Document and Entity Information
Document and Entity Information | 12 Months Ended |
Dec. 31, 2018USD ($)shares | |
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-K |
Document Period End Date | Dec. 31, 2018 |
Document Fiscal Year Focus | 2,018 |
Document Fiscal Period Focus | FY |
Amendment Flag | false |
Entity Small Business | false |
Entity Emerging Growth Company | false |
Entity Common Stock, Shares Outstanding | shares | 0 |
Entity Well-known Seasoned Issuer | No |
Entity Voluntary Filers | Yes |
Entity Current Reporting Status | No |
Entity Shell Company | false |
Entity Public Float | $ | $ 0 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets | ||
Cash and cash equivalents | $ 0 | $ 0 |
Restricted cash | 289,141 | 226,559 |
Receivables | 24,989 | 0 |
Accounts receivable—affiliate | 21,060 | 0 |
Advances to affiliate | 94,397 | 31,486 |
Inventory | 26,198 | 0 |
Derivative assets | 17,759 | 0 |
Other current assets | 15,217 | 1,494 |
Other current assets—affiliate | 633 | 190 |
Total current assets | 489,394 | 259,729 |
Property, plant and equipment, net | 11,138,825 | 8,261,383 |
Debt issuance and deferred financing costs, net | 38,012 | 98,175 |
Non-current derivative assets | 22,413 | 2,469 |
Other non-current assets, net | 31,709 | 38,124 |
Total assets | 11,720,353 | 8,659,880 |
Current liabilities | ||
Accounts payable | 16,202 | 6,461 |
Accrued liabilities | 162,205 | 258,060 |
Current debt | 168,000 | 0 |
Due to affiliates | 25,086 | 23,789 |
Derivative liabilities | 13,576 | 19,609 |
Total current liabilities | 385,069 | 307,919 |
Long-term debt, net | 9,245,552 | 6,669,476 |
Non-current derivative liabilities | 8,595 | 15,209 |
Commitments and contingencies (see Note 14) | ||
Member’s equity | 2,081,137 | 1,667,276 |
Total liabilities and member’s equity | $ 11,720,353 | $ 8,659,880 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Statement [Abstract] | |||||||||||
Revenues | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |
Expenses | |||||||||||
Operating and maintenance expense | 76 | 3,115 | 1,372 | ||||||||
Operating and maintenance expense—affiliate | 4,283 | 2,401 | 95 | ||||||||
Development expense (recovery) | 177 | 516 | (81) | ||||||||
Development expense (recovery)—affiliate | 0 | 8 | (10) | ||||||||
General and administrative expense | 5,263 | 5,551 | 4,240 | ||||||||
General and administrative expense—affiliate | 2,201 | 1,173 | 607 | ||||||||
Depreciation and amortization expense | 9,859 | 892 | 249 | ||||||||
Impairment expense and loss on disposal of assets | 20 | 5,505 | 0 | ||||||||
Total expenses | 21,879 | 19,161 | 6,472 | ||||||||
Loss from operations | (15,193) | 2,345 | (5,941) | (3,090) | (7,728) | (5,576) | (3,138) | (2,719) | (21,879) | (19,161) | (6,472) |
Other income (expense) | |||||||||||
Loss on modification or extinguishment of debt | (15,332) | (32,480) | (63,318) | ||||||||
Derivative gain (loss), net | 43,105 | 3,249 | (15,571) | ||||||||
Other income (expense) | 392 | (260) | (126) | ||||||||
Total other income (expense) | 28,165 | (29,491) | (79,015) | ||||||||
Net income (loss) | $ (91,113) | $ 24,388 | $ 7,319 | $ 65,692 | $ 30,440 | $ (8,577) | $ (68,758) | $ (1,757) | $ 6,286 | $ (48,652) | $ (85,487) |
Consolidated Statements of Memb
Consolidated Statements of Member's Equity - USD ($) $ in Thousands | Total | Cheniere CCH HoldCo I, LLC [Member] |
Member's equity, beginning of period at Dec. 31, 2015 | $ 1,399,350 | $ 1,399,350 |
Increase (Decrease) in Partners' Capital [Roll Forward] | ||
Capital contributions | 234 | 234 |
Distribution to affiliate | (288) | (288) |
Net income (loss) | (85,487) | (85,487) |
Member's equity, end of period at Dec. 31, 2016 | 1,313,809 | 1,313,809 |
Increase (Decrease) in Partners' Capital [Roll Forward] | ||
Capital contributions | 402,119 | 402,119 |
Distribution to affiliate | 0 | |
Net income (loss) | (48,652) | (48,652) |
Member's equity, end of period at Dec. 31, 2017 | 1,667,276 | 1,667,276 |
Increase (Decrease) in Partners' Capital [Roll Forward] | ||
Capital contributions | 407,575 | 407,575 |
Distribution to affiliate | 0 | |
Net income (loss) | 6,286 | 6,286 |
Member's equity, end of period at Dec. 31, 2018 | $ 2,081,137 | $ 2,081,137 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Cash flows from operating activities | |||
Net income (loss) | $ 6,286 | $ (48,652) | $ (85,487) |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | |||
Depreciation and amortization expense | 9,859 | 892 | 249 |
Loss on modification or extinguishment of debt | 15,332 | 32,480 | 63,318 |
Total gains on derivatives, net | (43,128) | (3,158) | 15,571 |
Net cash used for settlement of derivative instruments | (7,222) | (50,981) | (34,082) |
Impairment expense and loss on disposal of assets | 20 | 5,505 | 0 |
Changes in operating assets and liabilities: | |||
Inventory | (24,852) | 0 | 0 |
Accounts payable and accrued liabilities | 10,354 | 152 | 415 |
Due to affiliates | 530 | 1,567 | (331) |
Advances to affiliate | (10,911) | 0 | 0 |
Other, net | (16,313) | (1,454) | (745) |
Other, net—affiliate | (117) | (667) | 13 |
Net cash used in operating activities | (60,162) | (64,316) | (41,079) |
Cash flows from investing activities | |||
Property, plant and equipment, net | (2,962,936) | (1,987,254) | (2,051,530) |
Other | 2,669 | 25,045 | (44,367) |
Net cash used in investing activities | (2,960,267) | (1,962,209) | (2,095,897) |
Cash flows from financing activities | |||
Proceeds from issuances of debt | 3,114,800 | 3,040,000 | 4,838,000 |
Repayments of debt | (301,455) | (1,436,050) | (2,420,212) |
Debt issuance and deferred financing costs | (45,743) | (23,496) | (56,783) |
Debt extinguishment cost | (9,108) | (29) | (62) |
Capital contributions | 324,517 | 402,119 | 91 |
Distributions | 0 | 0 | (288) |
Net cash provided by financing activities | 3,083,011 | 1,982,544 | 2,360,746 |
Net increase (decrease) in cash, cash equivalents and restricted cash | 62,582 | (43,981) | 223,770 |
Cash, cash equivalents and restricted cash—beginning of period | 226,559 | 270,540 | 46,770 |
Cash, cash equivalents and restricted cash—end of period | $ 289,141 | $ 226,559 | $ 270,540 |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows - Balances per Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Balances per Consolidated Balance Sheets: | ||||
Cash and cash equivalents | $ 0 | $ 0 | ||
Restricted cash | 289,141 | 226,559 | ||
Total cash, cash equivalents and restricted cash | $ 289,141 | $ 226,559 | $ 270,540 | $ 46,770 |
Organization and Nature of Oper
Organization and Nature of Operations | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Nature of Operations | ORGANIZATION AND NATURE OF OPERATIONS CCH is a Houston-based Delaware limited liability company formed in September 2014 by Cheniere to hold its limited partner interest in CCP and its equity interests in CCL and CCP GP. We are developing and constructing natural gas liquefaction and export facilities at the Corpus Christi LNG terminal (the “Liquefaction Facilities”) near Corpus Christi, Texas and a 23 -mile natural gas supply pipeline that interconnects the Corpus Christi LNG terminal with several interstate and intrastate natural gas pipelines (the “Corpus Christi Pipeline” and together with the Liquefaction Facilities, the “Liquefaction Project”) through our wholly owned subsidiaries CCL and CCP, respectively. The Liquefaction Project is being developed in stages with the first phase being three Trains (“Phase 1”), with expected aggregate nominal production capacity, which is prior to adjusting for planned maintenance, production reliability, potential overdesign and debottlenecking opportunities, of approximately 13.5 mtpa of LNG, three LNG storage tanks with aggregate capacity of approximately 10.1 Bcfe and two marine berths that can each accommodate vessels with nominal capacity of up to 266,000 cubic meters. 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 undergoing commissioning and Train 3 is under construction. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation Our Consolidated Financial Statements have been prepared in accordance with GAAP. Our Consolidated Financial Statements include the accounts of CCH and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. 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. We have elected to adopt the new accounting standard retrospectively and have recast the accompanying Consolidated Financial Statements to reflect the adoption of ASC 606 for all periods presented. The adoption of ASC 606 did not impact our previously reported Consolidated Financial Statements in any prior period nor did it result in a cumulative effect adjustment to retained earnings. Use of Estimates The preparation of Consolidated Financial Statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the amounts reported in the Consolidated Financial Statements and the accompanying notes. Management evaluates its estimates and related assumptions regularly, including those related to the recoverability of property, plant and equipment, derivative instruments, asset retirement obligations (“AROs”), income taxes including valuation allowances for deferred tax assets and fair value measurements. Changes in facts and circumstances or additional information may result in revised estimates, and actual results may differ from these estimates. Fair Value Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Hierarchy Levels 1, 2 and 3 are terms for the priority of inputs to valuation approaches used to measure fair value. Hierarchy Level 1 inputs are quoted prices in active markets for identical assets or liabilities. Hierarchy Level 2 inputs are inputs other than quoted prices included within Level 1 that are directly or indirectly observable for the asset or liability. Hierarchy Level 3 inputs are inputs that are not observable in the market. In determining fair value, we use observable market data when available, or models that incorporate observable market data. In addition to market information, we incorporate transaction-specific details that, in management’s judgment, market participants would take into account in measuring fair value. We maximize the use of observable inputs and minimize our use of unobservable inputs in arriving at fair value estimates. Recurring fair-value measurements are performed for derivative instruments as disclosed in Note 6—Derivative Instruments . The carrying amount of restricted cash, receivables and accounts payable reported on the Consolidated Balance Sheets approximates fair value. The fair value of debt is the estimated amount we would have to pay to repurchase our debt in the open market, including any premium or discount attributable to the difference between the stated interest rate and market interest rate at each balance sheet date. Debt fair values, as disclosed in Note 9—Debt , are based on quoted market prices for identical instruments, if available, or based on valuations of similar debt instruments using observable or unobservable inputs. Non-financial assets and liabilities initially measured at fair value include AROs. Cash and Cash Equivalents We consider all highly liquid investments with an original maturity of three months or less to be cash equivalents. Restricted Cash Restricted cash consists of funds that are contractually restricted as to usage or withdrawal and will not become available to us as cash and cash equivalents. We have presented restricted cash separately from cash and cash equivalents on our Consolidated Balance Sheets. Receivables Receivables are primarily composed of settlements related to natural gas procurement activities. Receivable are reported net of allowances for doubtful accounts. Impaired receivables are specifically identified and evaluated for expected losses. The expected loss on impaired receivables is primarily determined based on the debtor’s ability to pay and the estimated value of any collateral. We did no t recognize any impairment expense related to receivables during the years ended December 31, 2018, 2017 and 2016 . Inventory Natural gas inventory is recorded at the lower of weighted average cost and net realizable value. Materials and other inventory are recorded at the lower of cost and net realizable value and subsequently charged to expense when issued. Accounting for LNG Activities Generally, we begin capitalizing the costs of our LNG terminal once the individual project meets the following criteria: (1) regulatory approval has been received, (2) financing for the project is available and (3) management has committed to commence construction. Prior to meeting these criteria, most of the costs associated with a project are expensed as incurred. These costs primarily include professional fees associated with front-end engineering and design work, costs of securing necessary regulatory approvals, and other preliminary investigation and development activities related to our LNG terminal. Generally, costs that are capitalized prior to a project meeting the criteria otherwise necessary for capitalization include: land and lease option costs that are capitalized as property, plant and equipment and certain permits that are capitalized as other non-current assets. The costs of lease options are amortized over the life of the lease once obtained. If no land or lease is obtained, the costs are expensed. Property, Plant and Equipment Property, plant and equipment are recorded at cost. Expenditures for construction and commissioning activities, major renewals and betterments that extend the useful life of an asset are capitalized, while expenditures for maintenance and repairs (including those for planned major maintenance projects) to maintain property, plant and equipment in operating condition are generally expensed as incurred. We realize offsets to LNG terminal costs for sales of commissioning cargoes that were earned or loaded prior to the start of commercial operations of the respective Train during the testing phase for its construction. We depreciate our property, plant and equipment using the straight-line depreciation method. Upon retirement or other disposition of property, plant and equipment, the cost and related accumulated depreciation are removed from the account, and the resulting gains or losses are recorded in impairment expense and loss (gain) on disposal of assets. Substantially all of our long-lived assets are located in the United States. Management tests property, plant and equipment for impairment whenever events or changes in circumstances have indicated that the carrying amount of property, plant and equipment might not be recoverable. Assets are grouped at the lowest level for which there is identifiable cash flows that are largely independent of the cash flows of other groups of assets for purposes of assessing recoverability. Recoverability generally is determined by comparing the carrying value of the asset to the expected undiscounted future cash flows of the asset. If the carrying value of the asset is not recoverable, the amount of impairment loss is measured as the excess, if any, of the carrying value of the asset over its estimated fair value. During the year ended December 31, 2017, we recognized $5.5 million of impairment expense related to damaged infrastructure as an effect of Hurricane Harvey. We did no t record any impairments related to property, plant and equipment during the years ended December 31, 2018 or 2016. Interest Capitalization We capitalize interest and other related debt costs during the construction period of our LNG terminals and related pipelines as construction-in-process. Upon commencement of operations, these costs are transferred out of construction-in-process into terminal and interconnecting pipeline facilities assets and are amortized over the estimated useful life of the asset. Regulated Natural Gas Pipelines The Corpus Christi Pipeline is subject to the jurisdiction of the FERC in accordance with the Natural Gas Act of 1938 and the Natural Gas Policy Act of 1978. The economic effects of regulation can result in a regulated company recording as assets those costs that have been or are expected to be approved for recovery from customers, or recording as liabilities those amounts that are expected to be required to be returned to customers, in a rate-setting process in a period different from the period in which the amounts would be recorded by an unregulated enterprise. Accordingly, we record assets and liabilities that result from the regulated rate-making process that may not be recorded under GAAP for non-regulated entities. We continually assess whether regulatory assets are probable of future recovery by considering factors such as applicable regulatory changes and recent rate orders applicable to other regulated entities. Based on this continual assessment, we believe the existing regulatory assets are probable of recovery. These regulatory assets and liabilities are primarily classified in our Consolidated Balance Sheets as other assets and other liabilities. We periodically evaluate their applicability under GAAP, and consider factors such as regulatory changes and the effect of competition. If cost-based regulation ends or competition increases, we may have to reduce our asset balances to reflect a market basis less than cost and write off the associated regulatory assets and liabilities. Items that may influence our assessment are: • inability to recover cost increases due to rate caps and rate case moratoriums; • inability to recover capitalized costs, including an adequate return on those costs through the rate-making process and the FERC proceedings; • excess capacity; • increased competition and discounting in the markets we serve; and • impacts of ongoing regulatory initiatives in the natural gas industry. Natural gas pipeline costs include amounts capitalized as an Allowance for Funds Used During Construction (“AFUDC”). The rates used in the calculation of AFUDC are determined in accordance with guidelines established by the FERC. AFUDC represents the cost of debt and equity funds used to finance our natural gas pipeline additions during construction. AFUDC is capitalized as a part of the cost of our natural gas pipelines. Under regulatory rate practices, we generally are permitted to recover AFUDC, and a fair return thereon, through our rate base after our natural gas pipelines are placed in service. Derivative Instruments We use derivative instruments to hedge our exposure to cash flow variability from interest rate and commodity price risk. Derivative instruments are recorded at fair value and included in our Consolidated Balance Sheets as assets or liabilities depending on the derivative position and the expected timing of settlement, unless they satisfy criteria for and we elect the normal purchases and sales exception. When we have the contractual right and intend to net settle, derivative assets and liabilities are reported on a net basis. Changes in the fair value of our derivative instruments are recorded in earnings, unless we elect to apply hedge accounting and meet specified criteria, including completing contemporaneous hedge documentation. We did no t have any derivative instruments designated as cash flow hedges during the years ended December 31, 2018, 2017 and 2016 . See Note 6—Derivative Instruments for additional details about our derivative instruments. Concentration of Credit Risk Financial instruments that potentially subject us to a concentration of credit risk consist principally of restricted cash. We maintain cash balances at financial institutions, which may at times be in excess of federally insured levels. We have not incurred losses related to these balances to date. The use of derivative instruments exposes us to counterparty credit risk, or the risk that a counterparty will be unable to meet its commitments. Certain of our commodity derivative transactions are executed through over-the-counter contracts which are subject to nominal credit risk as these transactions are settled on a daily margin basis with investment grade financial institutions. Collateral deposited for such contracts is recorded within other current assets. Our interest rate derivative instruments are placed with investment grade financial institutions whom we believe are acceptable credit risks. We monitor counterparty creditworthiness on an ongoing basis; however, we cannot predict sudden changes in counterparties’ creditworthiness. In addition, even if such changes are not sudden, we may be limited in our ability to mitigate an increase in counterparty credit risk. Should one of these counterparties not perform, we may not realize the benefit of some of our derivative instruments. CCL has entered into fixed price SPAs generally with terms of 20 years with nine unaffiliated third parties. CCL is dependent on the respective customers’ creditworthiness and their willingness to perform under their respective SPAs. Debt Our debt consists of current and long-term secured debt securities and credit facilities with banks and other lenders. Debt issuances are placed directly by us or through securities dealers or underwriters and are held by institutional and retail investors. Debt is recorded on our Consolidated Balance Sheets at par value adjusted for unamortized discount or premium and net of unamortized debt issuance costs related to term notes. Discounts, premiums and debt issuance costs directly related to the issuance of debt are amortized over the life of the debt and are recorded in interest expense, net of capitalized interest using the effective interest method. Gains and losses on the extinguishment of debt are recorded in gain (loss) on modification or extinguishment of debt on our Consolidated Statements of Operations. Debt issuance costs consist primarily of arrangement fees, professional fees, legal fees and printing costs. These costs are recorded as a direct deduction from the debt liability unless incurred in connection with a line of credit arrangement, in which case they are presented as an asset on our Consolidated Balance Sheets. Debt issuance costs are amortized to interest expense or property, plant and equipment over the term of the related debt facility. Upon early retirement of debt or amendment to a debt agreement, certain fees are written off to loss on modification or extinguishment of debt. Asset Retirement Obligations We recognize AROs for legal obligations associated with the retirement of long-lived assets that result from the acquisition, construction, development and/or normal use of the asset and for conditional AROs in which the timing or method of settlement are conditional on a future event that may or may not be within our control. The fair value of a liability for an ARO is recognized in the period in which it is incurred, if a reasonable estimate of fair value can be made. The fair value of the liability is added to the carrying amount of the associated asset. This additional carrying amount is depreciated over the estimated useful life of the asset. We have no t recorded an ARO associated with the Corpus Christi Pipeline. We believe that it is not feasible to predict when the natural gas transportation services provided by the Corpus Christi Pipeline will no longer be utilized. In addition, our right-of-way agreements associated with the Corpus Christi Pipeline have no stipulated termination dates. We intend to operate the Corpus Christi Pipeline as long as supply and demand for natural gas exists in the United States and intend to maintain it regularly. Income Taxes We are a disregarded entity for federal and state income tax purposes. Our taxable income or loss, which may vary substantially from the net income or loss reported on our 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. Deferred tax assets and liabilities are included in our Consolidated Financial Statements at currently enacted income tax rates applicable to the period in which the deferred tax assets and liabilities are expected to be realized or settled. As changes in tax laws or rates are enacted, deferred tax assets and liabilities are adjusted through the current period’s provision for income taxes. A valuation allowance is recorded to reduce the carrying value of our deferred tax assets when it is more likely than not that a portion or all of the deferred tax assets will expire before realization of the benefit or future deductibility is not probable. We recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the tax position. Business Segment Our liquefaction and pipeline business at the Corpus Christi LNG terminal represents a single reportable segment. Our chief operating decision maker reviews the financial results of CCH in total when evaluating financial performance and for purposes of allocating resources. |
Restricted Cash
Restricted Cash | 12 Months Ended |
Dec. 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 December 31, 2018 and 2017 , restricted cash consisted of the following (in thousands): December 31, 2018 2017 Current restricted cash Liquefaction Project $ 289,141 $ 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. |
Inventory
Inventory | 12 Months Ended |
Dec. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Inventory | INVENTORY As of December 31, 2018 and 2017 , inventory consisted of the following (in thousands): December 31, 2018 2017 Natural gas $ 1,326 $ — Materials and other 24,872 — Total inventory $ 26,198 $ — |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | PROPERTY, PLANT AND EQUIPMENT As of December 31, 2018 and 2017 , property, plant and equipment, net consisted of the following (in thousands): December 31, 2018 2017 LNG terminal costs LNG terminal and interconnecting pipeline facilities $ 618,547 $ — LNG site and related costs 44,725 13,844 LNG terminal construction-in-process 10,470,577 8,242,520 Accumulated depreciation (7,416 ) — Total LNG terminal costs, net 11,126,433 8,256,364 Fixed assets Fixed assets 15,534 6,042 Accumulated depreciation (3,142 ) (1,023 ) Total fixed assets, net 12,392 5,019 Property, plant and equipment, net $ 11,138,825 $ 8,261,383 Depreciation expense was $9.5 million , $0.8 million and $0.2 million during the years ended December 31, 2018, 2017 and 2016 , respectively. We realize offsets to LNG terminal costs for sales of commissioning cargoes that were earned or loaded prior to the start of commercial operations of the respective Train during the testing phase for its construction. We realized offsets to LNG terminal costs of $48.7 million in the year ended December 31, 2018 for sales of commissioning cargoes from the Liquefaction Project. LNG Terminal Costs LNG terminal costs related to the Liquefaction Project are depreciated using the straight-line depreciation method applied to groups of LNG terminal assets with varying useful lives. The identifiable components of the Liquefaction Project with similar estimated useful lives have a depreciable range between 6 and 50 years, as follows: Components Useful life (yrs) Water pipelines 30 Natural gas pipeline facilities 40 Liquefaction processing equipment 6-50 Other 15-30 Fixed Assets and Other Our fixed assets and other are recorded at cost and are depreciated on a straight-line method based on estimated lives of the individual assets or groups of assets. |
Derivative Instruments
Derivative Instruments | 12 Months Ended |
Dec. 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 hedge a portion of the variable-rate interest payments on our credit facility (the “CCH Credit Facility”) and • commodity derivatives consisting of natural gas supply contracts for the commissioning and operation of the Liquefaction Project (“Physical Liquefaction Supply Derivatives”) and associated economic hedges (“Financial Liquefaction Supply Derivatives,” and collectively with the Physical Liquefaction Supply Derivatives, the “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. The following table shows the fair value of our derivative instruments that are required to be measured at fair value on a recurring basis as of December 31, 2018 and 2017 , which are classified as derivative assets, non-current derivative assets , derivative liabilities or non-current derivative liabilities in our Consolidated Balance Sheets (in thousands): Fair Value Measurements as of December 31, 2018 December 31, 2017 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Interest Rate Derivatives asset (liability) $ — $ 18,069 $ — $ 18,069 $ — $ (32,258 ) $ — $ (32,258 ) Liquefaction Supply Derivatives asset (liability) 1,299 2,990 (4,357 ) (68 ) — — (91 ) (91 ) 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. We value our Liquefaction Supply Derivatives using a market based approach incorporating present value techniques, as needed, using observable commodity price curves, when available, and other relevant data. The fair value of our Physical Liquefaction Supply Derivatives is predominantly driven by market commodity basis prices and, as applicable to our natural gas supply contracts, 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. We include a portion of our Physical Liquefaction Supply Derivatives as Level 3 within the valuation hierarchy as the fair value 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 our Physical 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 Physical 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 December 31, 2018 and 2017 , some of our Physical Liquefaction Supply Derivatives existed within markets for which the pipeline infrastructure is under development to accommodate marketable physical gas flow. The Level 3 fair value measurements of natural gas positions within our Physical 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 Derivatives portfolio. The following table includes quantitative information for the unobservable inputs for our Level 3 Physical Liquefaction Supply Derivatives as of December 31, 2018 : Net Fair Value Liability (in thousands) Valuation Approach Significant Unobservable Input Significant Unobservable Inputs Range Physical Liquefaction Supply Derivatives $(4,357) Market approach incorporating present value techniques Basis Spread $(0.980) - $0.058 The following table shows the changes in the fair value of our Level 3 Physical Liquefaction Supply Derivatives during the years ended December 31, 2018, 2017 and 2016 (in thousands): Year Ended December 31, 2018 2017 2016 Balance, beginning of period $ (91 ) $ — $ — Realized and mark-to-market gains: Included in operating and maintenance expense (9,944 ) — — Purchases 5,678 (91 ) — Balance, end of period $ (4,357 ) $ (91 ) $ — Change in unrealized gains (losses) relating to instruments still held at end of period $ (9,944 ) $ — $ — 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. Interest Rate Derivatives In June 2018, we settled a portion of the Interest Rate Derivatives and received $4.8 million of proceeds upon the termination of interest rate swaps associated with the amendment of the CCH Credit Facility , as discussed in Note 9—Debt . In May 2017, we settled a portion of the Interest Rate Derivatives and paid $13.0 million in conjunction with the termination of approximately $1.4 billion of commitments under the CCH Credit Facility . As of December 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 $4.7 billion May 20, 2015 May 31, 2022 2.30% One-month LIBOR The following table shows the fair value and location of our Interest Rate Derivatives on our Consolidated Balance Sheets (in thousands): December 31, Consolidated Balance Sheet Location 2018 2017 Derivative assets $ 10,556 $ — Non-current derivative assets 7,918 2,469 Total derivative assets 18,474 2,469 Derivative liabilities (7 ) (19,609 ) Non-current derivative liabilities (398 ) (15,118 ) Total derivative liabilities (405 ) (34,727 ) Derivative asset (liability), net $ 18,069 $ (32,258 ) The following table shows the changes in the fair value and settlements of our Interest Rate Derivatives recorded in derivative gain (loss), net on our Consolidated Statements of Operations during the years ended December 31, 2018, 2017 and 2016 (in thousands): Year Ended December 31, 2018 2017 2016 Interest Rate Derivatives gain (loss) $ 43,105 $ 3,249 $ (15,571 ) Liquefaction Supply Derivatives CCL has entered into primarily index-based physical natural gas supply contracts and associated economic hedges to purchase natural gas for the commissioning and operation of the Liquefaction Project. The terms of the physical natural gas supply contracts range up to eight years, some of which commence upon the satisfaction of certain conditions precedent. Our Financial Liquefaction Supply Derivatives are executed through over-the-counter contracts which are subject to nominal credit risk as these transactions are settled on a daily margin basis with investment grade financial institutions. We are required by these financial institutions to use margin deposits as credit support for our Financial Liquefaction Supply Derivatives activities. As of December 31, 2018 and 2017 , CCL had secured up to approximately 2,801 TBtu and 2,024 TBtu , respectively, of natural gas feedstock through natural gas supply contracts, The forward notional for our Liquefaction Supply Derivatives was approximately 2,854 TBtu and 1,019 TBtu as of December 31, 2018 and 2017 , respectively. The following table shows the fair value and location of our Liquefaction Supply Derivatives on our Consolidated Balance Sheets (in thousands): Fair Value Measurements as of (1) Consolidated Balance Sheet Location December 31, 2018 December 31, 2017 Derivative assets $ 7,203 $ — Non-current derivative assets 14,495 — Total derivative assets 21,698 — Derivative liabilities (13,569 ) — Non-current derivative liabilities (8,197 ) (91 ) Total derivative liabilities (21,766 ) (91 ) Derivative liability, net $ (68 ) $ (91 ) (1) Does not include collateral call of $4.5 million for such contracts, which are included in other current assets in our Balance Sheet as December 31, 2018 . The following table shows the changes in the fair value and settlements of our Liquefaction Supply Derivatives recorded in operating and maintenance expense on our Consolidated Statements of Operations during the years ended December 31, 2018, 2017 and 2016 (in thousands): Year Ended December 31, 2018 2017 2016 Liquefaction Supply Derivatives gain (loss) $ 23 $ (91 ) $ — Consolidated 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 December 31, 2018 Interest Rate Derivatives $ 19,520 $ (1,046 ) $ 18,474 Interest Rate Derivatives (413 ) 8 (405 ) Liquefaction Supply Derivatives 31,770 (10,072 ) 21,698 Liquefaction Supply Derivatives (29,996 ) 8,230 (21,766 ) 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 ) |
Other Non-Current Assets
Other Non-Current Assets | 12 Months Ended |
Dec. 31, 2018 | |
Other Assets, Noncurrent [Abstract] | |
Other Non-Current Assets | OTHER NON-CURRENT ASSETS As of December 31, 2018 and 2017 , other non-current assets, net consisted of the following (in thousands): December 31, 2018 2017 Advances and other asset conveyances to third parties to support LNG terminals $ 18,209 $ 30,442 Tax-related payments and receivables 3,783 3,400 Information technology service assets 2,435 610 Other 7,282 3,672 Total other non-current assets, net $ 31,709 $ 38,124 |
Accrued Liabilities
Accrued Liabilities | 12 Months Ended |
Dec. 31, 2018 | |
Accrued Liabilities, Current [Abstract] | |
Accrued Liabilities | ACCRUED LIABILITIES As of December 31, 2018 and 2017 , accrued liabilities consisted of the following (in thousands): December 31, 2018 2017 Interest costs and related debt fees $ 994 $ 136,283 Liquefaction Project costs 138,874 107,055 Other 22,337 14,722 Total accrued liabilities $ 162,205 $ 258,060 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Debt | DEBT As of December 31, 2018 and 2017 , our debt consisted of the following (in thousands): 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 CCH Credit Facility 5,155,737 2,484,737 Unamortized premium, discount and debt issuance costs, net (160,185 ) (65,261 ) Total long-term debt, net 9,245,552 6,669,476 Current debt $1.2 billion CCH Working Capital Facility (“CCH Working Capital Facility”) 168,000 — Total debt, net $ 9,413,552 $ 6,669,476 Below is a schedule of future principal payments that we are obligated to make, based on current construction schedules, on our outstanding debt at December 31, 2018 (in thousands): Years Ending December 31, Principal Payments 2019 $ 168,000 2020 — 2021 — 2022 — 2023 — Thereafter 9,405,737 Total $ 9,573,737 Senior Notes The 2024 CCH Senior Notes, 2025 CCH Senior Notes and 2027 CCH Senior Notes (collectively, the “CCH Senior Notes”) are jointly and severally guaranteed by the Guarantors. The indenture governing the CCH Senior Notes (the “CCH Indenture”) contains customary terms and events of default and certain covenants that, among other things, limit our ability and the ability of our restricted subsidiaries to: incur additional indebtedness or issue preferred stock; make certain investments or pay dividends or distributions on membership interests or subordinated indebtedness or purchase, redeem or retire membership interests; sell or transfer assets, including membership or partnership interests of our restricted subsidiaries; restrict dividends or other payments by restricted subsidiaries to us or any of our restricted subsidiaries; incur liens; enter into transactions with affiliates; dissolve, liquidate, consolidate, merge, sell or lease all or substantially all of the properties or assets of us and our restricted subsidiaries taken as a whole; or permit any Guarantor to dissolve, liquidate, consolidate, merge, sell or lease all or substantially all of its properties and assets. Interest on the CCH Senior Notes is payable semi-annually in arrears. At any time prior to six months before the respective dates of maturity for each series of the CCH Senior Notes, we may redeem all or part of such series of the CCH Senior Notes at a redemption price equal to the “make-whole” price set forth in the CCH Indenture, plus accrued and unpaid interest, if any, to the date of redemption. We also may at any time within six months of the respective dates of maturity for each series of the CCH Senior Notes, redeem all or part of such series of the CCH Senior Notes, in whole or in part, at a redemption price equal to 100% of the principal amount of the CCH Senior Notes to be redeemed, plus accrued and unpaid interest, if any, to the date of redemption. Credit Facilities Below is a summary of our credit facilities outstanding as of December 31, 2018 (in thousands): CCH Credit Facility CCH Working Capital Facility Original facility size $ 8,403,714 $ 350,000 Incremental commitments 1,565,961 850,000 Less: Outstanding balance 5,155,737 168,000 Commitments terminated 3,832,263 — Letters of credit issued — 315,525 Available commitment $ 981,675 $ 716,475 Interest rate LIBOR plus 1.75% or base rate plus 0.75% LIBOR plus 1.25% - 1.75% or base rate plus 0.25% - 0.75% Maturity date June 30, 2024 June 29, 2023 As of December 31, 2018 , the weighted average interest rate on our current debt was 5.76% . CCH Credit Facility In May 2018, we amended and restated the CCH Credit Facility to increase total commitments under the CCH Credit Facility from $4.6 billion to $6.1 billion . Borrowings are used to fund a portion of the costs of developing, constructing and placing into service the three Trains and the related facilities of the Liquefaction Project and for related business purposes. The CCH Credit Facility matures on June 30, 2024 , with principal payments due quarterly commencing on the earlier of (1) the first quarterly payment date occurring more than three calendar months following the completion of the Liquefaction Project as defined in the common terms agreement and (2) a set date determined by reference to the date under which a certain LNG buyer linked to the last Train of the Liquefaction Project to become operational is entitled to terminate its SPA for failure to achieve the date of first commercial delivery for that agreement. Scheduled repayments will be based upon a 19 -year tailored amortization, commencing the first full quarter after the completion of Trains 1 through 3 and designed to achieve a minimum projected fixed debt service coverage ratio of 1.50 :1. Loans under the CCH Credit Facility accrue interest at a variable rate per annum equal to, at our election, LIBOR or the base rate (determined by reference to the applicable agent’s prime rate), plus the applicable margin. The applicable margin for LIBOR loans is 1.75% and for base rate loans is 0.75% . Interest on LIBOR loans is due and payable at the end of each applicable interest period and interest on base rate loans is due and payable at the end of each quarter. The CCH Credit Facility also requires us to pay a commitment fee at a rate per annum equal to 40% of the margin for LIBOR loans, multiplied by the outstanding undrawn debt commitments. Our obligations under the CCH Credit Facility are secured by a first priority lien on substantially all our assets and our subsidiaries and by a pledge by CCH HoldCo I of its limited liability company interests in us, on a pari passu basis with the CCH Senior Notes and the CCH Credit Facility. Under the CCH Credit Facility , we are required to hedge not less than 65% of the variable interest rate exposure of our senior secured debt. We are restricted from making certain distributions under agreements governing our indebtedness generally until, among other requirements, the completion of the construction of Trains 1 through 3 of the Liquefaction Project, funding of a debt service reserve account equal to six months of debt service and achieving a historical debt service coverage ratio and fixed projected debt service coverage ratio of at least 1.25 :1.00. The amendment and restatement of the CCH Credit Facility resulted in the recognition of $15.3 million of debt modification and extinguishment costs during the year ended December 31, 2018 relating to the incurrence of third party fees and write off of unamortized debt issuance costs. We were required to pay certain upfront fees to the agents and lenders under the CCH Credit Facility together with additional transaction fees and expenses in the aggregate amount of $53.3 million during the year ended December 31, 2018 . CCH Working Capital Facility In June 2018, we amended and restated the CCH Working Capital Facility to increase total commitments under the CCH Working Capital Facility from $350 million to $1.2 billion . The CCH Working Capital Facility is intended to be used for loans (“CCH Working Capital Loans”) , the issuance of letters of credit for certain working capital requirements related to developing and placing into operations the Liquefaction Project and for related business purposes. Loans under the CCH Working Capital Facility are guaranteed by the Guarantors. We may, from time to time, request increases in the commitments under the CCH Working Capital Facility of up to the maximum allowed for working capital under the Common Terms Agreement that was entered into concurrently with the CCH Credit Facility . Loans under the CCH Working Capital Facility , including CCH Working Capital Loans and loans made in connection with a draw upon any letter of credit (“CCH LC Loans” and collectively, the “Revolving Loans”) accrue interest at a variable rate per annum equal to LIBOR or the base rate (equal to the highest of (1) the prime rate, (2) the federal funds rate plus 0.50% and (3) one month LIBOR plus 0.50% ) plus the applicable margin. The applicable margin for LIBOR Revolving Loans ranges from 1.25% to 1.75% per annum, and the applicable margin for base rate Revolving Loans ranges from 0.25% to 0.75% per annum. Interest on Revolving Loans is due and payable on the date the loan becomes due. Interest on LIBOR Revolving Loans is due and payable at the end of each LIBOR period, and interest on base rate Revolving Loans is due and payable at the end of each quarter. We pay (1) a commitment fee equal to an annual rate of 40% of the applicable margin for LIBOR Revolving Loans on the average daily amount of the excess of the total commitment amount over the principal amount outstanding, (2) a letter of credit fee equal to an annual rate equal to the applicable margin for LIBOR Revolving Loans on the undrawn portion of all letters of credit issued under the CCH Working Capital Facility and (3) a letter of credit fronting fee equal to an annual rate of 0.20% of the undrawn portion of all fronted letters of credit. Each of these fees is payable quarterly in arrears. If draws are made upon a letter of credit issued under the CCH Working Capital Facility and we do not elect for such draw (a “CCH LC Draw”) to be deemed a CCH LC Loan, we are required to pay the full amount of the CCH LC Draw on or prior to the business day following the notice of the CCH LC Draw. A CCH LC Draw accrues interest at an annual rate of 2.00% plus the base rate. We were required to pay certain upfront fees to the agents and lenders under the CCH Working Capital Facility together with additional transaction fees and expenses in the aggregate amount of $13.8 million during the year ended December 31, 2018 . The CCH Working Capital Facility matures on June 29, 2023 , and we may prepay the Revolving Loans at any time without premium or penalty upon three business days’ notice and may re-borrow at any time. CCH LC Loans have a term of up to one year. We are required to reduce the aggregate outstanding principal amount of all CCH Working Capital Loans to zero for a period of five consecutive business days at least once each year. The CCH Working Capital Facility contains conditions precedent for extensions of credit, as well as customary affirmative and negative covenants. Our obligations under the CCH Working Capital Facility are secured by substantially all of our assets and the assets of the Guarantors as well as all of our membership interests and the membership interests in the Guarantors on a pari passu basis with the CCH Senior Notes and the CCH Credit Facility . Restrictive Debt Covenants As of December 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): Year Ended December 31, 2018 2017 2016 Total interest cost $ 451,135 $ 360,932 $ 221,865 Capitalized interest, including amounts capitalized as an Allowance for Funds Used During Construction (451,135 ) (360,932 ) (221,865 ) Total interest expense, net $ — $ — $ — Fair Value Disclosures The following table shows the carrying amount, which is net of unamortized premium, discount and debt issuance costs, and estimated fair value of our debt (in thousands): December 31, 2018 December 31, 2017 Carrying Estimated Carrying Estimated Senior notes (1) $ 4,191,754 $ 4,228,750 $ 4,184,739 $ 4,590,625 Credit facilities (2) 5,221,798 5,221,798 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 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 | 12 Months Ended |
Dec. 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 transfer 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 exception for allocating variable consideration to specific parts of the contract. 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 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 December 31, 2018 and 2017 : December 31, 2018 December 31, 2017 Unsatisfied Weighted Average Recognition Timing (years) (1) Unsatisfied Weighted Average Recognition Timing (years) (1) Revenues $ 34.8 12 $ 28.0 12 (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 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. We have not included such variable consideration in the transaction price to the extent the consideration is considered constrained due to the uncertainty of ultimate pricing and receipt. 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, obtaining financing or achieving substantial completion of a Train and any related facilities. These contracts are considered completed contracts for revenue recognition purposes and are included in the transaction price above when the conditions are considered probable of being met. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 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 years ended December 31, 2018, 2017 and 2016 (in thousands): Year Ended December 31, 2018 2017 2016 Operating and maintenance expense—affiliate Services Agreements $ 3,412 $ 2,075 $ 7 Lease Agreements 874 326 88 Other Agreements (3 ) — — Total operating and maintenance expense—affiliate 4,283 2,401 95 Development expense (recovery)—affiliate Services Agreements — 8 (10 ) General and administrative expense—affiliate Services Agreements 2,201 1,173 607 We had $25.1 million and $23.8 million due to affiliates as of December 31, 2018 and 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 Facilities 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. Additionally, CCL has a fixed price 25 -year SPA with Cheniere Marketing which allows them to purchase volumes of approximately 15 TBtu per annum of LNG. As of December 31, 2018 and 2017 , CCL had $21.1 million and zero of accounts receivable—affiliate, respectively, under this agreement. 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 Facilities , no monthly fee payment is required except for reimbursement of operating expenses. After substantial completion of each Train of the Liquefaction Facilities , for services performed while the Liquefaction Facilities 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 Facilities . 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, information technology services and other services required to operate and maintain the Liquefaction Facilities . Prior to the substantial completion of each Train of the Liquefaction Facilities , no monthly fee payment is required except for reimbursement of operating expenses. After substantial completion of each Train of the Liquefaction Facilities , for services performed while the Liquefaction Facilities 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, information technology services 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 Facilities , 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 Facilities and obtaining insurance. Prior to the substantial completion of each Train of the Liquefaction Facilities , 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. Land Agreements We had $0.3 million and $0.2 million as of December 31, 2018 and 2017 , respectively, of prepaid expenses related to these agreements in other current assets—affiliate. Lease Agreements CCL has agreements with Cheniere Land Holdings, LLC (“Cheniere Land Holdings”), a wholly owned subsidiary of Cheniere, to lease the land owned by Cheniere Land Holdings for the Liquefaction Facilities . The total annual lease payment is $0.7 million , and the terms of the agreements range from three to five years. Easement Agreements 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 Facilities . The total annual lease payment is $0.1 million , and the term of each agreement is five years. In May 2018, CCL entered into agreements with Cheniere Land Holdings which grants CCL the right to construct, install and operate waterlines on land owned by Cheniere Land Holdings for the Liquefaction Facilities . During the year ended December 31, 2018 , CCL paid $0.4 million as equity contributions to Cheniere Land Holdings for the value of these agreements. In August 2018, CCL entered into an agreement with Cheniere Land Holdings which grants CCL a limited license to use certain land owned by Cheniere Land Holdings for the Liquefaction Facilities . CCL made a one-time payment of $0.5 million under this agreement, and the term of the agreement is three years. Special Warranty Deed In May 2018, CCL entered into a special warranty deed agreement with Cheniere Land Holdings whereby land owned by Cheniere Land Holdings was transferred to CCL as a non-cash equity contribution of $20.8 million . Dredge Material Disposal Agreement CCL has a dredge material disposal agreement with Cheniere Land Holdings that terminates in 2042 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 Facilities . 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 and $4.62 per cubic yard for any quantities above that. 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 Facilities 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 In May 2018, we amended and restated the existing equity contribution agreement with Cheniere (the “Equity Contribution Agreement”) pursuant to which Cheniere agreed to provide cash contributions up to approximately $1.1 billion , not including $2.0 billion previously contributed under the original equity contribution agreement. As of December 31, 2018 , we have no t received any contributions under the Equity Contribution Agreement. Cheniere will only be required to make additional contributions under the Equity Contribution Agreement after the commitments under the CCH Credit Facility have been reduced to zero and to the extent cash flows from operations of the Liquefaction Project are unavailable for Liquefaction Project costs. Early Works Equity Contribution Agreement In conjunction with the amendment and restatement of the Equity Contribution Agreement, we terminated the early works equity contribution agreement with Cheniere entered into in December 2017. Prior to termination in May 2018, we had received $250.0 million in contributions from Cheniere under the early works equity contribution agreement. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES The reconciliation of the federal statutory income tax rate to our effective income tax rate is as follows: Year Ended December 31, 2018 2017 2016 U.S. federal statutory tax rate 21.0 % 35.0 % 35.0 % State tax rate (105.8 )% — % — % U.S. tax reform rate change — % (121.1 )% — % Other 1.2 % (0.2 )% — % Valuation allowance 83.6 % 86.3 % (35.0 )% Effective tax rate — % — % — % Significant components of our deferred tax assets at December 31, 2018 and 2017 are as follows (in thousands): December 31, 2018 2017 Deferred tax assets Federal net operating loss carryforward $ 108,007 $ 49,194 State net operating loss carryforward 6,646 — Derivative instruments 3,288 15,487 Long-term debt — 14,270 Property, plant and equipment — 9,143 Other — 303 Less: valuation allowance (93,650 ) (88,397 ) Total deferred tax assets 24,291 — Deferred tax liabilities Long-term debt (12,477 ) — Property, plant and equipment (11,301 ) — Other (513 ) — Total deferred tax liabilities (24,291 ) — Net deferred tax assets $ — $ — At December 31, 2018 , we had federal and state net operating loss (“NOL”) carryforwards of $514.3 million and $73.9 million , respectively. These NOL carryforwards will expire between 2035 and 2038. We did no t have any uncertain tax positions which required accrual or disclosure as of December 31, 2018 and 2017 . We have elected to report future interest and penalties related to unrecognized tax benefits, if any, as income tax expense in our Consolidated Statements of Operations. Due to our historical losses and other available evidence related to our ability to generate taxable income, we have established a valuation allowance to fully offset our federal deferred tax assets as of December 31, 2018 and 2017 . We will continue to evaluate the realizability of our deferred tax assets in the future. The increase in the valuation allowance was $5.3 million for the year ended December 31, 2018 . Our taxable income or loss is included in the consolidated federal income tax return of Cheniere. Cheniere’s federal and state tax returns for the years after 2014 remain open for examination. Cheniere experienced an ownership change within the provisions of U.S. Internal Revenue Code (“IRC”) Section 382 in 2008, 2010 and 2012. Cheniere will continue to monitor trading activity in its respective shares which may cause an additional ownership change which could ultimately affect our ability to fully utilize Cheniere’s existing NOL carryforwards. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2018 | |
Leases [Abstract] | |
Leases | LEASES During the years ended December 31, 2018, 2017 and 2016 , we recognized rental expense for all operating leases of $1.6 million , $1.2 million and $1.0 million , respectively, related primarily to land sites for the Corpus Christi LNG terminal. CCL and CCP have agreements with Cheniere Land Holdings to lease land owned by Cheniere Land Holdings for the Liquefaction Project. See Note 11—Related Party Transactions for additional information regarding these lease agreements. Future annual minimum lease payments, excluding inflationary adjustments, for operating leases are as follows (in thousands): Years Ending December 31, Operating Leases (1) 2019 $ 596 2020 1,225 2021 1,225 2022 1,225 2023 1,225 Thereafter 1,225 Total $ 6,721 (1) Includes payments for certain non-lease components . |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES We have various contractual obligations which are recorded as liabilities in our Consolidated Financial Statements. Other items, such as certain purchase commitments and other executed contracts which do not meet the definition of a liability as of December 31, 2018 , are not recognized as liabilities but require disclosures in our Consolidated Financial Statements. LNG Terminal Commitments and Contingencies Obligations under EPC Contracts CCL has lump sum turnkey contracts with Bechtel Oil, Gas and Chemicals, Inc. (“Bechtel”) for the engineering, procurement and construction of Stage 1 and Stage 2 of the Liquefaction Project. The EPC contract prices for Stage 1 of the Liquefaction Project and Stage 2 of the Liquefaction Project are approximately $7.8 billion and $2.4 billion , respectively, reflecting amounts incurred under change orders through December 31, 2018 . CCL has the right to terminate each of the EPC contracts for its convenience, in which case Bechtel will be paid (1) the portion of the contract price for the work performed, (2) costs reasonably incurred by Bechtel on account of such termination and demobilization and (3) a lump sum of up to $30 million depending on the termination date. Obligations under SPAs CCL has third-party SPAs which obligate CCL to purchase and liquefy sufficient quantities of natural gas to deliver contracted volumes of LNG to the customers’ vessels, subject to completion of construction of specified Trains of the Liquefaction Project. CCL has also entered into SPAs with Cheniere Marketing , as further described in Note 11—Related Party Transactions. Obligations under Natural Gas Supply, Transportation and Storage Service Agreements CCL primarily has index-based physical natural gas supply contracts to secure natural gas feedstock for the Liquefaction Project. The terms of these contracts range up to eight years , some of which commence upon the satisfaction of certain conditions precedent. As of December 31, 2018 , CCL had secured up to approximately 2,801 TBtu of natural gas feedstock through natural gas supply contracts, a portion of which are considered purchase obligations if the conditions precedent are met. Additionally, CCL has transportation and storage service agreements for the Liquefaction Project. The initial terms of the transportation agreements range up 20 years , with renewal options for certain contracts, and commences upon the occurrence of conditions precedent. The term of the storage service agreements ranges up to five years. As of December 31, 2018 , CCL’s obligations under natural gas supply, transportation and storage service agreements for contracts in which conditions precedent were met were as follows (in thousands): Years Ending December 31, Payments Due (1) 2019 $ 682,956 2020 613,700 2021 442,044 2022 254,572 2023 177,093 Thereafter 1,703,501 Total $ 3,873,866 (1) Pricing of natural gas supply contracts are variable based on market commodity basis prices adjusted for basis spread . Amounts included are based on prices and basis spreads as of December 31, 2018 . Services Agreements CCL and CCP have certain services agreements with affiliates. See Note 11—Related Party Transactions for information regarding such agreements. State Tax Sharing Agreement CCL and CCP have a state tax sharing agreement with Cheniere. See Note 11—Related Party Transactions for information regarding this agreement. Other Commitments In the ordinary course of business, we have entered into certain multi-year licensing and service agreements, none of which are considered material to our financial position. Additionally, we have various operating lease commitments, as disclosed in Note 13—Leases. Legal Proceedings We may in the future be involved as a party to various legal proceedings, which are incidental to the ordinary course of business. We regularly analyze current information and, as necessary, provide accruals for probable liabilities on the eventual disposition of these matters. In the opinion of management, as of December 31, 2018 , there were no pending legal matters that would reasonably be expected to have a material impact on our operating results, financial position or cash flows. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 12 Months Ended |
Dec. 31, 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): Year Ended December 31, 2018 2017 2016 Cash paid during the period for interest, net of amounts capitalized $ 104,811 $ — $ — Noncash capital contribution for conveyance of property, plant and equipment from affiliate 83,058 — 143 The balance in property, plant and equipment, net funded with accounts payable and accrued liabilities (including affiliate) was $178.3 million , $274.3 million and $145.6 million as of December 31, 2018 , 2017 and 2016, respectively. |
Recent Accounting Standards
Recent Accounting Standards | 12 Months Ended |
Dec. 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 December 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 may be adopted using either a modified retrospective approach to apply the standard at the beginning of the earliest period presented in the financial statements or an optional transition approach to apply the standard at the date of adoption with no retrospective adjustments to prior periods. Certain additional practical expedients are also available. January 1, 2019 We will adopt this standard on January 1, 2019 using the optional transition approach to apply the standard at the beginning of the first quarter of 2019 with no retrospective adjustments to prior periods. The adoption of the standard will not have a material impact on our Consolidated Financial Statements but will result in additional disclosures including the significant judgments and assumptions used in applying the standard. 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 Consolidated Financial Statements in any prior period nor did it result in a cumulative effect adjustment to retained earnings. See Note 10—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 | 12 Months Ended |
Dec. 31, 2018 | |
Supplemental Guarantor 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 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 9—Debt for additional information regarding the CCH Senior Notes . The following is condensed consolidating financial information for CCH (“Parent Issuer”) and the Guarantors . We did not have any non-guarantor subsidiaries as of December 31, 2018 . Condensed Consolidating Balance Sheet December 31, 2018 (in thousands) Parent Issuer Guarantors Eliminations Consolidated ASSETS Current assets Cash and cash equivalents $ — $ — $ — $ — Restricted cash 282,248 6,893 — 289,141 Receivables — 24,989 — 24,989 Accounts receivable—affiliate — 21,060 — 21,060 Advances to affiliate — 94,397 — 94,397 Inventory — 26,198 — 26,198 Derivative assets 10,556 7,203 — 17,759 Other current assets 178 15,039 — 15,217 Other current assets—affiliate — 634 (1 ) 633 Total current assets 292,982 196,413 (1 ) 489,394 Property, plant and equipment, net 1,094,671 10,044,154 — 11,138,825 Debt issuance and deferred financing costs, net 38,012 — — 38,012 Non-current derivative assets 7,917 14,496 — 22,413 Investments in subsidiaries 10,194,296 — (10,194,296 ) — Other non-current assets, net 1 31,708 — 31,709 Total assets $ 11,627,879 $ 10,286,771 $ (10,194,297 ) $ 11,720,353 LIABILITIES AND MEMBER’S EQUITY Current liabilities Accounts payable $ 71 $ 16,131 $ — $ 16,202 Accrued liabilities 1,242 160,963 — 162,205 Current debt 168,000 — — 168,000 Due to affiliates — 25,086 — 25,086 Derivative liabilities 6 13,570 — 13,576 Total current liabilities 169,319 215,750 — 385,069 Long-term debt, net 9,245,552 — — 9,245,552 Non-current derivative liabilities 398 8,197 — 8,595 Deferred tax liability — 2,008 (2,008 ) — Member’s equity 2,212,610 10,060,816 (10,192,289 ) 2,081,137 Total liabilities and member’s equity $ 11,627,879 $ 10,286,771 $ (10,194,297 ) $ 11,720,353 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 Year Ended December 31, 2018 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Revenues $ — $ — $ — $ — Expenses Operating and maintenance expense — 76 — 76 Operating and maintenance expense—affiliate — 4,283 — 4,283 Development expense — 177 — 177 General and administrative expense 1,513 3,750 — 5,263 General and administrative expense—affiliate — 2,201 — 2,201 Depreciation and amortization expense 239 9,620 — 9,859 Impairment expense and gain on disposal of assets — 20 — 20 Total expenses 1,752 20,127 — 21,879 Loss from operations (1,752 ) (20,127 ) — (21,879 ) Other income (expense) Loss on modification or extinguishment of debt (15,332 ) — — (15,332 ) Derivative gain, net 43,105 — — 43,105 Other income 352 7,952 (7,912 ) 392 Total other income 28,125 7,952 (7,912 ) 28,165 Income (loss) before income taxes 26,373 (12,175 ) (7,912 ) 6,286 Income tax benefit — 831 (831 ) — Net income (loss) $ 26,373 $ (11,344 ) $ (8,743 ) $ 6,286 Condensed Consolidating Statement of Operations Year Ended December 31, 2017 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Revenues $ — $ — $ — $ — Expenses Operating and maintenance expense — 3,115 — 3,115 Operating and maintenance expense—affiliate — 2,401 — 2,401 Development expense — 516 — 516 Development expense—affiliate — 8 — 8 General and administrative expense 1,360 4,191 — 5,551 General and administrative expense—affiliate — 1,173 — 1,173 Depreciation and amortization expense 13 879 — 892 Impairment expense and loss on disposal of assets — 5,505 — 5,505 Total expenses 1,373 17,788 — 19,161 Loss from operations (1,373 ) (17,788 ) — (19,161 ) Other income (expense) Loss on modification or extinguishment of debt (32,480 ) — — (32,480 ) Derivative gain, net 3,249 — — 3,249 Other income (expense) (265 ) 15,580 (15,575 ) (260 ) Total other income (expense) (29,496 ) 15,580 (15,575 ) (29,491 ) Loss before income taxes (30,869 ) (2,208 ) (15,575 ) (48,652 ) Income tax provision — (2,983 ) 2,983 — Net loss $ (30,869 ) $ (5,191 ) $ (12,592 ) $ (48,652 ) Condensed Consolidating Statement of Operations Year Ended December 31, 2016 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Revenues $ — $ — $ — $ — Expenses Operating and maintenance expense — 1,372 — 1,372 Operating and maintenance expense—affiliate — 95 — 95 Development expense recovery — (81 ) — (81 ) Development expense recovery—affiliate — (10 ) — (10 ) General and administrative expense 709 3,531 — 4,240 General and administrative expense—affiliate — 607 — 607 Depreciation and amortization expense — 249 — 249 Total expenses 709 5,763 — 6,472 Loss from operations (709 ) (5,763 ) — (6,472 ) Other income (expense) Loss on modification or extinguishment of debt (63,318 ) — — (63,318 ) Derivative loss, net (15,571 ) — — (15,571 ) Other income (expense) (131 ) 5 — (126 ) Total other income (expense) (79,020 ) 5 — (79,015 ) Net loss $ (79,729 ) $ (5,758 ) $ — $ (85,487 ) Condensed Consolidating Statement of Cash Flows Year Ended December 31, 2018 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Cash flows used in operating activities $ (6,854 ) $ (51,913 ) $ (1,395 ) $ (60,162 ) Cash flows from investing activities Property, plant and equipment, net (555,946 ) (2,406,990 ) — (2,962,936 ) Investments in subsidiaries (2,532,266 ) — 2,532,266 — Distributions received from affiliates 67,744 — (67,744 ) — Other — 2,669 — 2,669 Net cash used in investing activities (3,020,468 ) (2,404,321 ) 2,464,522 (2,960,267 ) Cash flows from financing activities Proceeds from issuances of debt 3,114,800 — — 3,114,800 Repayments of debt (301,455 ) — — (301,455 ) Debt issuance and deferred financing costs (45,743 ) — — (45,743 ) Debt extinguishment cost (9,108 ) — — (9,108 ) Capital contributions 324,517 2,532,266 (2,532,266 ) 324,517 Distributions — (69,139 ) 69,139 — Net cash provided by financing activities 3,083,011 2,463,127 (2,463,127 ) 3,083,011 Net increase in cash, cash equivalents and restricted cash 55,689 6,893 — 62,582 Cash, cash equivalents and restricted cash—beginning of period 226,559 — — 226,559 Cash, cash equivalents and restricted cash—end of period $ 282,248 $ 6,893 $ — $ 289,141 Balances per Condensed Consolidating Balance Sheet: December 31, 2018 Parent Issuer Guarantors Eliminations Consolidated Cash and cash equivalents $ — $ — $ — $ — Restricted cash 282,248 6,893 — 289,141 Total cash, cash equivalents and restricted cash $ 282,248 $ 6,893 $ — $ 289,141 Condensed Consolidating Statement of Cash Flows Year Ended December 31, 2017 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Cash flows used in operating activities $ (52,633 ) $ (11,683 ) $ — $ (64,316 ) Cash flows from investing activities Property, plant and equipment, net (253,612 ) (1,733,642 ) — (1,987,254 ) Investments in subsidiaries (1,720,280 ) — 1,720,280 — Other — 25,045 — 25,045 Net cash used in investing activities (1,973,892 ) (1,708,597 ) 1,720,280 (1,962,209 ) Cash flows from financing activities Proceeds from issuances of debt 3,040,000 — — 3,040,000 Repayments of debt (1,436,050 ) — — (1,436,050 ) Debt issuance and deferred financing costs (23,496 ) — — (23,496 ) Debt extinguishment cost (29 ) — — (29 ) Capital contributions 402,119 1,720,437 (1,720,437 ) 402,119 Distributions — (157 ) 157 — Net cash provided by financing activities 1,982,544 1,720,280 (1,720,280 ) 1,982,544 Net decrease in cash, cash equivalents and restricted cash (43,981 ) — — (43,981 ) Cash, cash equivalents and restricted cash—beginning of period 270,540 — — 270,540 Cash, cash equivalents and restricted cash—end of period $ 226,559 $ — $ — $ 226,559 Balances per Condensed Consolidating Balance Sheet: December 31, 2017 Parent Issuer Guarantors Eliminations Consolidated Cash and cash equivalents $ — $ — $ — $ — Restricted cash 226,559 — — 226,559 Total cash, cash equivalents and restricted cash $ 226,559 $ — $ — $ 226,559 Condensed Consolidating Statement of Cash Flows Year Ended December 31, 2016 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Cash flows used in operating activities $ (34,954 ) $ (6,125 ) $ — $ (41,079 ) Cash flows from investing activities Property, plant and equipment, net (126,547 ) (1,924,983 ) — (2,051,530 ) Investments in subsidiaries (1,975,474 ) — 1,975,474 — Other — (44,367 ) — (44,367 ) Net cash used in investing activities (2,102,021 ) (1,969,350 ) 1,975,474 (2,095,897 ) Cash flows from financing activities Proceeds from issuances of debt 4,838,000 — — 4,838,000 Repayments of debt (2,420,212 ) — — (2,420,212 ) Debt issuance and deferred financing costs (56,783 ) — — (56,783 ) Debt extinguishment cost (62 ) — — (62 ) Capital contributions 90 1,975,475 (1,975,474 ) 91 Distributions (288 ) — — (288 ) Net cash provided by financing activities 2,360,745 1,975,475 (1,975,474 ) 2,360,746 Net increase in cash, cash equivalents and restricted cash 223,770 — — 223,770 Cash, cash equivalents and restricted cash—beginning of period 46,770 — — 46,770 Cash, cash equivalents and restricted cash—end of period $ 270,540 $ — $ — $ 270,540 |
Summarized Quarterly Financial
Summarized Quarterly Financial Data (unaudited) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summarized Quarterly Financial Data (unaudited) | Summarized Quarterly Financial Data—(in thousands) First Quarter Second Quarter Third Quarter Fourth Quarter Year ended December 31, 2018: Revenues $ — $ — $ — $ — Income (loss) from operations (3,090 ) (5,941 ) 2,345 (15,193 ) Net income (loss) 65,692 7,319 24,388 (91,113 ) Year ended December 31, 2017: Revenues $ — $ — $ — $ — Loss from operations (2,719 ) (3,138 ) (5,576 ) (7,728 ) Net income (loss) (1,757 ) (68,758 ) (8,577 ) 30,440 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation, Policy | Basis of Presentation Our Consolidated Financial Statements have been prepared in accordance with GAAP. Our Consolidated Financial Statements include the accounts of CCH and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. 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. We have elected to adopt the new accounting standard retrospectively and have recast the accompanying Consolidated Financial Statements to reflect the adoption of ASC 606 for all periods presented. The adoption of ASC 606 did not impact our previously reported Consolidated Financial Statements in any prior period nor did it result in a cumulative effect adjustment to retained earnings. |
Use of Estimates, Policy | Use of Estimates The preparation of Consolidated Financial Statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the amounts reported in the Consolidated Financial Statements and the accompanying notes. Management evaluates its estimates and related assumptions regularly, including those related to the recoverability of property, plant and equipment, derivative instruments, asset retirement obligations (“AROs”), income taxes including valuation allowances for deferred tax assets and fair value measurements. Changes in facts and circumstances or additional information may result in revised estimates, and actual results may differ from these estimates. |
Fair Value, Policy | Fair Value Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Hierarchy Levels 1, 2 and 3 are terms for the priority of inputs to valuation approaches used to measure fair value. Hierarchy Level 1 inputs are quoted prices in active markets for identical assets or liabilities. Hierarchy Level 2 inputs are inputs other than quoted prices included within Level 1 that are directly or indirectly observable for the asset or liability. Hierarchy Level 3 inputs are inputs that are not observable in the market. In determining fair value, we use observable market data when available, or models that incorporate observable market data. In addition to market information, we incorporate transaction-specific details that, in management’s judgment, market participants would take into account in measuring fair value. We maximize the use of observable inputs and minimize our use of unobservable inputs in arriving at fair value estimates. Recurring fair-value measurements are performed for derivative instruments as disclosed in Note 6—Derivative Instruments . The carrying amount of restricted cash, receivables and accounts payable reported on the Consolidated Balance Sheets approximates fair value. The fair value of debt is the estimated amount we would have to pay to repurchase our debt in the open market, including any premium or discount attributable to the difference between the stated interest rate and market interest rate at each balance sheet date. Debt fair values, as disclosed in Note 9—Debt , are based on quoted market prices for identical instruments, if available, or based on valuations of similar debt instruments using observable or unobservable inputs. Non-financial assets and liabilities initially measured at fair value include AROs. |
Cash and Cash Equivalents, Policy | Cash and Cash Equivalents We consider all highly liquid investments with an original maturity of three months or less to be cash equivalents. |
Restricted Cash, Policy | Restricted Cash Restricted cash consists of funds that are contractually restricted as to usage or withdrawal and will not become available to us as cash and cash equivalents. We have presented restricted cash separately from cash and cash equivalents on our Consolidated Balance Sheets. |
Receivables, Policy | Receivables Receivables are primarily composed of settlements related to natural gas procurement activities. Receivable are reported net of allowances for doubtful accounts. Impaired receivables are specifically identified and evaluated for expected losses. The expected loss on impaired receivables is primarily determined based on the debtor’s ability to pay and the estimated value of any collateral. We did no t recognize any impairment expense related to receivables during the years ended December 31, 2018, 2017 and 2016 . |
Inventory, Policy | Inventory Natural gas inventory is recorded at the lower of weighted average cost and net realizable value. Materials and other inventory are recorded at the lower of cost and net realizable value and subsequently charged to expense when issued. |
Accounting For LNG Activities, Policy | Accounting for LNG Activities Generally, we begin capitalizing the costs of our LNG terminal once the individual project meets the following criteria: (1) regulatory approval has been received, (2) financing for the project is available and (3) management has committed to commence construction. Prior to meeting these criteria, most of the costs associated with a project are expensed as incurred. These costs primarily include professional fees associated with front-end engineering and design work, costs of securing necessary regulatory approvals, and other preliminary investigation and development activities related to our LNG terminal. Generally, costs that are capitalized prior to a project meeting the criteria otherwise necessary for capitalization include: land and lease option costs that are capitalized as property, plant and equipment and certain permits that are capitalized as other non-current assets. The costs of lease options are amortized over the life of the lease once obtained. If no land or lease is obtained, the costs are expensed. |
Property, Plant and Equipment, Policy | Property, Plant and Equipment Property, plant and equipment are recorded at cost. Expenditures for construction and commissioning activities, major renewals and betterments that extend the useful life of an asset are capitalized, while expenditures for maintenance and repairs (including those for planned major maintenance projects) to maintain property, plant and equipment in operating condition are generally expensed as incurred. We realize offsets to LNG terminal costs for sales of commissioning cargoes that were earned or loaded prior to the start of commercial operations of the respective Train during the testing phase for its construction. We depreciate our property, plant and equipment using the straight-line depreciation method. Upon retirement or other disposition of property, plant and equipment, the cost and related accumulated depreciation are removed from the account, and the resulting gains or losses are recorded in impairment expense and loss (gain) on disposal of assets. Substantially all of our long-lived assets are located in the United States. Management tests property, plant and equipment for impairment whenever events or changes in circumstances have indicated that the carrying amount of property, plant and equipment might not be recoverable. Assets are grouped at the lowest level for which there is identifiable cash flows that are largely independent of the cash flows of other groups of assets for purposes of assessing recoverability. Recoverability generally is determined by comparing the carrying value of the asset to the expected undiscounted future cash flows of the asset. If the carrying value of the asset is not recoverable, the amount of impairment loss is measured as the excess, if any, of the carrying value of the asset over its estimated fair value. During the year ended December 31, 2017, we recognized $5.5 million of impairment expense related to damaged infrastructure as an effect of Hurricane Harvey. We did no t record any impairments related to property, plant and equipment during the years ended December 31, 2018 or 2016. |
Interest Capitalization, Policy | Interest Capitalization We capitalize interest and other related debt costs during the construction period of our LNG terminals and related pipelines as construction-in-process. Upon commencement of operations, these costs are transferred out of construction-in-process into terminal and interconnecting pipeline facilities assets and are amortized over the estimated useful life of the asset. |
Regulated Natural Gas Pipelines, Policy | Regulated Natural Gas Pipelines The Corpus Christi Pipeline is subject to the jurisdiction of the FERC in accordance with the Natural Gas Act of 1938 and the Natural Gas Policy Act of 1978. The economic effects of regulation can result in a regulated company recording as assets those costs that have been or are expected to be approved for recovery from customers, or recording as liabilities those amounts that are expected to be required to be returned to customers, in a rate-setting process in a period different from the period in which the amounts would be recorded by an unregulated enterprise. Accordingly, we record assets and liabilities that result from the regulated rate-making process that may not be recorded under GAAP for non-regulated entities. We continually assess whether regulatory assets are probable of future recovery by considering factors such as applicable regulatory changes and recent rate orders applicable to other regulated entities. Based on this continual assessment, we believe the existing regulatory assets are probable of recovery. These regulatory assets and liabilities are primarily classified in our Consolidated Balance Sheets as other assets and other liabilities. We periodically evaluate their applicability under GAAP, and consider factors such as regulatory changes and the effect of competition. If cost-based regulation ends or competition increases, we may have to reduce our asset balances to reflect a market basis less than cost and write off the associated regulatory assets and liabilities. Items that may influence our assessment are: • inability to recover cost increases due to rate caps and rate case moratoriums; • inability to recover capitalized costs, including an adequate return on those costs through the rate-making process and the FERC proceedings; • excess capacity; • increased competition and discounting in the markets we serve; and • impacts of ongoing regulatory initiatives in the natural gas industry. Natural gas pipeline costs include amounts capitalized as an Allowance for Funds Used During Construction (“AFUDC”). The rates used in the calculation of AFUDC are determined in accordance with guidelines established by the FERC. AFUDC represents the cost of debt and equity funds used to finance our natural gas pipeline additions during construction. AFUDC is capitalized as a part of the cost of our natural gas pipelines. Under regulatory rate practices, we generally are permitted to recover AFUDC, and a fair return thereon, through our rate base after our natural gas pipelines are placed in service. |
Derivative Instruments, Policy | Derivative Instruments We use derivative instruments to hedge our exposure to cash flow variability from interest rate and commodity price risk. Derivative instruments are recorded at fair value and included in our Consolidated Balance Sheets as assets or liabilities depending on the derivative position and the expected timing of settlement, unless they satisfy criteria for and we elect the normal purchases and sales exception. When we have the contractual right and intend to net settle, derivative assets and liabilities are reported on a net basis. Changes in the fair value of our derivative instruments are recorded in earnings, unless we elect to apply hedge accounting and meet specified criteria, including completing contemporaneous hedge documentation. We did no t have any derivative instruments designated as cash flow hedges during the years ended December 31, 2018, 2017 and 2016 . See Note 6—Derivative Instruments for additional details about our derivative instruments. |
Concentration of Credit Risk, Policy | Concentration of Credit Risk Financial instruments that potentially subject us to a concentration of credit risk consist principally of restricted cash. We maintain cash balances at financial institutions, which may at times be in excess of federally insured levels. We have not incurred losses related to these balances to date. The use of derivative instruments exposes us to counterparty credit risk, or the risk that a counterparty will be unable to meet its commitments. Certain of our commodity derivative transactions are executed through over-the-counter contracts which are subject to nominal credit risk as these transactions are settled on a daily margin basis with investment grade financial institutions. Collateral deposited for such contracts is recorded within other current assets. Our interest rate derivative instruments are placed with investment grade financial institutions whom we believe are acceptable credit risks. We monitor counterparty creditworthiness on an ongoing basis; however, we cannot predict sudden changes in counterparties’ creditworthiness. In addition, even if such changes are not sudden, we may be limited in our ability to mitigate an increase in counterparty credit risk. Should one of these counterparties not perform, we may not realize the benefit of some of our derivative instruments. CCL has entered into fixed price SPAs generally with terms of 20 years with nine unaffiliated third parties. CCL is dependent on the respective customers’ creditworthiness and their willingness to perform under their respective SPAs. |
Debt, Policy | Debt Our debt consists of current and long-term secured debt securities and credit facilities with banks and other lenders. Debt issuances are placed directly by us or through securities dealers or underwriters and are held by institutional and retail investors. Debt is recorded on our Consolidated Balance Sheets at par value adjusted for unamortized discount or premium and net of unamortized debt issuance costs related to term notes. Discounts, premiums and debt issuance costs directly related to the issuance of debt are amortized over the life of the debt and are recorded in interest expense, net of capitalized interest using the effective interest method. Gains and losses on the extinguishment of debt are recorded in gain (loss) on modification or extinguishment of debt on our Consolidated Statements of Operations. Debt issuance costs consist primarily of arrangement fees, professional fees, legal fees and printing costs. These costs are recorded as a direct deduction from the debt liability unless incurred in connection with a line of credit arrangement, in which case they are presented as an asset on our Consolidated Balance Sheets. Debt issuance costs are amortized to interest expense or property, plant and equipment over the term of the related debt facility. Upon early retirement of debt or amendment to a debt agreement, certain fees are written off to loss on modification or extinguishment of debt. |
Asset Retirement Obligations, Policy | Asset Retirement Obligations We recognize AROs for legal obligations associated with the retirement of long-lived assets that result from the acquisition, construction, development and/or normal use of the asset and for conditional AROs in which the timing or method of settlement are conditional on a future event that may or may not be within our control. The fair value of a liability for an ARO is recognized in the period in which it is incurred, if a reasonable estimate of fair value can be made. The fair value of the liability is added to the carrying amount of the associated asset. This additional carrying amount is depreciated over the estimated useful life of the asset. We have no t recorded an ARO associated with the Corpus Christi Pipeline. We believe that it is not feasible to predict when the natural gas transportation services provided by the Corpus Christi Pipeline will no longer be utilized. In addition, our right-of-way agreements associated with the Corpus Christi Pipeline have no stipulated termination dates. We intend to operate the Corpus Christi Pipeline as long as supply and demand for natural gas exists in the United States and intend to maintain it regularly. |
Income Taxes, Policy | Income Taxes We are a disregarded entity for federal and state income tax purposes. Our taxable income or loss, which may vary substantially from the net income or loss reported on our 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. Deferred tax assets and liabilities are included in our Consolidated Financial Statements at currently enacted income tax rates applicable to the period in which the deferred tax assets and liabilities are expected to be realized or settled. As changes in tax laws or rates are enacted, deferred tax assets and liabilities are adjusted through the current period’s provision for income taxes. A valuation allowance is recorded to reduce the carrying value of our deferred tax assets when it is more likely than not that a portion or all of the deferred tax assets will expire before realization of the benefit or future deductibility is not probable. We recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the tax position. |
Business Segment, Policy | Business Segment Our liquefaction and pipeline business at the Corpus Christi LNG terminal represents a single reportable segment. Our chief operating decision maker reviews the financial results of CCH in total when evaluating financial performance and for purposes of allocating resources. |
Restricted Cash (Tables)
Restricted Cash (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Restricted Cash [Abstract] | |
Schedule of Restricted Cash | As of December 31, 2018 and 2017 , restricted cash consisted of the following (in thousands): December 31, 2018 2017 Current restricted cash Liquefaction Project $ 289,141 $ 226,559 |
Inventory (Tables)
Inventory (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | As of December 31, 2018 and 2017 , inventory consisted of the following (in thousands): December 31, 2018 2017 Natural gas $ 1,326 $ — Materials and other 24,872 — Total inventory $ 26,198 $ — |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | As of December 31, 2018 and 2017 , property, plant and equipment, net consisted of the following (in thousands): December 31, 2018 2017 LNG terminal costs LNG terminal and interconnecting pipeline facilities $ 618,547 $ — LNG site and related costs 44,725 13,844 LNG terminal construction-in-process 10,470,577 8,242,520 Accumulated depreciation (7,416 ) — Total LNG terminal costs, net 11,126,433 8,256,364 Fixed assets Fixed assets 15,534 6,042 Accumulated depreciation (3,142 ) (1,023 ) Total fixed assets, net 12,392 5,019 Property, plant and equipment, net $ 11,138,825 $ 8,261,383 |
Property, Plant And Equipment, Estimated, Useful Lives Table | The identifiable components of the Liquefaction Project with similar estimated useful lives have a depreciable range between 6 and 50 years, as follows: Components Useful life (yrs) Water pipelines 30 Natural gas pipeline facilities 40 Liquefaction processing equipment 6-50 Other 15-30 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following table shows the fair value of our derivative instruments that are required to be measured at fair value on a recurring basis as of December 31, 2018 and 2017 , which are classified as derivative assets, non-current derivative assets , derivative liabilities or non-current derivative liabilities in our Consolidated Balance Sheets (in thousands): Fair Value Measurements as of December 31, 2018 December 31, 2017 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Interest Rate Derivatives asset (liability) $ — $ 18,069 $ — $ 18,069 $ — $ (32,258 ) $ — $ (32,258 ) Liquefaction Supply Derivatives asset (liability) 1,299 2,990 (4,357 ) (68 ) — — (91 ) (91 ) |
Fair Value Measurement Inputs and Valuation Techniques | The following table includes quantitative information for the unobservable inputs for our Level 3 Physical Liquefaction Supply Derivatives as of December 31, 2018 : Net Fair Value Liability (in thousands) Valuation Approach Significant Unobservable Input Significant Unobservable Inputs Range Physical Liquefaction Supply Derivatives $(4,357) Market approach incorporating present value techniques Basis Spread $(0.980) - $0.058 |
Fair Value, Liabilities 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 years ended December 31, 2018, 2017 and 2016 (in thousands): Year Ended December 31, 2018 2017 2016 Balance, beginning of period $ (91 ) $ — $ — Realized and mark-to-market gains: Included in operating and maintenance expense (9,944 ) — — Purchases 5,678 (91 ) — Balance, end of period $ (4,357 ) $ (91 ) $ — Change in unrealized gains (losses) relating to instruments still held at end of period $ (9,944 ) $ — $ — |
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 December 31, 2018 Interest Rate Derivatives $ 19,520 $ (1,046 ) $ 18,474 Interest Rate Derivatives (413 ) 8 (405 ) Liquefaction Supply Derivatives 31,770 (10,072 ) 21,698 Liquefaction Supply Derivatives (29,996 ) 8,230 (21,766 ) 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 December 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 $4.7 billion May 20, 2015 May 31, 2022 2.30% 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): December 31, Consolidated Balance Sheet Location 2018 2017 Derivative assets $ 10,556 $ — Non-current derivative assets 7,918 2,469 Total derivative assets 18,474 2,469 Derivative liabilities (7 ) (19,609 ) Non-current derivative liabilities (398 ) (15,118 ) Total derivative liabilities (405 ) (34,727 ) Derivative asset (liability), net $ 18,069 $ (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 (loss), net on our Consolidated Statements of Operations during the years ended December 31, 2018, 2017 and 2016 (in thousands): Year Ended December 31, 2018 2017 2016 Interest Rate Derivatives gain (loss) $ 43,105 $ 3,249 $ (15,571 ) |
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): Fair Value Measurements as of (1) Consolidated Balance Sheet Location December 31, 2018 December 31, 2017 Derivative assets $ 7,203 $ — Non-current derivative assets 14,495 — Total derivative assets 21,698 — Derivative liabilities (13,569 ) — Non-current derivative liabilities (8,197 ) (91 ) Total derivative liabilities (21,766 ) (91 ) Derivative liability, net $ (68 ) $ (91 ) (1) Does not include collateral call of $4.5 million for such contracts, which are included in other current assets in our Balance Sheet as December 31, 2018 . |
Derivative Instruments, Gain (Loss) | The following table shows the changes in the fair value and settlements of our Liquefaction Supply Derivatives recorded in operating and maintenance expense on our Consolidated Statements of Operations during the years ended December 31, 2018, 2017 and 2016 (in thousands): Year Ended December 31, 2018 2017 2016 Liquefaction Supply Derivatives gain (loss) $ 23 $ (91 ) $ — |
Other Non-Current Assets (Table
Other Non-Current Assets (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Other Assets, Noncurrent [Abstract] | |
Schedule of Other Non-Current Assets | As of December 31, 2018 and 2017 , other non-current assets, net consisted of the following (in thousands): December 31, 2018 2017 Advances and other asset conveyances to third parties to support LNG terminals $ 18,209 $ 30,442 Tax-related payments and receivables 3,783 3,400 Information technology service assets 2,435 610 Other 7,282 3,672 Total other non-current assets, net $ 31,709 $ 38,124 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Accrued Liabilities, Current [Abstract] | |
Schedule of Accrued Liabilities | As of December 31, 2018 and 2017 , accrued liabilities consisted of the following (in thousands): December 31, 2018 2017 Interest costs and related debt fees $ 994 $ 136,283 Liquefaction Project costs 138,874 107,055 Other 22,337 14,722 Total accrued liabilities $ 162,205 $ 258,060 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Debt Instruments | As of December 31, 2018 and 2017 , our debt consisted of the following (in thousands): 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 CCH Credit Facility 5,155,737 2,484,737 Unamortized premium, discount and debt issuance costs, net (160,185 ) (65,261 ) Total long-term debt, net 9,245,552 6,669,476 Current debt $1.2 billion CCH Working Capital Facility (“CCH Working Capital Facility”) 168,000 — Total debt, net $ 9,413,552 $ 6,669,476 |
Schedule of Maturities of Long-term Debt | Below is a schedule of future principal payments that we are obligated to make, based on current construction schedules, on our outstanding debt at December 31, 2018 (in thousands): Years Ending December 31, Principal Payments 2019 $ 168,000 2020 — 2021 — 2022 — 2023 — Thereafter 9,405,737 Total $ 9,573,737 |
Schedule of Line of Credit Facilities | Below is a summary of our credit facilities outstanding as of December 31, 2018 (in thousands): CCH Credit Facility CCH Working Capital Facility Original facility size $ 8,403,714 $ 350,000 Incremental commitments 1,565,961 850,000 Less: Outstanding balance 5,155,737 168,000 Commitments terminated 3,832,263 — Letters of credit issued — 315,525 Available commitment $ 981,675 $ 716,475 Interest rate LIBOR plus 1.75% or base rate plus 0.75% LIBOR plus 1.25% - 1.75% or base rate plus 0.25% - 0.75% Maturity date June 30, 2024 June 29, 2023 |
Schedule of Interest Expense | Total interest expense consisted of the following (in thousands): Year Ended December 31, 2018 2017 2016 Total interest cost $ 451,135 $ 360,932 $ 221,865 Capitalized interest, including amounts capitalized as an Allowance for Funds Used During Construction (451,135 ) (360,932 ) (221,865 ) Total interest expense, net $ — $ — $ — |
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments | The following table shows the carrying amount, which is net of unamortized premium, discount and debt issuance costs, and estimated fair value of our debt (in thousands): December 31, 2018 December 31, 2017 Carrying Estimated Carrying Estimated Senior notes (1) $ 4,191,754 $ 4,228,750 $ 4,184,739 $ 4,590,625 Credit facilities (2) 5,221,798 5,221,798 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 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 _2
Revenues from Contracts with Customers (Tables) | 12 Months Ended |
Dec. 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 December 31, 2018 and 2017 : December 31, 2018 December 31, 2017 Unsatisfied Weighted Average Recognition Timing (years) (1) Unsatisfied Weighted Average Recognition Timing (years) (1) Revenues $ 34.8 12 $ 28.0 12 (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) | 12 Months Ended |
Dec. 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 years ended December 31, 2018, 2017 and 2016 (in thousands): Year Ended December 31, 2018 2017 2016 Operating and maintenance expense—affiliate Services Agreements $ 3,412 $ 2,075 $ 7 Lease Agreements 874 326 88 Other Agreements (3 ) — — Total operating and maintenance expense—affiliate 4,283 2,401 95 Development expense (recovery)—affiliate Services Agreements — 8 (10 ) General and administrative expense—affiliate Services Agreements 2,201 1,173 607 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of Effective Income Tax Rate Reconciliation | The reconciliation of the federal statutory income tax rate to our effective income tax rate is as follows: Year Ended December 31, 2018 2017 2016 U.S. federal statutory tax rate 21.0 % 35.0 % 35.0 % State tax rate (105.8 )% — % — % U.S. tax reform rate change — % (121.1 )% — % Other 1.2 % (0.2 )% — % Valuation allowance 83.6 % 86.3 % (35.0 )% Effective tax rate — % — % — % |
Schedule of Deferred Tax Assets and Liabilities | Significant components of our deferred tax assets at December 31, 2018 and 2017 are as follows (in thousands): December 31, 2018 2017 Deferred tax assets Federal net operating loss carryforward $ 108,007 $ 49,194 State net operating loss carryforward 6,646 — Derivative instruments 3,288 15,487 Long-term debt — 14,270 Property, plant and equipment — 9,143 Other — 303 Less: valuation allowance (93,650 ) (88,397 ) Total deferred tax assets 24,291 — Deferred tax liabilities Long-term debt (12,477 ) — Property, plant and equipment (11,301 ) — Other (513 ) — Total deferred tax liabilities (24,291 ) — Net deferred tax assets $ — $ — |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Leases [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | Future annual minimum lease payments, excluding inflationary adjustments, for operating leases are as follows (in thousands): Years Ending December 31, Operating Leases (1) 2019 $ 596 2020 1,225 2021 1,225 2022 1,225 2023 1,225 Thereafter 1,225 Total $ 6,721 (1) Includes payments for certain non-lease components . |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
CCL [Member] | Natural Gas Supply, Transportation And Storage Service Agreements [Member] | |
Long-term Purchase Commitment [Line Items] | |
Contractual Obligation, Fiscal Year Maturity Schedule | As of December 31, 2018 , CCL’s obligations under natural gas supply, transportation and storage service agreements for contracts in which conditions precedent were met were as follows (in thousands): Years Ending December 31, Payments Due (1) 2019 $ 682,956 2020 613,700 2021 442,044 2022 254,572 2023 177,093 Thereafter 1,703,501 Total $ 3,873,866 (1) Pricing of natural gas supply contracts are variable based on market commodity basis prices adjusted for basis spread . Amounts included are based on prices and basis spreads as of December 31, 2018 . |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Tables) | 12 Months Ended |
Dec. 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): Year Ended December 31, 2018 2017 2016 Cash paid during the period for interest, net of amounts capitalized $ 104,811 $ — $ — Noncash capital contribution for conveyance of property, plant and equipment from affiliate 83,058 — 143 |
Recent Accounting Standards (Ta
Recent Accounting Standards (Tables) | 12 Months Ended |
Dec. 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 December 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 may be adopted using either a modified retrospective approach to apply the standard at the beginning of the earliest period presented in the financial statements or an optional transition approach to apply the standard at the date of adoption with no retrospective adjustments to prior periods. Certain additional practical expedients are also available. January 1, 2019 We will adopt this standard on January 1, 2019 using the optional transition approach to apply the standard at the beginning of the first quarter of 2019 with no retrospective adjustments to prior periods. The adoption of the standard will not have a material impact on our Consolidated Financial Statements but will result in additional disclosures including the significant judgments and assumptions used in applying the standard. |
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 Consolidated Financial Statements in any prior period nor did it result in a cumulative effect adjustment to retained earnings. See Note 10—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 Inform_2
Supplemental Guarantor Information (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Supplemental Guarantor Information [Abstract] | |
Condensed Consolidating Balance Sheets | Condensed Consolidating Balance Sheet December 31, 2018 (in thousands) Parent Issuer Guarantors Eliminations Consolidated ASSETS Current assets Cash and cash equivalents $ — $ — $ — $ — Restricted cash 282,248 6,893 — 289,141 Receivables — 24,989 — 24,989 Accounts receivable—affiliate — 21,060 — 21,060 Advances to affiliate — 94,397 — 94,397 Inventory — 26,198 — 26,198 Derivative assets 10,556 7,203 — 17,759 Other current assets 178 15,039 — 15,217 Other current assets—affiliate — 634 (1 ) 633 Total current assets 292,982 196,413 (1 ) 489,394 Property, plant and equipment, net 1,094,671 10,044,154 — 11,138,825 Debt issuance and deferred financing costs, net 38,012 — — 38,012 Non-current derivative assets 7,917 14,496 — 22,413 Investments in subsidiaries 10,194,296 — (10,194,296 ) — Other non-current assets, net 1 31,708 — 31,709 Total assets $ 11,627,879 $ 10,286,771 $ (10,194,297 ) $ 11,720,353 LIABILITIES AND MEMBER’S EQUITY Current liabilities Accounts payable $ 71 $ 16,131 $ — $ 16,202 Accrued liabilities 1,242 160,963 — 162,205 Current debt 168,000 — — 168,000 Due to affiliates — 25,086 — 25,086 Derivative liabilities 6 13,570 — 13,576 Total current liabilities 169,319 215,750 — 385,069 Long-term debt, net 9,245,552 — — 9,245,552 Non-current derivative liabilities 398 8,197 — 8,595 Deferred tax liability — 2,008 (2,008 ) — Member’s equity 2,212,610 10,060,816 (10,192,289 ) 2,081,137 Total liabilities and member’s equity $ 11,627,879 $ 10,286,771 $ (10,194,297 ) $ 11,720,353 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 Year Ended December 31, 2018 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Revenues $ — $ — $ — $ — Expenses Operating and maintenance expense — 76 — 76 Operating and maintenance expense—affiliate — 4,283 — 4,283 Development expense — 177 — 177 General and administrative expense 1,513 3,750 — 5,263 General and administrative expense—affiliate — 2,201 — 2,201 Depreciation and amortization expense 239 9,620 — 9,859 Impairment expense and gain on disposal of assets — 20 — 20 Total expenses 1,752 20,127 — 21,879 Loss from operations (1,752 ) (20,127 ) — (21,879 ) Other income (expense) Loss on modification or extinguishment of debt (15,332 ) — — (15,332 ) Derivative gain, net 43,105 — — 43,105 Other income 352 7,952 (7,912 ) 392 Total other income 28,125 7,952 (7,912 ) 28,165 Income (loss) before income taxes 26,373 (12,175 ) (7,912 ) 6,286 Income tax benefit — 831 (831 ) — Net income (loss) $ 26,373 $ (11,344 ) $ (8,743 ) $ 6,286 Condensed Consolidating Statement of Operations Year Ended December 31, 2017 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Revenues $ — $ — $ — $ — Expenses Operating and maintenance expense — 3,115 — 3,115 Operating and maintenance expense—affiliate — 2,401 — 2,401 Development expense — 516 — 516 Development expense—affiliate — 8 — 8 General and administrative expense 1,360 4,191 — 5,551 General and administrative expense—affiliate — 1,173 — 1,173 Depreciation and amortization expense 13 879 — 892 Impairment expense and loss on disposal of assets — 5,505 — 5,505 Total expenses 1,373 17,788 — 19,161 Loss from operations (1,373 ) (17,788 ) — (19,161 ) Other income (expense) Loss on modification or extinguishment of debt (32,480 ) — — (32,480 ) Derivative gain, net 3,249 — — 3,249 Other income (expense) (265 ) 15,580 (15,575 ) (260 ) Total other income (expense) (29,496 ) 15,580 (15,575 ) (29,491 ) Loss before income taxes (30,869 ) (2,208 ) (15,575 ) (48,652 ) Income tax provision — (2,983 ) 2,983 — Net loss $ (30,869 ) $ (5,191 ) $ (12,592 ) $ (48,652 ) Condensed Consolidating Statement of Operations Year Ended December 31, 2016 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Revenues $ — $ — $ — $ — Expenses Operating and maintenance expense — 1,372 — 1,372 Operating and maintenance expense—affiliate — 95 — 95 Development expense recovery — (81 ) — (81 ) Development expense recovery—affiliate — (10 ) — (10 ) General and administrative expense 709 3,531 — 4,240 General and administrative expense—affiliate — 607 — 607 Depreciation and amortization expense — 249 — 249 Total expenses 709 5,763 — 6,472 Loss from operations (709 ) (5,763 ) — (6,472 ) Other income (expense) Loss on modification or extinguishment of debt (63,318 ) — — (63,318 ) Derivative loss, net (15,571 ) — — (15,571 ) Other income (expense) (131 ) 5 — (126 ) Total other income (expense) (79,020 ) 5 — (79,015 ) Net loss $ (79,729 ) $ (5,758 ) $ — $ (85,487 ) |
Condensed Consolidating Statements of Cash Flows | Condensed Consolidating Statement of Cash Flows Year Ended December 31, 2018 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Cash flows used in operating activities $ (6,854 ) $ (51,913 ) $ (1,395 ) $ (60,162 ) Cash flows from investing activities Property, plant and equipment, net (555,946 ) (2,406,990 ) — (2,962,936 ) Investments in subsidiaries (2,532,266 ) — 2,532,266 — Distributions received from affiliates 67,744 — (67,744 ) — Other — 2,669 — 2,669 Net cash used in investing activities (3,020,468 ) (2,404,321 ) 2,464,522 (2,960,267 ) Cash flows from financing activities Proceeds from issuances of debt 3,114,800 — — 3,114,800 Repayments of debt (301,455 ) — — (301,455 ) Debt issuance and deferred financing costs (45,743 ) — — (45,743 ) Debt extinguishment cost (9,108 ) — — (9,108 ) Capital contributions 324,517 2,532,266 (2,532,266 ) 324,517 Distributions — (69,139 ) 69,139 — Net cash provided by financing activities 3,083,011 2,463,127 (2,463,127 ) 3,083,011 Net increase in cash, cash equivalents and restricted cash 55,689 6,893 — 62,582 Cash, cash equivalents and restricted cash—beginning of period 226,559 — — 226,559 Cash, cash equivalents and restricted cash—end of period $ 282,248 $ 6,893 $ — $ 289,141 Balances per Condensed Consolidating Balance Sheet: December 31, 2018 Parent Issuer Guarantors Eliminations Consolidated Cash and cash equivalents $ — $ — $ — $ — Restricted cash 282,248 6,893 — 289,141 Total cash, cash equivalents and restricted cash $ 282,248 $ 6,893 $ — $ 289,141 Condensed Consolidating Statement of Cash Flows Year Ended December 31, 2017 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Cash flows used in operating activities $ (52,633 ) $ (11,683 ) $ — $ (64,316 ) Cash flows from investing activities Property, plant and equipment, net (253,612 ) (1,733,642 ) — (1,987,254 ) Investments in subsidiaries (1,720,280 ) — 1,720,280 — Other — 25,045 — 25,045 Net cash used in investing activities (1,973,892 ) (1,708,597 ) 1,720,280 (1,962,209 ) Cash flows from financing activities Proceeds from issuances of debt 3,040,000 — — 3,040,000 Repayments of debt (1,436,050 ) — — (1,436,050 ) Debt issuance and deferred financing costs (23,496 ) — — (23,496 ) Debt extinguishment cost (29 ) — — (29 ) Capital contributions 402,119 1,720,437 (1,720,437 ) 402,119 Distributions — (157 ) 157 — Net cash provided by financing activities 1,982,544 1,720,280 (1,720,280 ) 1,982,544 Net decrease in cash, cash equivalents and restricted cash (43,981 ) — — (43,981 ) Cash, cash equivalents and restricted cash—beginning of period 270,540 — — 270,540 Cash, cash equivalents and restricted cash—end of period $ 226,559 $ — $ — $ 226,559 Balances per Condensed Consolidating Balance Sheet: December 31, 2017 Parent Issuer Guarantors Eliminations Consolidated Cash and cash equivalents $ — $ — $ — $ — Restricted cash 226,559 — — 226,559 Total cash, cash equivalents and restricted cash $ 226,559 $ — $ — $ 226,559 Condensed Consolidating Statement of Cash Flows Year Ended December 31, 2016 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Cash flows used in operating activities $ (34,954 ) $ (6,125 ) $ — $ (41,079 ) Cash flows from investing activities Property, plant and equipment, net (126,547 ) (1,924,983 ) — (2,051,530 ) Investments in subsidiaries (1,975,474 ) — 1,975,474 — Other — (44,367 ) — (44,367 ) Net cash used in investing activities (2,102,021 ) (1,969,350 ) 1,975,474 (2,095,897 ) Cash flows from financing activities Proceeds from issuances of debt 4,838,000 — — 4,838,000 Repayments of debt (2,420,212 ) — — (2,420,212 ) Debt issuance and deferred financing costs (56,783 ) — — (56,783 ) Debt extinguishment cost (62 ) — — (62 ) Capital contributions 90 1,975,475 (1,975,474 ) 91 Distributions (288 ) — — (288 ) Net cash provided by financing activities 2,360,745 1,975,475 (1,975,474 ) 2,360,746 Net increase in cash, cash equivalents and restricted cash 223,770 — — 223,770 Cash, cash equivalents and restricted cash—beginning of period 46,770 — — 46,770 Cash, cash equivalents and restricted cash—end of period $ 270,540 $ — $ — $ 270,540 |
Summarized Quarterly Financia_2
Summarized Quarterly Financial Data (unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Information | Summarized Quarterly Financial Data—(in thousands) First Quarter Second Quarter Third Quarter Fourth Quarter Year ended December 31, 2018: Revenues $ — $ — $ — $ — Income (loss) from operations (3,090 ) (5,941 ) 2,345 (15,193 ) Net income (loss) 65,692 7,319 24,388 (91,113 ) Year ended December 31, 2017: Revenues $ — $ — $ — $ — Loss from operations (2,719 ) (3,138 ) (5,576 ) (7,728 ) Net income (loss) (1,757 ) (68,758 ) (8,577 ) 30,440 |
Organization and Nature of Op_2
Organization and Nature of Operations (Details) | 12 Months Ended |
Dec. 31, 2018unitmiitemmilliontonnes / yrBcfetrainsm³ | |
Corpus Christi Pipeline [Member] | |
Organization And Nature Of Operations [Line Items] | |
Length Of Natural Gas Pipeline | mi | 23 |
Corpus Christi LNG Terminal [Member] | |
Organization And Nature Of Operations [Line Items] | |
Number of Liquefaction LNG Trains | trains | 3 |
Train Nominal Capacity | milliontonnes / yr | 13.5 |
Number of LNG Storage Tanks | item | 3 |
Storage Capacity | Bcfe | 10.1 |
Number of Marine Berths | item | 2 |
Volume of Vessel | m³ | 266,000 |
Corpus Christi LNG Terminal [Member] | Stage 1 [Member] | |
Organization And Nature Of Operations [Line Items] | |
Number of Liquefaction LNG Trains | trains | 2 |
Number of LNG Storage Tanks | unit | 2 |
Number of Marine Berths | unit | 1 |
Corpus Christi LNG Terminal [Member] | Stage 2 [Member] | |
Organization And Nature Of Operations [Line Items] | |
Number of Liquefaction LNG Trains | trains | 1 |
Number of LNG Storage Tanks | unit | 1 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) | 12 Months Ended | ||
Dec. 31, 2018USD ($)unitcustomer | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||
Impairment expense related to receivables | $ 0 | $ 0 | $ 0 |
Impairment expense related to property, plant and equipment | 0 | 5,500,000 | 0 |
Derivative instruments designated as cash flow hedges | $ 0 | $ 0 | $ 0 |
Number of Reportable Segments | unit | 1 | ||
Corpus Christi Pipeline [Member] | |||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||
Asset Retirement Obligation | $ 0 | ||
CCL [Member] | Customer Concentration Risk [Member] | SPA Customers [Member] | |||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||
SPA, Term of Agreement | 20 years | ||
Concentration Risk, Number of Significant Customers | customer | 9 |
Restricted Cash (Details)
Restricted Cash (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash | $ 289,141 | $ 226,559 |
Liquefaction Project [Member] | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash | $ 289,141 | $ 226,559 |
Inventory (Details)
Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Inventory [Line Items] | ||
Inventory | $ 26,198 | $ 0 |
Natural gas [Member] | ||
Inventory [Line Items] | ||
Inventory | 1,326 | 0 |
Materials and other [Member] | ||
Inventory [Line Items] | ||
Inventory | $ 24,872 | $ 0 |
Property, Plant and Equipment -
Property, Plant and Equipment - Schedule of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, net | $ 11,138,825 | $ 8,261,383 | |
Depreciation expense | 9,500 | 800 | $ 200 |
Offsets to LNG terminal costs | 48,700 | ||
LNG terminal costs [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Accumulated depreciation | (7,416) | 0 | |
Property, plant and equipment, net | 11,126,433 | 8,256,364 | |
LNG terminal and interconnecting pipeline facilities [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 618,547 | 0 | |
LNG site and related costs [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 44,725 | 13,844 | |
LNG terminal construction-in-process [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 10,470,577 | 8,242,520 | |
Fixed assets [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 15,534 | 6,042 | |
Accumulated depreciation | (3,142) | (1,023) | |
Property, plant and equipment, net | $ 12,392 | $ 5,019 |
Property, Plant and Equipment_2
Property, Plant and Equipment - Schedule of Useful Lives (Details) | 12 Months Ended |
Dec. 31, 2018 | |
LNG terminal costs [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 6 years |
LNG terminal costs [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 50 years |
Water pipelines [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 30 years |
Natural gas pipeline facilities [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 40 years |
Liquefaction processing equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 6 years |
Liquefaction processing equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 50 years |
Other [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 15 years |
Other [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 30 years |
Derivative Instruments - Narrat
Derivative Instruments - Narrative (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | |||
Jun. 30, 2018USD ($) | May 31, 2017USD ($) | Dec. 31, 2018USD ($)tbtu | Dec. 31, 2017USD ($)tbtu | Dec. 31, 2016USD ($) | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Proceeds (payments) upon termination of Interest Rate Derivatives | $ 43,128 | $ 3,158 | $ (15,571) | ||
CCH Credit Facility [Member] | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Line of Credit Facility, Decrease, Net | $ 1,400,000 | ||||
Interest Rate Derivatives [Member] | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Proceeds (payments) upon termination of Interest Rate Derivatives | $ 4,800 | $ (13,000) | |||
CCL [Member] | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Energy Units Secured Through Natural Gas Supply Agreements | tbtu | 2,801 | 2,024 | |||
CCL [Member] | Physical Liquefaction Supply Derivatives [Member] | Maximum [Member] | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Derivative, Term of Contract | 8 years | ||||
CCL [Member] | Liquefaction Supply Derivatives [Member] | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Notional Amount | tbtu | 2,854 | 1,019 |
Derivative Instruments - Fair V
Derivative Instruments - Fair Value of Derivative Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Interest Rate Derivatives [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | $ 18,069 | $ (32,258) |
Interest Rate Derivatives [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | 0 | 0 |
Interest Rate Derivatives [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | 18,069 | (32,258) |
Interest Rate Derivatives [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | 0 | 0 |
Liquefaction Supply Derivatives [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | (68) | (91) |
Liquefaction Supply Derivatives [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | 1,299 | 0 |
Liquefaction Supply Derivatives [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | 2,990 | 0 |
Liquefaction Supply Derivatives [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | $ (4,357) | $ (91) |
Derivative Instruments - Fair_2
Derivative Instruments - Fair Value Inputs - Quantitative Information (Details) - Physical Liquefaction Supply Derivatives [Member] - Fair Value, Inputs, Level 3 [Member] | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Net Fair Value Liability | $ (4,357,000) |
Minimum [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Fair Value Inputs Basis Spread | (0.980) |
Maximum [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Fair Value Inputs Basis Spread | $ 0.058 |
Derivative Instruments - Schedu
Derivative Instruments - Schedule of Level 3 Activity (Details) - Physical Liquefaction Supply Derivatives [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Balance, beginning of period | $ (91) | $ 0 | $ 0 |
Realized and mark-to-market gains: | |||
Included in operating and maintenance expense | (9,944) | 0 | 0 |
Purchases | 5,678 | (91) | 0 |
Balance, end of period | (4,357) | (91) | 0 |
Change in unrealized gains (losses) relating to instruments still held at end of period | $ (9,944) | $ 0 | $ 0 |
Derivative Instruments - Sche_2
Derivative Instruments - Schedule of Notional Amounts of Outstanding Derivative Positions (Details) - Interest Rate Derivatives [Member] $ in Millions | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Derivative [Line Items] | |
Notional Amount | $ 28.8 |
Effective Date | May 20, 2015 |
Maturity Date | May 31, 2022 |
Weighted Average Fixed Interest Rate Paid | 2.30% |
Variable Interest Rate Received | One-month LIBOR |
Maximum [Member] | |
Derivative [Line Items] | |
Notional Amount | $ 4,700 |
Derivative Instruments - Fair_3
Derivative Instruments - Fair Value of Derivative Instruments by Balance Sheet Location (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | |
Derivatives, Fair Value [Line Items] | |||
Derivative assets | $ 17,759 | $ 0 | |
Non-current derivative assets | 22,413 | 2,469 | |
Derivative liabilities | (13,576) | (19,609) | |
Non-current derivative liabilities | (8,595) | (15,209) | |
Interest Rate Derivatives [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Total derivative assets | 18,474 | 2,469 | |
Total derivative liabilities | (405) | (34,727) | |
Derivative asset (liability), net | 18,069 | (32,258) | |
Interest Rate Derivatives [Member] | Derivative assets | |||
Derivatives, Fair Value [Line Items] | |||
Derivative assets | 10,556 | 0 | |
Interest Rate Derivatives [Member] | Non-current derivative assets | |||
Derivatives, Fair Value [Line Items] | |||
Non-current derivative assets | 7,918 | 2,469 | |
Interest Rate Derivatives [Member] | Derivative liabilities | |||
Derivatives, Fair Value [Line Items] | |||
Derivative liabilities | (7) | (19,609) | |
Interest Rate Derivatives [Member] | Non-current derivative liabilities | |||
Derivatives, Fair Value [Line Items] | |||
Non-current derivative liabilities | (398) | (15,118) | |
Liquefaction Supply Derivatives [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Total derivative assets | 21,698 | [1] | 0 |
Total derivative liabilities | (21,766) | [1] | (91) |
Derivative asset (liability), net | (68) | [1] | (91) |
Derivative, collateral call | 4,500 | ||
Liquefaction Supply Derivatives [Member] | Derivative assets | |||
Derivatives, Fair Value [Line Items] | |||
Derivative assets | 7,203 | [1] | 0 |
Liquefaction Supply Derivatives [Member] | Non-current derivative assets | |||
Derivatives, Fair Value [Line Items] | |||
Non-current derivative assets | 14,495 | [1] | 0 |
Liquefaction Supply Derivatives [Member] | Derivative liabilities | |||
Derivatives, Fair Value [Line Items] | |||
Derivative liabilities | (13,569) | [1] | 0 |
Liquefaction Supply Derivatives [Member] | Non-current derivative liabilities | |||
Derivatives, Fair Value [Line Items] | |||
Non-current derivative liabilities | $ (8,197) | [1] | $ (91) |
[1] | Does not include collateral call of $4.5 million for such contracts, which are included in other current assets in our Balance Sheet as December 31, 2018. |
Derivative Instruments - Deriva
Derivative Instruments - Derivative Instruments, Gain (Loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Interest Rate Derivatives [Member] | Derivative gain (loss), net [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative gain (loss), net | $ 43,105 | $ 3,249 | $ (15,571) |
Liquefaction Supply Derivatives [Member] | Operating and maintenance expense [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative gain (loss), net | $ 23 | $ (91) | $ 0 |
Derivative Instruments - Deri_2
Derivative Instruments - Derivative Net Presentation on Consolidated Balance Sheets (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Interest Rate Derivative Asset [Member] | ||
Derivative [Line Items] | ||
Derivative Asset, Gross Amounts Recognized | $ 19,520 | $ 2,808 |
Derivative Asset, Gross Amounts Offset in the Consolidated Balance Sheets | (1,046) | (339) |
Derivative Assets (Liabilities), at Fair Value, Net | 18,474 | 2,469 |
Interest Rate Derivative Liability [Member] | ||
Derivative [Line Items] | ||
Derivative Liability, Gross Amounts Recognized | (413) | (34,747) |
Derivative Liability, Gross Amounts Offset in the Consolidated Balance Sheets | 8 | 20 |
Derivative Assets (Liabilities), at Fair Value, Net | (405) | (34,727) |
Liquefaction Supply Derivative Asset [Member] | ||
Derivative [Line Items] | ||
Derivative Asset, Gross Amounts Recognized | 31,770 | |
Derivative Asset, Gross Amounts Offset in the Consolidated Balance Sheets | (10,072) | |
Derivative Assets (Liabilities), at Fair Value, Net | 21,698 | |
Liquefaction Supply Derivative Liability [Member] | ||
Derivative [Line Items] | ||
Derivative Liability, Gross Amounts Recognized | (29,996) | (130) |
Derivative Liability, Gross Amounts Offset in the Consolidated Balance Sheets | 8,230 | 39 |
Derivative Assets (Liabilities), at Fair Value, Net | $ (21,766) | $ (91) |
Other Non-Current Assets (Detai
Other Non-Current Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Other Assets, Noncurrent [Abstract] | ||
Advances and other asset conveyances to third parties to support LNG terminals | $ 18,209 | $ 30,442 |
Tax-related payments and receivables | 3,783 | 3,400 |
Information technology service assets | 2,435 | 610 |
Other | 7,282 | 3,672 |
Total other non-current assets, net | $ 31,709 | $ 38,124 |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Accrued Liabilities, Current [Abstract] | ||
Interest costs and related debt fees | $ 994 | $ 136,283 |
Liquefaction Project costs | 138,874 | 107,055 |
Other | 22,337 | 14,722 |
Total accrued liabilities | $ 162,205 | $ 258,060 |
Debt - Schedule of Debt Instrum
Debt - Schedule of Debt Instruments (Details) - USD ($) | Dec. 31, 2018 | Jun. 30, 2018 | Jun. 01, 2018 | May 31, 2018 | May 01, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||||||
Unamortized premium, discount and debt issuance costs, net | $ (160,185,000) | $ (65,261,000) | ||||
Long-term Debt, Net | 9,245,552,000 | 6,669,476,000 | ||||
Current debt | 168,000,000 | 0 | ||||
Total Debt, Net | 9,413,552,000 | 6,669,476,000 | ||||
2024 CCH Senior Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Debt, Gross | $ 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, Gross | $ 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, Gross | $ 1,500,000,000 | 1,500,000,000 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 5.125% | |||||
CCH Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Debt, Gross | $ 5,155,737,000 | $ 2,484,737,000 | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 6,100,000,000 | $ 4,600,000,000 | ||||
CCH Working Capital Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Current debt | 168,000,000 | |||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 1,200,000,000 | $ 1,200,000,000 | $ 350,000,000 |
Debt - Schedule of Maturities (
Debt - Schedule of Maturities (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Long-term Debt, Fiscal Year Maturity [Abstract] | |
2,019 | $ 168,000 |
2,020 | 0 |
2,021 | 0 |
2,022 | 0 |
2,023 | 0 |
Thereafter | 9,405,737 |
Total | $ 9,573,737 |
Debt - Senior Notes (Details)
Debt - Senior Notes (Details) - Corpus Christi Holdings Senior Notes [Member] | 12 Months Ended |
Dec. 31, 2018 | |
Debt Instrument [Line Items] | |
Debt Instrument, Redemption Period, Minimum Number of Months Prior to Maturity Date, Redemption Price Equals Make Whole Price | 6 months |
Debt Instrument, Redemption Period, Maximum Number of Months Prior to Maturity Date, Redemption Price Equals Principal Amount | 6 months |
Debt Instrument, Redemption Price, Percentage | 100.00% |
Debt - Credit Facilities Table
Debt - Credit Facilities Table (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Line of Credit Facility [Line Items] | ||
Outstanding balance, current | $ 168,000 | $ 0 |
Weighted average interest rate on current debt | 5.76% | |
CCH Credit Facility [Member] | ||
Line of Credit Facility [Line Items] | ||
Original facility size | $ 8,403,714 | |
Incremental commitments | 1,565,961 | |
Outstanding balance | 5,155,737 | $ 2,484,737 |
Commitments terminated | 3,832,263 | |
Letters of credit issued | 0 | |
Available commitment | $ 981,675 | |
Debt Instrument, Description of Variable Rate Basis | LIBOR or the base rate | |
Maturity Date | Jun. 30, 2024 | |
CCH Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||
Line of Credit Facility [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | |
CCH Credit Facility [Member] | Base Rate [Member] | ||
Line of Credit Facility [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 0.75% | |
CCH Working Capital Facility [Member] | ||
Line of Credit Facility [Line Items] | ||
Original facility size | $ 350,000 | |
Incremental commitments | 850,000 | |
Outstanding balance, current | 168,000 | |
Commitments terminated | 0 | |
Letters of credit issued | 315,525 | |
Available commitment | $ 716,475 | |
Debt Instrument, Description of Variable Rate Basis | LIBOR or the base rate | |
Maturity Date | Jun. 29, 2023 | |
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 | 1.25% | |
CCH Working Capital Facility [Member] | Minimum [Member] | Base Rate [Member] | ||
Line of Credit Facility [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 0.25% | |
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 | 1.75% | |
CCH Working Capital Facility [Member] | Maximum [Member] | Base Rate [Member] | ||
Line of Credit Facility [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 0.75% |
Debt - CCH Credit Facility (Det
Debt - CCH Credit Facility (Details) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2018USD ($)Ratetrains | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | May 31, 2018USD ($) | May 01, 2018USD ($) | |
Line of Credit Facility [Line Items] | |||||
Loss on modification or extinguishment of debt | $ | $ 15,332 | $ 32,480 | $ 63,318 | ||
CCH Credit Facility [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Line of Credit Facility, Maximum Borrowing Capacity | $ | $ 6,100,000 | $ 4,600,000 | |||
Number of Liquefaction LNG Trains | trains | 3 | ||||
Maturity Date | Jun. 30, 2024 | ||||
Line of Credit Facility, Date of First Quarterly Payment, Number of Months Following Project Completion | 3 months | ||||
Line Of Credit Facility Amortization Period | 19 years | ||||
Debt Instrument, Description of Variable Rate Basis | LIBOR or the base rate | ||||
Line Of Credit Facility, Unused Capacity, Commitment Fee Percentage Of Margin On Undrawn Commitment | 40.00% | ||||
Debt Instrument, Balance Required in Reserve Account, Period of Debt Service | 6 months | ||||
Loss on modification or extinguishment of debt | $ | $ 15,300 | ||||
Debt Issuance Costs, Required Fees to Agents and Lenders | $ | $ 53,300 | ||||
CCH Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | Rate | 1.75% | ||||
CCH Credit Facility [Member] | Base Rate [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | Rate | 0.75% | ||||
CCH Credit Facility [Member] | Minimum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt Instrument, Fixed Charge, Coverage Ratio, Projected | Rate | 1.50 | ||||
Percentage of Debt Hedged by Interest Rate Derivatives | 65.00% | ||||
Debt Instrument, Fixed Charge, Coverage Ratio | Rate | 1.25 |
Debt - CCH Working Capital Faci
Debt - CCH Working Capital Facility (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Jun. 30, 2018 | Jun. 01, 2018 | |
CCH Working Capital Facility [Member] | |||
Line of Credit Facility [Line Items] | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 1,200,000,000 | $ 1,200,000,000 | $ 350,000,000 |
Debt Instrument, Description of Variable Rate Basis | LIBOR or the base rate | ||
Line Of Credit Facility, Unused Capacity, Commitment Fee Percentage Of Margin On Undrawn Commitment | 40.00% | ||
Debt Issuance Costs, Required Fees to Agents and Lenders | $ 13,800,000 | ||
Maturity Date | Jun. 29, 2023 | ||
CCH Working Capital Facility [Member] | Base Rate [Member] | Drawn Portion [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 2.00% | ||
CCH Working Capital Facility [Member] | Base Rate Determination Federal Funds Rate [Member] | Base Rate [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | ||
CCH Working Capital Facility [Member] | Base Rate Determination LIBOR [Member] | Base Rate [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | ||
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 | 1.25% | ||
CCH Working Capital Facility [Member] | Minimum [Member] | Base Rate [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 0.25% | ||
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 | 1.75% | ||
CCH Working Capital Facility [Member] | Maximum [Member] | Base Rate [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 0.75% | ||
Letter of Credit [Member] | Portion issued and not drawn [Member] | |||
Line of Credit Facility [Line Items] | |||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.20% | ||
CCH Revolving Loans [Member] | |||
Line of Credit Facility [Line Items] | |||
Line of Credit Facility, Number of Business Days Notice Required for Repayment of Debt Without Penalty | 3 days | ||
CCH LC Loan [Member] | Maximum [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt Instrument, Term | 1 year | ||
CCH Working Capital Loan [Member] | |||
Line of Credit Facility [Line Items] | |||
Line of Credit Facility, Annual Temporary Requirement, Balance, Outstanding Principal | $ 0 | ||
Line of Credit Facility, Annual Temporary Requirement, Period, Number of Consecutive Business Days | 5 years |
Debt - Interest Expense (Detail
Debt - Interest Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |||
Total interest cost | $ 451,135 | $ 360,932 | $ 221,865 |
Capitalized interest, including amounts capitalized as an Allowance for Funds Used During Construction | (451,135) | (360,932) | (221,865) |
Total interest expense, net | $ 0 | $ 0 | $ 0 |
Debt - Schedule of Carrying Val
Debt - Schedule of Carrying Values and Estimated Fair Values of Debt Instruments (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Debt, Carrying Value | $ 9,413,552 | $ 6,669,476 | |
Senior notes [Member] | Carrying Amount [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Debt, Carrying Value | [1] | 4,191,754 | 4,184,739 |
Senior notes [Member] | Estimated Fair Value [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Notes Payable, Fair Value Disclosure | [1] | 4,228,750 | 4,590,625 |
Credit facilities [Member] | Carrying Amount [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Debt, Carrying Value | [2] | 5,221,798 | 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] | $ 5,221,798 | $ 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 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 _3
Revenues from Contracts with Customers (Details) - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
LNG Volume, Sales Price Percentage of Henry Hub | 115.00% | ||
LNG [Member] | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Unsatisfied Transaction Price | $ 34.8 | $ 28 | |
Weighted Average Recognition Timing | [1] | 12 years | 12 years |
[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 | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Related Party Transaction [Line Items] | |||
Operating and maintenance expense—affiliate | $ 4,283 | $ 2,401 | $ 95 |
Development expense (recovery)—affiliate | 0 | 8 | (10) |
General and administrative expense—affiliate | 2,201 | 1,173 | 607 |
Service Agreements [Member] | |||
Related Party Transaction [Line Items] | |||
Operating and maintenance expense—affiliate | 3,412 | 2,075 | 7 |
Development expense (recovery)—affiliate | 0 | 8 | (10) |
General and administrative expense—affiliate | 2,201 | 1,173 | 607 |
Lease Agreements [Member] | |||
Related Party Transaction [Line Items] | |||
Operating and maintenance expense—affiliate | 874 | 326 | 88 |
Other Agreements [Member] | |||
Related Party Transaction [Line Items] | |||
Operating and maintenance expense—affiliate | $ (3) | $ 0 | $ 0 |
Related Party Transactions - Na
Related Party Transactions - Narrative (Details) | 1 Months Ended | 12 Months Ended | ||
May 31, 2018USD ($) | Dec. 31, 2018USD ($)yd3tbtu | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Related Party Transaction [Line Items] | ||||
Due to affiliates | $ 25,086,000 | $ 23,789,000 | ||
Accounts receivable—affiliate | 21,060,000 | 0 | ||
Other current assets—affiliate | 633,000 | 190,000 | ||
Equity contributions | $ 324,517,000 | 402,119,000 | $ 91,000 | |
Cheniere Marketing Base SPA [Member] | Cheniere Marketing [Member] | CCL [Member] | ||||
Related Party Transaction [Line Items] | ||||
SPA, Term of Agreement | 20 years | |||
Cheniere Marketing Base SPA [Member] | Cheniere Marketing [Member] | CCL [Member] | Maximum [Member] | ||||
Related Party Transaction [Line Items] | ||||
Contract Volumes | tbtu | 150 | |||
Cheniere Marketing SPA [Member] | Cheniere Marketing [Member] | CCL [Member] | ||||
Related Party Transaction [Line Items] | ||||
SPA, Term of Agreement | 25 years | |||
Contract Volumes | tbtu | 15 | |||
Accounts receivable—affiliate | $ 21,100,000 | 0 | ||
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% | |||
Land Agreements [Member] | ||||
Related Party Transaction [Line Items] | ||||
Other current assets—affiliate | $ 300,000 | $ 200,000 | ||
Lease Agreements [Member] | Cheniere Land Holdings [Member] | CCL [Member] | ||||
Related Party Transaction [Line Items] | ||||
Annual lease payment | $ 700,000 | |||
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 | |||
Road Access Agreements [Member] | Cheniere Land Holdings [Member] | CCL [Member] | ||||
Related Party Transaction [Line Items] | ||||
Annual lease payment | $ 100,000 | |||
Agreement Term | 5 years | |||
Easement Agreements [Member] | Cheniere Land Holdings [Member] | CCL [Member] | ||||
Related Party Transaction [Line Items] | ||||
One-time payment under agreement | $ 400,000 | |||
Land Access Agreements [Member] | Cheniere Land Holdings [Member] | CCL [Member] | ||||
Related Party Transaction [Line Items] | ||||
Agreement Term | 3 years | |||
One-time payment under agreement | $ 500,000 | |||
Special Warranty Deed Agreement [Member] | Cheniere Land Holdings [Member] | CCL [Member] | ||||
Related Party Transaction [Line Items] | ||||
Contribution of land | $ 20,800,000 | |||
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 Threshold | yd3 | 5,000,000 | |||
Dredge Material Deposits, Price Per Cubic Yard Of Deposit After Exceeding Threshold | $ 4.62 | |||
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] | ||||
Equity contributions | 0 | |||
Equity Contribution Agreement [Member] | Cheniere [Member] | CCH Credit Facility [Member] | ||||
Related Party Transaction [Line Items] | ||||
Additional Contribution Requirement, Debt Instrument, Commitments Reduction Threshold | 0 | |||
Equity Contribution Agreement [Member] | Cheniere [Member] | Maximum [Member] | ||||
Related Party Transaction [Line Items] | ||||
Equity contributions | 1,100,000,000 | |||
Previous Equity Contributions Agreement [Member] | Cheniere [Member] | ||||
Related Party Transaction [Line Items] | ||||
Equity contributions | 2,000,000,000 | |||
Early Works Equity Contribution Agreement [Member] | Cheniere [Member] | ||||
Related Party Transaction [Line Items] | ||||
Equity contributions | $ 250,000,000 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Effective Income Tax Rate (Details) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||
U.S. federal statutory tax rate | 21.00% | 35.00% | 35.00% |
State tax rate | (105.80%) | 0.00% | 0.00% |
U.S. tax reform rate change | 0.00% | (121.10%) | 0.00% |
Other | 1.20% | (0.20%) | 0.00% |
Valuation allowance | 83.60% | 86.30% | (35.00%) |
Effective tax rate | 0.00% | 0.00% | 0.00% |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Deferred tax assets | ||
Federal net operating loss carryforward | $ 108,007,000 | $ 49,194,000 |
State net operating loss carryforward | 6,646,000 | 0 |
Derivative instruments | 3,288,000 | 15,487,000 |
Long-term debt | 0 | 14,270,000 |
Property, plant and equipment | 0 | 9,143,000 |
Other | 0 | 303,000 |
Less: valuation allowance | (93,650,000) | (88,397,000) |
Total deferred tax assets | 24,291,000 | 0 |
Deferred tax liabilities | ||
Long-term debt | (12,477,000) | 0 |
Property, plant and equipment | (11,301,000) | 0 |
Other | (513,000) | 0 |
Total deferred tax liabilities | (24,291,000) | 0 |
Net deferred tax assets | 0 | 0 |
Uncertain tax positions | 0 | $ 0 |
Valuation Allowance, Deferred Tax Asset, Increase Amount | 5,300,000 | |
Federal Tax [Member] | ||
Deferred tax liabilities | ||
Deferred Tax Assets, Operating Loss Carryforwards, Subject to Expiration | 514,300,000 | |
State Tax [Member] | ||
Deferred tax liabilities | ||
Deferred Tax Assets, Operating Loss Carryforwards, Subject to Expiration | $ 73,900,000 |
Leases (Details)
Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | ||
Leases [Abstract] | ||||
Operating Leases, Rent Expense | $ 1,600 | $ 1,200 | $ 1,000 | |
2,019 | [1] | 596 | ||
2,020 | [1] | 1,225 | ||
2,021 | [1] | 1,225 | ||
2,022 | [1] | 1,225 | ||
2,023 | [1] | 1,225 | ||
Thereafter | [1] | 1,225 | ||
Total | [1] | $ 6,721 | ||
[1] | Includes payments for certain non-lease components. |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) $ in Millions | 12 Months Ended | |
Dec. 31, 2018USD ($)tbtuitem | Dec. 31, 2017tbtu | |
Commitments and Contingencies [Line Items] | ||
Loss Contingency, Pending Claims, Number | item | 0 | |
CCL [Member] | ||
Commitments and Contingencies [Line Items] | ||
Energy Units Secured Through Natural Gas Supply Agreements | tbtu | 2,801 | 2,024 |
Bechtel EPC Contracts [Member] | CCL [Member] | ||
Commitments and Contingencies [Line Items] | ||
Contract termination convenience penalty | $ 30 | |
Bechtel EPC Contract, Stage 1 [Member] | CCL [Member] | ||
Commitments and Contingencies [Line Items] | ||
Long-term Purchase Commitment, Amount | 7,800 | |
Bechtel EPC Contract, Stage 2 [Member] | CCL [Member] | ||
Commitments and Contingencies [Line Items] | ||
Long-term Purchase Commitment, Amount | $ 2,400 | |
Natural Gas Supply Agreements [Member] | CCL [Member] | ||
Commitments and Contingencies [Line Items] | ||
Energy Units Secured Through Natural Gas Supply Agreements | tbtu | 2,801 | |
Natural Gas Supply Agreements [Member] | CCL [Member] | Maximum [Member] | ||
Commitments and Contingencies [Line Items] | ||
Long-term Purchase Commitment, Period | 8 years | |
Natural Gas Transportation Agreements [Member] | CCL [Member] | Maximum [Member] | ||
Commitments and Contingencies [Line Items] | ||
Long-term Purchase Commitment, Period | 20 years | |
Storage Service Agreements [Member] | CCL [Member] | Maximum [Member] | ||
Commitments and Contingencies [Line Items] | ||
Long-term Purchase Commitment, Period | 5 years |
Commitments and Contingencies_2
Commitments and Contingencies - Purchase Obligation Table (Details) - Natural Gas Supply, Transportation And Storage Service Agreements [Member] $ in Thousands | Dec. 31, 2018USD ($) | [1] |
Long-term Purchase Commitment [Line Items] | ||
2,019 | $ 682,956 | |
2,020 | 613,700 | |
2,021 | 442,044 | |
2,022 | 254,572 | |
2,023 | 177,093 | |
Thereafter | 1,703,501 | |
Total | $ 3,873,866 | |
[1] | Pricing of natural gas supply contracts are variable based on market commodity basis prices adjusted for basis spread. Amounts included are based on prices and basis spreads as of December 31, 2018. |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Supplemental Cash Flow Information [Abstract] | |||
Cash paid during the period for interest, net of amounts capitalized | $ 104,811 | $ 0 | $ 0 |
Noncash capital contribution for conveyance of property, plant and equipment from affiliate | 83,058 | 0 | 143 |
Balance in property, plant and equipment, net funded with accounts payable and accrued liabilities (including affiliate) | $ 178,300 | $ 274,300 | $ 145,600 |
Supplemental Guarantor Inform_3
Supplemental Guarantor Information - Condensed Consolidating Balance Sheet (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Current assets | ||||
Cash and cash equivalents | $ 0 | $ 0 | ||
Restricted cash | 289,141 | 226,559 | ||
Receivables | 24,989 | 0 | ||
Accounts receivable—affiliate | 21,060 | 0 | ||
Advances to affiliate | 94,397 | 31,486 | ||
Inventory | 26,198 | 0 | ||
Derivative assets | 17,759 | 0 | ||
Other current assets | 15,217 | 1,494 | ||
Other current assets—affiliate | 633 | 190 | ||
Total current assets | 489,394 | 259,729 | ||
Property, plant and equipment, net | 11,138,825 | 8,261,383 | ||
Debt issuance and deferred financing costs, net | 38,012 | 98,175 | ||
Non-current derivative assets | 22,413 | 2,469 | ||
Investments in subsidiaries | 0 | 0 | ||
Other non-current assets, net | 31,709 | 38,124 | ||
Total assets | 11,720,353 | 8,659,880 | ||
Current liabilities | ||||
Accounts payable | 16,202 | 6,461 | ||
Accrued liabilities | 162,205 | 258,060 | ||
Current debt | 168,000 | 0 | ||
Due to affiliates | 25,086 | 23,789 | ||
Derivative liabilities | 13,576 | 19,609 | ||
Total current liabilities | 385,069 | 307,919 | ||
Long-term debt, net | 9,245,552 | 6,669,476 | ||
Non-current derivative liabilities | 8,595 | 15,209 | ||
Deferred tax liability | 0 | 0 | ||
Member’s equity | 2,081,137 | 1,667,276 | $ 1,313,809 | $ 1,399,350 |
Total liabilities and member’s equity | 11,720,353 | 8,659,880 | ||
Parent Issuer [Member] | ||||
Current assets | ||||
Cash and cash equivalents | 0 | 0 | ||
Restricted cash | 282,248 | 226,559 | ||
Receivables | 0 | |||
Accounts receivable—affiliate | 0 | |||
Advances to affiliate | 0 | 0 | ||
Inventory | 0 | |||
Derivative assets | 10,556 | |||
Other current assets | 178 | 246 | ||
Other current assets—affiliate | 0 | 0 | ||
Total current assets | 292,982 | 226,805 | ||
Property, plant and equipment, net | 1,094,671 | 651,687 | ||
Debt issuance and deferred financing costs, net | 38,012 | 98,175 | ||
Non-current derivative assets | 7,917 | 2,469 | ||
Investments in subsidiaries | 10,194,296 | 7,648,111 | ||
Other non-current assets, net | 1 | 0 | ||
Total assets | 11,627,879 | 8,627,247 | ||
Current liabilities | ||||
Accounts payable | 71 | 82 | ||
Accrued liabilities | 1,242 | 136,389 | ||
Current debt | 168,000 | |||
Due to affiliates | 0 | 0 | ||
Derivative liabilities | 6 | 19,609 | ||
Total current liabilities | 169,319 | 156,080 | ||
Long-term debt, net | 9,245,552 | 6,669,476 | ||
Non-current derivative liabilities | 398 | 15,118 | ||
Deferred tax liability | 0 | 0 | ||
Member’s equity | 2,212,610 | 1,786,573 | ||
Total liabilities and member’s equity | 11,627,879 | 8,627,247 | ||
Guarantors [Member] | ||||
Current assets | ||||
Cash and cash equivalents | 0 | 0 | ||
Restricted cash | 6,893 | 0 | ||
Receivables | 24,989 | |||
Accounts receivable—affiliate | 21,060 | |||
Advances to affiliate | 94,397 | 31,486 | ||
Inventory | 26,198 | |||
Derivative assets | 7,203 | |||
Other current assets | 15,039 | 1,248 | ||
Other current assets—affiliate | 634 | 191 | ||
Total current assets | 196,413 | 32,925 | ||
Property, plant and equipment, net | 10,044,154 | 7,609,696 | ||
Debt issuance and deferred financing costs, net | 0 | 0 | ||
Non-current derivative assets | 14,496 | 0 | ||
Investments in subsidiaries | 0 | 0 | ||
Other non-current assets, net | 31,708 | 38,124 | ||
Total assets | 10,286,771 | 7,680,745 | ||
Current liabilities | ||||
Accounts payable | 16,131 | 6,379 | ||
Accrued liabilities | 160,963 | 121,671 | ||
Current debt | 0 | |||
Due to affiliates | 25,086 | 23,789 | ||
Derivative liabilities | 13,570 | 0 | ||
Total current liabilities | 215,750 | 151,839 | ||
Long-term debt, net | 0 | 0 | ||
Non-current derivative liabilities | 8,197 | 91 | ||
Deferred tax liability | 2,008 | 2,983 | ||
Member’s equity | 10,060,816 | 7,525,832 | ||
Total liabilities and member’s equity | 10,286,771 | 7,680,745 | ||
Eliminations [Member] | ||||
Current assets | ||||
Cash and cash equivalents | 0 | 0 | ||
Restricted cash | 0 | 0 | ||
Receivables | 0 | |||
Accounts receivable—affiliate | 0 | |||
Advances to affiliate | 0 | 0 | ||
Inventory | 0 | |||
Derivative assets | 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 | (10,194,296) | (7,648,111) | ||
Other non-current assets, net | 0 | 0 | ||
Total assets | (10,194,297) | (7,648,112) | ||
Current liabilities | ||||
Accounts payable | 0 | 0 | ||
Accrued liabilities | 0 | 0 | ||
Current debt | 0 | |||
Due to affiliates | 0 | 0 | ||
Derivative liabilities | 0 | 0 | ||
Total current liabilities | 0 | 0 | ||
Long-term debt, net | 0 | 0 | ||
Non-current derivative liabilities | 0 | 0 | ||
Deferred tax liability | (2,008) | (2,983) | ||
Member’s equity | (10,192,289) | (7,645,129) | ||
Total liabilities and member’s equity | $ (10,194,297) | $ (7,648,112) |
Supplemental Guarantor Inform_4
Supplemental Guarantor Information - Condensed Consolidating Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Condensed Income Statements, Captions [Line Items] | |||||||||||
Revenues | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |
Expenses | |||||||||||
Operating and maintenance expense | 76 | 3,115 | 1,372 | ||||||||
Operating and maintenance expense—affiliate | 4,283 | 2,401 | 95 | ||||||||
Development expense (recovery) | 177 | 516 | (81) | ||||||||
Development expense (recovery)—affiliate | 0 | 8 | (10) | ||||||||
General and administrative expense | 5,263 | 5,551 | 4,240 | ||||||||
General and administrative expense—affiliate | 2,201 | 1,173 | 607 | ||||||||
Depreciation and amortization expense | 9,859 | 892 | 249 | ||||||||
Impairment expense and loss on disposal of assets | 20 | 5,505 | 0 | ||||||||
Total expenses | 21,879 | 19,161 | 6,472 | ||||||||
Loss from operations | (15,193) | 2,345 | (5,941) | (3,090) | (7,728) | (5,576) | (3,138) | (2,719) | (21,879) | (19,161) | (6,472) |
Other income (expense) | |||||||||||
Loss on modification or extinguishment of debt | (15,332) | (32,480) | (63,318) | ||||||||
Derivative gain (loss), net | 43,105 | 3,249 | (15,571) | ||||||||
Other income (expense) | 392 | (260) | (126) | ||||||||
Total other income (expense) | 28,165 | (29,491) | (79,015) | ||||||||
Income (loss) before income taxes | 6,286 | (48,652) | |||||||||
Income tax benefit (provision) | 0 | 0 | |||||||||
Net income (loss) | $ (91,113) | $ 24,388 | $ 7,319 | $ 65,692 | $ 30,440 | $ (8,577) | $ (68,758) | $ (1,757) | 6,286 | (48,652) | (85,487) |
Parent Issuer [Member] | |||||||||||
Condensed Income Statements, Captions [Line Items] | |||||||||||
Revenues | 0 | 0 | 0 | ||||||||
Expenses | |||||||||||
Operating and maintenance expense | 0 | 0 | 0 | ||||||||
Operating and maintenance expense—affiliate | 0 | 0 | 0 | ||||||||
Development expense (recovery) | 0 | 0 | 0 | ||||||||
Development expense (recovery)—affiliate | 0 | 0 | |||||||||
General and administrative expense | 1,513 | 1,360 | 709 | ||||||||
General and administrative expense—affiliate | 0 | 0 | 0 | ||||||||
Depreciation and amortization expense | 239 | 13 | 0 | ||||||||
Impairment expense and loss on disposal of assets | 0 | 0 | |||||||||
Total expenses | 1,752 | 1,373 | 709 | ||||||||
Loss from operations | (1,752) | (1,373) | (709) | ||||||||
Other income (expense) | |||||||||||
Loss on modification or extinguishment of debt | (15,332) | (32,480) | (63,318) | ||||||||
Derivative gain (loss), net | 43,105 | 3,249 | (15,571) | ||||||||
Other income (expense) | 352 | (265) | (131) | ||||||||
Total other income (expense) | 28,125 | (29,496) | (79,020) | ||||||||
Income (loss) before income taxes | 26,373 | (30,869) | |||||||||
Income tax benefit (provision) | 0 | 0 | |||||||||
Net income (loss) | 26,373 | (30,869) | (79,729) | ||||||||
Guarantors [Member] | |||||||||||
Condensed Income Statements, Captions [Line Items] | |||||||||||
Revenues | 0 | 0 | 0 | ||||||||
Expenses | |||||||||||
Operating and maintenance expense | 76 | 3,115 | 1,372 | ||||||||
Operating and maintenance expense—affiliate | 4,283 | 2,401 | 95 | ||||||||
Development expense (recovery) | 177 | 516 | (81) | ||||||||
Development expense (recovery)—affiliate | 8 | (10) | |||||||||
General and administrative expense | 3,750 | 4,191 | 3,531 | ||||||||
General and administrative expense—affiliate | 2,201 | 1,173 | 607 | ||||||||
Depreciation and amortization expense | 9,620 | 879 | 249 | ||||||||
Impairment expense and loss on disposal of assets | 20 | 5,505 | |||||||||
Total expenses | 20,127 | 17,788 | 5,763 | ||||||||
Loss from operations | (20,127) | (17,788) | (5,763) | ||||||||
Other income (expense) | |||||||||||
Loss on modification or extinguishment of debt | 0 | 0 | 0 | ||||||||
Derivative gain (loss), net | 0 | 0 | 0 | ||||||||
Other income (expense) | 7,952 | 15,580 | 5 | ||||||||
Total other income (expense) | 7,952 | 15,580 | 5 | ||||||||
Income (loss) before income taxes | (12,175) | (2,208) | |||||||||
Income tax benefit (provision) | 831 | (2,983) | |||||||||
Net income (loss) | (11,344) | (5,191) | (5,758) | ||||||||
Eliminations [Member] | |||||||||||
Condensed Income Statements, Captions [Line Items] | |||||||||||
Revenues | 0 | 0 | 0 | ||||||||
Expenses | |||||||||||
Operating and maintenance expense | 0 | 0 | 0 | ||||||||
Operating and maintenance expense—affiliate | 0 | 0 | 0 | ||||||||
Development expense (recovery) | 0 | 0 | 0 | ||||||||
Development expense (recovery)—affiliate | 0 | 0 | |||||||||
General and administrative expense | 0 | 0 | 0 | ||||||||
General and administrative expense—affiliate | 0 | 0 | 0 | ||||||||
Depreciation and amortization expense | 0 | 0 | 0 | ||||||||
Impairment expense and loss on disposal of assets | 0 | 0 | |||||||||
Total expenses | 0 | 0 | 0 | ||||||||
Loss from operations | 0 | 0 | 0 | ||||||||
Other income (expense) | |||||||||||
Loss on modification or extinguishment of debt | 0 | 0 | 0 | ||||||||
Derivative gain (loss), net | 0 | 0 | 0 | ||||||||
Other income (expense) | (7,912) | (15,575) | 0 | ||||||||
Total other income (expense) | (7,912) | (15,575) | 0 | ||||||||
Income (loss) before income taxes | (7,912) | (15,575) | |||||||||
Income tax benefit (provision) | (831) | 2,983 | |||||||||
Net income (loss) | $ (8,743) | $ (12,592) | $ 0 |
Supplemental Guarantor Inform_5
Supplemental Guarantor Information - Condensed Consolidating Statements of Cash Flows (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Condensed Cash Flow Statements, Captions [Line Items] | |||
Net cash used in operating activities | $ (60,162) | $ (64,316) | $ (41,079) |
Cash flows from investing activities | |||
Property, plant and equipment, net | (2,962,936) | (1,987,254) | (2,051,530) |
Investments in subsidiaries | 0 | 0 | 0 |
Distributions received from affiliates | 0 | ||
Other | 2,669 | 25,045 | (44,367) |
Net cash used in investing activities | (2,960,267) | (1,962,209) | (2,095,897) |
Cash flows from financing activities | |||
Proceeds from issuances of debt | 3,114,800 | 3,040,000 | 4,838,000 |
Repayments of debt | (301,455) | (1,436,050) | (2,420,212) |
Debt issuance and deferred financing costs | (45,743) | (23,496) | (56,783) |
Debt extinguishment cost | (9,108) | (29) | (62) |
Capital contributions | 324,517 | 402,119 | 91 |
Distributions | 0 | 0 | (288) |
Net cash provided by financing activities | 3,083,011 | 1,982,544 | 2,360,746 |
Net increase (decrease) in cash, cash equivalents and restricted cash | 62,582 | (43,981) | 223,770 |
Cash, cash equivalents and restricted cash—beginning of period | 226,559 | 270,540 | 46,770 |
Cash, cash equivalents and restricted cash—end of period | 289,141 | 226,559 | 270,540 |
Parent Issuer [Member] | |||
Condensed Cash Flow Statements, Captions [Line Items] | |||
Net cash used in operating activities | (6,854) | (52,633) | (34,954) |
Cash flows from investing activities | |||
Property, plant and equipment, net | (555,946) | (253,612) | (126,547) |
Investments in subsidiaries | (2,532,266) | (1,720,280) | (1,975,474) |
Distributions received from affiliates | 67,744 | ||
Other | 0 | 0 | 0 |
Net cash used in investing activities | (3,020,468) | (1,973,892) | (2,102,021) |
Cash flows from financing activities | |||
Proceeds from issuances of debt | 3,114,800 | 3,040,000 | 4,838,000 |
Repayments of debt | (301,455) | (1,436,050) | (2,420,212) |
Debt issuance and deferred financing costs | (45,743) | (23,496) | (56,783) |
Debt extinguishment cost | (9,108) | (29) | (62) |
Capital contributions | 324,517 | 402,119 | 90 |
Distributions | 0 | 0 | (288) |
Net cash provided by financing activities | 3,083,011 | 1,982,544 | 2,360,745 |
Net increase (decrease) in cash, cash equivalents and restricted cash | 55,689 | (43,981) | 223,770 |
Cash, cash equivalents and restricted cash—beginning of period | 226,559 | 270,540 | 46,770 |
Cash, cash equivalents and restricted cash—end of period | 282,248 | 226,559 | 270,540 |
Guarantors [Member] | |||
Condensed Cash Flow Statements, Captions [Line Items] | |||
Net cash used in operating activities | (51,913) | (11,683) | (6,125) |
Cash flows from investing activities | |||
Property, plant and equipment, net | (2,406,990) | (1,733,642) | (1,924,983) |
Investments in subsidiaries | 0 | 0 | 0 |
Distributions received from affiliates | 0 | ||
Other | 2,669 | 25,045 | (44,367) |
Net cash used in investing activities | (2,404,321) | (1,708,597) | (1,969,350) |
Cash flows from financing activities | |||
Proceeds from issuances of debt | 0 | 0 | 0 |
Repayments of debt | 0 | 0 | 0 |
Debt issuance and deferred financing costs | 0 | 0 | 0 |
Debt extinguishment cost | 0 | 0 | 0 |
Capital contributions | 2,532,266 | 1,720,437 | 1,975,475 |
Distributions | (69,139) | (157) | 0 |
Net cash provided by financing activities | 2,463,127 | 1,720,280 | 1,975,475 |
Net increase (decrease) in cash, cash equivalents and restricted cash | 6,893 | 0 | 0 |
Cash, cash equivalents and restricted cash—beginning of period | 0 | 0 | 0 |
Cash, cash equivalents and restricted cash—end of period | 6,893 | 0 | 0 |
Eliminations [Member] | |||
Condensed Cash Flow Statements, Captions [Line Items] | |||
Net cash used in operating activities | (1,395) | 0 | 0 |
Cash flows from investing activities | |||
Property, plant and equipment, net | 0 | 0 | 0 |
Investments in subsidiaries | 2,532,266 | 1,720,280 | 1,975,474 |
Distributions received from affiliates | (67,744) | ||
Other | 0 | 0 | 0 |
Net cash used in investing activities | 2,464,522 | 1,720,280 | 1,975,474 |
Cash flows from financing activities | |||
Proceeds from issuances of debt | 0 | 0 | 0 |
Repayments of debt | 0 | 0 | 0 |
Debt issuance and deferred financing costs | 0 | 0 | 0 |
Debt extinguishment cost | 0 | 0 | 0 |
Capital contributions | (2,532,266) | (1,720,437) | (1,975,474) |
Distributions | 69,139 | 157 | 0 |
Net cash provided by financing activities | (2,463,127) | (1,720,280) | (1,975,474) |
Net increase (decrease) in cash, cash equivalents and restricted cash | 0 | 0 | 0 |
Cash, cash equivalents and restricted cash—beginning of period | 0 | 0 | 0 |
Cash, cash equivalents and restricted cash—end of period | $ 0 | $ 0 | $ 0 |
Supplemental Guarantor Inform_6
Supplemental Guarantor Information - Condensed Consolidating Statements of Cash Flows - Balances per Condensed Consolidating Balance Sheet (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Balances per Condensed Consolidating Balance Sheet: | ||||
Cash and cash equivalents | $ 0 | $ 0 | ||
Restricted cash | 289,141 | 226,559 | ||
Total cash, cash equivalents and restricted cash | 289,141 | 226,559 | $ 270,540 | $ 46,770 |
Parent Issuer [Member] | ||||
Balances per Condensed Consolidating Balance Sheet: | ||||
Cash and cash equivalents | 0 | 0 | ||
Restricted cash | 282,248 | 226,559 | ||
Total cash, cash equivalents and restricted cash | 282,248 | 226,559 | 270,540 | 46,770 |
Guarantors [Member] | ||||
Balances per Condensed Consolidating Balance Sheet: | ||||
Cash and cash equivalents | 0 | 0 | ||
Restricted cash | 6,893 | 0 | ||
Total cash, cash equivalents and restricted cash | 6,893 | 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 |
Summarized Quarterly Financia_3
Summarized Quarterly Financial Data (unaudited) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenues | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |
Income (loss) from operations | (15,193) | 2,345 | (5,941) | (3,090) | (7,728) | (5,576) | (3,138) | (2,719) | (21,879) | (19,161) | (6,472) |
Net income (loss) | $ (91,113) | $ 24,388 | $ 7,319 | $ 65,692 | $ 30,440 | $ (8,577) | $ (68,758) | $ (1,757) | $ 6,286 | $ (48,652) | $ (85,487) |