCH Senior Notes , 2025 CCH Senior Notes and 2027 CCH Senior Notes (collectively, the “CCH Senior Notes”) . The Level 2 estimated fair value was based on quotes obtained from broker-dealers or market makers of the CCH Senior Notes and other similar instruments. (2) Includes 2015 CCH Credit Facility and CCH Working Capital Facility . 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. |
Revenues from Contracts with Cu
Revenues from Contracts with Customers | 3 Months Ended |
Mar. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Revenues from Contracts with Customers | REVENUES FROM CONTRACTS WITH CUSTOMERS We have entered into numerous SPAs with third party customers for the sale of LNG on a Free on Board (“FOB”) (delivered to the customer at the Corpus Christi LNG terminal) basis. Our customers generally purchase LNG for a price consisting of a fixed fee per MMBtu of LNG (a portion of which is subject to annual adjustment for inflation) plus a variable fee per MMBtu of LNG equal to approximately 115% of Henry Hub. The fixed fee component is the amount payable to us regardless of a cancellation or suspension of LNG cargo deliveries by the customers. The variable fee component is the amount generally payable to us only upon delivery of LNG plus all future adjustments to the fixed fee for inflation. The SPAs and contracted volumes to be made available under the SPAs are not tied to a specific Train; however, the term of each SPA generally commences upon the date of first commercial delivery of a specified Train. Revenues from the sale of LNG are recognized at a point in time when the LNG is delivered to the customer, at the Corpus Christi LNG terminal, which is the point legal title, physical possession and the risks and rewards of ownership transfers to the customer. Each individual molecule of LNG is viewed as a separate performance obligation. The stated contract price (including both fixed and variable fees) per MMBtu in each LNG sales arrangement is representative of the stand-alone selling price for LNG at the time the sale was negotiated. We have concluded that the variable fees meet the optional exception for allocating variable consideration. As such, the variable consideration for these contracts is allocated to each distinct molecule of LNG and recognized when that distinct molecule of LNG is delivered to the customer. Because of the use of the optional exception, variable consideration related to the sale of LNG is also not included in the transaction price. Fees received pursuant to SPAs are recognized as LNG revenues only after substantial completion of the respective Train. Prior to substantial completion, sales generated during the commissioning phase are offset against the cost of construction for the respective Train, as the production and removal of LNG from storage is necessary to test the facility and bring the asset to the condition necessary for its intended use. Transaction Price Allocated to Future Performance Obligations Because many of our sales contracts have long-term durations, we are contractually entitled to significant future consideration which we have not yet recognized as revenue. The following table discloses the aggregate amount of the transaction price that is allocated to performance obligations that have not yet been satisfied as of March 31, 2018 : Unsatisfied Transaction Price (in billions) Weighted Average Recognition Timing (years) (1) LNG revenues $ 32.5 12.0 (1) The weighted average recognition timing represents an estimate of the number of years during which we shall have recognized half of the unsatisfied transaction price. We have elected the following optional exemptions which omit certain potential future sources of revenue from the table above: (1) We omit from the table above all performance obligations that are part of a contract that has an original expected duration of one year or less. (2) We omit from the table above all variable consideration that is allocated entirely to a wholly unsatisfied performance obligation or to a wholly unsatisfied promise to transfer a distinct good or service that forms part of a single performance obligation when that performance obligation qualifies as a series. The table above excludes all variable consideration under our SPAs. The amount of revenue from variable fees that is not included in the transaction price will vary based on the future prices of Henry Hub throughout the contract terms, to the extent customers elect to take delivery of their LNG, and adjustments to the consumer price index. Certain of our contracts contain additional variable consideration based on the outcome of contingent events and the movement of various indexes. The receipt of such variable consideration is considered constrained due to the uncertainty of ultimate pricing and receipt and we have not included such variable consideration in the transaction price. We have entered into contracts to sell LNG that are conditioned upon one or both of the parties achieving certain milestones such as reaching a final investment decision on a certain liquefaction Train or obtaining financing. These contracts are considered completed contracts for revenue recognition purposes and are included in the transaction price above. We have elected the practical expedient to omit the disclosure of the transaction price allocated to future performance obligations and an explanation of when the entity expects to recognize the amount as revenue as of March 31, 2017 . |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | RELATED PARTY TRANSACTIONS Below is a summary of our related party transactions as reported on our Consolidated Statements of Operations for the three months ended March 31, 2018 and 2017 (in thousands): Three Months Ended March 31, 2018 2017 Operating and maintenance expense—affiliate Services Agreements $ 233 $ — Lease Agreements 233 53 Total operating and maintenance expense—affiliate 466 53 Development expense—affiliate Services Agreements — 8 General and administrative expense—affiliate Services Agreements 403 311 We had $9.8 million and $23.8 million due to affiliates as of March 31, 2018 and December 31, 2017 , respectively, under agreements with affiliates, as described below. LNG Sale and Purchase Agreements CCL has a fixed price 20 -year SPA with Cheniere Marketing International LLP (“ Cheniere Marketing ”) (the “Cheniere Marketing Base SPA”) which allows Cheniere Marketing to purchase, at its option, (1) up to a cumulative total of 150 TBtu of LNG within the commissioning periods for Trains 1 through 3, (2) any LNG produced from the end of the commissioning period for Train 1 until the date of first commercial delivery of LNG from Train 1 and (3) any excess LNG produced by the Liquefaction Facility that is not committed to customers under third-party SPAs. Under the Cheniere Marketing Base SPA , Cheniere Marketing may, without charge, elect to suspend deliveries of cargoes (other than commissioning cargoes) scheduled for any month under the applicable annual delivery program by providing specified notice in advance. Services Agreements Gas and Power Supply Services Agreement (“G&P Agreement”) CCL has a G&P Agreement with Cheniere Energy Shared Services, Inc. (“Shared Services”), a wholly owned subsidiary of Cheniere, pursuant to which Shared Services will manage the gas and power procurement requirements of CCL. The services include, among other services, exercising the day-to-day management of CCL’s natural gas and power supply requirements, negotiating agreements on CCL’s behalf and providing other administrative services. Prior to the substantial completion of each Train of the Liquefaction Facility , no monthly fee payment is required except for reimbursement of operating expenses. After substantial completion of each Train of the Liquefaction Facility , for services performed while the Liquefaction Facility is operational, CCL will pay, in addition to the reimbursement of operating expenses, a fixed monthly fee of $125,000 (indexed for inflation) for services with respect to such Train. Operation and Maintenance Agreements (“O&M Agreements”) CCL has an O&M Agreement (“CCL O&M Agreement”) with Cheniere LNG O&M Services, LLC (“O&M Services”), a wholly owned subsidiary of Cheniere, pursuant to which CCL receives all of the necessary services required to construct, operate and maintain the Liquefaction Facility . The services to be provided include, among other services, preparing and maintaining staffing plans, identifying and arranging for procurement of equipment and materials, overseeing contractors, administering various agreements and other services required to operate and maintain the Liquefaction Facility . Prior to the substantial completion of each Train of the Liquefaction Facility , no monthly fee payment is required except for reimbursement of operating expenses. After substantial completion of each Train of the Liquefaction Facility , for services performed while the Liquefaction Facility is operational, CCL will pay, in addition to the reimbursement of operating expenses, a fixed monthly fee of $125,000 (indexed for inflation) for services with respect to such Train. CCP has an O&M Agreement (“CCP O&M Agreement”) with O&M Services pursuant to which CCP receives all of the necessary services required to construct, operate and maintain the Corpus Christi Pipeline . The services to be provided include, among other services, preparing and maintaining staffing plans, identifying and arranging for procurement of equipment and materials, overseeing contractors and other services required to operate and maintain the Corpus Christi Pipeline . CCP is required to reimburse O&M Services for all operating expenses incurred on behalf of CCP. Management Services Agreements (“MSAs”) CCL has an MSA with Shared Services pursuant to which Shared Services manages the construction and operation of the Liquefaction Facility , excluding those matters provided for under the G&P Agreement and the CCL O&M Agreement. The services include, among other services, exercising the day-to-day management of CCL’s affairs and business, managing CCL’s regulatory matters, preparing status reports, providing contract administration services for all contracts associated with the Liquefaction Facility and obtaining insurance. Prior to the substantial completion of each Train of the Liquefaction Facility , no monthly fee payment is required except for reimbursement of expenses. After substantial completion of each Train, CCL will pay, in addition to the reimbursement of related expenses, a monthly fee equal to 3% of the capital expenditures incurred in the previous month and a fixed monthly fee of $375,000 for services with respect to such Train. CCP has an MSA with Shared Services pursuant to which Shared Services manages CCP’s operations and business, excluding those matters provided for under the CCP O&M Agreement. The services include, among other services, exercising the day-to-day management of CCP’s affairs and business, managing CCP’s regulatory matters, preparing status reports, providing contract administration services for all contracts associated with the Corpus Christi Pipeline and obtaining insurance. CCP is required to reimburse Shared Services for the aggregate of all costs and expenses incurred in the course of performing the services under the MSA. Lease Agreements CCL has agreements with Cheniere Land Holdings, LLC (“Cheniere Land Holdings”), a wholly owned subsidiary of Cheniere, to lease approximately 85 acres of land owned by Cheniere Land Holdings for the Liquefaction Facility . The total annual lease payment is $0.4 million , and the terms of the agreements range from three to five years. In February 2018, CCL entered into agreements with Cheniere Land Holdings which grants CCL a limited license to use certain roads on land owned by Cheniere Land Holdings for the Liquefaction Facility . The total annual lease payment is $0.1 million , and the term of each agreement is five years. We had $0.2 million as of both March 31, 2018 and December 31, 2017 of prepaid expense related to these agreements in other current assets—affiliate. Dredge Material Disposal Agreement CCL has a dredge material disposal agreement with Cheniere Land Holdings that terminates in 2025 which grants CCL permission to use land owned by Cheniere Land Holdings for the deposit of dredge material from the construction and maintenance of the Liquefaction Facility . Under the terms of the agreement, CCL will pay Cheniere Land Holdings $0.50 per cubic yard of dredge material deposits up to 5.0 million cubic yards. Tug Hosting Agreement In February 2017, CCL entered into a tug hosting agreement with Corpus Christi Tug Services, LLC (“Tug Services”), a wholly owned subsidiary of Cheniere, to provide certain marine structures, support services and access necessary at the Liquefaction Facility for Tug Services to provide its customers with tug boat and marine services. Tug Services is required to reimburse CCL for any third party costs incurred by CCL in connection with providing the goods and services. State Tax Sharing Agreements CCL has a state tax sharing agreement with Cheniere. Under this agreement, Cheniere has agreed to prepare and file all state and local tax returns which CCL 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, CCL will pay to Cheniere an amount equal to the state and local tax that CCL would be required to pay if CCL’s 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 CCL under this agreement; therefore, Cheniere has not demanded any such payments from CCL. The agreement is effective for tax returns due on or after May 2015. CCP has a state tax sharing agreement with Cheniere. Under this agreement, Cheniere has agreed to prepare and file all state and local tax returns which CCP 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, CCP will pay to Cheniere an amount equal to the state and local tax that CCP would be required to pay if CCP’s 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 CCP under this agreement; therefore, Cheniere has not demanded any such payments from CCP. The agreement is effective for tax returns due on or after May 2015. Equity Contribution Agreements Equity Contribution Agreement We have an equity contribution agreement with Cheniere pursuant to which Cheniere has agreed to provide, directly or indirectly, at our request based on reaching specified milestones of the Liquefaction Project , cash contributions up to approximately $2.6 billion for Stage 1 . As of March 31, 2018 , we have received $1.9 billion in contributions from Cheniere under this agreement. Early Works Equity Contribution Agreement In December 2017, we entered into an early works equity contribution agreement with Cheniere pursuant to which Cheniere is obligated to provide, directly or indirectly, at our request based on amounts due and payable in respect of limited notices to proceed issued under the Stage 2 EPC Contract, cash contributions of up to $310.0 million to us for the early works related to Stage 2 . The amount of cash contributions Cheniere provides may be increased by Cheniere in its sole discretion. As of March 31, 2018 , we have received $135.0 million in contributions from Cheniere under this agreement. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 3 Months Ended |
Mar. 31, 2018 | |
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): Three Months Ended March 31, 2018 2017 Cash paid during the period for interest, net of amounts capitalized $ 64,656 $ 2,052 The balance in property, plant and equipment, net funded with accounts payable and accrued liabilities (including affiliate) was $134.0 million and $213.4 million as of March 31, 2018 and 2017 , respectively. |
Recent Accounting Standards
Recent Accounting Standards | 3 Months Ended |
Mar. 31, 2018 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recent Accounting Standards | RECENT ACCOUNTING STANDARDS The following table provides a brief description of a recent accounting standard that had not been adopted by us as of March 31, 2018 : Standard Description Expected Date of Adoption Effect on our Consolidated Financial Statements or Other Significant Matters ASU 2016-02, Leases (Topic 842) , and subsequent amendments thereto This standard requires a lessee to recognize leases on its balance sheet by recording a lease liability representing the obligation to make future lease payments and a right-of-use asset representing the right to use the underlying asset for the lease term. A lessee is permitted to make an election not to recognize lease assets and liabilities for leases with a term of 12 months or less. The standard also modifies the definition of a lease and requires expanded disclosures. This guidance may be early adopted, and must be adopted using a modified retrospective approach with certain available practical expedients. January 1, 2019 We continue to evaluate the effect of this standard on our Consolidated Financial Statements. This evaluation process includes reviewing all forms of leases, performing a completeness assessment over the lease population, analyzing the practical expedients and assessing opportunities to make certain changes to our lease accounting information technology system in order to determine the best implementation strategy. Preliminarily, we expect that the requirement to recognize all leases on our Consolidated Balance Sheets will be a significant change from current practice but will not have a material impact upon our Consolidated Balance Sheets. Because this assessment is preliminary and the accounting for leases is subject to significant judgment, this conclusion could change as we finalize our assessment. We have not yet determined the impact of the adoption of this standard upon our results of operations or cash flows. We expect to elect the package of practical expedients permitted under the transition guidance which, among other things, allows the carryforward of prior conclusions related to lease identification and classification. We also expect to elect the practical expedient to retain our existing accounting for land easements which were not previously accounted for as leases. We have not yet determined whether we will elect any other practical expedients upon transition. Additionally, the following table provides a brief description of recent accounting standards that were adopted by us during the reporting period: Standard Description Date of Adoption Effect on our Consolidated Financial Statements or Other Significant Matters ASU 2014-09, Revenue from Contracts with Customers (Topic 606) , and subsequent amendments thereto This standard provides a single, comprehensive revenue recognition model which replaces and supersedes most 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. The standard requires that the costs to obtain and fulfill contracts with customers should be recognized as assets and amortized to match the pattern of transfer of goods or services to the customer if expected to be recoverable. The standard also requires enhanced disclosures. This guidance may be adopted either retrospectively to each prior reporting period presented subject to allowable practical expedients (“full retrospective approach”) or as a cumulative-effect adjustment as of the date of adoption (“modified retrospective approach”). January 1, 2018 We adopted this guidance on January 1, 2018, using the full retrospective method. The adoption of this guidance represents a change in accounting principle that will provide financial statement readers with enhanced disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The adoption of this guidance did not impact our previously reported financial statements in any prior period nor did it result in a cumulative effect adjustment to retained earnings. See Note 7—Revenues from Contracts with Customers for additional disclosures. ASU 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory This standard requires the immediate recognition of the tax consequences of intercompany asset transfers other than inventory. This guidance may be early adopted, but only at the beginning of an annual period, and must be adopted using a modified retrospective approach. January 1, 2018 The adoption of this guidance did not have an impact on our Consolidated Financial Statements or related disclosures. |
Supplemental Guarantor Informat
Supplemental Guarantor Information | 3 Months Ended |
Mar. 31, 2018 | |
Supplemental Guarantor Financial Information [Abstract] | |
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 indenture governing the CCH Senior Notes (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 6—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 March 31, 2018 . Condensed Consolidating Balance Sheet March 31, 2018 (in thousands) Parent Issuer Guarantors Eliminations Consolidated ASSETS Current assets Cash and cash equivalents $ — $ — $ — $ — Restricted cash 82,762 5 — 82,767 Advances to affiliate — 36,267 — 36,267 Other current assets 342 999 — 1,341 Other current assets—affiliate — 196 (1 ) 195 Total current assets 83,104 37,467 (1 ) 120,570 Property, plant and equipment, net 748,394 7,964,115 — 8,712,509 Debt issuance and deferred financing costs, net 93,980 — — 93,980 Non-current derivative assets 49,096 268 — 49,364 Investments in subsidiaries 8,074,525 — (8,074,525 ) — Other non-current assets, net — 38,488 — 38,488 Total assets $ 9,049,099 $ 8,040,338 $ (8,074,526 ) $ 9,014,911 LIABILITIES AND MEMBER’S EQUITY Current liabilities Accounts payable $ 139 $ 4,508 $ — $ 4,647 Accrued liabilities 64,868 69,526 — 134,394 Due to affiliates 661 9,100 — 9,761 Derivative liabilities 6,476 — — 6,476 Other current liabilities — 2 — 2 Total current liabilities 72,144 83,136 — 155,280 Long-term debt, net 6,937,188 — — 6,937,188 Non-current derivative liabilities — 475 — 475 Deferred tax liability — 3,880 (3,880 ) — Member’s equity 2,039,767 7,952,847 (8,070,646 ) 1,921,968 Total liabilities and member’s equity $ 9,049,099 $ 8,040,338 $ (8,074,526 ) $ 9,014,911 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 Non-current derivative assets 2,469 — — 2,469 Investments in subsidiaries 7,648,111 — (7,648,111 ) — Other non-current assets, net — 38,124 — 38,124 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 Statement of Operations Three Months Ended March 31, 2018 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Revenues $ — $ — $ — $ — Expenses Operating and maintenance expense — 966 — 966 Operating and maintenance expense—affiliate — 466 — 466 Development expense — 34 — 34 General and administrative expense 99 751 — 850 General and administrative expense—affiliate — 403 — 403 Depreciation and amortization expense 13 358 — 371 Total expenses 112 2,978 — 3,090 Loss from operations (112 ) (2,978 ) — (3,090 ) Other income (expense) Derivative gain, net 68,849 — — 68,849 Other income (expense) (68 ) 4,476 (4,475 ) (67 ) Total other income 68,781 4,476 (4,475 ) 68,782 Income before income taxes 68,669 1,498 (4,475 ) 65,692 Income tax provision — (897 ) 897 — Net income $ 68,669 $ 601 $ (3,578 ) $ 65,692 Condensed Consolidating Statement of Operations Three Months Ended March 31, 2017 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Revenues $ — $ — $ — $ — Expenses Operating and maintenance expense — 706 — 706 Operating and maintenance expense—affiliate — 53 — 53 Development expense — 92 — 92 Development expense—affiliate — 8 — 8 General and administrative expense 311 1,104 — 1,415 General and administrative expense—affiliate — 311 — 311 Depreciation and amortization expense — 134 — 134 Total expenses 311 2,408 — 2,719 Loss from operations (311 ) (2,408 ) — (2,719 ) Other income (expense) Derivative gain, net 1,000 — — 1,000 Other income (expense) (40 ) 4,860 (4,858 ) (38 ) Total other income 960 4,860 (4,858 ) 962 Net income (loss) $ 649 $ 2,452 $ (4,858 ) $ (1,757 ) Condensed Consolidating Statement of Cash Flows Three Months Ended March 31, 2018 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Cash flows from operating activities Net income $ 68,669 $ 601 $ (3,578 ) $ 65,692 Adjustments to reconcile net income to net cash used in operating activities: Depreciation and amortization expense 13 358 — 371 Allowance for funds used during construction — (4,475 ) 4,475 — Deferred income taxes — 897 (897 ) — Total losses (gains) on derivatives, net (68,849 ) 116 — (68,733 ) Net cash used for settlement of derivative instruments (6,292 ) — — (6,292 ) Changes in operating assets and liabilities: Accounts payable and accrued liabilities (111 ) (234 ) — (345 ) Due to affiliates — (147 ) — (147 ) Other, net 167 (310 ) — (143 ) Other, net—affiliate — (5 ) — (5 ) Net cash used in operating activities (6,403 ) (3,199 ) — (9,602 ) Cash flows from investing activities Property, plant and equipment, net (165,851 ) (423,210 ) — (589,061 ) Investments in subsidiaries (426,414 ) — 426,414 — Net cash used in investing activities (592,265 ) (423,210 ) 426,414 (589,061 ) Cash flows from financing activities Proceeds from issuances of debt 266,000 — — 266,000 Debt issuance and deferred financing costs (129 ) — — (129 ) Capital contributions 189,000 426,414 (426,414 ) 189,000 Net cash provided by financing activities 454,871 426,414 (426,414 ) 454,871 Net increase (decrease) in cash, cash equivalents and restricted cash (143,797 ) 5 — (143,792 ) Cash, cash equivalents and restricted cash—beginning of period 226,559 — — 226,559 Cash, cash equivalents and restricted cash—end of period $ 82,762 $ 5 $ — $ 82,767 Balances per Condensed Consolidating Balance Sheet: March 31, 2018 Parent Issuer Guarantors Eliminations Consolidated Cash and cash equivalents $ — $ — $ — $ — Restricted cash 82,762 5 — 82,767 Total cash, cash equivalents and restricted cash $ 82,762 $ 5 $ — $ 82,767 Condensed Consolidating Statement of Cash Flows Three Months Ended March 31, 2017 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Cash flows from operating activities Net income (loss) $ 649 $ 2,452 $ (4,858 ) $ (1,757 ) Adjustments to reconcile net income (loss) to net cash used in operating activities: Depreciation and amortization expense — 134 — 134 Allowance for funds used during construction — (4,858 ) 4,858 — Total gains on derivatives, net (1,000 ) — — (1,000 ) Net cash used for settlement of derivative instruments (10,736 ) — — (10,736 ) Changes in operating assets and liabilities: Accounts payable and accrued liabilities 269 34 — 303 Due to affiliates — 676 — 676 Other, net 117 (423 ) — (306 ) Other, net—affiliate — (566 ) — (566 ) Net cash used in operating activities (10,701 ) (2,551 ) — (13,252 ) Cash flows from investing activities Property, plant and equipment, net (82,239 ) (656,558 ) — (738,797 ) Investments in subsidiaries (622,768 ) — 622,768 — Other — 36,341 — 36,341 Net cash used in investing activities (705,007 ) (620,217 ) 622,768 (702,456 ) Cash flows from financing activities Proceeds from issuances of debt 548,000 — — 548,000 Debt issuance and deferred financing costs (1,088 ) — — (1,088 ) Capital contributions 41,029 622,768 (622,768 ) 41,029 Net cash provided by financing activities 587,941 622,768 (622,768 ) 587,941 Net decrease in cash, cash equivalents and restricted cash (127,767 ) — — (127,767 ) Cash, cash equivalents and restricted cash—beginning of period 270,540 — — 270,540 Cash, cash equivalents and restricted cash—end of period $ 142,773 $ — $ — $ 142,773 |
Nature of Operations and Basi18
Nature of Operations and Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation, Policy | Basis of Presentation The accompanying unaudited Consolidated Financial Statements of CCH have been prepared in accordance with GAAP for interim financial information and with Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements and should be read in conjunction with the Consolidated Financial Statements and accompanying notes included in our annual report on Form 10-K for the year ended December 31, 2017 . In our opinion, all adjustments, consisting only of normal recurring adjustments necessary for a fair presentation, have been included. Certain reclassifications have been made to conform prior period information to the current presentation. The reclassifications did not have a material effect on our consolidated financial position, results of operations or cash flows. |
Income Taxes, Policy | 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 Consolidated Statements of Operations, is included in the consolidated federal income tax return of Cheniere. The provision for income taxes, taxes payable and deferred income tax balances have been recorded as if we had filed all tax returns on a separate return basis from Cheniere. |
Restricted Cash (Tables)
Restricted Cash (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Restricted Cash [Abstract] | |
Schedule of Restricted Cash | As of March 31, 2018 and December 31, 2017 , restricted cash consisted of the following (in thousands): March 31, December 31, 2018 2017 Current restricted cash Liquefaction Project $ 82,767 $ 226,559 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, plant and equipment, net consists of LNG terminal costs and fixed assets, as follows (in thousands): March 31, December 31, 2018 2017 LNG terminal costs LNG terminal construction-in-process $ 8,693,402 $ 8,242,520 LNG site and related costs 13,844 13,844 Total LNG terminal costs 8,707,246 8,256,364 Fixed assets Fixed assets 6,618 6,042 Accumulated depreciation (1,355 ) (1,023 ) Total fixed assets, net 5,263 5,019 Property, plant and equipment, net $ 8,712,509 $ 8,261,383 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |
Fair Value Inputs, Liabilities, Quantitative Information | The following table includes quantitative information for the unobservable inputs for our Liquefaction Supply Derivatives as of March 31, 2018 : Net Fair Value Liability (in thousands) Valuation Approach Significant Unobservable Input Significant Unobservable Inputs Range Liquefaction Supply Derivatives $(207) Market approach incorporating present value techniques Basis Spread $(0.725) - $0.050 |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation | The following table shows the changes in the fair value of our Level 3 Physical Liquefaction Supply Derivatives during the three months ended March 31, 2018 and 2017 (in thousands): Three Months Ended March 31, 2018 2017 Balance, beginning of period $ (91 ) $ — Realized and mark-to-market gains: Included in operating and maintenance expense 351 — Purchases (467 ) — Balance, end of period $ (207 ) $ — Change in unrealized losses relating to instruments still held at end of period $ 351 $ — |
Derivative Net Presentation on Consolidated Balance Sheets | The following table shows the fair value of our derivatives outstanding on a gross and net basis (in thousands): Gross Amounts Recognized Gross Amounts Offset in the Consolidated Balance Sheets Net Amounts Presented in the Consolidated Balance Sheets Offsetting Derivative Assets (Liabilities) As of March 31, 2018 Interest Rate Derivatives $ 49,446 $ (87 ) $ 49,359 Interest Rate Derivatives (6,945 ) 469 (6,476 ) Liquefaction Supply Derivatives 347 (79 ) 268 Liquefaction Supply Derivatives (1,249 ) 774 (475 ) As of December 31, 2017 Interest Rate Derivatives $ 2,808 $ (339 ) $ 2,469 Interest Rate Derivatives (34,747 ) 20 (34,727 ) Liquefaction Supply Derivatives (130 ) 39 (91 ) |
Interest Rate Derivatives [Member] | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |
Schedule of Notional Amounts of Outstanding Derivative Positions | As of March 31, 2018 , 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 $28.8 million $4.9 billion May 20, 2015 May 31, 2022 2.29% One-month LIBOR |
Fair Value of Derivative Instruments by Balance Sheet Location | The following table shows the fair value and location of our Interest Rate Derivatives on our Consolidated Balance Sheets (in thousands): March 31, December 31, Balance Sheet Location 2018 2017 Other current assets $ 263 $ — Non-current derivative assets 49,096 2,469 Total derivative assets 49,359 2,469 Derivative liabilities (6,476 ) (19,609 ) Non-current derivative liabilities — (15,118 ) Total derivative liabilities (6,476 ) (34,727 ) Derivative asset (liability), net $ 42,883 $ (32,258 ) |
Derivative Instruments, Gain (Loss) | The following table shows the changes in the fair value and settlements of our Interest Rate Derivatives recorded in derivative gain, net on our Consolidated Statements of Operations during the three months ended March 31, 2018 and 2017 (in thousands): Three Months Ended March 31, 2018 2017 Interest Rate Derivatives gain $ 68,849 $ 1,000 |
Liquefaction Supply Derivatives [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 and location of our Liquefaction Supply Derivatives on our Consolidated Balance Sheets (in thousands): March 31, December 31, Balance Sheet Location 2018 2017 Non-current derivative assets $ 268 $ — Non-current derivative liabilities (475 ) (91 ) Derivative liability, net $ (207 ) $ (91 ) |
Derivative Instruments, Gain (Loss) | The following table shows the changes in the fair value of our Liquefaction Supply Derivatives recorded in our Consolidated Statements of Operations during the three months ended March 31, 2018 and 2017 (in thousands): Three Months Ended March 31, Statement of Operations Location 2018 2017 Liquefaction Supply Derivatives loss Operating and maintenance expense $ 116 $ — |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Accrued Liabilities, Current [Abstract] | |
Schedule of Accrued Liabilities | As of March 31, 2018 and December 31, 2017 , accrued liabilities consisted of the following (in thousands): March 31, December 31, 2018 2017 Interest costs and related debt fees $ 64,335 $ 136,283 Liquefaction Project costs 61,412 107,055 Other 8,647 14,722 Total accrued liabilities $ 134,394 $ 258,060 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Debt Instruments | As of March 31, 2018 and December 31, 2017 , our debt consisted of the following (in thousands): March 31, December 31, 2018 2017 Long-term debt 7.000% Senior Secured Notes due 2024 (“2024 CCH Senior Notes”) $ 1,250,000 $ 1,250,000 5.875% Senior Secured Notes due 2025 (“2025 CCH Senior Notes”) 1,500,000 1,500,000 5.125% Senior Secured Notes due 2027 (“2027 CCH Senior Notes”) 1,500,000 1,500,000 2015 CCH Credit Facility 2,750,737 2,484,737 Unamortized debt issuance costs (63,549 ) (65,261 ) Total long-term debt, net 6,937,188 6,669,476 Current debt $350 million CCH Working Capital Facility (“CCH Working Capital Facility”) — — Total debt, net $ 6,937,188 $ 6,669,476 |
Schedule of Line of Credit Facilities | Below is a summary of our credit facilities outstanding as of March 31, 2018 (in thousands): 2015 CCH Credit Facility CCH Working Capital Facility Original facility size $ 8,403,714 $ 350,000 Less: Outstanding balance 2,750,737 — Commitments terminated 3,832,263 — Letters of credit issued — 288,575 Available commitment $ 1,820,714 $ 61,425 Interest rate LIBOR plus 2.25% or base rate plus 1.25% (1) LIBOR plus 1.50% - 2.00% or base rate plus 0.50% - 1.00% Maturity date Earlier of May 13, 2022 or second anniversary of CCL Trains 1 and 2 completion date December 14, 2021, with various terms for underlying loans (1) There is a 0.25% step-up for both LIBOR and base rate loans following the completion of Trains 1 and 2 of the Liquefaction Project as defined in the common terms agreement. |
Schedule of Interest Expense | Total interest expense consisted of the following (in thousands): Three Months Ended March 31, 2018 2017 Total interest cost $ 101,195 $ 80,188 Capitalized interest, including amounts capitalized as an Allowance for Funds Used During Construction (101,195 ) (80,188 ) Total interest expense, net $ — $ — |
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments | The following table shows the carrying amount and estimated fair value of our debt (in thousands): March 31, 2018 December 31, 2017 Carrying Estimated Carrying Estimated Senior notes (1) $ 4,250,000 $ 4,441,250 $ 4,250,000 $ 4,590,625 Credit facilities (2) 2,750,737 2,750,737 2,484,737 2,484,737 (1) Includes 2024 CCH Senior Notes , 2025 CCH Senior Notes and 2027 CCH Senior Notes (collectively, the “CCH Senior Notes”) . The Level 2 estimated fair value was based on quotes obtained from broker-dealers or market makers of the CCH Senior Notes and other similar instruments. (2) Includes 2015 CCH Credit Facility and CCH Working Capital Facility . 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. |
Revenues from Contracts with 24
Revenues from Contracts with Customers (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Transaction Price Allocated to Future Performance Obligations | The following table discloses the aggregate amount of the transaction price that is allocated to performance obligations that have not yet been satisfied as of March 31, 2018 : Unsatisfied Transaction Price (in billions) Weighted Average Recognition Timing (years) (1) LNG revenues $ 32.5 12.0 (1) The weighted average recognition timing represents an estimate of the number of years during which we shall have recognized half of the unsatisfied transaction price. |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | Below is a summary of our related party transactions as reported on our Consolidated Statements of Operations for the three months ended March 31, 2018 and 2017 (in thousands): Three Months Ended March 31, 2018 2017 Operating and maintenance expense—affiliate Services Agreements $ 233 $ — Lease Agreements 233 53 Total operating and maintenance expense—affiliate 466 53 Development expense—affiliate Services Agreements — 8 General and administrative expense—affiliate Services Agreements 403 311 |
Supplemental Cash Flow Inform26
Supplemental Cash Flow Information (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Supplemental Cash Flow Information [Abstract] | |
Schedule of Cash Flow, Supplemental Disclosures | The following table provides supplemental disclosure of cash flow information (in thousands): Three Months Ended March 31, 2018 2017 Cash paid during the period for interest, net of amounts capitalized $ 64,656 $ 2,052 |
Recent Accounting Standards (Ta
Recent Accounting Standards (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recent Accounting Standards, Not Yet Adopted | The following table provides a brief description of a recent accounting standard that had not been adopted by us as of March 31, 2018 : Standard Description Expected Date of Adoption Effect on our Consolidated Financial Statements or Other Significant Matters ASU 2016-02, Leases (Topic 842) , and subsequent amendments thereto This standard requires a lessee to recognize leases on its balance sheet by recording a lease liability representing the obligation to make future lease payments and a right-of-use asset representing the right to use the underlying asset for the lease term. A lessee is permitted to make an election not to recognize lease assets and liabilities for leases with a term of 12 months or less. The standard also modifies the definition of a lease and requires expanded disclosures. This guidance may be early adopted, and must be adopted using a modified retrospective approach with certain available practical expedients. January 1, 2019 We continue to evaluate the effect of this standard on our Consolidated Financial Statements. This evaluation process includes reviewing all forms of leases, performing a completeness assessment over the lease population, analyzing the practical expedients and assessing opportunities to make certain changes to our lease accounting information technology system in order to determine the best implementation strategy. Preliminarily, we expect that the requirement to recognize all leases on our Consolidated Balance Sheets will be a significant change from current practice but will not have a material impact upon our Consolidated Balance Sheets. Because this assessment is preliminary and the accounting for leases is subject to significant judgment, this conclusion could change as we finalize our assessment. We have not yet determined the impact of the adoption of this standard upon our results of operations or cash flows. We expect to elect the package of practical expedients permitted under the transition guidance which, among other things, allows the carryforward of prior conclusions related to lease identification and classification. We also expect to elect the practical expedient to retain our existing accounting for land easements which were not previously accounted for as leases. We have not yet determined whether we will elect any other practical expedients upon transition. |
Recent Accounting Standards, Adopted | Additionally, the following table provides a brief description of recent accounting standards that were adopted by us during the reporting period: Standard Description Date of Adoption Effect on our Consolidated Financial Statements or Other Significant Matters ASU 2014-09, Revenue from Contracts with Customers (Topic 606) , and subsequent amendments thereto This standard provides a single, comprehensive revenue recognition model which replaces and supersedes most 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. The standard requires that the costs to obtain and fulfill contracts with customers should be recognized as assets and amortized to match the pattern of transfer of goods or services to the customer if expected to be recoverable. The standard also requires enhanced disclosures. This guidance may be adopted either retrospectively to each prior reporting period presented subject to allowable practical expedients (“full retrospective approach”) or as a cumulative-effect adjustment as of the date of adoption (“modified retrospective approach”). January 1, 2018 We adopted this guidance on January 1, 2018, using the full retrospective method. The adoption of this guidance represents a change in accounting principle that will provide financial statement readers with enhanced disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The adoption of this guidance did not impact our previously reported financial statements in any prior period nor did it result in a cumulative effect adjustment to retained earnings. See Note 7—Revenues from Contracts with Customers for additional disclosures. ASU 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory This standard requires the immediate recognition of the tax consequences of intercompany asset transfers other than inventory. This guidance may be early adopted, but only at the beginning of an annual period, and must be adopted using a modified retrospective approach. January 1, 2018 The adoption of this guidance did not have an impact on our Consolidated Financial Statements or related disclosures. |
Supplemental Guarantor Inform28
Supplemental Guarantor Information (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Supplemental Guarantor Financial Information [Abstract] | |
Condensed Consolidating Balance Sheets | Condensed Consolidating Balance Sheet March 31, 2018 (in thousands) Parent Issuer Guarantors Eliminations Consolidated ASSETS Current assets Cash and cash equivalents $ — $ — $ — $ — Restricted cash 82,762 5 — 82,767 Advances to affiliate — 36,267 — 36,267 Other current assets 342 999 — 1,341 Other current assets—affiliate — 196 (1 ) 195 Total current assets 83,104 37,467 (1 ) 120,570 Property, plant and equipment, net 748,394 7,964,115 — 8,712,509 Debt issuance and deferred financing costs, net 93,980 — — 93,980 Non-current derivative assets 49,096 268 — 49,364 Investments in subsidiaries 8,074,525 — (8,074,525 ) — Other non-current assets, net — 38,488 — 38,488 Total assets $ 9,049,099 $ 8,040,338 $ (8,074,526 ) $ 9,014,911 LIABILITIES AND MEMBER’S EQUITY Current liabilities Accounts payable $ 139 $ 4,508 $ — $ 4,647 Accrued liabilities 64,868 69,526 — 134,394 Due to affiliates 661 9,100 — 9,761 Derivative liabilities 6,476 — — 6,476 Other current liabilities — 2 — 2 Total current liabilities 72,144 83,136 — 155,280 Long-term debt, net 6,937,188 — — 6,937,188 Non-current derivative liabilities — 475 — 475 Deferred tax liability — 3,880 (3,880 ) — Member’s equity 2,039,767 7,952,847 (8,070,646 ) 1,921,968 Total liabilities and member’s equity $ 9,049,099 $ 8,040,338 $ (8,074,526 ) $ 9,014,911 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 Non-current derivative assets 2,469 — — 2,469 Investments in subsidiaries 7,648,111 — (7,648,111 ) — Other non-current assets, net — 38,124 — 38,124 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 Statements of Operations | Condensed Consolidating Statement of Operations Three Months Ended March 31, 2018 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Revenues $ — $ — $ — $ — Expenses Operating and maintenance expense — 966 — 966 Operating and maintenance expense—affiliate — 466 — 466 Development expense — 34 — 34 General and administrative expense 99 751 — 850 General and administrative expense—affiliate — 403 — 403 Depreciation and amortization expense 13 358 — 371 Total expenses 112 2,978 — 3,090 Loss from operations (112 ) (2,978 ) — (3,090 ) Other income (expense) Derivative gain, net 68,849 — — 68,849 Other income (expense) (68 ) 4,476 (4,475 ) (67 ) Total other income 68,781 4,476 (4,475 ) 68,782 Income before income taxes 68,669 1,498 (4,475 ) 65,692 Income tax provision — (897 ) 897 — Net income $ 68,669 $ 601 $ (3,578 ) $ 65,692 Condensed Consolidating Statement of Operations Three Months Ended March 31, 2017 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Revenues $ — $ — $ — $ — Expenses Operating and maintenance expense — 706 — 706 Operating and maintenance expense—affiliate — 53 — 53 Development expense — 92 — 92 Development expense—affiliate — 8 — 8 General and administrative expense 311 1,104 — 1,415 General and administrative expense—affiliate — 311 — 311 Depreciation and amortization expense — 134 — 134 Total expenses 311 2,408 — 2,719 Loss from operations (311 ) (2,408 ) — (2,719 ) Other income (expense) Derivative gain, net 1,000 — — 1,000 Other income (expense) (40 ) 4,860 (4,858 ) (38 ) Total other income 960 4,860 (4,858 ) 962 Net income (loss) $ 649 $ 2,452 $ (4,858 ) $ (1,757 ) Condensed Consolidating Statement of Cash Flows Three Months Ended March 31, 2018 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Cash flows from operating activities Net income $ 68,669 $ 601 $ (3,578 ) $ 65,692 Adjustments to reconcile net income to net cash used in operating activities: Depreciation and amortization expense 13 358 — 371 Allowance for funds used during construction — (4,475 ) 4,475 — Deferred income taxes — 897 (897 ) — Total losses (gains) on derivatives, net (68,849 ) 116 — (68,733 ) Net cash used for settlement of derivative instruments (6,292 ) — — (6,292 ) Changes in operating assets and liabilities: Accounts payable and accrued liabilities (111 ) (234 ) — (345 ) Due to affiliates — (147 ) — (147 ) Other, net 167 (310 ) — (143 ) Other, net—affiliate — (5 ) — (5 ) Net cash used in operating activities (6,403 ) (3,199 ) — (9,602 ) Cash flows from investing activities Property, plant and equipment, net (165,851 ) (423,210 ) — (589,061 ) Investments in subsidiaries (426,414 ) — 426,414 — Net cash used in investing activities (592,265 ) (423,210 ) 426,414 (589,061 ) Cash flows from financing activities Proceeds from issuances of debt 266,000 — — 266,000 Debt issuance and deferred financing costs (129 ) — — (129 ) Capital contributions 189,000 426,414 (426,414 ) 189,000 Net cash provided by financing activities 454,871 426,414 (426,414 ) 454,871 Net increase (decrease) in cash, cash equivalents and restricted cash (143,797 ) 5 — (143,792 ) Cash, cash equivalents and restricted cash—beginning of period 226,559 — — 226,559 Cash, cash equivalents and restricted cash—end of period $ 82,762 $ 5 $ — $ 82,767 |
Condensed Consolidating Statements of Cash Flows | Condensed Consolidating Statement of Cash Flows Three Months Ended March 31, 2018 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Cash flows from operating activities Net income $ 68,669 $ 601 $ (3,578 ) $ 65,692 Adjustments to reconcile net income to net cash used in operating activities: Depreciation and amortization expense 13 358 — 371 Allowance for funds used during construction — (4,475 ) 4,475 — Deferred income taxes — 897 (897 ) — Total losses (gains) on derivatives, net (68,849 ) 116 — (68,733 ) Net cash used for settlement of derivative instruments (6,292 ) — — (6,292 ) Changes in operating assets and liabilities: Accounts payable and accrued liabilities (111 ) (234 ) — (345 ) Due to affiliates — (147 ) — (147 ) Other, net 167 (310 ) — (143 ) Other, net—affiliate — (5 ) — (5 ) Net cash used in operating activities (6,403 ) (3,199 ) — (9,602 ) Cash flows from investing activities Property, plant and equipment, net (165,851 ) (423,210 ) — (589,061 ) Investments in subsidiaries (426,414 ) — 426,414 — Net cash used in investing activities (592,265 ) (423,210 ) 426,414 (589,061 ) Cash flows from financing activities Proceeds from issuances of debt 266,000 — — 266,000 Debt issuance and deferred financing costs (129 ) — — (129 ) Capital contributions 189,000 426,414 (426,414 ) 189,000 Net cash provided by financing activities 454,871 426,414 (426,414 ) 454,871 Net increase (decrease) in cash, cash equivalents and restricted cash (143,797 ) 5 — (143,792 ) Cash, cash equivalents and restricted cash—beginning of period 226,559 — — 226,559 Cash, cash equivalents and restricted cash—end of period $ 82,762 $ 5 $ — $ 82,767 Balances per Condensed Consolidating Balance Sheet: March 31, 2018 Parent Issuer Guarantors Eliminations Consolidated Cash and cash equivalents $ — $ — $ — $ — Restricted cash 82,762 5 — 82,767 Total cash, cash equivalents and restricted cash $ 82,762 $ 5 $ — $ 82,767 Condensed Consolidating Statement of Cash Flows Three Months Ended March 31, 2017 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Cash flows from operating activities Net income (loss) $ 649 $ 2,452 $ (4,858 ) $ (1,757 ) Adjustments to reconcile net income (loss) to net cash used in operating activities: Depreciation and amortization expense — 134 — 134 Allowance for funds used during construction — (4,858 ) 4,858 — Total gains on derivatives, net (1,000 ) — — (1,000 ) Net cash used for settlement of derivative instruments (10,736 ) — — (10,736 ) Changes in operating assets and liabilities: Accounts payable and accrued liabilities 269 34 — 303 Due to affiliates — 676 — 676 Other, net 117 (423 ) — (306 ) Other, net—affiliate — (566 ) — (566 ) Net cash used in operating activities (10,701 ) (2,551 ) — (13,252 ) Cash flows from investing activities Property, plant and equipment, net (82,239 ) (656,558 ) — (738,797 ) Investments in subsidiaries (622,768 ) — 622,768 — Other — 36,341 — 36,341 Net cash used in investing activities (705,007 ) (620,217 ) 622,768 (702,456 ) Cash flows from financing activities Proceeds from issuances of debt 548,000 — — 548,000 Debt issuance and deferred financing costs (1,088 ) — — (1,088 ) Capital contributions 41,029 622,768 (622,768 ) 41,029 Net cash provided by financing activities 587,941 622,768 (622,768 ) 587,941 Net decrease in cash, cash equivalents and restricted cash (127,767 ) — — (127,767 ) Cash, cash equivalents and restricted cash—beginning of period 270,540 — — 270,540 Cash, cash equivalents and restricted cash—end of period $ 142,773 $ — $ — $ 142,773 |
Nature of Operations and Basi29
Nature of Operations and Basis of Presentation (Details) | 3 Months Ended |
Mar. 31, 2018aunitmitrains | |
Corpus Christi LNG Terminal [Member] | |
Nature of Operations and Basis of Presentation [Line Items] | |
Acres of land owned or controlled | a | 2,000 |
Corpus Christi LNG Terminal [Member] | Stage 1 [Member] | |
Nature of Operations and Basis of Presentation [Line Items] | |
Number of Liquefaction LNG Trains | trains | 2 |
Number Of LNG Storage Tanks | 2 |
Number of Marine Berths | 1 |
Corpus Christi LNG Terminal [Member] | Stage 2 [Member] | |
Nature of Operations and Basis of Presentation [Line Items] | |
Number of Liquefaction LNG Trains | trains | 1 |
Number Of LNG Storage Tanks | 1 |
Corpus Christi Pipeline [Member] | |
Nature of Operations and Basis of Presentation [Line Items] | |
Length Of Natural Gas Pipeline | mi | 23 |
Restricted Cash (Details)
Restricted Cash (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash | $ 82,767 | $ 226,559 |
Liquefaction Project [Member] | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash | $ 82,767 | $ 226,559 |
Property, Plant and Equipment31
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, net | $ 8,712,509 | $ 8,261,383 | |
Depreciation expense | 300 | $ 100 | |
LNG terminal costs [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 8,707,246 | 8,256,364 | |
LNG terminal construction-in-process [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 8,693,402 | 8,242,520 | |
LNG site and related costs [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 13,844 | 13,844 | |
Fixed assets [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 6,618 | 6,042 | |
Accumulated depreciation | (1,355) | (1,023) | |
Property, plant and equipment, net | $ 5,263 | $ 5,019 |
Derivative Instruments - Schedu
Derivative Instruments - Schedule of Notional Amounts of Outstanding Derivative Positions (Details) $ in Millions | 3 Months Ended | |
Mar. 31, 2018USD ($)tbtu | Dec. 31, 2017tbtu | |
Interest Rate Derivatives [Member] | ||
Derivative [Line Items] | ||
Notional Amount | $ | $ 28.8 | |
Effective Date | May 20, 2015 | |
Maturity Date | May 31, 2022 | |
Weighted Average Fixed Interest Rate Paid | 2.29% | |
Variable Interest Rate Received | One-month LIBOR | |
Interest Rate Derivatives [Member] | Maximum [Member] | ||
Derivative [Line Items] | ||
Notional Amount | $ | $ 4,900 | |
CCL [Member] | ||
Derivative [Line Items] | ||
Energy Units Secured Through Long-Term Purchase Agreements | tbtu | 2,057 | 2,024 |
CCL [Member] | Liquefaction Supply Derivatives [Member] | ||
Derivative [Line Items] | ||
Nonmonetary Notional Amount | tbtu | 1,052 | 1,019 |
CCL [Member] | Liquefaction Supply Derivatives [Member] | Minimum [Member] | ||
Derivative [Line Items] | ||
Derivative, Term of Contract | 3 years | |
CCL [Member] | Liquefaction Supply Derivatives [Member] | Maximum [Member] | ||
Derivative [Line Items] | ||
Derivative, Term of Contract | 7 years |
Derivative Instruments - Fair V
Derivative Instruments - Fair Value of Derivative Instruments by Balance Sheet Location (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Derivatives, Fair Value [Line Items] | ||
Non-current derivative assets | $ 49,364 | $ 2,469 |
Derivative liabilities | (6,476) | (19,609) |
Non-current derivative liabilities | (475) | (15,209) |
Interest Rate Derivatives [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Total derivative assets | 49,359 | 2,469 |
Total derivative liabilities | (6,476) | (34,727) |
Derivative asset (liability), net | 42,883 | (32,258) |
Interest Rate Derivatives [Member] | Other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 263 | 0 |
Interest Rate Derivatives [Member] | Non-current derivative assets | ||
Derivatives, Fair Value [Line Items] | ||
Non-current derivative assets | 49,096 | 2,469 |
Interest Rate Derivatives [Member] | Derivative liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities | (6,476) | (19,609) |
Interest Rate Derivatives [Member] | Non-current derivative liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Non-current derivative liabilities | 0 | (15,118) |
Liquefaction Supply Derivatives [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset (liability), net | (207) | (91) |
Liquefaction Supply Derivatives [Member] | Non-current derivative assets | ||
Derivatives, Fair Value [Line Items] | ||
Non-current derivative assets | 268 | 0 |
Liquefaction Supply Derivatives [Member] | Non-current derivative liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Non-current derivative liabilities | $ (475) | $ (91) |
Derivative Instruments - Deriva
Derivative Instruments - Derivative Instruments, Gain (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Interest Rate Derivatives [Member] | Derivative gain, net [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Derivative gain (loss), net | $ 68,849 | $ 1,000 |
Liquefaction Supply Derivatives [Member] | Operating and maintenance expense [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Derivative gain (loss), net | $ (116) | $ 0 |
Derivative Instruments - Fair35
Derivative Instruments - Fair Value Inputs - Quantitative Information (Details) - Liquefaction Supply Derivatives [Member] - Fair Value, Inputs, Level 3 [Member] | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | |
Net Fair Value Liability | $ (207,000) |
Valuation Approach | Market approach incorporating present value techniques |
Significant Unobservable Input | Basis Spread |
Minimum [Member] | |
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | |
Fair Value Inputs Basis Spread | $ (0.725) |
Maximum [Member] | |
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | |
Fair Value Inputs Basis Spread | $ 0.050 |
Derivative Instruments - Sche36
Derivative Instruments - Schedule of Level 3 Activity (Details) - Liquefaction Supply Derivatives [Member] - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance, beginning of period | $ (91) | $ 0 |
Realized and mark-to-market gains: | ||
Included in operating and maintenance expense | 351 | 0 |
Purchases | (467) | 0 |
Balance, end of period | (207) | 0 |
Change in unrealized losses relating to instruments still held at end of period | $ 351 | $ 0 |
Derivative Instruments - Deri37
Derivative Instruments - Derivative Net Presentation on Consolidated Balance Sheets (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Interest Rate Derivative Asset [Member] | ||
Derivative [Line Items] | ||
Derivative Asset, Gross Amounts Recognized | $ 49,446 | $ 2,808 |
Derivative Asset, Gross Amounts Offset in the Consolidated Balance Sheets | (87) | (339) |
Derivative Assets (Liabilities), at Fair Value, Net | 49,359 | 2,469 |
Interest Rate Derivative Liability [Member] | ||
Derivative [Line Items] | ||
Derivative Liability, Gross Amounts Recognized | (6,945) | (34,747) |
Derivative Liability, Gross Amounts Offset in the Consolidated Balance Sheets | 469 | 20 |
Derivative Assets (Liabilities), at Fair Value, Net | (6,476) | (34,727) |
Liquefaction Supply Derivative Asset [Member] | ||
Derivative [Line Items] | ||
Derivative Asset, Gross Amounts Recognized | 347 | |
Derivative Asset, Gross Amounts Offset in the Consolidated Balance Sheets | (79) | |
Derivative Assets (Liabilities), at Fair Value, Net | 268 | |
Liquefaction Supply Derivative Liability [Member] | ||
Derivative [Line Items] | ||
Derivative Liability, Gross Amounts Recognized | (1,249) | (130) |
Derivative Liability, Gross Amounts Offset in the Consolidated Balance Sheets | 774 | 39 |
Derivative Assets (Liabilities), at Fair Value, Net | $ (475) | $ (91) |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Accrued Liabilities, Current [Abstract] | ||
Interest costs and related debt fees | $ 64,335 | $ 136,283 |
Liquefaction Project costs | 61,412 | 107,055 |
Other | 8,647 | 14,722 |
Total accrued liabilities | $ 134,394 | $ 258,060 |
Debt - Schedule of Debt Instrum
Debt - Schedule of Debt Instruments (Details) - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Long-term Debt, Net | $ 6,937,188,000 | $ 6,669,476,000 |
Unamortized debt issuance costs | (63,549,000) | (65,261,000) |
Current Debt, CCH Working Capital Facility | 0 | 0 |
Total Debt, Net | 6,937,188,000 | 6,669,476,000 |
2024 CCH Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Net | $ 1,250,000,000 | 1,250,000,000 |
Debt Instrument, Interest Rate, Stated Percentage | 7.00% | |
2025 CCH Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Net | $ 1,500,000,000 | 1,500,000,000 |
Debt Instrument, Interest Rate, Stated Percentage | 5.875% | |
2027 CCH Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Net | $ 1,500,000,000 | 1,500,000,000 |
Debt Instrument, Interest Rate, Stated Percentage | 5.125% | |
2015 CCH Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Net | $ 2,750,737,000 | $ 2,484,737,000 |
CCH Working Capital Facility [Member] | ||
Debt Instrument [Line Items] | ||
Current Debt, CCH Working Capital Facility | 0 | |
Line of Credit Facility, Maximum Borrowing Capacity | $ 350,000,000 |
Debt - Credit Facilities Table
Debt - Credit Facilities Table (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Dec. 31, 2017 | ||
Line of Credit Facility [Line Items] | |||
Outstanding balance | $ 6,937,188 | $ 6,669,476 | |
Outstanding balance, current | 0 | 0 | |
2015 CCH Credit Facility [Member] | |||
Line of Credit Facility [Line Items] | |||
Original facility size | 8,403,714 | ||
Outstanding balance | 2,750,737 | $ 2,484,737 | |
Commitments terminated | 3,832,263 | ||
Letters of credit issued | 0 | ||
Available commitment | $ 1,820,714 | ||
Debt Instrument, Description of Variable Rate Basis | LIBOR or base rate | ||
Debt Instrument, Maturity Date, Description | Earlier of May 13, 2022 or second anniversary of CCL Trains 1 and 2 completion date | ||
2015 CCH Credit Facility [Member] | Completion of Trains 1 and 2 of the Liquefaction Project [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt Instrument, Interest Rate, Increase | 0.25% | ||
2015 CCH Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | [1] | 2.25% | |
2015 CCH Credit Facility [Member] | Base Rate [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | [1] | 1.25% | |
CCH Working Capital Facility [Member] | |||
Line of Credit Facility [Line Items] | |||
Original facility size | $ 350,000 | ||
Outstanding balance, current | 0 | ||
Commitments terminated | 0 | ||
Letters of credit issued | 288,575 | ||
Available commitment | $ 61,425 | ||
Debt Instrument, Description of Variable Rate Basis | LIBOR or base rate | ||
Debt Instrument, Maturity Date, Description | December 14, 2021, with various terms for underlying loans | ||
CCH Working Capital Facility [Member] | Minimum [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 1.50% | ||
CCH Working Capital Facility [Member] | Minimum [Member] | Base Rate [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | ||
CCH Working Capital Facility [Member] | Maximum [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 2.00% | ||
CCH Working Capital Facility [Member] | Maximum [Member] | Base Rate [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | ||
[1] | There is a 0.25% step-up for both LIBOR and base rate loans following the completion of Trains 1 and 2 of the Liquefaction Project as defined in the common terms agreement. |
Debt - Interest Expense (Detail
Debt - Interest Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Debt Disclosure [Abstract] | ||
Total interest cost | $ 101,195 | $ 80,188 |
Capitalized interest, including amounts capitalized as an Allowance for Funds Used During Construction | (101,195) | (80,188) |
Total interest expense, net | $ 0 | $ 0 |
Debt - Schedule of Carrying Val
Debt - Schedule of Carrying Values and Estimated Fair Values of Debt Instruments (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Debt, Carrying Value | $ 6,937,188 | $ 6,669,476 | |
Senior notes [Member] | Carrying Amount [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Debt, Carrying Value | [1] | 4,250,000 | 4,250,000 |
Senior notes [Member] | Estimated Fair Value [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Notes Payable, Fair Value Disclosure | [1] | 4,441,250 | 4,590,625 |
Credit facilities [Member] | Carrying Amount [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Debt, Carrying Value | [2] | 2,750,737 | 2,484,737 |
Credit facilities [Member] | Estimated Fair Value [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Lines of Credit, Fair Value Disclosure | [2] | $ 2,750,737 | $ 2,484,737 |
[1] | Includes 2024 CCH Senior Notes, 2025 CCH Senior Notes and 2027 CCH Senior Notes (collectively, the “CCH Senior Notes”). The Level 2 estimated fair value was based on quotes obtained from broker-dealers or market makers of the CCH Senior Notes and other similar instruments. | ||
[2] | Includes 2015 CCH Credit Facility and CCH Working Capital Facility. 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. |
Revenues from Contracts with 43
Revenues from Contracts with Customers (Details) | 3 Months Ended |
Mar. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
LNG Volume, Purchase Price Percentage of Henry Hub | 115.00% |
Revenues from Contracts with 44
Revenues from Contracts with Customers - Schedule of Transaction Price Allocated to Future Performance Obligations (Details) - LNG [Member] $ in Billions | 3 Months Ended | |
Mar. 31, 2018USD ($) | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Unsatisfied Transaction Price | $ 32.5 | |
Weighted Average Recognition Timing | 12 years | [1] |
[1] | The weighted average recognition timing represents an estimate of the number of years during which we shall have recognized half of the unsatisfied transaction price. |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Related Party Transactions (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Related Party Transaction [Line Items] | ||
Operating and maintenance expense—affiliate | $ 466 | $ 53 |
Development expense—affiliate | 0 | 8 |
General and administrative expense—affiliate | 403 | 311 |
Service Agreements [Member] | ||
Related Party Transaction [Line Items] | ||
Operating and maintenance expense—affiliate | 233 | 0 |
Development expense—affiliate | 0 | 8 |
General and administrative expense—affiliate | 403 | 311 |
Lease Agreements [Member] | ||
Related Party Transaction [Line Items] | ||
Operating and maintenance expense—affiliate | $ 233 | $ 53 |
Related Party Transactions - Na
Related Party Transactions - Narrative (Details) | 3 Months Ended | ||
Mar. 31, 2018USD ($)ayd3tbtu | Mar. 31, 2017USD ($) | Dec. 31, 2017USD ($) | |
Related Party Transaction [Line Items] | |||
Due to affiliates | $ 9,761,000 | $ 23,789,000 | |
Other current assets—affiliate | 195,000 | 190,000 | |
Cash contributions | $ 189,000,000 | $ 41,029,000 | |
Cheniere Marketing Base SPA [Member] | Cheniere Marketing UK | CCL [Member] | |||
Related Party Transaction [Line Items] | |||
SPA, Term Of Agreement | 20 years | ||
Cheniere Marketing Base SPA [Member] | Cheniere Marketing UK | CCL [Member] | Maximum [Member] | |||
Related Party Transaction [Line Items] | |||
Contract Volumes | tbtu | 150 | ||
Gas and Power Supply Services Agreement [Member] | Shared Services [Member] | CCL [Member] | |||
Related Party Transaction [Line Items] | |||
Related Party Transaction, Committed Monthly Fee | $ 125,000 | ||
Operation and Maintenance Agreement [Member] | O&M Services [Member] | CCL [Member] | |||
Related Party Transaction [Line Items] | |||
Related Party Transaction, Committed Monthly Fee | 125,000 | ||
Management Services Agreement [Member] | Shared Services [Member] | CCL [Member] | |||
Related Party Transaction [Line Items] | |||
Related Party Transaction, Committed Monthly Fee | $ 375,000 | ||
Monthly fee as a percentage of capital expenditures incurred in the previous month | 3.00% | ||
Lease Agreements [Member] | Cheniere Land Holdings [Member] | CCL [Member] | |||
Related Party Transaction [Line Items] | |||
Area of Land | a | 85 | ||
Annual lease payment | $ 400,000 | ||
Other current assets—affiliate | $ 200,000 | $ 200,000 | |
Lease Agreements [Member] | Cheniere Land Holdings [Member] | CCL [Member] | Minimum [Member] | |||
Related Party Transaction [Line Items] | |||
Lease Term | 3 years | ||
Lease Agreements [Member] | Cheniere Land Holdings [Member] | CCL [Member] | Maximum [Member] | |||
Related Party Transaction [Line Items] | |||
Lease Term | 5 years | ||
Access Agreements [Member] | Cheniere Land Holdings [Member] | CCL [Member] | |||
Related Party Transaction [Line Items] | |||
Annual lease payment | $ 100,000 | ||
Lease Term | 5 years | ||
Dredge Material Disposal Agreement [Member] | Cheniere Land Holdings [Member] | CCL [Member] | |||
Related Party Transaction [Line Items] | |||
Dredge Material Deposits, Price Per Cubic Yard Of Deposit | $ 0.50 | ||
Dredge Material Deposits, Deposit Amounts | yd3 | 5,000,000 | ||
Tax Sharing Agreement [Member] | Cheniere [Member] | CCL [Member] | |||
Related Party Transaction [Line Items] | |||
Income Taxes Paid, Net | $ 0 | ||
Tax Sharing Agreement [Member] | Cheniere [Member] | CCP [Member] | |||
Related Party Transaction [Line Items] | |||
Income Taxes Paid, Net | 0 | ||
Equity Contribution Agreement [Member] | Cheniere [Member] | |||
Related Party Transaction [Line Items] | |||
Cash contributions | 1,900,000,000 | ||
Equity Contribution Agreement [Member] | Cheniere [Member] | Maximum [Member] | |||
Related Party Transaction [Line Items] | |||
Cash contributions | 2,600,000,000 | ||
Early Works Equity Contribution Agreement [Member] | Cheniere [Member] | |||
Related Party Transaction [Line Items] | |||
Cash contributions | 135,000,000 | ||
Early Works Equity Contribution Agreement [Member] | Cheniere [Member] | Maximum [Member] | |||
Related Party Transaction [Line Items] | |||
Cash contributions | $ 310,000,000 |
Supplemental Cash Flow Inform47
Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Supplemental Cash Flow Information [Abstract] | ||
Cash paid during the period for interest, net of amounts capitalized | $ 64,656 | $ 2,052 |
Balance in property, plant and equipment, net funded with accounts payable and accrued liabilities (including affiliate) | $ 134,000 | $ 213,400 |
Supplemental Guarantor Inform48
Supplemental Guarantor Information - Condensed Consolidating Balance Sheet (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Current assets | ||
Cash and cash equivalents | $ 0 | $ 0 |
Restricted cash | 82,767 | 226,559 |
Advances to affiliate | 36,267 | 31,486 |
Other current assets | 1,341 | 1,494 |
Other current assets—affiliate | 195 | 190 |
Total current assets | 120,570 | 259,729 |
Property, plant and equipment, net | 8,712,509 | 8,261,383 |
Debt issuance and deferred financing costs, net | 93,980 | 98,175 |
Non-current derivative assets | 49,364 | 2,469 |
Investments in subsidiaries | 0 | 0 |
Other non-current assets, net | 38,488 | 38,124 |
Total assets | 9,014,911 | 8,659,880 |
Current liabilities | ||
Accounts payable | 4,647 | 6,461 |
Accrued liabilities | 134,394 | 258,060 |
Due to affiliates | 9,761 | 23,789 |
Derivative liabilities | 6,476 | 19,609 |
Other current liabilities | 2 | 0 |
Total current liabilities | 155,280 | 307,919 |
Long-term debt, net | 6,937,188 | 6,669,476 |
Non-current derivative liabilities | 475 | 15,209 |
Deferred tax liability | 0 | 0 |
Member’s equity | 1,921,968 | 1,667,276 |
Total liabilities and member’s equity | 9,014,911 | 8,659,880 |
Parent Issuer [Member] | ||
Current assets | ||
Cash and cash equivalents | 0 | 0 |
Restricted cash | 82,762 | 226,559 |
Advances to affiliate | 0 | 0 |
Other current assets | 342 | 246 |
Other current assets—affiliate | 0 | 0 |
Total current assets | 83,104 | 226,805 |
Property, plant and equipment, net | 748,394 | 651,687 |
Debt issuance and deferred financing costs, net | 93,980 | 98,175 |
Non-current derivative assets | 49,096 | 2,469 |
Investments in subsidiaries | 8,074,525 | 7,648,111 |
Other non-current assets, net | 0 | 0 |
Total assets | 9,049,099 | 8,627,247 |
Current liabilities | ||
Accounts payable | 139 | 82 |
Accrued liabilities | 64,868 | 136,389 |
Due to affiliates | 661 | 0 |
Derivative liabilities | 6,476 | 19,609 |
Other current liabilities | 0 | |
Total current liabilities | 72,144 | 156,080 |
Long-term debt, net | 6,937,188 | 6,669,476 |
Non-current derivative liabilities | 0 | 15,118 |
Deferred tax liability | 0 | 0 |
Member’s equity | 2,039,767 | 1,786,573 |
Total liabilities and member’s equity | 9,049,099 | 8,627,247 |
Guarantors [Member] | ||
Current assets | ||
Cash and cash equivalents | 0 | 0 |
Restricted cash | 5 | 0 |
Advances to affiliate | 36,267 | 31,486 |
Other current assets | 999 | 1,248 |
Other current assets—affiliate | 196 | 191 |
Total current assets | 37,467 | 32,925 |
Property, plant and equipment, net | 7,964,115 | 7,609,696 |
Debt issuance and deferred financing costs, net | 0 | 0 |
Non-current derivative assets | 268 | 0 |
Investments in subsidiaries | 0 | 0 |
Other non-current assets, net | 38,488 | 38,124 |
Total assets | 8,040,338 | 7,680,745 |
Current liabilities | ||
Accounts payable | 4,508 | 6,379 |
Accrued liabilities | 69,526 | 121,671 |
Due to affiliates | 9,100 | 23,789 |
Derivative liabilities | 0 | 0 |
Other current liabilities | 2 | |
Total current liabilities | 83,136 | 151,839 |
Long-term debt, net | 0 | 0 |
Non-current derivative liabilities | 475 | 91 |
Deferred tax liability | 3,880 | 2,983 |
Member’s equity | 7,952,847 | 7,525,832 |
Total liabilities and member’s equity | 8,040,338 | 7,680,745 |
Eliminations [Member] | ||
Current assets | ||
Cash and cash equivalents | 0 | 0 |
Restricted cash | 0 | 0 |
Advances to affiliate | 0 | 0 |
Other current assets | 0 | 0 |
Other current assets—affiliate | (1) | (1) |
Total current assets | (1) | (1) |
Property, plant and equipment, net | 0 | 0 |
Debt issuance and deferred financing costs, net | 0 | 0 |
Non-current derivative assets | 0 | 0 |
Investments in subsidiaries | (8,074,525) | (7,648,111) |
Other non-current assets, net | 0 | 0 |
Total assets | (8,074,526) | (7,648,112) |
Current liabilities | ||
Accounts payable | 0 | 0 |
Accrued liabilities | 0 | 0 |
Due to affiliates | 0 | 0 |
Derivative liabilities | 0 | 0 |
Other current liabilities | 0 | |
Total current liabilities | 0 | 0 |
Long-term debt, net | 0 | 0 |
Non-current derivative liabilities | 0 | 0 |
Deferred tax liability | (3,880) | (2,983) |
Member’s equity | (8,070,646) | (7,645,129) |
Total liabilities and member’s equity | $ (8,074,526) | $ (7,648,112) |
Supplemental Guarantor Inform49
Supplemental Guarantor Information - Condensed Consolidating Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Condensed Income Statements, Captions [Line Items] | ||
Revenues | $ 0 | $ 0 |
Expenses | ||
Operating and maintenance expense | 966 | 706 |
Operating and maintenance expense—affiliate | 466 | 53 |
Development expense | 34 | 92 |
Development expense—affiliate | 0 | 8 |
General and administrative expense | 850 | 1,415 |
General and administrative expense—affiliate | 403 | 311 |
Depreciation and amortization expense | 371 | 134 |
Total expenses | 3,090 | 2,719 |
Loss from operations | (3,090) | (2,719) |
Other income (expense) | ||
Derivative gain, net | 68,849 | 1,000 |
Other income (expense) | (67) | (38) |
Total other income | 68,782 | 962 |
Income before income taxes | 65,692 | |
Income tax provision | 0 | |
Net income (loss) | 65,692 | (1,757) |
Parent Issuer [Member] | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | 0 | 0 |
Expenses | ||
Operating and maintenance expense | 0 | 0 |
Operating and maintenance expense—affiliate | 0 | 0 |
Development expense | 0 | 0 |
Development expense—affiliate | 0 | |
General and administrative expense | 99 | 311 |
General and administrative expense—affiliate | 0 | 0 |
Depreciation and amortization expense | 13 | 0 |
Total expenses | 112 | 311 |
Loss from operations | (112) | (311) |
Other income (expense) | ||
Derivative gain, net | 68,849 | 1,000 |
Other income (expense) | (68) | (40) |
Total other income | 68,781 | 960 |
Income before income taxes | 68,669 | |
Income tax provision | 0 | |
Net income (loss) | 68,669 | 649 |
Guarantors [Member] | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | 0 | 0 |
Expenses | ||
Operating and maintenance expense | 966 | 706 |
Operating and maintenance expense—affiliate | 466 | 53 |
Development expense | 34 | 92 |
Development expense—affiliate | 8 | |
General and administrative expense | 751 | 1,104 |
General and administrative expense—affiliate | 403 | 311 |
Depreciation and amortization expense | 358 | 134 |
Total expenses | 2,978 | 2,408 |
Loss from operations | (2,978) | (2,408) |
Other income (expense) | ||
Derivative gain, net | 0 | 0 |
Other income (expense) | 4,476 | 4,860 |
Total other income | 4,476 | 4,860 |
Income before income taxes | 1,498 | |
Income tax provision | (897) | |
Net income (loss) | 601 | 2,452 |
Eliminations [Member] | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | 0 | 0 |
Expenses | ||
Operating and maintenance expense | 0 | 0 |
Operating and maintenance expense—affiliate | 0 | 0 |
Development expense | 0 | 0 |
Development expense—affiliate | 0 | |
General and administrative expense | 0 | 0 |
General and administrative expense—affiliate | 0 | 0 |
Depreciation and amortization expense | 0 | 0 |
Total expenses | 0 | 0 |
Loss from operations | 0 | 0 |
Other income (expense) | ||
Derivative gain, net | 0 | 0 |
Other income (expense) | (4,475) | (4,858) |
Total other income | (4,475) | (4,858) |
Income before income taxes | (4,475) | |
Income tax provision | 897 | |
Net income (loss) | $ (3,578) | $ (4,858) |
Supplemental Guarantor Inform50
Supplemental Guarantor Information - Condensed Consolidating Statements of Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Cash flows from operating activities | ||
Net income (loss) | $ 65,692 | $ (1,757) |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||
Depreciation and amortization expense | 371 | 134 |
Allowance for funds used during construction | 0 | 0 |
Deferred income taxes | 0 | |
Total losses (gains) on derivatives, net | (68,733) | (1,000) |
Net cash used for settlement of derivative instruments | (6,292) | (10,736) |
Changes in operating assets and liabilities: | ||
Accounts payable and accrued liabilities | (345) | 303 |
Due to affiliates | (147) | 676 |
Other, net | (143) | (306) |
Other, net—affiliate | (5) | (566) |
Net cash used in operating activities | (9,602) | (13,252) |
Cash flows from investing activities | ||
Property, plant and equipment, net | (589,061) | (738,797) |
Investments in subsidiaries | 0 | 0 |
Other | 0 | 36,341 |
Net cash used in investing activities | (589,061) | (702,456) |
Cash flows from financing activities | ||
Proceeds from issuances of debt | 266,000 | 548,000 |
Debt issuance and deferred financing costs | (129) | (1,088) |
Capital contributions | 189,000 | 41,029 |
Net cash provided by financing activities | 454,871 | 587,941 |
Net increase (decrease) in cash, cash equivalents and restricted cash | (143,792) | (127,767) |
Cash, cash equivalents and restricted cash—beginning of period | 226,559 | 270,540 |
Cash, cash equivalents and restricted cash—end of period | 82,767 | 142,773 |
Parent Issuer [Member] | ||
Cash flows from operating activities | ||
Net income (loss) | 68,669 | 649 |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||
Depreciation and amortization expense | 13 | 0 |
Allowance for funds used during construction | 0 | 0 |
Deferred income taxes | 0 | |
Total losses (gains) on derivatives, net | (68,849) | (1,000) |
Net cash used for settlement of derivative instruments | (6,292) | (10,736) |
Changes in operating assets and liabilities: | ||
Accounts payable and accrued liabilities | (111) | 269 |
Due to affiliates | 0 | 0 |
Other, net | 167 | 117 |
Other, net—affiliate | 0 | 0 |
Net cash used in operating activities | (6,403) | (10,701) |
Cash flows from investing activities | ||
Property, plant and equipment, net | (165,851) | (82,239) |
Investments in subsidiaries | (426,414) | (622,768) |
Other | 0 | |
Net cash used in investing activities | (592,265) | (705,007) |
Cash flows from financing activities | ||
Proceeds from issuances of debt | 266,000 | 548,000 |
Debt issuance and deferred financing costs | (129) | (1,088) |
Capital contributions | 189,000 | 41,029 |
Net cash provided by financing activities | 454,871 | 587,941 |
Net increase (decrease) in cash, cash equivalents and restricted cash | (143,797) | (127,767) |
Cash, cash equivalents and restricted cash—beginning of period | 226,559 | 270,540 |
Cash, cash equivalents and restricted cash—end of period | 82,762 | 142,773 |
Guarantors [Member] | ||
Cash flows from operating activities | ||
Net income (loss) | 601 | 2,452 |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||
Depreciation and amortization expense | 358 | 134 |
Allowance for funds used during construction | (4,475) | (4,858) |
Deferred income taxes | 897 | |
Total losses (gains) on derivatives, net | 116 | 0 |
Net cash used for settlement of derivative instruments | 0 | 0 |
Changes in operating assets and liabilities: | ||
Accounts payable and accrued liabilities | (234) | 34 |
Due to affiliates | (147) | 676 |
Other, net | (310) | (423) |
Other, net—affiliate | (5) | (566) |
Net cash used in operating activities | (3,199) | (2,551) |
Cash flows from investing activities | ||
Property, plant and equipment, net | (423,210) | (656,558) |
Investments in subsidiaries | 0 | 0 |
Other | 36,341 | |
Net cash used in investing activities | (423,210) | (620,217) |
Cash flows from financing activities | ||
Proceeds from issuances of debt | 0 | 0 |
Debt issuance and deferred financing costs | 0 | 0 |
Capital contributions | 426,414 | 622,768 |
Net cash provided by financing activities | 426,414 | 622,768 |
Net increase (decrease) in cash, cash equivalents and restricted cash | 5 | 0 |
Cash, cash equivalents and restricted cash—beginning of period | 0 | 0 |
Cash, cash equivalents and restricted cash—end of period | 5 | 0 |
Eliminations [Member] | ||
Cash flows from operating activities | ||
Net income (loss) | (3,578) | (4,858) |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||
Depreciation and amortization expense | 0 | 0 |
Allowance for funds used during construction | 4,475 | 4,858 |
Deferred income taxes | (897) | |
Total losses (gains) on derivatives, net | 0 | 0 |
Net cash used for settlement of derivative instruments | 0 | 0 |
Changes in operating assets and liabilities: | ||
Accounts payable and accrued liabilities | 0 | 0 |
Due to affiliates | 0 | 0 |
Other, net | 0 | 0 |
Other, net—affiliate | 0 | 0 |
Net cash used in operating activities | 0 | 0 |
Cash flows from investing activities | ||
Property, plant and equipment, net | 0 | 0 |
Investments in subsidiaries | 426,414 | 622,768 |
Other | 0 | |
Net cash used in investing activities | 426,414 | 622,768 |
Cash flows from financing activities | ||
Proceeds from issuances of debt | 0 | 0 |
Debt issuance and deferred financing costs | 0 | 0 |
Capital contributions | (426,414) | (622,768) |
Net cash provided by financing activities | (426,414) | (622,768) |
Net increase (decrease) in cash, cash equivalents and restricted cash | 0 | 0 |
Cash, cash equivalents and restricted cash—beginning of period | 0 | 0 |
Cash, cash equivalents and restricted cash—end of period | $ 0 | $ 0 |
Supplemental Guarantor Inform51
Supplemental Guarantor Information - Condensed Consolidating Statements of Cash Flows - Balances per Condensed Consolidating Balance Sheet (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2017 | Dec. 31, 2016 |
Balances per Condensed Consolidating Balance Sheet: | ||||
Cash and cash equivalents | $ 0 | $ 0 | ||
Restricted cash | 82,767 | 226,559 | ||
Total cash, cash equivalents and restricted cash | 82,767 | 226,559 | $ 142,773 | $ 270,540 |
Parent Issuer [Member] | ||||
Balances per Condensed Consolidating Balance Sheet: | ||||
Cash and cash equivalents | 0 | 0 | ||
Restricted cash | 82,762 | 226,559 | ||
Total cash, cash equivalents and restricted cash | 82,762 | 226,559 | 142,773 | 270,540 |
Guarantors [Member] | ||||
Balances per Condensed Consolidating Balance Sheet: | ||||
Cash and cash equivalents | 0 | 0 | ||
Restricted cash | 5 | 0 | ||
Total cash, cash equivalents and restricted cash | 5 | 0 | 0 | 0 |
Eliminations [Member] | ||||
Balances per Condensed Consolidating Balance Sheet: | ||||
Cash and cash equivalents | 0 | 0 | ||
Restricted cash | 0 | 0 | ||
Total cash, cash equivalents and restricted cash | $ 0 | $ 0 | $ 0 | $ 0 |