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 of our Notes to Consolidated Financial Statements in our annual report on Form 10-K for the year ended December 31, 2018 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 June 30, 2019 . Condensed Consolidating Balance Sheet June 30, 2019 (in thousands) Parent Issuer Guarantors Eliminations Consolidated ASSETS Current assets Cash and cash equivalents $ — $ — $ — $ — Restricted cash 271,057 8,113 — 279,170 Accounts and other receivables — 38,576 — 38,576 Accounts receivable—affiliate — 30,613 — 30,613 Advances to affiliate — 69,140 — 69,140 Inventory — 63,274 — 63,274 Derivative assets — 5,498 — 5,498 Derivative assets—related party — 1,807 — 1,807 Other current assets 352 20,254 — 20,606 Other current assets—affiliate — 33 (2 ) 31 Total current assets 271,409 237,308 (2 ) 508,715 Property, plant and equipment, net 1,272,273 10,805,385 — 12,077,658 Debt issuance and deferred financing costs, net 17,788 — — 17,788 Non-current derivative assets — 7,678 — 7,678 Non-current derivative assets—related party — 614 — 614 Investments in subsidiaries 10,968,324 — (10,968,324 ) — Other non-current assets, net — 51,546 — 51,546 Total assets $ 12,529,794 $ 11,102,531 $ (10,968,326 ) $ 12,663,999 LIABILITIES AND MEMBER’S EQUITY Current liabilities Accounts payable $ 365 $ 28,831 $ — $ 29,196 Accrued liabilities 129,154 256,054 — 385,208 Accrued liabilities—related party — 4,174 — 4,174 Due to affiliates 140 19,311 — 19,451 Derivative liabilities 20,626 4,722 — 25,348 Other current liabilities — 1,106 — 1,106 Other current liabilities—affiliate — 506 — 506 Total current liabilities 150,285 314,704 — 464,989 Long-term debt, net 10,221,597 — — 10,221,597 Non-current derivative liabilities 74,201 3,017 — 77,218 Deferred tax liabilities — 3,645 (3,645 ) — Other non-current liabilities — 6,775 — 6,775 Other non-current liabilities—affiliate — 846 — 846 Member’s equity 2,083,711 10,773,544 (10,964,681 ) 1,892,574 Total liabilities and member’s equity $ 12,529,794 $ 11,102,531 $ (10,968,326 ) $ 12,663,999 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 Accounts and other 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 5,071 — 15,627 Derivative assets—related party — 2,132 — 2,132 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 11,115 — 19,032 Non-current derivative assets—related party — 3,381 — 3,381 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 Statement of Operations Three Months Ended June 30, 2019 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Revenues LNG revenues $ — $ 118,525 $ — $ 118,525 LNG revenues—affiliate — 181,548 — 181,548 Total revenues — 300,073 — 300,073 Operating costs and expenses Cost of sales (excluding depreciation and amortization expense shown separately below) — 181,136 — 181,136 Cost of sales—related party — 24,230 — 24,230 Operating and maintenance expense — 60,817 — 60,817 Operating and maintenance expense—affiliate — 15,459 — 15,459 Development expense — 532 — 532 Development expense—affiliate — 38 — 38 General and administrative expense 486 1,056 — 1,542 General and administrative expense—affiliate — 2,407 — 2,407 Depreciation and amortization expense 6,079 51,221 — 57,300 Total operating costs and expenses 6,565 336,896 — 343,461 Loss from operations (6,565 ) (36,823 ) — (43,388 ) Other income (expense) Interest expense, net of capitalized interest (73,052 ) — — (73,052 ) Derivative loss, net (73,821 ) — — (73,821 ) Other expense 1,285 81 (12 ) 1,354 Total other income (expense) (145,588 ) 81 (12 ) (145,519 ) Loss before income taxes (152,153 ) (36,742 ) (12 ) (188,907 ) Income tax provision — (2,541 ) 2,541 — Net loss $ (152,153 ) $ (39,283 ) $ 2,529 $ (188,907 ) Condensed Consolidating Statement of Operations Three Months Ended June 30, 2018 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Revenues $ — $ — $ — $ — Operating costs and expenses Cost of sales (excluding depreciation and amortization expense shown separately below) — 1,031 — 1,031 Operating and maintenance expense — 1,103 — 1,103 Operating and maintenance expense—affiliate — 551 — 551 Development expense — 89 — 89 General and administrative expense 450 735 — 1,185 General and administrative expense—affiliate — 595 — 595 Depreciation and amortization expense 12 1,375 — 1,387 Total expenses 462 5,479 — 5,941 Loss from operations (462 ) (5,479 ) — (5,941 ) Other income (expense) Loss on modification or extinguishment of debt (15,332 ) — — (15,332 ) Derivative gain, net 28,566 — — 28,566 Other income 25 3,277 (3,276 ) 26 Total other income 13,259 3,277 (3,276 ) 13,260 Income (loss) before income taxes 12,797 (2,202 ) (3,276 ) 7,319 Income tax provision — (328 ) 328 — Net income (loss) $ 12,797 $ (2,530 ) $ (2,948 ) $ 7,319 Condensed Consolidating Statement of Operations Six Months Ended June 30, 2019 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Revenues LNG revenues $ — $ 131,581 $ — $ 131,581 LNG revenues—affiliate — 274,573 — 274,573 Total revenues — 406,154 — 406,154 Operating costs and expenses Cost of sales (excluding depreciation and amortization expense shown separately below) — 238,665 — 238,665 Cost of sales—related party — 35,753 — 35,753 Operating and maintenance expense — 92,672 — 92,672 Operating and maintenance expense—affiliate — 20,706 — 20,706 Development expense — 532 — 532 Development expense—affiliate — 38 — 38 General and administrative expense 897 2,182 — 3,079 General and administrative expense—affiliate — 3,562 — 3,562 Depreciation and amortization expense 8,144 71,480 — 79,624 Impairment expense and gain on disposal of assets — 313 — 313 Total operating costs and expenses 9,041 465,903 — 474,944 Loss from operations (9,041 ) (59,749 ) — (68,790 ) Other income (expense) Interest expense, net of capitalized interest (84,810 ) — — (84,810 ) Derivative loss, net (108,908 ) — — (108,908 ) Other income 2,178 230 (84 ) 2,324 Total other income (expense) (191,540 ) 230 (84 ) (191,394 ) Loss before income taxes (200,581 ) (59,519 ) (84 ) (260,184 ) Income tax provision — (1,637 ) 1,637 — Net loss $ (200,581 ) $ (61,156 ) $ 1,553 $ (260,184 ) Condensed Consolidating Statement of Operations Six Months Ended June 30, 2018 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Revenues $ — $ — $ — $ — Operating costs and expenses Cost of sales (excluding depreciation and amortization expense shown separately below) — 1,147 — 1,147 Operating and maintenance expense — 1,953 — 1,953 Operating and maintenance expense—affiliate — 1,017 — 1,017 Development expense — 123 — 123 General and administrative expense 549 1,486 — 2,035 General and administrative expense—affiliate — 998 — 998 Depreciation and amortization expense 25 1,733 — 1,758 Total operating costs and expenses 574 8,457 — 9,031 Loss from operations (574 ) (8,457 ) — (9,031 ) Other income (expense) Loss on modification or extinguishment of debt (15,332 ) — — (15,332 ) Derivative gain, net 97,415 — — 97,415 Other income (expense) (43 ) 7,753 (7,751 ) (41 ) Total other income 82,040 7,753 (7,751 ) 82,042 Income (loss) before income taxes 81,466 (704 ) (7,751 ) 73,011 Income tax provision — (1,225 ) 1,225 — Net income (loss) $ 81,466 $ (1,929 ) $ (6,526 ) $ 73,011 Condensed Consolidating Statement of Cash Flows Six Months Ended June 30, 2019 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Cash flows used in operating activities $ (16,351 ) $ (18,351 ) $ (18,284 ) $ (52,986 ) Cash flows from investing activities Property, plant and equipment, net (87,327 ) (752,171 ) — (839,498 ) Investments in subsidiaries (1,313,687 ) — 1,313,687 — Distributions received from affiliates 521,518 — (521,518 ) — Other — (2,143 ) — (2,143 ) Net cash used in investing activities (879,496 ) (754,314 ) 792,169 (841,641 ) Cash flows from financing activities Proceeds from issuances of debt 1,371,674 — — 1,371,674 Repayments of debt (558,000 ) — — (558,000 ) Debt issuance and deferred financing costs (639 ) — — (639 ) Capital contributions 71,621 1,313,687 (1,313,687 ) 71,621 Distributions — (539,802 ) 539,802 — Net cash provided by financing activities 884,656 773,885 (773,885 ) 884,656 Net increase (decrease) in cash, cash equivalents and restricted cash (11,191 ) 1,220 — (9,971 ) Cash, cash equivalents and restricted cash—beginning of period 282,248 6,893 — 289,141 Cash, cash equivalents and restricted cash—end of period $ 271,057 $ 8,113 $ — $ 279,170 Balances per Condensed Consolidating Balance Sheet: June 30, 2019 Parent Issuer Guarantors Eliminations Consolidated Cash and cash equivalents $ — $ — $ — $ — Restricted cash 271,057 8,113 — 279,170 Total cash, cash equivalents and restricted cash $ 271,057 $ 8,113 $ — $ 279,170 Condensed Consolidating Statement of Cash Flows Six Months Ended June 30, 2018 (in thousands) Parent Issuer Guarantors Eliminations Consolidated Cash flows used in operating activities $ (5,975 ) $ (8,151 ) $ — $ (14,126 ) Cash flows from investing activities Property, plant and equipment, net (201,944 ) (1,000,558 ) — (1,202,502 ) Investments in subsidiaries (1,005,925 ) — 1,005,925 — Other — 3,789 — 3,789 Net cash used in investing activities (1,207,869 ) (996,769 ) 1,005,925 (1,198,713 ) Cash flows from financing activities Proceeds from issuances of debt 1,675,800 — — 1,675,800 Repayments of debt (281,455 ) — — (281,455 ) Debt issuance and deferred financing costs (45,402 ) — — (45,402 ) Debt extinguishment cost (7,956 ) — — (7,956 ) Capital contributions 323,415 1,005,925 (1,005,925 ) 323,415 Net cash provided by financing activities 1,664,402 1,005,925 (1,005,925 ) 1,664,402 Net increase in cash, cash equivalents and restricted cash 450,558 1,005 — 451,563 Cash, cash equivalents and restricted cash—beginning of period 226,559 — — 226,559 Cash, cash equivalents and restricted cash—end of period $ 677,117 $ 1,005 $ — $ 678,122 |