Document_and_Entity_Informatio
Document and Entity Information Document | 3 Months Ended | |
Mar. 31, 2015 | Apr. 17, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | CHENIERE ENERGY INC | |
Entity Central Index Key | 3570 | |
Current Fiscal Year End Date | -19 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | 31-Mar-15 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | FALSE | |
Entity Common Stock, Shares Outstanding | 236,613,300 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Current assets | ||
Cash and cash equivalents | $2,158,338 | $1,747,583 |
Restricted cash and cash equivalents | 457,456 | 481,737 |
Accounts and interest receivable | 32,503 | 4,419 |
LNG inventory | 16,282 | 4,294 |
Prepaid expenses and other | 38,480 | 20,844 |
Total current assets | 2,703,059 | 2,258,877 |
Non-current restricted cash and cash equivalents | 1,856,524 | 550,811 |
Property, plant and equipment, net | 9,852,970 | 9,246,753 |
Debt issuance costs, net | 217,363 | 242,323 |
Non-current derivative assets | 472 | 11,744 |
Goodwill | 76,819 | 76,819 |
Other non-current assets | 215,840 | 186,356 |
Total assets | 14,923,047 | 12,573,683 |
Current liabilities | ||
Accounts payable | 20,953 | 13,426 |
Accrued liabilities | 255,815 | 169,147 |
Deferred revenue | 26,653 | 26,655 |
Derivative liabilities | 18,046 | 23,247 |
Total current liabilities | 321,467 | 232,475 |
Long-term debt, net | 12,117,880 | 9,806,084 |
Non-current deferred revenue | 12,500 | 13,500 |
Other non-current liabilities | 116,829 | 20,107 |
Commitments and contingencies | ||
Stockholders’ equity | ||
Preferred stock, $0.0001 par value, 5.0 million shares authorized, none issued | 0 | 0 |
Common stock, $0.003 par value, Authorized: 480.0 million shares at March 31, 2015 and December 31, 2014; Issued and outstanding: 236.7 million shares at March 31, 2015 and December 31, 2014 | 712 | 712 |
Treasury stock: 10.7 million shares and 10.6 million shares at March 31, 2015 and December 31, 2014, respectively, at cost | -296,523 | -292,752 |
Additional paid-in-capital | 2,989,221 | 2,776,702 |
Accumulated deficit | -2,916,548 | -2,648,839 |
Total stockholders’ deficit | -223,138 | -164,177 |
Non-controlling interest | 2,577,509 | 2,665,694 |
Total equity | 2,354,371 | 2,501,517 |
Total liabilities and equity | $14,923,047 | $12,573,683 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets Parentheticals (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Preferred Stock, Par Value | $0.00 | $0.00 |
Preferred Stock, Shares Authorized | 5,000,000 | 5,000,000 |
Preferred Stock, Shares Issued | 0 | 0 |
Common Stock, Par Value Per Share | $0.00 | $0.00 |
Common Stock, Shares Authorized | 480,000,000 | 480,000,000 |
Common Stock, Shares, Issued | 236,659,000 | 236,745,000 |
Common Stock, Shares, Outstanding | 236,659,000 | 236,745,000 |
Treasury Stock, Shares | 10,657,000 | 10,596,000 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 3 Months Ended | |||
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | ||
Revenues | ||||
LNG terminal revenues | $67,581 | $66,419 | ||
Marketing and trading revenues | 662 | 657 | ||
Other | 126 | 474 | ||
Total revenues | 68,369 | [1] | 67,550 | [1] |
Operating costs and expenses | ||||
General and administrative expense | 58,017 | 73,808 | ||
Operating and maintenance expense | 37,153 | 13,687 | ||
Depreciation expense | 17,769 | 15,475 | ||
Development expense | 16,096 | 12,112 | ||
Other | 332 | 80 | ||
Total operating costs and expenses | 129,367 | 115,162 | ||
Loss from operations | -60,998 | -47,612 | ||
Other income (expense) | ||||
Interest expense, net | -59,612 | -40,270 | ||
Loss on early extinguishment of debt | -88,992 | 0 | ||
Derivative loss, net | -125,936 | -34,681 | ||
Other income | 372 | 310 | ||
Total other expense | -274,168 | -74,641 | ||
Loss before income taxes and non-controlling interest | -335,166 | [2] | -122,253 | [2] |
Income tax provision | -678 | -92 | ||
Net loss | -335,844 | -122,345 | ||
Less: net loss attributable to non-controlling interest | -68,135 | -24,535 | ||
Net loss attributable to common stockholders | ($267,709) | ($97,810) | ||
Net loss per share attributable to common stockholders—basic and diluted | ($1.18) | ($0.44) | ||
Weighted average number of common shares outstanding—basic and diluted | 226,328 | 223,207 | ||
[1] | Substantially all of the LNG terminal revenues relate to regasification capacity reservation fee payments made by Total Gas & Power North America, Inc. and Chevron U.S.A. Inc. LNG and natural gas marketing and trading revenue consists primarily of the domestic marketing of natural gas imported into the Sabine Pass LNG terminal. | |||
[2] | Items to reconcile loss from operations and loss before income taxes and non-controlling interest include consolidated other income (expense) amounts as presented on our Consolidated Statements of Operations primarily related to our LNG terminal segment. |
Consolidated_Statement_of_Stoc
Consolidated Statement of Stockholders' Equity (USD $) | Total | Common Stock | Treasury Stock | Additional Paid-in Capital | Accumulated Deficit | Non-controlling Interest |
In Thousands, unless otherwise specified | ||||||
Stockholders' Equity, Beginning of Period at Dec. 31, 2014 | $2,501,517 | $712 | ($292,752) | $2,776,702 | ($2,648,839) | $2,665,694 |
Common Stock, Shares, Outstanding, Beginning of Period at Dec. 31, 2014 | 236,745 | 236,745 | ||||
Treasury Stock, Shares, Beginning of Period at Dec. 31, 2014 | 10,596 | 10,596 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Exercise of stock options, shares | 31 | 0 | ||||
Exercise of stock options | 958 | 0 | 0 | 958 | 0 | 0 |
Forfeitures of restricted stock, shares | 67 | 11 | ||||
Forfeitures of restricted stock | 0 | 0 | 0 | 0 | 0 | 0 |
Share-based compensation | 17,458 | 0 | 0 | 17,458 | 0 | 0 |
Shares repurchased related to share-based compensation, shares | 50 | 50 | ||||
Shares repurchased related to share-based compensation | -3,771 | 0 | -3,771 | 0 | 0 | 0 |
Excess tax benefit from share-based compensation | 21 | 0 | 0 | 21 | 0 | 0 |
Equity portion of issuance of convertible notes, net | 194,082 | 0 | 0 | 194,082 | 0 | 0 |
Loss attributable to non-controlling interest | -68,135 | 0 | 0 | 0 | 0 | -68,135 |
Distributions to non-controlling interest | -20,050 | 0 | 0 | 0 | 0 | -20,050 |
Net loss | -267,709 | 0 | 0 | 0 | -267,709 | 0 |
Stockholders' Equity, End of Period at Mar. 31, 2015 | $2,354,371 | $712 | ($296,523) | $2,989,221 | ($2,916,548) | $2,577,509 |
Common Stock, Shares, Outstanding, End of Period at Mar. 31, 2015 | 236,659 | 236,659 | ||||
Treasury Stock, Shares, End of Period at Mar. 31, 2015 | 10,657 | 10,657 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Cash flows from operating activities | ||
Net loss | ($335,844) | ($122,345) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Use of (investment in) restricted cash and cash equivalents for certain operating activities | 75,233 | -16,329 |
Loss on early extinguishment of debt | 88,992 | 0 |
Depreciation expense | 17,769 | 15,475 |
Amortization of debt issuance costs and discount | 9,116 | 2,217 |
Share-based compensation | 16,140 | 35,942 |
Non-cash LNG inventory write-downs | 17,502 | 0 |
Total losses on derivatives, net | 126,183 | 34,323 |
Net cash used for settlement of derivative instruments | -37,262 | -1,469 |
Other | 8,803 | 1,006 |
Changes in operating assets and liabilities: | ||
Accounts and interest receivable | -28,083 | 600 |
Accounts payable and accrued liabilities | 73,002 | 43,379 |
LNG inventory | -29,491 | 3,001 |
Deferred revenue | -1,003 | -830 |
Other, net | -15,237 | -13,189 |
Net cash provided by (used in) operating activities | -14,180 | -18,219 |
Cash flows from investing activities | ||
Property, plant and equipment, net | -590,998 | -773,376 |
Use of restricted cash and cash equivalents for the acquisition of property, plant and equipment | 572,623 | 761,858 |
Other | -46,164 | -12,495 |
Net cash used in investing activities | -64,539 | -24,013 |
Cash flows from financing activities | ||
Proceeds from issuances of long-term debt | 2,500,000 | 0 |
Use of (investment in) restricted cash and cash equivalents | -1,929,288 | 33,743 |
Debt issuance and deferred financing costs | -58,395 | -13,957 |
Distributions and dividends to non-controlling interest | -20,050 | -19,786 |
Payments related to tax withholdings for share-based compensation | -3,771 | -7,742 |
Proceeds from exercise of stock options | 958 | 3,691 |
Other | 20 | 44 |
Net cash provided by (used in) financing activities | 489,474 | -4,007 |
Net increase (decrease) in cash and cash equivalents | 410,755 | -46,239 |
Cash and cash equivalents—beginning of period | 1,747,583 | 960,842 |
Cash and cash equivalents—end of period | $2,158,338 | $914,603 |
Basis_of_Presentation_Notes
Basis of Presentation (Notes) | 3 Months Ended |
Mar. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | BASIS OF PRESENTATION |
The accompanying unaudited Consolidated Financial Statements of Cheniere Energy, Inc. have been prepared in accordance with GAAP for interim financial information and with Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In our opinion, all adjustments, consisting only of normal recurring adjustments necessary for a fair presentation, have been included. Certain reclassifications have been made to conform prior period information to the current presentation. The reclassifications had no effect on our overall consolidated financial position, results of operations or cash flows. | |
Results of operations for the three months ended March 31, 2015 are not necessarily indicative of the results of operations that will be realized for the year ending December 31, 2015. | |
For further information, refer to the Consolidated Financial Statements and accompanying notes included in our Annual Report on Form 10-K for the year ended December 31, 2014. |
Restricted_Cash_and_Cash_Equiv
Restricted Cash and Cash Equivalents (Notes) | 3 Months Ended |
Mar. 31, 2015 | |
Cash and Cash Equivalents [Abstract] | |
Restricted Cash and Cash Equivalents | RESTRICTED CASH AND CASH EQUIVALENTS |
Restricted cash and cash equivalents consist 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. Restricted cash and cash equivalents include the following: | |
Sabine Pass LNG Senior Notes Debt Service Reserve | |
Sabine Pass LNG has consummated private offerings of an aggregate principal amount of $1,665.5 million, before discount, of 7.50% Senior Secured Notes due 2016 (the “2016 Sabine Pass LNG Senior Notes”) and $420.0 million of 6.50% Senior Secured Notes due 2020 (the “2020 Sabine Pass LNG Senior Notes”). Collectively, the 2016 Sabine Pass LNG Senior Notes and the 2020 Sabine Pass LNG Senior Notes are referred to as the “Sabine Pass LNG Senior Notes.” Under the indentures governing the Sabine Pass LNG Senior Notes (the “Sabine Pass LNG Indentures”), except for permitted tax distributions, Sabine Pass LNG may not make distributions until certain conditions are satisfied, including: (i) there must be on deposit in an interest payment account an amount equal to one-sixth of the semi-annual interest payment multiplied by the number of elapsed months since the last semi-annual interest payment, and (ii) there must be on deposit in a permanent debt service reserve fund an amount equal to one semi-annual interest payment. Distributions are permitted only after satisfying the foregoing funding requirements, a fixed charge coverage ratio test of 2:1 and other conditions specified in the Sabine Pass LNG Indentures. | |
As of March 31, 2015 and December 31, 2014, we classified $53.0 million and $15.0 million, respectively, as current restricted cash and cash equivalents for the payment of current interest due. As of both March 31, 2015 and December 31, 2014, we classified the permanent debt service reserve fund of $76.1 million as non-current restricted cash and cash equivalents. These cash accounts are controlled by a collateral trustee; therefore, these amounts are shown as restricted cash and cash equivalents on our Consolidated Balance Sheets. | |
SPL Reserve | |
During 2013, SPL entered into four credit facilities aggregating $5.9 billion (collectively, the “2013 Liquefaction Credit Facilities”). Under the terms and conditions of the 2013 Liquefaction Credit Facilities, SPL is required to deposit all cash received into reserve accounts controlled by a collateral trustee. The usage or withdrawal of such cash is restricted to the payment of liabilities related to the natural gas liquefaction facilities in Cameron Parish, Louisiana (the “SPL Project”); therefore, these amounts are shown as restricted cash and cash equivalents on our Consolidated Balance Sheets. | |
During 2013, SPL issued an aggregate principal amount of $2.0 billion, before premium, of 5.625% Senior Secured Notes due 2021 (the “2021 SPL Senior Notes”), $1.0 billion of 6.25% Senior Secured Notes due 2022 (the “2022 SPL Senior Notes”) and $1.0 billion of 5.625% Senior Secured Notes due 2023 (the “Initial 2023 SPL Senior Notes”). During 2014, SPL issued an aggregate principal amount of $2.0 billion of 5.75% Senior Secured Notes due 2024 (the “2024 SPL Senior Notes”) and additional 5.625% Senior Secured Notes due 2023 (the “Additional 2023 SPL Senior Notes” and collectively with the Initial 2023 SPL Senior Notes, the “2023 SPL Senior Notes”) in an aggregate principal amount of $0.5 billion, before premium. During 2015, SPL issued an aggregate principal amount of $2.0 billion of 5.625% Senior Secured Notes due 2025 (the “2025 SPL Senior Notes” and collectively with the 2021 SPL Senior Notes, the 2022 SPL Senior Notes, the 2023 SPL Senior Notes and the 2024 SPL Senior Notes, the “SPL Senior Notes”). See Note 7—Long-Term Debt for additional details about our long-term debt. | |
As of March 31, 2015 and December 31, 2014, we classified $186.3 million and $155.8 million, respectively, as current restricted cash and cash equivalents held by SPL for the payment of current liabilities, including interest payments, related to the SPL Project and $1,767.4 million and $457.1 million, respectively, as non-current restricted cash and cash equivalents held by SPL for future SPL Project construction costs. | |
CTPL Reserve | |
In May 2013, CTPL entered into a $400.0 million term loan facility (the “2017 CTPL Term Loan”). As of March 31, 2015 and December 31, 2014, we classified $22.1 million and $24.9 million, respectively, as current restricted cash and cash equivalents held by CTPL for the payment of current liabilities and $6.0 million and $11.3 million, respectively, as non-current restricted cash and cash equivalents held by CTPL because such funds may only be used for modifications of the 94-mile Creole Trail Pipeline, which interconnects the Sabine Pass LNG terminal with a number of large interstate pipelines, in order to enable bi-directional natural gas flow, and for the payment of interest during construction of such modifications. The restricted cash reserved to pay interest during construction is controlled by a collateral agent, and can only be released by the collateral agent upon satisfaction of certain terms and conditions. | |
Other Restricted Cash and Cash Equivalents | |
As of March 31, 2015 and December 31, 2014, $172.5 million and $250.1 million, respectively, of cash and cash equivalents were held by Sabine Pass LNG, Cheniere Partners and Cheniere Holdings that were restricted to Cheniere. In addition, as of March 31, 2015 and December 31, 2014, $23.6 million and $35.9 million, respectively, had been classified as current restricted cash and cash equivalents, and as of March 31, 2015 and December 31, 2014, $7.0 million and $6.3 million, respectively, had been classified as non-current restricted cash and cash equivalents on our Consolidated Balance Sheets due to various other contractual restrictions. |
Property_Plant_and_Equipment_N
Property, Plant and Equipment (Notes) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Property, Plant and Equipment [Abstract] | ||||||||
Property, Plant and Equipment | PROPERTY, PLANT AND EQUIPMENT | |||||||
Property, plant and equipment consists of LNG terminal costs and fixed assets and other, as follows (in thousands): | ||||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
LNG terminal costs | ||||||||
LNG terminal | $ | 2,271,016 | $ | 2,269,429 | ||||
LNG terminal construction-in-process | 7,747,197 | 7,155,046 | ||||||
LNG site and related costs, net | 9,393 | 9,395 | ||||||
Accumulated depreciation | (365,231 | ) | (350,497 | ) | ||||
Total LNG terminal costs, net | 9,662,375 | 9,083,373 | ||||||
Fixed assets and other | ||||||||
Computer and office equipment | 9,152 | 7,464 | ||||||
Furniture and fixtures | 16,626 | 10,733 | ||||||
Computer software | 56,743 | 46,882 | ||||||
Leasehold improvements | 36,482 | 36,067 | ||||||
Land and other | 100,550 | 92,403 | ||||||
Accumulated depreciation | (28,958 | ) | (30,169 | ) | ||||
Total fixed assets and other, net | 190,595 | 163,380 | ||||||
Property, plant and equipment, net | $ | 9,852,970 | $ | 9,246,753 | ||||
Derivative_Instruments_Notes
Derivative Instruments (Notes) | 3 Months Ended | ||||||||||||||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |||||||||||||||||||||||||||||||||
Derivative Instruments | DERIVATIVE INSTRUMENTS | ||||||||||||||||||||||||||||||||
We have entered into the following derivative instruments that are reported at fair value: | |||||||||||||||||||||||||||||||||
• | commodity derivatives to hedge the exposure to variability in expected future cash flows attributable to the future sale of our LNG inventory (“LNG Inventory Derivatives”); | ||||||||||||||||||||||||||||||||
• | commodity derivatives to hedge the exposure to price risk attributable to future purchases of natural gas to be utilized as fuel to operate the Sabine Pass LNG terminal (“Fuel Derivatives”); | ||||||||||||||||||||||||||||||||
• | commodity derivatives consisting of natural gas purchase agreements to secure natural gas feedstock for the SPL Project (“Term Gas Supply Derivatives”); | ||||||||||||||||||||||||||||||||
• | interest rate swaps to hedge the exposure to volatility in a portion of the floating-rate interest payments under the 2013 Liquefaction Credit Facilities (“SPL Interest Rate Derivatives”); and | ||||||||||||||||||||||||||||||||
• | contingent interest rate swaps to hedge the exposure to volatility in a portion of the floating-rate interest payments that are expected under the credit facilities among Corpus Christi Holdings and various banks (“Contingent Interest Rate Derivatives”). | ||||||||||||||||||||||||||||||||
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. | |||||||||||||||||||||||||||||||||
The following table (in thousands) shows the fair value of our derivative instruments that are required to be measured at fair value on a recurring basis as of March 31, 2015 and December 31, 2014, which are classified as prepaid expenses and other, non-current derivative assets, derivative liabilities and other non-current liabilities in our Consolidated Balance Sheets. | |||||||||||||||||||||||||||||||||
Fair Value Measurements as of | |||||||||||||||||||||||||||||||||
31-Mar-15 | 31-Dec-14 | ||||||||||||||||||||||||||||||||
Quoted Prices in Active Markets | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | Total | Quoted Prices in Active Markets | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | Total | ||||||||||||||||||||||||||
(Level 1) | (Level 1) | ||||||||||||||||||||||||||||||||
LNG Inventory Derivatives asset | $ | — | $ | 367 | $ | — | $ | 367 | $ | — | $ | 1,140 | $ | — | $ | 1,140 | |||||||||||||||||
Fuel Derivatives liability | — | (755 | ) | — | (755 | ) | — | (921 | ) | — | (921 | ) | |||||||||||||||||||||
Term Gas Supply Derivatives asset | — | — | 342 | 342 | — | — | 342 | 342 | |||||||||||||||||||||||||
SPL Interest Rate Derivatives liability | — | (11,692 | ) | — | (11,692 | ) | — | (12,036 | ) | — | (12,036 | ) | |||||||||||||||||||||
Contingent Interest Rate Derivatives liability | — | (89,552 | ) | — | (89,552 | ) | — | — | — | — | |||||||||||||||||||||||
The estimated fair values of our LNG Inventory Derivatives and Fuel Derivatives are the amounts at which the instruments could be exchanged currently between willing parties. We value these derivatives using observable commodity price curves and other relevant data. We value our interest rate derivatives using valuations based on the initial trade prices. Using an income-based approach, subsequent valuations are based on observable inputs to the valuation model including interest rate curves, risk adjusted discount rates, credit spreads and other relevant data. | |||||||||||||||||||||||||||||||||
The fair value of SPL’s Term Gas Supply Derivatives is developed through the use of internal models which are impacted by inputs that are unobservable in the marketplace. As a result, the fair value of SPL’s Term Gas Supply Derivatives is designated as Level 3 within the valuation hierarchy. The curves used to generate the fair value of the Term Gas Supply Derivatives are based on basis adjustments applied to forward curves for a liquid trading point. In addition, there may be observable liquid market basis information in the near term, but terms of a particular Term Gas Supply Derivative contract may exceed the period for which such information is available, resulting in a Level 3 classification. In these instances, fair value of the contract incorporates extrapolation assumptions made in the determination of the market basis price for future delivery periods in which applicable commodity basis prices were either not observable or lacked corroborative market data. Internal fair value models that include contractual pricing with a fixed basis include fixed basis amounts for delivery at locations for which no market currently exists. Internal fair value models also include conditions precedent to the respective long-term natural gas purchase agreements. As of March 31, 2015 and December 31, 2014, the majority of SPL’s Term Gas Supply Derivatives existed within markets for which the pipeline infrastructure has not been developed to accommodate marketable physical gas flow. Therefore, our internal fair value models were based on a market price that equated to our own contractual pricing due to: (i) the inactive and unobservable market and (ii) conditions precedent and their impact on the uncertainty in the timing of our actual receipt of the physical volumes associated with each forward. The fair value of the Term Gas Supply Derivatives is predominantly driven by market commodity basis prices and our assessment of the associated conditions precedent, including evaluating whether the respective market is available as pipeline infrastructure is developed. | |||||||||||||||||||||||||||||||||
There were no transfers into or out of Level 3 for the three months ended March 31, 2015 and 2014. As all of our Term Gas Supply Derivatives are either purely index-priced or index-priced with a fixed basis, we do not believe that a significant change in market commodity prices would have a material impact on our Level 3 fair value measurements. The following table (in thousands, except natural gas basis spread) includes quantitative information for the unobservable inputs as of March 31, 2015: | |||||||||||||||||||||||||||||||||
Net Fair Value Asset | Valuation Technique | Significant Unobservable Input | Significant Unobservable Inputs Range | ||||||||||||||||||||||||||||||
Term Gas Supply Derivatives | $342 | Income Approach | Basis Spread | $ (0.350) - $0.046 | |||||||||||||||||||||||||||||
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. | |||||||||||||||||||||||||||||||||
Commodity Derivatives | |||||||||||||||||||||||||||||||||
We recognize all commodity derivative instruments, including our LNG Inventory Derivatives, Fuel Derivatives and Term Gas Supply Derivatives (collectively, “Commodity Derivatives”), as either assets or liabilities and measure those instruments at fair value. Changes in the fair value of our Commodity Derivatives are reported in earnings. | |||||||||||||||||||||||||||||||||
The following table (in thousands) shows the fair value and location of our Commodity Derivatives on our Consolidated Balance Sheets: | |||||||||||||||||||||||||||||||||
31-Mar-15 | 31-Dec-14 | ||||||||||||||||||||||||||||||||
LNG Inventory Derivatives (1) | Fuel Derivatives (1) | Term Gas Supply Derivatives | Total Commodity Derivatives | LNG Inventory Derivatives (1) | Fuel Derivatives (1) | Term Gas Supply Derivatives | Total Commodity Derivatives | ||||||||||||||||||||||||||
Balance Sheet Location | |||||||||||||||||||||||||||||||||
Prepaid expenses and other | $ | 367 | $ | (755 | ) | $ | 190 | $ | (198 | ) | $ | 1,140 | $ | (921 | ) | $ | 76 | $ | 295 | ||||||||||||||
Non-current derivative assets | — | — | 472 | 472 | — | — | 586 | 586 | |||||||||||||||||||||||||
Total derivative assets | 367 | (755 | ) | 662 | 274 | 1,140 | (921 | ) | 662 | 881 | |||||||||||||||||||||||
Derivative liabilities | — | — | (133 | ) | (133 | ) | — | — | (53 | ) | (53 | ) | |||||||||||||||||||||
Other non-current liabilities | — | — | (187 | ) | (187 | ) | — | — | (267 | ) | (267 | ) | |||||||||||||||||||||
Total derivative liabilities | — | — | (320 | ) | (320 | ) | — | — | (320 | ) | (320 | ) | |||||||||||||||||||||
Net derivative assets (liabilities) | $ | 367 | $ | (755 | ) | $ | 342 | $ | (46 | ) | $ | 1,140 | $ | (921 | ) | $ | 342 | $ | 561 | ||||||||||||||
-1 | Does not include collateral of $5.9 million and $5.7 million deposited for such contracts, which is included in prepaid expenses and other current assets in our Consolidated Balance Sheets as of March 31, 2015 and December 31, 2014, respectively. | ||||||||||||||||||||||||||||||||
The following table (in thousands) shows the changes in the fair value and settlements and location of our Commodity Derivatives recorded on our Consolidated Statements of Operations during the three months ended March 31, 2015 and 2014: | |||||||||||||||||||||||||||||||||
Three Months Ended March 31, | |||||||||||||||||||||||||||||||||
Statement of Operations Location | 2015 | 2014 | |||||||||||||||||||||||||||||||
LNG Inventory Derivatives gain (loss) | Marketing and trading revenues | $ | (206 | ) | $ | 184 | |||||||||||||||||||||||||||
Fuel Derivatives gain (loss) | Marketing and trading revenues | (41 | ) | 165 | |||||||||||||||||||||||||||||
LNG Inventory Derivatives gain (loss) | Derivative loss, net | 754 | (435 | ) | |||||||||||||||||||||||||||||
Fuel Derivatives gain | Derivative loss, net | — | 242 | ||||||||||||||||||||||||||||||
Term Gas Supply Derivatives gain (loss) (1) | Operating and maintenance expense | — | — | ||||||||||||||||||||||||||||||
(1) There were no settlements during the reporting period. | |||||||||||||||||||||||||||||||||
The use of Commodity Derivatives exposes us to counterparty credit risk, or the risk that a counterparty will be unable to meet its commitments in instances when our Commodity Derivatives are in an asset position. | |||||||||||||||||||||||||||||||||
LNG Inventory and Fuel Derivatives | |||||||||||||||||||||||||||||||||
Our LNG Inventory Derivatives and Fuel 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 these commodity derivative activities. | |||||||||||||||||||||||||||||||||
Term Gas Supply Derivatives | |||||||||||||||||||||||||||||||||
SPL has entered into index-based physical natural gas supply contracts to secure natural gas feedstock for the SPL Project. The terms of these contracts range from approximately one to seven years and commence upon the occurrence of conditions precedent, including the date of first commercial operation of specified Trains of the SPL Project. We recognize SPL’s Term Gas Supply Derivatives as either assets or liabilities and measure those instruments at fair value. Changes in the fair value of SPL’s Term Gas Supply Derivatives are reported in earnings. As of March 31, 2015, SPL has secured up to approximately 2,161.9 million MMBtu of natural gas feedstock through long-term natural gas purchase agreements, of which the forward notional natural gas buy position of SPL’s Term Gas Supply Derivatives was approximately 1,249.4 million MMBtu. | |||||||||||||||||||||||||||||||||
Interest Rate Derivatives | |||||||||||||||||||||||||||||||||
SPL Interest Rate Derivatives | |||||||||||||||||||||||||||||||||
SPL has entered into SPL Interest Rate Derivatives to protect against volatility of future cash flows and hedge a portion of the variable interest payments on the 2013 Liquefaction Credit Facilities. The SPL Interest Rate Derivatives hedge a portion of the expected outstanding borrowings over the term of the 2013 Liquefaction Credit Facilities. | |||||||||||||||||||||||||||||||||
In March 2015, SPL settled a portion of the SPL Interest Rate Derivatives and recognized a derivative loss of $34.7 million within our Consolidated Statements of Operations in conjunction with the termination of approximately $1.8 billion of commitments under the 2013 Liquefaction Credit Facilities as discussed in Note 7—Long-Term Debt. | |||||||||||||||||||||||||||||||||
Contingent Interest Rate Derivatives | |||||||||||||||||||||||||||||||||
In February 2015, Corpus Christi Holdings entered into Contingent Interest Rate Derivatives to protect against volatility of future cash flows and hedge a portion of the variable interest payments on anticipated debt facilities that will be used to pay for a portion of the costs of developing, constructing and placing into service the natural gas liquefaction and export facility and pipeline facility near Corpus Christi, Texas (the “CCL Project”). The Contingent Interest Rate Derivatives have a seven-year term and its settlement is conditional upon reaching a final investment decision with respect to the CCL Project. We will contemplate making this final investment decision based upon, among other things, entering into acceptable commercial arrangements, receiving regulatory authorizations and obtaining adequate financing to construct the facility. Upon reaching a final investment decision to commence construction of the CCL Project, we estimate that we will pay $46.1 million to $65.4 million related to contingency and syndication premiums. | |||||||||||||||||||||||||||||||||
As of March 31, 2015, we had the following interest rate derivatives outstanding: | |||||||||||||||||||||||||||||||||
Initial Notional Amount | Maximum Notional Amount | Effective Date | Maturity Date | Weighted Average Fixed Interest Rate Paid | Variable Interest Rate Received | ||||||||||||||||||||||||||||
SPL Interest Rate Derivatives | $20.0 million | $691.0 million | August 14, 2012 | July 31, 2019 | 1.98% | One-month LIBOR | |||||||||||||||||||||||||||
Contingent Interest Rate Derivatives (1) | $28.8 million | $5.4 billion | May 8, 2015 | May 31, 2022 | 2.32% | One-month LIBOR | |||||||||||||||||||||||||||
-1 | The effective date represents management’s estimate of commencement of first monthly settlement of the contingent interest rate derivative instruments, and the maturity date is based on the contractual term of the instruments once effective. | ||||||||||||||||||||||||||||||||
The following table (in thousands) shows the fair value of our interest rate derivatives: | |||||||||||||||||||||||||||||||||
31-Mar-15 | 31-Dec-14 | ||||||||||||||||||||||||||||||||
SPL Interest Rate Derivatives | Contingent Interest Rate Derivatives | Total | SPL Interest Rate Derivatives | Contingent Interest Rate Derivatives | Total | ||||||||||||||||||||||||||||
Balance Sheet Location | |||||||||||||||||||||||||||||||||
Non-current derivative assets | $ | — | $ | — | $ | — | $ | 11,158 | $ | — | $ | 11,158 | |||||||||||||||||||||
Total derivative assets | — | — | — | 11,158 | — | 11,158 | |||||||||||||||||||||||||||
Derivative liabilities | (7,119 | ) | (10,794 | ) | (17,913 | ) | (23,194 | ) | — | (23,194 | ) | ||||||||||||||||||||||
Other non-current liabilities | (4,573 | ) | (78,758 | ) | (83,331 | ) | — | — | — | ||||||||||||||||||||||||
Total derivative liabilities | (11,692 | ) | (89,552 | ) | (101,244 | ) | (23,194 | ) | — | (23,194 | ) | ||||||||||||||||||||||
Derivative liabilities, net | $ | (11,692 | ) | $ | (89,552 | ) | $ | (101,244 | ) | $ | (12,036 | ) | $ | — | $ | (12,036 | ) | ||||||||||||||||
The following table (in thousands) shows the changes in the fair value and settlements of our interest rate derivatives recorded in derivative loss, net on our Consolidated Statements of Operations during the three months ended March 31, 2015 and 2014: | |||||||||||||||||||||||||||||||||
Three Months Ended March 31, | |||||||||||||||||||||||||||||||||
2015 | 2014 | ||||||||||||||||||||||||||||||||
SPL Interest Rate Derivatives loss | $ | (37,138 | ) | $ | (34,479 | ) | |||||||||||||||||||||||||||
Contingent Interest Rate Derivatives loss | (89,552 | ) | — | ||||||||||||||||||||||||||||||
Balance Sheet Presentation | |||||||||||||||||||||||||||||||||
Our Commodity Derivatives and interest rate derivatives are presented on a net basis on our Consolidated Balance Sheets as described above. The following table (in thousands) shows the fair value of our derivatives outstanding on a gross and net basis: | |||||||||||||||||||||||||||||||||
Gross Amounts Recognized | Gross Amounts Offset in the Consolidated Balance Sheets | Net Amounts Presented in the Consolidated Balance Sheets | |||||||||||||||||||||||||||||||
Offsetting Derivative Assets (Liabilities) | |||||||||||||||||||||||||||||||||
As of March 31, 2015: | |||||||||||||||||||||||||||||||||
LNG Inventory Derivatives | $ | 367 | $ | (4 | ) | $ | 371 | ||||||||||||||||||||||||||
Fuel Derivatives | (755 | ) | (755 | ) | — | ||||||||||||||||||||||||||||
Term Gas Supply Derivatives | 662 | — | 662 | ||||||||||||||||||||||||||||||
Term Gas Supply Derivatives | (320 | ) | — | (320 | ) | ||||||||||||||||||||||||||||
SPL Interest Rate Derivatives | (11,692 | ) | — | (11,692 | ) | ||||||||||||||||||||||||||||
Contingent Interest Rate Derivatives | (89,552 | ) | — | (89,552 | ) | ||||||||||||||||||||||||||||
As of December 31, 2014: | |||||||||||||||||||||||||||||||||
LNG Inventory Derivatives | 1,140 | 1,056 | 84 | ||||||||||||||||||||||||||||||
Fuel Derivatives | (921 | ) | (921 | ) | — | ||||||||||||||||||||||||||||
Term Gas Supply Derivatives | 662 | — | 662 | ||||||||||||||||||||||||||||||
Term Gas Supply Derivatives | (320 | ) | — | (320 | ) | ||||||||||||||||||||||||||||
SPL Interest Rate Derivatives | 11,158 | — | 11,158 | ||||||||||||||||||||||||||||||
SPL Interest Rate Derivatives | (23,194 | ) | — | (23,194 | ) | ||||||||||||||||||||||||||||
NonControlling_Interest_Notes
Non-Controlling Interest (Notes) | 3 Months Ended |
Mar. 31, 2015 | |
Noncontrolling Interest [Abstract] | |
Non-Controlling Interest | NON-CONTROLLING INTEREST |
Cheniere Holdings was formed by us to hold our limited partner interest in Cheniere Partners and in December 2013, completed its initial public offering. Additionally, in November 2014, Cheniere Holdings sold 10.1 million common shares at $22.76 per common share to redeem from us the same number of common shares. As of both March 31, 2015 and December 31, 2014, our ownership interest in Cheniere Holdings was 80.1%, with the remaining non-controlling interest held by the public. Cheniere Holdings owns a 55.9% limited partner interest in Cheniere Partners in the form of 12.0 million common units, 45.3 million Class B units and 135.4 million subordinated units, with the remaining non-controlling interest held by Blackstone CQP Holdco LP (“Blackstone”) and the public. We also own 100% of the general partner interest and the incentive distribution rights in Cheniere Partners. |
Accrued_Liabilities_Notes
Accrued Liabilities (Notes) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Accrued Liabilities [Abstract] | |||||||||
Accrued Liabilities | ACCRUED LIABILITIES | ||||||||
As of March 31, 2015 and December 31, 2014, accrued liabilities consisted of the following (in thousands): | |||||||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
Interest expense and related debt fees | $ | 167,376 | $ | 112,858 | |||||
Payroll | 18,595 | 6,425 | |||||||
LNG liquefaction costs | 28,201 | 22,014 | |||||||
LNG terminal costs | 9,352 | 1,077 | |||||||
Other accrued liabilities | 32,291 | 26,773 | |||||||
Total accrued liabilities | $ | 255,815 | $ | 169,147 | |||||
LongTerm_Debt_Notes
Long-Term Debt (Notes) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Debt Disclosure [Abstract] | |||||||||||||||||
Long-term Debt | LONG-TERM DEBT | ||||||||||||||||
As of March 31, 2015 and December 31, 2014, our long-term debt consisted of the following (in thousands): | |||||||||||||||||
March 31, | December 31, | ||||||||||||||||
2015 | 2014 | ||||||||||||||||
Long-term debt | |||||||||||||||||
2016 Sabine Pass LNG Senior Notes | $ | 1,665,500 | $ | 1,665,500 | |||||||||||||
2020 Sabine Pass LNG Senior Notes | 420,000 | 420,000 | |||||||||||||||
2021 SPL Senior Notes | 2,000,000 | 2,000,000 | |||||||||||||||
2022 SPL Senior Notes | 1,000,000 | 1,000,000 | |||||||||||||||
2023 SPL Senior Notes | 1,500,000 | 1,500,000 | |||||||||||||||
2024 SPL Senior Notes | 2,000,000 | 2,000,000 | |||||||||||||||
2025 SPL Senior Notes | 2,000,000 | — | |||||||||||||||
2021 Convertible Unsecured Notes | 1,004,469 | 1,004,469 | |||||||||||||||
2045 Convertible Senior Notes | 625,000 | — | |||||||||||||||
2017 CTPL Term Loan | 400,000 | 400,000 | |||||||||||||||
Total long-term debt | 12,614,969 | 9,989,969 | |||||||||||||||
Long-term debt premium (discount) | |||||||||||||||||
2016 Sabine Pass LNG Senior Notes | (7,824 | ) | (8,998 | ) | |||||||||||||
2021 SPL Senior Notes | 9,819 | 10,177 | |||||||||||||||
2023 SPL Senior Notes | 6,918 | 7,088 | |||||||||||||||
2021 Convertible Unsecured Notes | (183,243 | ) | (189,717 | ) | |||||||||||||
2045 Convertible Senior Notes | (320,575 | ) | — | ||||||||||||||
2017 CTPL Term Loan | (2,184 | ) | (2,435 | ) | |||||||||||||
Total long-term debt, net | $ | 12,117,880 | $ | 9,806,084 | |||||||||||||
For the three months ended March 31, 2015 and 2014, we incurred $180.6 million and $128.6 million of total interest cost, respectively, of which we capitalized and deferred $121.0 million and $88.3 million, respectively, of interest cost, including amortization of debt issuance costs, primarily related to the construction of the first four Trains of the SPL Project. | |||||||||||||||||
Sabine Pass LNG Senior Notes | |||||||||||||||||
As of both March 31, 2015 and December 31, 2014, Sabine Pass LNG had an aggregate principal amount of $1,665.5 million, before discount, of the 2016 Sabine Pass LNG Senior Notes and $420.0 million of the 2020 Sabine Pass LNG Senior Notes outstanding. Borrowings under the 2016 Sabine Pass LNG Senior Notes and 2020 Sabine Pass LNG Senior Notes accrue interest at a fixed rate of 7.50% and 6.50%, respectively. The terms of the 2016 Sabine Pass LNG Senior Notes and 2020 Sabine Pass LNG Senior Notes are substantially similar. Interest on the Sabine Pass LNG Senior Notes is payable semi-annually in arrears. Subject to permitted liens, the Sabine Pass LNG Senior Notes are secured on a first-priority basis by a security interest in all of Sabine Pass LNG’s equity interests and substantially all of its operating assets. | |||||||||||||||||
Sabine Pass LNG may redeem all or part of the 2016 Sabine Pass LNG Senior Notes at any time, and from time to time, at a redemption price equal to 100% of the principal plus any accrued and unpaid interest plus the greater of: | |||||||||||||||||
• | 1.0% of the principal amount of the 2016 Sabine Pass LNG Senior Notes; or | ||||||||||||||||
• | the excess of: (a) the present value at such redemption date of (i) the redemption price of the 2016 Sabine Pass LNG Senior Notes plus (ii) all required interest payments due on the 2016 Sabine Pass LNG Senior Notes (excluding accrued but unpaid interest to the redemption date), computed using a discount rate equal to the treasury rate as of such redemption date plus 50 basis points; over (b) the principal amount of the 2016 Sabine Pass LNG Senior Notes, if greater. | ||||||||||||||||
Sabine Pass LNG may redeem all or part of the 2020 Sabine Pass LNG Senior Notes at any time on or after November 1, 2016, at fixed redemption prices specified in the indenture governing the 2020 Sabine Pass LNG Senior Notes, plus accrued and unpaid interest, if any, to the date of redemption. Sabine Pass LNG may also, at its option, redeem all or part of the 2020 Sabine Pass LNG Senior Notes at any time prior to November 1, 2016, at a “make-whole” price set forth in the indenture governing the 2020 Sabine Pass LNG Senior Notes, plus accrued and unpaid interest, if any, to the date of redemption. At any time before November 1, 2015, Sabine Pass LNG may redeem up to 35% of the aggregate principal amount of the 2020 Sabine Pass LNG Senior Notes at a redemption price of 106.5% of the principal amount of the 2020 Sabine Pass LNG Senior Notes to be redeemed, plus accrued and unpaid interest, if any, to the redemption date, in an amount not to exceed the net proceeds of one or more completed equity offerings as long as Sabine Pass LNG redeems the 2020 Sabine Pass LNG Senior Notes within 180 days of the closing date for such equity offering and at least 65% of the aggregate principal amount of the 2020 Sabine Pass LNG Senior Notes originally issued remains outstanding after the redemption. | |||||||||||||||||
Under the Sabine Pass LNG Indentures, except for permitted tax distributions, Sabine Pass LNG may not make distributions until certain conditions are satisfied as described in Note 2—Restricted Cash and Cash Equivalents. During the three months ended March 31, 2015 and 2014, Sabine Pass LNG made distributions of $70.8 million and $63.4 million, respectively, after satisfying all the applicable conditions in the Sabine Pass LNG Indentures. | |||||||||||||||||
SPL Senior Notes | |||||||||||||||||
In February 2013 and April 2013, SPL issued an aggregate principal amount of $2.0 billion, before premium, of the 2021 SPL Senior Notes. In April 2013 and May 2014, SPL issued an aggregate principal amount of $1.5 billion, before premium, of the 2023 SPL Senior Notes. Borrowings under the 2021 SPL Senior Notes and 2023 SPL Senior Notes accrue interest at a fixed rate of 5.625%. In November 2013, SPL issued an aggregate principal amount of $1.0 billion of the 2022 SPL Senior Notes, for which borrowings accrue interest at a fixed rate of 6.25%. In May 2014, SPL issued an aggregate principal amount of $2.0 billion of the 2024 SPL Senior Notes, for which borrowings accrue interest at a fixed rate of 5.75%. In March 2015, SPL issued an aggregate principal amount of $2.0 billion of the 2025 SPL Senior Notes, for which borrowings accrue interest at a fixed rate of 5.625%. Interest on the SPL Senior Notes is payable semi-annually in arrears. | |||||||||||||||||
The terms of the SPL Senior Notes are governed by a common indenture (the “SPL Indenture”). The SPL Indenture contains customary terms and events of default and certain covenants that, among other things, limit SPL’s ability and the ability of SPL’s restricted subsidiaries to: incur additional indebtedness; issue preferred stock, make certain investments or pay dividends or distributions on capital stock or subordinated indebtedness; purchase, redeem or retire capital stock; sell or transfer assets, including capital stock of SPL’s restricted subsidiaries; restrict dividends or other payments by restricted subsidiaries; incur liens; enter into transactions with affiliates; consolidate, merge, sell or lease all or substantially all of SPL’s assets; and enter into certain LNG sales contracts. Subject to permitted liens, the SPL Senior Notes are secured on a pari passu first-priority basis by a security interest in all of the membership interests in SPL and substantially all of SPL’s assets. SPL may not make any distributions until, among other requirements, substantial completion of Trains 1 and 2 has occurred, deposits are made into debt service reserve accounts and a debt service coverage ratio for the prior 12-month period and a projected debt service coverage ratio for the upcoming 12-month period of 1.25:1.00 are satisfied. | |||||||||||||||||
At any time prior to three months before the respective dates of maturity for each series of the SPL Senior Notes, SPL may redeem all or part of such series of the SPL Senior Notes at a redemption price equal to the “make-whole” price set forth in the SPL Indenture, plus accrued and unpaid interest, if any, to the date of redemption. SPL may also, at any time within three months of the respective maturity dates for each series of the SPL Senior Notes, redeem all or part of such series of the SPL Senior Notes at a redemption price equal to 100% of the principal amount of such series of the SPL Senior Notes to be redeemed, plus accrued and unpaid interest, if any, to the date of redemption. | |||||||||||||||||
In connection with the closing of the sale of the 2025 SPL Senior Notes, SPL entered into a Registration Rights Agreement dated March 3, 2015 (the “2025 Liquefaction Registration Rights Agreement”). Under the terms of the 2025 Liquefaction Registration Rights Agreement, SPL has agreed, and any future guarantors of the 2025 SPL Senior Notes will agree, to use commercially reasonable efforts to file with the SEC and cause to become effective a registration statement with respect to an offer to exchange any and all of the 2025 SPL Senior Notes for a like aggregate principal amount of debt securities of SPL with terms identical in all material respects to the respective 2025 SPL Senior Notes sought to be exchanged (other than with respect to restrictions on transfer or to any increase in annual interest rate), and that are registered under the Securities Act of 1933, as amended (the “Securities Act”). SPL has agreed, and any future guarantors of the 2025 SPL Senior Notes will agree, to use commercially reasonable efforts to cause such registration statement to become effective within 360 days after March 3, 2015. Under specified circumstances, SPL has also agreed, and any future guarantors will also agree, to use commercially reasonable efforts to cause to become effective a shelf registration statement relating to resales of the 2025 SPL Senior Notes. SPL will be obligated to pay additional interest if it fails to comply with its obligations to register the 2025 SPL Senior Notes within the specified time periods. | |||||||||||||||||
2013 Liquefaction Credit Facilities | |||||||||||||||||
In May 2013, SPL entered into the 2013 Liquefaction Credit Facilities aggregating $5.9 billion. The 2013 Liquefaction Credit Facilities are being used to fund a portion of the costs of developing, constructing and placing into operation the first four Trains of the SPL Project. The 2013 Liquefaction Credit Facilities will mature on the earlier of May 28, 2020 or the second anniversary of the completion date of the first four Trains of the SPL Project, as defined in the 2013 Liquefaction Credit Facilities. Borrowings under the 2013 Liquefaction Credit Facilities may be refinanced, in whole or in part, at any time without premium or penalty, except for interest rate hedging and interest rate breakage costs. As of March 31, 2015 and December 31, 2014, SPL had $0.9 billion and $2.7 billion, respectively, of available commitments, and no outstanding borrowings as of both dates, under the 2013 Liquefaction Credit Facilities. | |||||||||||||||||
SPL made an initial $100.0 million borrowing under the 2013 Liquefaction Credit Facilities in June 2013 after meeting the required conditions precedent. In November 2013, in conjunction with SPL’s issuance of the 2022 SPL Senior Notes, SPL terminated approximately $885 million of commitments under the 2013 Liquefaction Credit Facilities. In May 2014, SPL repaid its borrowings under the 2013 Liquefaction Credit Facilities upon the issuance of the Additional 2023 SPL Senior Notes and the 2024 SPL Senior Notes, as well as terminated approximately $2.1 billion of commitments under the 2013 Liquefaction Credit Facilities. | |||||||||||||||||
In March 2015, in conjunction with SPL’s issuance of the 2025 SPL Senior Notes, SPL terminated approximately $1.8 billion of commitments under the 2013 Liquefaction Credit Facilities. This termination resulted in a write-off of debt issuance costs and deferred commitment fees associated with the 2013 Liquefaction Credit Facilities of $89.0 million in March 2015. | |||||||||||||||||
Borrowings under the 2013 Liquefaction Credit Facilities accrue interest at a variable rate per annum equal to, at SPL’s election, LIBOR or the base rate, plus the applicable margin. The applicable margins for LIBOR loans range from 2.3% to 3.0% prior to the completion of Train 4 and from 2.3% to 3.25% after such completion, depending on the applicable 2013 Liquefaction Credit Facility. Interest on LIBOR loans is due and payable at the end of each LIBOR period. The 2013 Liquefaction Credit Facilities required SPL to pay certain up-front fees to the agents and lenders in the aggregate amount of approximately $144 million and provide for a commitment fee calculated at a rate per annum equal to 40% of the applicable margin for LIBOR loans, multiplied by the average daily amount of the undrawn commitment due quarterly in arrears. Annual administrative fees must also be paid to the agent and the trustee. The principal of the loans made under the 2013 Liquefaction Credit Facilities must be repaid in quarterly installments, commencing with the earlier of the last day of the first full calendar quarter after the Train 4 completion date, as defined in the 2013 Liquefaction Credit Facilities, or September 30, 2018. Scheduled repayments are based upon an 18-year amortization profile, with the remaining balance due upon the maturity of the 2013 Liquefaction Credit Facilities. | |||||||||||||||||
Under the terms and conditions of the 2013 Liquefaction Credit Facilities, all cash held by SPL is controlled by a collateral trustee. These funds can only be released by the collateral trustee upon satisfaction of certain terms and conditions related to the use of proceeds, and are classified as restricted cash and cash equivalents on our Consolidated Balance Sheets. | |||||||||||||||||
The 2013 Liquefaction Credit Facilities contain conditions precedent for any subsequent borrowings, as well as customary affirmative and negative covenants. The obligations of SPL under the 2013 Liquefaction Credit Facilities are secured by substantially all of the assets of SPL as well as all of the membership interests in SPL on a pari passu basis with the SPL Senior Notes. | |||||||||||||||||
Under the terms of the 2013 Liquefaction Credit Facilities, SPL is required to hedge not less than 75% of the variable interest rate exposure of its projected outstanding borrowings, calculated on a weighted average basis in comparison to its anticipated draw of principal. See Note 4— Derivative Instruments. | |||||||||||||||||
Convertible Notes | |||||||||||||||||
2021 Convertible Unsecured Notes | |||||||||||||||||
In November 2014, we issued an aggregate principal amount of $1.0 billion Convertible Unsecured Notes due 2021 (the “2021 Convertible Unsecured Notes”) on a private placement basis in reliance on the exemption from registration provided for under section 4(a)(2) of the Securities Act and Regulation S promulgated thereunder. The 2021 Convertible Unsecured Notes accrue interest at a rate of 4.875% per annum, which is payable in kind semi-annually in arrears by increasing the principal amount of the 2021 Convertible Unsecured Notes outstanding. One year after the closing date, the 2021 Convertible Unsecured Notes will be convertible at the option of the holder into our common stock at the then-applicable conversion rate, provided that the closing price of our common stock is greater than or equal to the conversion price on the conversion date. The initial conversion price was $93.64 and is subject to adjustment upon the occurrence of certain specified events. We have the option to satisfy the conversion obligation with cash, common stock or a combination thereof. | |||||||||||||||||
Under GAAP, certain convertible debt instruments that may be settled in cash upon conversion are required to be separately accounted for as liability (debt) and equity (conversion option) components of the instrument in a manner that reflects the issuer’s non-convertible debt borrowing rate. We determined that the fair value of the debt component was $808.8 million and the residual value of the equity component was $191.2 million as of the issuance date. As of both March 31, 2015 and December 31, 2014, the carrying value of the equity component was $191.5 million. The debt component is accreted to the total principal amount due at maturity by amortizing the debt discount. The effective rate of interest to amortize the debt discount was approximately 9.2% as of both March 31, 2015 and December 31, 2014, and the remaining period over which the debt discount will be amortized was 6.2 years as of March 31, 2015. | |||||||||||||||||
In connection with the issuance of the 2021 Convertible Unsecured Notes, we have agreed to use our reasonable best efforts to prepare and file a shelf registration statement to cover resales of the 2021 Convertible Unsecured Notes. If we fail to satisfy this obligation, we may be required to pay additional interest to holders of the 2021 Convertible Unsecured Notes under certain circumstances. | |||||||||||||||||
2045 Convertible Senior Notes | |||||||||||||||||
In March 2015, we issued $625.0 million aggregate principal amount of 4.25% Convertible Senior Notes due 2045 (the “2045 Convertible Senior Notes”) to certain investors through a registered direct offering. The 2045 Convertible Senior Notes were issued with an original issue discount of 20% and accrue interest at a rate of 4.25% per annum, which is payable semi-annually in arrears. We have the right, at our option, at any time after March 15, 2020, to redeem all or any part of the Notes at a redemption price payable in cash equal to the accreted amount of the 2045 Convertible Senior Notes to be redeemed, plus accrued and unpaid interest, if any, to such redemption date. The conversion rate will initially equal 7.2265 shares of our common stock per $1,000 principal amount of the 2045 Convertible Senior Notes, which corresponds to an initial conversion price of approximately $138.38 per share of our common stock. The conversion rate is subject to adjustment upon the occurrence of certain specified events. We have the option to satisfy the conversion obligation with cash, common stock or a combination thereof. | |||||||||||||||||
We determined that the fair value of the debt component of the 2045 Convertible Senior Notes was $304.3 million and the residual value of the equity component was $195.7 million as of the issuance date, excluding debt issuance costs. As of March 31, 2015, the carrying value of the equity component was $194.1 million. The debt component is accreted to the total principal amount due at maturity by amortizing the debt discount. The effective rate of interest to amortize the debt discount was approximately 9.4% as of March 31, 2015, and the remaining period over which the debt discount will be amortized was 30.0 years. | |||||||||||||||||
Interest expense, before capitalization, related to the 2021 Convertible Unsecured Notes and the 2045 Convertible Senior Notes (together, the “Convertible Notes”) consisted of the following (in thousands): | |||||||||||||||||
Three Months Ended March 31, | |||||||||||||||||
2015 | 2014 | ||||||||||||||||
Interest per contractual rate | $ | 13,939 | $ | — | |||||||||||||
Amortization of debt discount | 6,598 | — | |||||||||||||||
Amortization of debt issuance costs | 14 | — | |||||||||||||||
Total interest expense related to the Convertible Notes | $ | 20,551 | $ | — | |||||||||||||
Convertible Note Purchase Agreement with EIG | |||||||||||||||||
On January 16, 2015, CCH HoldCo II, our wholly owned direct subsidiary, entered into a note purchase agreement, as amended and restated on March 1, 2015, with EIG Management Company, LLC (“EIG”), the Bank of New York Mellon, us and the note purchasers named therein pursuant to which those note purchasers agreed to purchase $1.5 billion aggregate principal amount of convertible senior secured notes from CCH Holdco II (the “2025 Convertible Notes”). | |||||||||||||||||
2017 CTPL Term Loan | |||||||||||||||||
In May 2013, CTPL entered into the 2017 CTPL Term Loan, which is being used to fund modifications to the Creole Trail Pipeline and for general business purposes. CTPL incurred $10.0 million of direct lender fees that were recorded as a debt discount. The 2017 CTPL Term Loan matures in 2017 when the full amount of the outstanding principal obligations must be repaid. CTPL’s loans may be repaid, in whole or in part, at any time without premium or penalty. As of March 31, 2015, CTPL had borrowed the full amount of $400.0 million available under the 2017 CTPL Term Loan. | |||||||||||||||||
Borrowings under the 2017 CTPL Term Loan accrue interest at a variable rate per annum equal to, at CTPL’s election, LIBOR or the base rate, plus the applicable margin. The applicable margin for LIBOR loans is 3.25%. Interest on LIBOR loans is due and payable at the end of each LIBOR period. | |||||||||||||||||
Under the terms and conditions of the 2017 CTPL Term Loan, all cash reserved to pay interest during construction is controlled by a collateral agent. These funds can only be released by the collateral agent upon satisfaction of certain terms and conditions and are classified as restricted on our Consolidated Balance Sheets. CTPL is also required to pay annual fees to the administrative and collateral agents. | |||||||||||||||||
The 2017 CTPL Term Loan contains customary affirmative and negative covenants. The obligations of CTPL under the 2017 CTPL Term Loan are secured by a first priority lien on substantially all of the personal property of CTPL and all of the general partner and limited partner interests in CTPL. | |||||||||||||||||
Cheniere Partners has guaranteed (i) the obligations of CTPL under the 2017 CTPL Term Loan if the maturity of the CTPL loans is accelerated following the termination by SPL of a transportation precedent agreement in limited circumstances and (ii) the obligations of Cheniere Investments, Cheniere Partners’ wholly owned subsidiary, in connection with its obligations under an equity contribution agreement (a) to pay operating expenses of CTPL until CTPL receives revenues under a service agreement with SPL and (b) to fund interest payments on the CTPL loans after the funds in an interest reserve account have been exhausted. | |||||||||||||||||
SPL LC Agreement | |||||||||||||||||
In April 2014, SPL entered into a $325.0 million senior letter of credit and reimbursement agreement (the “SPL LC Agreement”) that it uses for the issuance of letters of credit for certain working capital requirements related to the SPL Project. SPL pays (a) a commitment fee in an amount equal to an annual rate of 0.75% of an amount equal to the unissued portion of letters of credit available pursuant to the SPL LC Agreement and (b) a letter of credit fee equal to an annual rate of 2.5% of the undrawn portion of all letters of credit issued under the SPL LC Agreement. If draws are made upon any letters of credit issued under the SPL LC Agreement, the amount of the draw will be deemed a loan issued to SPL. SPL is required to pay the full amount of this loan on or prior to the business day immediately succeeding the deemed issuance of the loan. These loans accrue interest at a rate of 2.0% plus the base rate as defined in the SPL LC Agreement. As of March 31, 2015 and December 31, 2014, SPL had issued letters of credit in an aggregate amount of $72.5 million and $9.5 million, respectively, and as of both March 31, 2015 and December 31, 2014, no draws had been made upon any letters of credit issued under the SPL LC Agreement. | |||||||||||||||||
Fair Value Disclosures | |||||||||||||||||
The following table (in thousands) shows the carrying amount and estimated fair value of our long-term debt: | |||||||||||||||||
March 31, 2015 | December 31, 2014 | ||||||||||||||||
Carrying | Estimated | Carrying | Estimated | ||||||||||||||
Amount | Fair Value | Amount | Fair Value | ||||||||||||||
2016 Sabine Pass LNG Senior Notes, net of discount (1) | $ | 1,657,676 | $ | 1,757,136 | $ | 1,656,502 | $ | 1,718,621 | |||||||||
2020 Sabine Pass LNG Senior Notes (1) | 420,000 | 428,400 | 420,000 | 428,400 | |||||||||||||
2021 SPL Senior Notes, net of premium (1) | 2,009,819 | 2,024,893 | 2,010,177 | 1,985,050 | |||||||||||||
2022 SPL Senior Notes (1) | 1,000,000 | 1,030,000 | 1,000,000 | 1,020,000 | |||||||||||||
2023 SPL Senior Notes, net of premium (1) | 1,506,918 | 1,506,918 | 1,507,089 | 1,476,947 | |||||||||||||
2024 SPL Senior Notes (1) | 2,000,000 | 2,000,000 | 2,000,000 | 1,970,000 | |||||||||||||
2025 SPL Senior Notes (1) | 2,000,000 | 1,975,000 | — | — | |||||||||||||
2021 Convertible Unsecured Notes (2) | 821,226 | 1,132,006 | 814,751 | 1,025,563 | |||||||||||||
2045 Convertible Senior Notes (3) | 304,425 | 518,863 | — | — | |||||||||||||
2017 CTPL Term Loan, net of discount (4) | 397,816 | 400,000 | 397,565 | 400,000 | |||||||||||||
-1 | The Level 2 estimated fair value was based on quotations obtained from broker-dealers who make markets in these and similar instruments based on the closing trading prices on March 31, 2015 and December 31, 2014, as applicable. | ||||||||||||||||
-2 | The Level 3 estimated fair value was calculated based on inputs that are observable in the market or that could be derived from, or corroborated with, observable market data, including our stock price and interest rates based on debt issued by parties with comparable credit ratings to us and inputs that are not observable in the market. | ||||||||||||||||
-3 | The Level 1 estimated fair value was based on unadjusted quoted prices in active markets for identical liabilities that we had the ability to access at the measurement date. | ||||||||||||||||
-4 | The Level 3 estimated fair value approximates the principal amount because the interest rates are variable and reflective of market rates and CTPL has the ability to call this debt at any time without penalty. |
Income_Taxes_Notes
Income Taxes (Notes) | 3 Months Ended |
Mar. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES |
We are not presently a taxpayer for federal or state income tax purposes and have not recorded a net liability for federal or state income taxes in any of the periods included in the accompanying financial statements. However, we are presently an international taxpayer and have recorded a net expense of $0.7 million and $0.1 million for the three months ended March 31, 2015 and 2014, respectively, for international income taxes. | |
We experienced an ownership change within the provisions of Internal Revenue Code (“IRC”) Section 382 in 2008, 2010 and 2012. An analysis of the annual limitation on the utilization of our net operating losses (“NOLs”) was performed in accordance with IRC Section 382. It was determined that IRC Section 382 will not limit the use of our NOLs in full over the carryover period. We will continue to monitor trading activity in our shares which may cause an additional ownership change which could ultimately affect our ability to fully utilize our existing tax NOL carryforwards. |
ShareBased_Compensation_Notes
Share-Based Compensation (Notes) | 3 Months Ended |
Mar. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation | SHARE-BASED COMPENSATION |
We have granted stock, restricted stock, phantom units and options to purchase common stock to employees, outside directors, and a consultant under the Cheniere Energy, Inc. Amended and Restated 1997 Stock Option Plan (the “1997 Plan”), Amended and Restated 2003 Stock Incentive Plan, as amended (the “2003 Plan”), and 2011 Incentive Plan, as amended (the “2011 Plan”). | |
The 1997 Plan provides for the issuance of stock options to purchase up to 5.0 million shares of our common stock, all of which have been granted. Non-qualified stock options were granted to employees, contract service providers and outside directors. The 2003 Plan and 2011 Plan provide for the issuance of 21.0 million shares and 35.0 million shares, respectively, of our common stock that may be in the form of non-qualified stock options, incentive stock options, purchased stock, restricted (non-vested) stock, bonus (unrestricted) stock, stock appreciation rights, phantom units and other share-based performance awards deemed by the Compensation Committee of our Board of Directors (the “Compensation Committee”) to be consistent with the purposes of the 2003 Plan and 2011 Plan. As of March 31, 2015, all of the shares under the 2003 Plan have been granted and approximately 27 million shares, net of cancellations, have been granted under the 2011 Plan. | |
Phantom units are share-based awards issued to employees over a vesting period that entitle the grantee to receive the cash equivalent to the value of a share of our common stock upon each vesting. Phantom units are not eligible to receive quarterly distributions. The Company records compensation cost equal to the fair value of the award at the measurement date, which is determined to be the earlier of the performance commitment date or the service completion date. In addition, compensation cost for unvested phantom unit awards is adjusted quarterly for any changes in the Company’s stock price. During the three months ended March 31, 2015 and 2014, we granted approximately 72,000 and zero phantom units, respectively, to employees. | |
For the three months ended March 31, 2015 and 2014, the total share-based compensation expense, net of capitalization, recognized in our net loss was $16.1 million and $35.9 million, respectively, and for the same periods we capitalized as part of the cost of capital assets $1.9 million and $1.8 million, respectively. We did not recognize any cumulative adjustments in our compensation expense for the three months ended March 31, 2015 and 2014. | |
The total unrecognized compensation cost at March 31, 2015 relating to non-vested share-based compensation arrangements was $153.5 million, which is expected to be recognized over a weighted average period of 2.6 years. | |
We received $1.0 million and $3.7 million in the three months ended March 31, 2015 and 2014, respectively, of proceeds from the exercise of stock options. | |
During the three months ended March 31, 2015 and 2014, we recognized zero and $10.8 million, respectively, of share-based compensation expense related to the modification of long-term commercial bonus awards resulting from an employee termination. |
Net_Loss_Per_Share_Attributabl
Net Loss Per Share Attributable to Common Stockholders (Notes) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Earnings Per Share [Abstract] | ||||||||
Net Loss Per Share Attributable to Common Stockholders | NET LOSS PER SHARE ATTRIBUTABLE TO COMMON STOCKHOLDERS | |||||||
Basic net loss per share attributable to common stockholders (“EPS”) excludes dilution and is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding during the period. Diluted EPS reflects potential dilution and is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding during the period increased by the number of additional common shares that would have been outstanding if the potential common shares had been issued. | ||||||||
The following table reconciles basic and diluted weighted average common shares outstanding for the three months ended March 31, 2015 and 2014 (in thousands, except for loss per share): | ||||||||
Three Months Ended | ||||||||
March 31, | ||||||||
2015 | 2014 | |||||||
Weighted average common shares outstanding: | ||||||||
Basic | 226,328 | 223,207 | ||||||
Dilutive common stock options (1) | — | — | ||||||
Diluted | 226,328 | 223,207 | ||||||
Basic and diluted net loss per share attributable to common stockholders | $ | (1.18 | ) | $ | (0.44 | ) | ||
-1 | Stock options and unvested stock of 10.3 million shares and 14.5 million shares for the three months ended March 31, 2015 and 2014, respectively, representing securities that could potentially dilute basic EPS in the future were not included in the diluted net loss per share computations because their effect would have been anti-dilutive. In addition, 21.1 million shares in aggregate, issuable upon conversion of the 2021 Convertible Unsecured Notes and the 2045 Convertible Senior Notes, as described in Note 7—Long-Term Debt, were not included in the computation of diluted net loss per share for 2015 because the computation of diluted net loss per share utilizing the “if-converted” method would be anti-dilutive. |
Commitments_and_Contingencies_
Commitments and Contingencies (Notes) | 3 Months Ended |
Mar. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES |
Legal Proceedings | |
During the second quarter of 2014, four lawsuits were filed in the Court of Chancery of the State of Delaware (the “Court”) against us and/or certain of our present and former officers and directors that challenged the manner in which abstentions were treated in connection with the stockholder vote on Amendment No. 1 to the 2011 Incentive Plan (“Amendment No. 1”), pursuant to which, among other things, the number of shares of common stock available for issuance under the 2011 Plan was increased from 10.0 million to 35.0 million shares. The lawsuits contended that abstentions should have been counted as “no” votes in tabulating the outcome of the vote and that the stockholders did not approve Amendment No. 1 when abstentions are counted as such. The lawsuits further contended that portions of the Amended and Restated Bylaws of Cheniere Energy, Inc. adopted on April 3, 2014 were invalid and that certain disclosures relating to these matters made by us were misleading. The lawsuits asserted claims for breach of contract and breach of fiduciary duty (both on a class and a derivative basis) and claims for unjust enrichment (on a derivative basis). The lawsuits sought, among other things, a declaration that the February 1, 2013 stockholder vote on Amendment No. 1 was void, disgorgement of all compensation distributed as a result of Amendment No. 1, voiding the awards made from the shares reserved pursuant to Amendment No. 1 and monetary damages. On June 16, 2014, we filed a verified application with the Court pursuant to 8 Del. C. § 205 (the “Section 205 Action”) in which we asked the Court to declare valid the issuance, pursuant to the 2011 Plan, of the 25.0 million additional shares of our common stock covered by Amendment No. 1, whether occurring in the past or the future. | |
The parties to the above-referenced lawsuits and the Section 205 Action entered into a Stipulation and Agreement of Compromise, Settlement and Release dated December 12, 2014 (the “Stipulation”), subject to its terms and conditions, including receipt, among other things, of Court approval, to resolve the litigation. On March 16, 2015, the Court approved the settlement of the litigation and awarded plaintiffs’ counsel fees, which were paid by our insurers in April 2015. |
Business_Segment_Information_N
Business Segment Information (Notes) | 3 Months Ended | |||||||||||||||
Mar. 31, 2015 | ||||||||||||||||
Segment Reporting [Abstract] | ||||||||||||||||
Business Segment Information | BUSINESS SEGMENT INFORMATION | |||||||||||||||
We have two reportable segments: LNG terminal segment and LNG and natural gas marketing segment. We determine our reportable segments by identifying each segment that engaged in business activities from which it may earn revenues and incur expenses, had operating results regularly reviewed by the entities’ chief operating decision maker for purposes of resource allocation and performance assessment, and had discrete financial information. Substantially all of our revenues from external customers and long-lived assets are attributed to or located in the United States. | ||||||||||||||||
Our LNG terminal segment consists of the Sabine Pass and Corpus Christi LNG terminals. We own and operate the Sabine Pass LNG terminal located on the Sabine Pass shipping channel in Louisiana through our ownership interest in and management agreements with Cheniere Partners. We own 100% of the general partner interest in Cheniere Partners and 80.1% of the common shares of Cheniere Holdings, which owns a 55.9% limited partner interest in Cheniere Partners. We are also developing a natural gas liquefaction facility near Corpus Christi, Texas. | ||||||||||||||||
Our LNG and natural gas marketing segment consists of LNG and natural gas marketing activities by Cheniere Marketing. Cheniere Marketing is developing a platform for LNG sales to international markets with professional staff based in the United States, United Kingdom, Singapore and Chile. | ||||||||||||||||
The following table summarizes revenues (losses), loss from operations and total assets for each of our reporting segments (in thousands): | ||||||||||||||||
Segments | ||||||||||||||||
LNG Terminal | LNG & Natural Gas Marketing | Corporate and Other (1) | Total | |||||||||||||
Consolidation | ||||||||||||||||
As of or for the Three Months Ended March 31, 2015 | ||||||||||||||||
Revenues from external customers (2) | $ | 67,580 | $ | 662 | $ | 127 | $ | 68,369 | ||||||||
Intersegment revenues (losses) (3) | 103 | 7,017 | (7,120 | ) | — | |||||||||||
Depreciation expense | 14,941 | 200 | 2,628 | 17,769 | ||||||||||||
Loss from operations | (25,089 | ) | (5,183 | ) | (30,726 | ) | (60,998 | ) | ||||||||
Interest expense, net | (42,845 | ) | — | (16,767 | ) | (59,612 | ) | |||||||||
Loss before income taxes and non-controlling interest (4) | (277,655 | ) | (5,390 | ) | (52,121 | ) | (335,166 | ) | ||||||||
Share-based compensation | 3,197 | 4,035 | 10,759 | 17,991 | ||||||||||||
Goodwill | 76,819 | — | — | 76,819 | ||||||||||||
Total assets | 12,481,669 | 570,287 | 1,871,091 | 14,923,047 | ||||||||||||
Expenditures for additions to long-lived assets | 590,245 | 714 | 28,781 | 619,740 | ||||||||||||
As of or for the Three Months Ended March 31, 2014 | ||||||||||||||||
Revenues from external customers (2) | $ | 67,119 | $ | 658 | $ | (227 | ) | $ | 67,550 | |||||||
Intersegment revenues (losses) (3) | 72 | 2,174 | (2,246 | ) | — | |||||||||||
Depreciation expense | 14,406 | 152 | 917 | 15,475 | ||||||||||||
Loss from operations | (7,516 | ) | (11,594 | ) | (28,502 | ) | (47,612 | ) | ||||||||
Interest expense, net | (40,373 | ) | — | 103 | (40,270 | ) | ||||||||||
Loss before income taxes and non-controlling interest (4) | (77,354 | ) | (11,727 | ) | (33,172 | ) | (122,253 | ) | ||||||||
Share-based compensation | 3,050 | 6,510 | 28,138 | 37,698 | ||||||||||||
Goodwill | 76,819 | — | — | 76,819 | ||||||||||||
Total assets | 8,520,986 | 62,955 | 940,675 | 9,524,616 | ||||||||||||
Expenditures for additions to long-lived assets | 659,779 | 314 | 25,911 | 686,004 | ||||||||||||
-1 | Includes corporate activities, business development, oil and gas exploration, development and exploitation, strategic activities and certain intercompany eliminations. These activities have been included in the corporate and other column due to the lack of a material impact that these activities have on our Consolidated Financial Statements. | |||||||||||||||
-2 | Substantially all of the LNG terminal revenues relate to regasification capacity reservation fee payments made by Total Gas & Power North America, Inc. and Chevron U.S.A. Inc. LNG and natural gas marketing and trading revenue consists primarily of the domestic marketing of natural gas imported into the Sabine Pass LNG terminal. | |||||||||||||||
-3 | Intersegment revenues (losses) related to our LNG and natural gas marketing segment are primarily a result of international revenue allocations using a cost plus transfer pricing methodology. These LNG and natural gas marketing segment intersegment revenues (losses) are eliminated with intersegment revenues (losses) in our Consolidated Statements of Operations. | |||||||||||||||
-4 | Items to reconcile loss from operations and loss before income taxes and non-controlling interest include consolidated other income (expense) amounts as presented on our Consolidated Statements of Operations primarily related to our LNG terminal segment. |
Supplemental_Cash_Flow_Informa
Supplemental Cash Flow Information (Notes) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Supplemental Cash Flow Information [Abstract] | |||||||||
Supplemental Cash Flow Information | SUPPLEMENTAL CASH FLOW INFORMATION | ||||||||
The following table provides supplemental disclosure of cash flow information (in thousands): | |||||||||
Three Months Ended March 31, | |||||||||
2015 | 2014 | ||||||||
Cash paid during the year for interest, net of amounts capitalized and deferred | $ | — | $ | 16,567 | |||||
Balance in property, plant and equipment, net funded with accounts payable and accrued liabilities | 150,623 | 66,241 | |||||||
Recent_Accounting_Standards_No
Recent Accounting Standards (Notes) | 3 Months Ended |
Mar. 31, 2015 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recent Accounting Standards | RECENT ACCOUNTING STANDARDS |
In May 2014, the Financial Accounting Standards Board (the “FASB”) amended its guidance on revenue recognition. The core principle of this amendment is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This guidance is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period, with earlier adoption not permitted. This guidance may be adopted either retrospectively to each prior reporting period presented or as a cumulative-effect adjustment as of the date of adoption. We are currently evaluating the impact of the provisions of this guidance on our consolidated financial position, results of operations and cash flows. | |
In August 2014, the FASB issued authoritative guidance that requires an entity’s management to evaluate, for each reporting period, whether there are conditions and events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the financial statements are issued. Additional disclosures are required if management concludes that conditions or events raise substantial doubt about the entity’s ability to continue as a going concern. This guidance is effective for annual reporting periods ending after December 15, 2016, and for annual periods and interim periods thereafter, with earlier adoption permitted. The adoption of this guidance is not expected to have an impact on our Consolidated Financial Statements or related disclosures. | |
In February 2015, the FASB amended its guidance on consolidation analysis. This amendment primarily affects asset managers and reporting entities involved with limited partnerships or similar entities, but the analysis is relevant in the evaluation of any reporting organization’s requirement to consolidate a legal entity. This guidance changes (1) the identification of variable interests, (2) the variable interest entity characteristics for a limited partnership or similar entity and (3) the primary beneficiary determination. This guidance is effective for annual reporting periods beginning after December 15, 2015, including interim periods within that reporting period, with earlier adoption permitted. This guidance may be adopted either retrospectively to each prior reporting period presented or as a cumulative-effect adjustment as of the date of adoption. We are currently evaluating the impact of the provisions of this guidance on our consolidated financial position, results of operations and cash flows. | |
In April 2015, the FASB issued authoritative guidance that requires debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the debt liability rather than as an asset. This guidance is effective for annual reporting periods beginning after December 15, 2015, including interim periods within that reporting period, with earlier adoption permitted. This guidance must be adopted retrospectively to each prior reporting period presented and disclosures will be required for a change in accounting principles. Upon adoption of this standard, the balance of long-term debt, net will be reduced by the balance of debt issuance costs, net on our Consolidated Balance Sheets. | |
In April 2015, the FASB issued authoritative guidance that clarifies the circumstances under which a cloud computing customer would account for the arrangement as a license of internal-use software. This guidance is effective for annual reporting periods beginning after December 15, 2015, including interim periods within that reporting period, with earlier adoption permitted. This guidance may be adopted either retrospectively or prospectively to arrangements entered into, or materially modified, after the effective date. We are currently evaluating the impact of the provisions of this guidance on our consolidated financial position, results of operations and cash flows. |
Subsequent_Events_Notes
Subsequent Events (Notes) | 3 Months Ended |
Mar. 31, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | SUBSEQUENT EVENTS |
2014-2018 Long-Term Cash Incentive Program | |
In April 2015, our Board of Directors approved and granted awards under the new 2014-2018 Long-Term Cash Incentive Program (“2014-2018 LTIP”), which is a sub-plan of the Company’s 2015 Long-Term Cash Incentive Plan adopted in April 2015. The 2014-2018 LTIP consists of phantom units settled in cash with five consecutive annual performance periods commencing on November 1 and ending on October 31 of each year through October 31, 2018. Awards under the 2014-2018 LTIP will be subject to a three-year vesting schedule, with one third of the phantom units vesting and becoming payable on each of the first, second and third anniversaries of the date of the grant (with the exception of the initial grant for the 2014 performance period, which will vest and become payable on each of February 1, 2016, February 1, 2017 and February 1, 2018). The 2014-2018 LTIP is 100% performance-based and will reward long-term performance measured against growth in the Company’s market capitalization, referred to in the plan documents as total shareholder value (“TSV”), above certain thresholds. Under the 2014-2018 LTIP, the general pool is awarded generally between 2% and 4% of the growth in TSV and the senior executive pool is capped at 2% of the growth in TSV, with the Chief Executive Officer’s compensation targeted at 50% of the senior executive pool, subject to adjustment at the discretion of the Compensation Committee. The number of phantom units comprising the senior executive pool has also been capped, and cannot exceed an amount equal to 1.5% of our common shares outstanding in any one year. |
Basis_of_Presentation_Policies
Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation, Policy | The accompanying unaudited Consolidated Financial Statements of Cheniere Energy, Inc. have been prepared in accordance with GAAP for interim financial information and with Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In our opinion, all adjustments, consisting only of normal recurring adjustments necessary for a fair presentation, have been included. Certain reclassifications have been made to conform prior period information to the current presentation. The reclassifications had no effect on our overall consolidated financial position, results of operations or cash flows. |
Property_Plant_and_Equipment_T
Property, Plant and Equipment (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Property, Plant and Equipment [Abstract] | ||||||||
Property, Plant and Equipment | Property, plant and equipment consists of LNG terminal costs and fixed assets and other, as follows (in thousands): | |||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
LNG terminal costs | ||||||||
LNG terminal | $ | 2,271,016 | $ | 2,269,429 | ||||
LNG terminal construction-in-process | 7,747,197 | 7,155,046 | ||||||
LNG site and related costs, net | 9,393 | 9,395 | ||||||
Accumulated depreciation | (365,231 | ) | (350,497 | ) | ||||
Total LNG terminal costs, net | 9,662,375 | 9,083,373 | ||||||
Fixed assets and other | ||||||||
Computer and office equipment | 9,152 | 7,464 | ||||||
Furniture and fixtures | 16,626 | 10,733 | ||||||
Computer software | 56,743 | 46,882 | ||||||
Leasehold improvements | 36,482 | 36,067 | ||||||
Land and other | 100,550 | 92,403 | ||||||
Accumulated depreciation | (28,958 | ) | (30,169 | ) | ||||
Total fixed assets and other, net | 190,595 | 163,380 | ||||||
Property, plant and equipment, net | $ | 9,852,970 | $ | 9,246,753 | ||||
Derivative_Instruments_Tables
Derivative Instruments (Tables) | 3 Months Ended | ||||||||||||||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||||||||||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||||||||||||||||||||||||||||||
Fair Value of Derivative Assets and Liabilities | The following table (in thousands) shows the fair value of our derivative instruments that are required to be measured at fair value on a recurring basis as of March 31, 2015 and December 31, 2014, which are classified as prepaid expenses and other, non-current derivative assets, derivative liabilities and other non-current liabilities in our Consolidated Balance Sheets. | ||||||||||||||||||||||||||||||||
Fair Value Measurements as of | |||||||||||||||||||||||||||||||||
31-Mar-15 | 31-Dec-14 | ||||||||||||||||||||||||||||||||
Quoted Prices in Active Markets | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | Total | Quoted Prices in Active Markets | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | Total | ||||||||||||||||||||||||||
(Level 1) | (Level 1) | ||||||||||||||||||||||||||||||||
LNG Inventory Derivatives asset | $ | — | $ | 367 | $ | — | $ | 367 | $ | — | $ | 1,140 | $ | — | $ | 1,140 | |||||||||||||||||
Fuel Derivatives liability | — | (755 | ) | — | (755 | ) | — | (921 | ) | — | (921 | ) | |||||||||||||||||||||
Term Gas Supply Derivatives asset | — | — | 342 | 342 | — | — | 342 | 342 | |||||||||||||||||||||||||
SPL Interest Rate Derivatives liability | — | (11,692 | ) | — | (11,692 | ) | — | (12,036 | ) | — | (12,036 | ) | |||||||||||||||||||||
Contingent Interest Rate Derivatives liability | — | (89,552 | ) | — | (89,552 | ) | — | — | — | — | |||||||||||||||||||||||
Fair Value Inputs, Assets, Quantitative Information | The following table (in thousands, except natural gas basis spread) includes quantitative information for the unobservable inputs as of March 31, 2015: | ||||||||||||||||||||||||||||||||
Net Fair Value Asset | Valuation Technique | Significant Unobservable Input | Significant Unobservable Inputs Range | ||||||||||||||||||||||||||||||
Term Gas Supply Derivatives | $342 | Income Approach | Basis Spread | $ (0.350) - $0.046 | |||||||||||||||||||||||||||||
Derivative Net Presentation on Consolidated Balance Sheets | The following table (in thousands) shows the fair value of our derivatives outstanding on a gross and net basis: | ||||||||||||||||||||||||||||||||
Gross Amounts Recognized | Gross Amounts Offset in the Consolidated Balance Sheets | Net Amounts Presented in the Consolidated Balance Sheets | |||||||||||||||||||||||||||||||
Offsetting Derivative Assets (Liabilities) | |||||||||||||||||||||||||||||||||
As of March 31, 2015: | |||||||||||||||||||||||||||||||||
LNG Inventory Derivatives | $ | 367 | $ | (4 | ) | $ | 371 | ||||||||||||||||||||||||||
Fuel Derivatives | (755 | ) | (755 | ) | — | ||||||||||||||||||||||||||||
Term Gas Supply Derivatives | 662 | — | 662 | ||||||||||||||||||||||||||||||
Term Gas Supply Derivatives | (320 | ) | — | (320 | ) | ||||||||||||||||||||||||||||
SPL Interest Rate Derivatives | (11,692 | ) | — | (11,692 | ) | ||||||||||||||||||||||||||||
Contingent Interest Rate Derivatives | (89,552 | ) | — | (89,552 | ) | ||||||||||||||||||||||||||||
As of December 31, 2014: | |||||||||||||||||||||||||||||||||
LNG Inventory Derivatives | 1,140 | 1,056 | 84 | ||||||||||||||||||||||||||||||
Fuel Derivatives | (921 | ) | (921 | ) | — | ||||||||||||||||||||||||||||
Term Gas Supply Derivatives | 662 | — | 662 | ||||||||||||||||||||||||||||||
Term Gas Supply Derivatives | (320 | ) | — | (320 | ) | ||||||||||||||||||||||||||||
SPL Interest Rate Derivatives | 11,158 | — | 11,158 | ||||||||||||||||||||||||||||||
SPL Interest Rate Derivatives | (23,194 | ) | — | (23,194 | ) | ||||||||||||||||||||||||||||
Commodity Derivatives [Member] | |||||||||||||||||||||||||||||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||||||||||||||||||||||||||||||
Fair Value of Derivative Instruments by Balance Sheet Location | |||||||||||||||||||||||||||||||||
31-Mar-15 | 31-Dec-14 | ||||||||||||||||||||||||||||||||
LNG Inventory Derivatives (1) | Fuel Derivatives (1) | Term Gas Supply Derivatives | Total Commodity Derivatives | LNG Inventory Derivatives (1) | Fuel Derivatives (1) | Term Gas Supply Derivatives | Total Commodity Derivatives | ||||||||||||||||||||||||||
Balance Sheet Location | |||||||||||||||||||||||||||||||||
Prepaid expenses and other | $ | 367 | $ | (755 | ) | $ | 190 | $ | (198 | ) | $ | 1,140 | $ | (921 | ) | $ | 76 | $ | 295 | ||||||||||||||
Non-current derivative assets | — | — | 472 | 472 | — | — | 586 | 586 | |||||||||||||||||||||||||
Total derivative assets | 367 | (755 | ) | 662 | 274 | 1,140 | (921 | ) | 662 | 881 | |||||||||||||||||||||||
Derivative liabilities | — | — | (133 | ) | (133 | ) | — | — | (53 | ) | (53 | ) | |||||||||||||||||||||
Other non-current liabilities | — | — | (187 | ) | (187 | ) | — | — | (267 | ) | (267 | ) | |||||||||||||||||||||
Total derivative liabilities | — | — | (320 | ) | (320 | ) | — | — | (320 | ) | (320 | ) | |||||||||||||||||||||
Net derivative assets (liabilities) | $ | 367 | $ | (755 | ) | $ | 342 | $ | (46 | ) | $ | 1,140 | $ | (921 | ) | $ | 342 | $ | 561 | ||||||||||||||
-1 | Does not include collateral of $5.9 million and $5.7 million deposited for such contracts, which is included in prepaid expenses and other current assets in our Consolidated Balance Sheets as of March 31, 2015 and December 31, 2014, respectively. | ||||||||||||||||||||||||||||||||
Derivative Instruments, Gain (Loss) | The following table (in thousands) shows the changes in the fair value and settlements and location of our Commodity Derivatives recorded on our Consolidated Statements of Operations during the three months ended March 31, 2015 and 2014: | ||||||||||||||||||||||||||||||||
Three Months Ended March 31, | |||||||||||||||||||||||||||||||||
Statement of Operations Location | 2015 | 2014 | |||||||||||||||||||||||||||||||
LNG Inventory Derivatives gain (loss) | Marketing and trading revenues | $ | (206 | ) | $ | 184 | |||||||||||||||||||||||||||
Fuel Derivatives gain (loss) | Marketing and trading revenues | (41 | ) | 165 | |||||||||||||||||||||||||||||
LNG Inventory Derivatives gain (loss) | Derivative loss, net | 754 | (435 | ) | |||||||||||||||||||||||||||||
Fuel Derivatives gain | Derivative loss, net | — | 242 | ||||||||||||||||||||||||||||||
Term Gas Supply Derivatives gain (loss) (1) | Operating and maintenance expense | — | — | ||||||||||||||||||||||||||||||
(1) There were no settlements during the reporting period. | |||||||||||||||||||||||||||||||||
Interest Rate Derivatives [Member] | |||||||||||||||||||||||||||||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||||||||||||||||||||||||||||||
Schedule of Notional Amounts of Outstanding Derivative Positions | As of March 31, 2015, we had the following interest rate derivatives outstanding: | ||||||||||||||||||||||||||||||||
Initial Notional Amount | Maximum Notional Amount | Effective Date | Maturity Date | Weighted Average Fixed Interest Rate Paid | Variable Interest Rate Received | ||||||||||||||||||||||||||||
SPL Interest Rate Derivatives | $20.0 million | $691.0 million | August 14, 2012 | July 31, 2019 | 1.98% | One-month LIBOR | |||||||||||||||||||||||||||
Contingent Interest Rate Derivatives (1) | $28.8 million | $5.4 billion | May 8, 2015 | May 31, 2022 | 2.32% | One-month LIBOR | |||||||||||||||||||||||||||
-1 | The effective date represents management’s estimate of commencement of first monthly settlement of the contingent interest rate derivative instruments, and the maturity date is based on the contractual term of the instruments once effective. | ||||||||||||||||||||||||||||||||
Fair Value of Derivative Instruments by Balance Sheet Location | The following table (in thousands) shows the fair value of our interest rate derivatives: | ||||||||||||||||||||||||||||||||
31-Mar-15 | 31-Dec-14 | ||||||||||||||||||||||||||||||||
SPL Interest Rate Derivatives | Contingent Interest Rate Derivatives | Total | SPL Interest Rate Derivatives | Contingent Interest Rate Derivatives | Total | ||||||||||||||||||||||||||||
Balance Sheet Location | |||||||||||||||||||||||||||||||||
Non-current derivative assets | $ | — | $ | — | $ | — | $ | 11,158 | $ | — | $ | 11,158 | |||||||||||||||||||||
Total derivative assets | — | — | — | 11,158 | — | 11,158 | |||||||||||||||||||||||||||
Derivative liabilities | (7,119 | ) | (10,794 | ) | (17,913 | ) | (23,194 | ) | — | (23,194 | ) | ||||||||||||||||||||||
Other non-current liabilities | (4,573 | ) | (78,758 | ) | (83,331 | ) | — | — | — | ||||||||||||||||||||||||
Total derivative liabilities | (11,692 | ) | (89,552 | ) | (101,244 | ) | (23,194 | ) | — | (23,194 | ) | ||||||||||||||||||||||
Derivative liabilities, net | $ | (11,692 | ) | $ | (89,552 | ) | $ | (101,244 | ) | $ | (12,036 | ) | $ | — | $ | (12,036 | ) | ||||||||||||||||
Derivative Instruments, Gain (Loss) | The following table (in thousands) shows the changes in the fair value and settlements of our interest rate derivatives recorded in derivative loss, net on our Consolidated Statements of Operations during the three months ended March 31, 2015 and 2014: | ||||||||||||||||||||||||||||||||
Three Months Ended March 31, | |||||||||||||||||||||||||||||||||
2015 | 2014 | ||||||||||||||||||||||||||||||||
SPL Interest Rate Derivatives loss | $ | (37,138 | ) | $ | (34,479 | ) | |||||||||||||||||||||||||||
Contingent Interest Rate Derivatives loss | (89,552 | ) | — | ||||||||||||||||||||||||||||||
Accrued_Liabilities_Tables
Accrued Liabilities (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Accrued Liabilities [Abstract] | |||||||||
Schedule of Accrued Liabilities | As of March 31, 2015 and December 31, 2014, accrued liabilities consisted of the following (in thousands): | ||||||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
Interest expense and related debt fees | $ | 167,376 | $ | 112,858 | |||||
Payroll | 18,595 | 6,425 | |||||||
LNG liquefaction costs | 28,201 | 22,014 | |||||||
LNG terminal costs | 9,352 | 1,077 | |||||||
Other accrued liabilities | 32,291 | 26,773 | |||||||
Total accrued liabilities | $ | 255,815 | $ | 169,147 | |||||
LongTerm_Debt_Tables
Long-Term Debt (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Schedule of Long-term Debt Instruments | As of March 31, 2015 and December 31, 2014, our long-term debt consisted of the following (in thousands): | ||||||||||||||||
March 31, | December 31, | ||||||||||||||||
2015 | 2014 | ||||||||||||||||
Long-term debt | |||||||||||||||||
2016 Sabine Pass LNG Senior Notes | $ | 1,665,500 | $ | 1,665,500 | |||||||||||||
2020 Sabine Pass LNG Senior Notes | 420,000 | 420,000 | |||||||||||||||
2021 SPL Senior Notes | 2,000,000 | 2,000,000 | |||||||||||||||
2022 SPL Senior Notes | 1,000,000 | 1,000,000 | |||||||||||||||
2023 SPL Senior Notes | 1,500,000 | 1,500,000 | |||||||||||||||
2024 SPL Senior Notes | 2,000,000 | 2,000,000 | |||||||||||||||
2025 SPL Senior Notes | 2,000,000 | — | |||||||||||||||
2021 Convertible Unsecured Notes | 1,004,469 | 1,004,469 | |||||||||||||||
2045 Convertible Senior Notes | 625,000 | — | |||||||||||||||
2017 CTPL Term Loan | 400,000 | 400,000 | |||||||||||||||
Total long-term debt | 12,614,969 | 9,989,969 | |||||||||||||||
Long-term debt premium (discount) | |||||||||||||||||
2016 Sabine Pass LNG Senior Notes | (7,824 | ) | (8,998 | ) | |||||||||||||
2021 SPL Senior Notes | 9,819 | 10,177 | |||||||||||||||
2023 SPL Senior Notes | 6,918 | 7,088 | |||||||||||||||
2021 Convertible Unsecured Notes | (183,243 | ) | (189,717 | ) | |||||||||||||
2045 Convertible Senior Notes | (320,575 | ) | — | ||||||||||||||
2017 CTPL Term Loan | (2,184 | ) | (2,435 | ) | |||||||||||||
Total long-term debt, net | $ | 12,117,880 | $ | 9,806,084 | |||||||||||||
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments | The following table (in thousands) shows the carrying amount and estimated fair value of our long-term debt: | ||||||||||||||||
March 31, 2015 | December 31, 2014 | ||||||||||||||||
Carrying | Estimated | Carrying | Estimated | ||||||||||||||
Amount | Fair Value | Amount | Fair Value | ||||||||||||||
2016 Sabine Pass LNG Senior Notes, net of discount (1) | $ | 1,657,676 | $ | 1,757,136 | $ | 1,656,502 | $ | 1,718,621 | |||||||||
2020 Sabine Pass LNG Senior Notes (1) | 420,000 | 428,400 | 420,000 | 428,400 | |||||||||||||
2021 SPL Senior Notes, net of premium (1) | 2,009,819 | 2,024,893 | 2,010,177 | 1,985,050 | |||||||||||||
2022 SPL Senior Notes (1) | 1,000,000 | 1,030,000 | 1,000,000 | 1,020,000 | |||||||||||||
2023 SPL Senior Notes, net of premium (1) | 1,506,918 | 1,506,918 | 1,507,089 | 1,476,947 | |||||||||||||
2024 SPL Senior Notes (1) | 2,000,000 | 2,000,000 | 2,000,000 | 1,970,000 | |||||||||||||
2025 SPL Senior Notes (1) | 2,000,000 | 1,975,000 | — | — | |||||||||||||
2021 Convertible Unsecured Notes (2) | 821,226 | 1,132,006 | 814,751 | 1,025,563 | |||||||||||||
2045 Convertible Senior Notes (3) | 304,425 | 518,863 | — | — | |||||||||||||
2017 CTPL Term Loan, net of discount (4) | 397,816 | 400,000 | 397,565 | 400,000 | |||||||||||||
-1 | The Level 2 estimated fair value was based on quotations obtained from broker-dealers who make markets in these and similar instruments based on the closing trading prices on March 31, 2015 and December 31, 2014, as applicable. | ||||||||||||||||
-2 | The Level 3 estimated fair value was calculated based on inputs that are observable in the market or that could be derived from, or corroborated with, observable market data, including our stock price and interest rates based on debt issued by parties with comparable credit ratings to us and inputs that are not observable in the market. | ||||||||||||||||
-3 | The Level 1 estimated fair value was based on unadjusted quoted prices in active markets for identical liabilities that we had the ability to access at the measurement date. | ||||||||||||||||
-4 | The Level 3 estimated fair value approximates the principal amount because the interest rates are variable and reflective of market rates and CTPL has the ability to call this debt at any time without penalty. | ||||||||||||||||
Convertible Notes [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Schedule of Interest Expense Related to Convertible Notes | Interest expense, before capitalization, related to the 2021 Convertible Unsecured Notes and the 2045 Convertible Senior Notes (together, the “Convertible Notes”) consisted of the following (in thousands): | ||||||||||||||||
Three Months Ended March 31, | |||||||||||||||||
2015 | 2014 | ||||||||||||||||
Interest per contractual rate | $ | 13,939 | $ | — | |||||||||||||
Amortization of debt discount | 6,598 | — | |||||||||||||||
Amortization of debt issuance costs | 14 | — | |||||||||||||||
Total interest expense related to the Convertible Notes | $ | 20,551 | $ | — | |||||||||||||
Net_Loss_Per_Share_Attributabl1
Net Loss Per Share Attributable to Common Stockholders (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Earnings Per Share [Abstract] | ||||||||
Schedule of Earnings Per Share, Basic and Diluted | The following table reconciles basic and diluted weighted average common shares outstanding for the three months ended March 31, 2015 and 2014 (in thousands, except for loss per share): | |||||||
Three Months Ended | ||||||||
March 31, | ||||||||
2015 | 2014 | |||||||
Weighted average common shares outstanding: | ||||||||
Basic | 226,328 | 223,207 | ||||||
Dilutive common stock options (1) | — | — | ||||||
Diluted | 226,328 | 223,207 | ||||||
Basic and diluted net loss per share attributable to common stockholders | $ | (1.18 | ) | $ | (0.44 | ) | ||
-1 | Stock options and unvested stock of 10.3 million shares and 14.5 million shares for the three months ended March 31, 2015 and 2014, respectively, representing securities that could potentially dilute basic EPS in the future were not included in the diluted net loss per share computations because their effect would have been anti-dilutive. In addition, 21.1 million shares in aggregate, issuable upon conversion of the 2021 Convertible Unsecured Notes and the 2045 Convertible Senior Notes, as described in Note 7—Long-Term Debt, were not included in the computation of diluted net loss per share for 2015 because the computation of diluted net loss per share utilizing the “if-converted” method would be anti-dilutive. |
Business_Segment_Information_T
Business Segment Information (Tables) | 3 Months Ended | |||||||||||||||
Mar. 31, 2015 | ||||||||||||||||
Segment Reporting [Abstract] | ||||||||||||||||
Schedule of Segment Reporting Information, by Segment | The following table summarizes revenues (losses), loss from operations and total assets for each of our reporting segments (in thousands): | |||||||||||||||
Segments | ||||||||||||||||
LNG Terminal | LNG & Natural Gas Marketing | Corporate and Other (1) | Total | |||||||||||||
Consolidation | ||||||||||||||||
As of or for the Three Months Ended March 31, 2015 | ||||||||||||||||
Revenues from external customers (2) | $ | 67,580 | $ | 662 | $ | 127 | $ | 68,369 | ||||||||
Intersegment revenues (losses) (3) | 103 | 7,017 | (7,120 | ) | — | |||||||||||
Depreciation expense | 14,941 | 200 | 2,628 | 17,769 | ||||||||||||
Loss from operations | (25,089 | ) | (5,183 | ) | (30,726 | ) | (60,998 | ) | ||||||||
Interest expense, net | (42,845 | ) | — | (16,767 | ) | (59,612 | ) | |||||||||
Loss before income taxes and non-controlling interest (4) | (277,655 | ) | (5,390 | ) | (52,121 | ) | (335,166 | ) | ||||||||
Share-based compensation | 3,197 | 4,035 | 10,759 | 17,991 | ||||||||||||
Goodwill | 76,819 | — | — | 76,819 | ||||||||||||
Total assets | 12,481,669 | 570,287 | 1,871,091 | 14,923,047 | ||||||||||||
Expenditures for additions to long-lived assets | 590,245 | 714 | 28,781 | 619,740 | ||||||||||||
As of or for the Three Months Ended March 31, 2014 | ||||||||||||||||
Revenues from external customers (2) | $ | 67,119 | $ | 658 | $ | (227 | ) | $ | 67,550 | |||||||
Intersegment revenues (losses) (3) | 72 | 2,174 | (2,246 | ) | — | |||||||||||
Depreciation expense | 14,406 | 152 | 917 | 15,475 | ||||||||||||
Loss from operations | (7,516 | ) | (11,594 | ) | (28,502 | ) | (47,612 | ) | ||||||||
Interest expense, net | (40,373 | ) | — | 103 | (40,270 | ) | ||||||||||
Loss before income taxes and non-controlling interest (4) | (77,354 | ) | (11,727 | ) | (33,172 | ) | (122,253 | ) | ||||||||
Share-based compensation | 3,050 | 6,510 | 28,138 | 37,698 | ||||||||||||
Goodwill | 76,819 | — | — | 76,819 | ||||||||||||
Total assets | 8,520,986 | 62,955 | 940,675 | 9,524,616 | ||||||||||||
Expenditures for additions to long-lived assets | 659,779 | 314 | 25,911 | 686,004 | ||||||||||||
-1 | Includes corporate activities, business development, oil and gas exploration, development and exploitation, strategic activities and certain intercompany eliminations. These activities have been included in the corporate and other column due to the lack of a material impact that these activities have on our Consolidated Financial Statements. | |||||||||||||||
-2 | Substantially all of the LNG terminal revenues relate to regasification capacity reservation fee payments made by Total Gas & Power North America, Inc. and Chevron U.S.A. Inc. LNG and natural gas marketing and trading revenue consists primarily of the domestic marketing of natural gas imported into the Sabine Pass LNG terminal. | |||||||||||||||
-3 | Intersegment revenues (losses) related to our LNG and natural gas marketing segment are primarily a result of international revenue allocations using a cost plus transfer pricing methodology. These LNG and natural gas marketing segment intersegment revenues (losses) are eliminated with intersegment revenues (losses) in our Consolidated Statements of Operations. | |||||||||||||||
-4 | Items to reconcile loss from operations and loss before income taxes and non-controlling interest include consolidated other income (expense) amounts as presented on our Consolidated Statements of Operations primarily related to our LNG terminal segment. |
Supplemental_Cash_Flow_Informa1
Supplemental Cash Flow Information (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Supplemental Cash Flow Information [Abstract] | |||||||||
Schedule of Cash Flow, Supplemental Disclosures | The following table provides supplemental disclosure of cash flow information (in thousands): | ||||||||
Three Months Ended March 31, | |||||||||
2015 | 2014 | ||||||||
Cash paid during the year for interest, net of amounts capitalized and deferred | $ | — | $ | 16,567 | |||||
Balance in property, plant and equipment, net funded with accounts payable and accrued liabilities | 150,623 | 66,241 | |||||||
Restricted_Cash_and_Cash_Equiv1
Restricted Cash and Cash Equivalents - Sabine Pass LNG Senior Notes Debt Service Reserve (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Dec. 31, 2014 | |
Rate | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted Cash and Cash Equivalents, Current | 457,456,000 | $481,737,000 |
Non-current restricted cash and cash equivalents | 1,856,524,000 | 550,811,000 |
Sabine Pass LNG, LP [Member] | Senior Notes Interest Payments [Member] | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted Cash and Cash Equivalents, Current | 53,000,000 | 15,000,000 |
Sabine Pass LNG, LP [Member] | Debt Service Reserve Fund [Member] | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Non-current restricted cash and cash equivalents | 76,100,000 | 76,100,000 |
Sabine Pass LNG, LP [Member] | Sabine Pass LNG Senior Notes [Member] | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Debt Instrument, Fixed Charge, Coverage Ratio | 2 | |
Sabine Pass LNG, LP [Member] | 2016 Sabine Pass LNG Senior Notes [Member] | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Debt Instrument, Face Amount | 1,665,500,000 | 1,665,500,000 |
Debt Instrument, Interest Rate, Stated Percentage | 7.50% | |
Sabine Pass LNG, LP [Member] | 2020 Sabine Pass LNG Senior Notes [Member] | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Debt Instrument, Face Amount | 420,000,000 | $420,000,000 |
Debt Instrument, Interest Rate, Stated Percentage | 6.50% |
Restricted_Cash_and_Cash_Equiv2
Restricted Cash and Cash Equivalents - SPL Reserve (Details) (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Mar. 31, 2015 | 31-May-13 | Dec. 31, 2013 | |
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Restricted Cash and Cash Equivalents, Current | $481,737,000 | $457,456,000 | ||
Non-current restricted cash and cash equivalents | 550,811,000 | 1,856,524,000 | ||
Sabine Pass Liquefaction [Member] | Payment of Liabilities [Member] | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Restricted Cash and Cash Equivalents, Current | 155,800,000 | 186,300,000 | ||
Sabine Pass Liquefaction [Member] | Construction Activities [Member] | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Non-current restricted cash and cash equivalents | 457,100,000 | 1,767,400,000 | ||
Sabine Pass Liquefaction [Member] | 2013 Liquefaction Credit Facilities [Member] | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | 5,900,000,000 | |||
Sabine Pass Liquefaction [Member] | 2021 SPL Senior Notes [Member] | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Debt Instrument, Face Amount | 2,000,000,000 | |||
Debt Instrument, Interest Rate, Stated Percentage | 5.63% | |||
Sabine Pass Liquefaction [Member] | 2022 SPL Senior Notes [Member] | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Debt Instrument, Face Amount | 1,000,000,000 | |||
Debt Instrument, Interest Rate, Stated Percentage | 6.25% | |||
Sabine Pass Liquefaction [Member] | 2023 SPL Senior Notes [Member] | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Debt Instrument, Face Amount | 1,500,000,000 | 1,000,000,000 | ||
Debt Instrument, Increase (Decrease), Net | 500,000,000 | |||
Debt Instrument, Interest Rate, Stated Percentage | 5.63% | |||
Sabine Pass Liquefaction [Member] | 2024 SPL Senior Notes [Member] | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Debt Instrument, Face Amount | 2,000,000,000 | |||
Debt Instrument, Interest Rate, Stated Percentage | 5.75% | |||
Sabine Pass Liquefaction [Member] | 2025 SPL Senior Notes [Member] | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Debt Instrument, Face Amount | $2,000,000,000 | |||
Debt Instrument, Interest Rate, Stated Percentage | 5.63% |
Restricted_Cash_and_Cash_Equiv3
Restricted Cash and Cash Equivalents - CTPL Reserve (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 | 31-May-13 |
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Restricted Cash and Cash Equivalents, Current | $457,456,000 | $481,737,000 | |
Non-current restricted cash and cash equivalents | 1,856,524,000 | 550,811,000 | |
Creole Trail Pipeline LP [Member] | Creole Trail Pipeline [Member] | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Length of Natural Gas Pipeline, in miles | 94 | ||
Creole Trail Pipeline LP [Member] | Payment of Liabilities [Member] | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Restricted Cash and Cash Equivalents, Current | 22,100,000 | 24,900,000 | |
Creole Trail Pipeline LP [Member] | Construction And Interest Payments [Member] | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Non-current restricted cash and cash equivalents | 6,000,000 | 11,300,000 | |
Creole Trail Pipeline LP [Member] | 2017 CTPL Term Loan [Member] | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Line of Credit Facility, Maximum Borrowing Capacity | $400,000,000 | $400,000,000 |
Restricted_Cash_and_Cash_Equiv4
Restricted Cash and Cash Equivalents - Other (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted Cash and Cash Equivalents, Current | $457,456 | $481,737 |
Non-current restricted cash and cash equivalents | 1,856,524 | 550,811 |
Subsidiary Cash [Member] | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted Cash and Cash Equivalents, Current | 172,500 | 250,100 |
Other Contractual Restrictions [Member] | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted Cash and Cash Equivalents, Current | 23,600 | 35,900 |
Non-current restricted cash and cash equivalents | $7,000 | $6,300 |
Property_Plant_and_Equipment_S
Property, Plant and Equipment - Schedule of Property, Plant and Equipment (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, net | $9,852,970 | $9,246,753 |
LNG terminal costs [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Accumulated depreciation | -365,231 | -350,497 |
Property, plant and equipment, net | 9,662,375 | 9,083,373 |
LNG terminal [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 2,271,016 | 2,269,429 |
LNG terminal construction-in-process [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 7,747,197 | 7,155,046 |
LNG site and related costs, net [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 9,393 | 9,395 |
Fixed assets and other [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Accumulated depreciation | -28,958 | -30,169 |
Property, plant and equipment, net | 190,595 | 163,380 |
Computer and office equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 9,152 | 7,464 |
Furniture and fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 16,626 | 10,733 |
Computer software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 56,743 | 46,882 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 36,482 | 36,067 |
Land and other [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $100,550 | $92,403 |
Derivative_Instruments_Narrati
Derivative Instruments - Narrative (Details) (USD $) | 3 Months Ended | 1 Months Ended | |||
Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | 31-May-14 | Nov. 30, 2013 | |
MMBTU | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Asset transfers into level 3 | $0 | $0 | |||
Asset transfers out of level 3 | 0 | 0 | |||
Energy Units Secured Through Long-Term Purchase Agreements, in MMBtu | 2,161,900,000 | 2,161,900,000 | |||
Term Gas Supply Derivatives [Member] | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Derivative, Notional Amount, in MMBtu | 1,249,400,000 | 1,249,400,000 | |||
Term Gas Supply Derivatives [Member] | Minimum [Member] | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Derivative, Term of Contract | 1 year | ||||
Term Gas Supply Derivatives [Member] | Maximum [Member] | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Derivative, Term of Contract | 7 years | ||||
SPL Interest Rate Derivatives [Member] | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Derivative, Gain (Loss) on Derivative, Net | -34,700,000 | ||||
Contingent Interest Rate Derivatives [Member] | Minimum [Member] | Final Investment Decision to Commence Construction of CCL Project [Member] | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Contingency and Syndication Premiums | 46,100,000 | ||||
Contingent Interest Rate Derivatives [Member] | Maximum [Member] | Final Investment Decision to Commence Construction of CCL Project [Member] | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Contingency and Syndication Premiums | 65,400,000 | ||||
Sabine Pass Liquefaction [Member] | 2013 Liquefaction Credit Facilities [Member] | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Line of Credit Facility, Increase (Decrease), Net | ($1,800,000,000) | ($2,100,000,000) | ($885,000,000) |
Derivative_Instruments_Fair_Va
Derivative Instruments - Fair Value of Derivative Assets and Liabilities (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
LNG Inventory Derivatives [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | $367 | $1,140 |
LNG Inventory 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 |
LNG Inventory 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 | 367 | 1,140 |
LNG Inventory 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 |
Fuel Derivatives [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | -755 | -921 |
Fuel 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 |
Fuel 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 | -755 | -921 |
Fuel 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 |
Term Gas Supply Derivatives [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | 342 | 342 |
Term Gas Supply Derivatives [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | 0 | 0 |
Term Gas 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 | 0 | 0 |
Term Gas 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 | 342 | 342 |
SPL Interest Rate Derivatives [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | -11,692 | -12,036 |
SPL 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 |
SPL 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 | -11,692 | -12,036 |
SPL 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 |
Contingent Interest Rate Derivatives [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | -89,552 | 0 |
Contingent 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 |
Contingent 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 | -89,552 | 0 |
Contingent Interest Rate Derivatives [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | $0 | $0 |
Derivative_Instruments_Derivat
Derivative Instruments Derivative Instruments - Fair Value Inputs - Quantitative Information (Details) (Term Gas Supply Derivatives [Member], USD $) | 3 Months Ended | |
Mar. 31, 2015 | Dec. 31, 2014 | |
Fair Value Inputs, Assets, Quantitative Information [Line Items] | ||
Net Fair Value Asset | $342,000 | $342,000 |
Valuation Technique | Income Approach | |
Significant Unobservable Input | Basis Spread | |
Minimum [Member] | ||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | ||
Significant Unobservable Inputs Range | -0.35 | |
Maximum [Member] | ||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | ||
Significant Unobservable Inputs Range | $0.05 |
Derivative_Instruments_Fair_Va1
Derivative Instruments - Fair Value of Derivative Instruments by Balance Sheet Location (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 | ||
Derivatives, Fair Value [Line Items] | ||||
Non-current derivative assets | $472,000 | $11,744,000 | ||
Derivative liabilities | -18,046,000 | -23,247,000 | ||
Commodity Derivatives [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Total derivative assets | 274,000 | 881,000 | ||
Total derivative liabilities | -320,000 | -320,000 | ||
Net derivative assets (liabilities) | -46,000 | 561,000 | ||
Commodity Derivatives [Member] | Prepaid Expenses And Other [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Prepaid expenses and other | -198,000 | 295,000 | ||
Commodity Derivatives [Member] | Noncurrent Derivative Assets [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Non-current derivative assets | 472,000 | 586,000 | ||
Commodity Derivatives [Member] | Derivative Liabilities, current [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative liabilities | -133,000 | -53,000 | ||
Commodity Derivatives [Member] | Other Noncurrent Liabilities [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Other non-current liabilities | -187,000 | -267,000 | ||
LNG Inventory Derivatives [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Total derivative assets | 367,000 | [1] | 1,140,000 | [1] |
Total derivative liabilities | 0 | [1] | 0 | [1] |
Net derivative assets (liabilities) | 367,000 | [1] | 1,140,000 | [1] |
LNG Inventory Derivatives [Member] | Prepaid Expenses And Other [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Prepaid expenses and other | 367,000 | [1] | 1,140,000 | [1] |
LNG Inventory Derivatives [Member] | Noncurrent Derivative Assets [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Non-current derivative assets | 0 | [1] | 0 | |
LNG Inventory Derivatives [Member] | Derivative Liabilities, current [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative liabilities | 0 | [1] | 0 | [1] |
LNG Inventory Derivatives [Member] | Other Noncurrent Liabilities [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Other non-current liabilities | 0 | [1] | 0 | [1] |
Fuel Derivatives [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Total derivative assets | -755,000 | [1] | -921,000 | [1] |
Total derivative liabilities | 0 | [1] | 0 | [1] |
Net derivative assets (liabilities) | -755,000 | [1] | -921,000 | [1] |
Fuel Derivatives [Member] | Prepaid Expenses And Other [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Prepaid expenses and other | -755,000 | [1] | -921,000 | [1] |
Fuel Derivatives [Member] | Noncurrent Derivative Assets [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Non-current derivative assets | 0 | [1] | 0 | |
Fuel Derivatives [Member] | Derivative Liabilities, current [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative liabilities | 0 | [1] | 0 | [1] |
Fuel Derivatives [Member] | Other Noncurrent Liabilities [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Other non-current liabilities | 0 | [1] | 0 | [1] |
Term Gas Supply Derivatives [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Total derivative assets | 662,000 | 662,000 | ||
Total derivative liabilities | -320,000 | -320,000 | ||
Net derivative assets (liabilities) | 342,000 | 342,000 | ||
Term Gas Supply Derivatives [Member] | Prepaid Expenses And Other [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Prepaid expenses and other | 190,000 | 76,000 | ||
Term Gas Supply Derivatives [Member] | Noncurrent Derivative Assets [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Non-current derivative assets | 472,000 | 586,000 | ||
Term Gas Supply Derivatives [Member] | Derivative Liabilities, current [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative liabilities | -133,000 | -53,000 | ||
Term Gas Supply Derivatives [Member] | Other Noncurrent Liabilities [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Other non-current liabilities | -187,000 | -267,000 | ||
Fuel Derivative or LNG Inventory Derivative [Member] | Prepaid Expenses And Other [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative, Collateral, Right to Reclaim Cash | 5,900,000 | 5,700,000 | ||
Interest Rate Derivatives [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Total derivative assets | 0 | 11,158,000 | ||
Total derivative liabilities | -101,244,000 | -23,194,000 | ||
Net derivative assets (liabilities) | -101,244,000 | -12,036,000 | ||
Interest Rate Derivatives [Member] | Noncurrent Derivative Assets [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Non-current derivative assets | 0 | 11,158,000 | ||
Interest Rate Derivatives [Member] | Derivative Liabilities, current [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative liabilities | -17,913,000 | -23,194,000 | ||
Interest Rate Derivatives [Member] | Other Noncurrent Liabilities [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Other non-current liabilities | -83,331,000 | 0 | ||
Sabine Pass Liquefaction [Member] | SPL Interest Rate Derivatives [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Total derivative assets | 0 | 11,158,000 | ||
Total derivative liabilities | -11,692,000 | -23,194,000 | ||
Net derivative assets (liabilities) | -11,692,000 | -12,036,000 | ||
Sabine Pass Liquefaction [Member] | SPL Interest Rate Derivatives [Member] | Noncurrent Derivative Assets [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Non-current derivative assets | 0 | 11,158,000 | ||
Sabine Pass Liquefaction [Member] | SPL Interest Rate Derivatives [Member] | Derivative Liabilities, current [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative liabilities | -7,119,000 | -23,194,000 | ||
Sabine Pass Liquefaction [Member] | SPL Interest Rate Derivatives [Member] | Other Noncurrent Liabilities [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Other non-current liabilities | -4,573,000 | 0 | ||
Cheniere Corpus Christi Holdings, LLC [Member] | Contingent Interest Rate Derivatives [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Total derivative assets | 0 | 0 | ||
Total derivative liabilities | -89,552,000 | 0 | ||
Net derivative assets (liabilities) | -89,552,000 | 0 | ||
Cheniere Corpus Christi Holdings, LLC [Member] | Contingent Interest Rate Derivatives [Member] | Noncurrent Derivative Assets [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Non-current derivative assets | 0 | 0 | ||
Cheniere Corpus Christi Holdings, LLC [Member] | Contingent Interest Rate Derivatives [Member] | Derivative Liabilities, current [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative liabilities | -10,794,000 | 0 | ||
Cheniere Corpus Christi Holdings, LLC [Member] | Contingent Interest Rate Derivatives [Member] | Other Noncurrent Liabilities [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Other non-current liabilities | ($78,758,000) | $0 | ||
[1] | Does not include collateral of $5.9 million and $5.7 million deposited for such contracts, which is included in prepaid expenses and other current assets in our Consolidated Balance Sheets as of March 31, 2015 and December 31, 2014, respectively. |
Derivative_Instruments_Derivat1
Derivative Instruments - Derivative Instruments, Gain (Loss) (Details) (USD $) | 3 Months Ended | 1 Months Ended | |||
Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | |||
LNG Inventory Derivatives [Member] | Marketing and trading revenues [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivative, Gain (Loss) on Derivative, Net | ($206,000) | $184,000 | |||
LNG Inventory Derivatives [Member] | Derivative loss, net [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivative, Gain (Loss) on Derivative, Net | 754,000 | -435,000 | |||
Fuel Derivatives [Member] | Marketing and trading revenues [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivative, Gain (Loss) on Derivative, Net | -41,000 | 165,000 | |||
Fuel Derivatives [Member] | Derivative loss, net [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivative, Gain (Loss) on Derivative, Net | 0 | 242,000 | |||
Term Gas Supply Derivatives [Member] | Operating and maintenance expense [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivative, Gain (Loss) on Derivative, Net | 0 | [1] | 0 | [1] | |
Settlements during the period | 0 | 0 | |||
SPL Interest Rate Derivatives [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivative, Gain (Loss) on Derivative, Net | -34,700,000 | ||||
SPL Interest Rate Derivatives [Member] | Derivative loss, net [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivative, Gain (Loss) on Derivative, Net | -37,138,000 | -34,479,000 | |||
Contingent Interest Rate Derivatives [Member] | Derivative loss, net [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivative, Gain (Loss) on Derivative, Net | ($89,552,000) | $0 | |||
[1] | There were no settlements during the reporting period. |
Derivative_Instruments_Schedul
Derivative Instruments - Schedule of Notional Amounts of Outstanding Derivative Positions (Details) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2015 | |
SPL Interest Rate Derivatives [Member] | ||
Derivative [Line Items] | ||
Notional Amount of Interest Rate Derivatives | $20 | |
Effective Date | 14-Aug-12 | |
Maturity Date | 31-Jul-19 | |
Weighted Average Fixed Interest Rate Paid | 1.98% | |
Variable Interest Rate Received | One-month LIBOR | |
SPL Interest Rate Derivatives [Member] | Maximum [Member] | ||
Derivative [Line Items] | ||
Notional Amount of Interest Rate Derivatives | 691 | |
Contingent Interest Rate Derivatives [Member] | ||
Derivative [Line Items] | ||
Notional Amount of Interest Rate Derivatives | 28.8 | |
Effective Date | 8-May-15 | [1] |
Maturity Date | 31-May-22 | |
Weighted Average Fixed Interest Rate Paid | 2.32% | |
Variable Interest Rate Received | One-month LIBOR | |
Contingent Interest Rate Derivatives [Member] | Maximum [Member] | ||
Derivative [Line Items] | ||
Notional Amount of Interest Rate Derivatives | $5,400 | |
[1] | The effective date represents management’s estimate of commencement of first monthly settlement of the contingent interest rate derivative instruments, and the maturity date is based on the contractual term of the instruments once effective. |
Derivative_Instruments_Derivat2
Derivative Instruments - Derivative Net Presentation on Consolidated Balance Sheets (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
LNG Inventory Derivatives [Member] | ||
Derivative [Line Items] | ||
Derivative Asset, Gross Amounts Recognized | $367 | $1,140 |
Derivative Asset, Gross Amounts Offset in the Consolidated Balance Sheets | -4 | 1,056 |
Net Amounts Presented in the Consolidated Balance Sheets | 371 | 84 |
Fuel Derivatives [Member] | ||
Derivative [Line Items] | ||
Derivative Liability, Gross Amounts Recognized | -755 | -921 |
Derivative Liability, Gross Amounts Offset in the Consolidated Balance Sheets | -755 | -921 |
Net Amounts Presented in the Consolidated Balance Sheets | 0 | 0 |
Term Gas Supply Derivatives - Asset [Member] | ||
Derivative [Line Items] | ||
Derivative Asset, Gross Amounts Recognized | 662 | 662 |
Derivative Asset, Gross Amounts Offset in the Consolidated Balance Sheets | 0 | 0 |
Net Amounts Presented in the Consolidated Balance Sheets | 662 | 662 |
Term Gas Supply Derivatives - Liability [Member] | ||
Derivative [Line Items] | ||
Derivative Liability, Gross Amounts Recognized | -320 | -320 |
Derivative Liability, Gross Amounts Offset in the Consolidated Balance Sheets | 0 | 0 |
Net Amounts Presented in the Consolidated Balance Sheets | -320 | -320 |
SPL Interest Rate Derivatives - Asset [Member] | ||
Derivative [Line Items] | ||
Derivative Asset, Gross Amounts Recognized | 11,158 | |
Derivative Asset, Gross Amounts Offset in the Consolidated Balance Sheets | 0 | |
Net Amounts Presented in the Consolidated Balance Sheets | 11,158 | |
SPL Interest Rate Derivatives - Liability [Member] | ||
Derivative [Line Items] | ||
Derivative Liability, Gross Amounts Recognized | -11,692 | -23,194 |
Derivative Liability, Gross Amounts Offset in the Consolidated Balance Sheets | 0 | 0 |
Net Amounts Presented in the Consolidated Balance Sheets | -11,692 | -23,194 |
Contingent Interest Rate Derivatives [Member] | ||
Derivative [Line Items] | ||
Derivative Liability, Gross Amounts Recognized | -89,552 | |
Derivative Liability, Gross Amounts Offset in the Consolidated Balance Sheets | 0 | |
Net Amounts Presented in the Consolidated Balance Sheets | ($89,552) |
NonControlling_Interest_Detail
Non-Controlling Interest (Details) (USD $) | 3 Months Ended | 1 Months Ended | |
Mar. 31, 2015 | Nov. 30, 2014 | Dec. 31, 2014 | |
Cheniere Energy Partners, LP [Member] | |||
Noncontrolling Interest [Line Items] | |||
General Partner Ownership Percentage | 100.00% | ||
Cheniere Energy Partners LP Holdings, LLC [Member] | |||
Noncontrolling Interest [Line Items] | |||
Noncontrolling Interest, Ownership Percentage by Parent | 80.10% | 80.10% | |
Cheniere Energy Partners LP Holdings, LLC [Member] | |||
Noncontrolling Interest [Line Items] | |||
Issuance of Stock, Shares | 10,100,000 | ||
Shares Issued, Price Per Share | $22.76 | ||
Cheniere Energy Partners LP Holdings, LLC [Member] | Cheniere Energy Partners, LP [Member] | |||
Noncontrolling Interest [Line Items] | |||
Limited Partner ownership percentage | 55.90% | ||
Cheniere Energy Partners LP Holdings, LLC [Member] | Cheniere Energy Partners, LP [Member] | Common Units [Member] | |||
Noncontrolling Interest [Line Items] | |||
Partners Capital Account, Units, Units Held | 12,000,000 | ||
Cheniere Energy Partners LP Holdings, LLC [Member] | Cheniere Energy Partners, LP [Member] | Capital Unit, Class B [Member] | |||
Noncontrolling Interest [Line Items] | |||
Partners Capital Account, Units, Units Held | 45,300,000 | ||
Cheniere Energy Partners LP Holdings, LLC [Member] | Cheniere Energy Partners, LP [Member] | Subordinated Units [Member] | |||
Noncontrolling Interest [Line Items] | |||
Partners Capital Account, Units, Units Held | 135,400,000 |
Accrued_Liabilities_Details
Accrued Liabilities (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Accrued Liabilities [Abstract] | ||
Interest expense and related debt fees | $167,376 | $112,858 |
Payroll | 18,595 | 6,425 |
LNG liquefaction costs | 28,201 | 22,014 |
LNG terminal costs | 9,352 | 1,077 |
Other accrued liabilities | 32,291 | 26,773 |
Total accrued liabilities | $255,815 | $169,147 |
LongTerm_Debt_Schedule_of_Long
Long-Term Debt - Schedule of Long-term Debt Instruments (Details) (USD $) | 3 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | |
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | $12,614,969,000 | $9,989,969,000 | |
Total long-term debt, net | 12,117,880,000 | 9,806,084,000 | |
Interest costs incurred | 180,600,000 | 128,600,000 | |
Interest costs capitalized and deferred | 121,000,000 | 88,300,000 | |
2016 Sabine Pass LNG Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | 1,665,500,000 | 1,665,500,000 | |
Debt Instrument, Unamortized Discount | -7,824,000 | -8,998,000 | |
2020 Sabine Pass LNG Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | 420,000,000 | 420,000,000 | |
2021 SPL Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | 2,000,000,000 | 2,000,000,000 | |
Debt Instrument, Unamortized Premium | 9,819,000 | 10,177,000 | |
2022 SPL Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | 1,000,000,000 | 1,000,000,000 | |
2023 SPL Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | 1,500,000,000 | 1,500,000,000 | |
Debt Instrument, Unamortized Premium | 6,918,000 | 7,088,000 | |
2024 SPL Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | 2,000,000,000 | 2,000,000,000 | |
2025 SPL Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | 2,000,000,000 | 0 | |
2021 Convertible Unsecured Notes [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | 1,004,469,000 | 1,004,469,000 | |
Debt Instrument, Unamortized Discount | -183,243,000 | -189,717,000 | |
2045 Convertible Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | 625,000,000 | 0 | |
Debt Instrument, Unamortized Discount | -320,575,000 | 0 | |
2017 CTPL Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | 400,000,000 | 400,000,000 | |
Debt Instrument, Unamortized Discount | ($2,184,000) | ($2,435,000) |
LongTerm_Debt_Sabine_Pass_LNG_
Long-Term Debt - Sabine Pass LNG Senior Notes (Details) (Sabine Pass LNG, LP [Member], USD $) | 3 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | |
Debt Instrument [Line Items] | |||
Distributions to limited partner | $70,800,000 | $63,400,000 | |
2016 Sabine Pass LNG Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Face Amount | 1,665,500,000 | 1,665,500,000 | |
Debt Instrument, Interest Rate, Stated Percentage | 7.50% | ||
Debt Instrument, Redemption Price, Percentage | 100.00% | ||
Percentage of debt principal additional for redemption | 1.00% | ||
Discount rate over Treasury Rate to calculate fair value ratio of redemption price | 0.50% | ||
2020 Sabine Pass LNG Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Face Amount | $420,000,000 | $420,000,000 | |
Debt Instrument, Interest Rate, Stated Percentage | 6.50% | ||
Debt redemption period from equity offering closing date | 180 days | ||
2020 Sabine Pass LNG Senior Notes [Member] | Period prior to November 1, 2015 [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Redemption Price, Percentage | 106.50% | ||
2020 Sabine Pass LNG Senior Notes [Member] | Maximum [Member] | Period prior to November 1, 2015 [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Redemption Price, Percentage of Principal Amount that May Be Redeemed | 35.00% | ||
2020 Sabine Pass LNG Senior Notes [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Original Principal Remaining Requirement of Redemption, Percentage | 65.00% |
LongTerm_Debt_SPL_Senior_Notes
Long-Term Debt - SPL Senior Notes (Details) (Sabine Pass Liquefaction [Member], USD $) | 3 Months Ended | |
Mar. 31, 2015 | Dec. 31, 2013 | |
Rate | ||
Sabine Pass Liquefaction Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Fixed Charge, Coverage Ratio Period | 12 months | |
Debt Instrument, Fixed Charge, Coverage Ratio | 1.25 | |
Debt Instrument, Redemption Price, Percentage | 100.00% | |
2021 SPL Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Face Amount | 2,000,000,000 | |
Debt Instrument, Interest Rate, Stated Percentage | 5.63% | |
2023 SPL Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Face Amount | 1,500,000,000 | 1,000,000,000 |
Debt Instrument, Interest Rate, Stated Percentage | 5.63% | |
2022 SPL Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Face Amount | 1,000,000,000 | |
Debt Instrument, Interest Rate, Stated Percentage | 6.25% | |
2024 SPL Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Face Amount | 2,000,000,000 | |
Debt Instrument, Interest Rate, Stated Percentage | 5.75% | |
2025 SPL Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Face Amount | 2,000,000,000 | |
Debt Instrument, Interest Rate, Stated Percentage | 5.63% |
LongTerm_Debt_2013_Liquefactio
Long-Term Debt - 2013 Liquefaction Credit Facilities (Details) (USD $) | 3 Months Ended | 1 Months Ended | ||||||
Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | 31-May-14 | Nov. 30, 2013 | Jun. 30, 2013 | Dec. 31, 2014 | 31-May-13 | |
Line of Credit Facility [Line Items] | ||||||||
Long-term Debt, Gross | $12,614,969,000 | $12,614,969,000 | $9,989,969,000 | |||||
Loss on early extinguishment of debt | 88,992,000 | 0 | ||||||
Sabine Pass Liquefaction [Member] | 2013 Liquefaction Credit Facilities [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 5,900,000,000 | |||||||
Line of Credit Facility, Available Commitments | 900,000,000 | 900,000,000 | 2,700,000,000 | |||||
Long-term Debt, Gross | 0 | 0 | 0 | |||||
Proceeds from (Repayments of) Lines of Credit | 100,000,000 | |||||||
Line of Credit Facility, Increase (Decrease), Net | -1,800,000,000 | -2,100,000,000 | -885,000,000 | |||||
Loss on early extinguishment of debt | 89,000,000 | |||||||
Debt Instrument, Description of Variable Rate Basis | LIBOR | |||||||
Debt Instrument, Fee Amount | $144,000,000 | |||||||
Commitment Fee Percentage of Applicable Margin | 40.00% | |||||||
Line of Credit Facility, Amortization Period | 18 years | |||||||
Sabine Pass Liquefaction [Member] | 2013 Liquefaction Credit Facilities [Member] | Minimum [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Percentage of Debt Hedged by Interest Rate Derivatives | 75.00% | 75.00% | ||||||
Sabine Pass Liquefaction [Member] | 2013 Liquefaction Credit Facilities [Member] | Minimum [Member] | Construction [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.30% | |||||||
Sabine Pass Liquefaction [Member] | 2013 Liquefaction Credit Facilities [Member] | Minimum [Member] | Operations [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.30% | |||||||
Sabine Pass Liquefaction [Member] | 2013 Liquefaction Credit Facilities [Member] | Maximum [Member] | Construction [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.00% | |||||||
Sabine Pass Liquefaction [Member] | 2013 Liquefaction Credit Facilities [Member] | Maximum [Member] | Operations [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.25% |
LongTerm_Debt_Convertible_Note
Long-Term Debt - Convertible Notes (Details) (USD $) | 3 Months Ended | |||
Mar. 31, 2015 | Dec. 31, 2014 | Nov. 30, 2014 | Mar. 09, 2015 | |
Debt Instrument [Line Items] | ||||
Debt Instrument, Convertible, Conversion Ratio per $1,000 principal amount, in shares | 0 | |||
2021 Convertible Unsecured Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Face Amount | $1,000,000,000 | |||
Debt Instrument, Interest Rate, Stated Percentage | 4.88% | |||
Debt Instrument, Convertible, Earliest date of conversion, Period after closing | 1 year | |||
Debt Instrument, Convertible, Conversion Price | 93.64 | |||
Convertible Debt | 808,800,000 | |||
Debt Instrument, Convertible, Carrying Amount of Equity Component | 191,500,000 | 191,500,000 | 191,200,000 | |
Debt Instrument, Interest Rate, Effective Percentage | 9.20% | 9.20% | ||
Debt Instrument, Convertible, Remaining Discount Amortization Period | 6 years 1 month 28 days | |||
2045 Convertible Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Face Amount | 625,000,000 | |||
Debt Instrument, Interest Rate, Stated Percentage | 4.25% | |||
Debt Instrument, Original Issue Discount | 20.00% | |||
Debt Instrument, Convertible, Conversion Ratio per $1,000 principal amount, in shares | 7.2265 | |||
Debt Instrument, Convertible, Conversion Price | 138.38 | |||
Convertible Debt | 304,300,000 | |||
Debt Instrument, Convertible, Carrying Amount of Equity Component | 194,100,000 | 195,700,000 | ||
Debt Instrument, Interest Rate, Effective Percentage | 9.40% | |||
Debt Instrument, Convertible, Remaining Discount Amortization Period | 30 years | |||
2025 Convertible Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Note Purchase Agreement Amount | 1,500,000,000 |
LongTerm_Debt_LongTerm_Debt_Co
Long-Term Debt Long-Term Debt - Convertible Notes Interest Expense (Details) (Convertible Notes [Member], USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Convertible Notes [Member] | ||
Debt Instrument [Line Items] | ||
Interest per contractual rate | $13,939 | $0 |
Amortization of debt discount | 6,598 | 0 |
Amortization of debt issuance costs | 14 | 0 |
Total interest expense related to the Convertible Notes | $20,551 | $0 |
LongTerm_Debt_2017_CTPL_Term_L
Long-Term Debt - 2017 CTPL Term Loan (Details) (2017 CTPL Term Loan [Member], USD $) | 3 Months Ended | ||
Mar. 31, 2015 | Dec. 31, 2014 | 31-May-13 | |
Line of Credit Facility [Line Items] | |||
Direct lender fees recorded as debt discount | $2,184,000 | $2,435,000 | |
Creole Trail Pipeline LP [Member] | |||
Line of Credit Facility [Line Items] | |||
Direct lender fees recorded as debt discount | 10,000,000 | ||
Line of Credit Facility, Maximum Borrowing Capacity | $400,000,000 | $400,000,000 | |
Debt Instrument, Description of Variable Rate Basis | LIBOR | ||
Debt Instrument, Basis Spread on Variable Rate | 3.25% |
LongTerm_Debt_SPL_LC_Agreement
Long-Term Debt - SPL LC Agreement (Details) (Sabine Pass Liquefaction [Member], SPL LC Agreement [Member], USD $) | 3 Months Ended | ||
Mar. 31, 2015 | Dec. 31, 2014 | Apr. 30, 2014 | |
Line of Credit Facility [Line Items] | |||
Letter of Credit and Reimbursement Agreement | $325,000,000 | ||
Letters of Credit, Basis Spread over Base Rate | 2.00% | ||
Letters of Credit Outstanding, Amount | 72,500,000 | 9,500,000 | |
Letters of Credit, Drawn Amount | $0 | $0 | |
Unissued Portion [Member] | |||
Line of Credit Facility [Line Items] | |||
Letter of Credit, Commitment Fee Percentage | 0.75% | ||
Undrawn Portion [Member] | |||
Line of Credit Facility [Line Items] | |||
Letter of Credit, Commitment Fee Percentage | 2.50% |
LongTerm_Debt_Schedule_of_Carr
Long-Term Debt - Schedule of Carrying Values and Estimated Fair Values of Debt Instruments (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 | ||
In Thousands, unless otherwise specified | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Carrying Amount, Long-term debt | $12,117,880 | $9,806,084 | ||
Carrying Amount [Member] | 2016 Sabine Pass LNG Senior Notes [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Carrying Amount, Long-term debt | 1,657,676 | 1,656,502 | ||
Carrying Amount [Member] | 2020 Sabine Pass LNG Senior Notes [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Carrying Amount, Long-term debt | 420,000 | 420,000 | ||
Carrying Amount [Member] | 2021 SPL Senior Notes [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Carrying Amount, Long-term debt | 2,009,819 | 2,010,177 | ||
Carrying Amount [Member] | 2022 SPL Senior Notes [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Carrying Amount, Long-term debt | 1,000,000 | 1,000,000 | ||
Carrying Amount [Member] | 2023 SPL Senior Notes [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Carrying Amount, Long-term debt | 1,506,918 | 1,507,089 | ||
Carrying Amount [Member] | 2024 SPL Senior Notes [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Carrying Amount, Long-term debt | 2,000,000 | 2,000,000 | ||
Carrying Amount [Member] | 2025 SPL Senior Notes [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Carrying Amount, Long-term debt | 2,000,000 | 0 | ||
Carrying Amount [Member] | 2021 Convertible Unsecured Notes [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Carrying Amount, Long-term debt | 821,226 | 814,751 | ||
Carrying Amount [Member] | 2045 Convertible Senior Notes [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Carrying Amount, Long-term debt | 304,425 | 0 | ||
Carrying Amount [Member] | 2017 CTPL Term Loan [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Carrying Amount, Long-term debt | 397,816 | 397,565 | ||
Estimated Fair Value [Member] | 2016 Sabine Pass LNG Senior Notes [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Notes Payable, Fair Value Disclosure | 1,757,136 | [1] | 1,718,621 | [1] |
Estimated Fair Value [Member] | 2020 Sabine Pass LNG Senior Notes [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Notes Payable, Fair Value Disclosure | 428,400 | [1] | 428,400 | [1] |
Estimated Fair Value [Member] | 2021 SPL Senior Notes [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Notes Payable, Fair Value Disclosure | 2,024,893 | [1] | 1,985,050 | [1] |
Estimated Fair Value [Member] | 2022 SPL Senior Notes [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Notes Payable, Fair Value Disclosure | 1,030,000 | [1] | 1,020,000 | [1] |
Estimated Fair Value [Member] | 2023 SPL Senior Notes [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Notes Payable, Fair Value Disclosure | 1,506,918 | [1] | 1,476,947 | [1] |
Estimated Fair Value [Member] | 2024 SPL Senior Notes [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Notes Payable, Fair Value Disclosure | 2,000,000 | [1] | 1,970,000 | [1] |
Estimated Fair Value [Member] | 2025 SPL Senior Notes [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Notes Payable, Fair Value Disclosure | 1,975,000 | [1] | 0 | [1] |
Estimated Fair Value [Member] | 2021 Convertible Unsecured Notes [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Convertible Debt, Fair Value Disclosures | 1,132,006 | [2] | 1,025,563 | [2] |
Estimated Fair Value [Member] | 2045 Convertible Senior Notes [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Convertible Debt, Fair Value Disclosures | 518,863 | [3] | 0 | [3] |
Estimated Fair Value [Member] | 2017 CTPL Term Loan [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Loans Payable, Fair Value Disclosure | $400,000 | [4] | $400,000 | [4] |
[1] | The Level 2 estimated fair value was based on quotations obtained from broker-dealers who make markets in these and similar instruments based on the closing trading prices on March 31, 2015 and December 31, 2014, as applicable. | |||
[2] | The Level 3 estimated fair value was calculated based on inputs that are observable in the market or that could be derived from, or corroborated with, observable market data, including our stock price and interest rates based on debt issued by parties with comparable credit ratings to us and inputs that are not observable in the market. | |||
[3] | The Level 1 estimated fair value was based on unadjusted quoted prices in active markets for identical liabilities that we had the ability to access at the measurement date. | |||
[4] | The Level 3 estimated fair value approximates the principal amount because the interest rates are variable and reflective of market rates and CTPL has the ability to call this debt at any time without penalty |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Income Tax Disclosure [Abstract] | ||
Income tax expense | $678 | $92 |
ShareBased_Compensation_Detail
Share-Based Compensation (Details) (USD $) | 3 Months Ended | |||
Mar. 31, 2015 | Mar. 31, 2014 | Feb. 01, 2013 | Jan. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation, net of capitalization | $16,140,000 | $35,942,000 | ||
Share-based compensation capitalized during period | 1,900,000 | 1,800,000 | ||
Share-based Compensation, Unrecognized Compensation | 153,500,000 | |||
Share-based Compensation, Unrecognized Compensation, Period for Recognition | 2 years 7 months | |||
Proceeds from exercise of stock options | 958,000 | 3,691,000 | ||
Share-based Compensation, Plan Modification, Incremental Compensation Cost | $0 | $10,800,000 | ||
Phantom Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 72,000 | 0 | ||
1997 Stock Option Plan [Member] | Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 5,000,000 | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Granted Plan-to-Date, Net of Cancellations | 5,000,000 | |||
2003 Stock Incentive Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 21,000,000 | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Granted Plan-to-Date, Net of Cancellations | 21,000,000 | |||
2011 Incentive Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 35,000,000 | 35,000,000 | 10,000,000 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Granted Plan-to-Date, Net of Cancellations | 27,000,000 |
Net_Loss_Per_Share_Attributabl2
Net Loss Per Share Attributable to Common Stockholders (Details) (USD $) | 3 Months Ended | |||
Mar. 31, 2015 | Mar. 31, 2014 | |||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||||
Weighted Average Number of Shares Outstanding, Basic | 226,328,000 | 223,207,000 | ||
Dilutive common stock options | 0 | [1] | 0 | [1] |
Weighted Average Number of Shares Outstanding, Diluted | 226,328,000 | 223,207,000 | ||
Basic and diluted net loss per share attributable to common stockholders | ($1.18) | ($0.44) | ||
Stock options, warrants and unvested stock [Member] | ||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||||
Antidilutive securities excluded from computation of net loss per share | 10,300,000 | 14,500,000 | ||
Convertible Debt Securities [Member] | ||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||||
Antidilutive securities excluded from computation of net loss per share | 21,100,000 | |||
[1] | Stock options and unvested stock of 10.3 million shares and 14.5 million shares for the three months ended March 31, 2015 and 2014, respectively, representing securities that could potentially dilute basic EPS in the future were not included in the diluted net loss per share computations because their effect would have been anti-dilutive. In addition, 21.1 million shares in aggregate, issuable upon conversion of the 2021 Convertible Unsecured Notes and the 2045 Convertible Senior Notes, as described in Note 7—Long-Term Debt, were not included in the computation of diluted net loss per share for 2015 because the computation of diluted net loss per share utilizing the “if-converted†method would be anti-dilutive. |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) | 3 Months Ended | 0 Months Ended | ||
In Millions, unless otherwise specified | Jun. 30, 2014 | Feb. 01, 2013 | Mar. 31, 2015 | Jan. 31, 2013 |
item | ||||
Commitments and Contingencies [Line Items] | ||||
Loss Contingency, New Claims Filed, Number | 4 | |||
2011 Incentive Plan [Member] | ||||
Commitments and Contingencies [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 35 | 35 | 10 | |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized | 25 |
Business_Segment_Information_D
Business Segment Information (Details) (USD $) | 3 Months Ended | ||||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | ||
Segment Reporting Information [Line Items] | |||||
Revenues from external customers | $68,369 | [1] | $67,550 | [1] | |
Intersegment revenues (losses) | 0 | [2] | 0 | [2] | |
Depreciation expense | 17,769 | 15,475 | |||
Loss from operations | -60,998 | -47,612 | |||
Interest expense, net | -59,612 | -40,270 | |||
Loss before income taxes and non-controlling interest | -335,166 | [3] | -122,253 | [3] | |
Share-based compensation | 17,991 | 37,698 | |||
Goodwill | 76,819 | 76,819 | 76,819 | ||
Total assets | 14,923,047 | 9,524,616 | 12,573,683 | ||
Expenditures for additions to long-lived assets | 619,740 | 686,004 | |||
LNG terminal business [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues from external customers | 67,580 | [1] | 67,119 | [1] | |
Intersegment revenues (losses) | 103 | [2] | 72 | [2] | |
Depreciation expense | 14,941 | 14,406 | |||
Loss from operations | -25,089 | -7,516 | |||
Interest expense, net | -42,845 | -40,373 | |||
Loss before income taxes and non-controlling interest | -277,655 | [3] | -77,354 | [3] | |
Share-based compensation | 3,197 | 3,050 | |||
Goodwill | 76,819 | 76,819 | |||
Total assets | 12,481,669 | 8,520,986 | |||
Expenditures for additions to long-lived assets | 590,245 | 659,779 | |||
LNG and natural gas marketing business [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues from external customers | 662 | [1] | 658 | [1] | |
Intersegment revenues (losses) | 7,017 | [2] | 2,174 | [2] | |
Depreciation expense | 200 | 152 | |||
Loss from operations | -5,183 | -11,594 | |||
Interest expense, net | 0 | 0 | |||
Loss before income taxes and non-controlling interest | -5,390 | [3] | -11,727 | [3] | |
Share-based compensation | 4,035 | 6,510 | |||
Goodwill | 0 | 0 | |||
Total assets | 570,287 | 62,955 | |||
Expenditures for additions to long-lived assets | 714 | 314 | |||
Corporate and Other [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues from external customers | 127 | [1],[4] | -227 | [1],[4] | |
Intersegment revenues (losses) | -7,120 | [2],[4] | -2,246 | [2],[4] | |
Depreciation expense | 2,628 | [4] | 917 | [4] | |
Loss from operations | -30,726 | [4] | -28,502 | [4] | |
Interest expense, net | -16,767 | [4] | 103 | [4] | |
Loss before income taxes and non-controlling interest | -52,121 | [3],[4] | -33,172 | [3],[4] | |
Share-based compensation | 10,759 | [4] | 28,138 | [4] | |
Goodwill | 0 | [4] | 0 | [4] | |
Total assets | 1,871,091 | [4] | 940,675 | [4] | |
Expenditures for additions to long-lived assets | $28,781 | [4] | $25,911 | [4] | |
Cheniere Energy Partners, LP [Member] | |||||
Segment Reporting Information [Line Items] | |||||
General Partner Ownership Percentage | 100.00% | ||||
Cheniere Energy Partners LP Holdings, LLC [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Noncontrolling Interest, Ownership Percentage by Parent | 80.10% | 80.10% | |||
Cheniere Energy Partners LP Holdings, LLC [Member] | Cheniere Energy Partners, LP [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Limited Partner ownership percentage | 55.90% | ||||
[1] | Substantially all of the LNG terminal revenues relate to regasification capacity reservation fee payments made by Total Gas & Power North America, Inc. and Chevron U.S.A. Inc. LNG and natural gas marketing and trading revenue consists primarily of the domestic marketing of natural gas imported into the Sabine Pass LNG terminal. | ||||
[2] | Intersegment revenues (losses) related to our LNG and natural gas marketing segment are primarily a result of international revenue allocations using a cost plus transfer pricing methodology. These LNG and natural gas marketing segment intersegment revenues (losses) are eliminated with intersegment revenues (losses) in our Consolidated Statements of Operations. | ||||
[3] | Items to reconcile loss from operations and loss before income taxes and non-controlling interest include consolidated other income (expense) amounts as presented on our Consolidated Statements of Operations primarily related to our LNG terminal segment. | ||||
[4] | Includes corporate activities, business development, oil and gas exploration, development and exploitation, strategic activities and certain intercompany eliminations. These activities have been included in the corporate and other column due to the lack of a material impact that these activities have on our Consolidated Financial Statements. |
Supplemental_Cash_Flow_Informa2
Supplemental Cash Flow Information (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Supplemental Cash Flow Information [Abstract] | ||
Cash paid during the year for interest, net of amounts capitalized and deferred | $0 | $16,567 |
Balance in property, plant and equipment, net funded with accounts payable and accrued liabilities | $150,623 | $66,241 |
Subsequent_Events_Details
Subsequent Events (Details) (Subsequent Event [Member], 2014-2018 Long-Term Cash Incentive Program [Domain], Phantom Share Units (PSUs) [Member]) | 1 Months Ended |
Apr. 30, 2015 | |
Installment_vestings | |
annual_performance_periods | |
Subsequent Event [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Consecutive Annual Performance Periods | 5 |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Vesting Installments | 3 |
Share-based Compensation Arrangement by Share-based Payment Award, Percentage of Award That is Performance-Based | 100.00% |
Senior Executive Pool [Member] | |
Subsequent Event [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Allocation Percentage to Chief Executive Officer | 50.00% |
Share-based Compensation Arrangement by Share-based Payment Award, Percentage of Outstanding Stock Maximum | 1.50% |
Minimum [Member] | General Pool [Member] | |
Subsequent Event [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Allocation Percentage of Total Shareholder Value | 2.00% |
Maximum [Member] | General Pool [Member] | |
Subsequent Event [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Allocation Percentage of Total Shareholder Value | 4.00% |
Maximum [Member] | Senior Executive Pool [Member] | |
Subsequent Event [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Allocation Percentage of Total Shareholder Value | 2.00% |