Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Feb. 17, 2023 | Jun. 30, 2022 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2022 | ||
Document Transition Report | false | ||
Entity File Number | 001-16383 | ||
Entity Registrant Name | CHENIERE ENERGY, INC. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 95-4352386 | ||
Entity Address, Address Line One | 700 Milam Street | ||
Entity Address, Address Line Two | Suite 1900 | ||
Entity Address, City or Town | Houston | ||
Entity Address, State or Province | TX | ||
Entity Address, Postal Zip Code | 77002 | ||
City Area Code | 713 | ||
Local Phone Number | 375-5000 | ||
Title of 12(b) Security | Common Stock, $ 0.003 par value | ||
Trading Symbol | LNG | ||
Security Exchange Name | NYSEAMER | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 33,400 | ||
Entity Common Stock, Shares Outstanding | 243,703,983 | ||
Documents Incorporated by Reference | The definitive proxy statement for the registrant’s Annual Meeting of Stockholders (to be filed within 120 days of the close of the registrant’s fiscal year) is incorporated by reference into Part III. | ||
Entity Central Index Key | 0000003570 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2022 | |
Audit Information [Abstract] | |
Auditor Name | KPMG LLP |
Auditor Location | Houston, Texas |
Auditor Firm ID | 185 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||
Revenues | ||||
Revenues | $ 33,428 | $ 15,864 | $ 9,358 | |
Revenues from contracts with customers | 33,307 | 17,531 | 9,293 | |
Operating costs and expenses | ||||
Cost of sales (excluding items shown separately below) | 25,632 | 13,773 | 4,161 | |
Operating and maintenance expense | 1,681 | 1,444 | 1,320 | |
Selling, general and administrative expense | 416 | 325 | 302 | |
Depreciation and amortization expense | 1,119 | 1,011 | 932 | |
Development expense | 16 | 7 | 6 | |
Other | 5 | 5 | 6 | |
Total operating costs and expenses | 28,869 | 16,565 | 6,727 | |
Income (loss) from operations | 4,559 | (701) | 2,631 | |
Other income (expense) | ||||
Interest expense, net of capitalized interest | (1,406) | (1,438) | (1,525) | |
Loss on modification or extinguishment of debt | (66) | (116) | (217) | |
Interest rate derivative gain (loss), net | 2 | (1) | (233) | |
Other income (expense), net | 5 | (22) | (112) | |
Total other expense | (1,465) | (1,577) | (2,087) | |
Income (loss) before income taxes and non-controlling interest | 3,094 | (2,278) | 544 | |
Less: income tax provision (benefit) | 459 | (713) | 43 | |
Net income (loss) | 2,635 | (1,565) | 501 | |
Net Income Attributable to Noncontrolling Interest | 1,207 | 778 | 586 | |
Net income (loss) attributable to common stockholders | $ 1,428 | $ (2,343) | $ (85) | |
Net income (loss) per share attributable to common stockholders—basic | $ 5.69 | $ (9.25) | $ (0.34) | |
Net income (loss) per share attributable to common stockholders—diluted | $ 5.64 | $ (9.25) | $ (0.34) | |
Weighted average number of common shares outstanding—basic | 251.1 | 253.4 | 252.4 | |
Weighted average number of common shares outstanding—diluted | 253.4 | 253.4 | 252.4 | |
LNG [Member] | ||||
Revenues | ||||
Revenues | $ 31,804 | $ 15,395 | $ 8,924 | |
Revenues from contracts with customers | [1] | 32,132 | 17,171 | 8,954 |
Regasification [Member] | ||||
Revenues | ||||
Revenues from contracts with customers | 1,068 | 269 | 269 | |
Other [Member] | ||||
Revenues | ||||
Revenues | 556 | 200 | 165 | |
Revenues from contracts with customers | $ 107 | $ 91 | $ 70 | |
[1]LNG revenues include revenues for LNG cargoes in which our customers exercised their contractual right to not take delivery but remained obligated to pay fixed fees irrespective of such election. During the year ended December 31, 2020, we recognized $969 million in LNG revenues associated with LNG cargoes for which customers notified us that they would not take delivery, of which $38 million would have been recognized during the year ended December 31, 2021 had the cargoes been lifted pursuant to the delivery schedules with the customers. We did not have revenues associated with LNG cargoes for which customers notified us that they would not take delivery during the years ended December 31, 2022 and 2021. Revenue is generally recognized upon receipt of irrevocable notice that a customer will not take delivery because our customers have no contractual right to take delivery of such LNG cargo in future periods and our performance obligations with respect to such LNG cargo have been satisfied. |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 | |
Current assets | |||
Cash and cash equivalents | $ 1,353 | [1] | $ 1,404 |
Restricted cash and cash equivalents | 1,134 | [1] | 413 |
Trade and other receivables, net of current expected credit losses | 1,944 | 1,506 | |
Inventory | 826 | 706 | |
Current derivative assets | 120 | 55 | |
Margin deposits | 134 | 765 | |
Other current assets | 97 | 207 | |
Total current assets | 5,608 | 5,056 | |
Property, plant and equipment, net of accumulated depreciation | 31,528 | 30,288 | |
Operating lease assets | 2,625 | 2,102 | |
Derivative assets | 35 | 69 | |
Goodwill | 77 | 77 | |
Deferred tax assets | 864 | 1,204 | |
Other non-current assets, net | 529 | 462 | |
Total assets | 41,266 | [1] | 39,258 |
Current liabilities | |||
Accounts payable | 124 | 155 | |
Accrued liabilities | 2,679 | 2,299 | |
Current debt, net of discount and debt issuance costs | 813 | 366 | |
Deferred revenue | 234 | 155 | |
Current operating lease liabilities | 616 | 535 | |
Current derivative liabilities | 2,301 | 1,089 | |
Other current liabilities | 28 | 94 | |
Total current liabilities | 6,795 | 4,693 | |
Long-term debt, net of premium, discount and debt issuance costs | 24,055 | 29,449 | |
Operating lease liabilities | 1,971 | 1,541 | |
Finance lease liabilities | 494 | 57 | |
Derivative liabilities | 7,947 | 3,501 | |
Other non-current liabilities | 175 | 50 | |
Commitments and contingencies | |||
Stockholders’ deficit | |||
Preferred stock: $0.0001 par value, 5.0 million shares authorized, none issued | 0 | 0 | |
Common stock: $0.003 par value, 480.0 million shares authorized; 276.7 million shares and 275.2 million shares issued at December 31, 2022 and 2021, respectively | 1 | 1 | |
Treasury stock: 31.2 million shares and 21.6 million shares at December 31, 2022 and 2021, respectively, at cost | (2,342) | (928) | |
Additional paid-in-capital | 4,314 | 4,377 | |
Accumulated deficit | (4,942) | (6,021) | |
Total Cheniere stockholders’ deficit | (2,969) | (2,571) | |
Non-controlling interest | 2,798 | 2,538 | |
Total stockholders’ deficit | (171) | (33) | |
Total liabilities and stockholders’ deficit | $ 41,266 | [1] | $ 39,258 |
[1] Amounts presented include balances held by our consolidated variable interest entity (“VIE”), CQP, as further discussed in Note 9 —Non-controlling Interest and Variable Interest Entity . As of December 31, 2022, total assets and liabilities of CQP were $18.9 billion and $21.7 billion, respectively, including $0.9 billion of cash and cash equivalents and $0.1 billion of restricted cash and cash equivalents. |
Consolidated Balance Sheets Par
Consolidated Balance Sheets Parentheticals - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 | |
Assets | $ 41,266 | [1] | $ 39,258 |
Cash and cash equivalents | $ 1,353 | [1] | $ 1,404 |
Preferred Stock, Par Value | $ 0.0001 | $ 0.0001 | |
Preferred Stock, Shares Authorized | 5,000,000 | 5,000,000 | |
Preferred Stock, Shares Issued | 0 | 0 | |
Common Stock, Par Value Per Share | $ 0.003 | $ 0.003 | |
Common stock, Shares Authorized | 480,000,000 | 480,000,000 | |
Common Stock, Shares, Issued | 276,700,000 | 275,200,000 | |
CQP [Member] | |||
Assets | $ 18,905 | $ 18,985 | |
Liabilities | 21,664 | 18,554 | |
Cash and cash equivalents | 904 | $ 876 | |
Restricted cash and cash equivalents | $ 100 | ||
[1] Amounts presented include balances held by our consolidated variable interest entity (“VIE”), CQP, as further discussed in Note 9 —Non-controlling Interest and Variable Interest Entity . As of December 31, 2022, total assets and liabilities of CQP were $18.9 billion and $21.7 billion, respectively, including $0.9 billion of cash and cash equivalents and $0.1 billion of restricted cash and cash equivalents. |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) shares in Thousands, $ in Millions | Total | Common Stock | Treasury Stock | Additional Paid-in Capital | Accumulated Deficit | Non-controlling Interest |
Common Stock, Shares, Outstanding, Beginning of Period at Dec. 31, 2019 | 253,600 | |||||
Treasury Stock, Shares, Beginning of Period at Dec. 31, 2019 | 17,100 | |||||
Stockholders' Equity, Beginning of Period at Dec. 31, 2019 | $ 2,435 | $ 1 | $ (674) | $ 4,167 | $ (3,508) | $ 2,449 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Vesting of restricted stock units and performance stock units, shares | 2,400 | 0 | ||||
Vesting of restricted stock units and performance stock units | 0 | $ 0 | $ 0 | 0 | 0 | 0 |
Share-based compensation | 114 | $ 0 | $ 0 | 114 | 0 | 0 |
Shares withheld from employees related to share-based compensation, at cost, shares, common stock | (800) | |||||
Shares withheld from employees related to share-based compensation, at cost, shares, treasury shares | 800 | |||||
Shares withheld from employees related to share-based compensation, at cost | $ (43) | $ 0 | $ (43) | 0 | 0 | 0 |
Shares repurchased, at cost, shares | 2,880 | (2,900) | 2,900 | |||
Shares repurchased, at cost | $ (155) | $ 0 | $ (155) | 0 | 0 | 0 |
Net income attributable to non-controlling interest | 586 | 0 | 0 | 0 | 0 | 586 |
Reacquisition of equity component of convertible notes, net of tax | (8) | 0 | 0 | (8) | 0 | 0 |
Distributions to non-controlling interest | (626) | 0 | 0 | 0 | 0 | (626) |
Net income (loss) | (85) | $ 0 | $ 0 | 0 | (85) | 0 |
Common Stock, Shares, Outstanding, End of Period at Dec. 31, 2020 | 252,300 | |||||
Treasury Stock, Shares, End of Period at Dec. 31, 2020 | 20,800 | |||||
Stockholders' Equity, End of Period at Dec. 31, 2020 | 2,218 | $ 1 | $ (872) | 4,273 | (3,593) | 2,409 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Vesting of restricted stock units and performance stock units, shares | 2,100 | 0 | ||||
Vesting of restricted stock units and performance stock units | 0 | $ 0 | $ 0 | 0 | 0 | 0 |
Share-based compensation | 105 | $ 0 | $ 0 | 105 | 0 | 0 |
Shares withheld from employees related to share-based compensation, at cost, shares, common stock | (700) | |||||
Shares withheld from employees related to share-based compensation, at cost, shares, treasury shares | 700 | |||||
Shares withheld from employees related to share-based compensation, at cost | $ (48) | $ 0 | $ (47) | (1) | 0 | 0 |
Shares repurchased, at cost, shares | 100 | (100) | 100 | |||
Shares repurchased, at cost | $ (9) | $ 0 | $ (9) | 0 | 0 | 0 |
Net income attributable to non-controlling interest | 778 | 0 | 0 | 0 | 0 | 778 |
Distributions to non-controlling interest | (649) | 0 | 0 | 0 | 0 | (649) |
Dividends declared ($1.385 per common share) | (85) | 0 | 0 | 0 | (85) | 0 |
Net income (loss) | (2,343) | $ 0 | $ 0 | 0 | (2,343) | 0 |
Common Stock, Shares, Outstanding, End of Period at Dec. 31, 2021 | 253,600 | |||||
Treasury Stock, Shares, End of Period at Dec. 31, 2021 | 21,600 | |||||
Stockholders' Equity, End of Period at Dec. 31, 2021 | (33) | $ 1 | $ (928) | 4,377 | (6,021) | 2,538 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Vesting of restricted stock units and performance stock units, shares | 1,500 | 0 | ||||
Vesting of restricted stock units and performance stock units | 0 | $ 0 | $ 0 | 0 | 0 | 0 |
Share-based compensation | 112 | $ 0 | $ 0 | 112 | 0 | 0 |
Shares withheld from employees related to share-based compensation, at cost, shares, common stock | (300) | |||||
Shares withheld from employees related to share-based compensation, at cost, shares, treasury shares | 300 | |||||
Shares withheld from employees related to share-based compensation, at cost | $ (63) | $ 0 | $ (41) | (22) | 0 | 0 |
Shares repurchased, at cost, shares | 9,350 | (9,300) | 9,300 | |||
Shares repurchased, at cost | $ (1,373) | $ 0 | $ (1,373) | 0 | 0 | 0 |
Net income attributable to non-controlling interest | 1,207 | 0 | 0 | 0 | 0 | 1,207 |
Reacquisition of equity component of convertible notes, net of tax | (149) | 0 | 0 | (153) | 4 | 0 |
Distributions to non-controlling interest | (947) | 0 | 0 | 0 | 0 | (947) |
Dividends declared ($1.385 per common share) | (353) | 0 | 0 | 0 | (353) | 0 |
Net income (loss) | 1,428 | $ 0 | $ 0 | 0 | 1,428 | 0 |
Common Stock, Shares, Outstanding, End of Period at Dec. 31, 2022 | 245,500 | |||||
Treasury Stock, Shares, End of Period at Dec. 31, 2022 | 31,200 | |||||
Stockholders' Equity, End of Period at Dec. 31, 2022 | $ (171) | $ 1 | $ (2,342) | $ 4,314 | $ (4,942) | $ 2,798 |
Consolidated Statements of St_2
Consolidated Statements of Stockholders' Equity Parentheticals - $ / shares | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Common Stock, Dividends, Per Share, Declared | $ 1.385 | $ 0.33 |
Common Stock | ||
Common Stock, Dividends, Per Share, Declared | $ 1.385 | $ 0.33 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Cash flows from operating activities | |||
Net income (loss) | $ 2,635 | $ (1,565) | $ 501 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||
Unrealized foreign currency exchange gain, net | (5) | 0 | 0 |
Depreciation and amortization expense | 1,119 | 1,011 | 932 |
Share-based compensation expense | 205 | 140 | 110 |
Non-cash interest expense | 26 | 19 | 51 |
Amortization of debt discount and debt issuance costs | 57 | 72 | 114 |
Reduction of right-of-use assets | 607 | 393 | 291 |
Loss on modification or extinguishment of debt | 66 | 116 | 217 |
Total losses on derivative instruments, net | 6,531 | 5,989 | 211 |
Net cash used for settlement of derivative instruments | (904) | (1,579) | 74 |
Loss on equity method investments | 55 | 24 | 126 |
Deferred taxes | 440 | (715) | 40 |
Repayment of paid-in-kind interest related to repurchase of convertible notes | (13) | (190) | (911) |
Other, net | 11 | 9 | 8 |
Changes in operating assets and liabilities: | |||
Trade and other receivables, net of current expected credit losses | (502) | (799) | (154) |
Inventory | (123) | (409) | 21 |
Margin deposits | 631 | (741) | (13) |
Other current assets | 67 | (101) | (14) |
Accounts payable and accrued liabilities | 250 | 1,144 | 54 |
Total deferred revenue | 124 | 55 | (23) |
Total operating lease liabilities | (622) | (418) | (277) |
Other, net | (132) | 14 | (93) |
Net cash provided by operating activities | 10,523 | 2,469 | 1,265 |
Cash flows from investing activities | |||
Property, plant, and equipment | (1,830) | (966) | (1,839) |
Proceeds from sale of fixed assets | 1 | 68 | 0 |
Investment in equity method investment | (15) | 0 | (100) |
Other, net | 0 | (14) | (8) |
Net cash used in investing activities | (1,844) | (912) | (1,947) |
Cash flows from financing activities | |||
Proceeds from issuances of debt | 1,575 | 5,911 | 7,823 |
Redemptions and repayments of debt | (6,771) | (6,810) | (6,940) |
Debt issuance and other financing costs | (51) | (53) | (125) |
Debt modification or extinguishment costs | (28) | (82) | (172) |
Distributions to non-controlling interest | (947) | (649) | (626) |
Payments related to tax withholdings for share-based compensation | (63) | (48) | (43) |
Repurchase of common stock | (1,373) | (9) | (155) |
Dividends to stockholders | (349) | (85) | 0 |
Payments of finance lease liabilities | (7) | 0 | 0 |
Other, net | 0 | 8 | 3 |
Net cash used in financing activities | (8,014) | (1,817) | (235) |
Effect of Exchange Rate on Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents, Continuing Operations | 5 | 0 | 0 |
Net increase (decrease) in cash, cash equivalents and restricted cash and cash equivalents | 670 | (260) | (917) |
Cash, cash equivalents and restricted cash and cash equivalents—beginning of period | 1,817 | 2,077 | 2,994 |
Cash, cash equivalents and restricted cash and cash equivalents—end of period | $ 2,487 | $ 1,817 | $ 2,077 |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows - Balances per Consolidated Balance Sheets - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Balances per Consolidated Balance Sheets: | |||||
Cash and cash equivalents | $ 1,353 | [1] | $ 1,404 | ||
Restricted cash and cash equivalents | 1,134 | [1] | 413 | ||
Total cash, cash equivalents and restricted cash and cash equivalents | $ 2,487 | $ 1,817 | $ 2,077 | $ 2,994 | |
[1] Amounts presented include balances held by our consolidated variable interest entity (“VIE”), CQP, as further discussed in Note 9 —Non-controlling Interest and Variable Interest Entity . As of December 31, 2022, total assets and liabilities of CQP were $18.9 billion and $21.7 billion, respectively, including $0.9 billion of cash and cash equivalents and $0.1 billion of restricted cash and cash equivalents. |
Organization and Nature of Oper
Organization and Nature of Operations | 12 Months Ended |
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Nature of Operations | ORGANIZATION AND NATURE OF OPERATIONS We operate two natural gas liquefaction and export facilities located in Cameron Parish, Louisiana at Sabine Pass and near Corpus Christi, Texas (respectively, the “Sabine Pass LNG Terminal” and “Corpus Christi LNG Terminal”). CQP owns the Sabine Pass LNG Terminal, which has natural gas liquefaction facilities consisting of six operational Trains, with Train 6 having achieved substantial completion on February 4, 2022, for a total operational production capacity of approximately 30 mtpa of LNG (the “SPL Project”). The Sabine Pass LNG Terminal also has operational regasification facilities that include five LNG storage tanks, vaporizers and three marine berths, with the third berth having achieved substantial completion on October 27, 2022. The Sabine Pass LNG Terminal also includes a 94-mile pipeline owned by CTPL, a subsidiary of CQP, that interconnects our facilities with a number of large interstate and intrastate pipelines. As of December 31, 2022, we owned 100% of the general partner interest and a 48.6% limited partner interest in CQP. The Corpus Christi LNG Terminal currently has three operational Trains for a total operational production capacity of approximately 15 mtpa of LNG, three LNG storage tanks and two marine berths. Additionally, we are constructing an expansion of the Corpus Christi LNG Terminal (the “Corpus Christi Stage 3 Project”) for up to seven midscale Trains with an expected total operational production capacity of over 10 mtpa of LNG. CCL Stage III, CCL and CCP received approval from FERC in November 2019 to site, construct and operate the Corpus Christi Stage 3 Project. In March 2022, CCL Stage III issued limited notice to proceed to Bechtel Energy Inc. (“Bechtel”) to commence early engineering, procurement and site works. In June 2022, our board of directors (our “Board”) made a positive FID with respect to the investment in the construction and operation of the Corpus Christi Stage 3 Project and issued a full notice to proceed with construction to Bechtel effective June 16, 2022. In connection with the positive FID, CCL Stage III, through which we were developing and constructing the Corpus Christi Stage 3 Project, was contributed to CCH and subsequently merged with and into CCL, the surviving entity of the merger and a wholly owned subsidiary of CCH. Through our subsidiary CCP, we also own a 21.5-mile natural gas supply pipeline that interconnects the Corpus Christi LNG Terminal with several interstate and intrastate natural gas pipelines (the “Corpus Christi Pipeline” and together with the existing operational Trains, midscale Trains, storage tanks and marine berths, the “CCL Project”). We have increased available liquefaction capacity at the SPL Project and the CCL Project (collectively, the “Liquefaction Projects”) as a result of debottlenecking and other optimization projects. We hold significant land positions at both the Sabine Pass LNG Terminal and the Corpus Christi LNG Terminal which provide opportunity for further liquefaction capacity expansion. In September 2022, certain of our subsidiaries entered the pre-filing review process with the FERC under the National Environmental Policy Act for an expansion adjacent to the CCL Project consisting of two midscale Trains with an expected total production capacity of approximately 3 mtpa of LNG. The development of these sites or other projects, including infrastructure projects in support of natural gas supply and LNG demand, will require, among other things, acceptable commercial and financing arrangements before we make a positive FID. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation Our Consolidated Financial Statements have been prepared in accordance with GAAP. The Consolidated Financial Statements include the accounts of Cheniere, its subsidiaries and affiliates in which we hold a controlling interest, reflecting ownership of a majority of the voting interest, as of the financial statement date. Additionally, we consolidate a VIE under certain criteria discussed further below. All intercompany accounts and transactions have been eliminated in consolidation. VIEs We make a determination at the inception of each arrangement whether an entity in which we have made an investment or in which we have other variable interests is considered a VIE. Generally, an entity is a VIE if either (1) the entity does not have sufficient equity at risk to finance its activities without additional subordinated financial support from other parties, (2) the entity’s investors lack any characteristics of a controlling financial interest or (3) the entity was established with non-substantive voting rights. We consolidate VIEs when we are deemed to be the primary beneficiary. The primary beneficiary of a VIE is generally the party that both: (1) has the power to make decisions that most significantly affect the economic performance of the VIE and (2) has the obligation to absorb losses or the right to receive benefits that in either case could potentially be significant to the VIE. If we are not deemed to be the primary beneficiary of a VIE, we account for the investment or other variable interests in a VIE in accordance with applicable GAAP. Non-controlling Interests When we consolidate an entity, we include 100% of the assets, liabilities, revenues and expenses of the subsidiary in our Consolidated Financial Statements. For those entities that we consolidate in which our ownership is less than 100%, we record a non-controlling interest as a component of equity on our Consolidated Balance Sheets, which represents the third party ownership in the net assets of the respective consolidated subsidiary. Additionally, the portion of the net income or loss attributable to the non-controlling interest is reported as net income (loss) attributable to non-controlling interest on our Consolidated Statements of Operations. Changes in our ownership interests in an entity that do not result in deconsolidation are generally recognized within equity. See Note 9 —Non-controlling Interest and Variable Interest Entities for additional details about our non-controlling interest. Equity Method Investments Investments in non-controlled entities in which Cheniere has the ability to exercise significant influence over operating and financial policies are accounted for using the equity method of accounting, with our share of earnings or losses reported in other income (expense) on our Consolidated Statements of Operations or, if the investment is deemed operationally integral to our operations, reported within operating income on our Consolidated Statements of Operations in the respective line item depending on the nature of the investment. In applying the equity method of accounting, the investments are initially recognized at cost, and subsequently adjusted for our proportionate share of earnings, losses and distributions. Investments accounted for using the equity method of accounting are reported as a component of other noncurrent assets. See Note 8—Other Non-Current Assets, Net for additional details about our equity method investments. Use of Estimates The preparation of our Consolidated Financial Statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the amounts reported in the Consolidated Financial Statements and the accompanying notes. Management evaluates its estimates and related assumptions regularly, including those related to fair value measurements of derivatives and other instruments, useful lives of property, plant and equipment, certain valuations including leases, asset retirement obligations (“AROs”) and recoverability of deferred tax assets, each as further discussed under the respective sections within this note. Changes in facts and circumstances or additional information may result in revised estimates, and actual results may differ from these estimates. Fair Value Measurements Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Hierarchy Levels 1, 2 and 3 are terms for the priority of inputs to valuation approaches used to measure fair value. Hierarchy Level 1 inputs are quoted prices in active markets for identical assets or liabilities. Hierarchy Level 2 inputs are inputs that are directly or indirectly observable for the asset or liability, other than quoted prices included within Level 1. Hierarchy Level 3 inputs are inputs that are not observable in the market. In determining fair value, we use observable market data when available, or models that incorporate observable market data. In addition to market information, we incorporate transaction-specific details that, in management’s judgment, market participants would take into account in measuring fair value. We maximize the use of observable inputs and minimize our use of unobservable inputs in arriving at fair value estimates. Recurring fair-value measurements are performed for derivative instruments, as disclosed in Note 7 —Derivative Instruments , and liability-classified share-based compensation awards, as disclosed in Note 16—Share-Based Compensation . The carrying amount of cash and cash equivalents, restricted cash and cash equivalents, trade and other receivables, net of current expected credit losses, contract assets, margin deposits, accounts payable and accrued liabilities reported on the Consolidated Balance Sheets approximates fair value. The fair value of debt is the estimated amount we would have to pay to repurchase our debt in the open market, including any premium or discount attributable to the difference between the stated interest rate and market interest rate at each balance sheet date. Debt fair values, as disclosed in Note 1 1 —Debt , are based on quoted market prices for identical instruments, if available, or based on valuations of similar debt instruments using observable or unobservable inputs. Revenue Recognition We recognize revenues when we transfer control of promised goods or services to our customers in an amount that reflects the consideration to which we expect to be entitled to in exchange for those goods or services. See Note 1 3 —Revenues for further discussion of our revenue streams and accounting policies related to revenue recognition. Cash and Cash Equivalents We consider all highly liquid investments with an original maturity of three months or less to be cash equivalents. Restricted Cash and Cash Equivalents Restricted cash and cash equivalents consist of funds that are contractually or legally restricted as to usage or withdrawal and have been presented separately from cash and cash equivalents on our Consolidated Balance Sheets. Current Expected Credit Losses Trade and other receivables and contract assets are reported net of any current expected credit losses. Current expected credit losses consider the risk of loss based on past events, current conditions and reasonable and supportable forecasts. A counterparty’s ability to pay is assessed through a credit review process that considers payment terms, the counterparty’s established credit rating or our assessment of the counterparty’s credit worthiness, contract terms, payment status, and other risks or available financial assurances. Adjustments to current expected credit losses are recorded in selling, general and administrative expense in our Consolidated Statements of Operations. As of December 31, 2022 and 2021, we had current expected credit losses of zero and $5 million, respectively, on our trade and other receivables and $5 million and $4 million, respectively, on our non-current contract assets. Inventory LNG and natural gas inventory are recorded at the lower of weighted average cost and net realizable value. Materials and other inventory are recorded at the lower of cost and net realizable value. Inventory is charged to expense when sold, or, for certain qualifying costs, capitalized to property, plant and equipment when issued, primarily using the weighted average method. Property, Plant and Equipment Property, plant and equipment are recorded at cost. Expenditures for construction and commissioning activities, major renewals and betterments that extend the useful life of an asset are capitalized, while expenditures for maintenance and repairs (including those for planned major maintenance projects) to maintain property, plant and equipment in operating condition are generally expensed as incurred. Generally, we begin capitalizing the costs of our LNG terminals once the individual project meets the following criteria: (1) regulatory approval has been received, (2) financing for the project is available and (3) management has committed to commence construction. Prior to meeting these criteria, most of the costs associated with a project are expensed as incurred. These costs primarily include professional fees associated with preliminary front-end engineering and design work, costs of securing necessary regulatory approvals and other preliminary investigation and development activities related to our LNG terminals. Generally, costs that are capitalized prior to a project meeting the criteria otherwise necessary for capitalization include: land acquisition costs, detailed engineering design work and certain permits that are capitalized as other non-current assets. We realize offsets to LNG terminal costs for sales of commissioning cargoes that were earned or loaded prior to the start of commercial operations of the respective Train during the testing phase for its construction. We depreciate our property, plant and equipment using the straight-line depreciation method over assigned useful lives. Refer to Note 6 —Property, Plant and Equipment, Net of Accumulated Depreciation for additional discussion of our useful lives by asset category. Upon retirement or other disposition of property, plant and equipment, the cost and related accumulated depreciation are removed from the account, and the resulting gains or losses on disposal are recorded in other operating costs and expenses. Management tests property, plant and equipment for impairment whenever events or changes in circumstances have indicated that the carrying amount of property, plant and equipment might not be recoverable. Assets are grouped at the lowest level for which there are identifiable cash flows that are largely independent of the cash flows of other groups of assets for purposes of assessing recoverability. Recoverability generally is determined by comparing the carrying value of the asset to the expected undiscounted future cash flows of the asset. If the carrying value of the asset is not recoverable, the amount of impairment loss is measured as the excess, if any, of the carrying value of the asset over its estimated fair value. We did not record any material impairments related to property, plant and equipment during the years ended December 31, 2022, 2021 and 2020. Interest Capitalization We capitalize interest costs during the construction period of our LNG terminals and related assets as construction-in-process. Upon placing the underlying asset in service, these costs are transferred out of construction-in-process into the respective in-service asset category and depreciated over the estimated useful life of the corresponding assets, except for capitalized interest associated with land, which is not depreciated. Regulated Natural Gas Pipelines The Creole Trail Pipeline and Corpus Christi Pipeline are subject to the jurisdiction of the FERC in accordance with the Natural Gas Act of 1938 and the Natural Gas Policy Act of 1978. The economic effects of regulation can result in a regulated company recording as assets those costs that have been or are expected to be approved for recovery from customers, or recording as liabilities those amounts that are expected to be required to be returned to customers, in a rate-setting process in a period different from the period in which the amounts would be recorded by an unregulated enterprise. Accordingly, we record assets and liabilities that result from the regulated rate-making process that may not be recorded under GAAP for non-regulated entities. We continually assess whether regulatory assets are probable of future recovery by considering factors such as applicable regulatory changes and recent rate orders applicable to other regulated entities. Based on this continual assessment, we believe the existing regulatory assets are probable of recovery. These regulatory assets and liabilities are classified in our Consolidated Balance Sheets as other assets and other liabilities. Upon identification of a triggering event, we evaluate their applicability under GAAP and consider factors such as regulatory changes and the effect of competition. If cost-based regulation ends or competition increases, we may have to write off the associated regulatory assets and liabilities. Items that may influence our assessment are: • inability to recover cost increases due to rate caps and rate case moratoriums; • inability to recover capitalized costs, including an adequate return on those costs through the rate-making process and the FERC proceedings; • excess capacity; • increased competition and discounting in the markets we serve; and • impacts of ongoing regulatory initiatives in the natural gas industry. Natural gas pipeline costs include amounts capitalized as an Allowance for Funds Used During Construction (“AFUDC”). The rates used in the calculation of AFUDC are determined in accordance with guidelines established by the FERC. AFUDC represents the cost of debt and equity funds used to finance our natural gas pipeline additions during construction. AFUDC is capitalized as a part of the cost of our natural gas pipelines. Under regulatory rate practices, we generally are permitted to recover AFUDC, and a fair return thereon, through our rate base after our natural gas pipelines are placed in service. Derivative Instruments We use derivative instruments to hedge our exposure to cash flow variability from interest rate, commodity price and foreign currency exchange (“FX”) rate risk. Derivative instruments are recorded at fair value and included in our Consolidated Balance Sheets as assets or liabilities depending on the derivative position and the expected timing of settlement, unless they satisfy criteria for, and we elect, the normal purchases and sales exception, under which we account for the instrument under the accrual method of accounting, whereby revenues and expenses are recognized only upon delivery, receipt or realization of the underlying transaction. When we have the contractual right and intent to net settle, derivative assets and liabilities are reported on a net basis. For those derivative instruments measured at fair value, changes in the fair value of the instruments are recorded in earnings, unless we elect to apply hedge accounting and meet specified criteria. We did not have any derivative instruments designated as cash flow or fair value hedges during the years ended December 31, 2022, 2021 and 2020. See Note 7 —Derivative Instruments for additional details about our derivative instruments. Leases We determine if an arrangement is, or contains, a lease at inception of the arrangement. When we determine the arrangement is, or contains, a lease in which we are the lessee, we classify the lease as either an operating lease or a finance lease. Operating and finance leases are recognized on our Consolidated Balance Sheets by recording a lease liability representing the obligation to make future lease payments and a right-of-use asset representing the right to use the underlying asset for the lease term. Operating and finance lease right-of-use assets and liabilities are generally recognized based on the present value of minimum lease payments over the lease term. In determining the present value of minimum lease payments, we use the implicit interest rate in the lease if readily determinable. In the absence of a readily determinable implicitly interest rate, we discount our expected future lease payments using our relevant subsidiary’s incremental borrowing rate. The incremental borrowing rate is an estimate of the interest rate that a given subsidiary would have to pay to borrow on a collateralized basis over a similar term to that of the lease term. Options to renew a lease are included in the lease term and recognized as part of the right-of-use asset and lease liability, only to the extent they are reasonably certain to be exercised. We have elected practical expedients to (1) omit leases with an initial term of 12 months or less from recognition on our balance sheet and (2) to combine both the lease and non-lease components of an arrangement in calculating the right-of-use asset and lease liability for all classes of leased assets. Lease expense for operating lease payments is recognized on a straight-line basis over the lease term. Lease expense for finance leases is recognized as the sum of the amortization of the right-of-use assets on a straight-line basis and the interest on lease liabilities using the effective interest method over the lease term. Certain of our leases also contain variable payments that are included in the right-of-use asset and lease liability only when the contract terms require the payment of a fixed amount that is unavoidable. When we determine the arrangement is, or contains, a lease in which we are the lessor or sublessor, we assess classification of the lease as either an operating lease, sales-type lease or direct financing lease. All of our arrangements have been assessed as operating leases and consist of sublessor arrangements in which we have not been relieved of our primary obligation under the original lease. Our sublessor arrangements are not recognized on our Consolidated Balance Sheet and we recognize income from these arrangements on a straight-line basis over the sublease term. See Note 1 2 —Leases for additional details about our leases. Concentration of Credit Risk Financial instruments that potentially subject us to a concentration of credit risk consist principally of derivative instruments and accounts receivable related to our long-term SPAs and regasification contracts, each discussed further below. Additionally, we maintain cash balances at financial institutions, which may at times be in excess of federally insured levels. We have not incurred credit losses related to these cash balances to date. The use of derivative instruments exposes us to counterparty credit risk, or the risk that a counterparty will be unable to meet its commitments. Certain of our commodity derivative transactions are executed through over-the-counter contracts which are subject to nominal credit risk as these transactions are settled on a daily margin basis with investment grade financial institutions. Collateral deposited for such contracts is recorded within margin deposits. Our FX derivative instruments are placed with investment grade financial institutions whom we believe are acceptable credit risks. We monitor counterparty creditworthiness on an ongoing basis; however, we cannot predict sudden changes in counterparties’ creditworthiness. In addition, even if such changes are not sudden, we may be limited in our ability to mitigate an increase in counterparty credit risk. Should one of these counterparties not perform, we may not realize the benefit of some of our derivative instruments. We have contracted our anticipated production capacity under SPAs and under IPM agreements. Substantially all of our contracted capacity is from contracts with terms exceeding 10 years. As of December 31, 2022, we had SPAs with terms of 10 or more years with a total of 28 different third party customers. Excluding contracts with terms less than 10 years, our SPAs and IPM agreements had approximately 17 years of weighted average remaining life as of December 31, 2022. We market and sell LNG produced by the Liquefaction Projects that is not contracted by CCL or SPLs through our integrated marketing function. We are dependent on the respective customers’ creditworthiness and their willingness to perform under their respective agreements. See Note 21 —Customer Concentration for additional details about our customer concentration. Our arrangements with our customers incorporate certain provisions to mitigate our exposure to credit losses and include, under certain circumstances, customer collateral, netting of exposures through the use of industry standard commercial agreements and, as described above, margin deposits with certain counterparties in the over-the-counter derivative market, with such margin deposits primarily facilitated by independent system operators and by clearing brokers. Payments on margin deposits, either by us or by the counterparty depending on the position, are required when the value of a derivative exceeds our pre-established credit limit with the counterparty. Margin deposits are returned to us (or to the counterparty) on or near the settlement date for non-exchange traded derivatives, and we exchange margin calls on a daily basis for exchange traded transactions. Goodwill Goodwill is the excess of acquisition cost of a business over the estimated fair value of net assets acquired. Goodwill is not amortized; however, we test goodwill for impairment at least annually as of October 1st, or more frequently if events or circumstances indicate goodwill is more likely than not impaired. Factors that could indicate a more likely than not impairment include, but may not be limited to, significant negative industry or economic trends, cost increases, disruptions to our business, regulatory or political environment changes or other unanticipated events. When evaluating goodwill for impairment, we may either perform a qualitative assessment or a quantitative test. The qualitative assessment is an assessment of historical information and relevant events and circumstances to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill. If it is concluded that it is more-likely-than not that an impairment exists, a quantitative test is required which compares the estimated fair value of a reporting unit to its carrying value and measures any goodwill impairment as the amount by which the carrying amount of the reporting unit exceeds its fair value. Significant judgments and assumptions are inherent in our estimate of future cash flows used to determine the estimate of the reporting unit’s fair value. We may elect not to perform the qualitative assessment and instead perform a quantitative impairment test. We completed our annual assessment of goodwill impairment in the current year by performing a qualitative assessment; which indicated it was not more likely than not that there was an impairment and therefore no quantitative test was required. Debt Our debt consists of current and long-term secured and unsecured debt securities, convertible debt securities and credit facilities with banks and other lenders. Debt issuances are placed directly by us or through securities dealers or underwriters and are held by institutional and retail investors. Debt is recorded on our Consolidated Balance Sheets at par value adjusted for unamortized discount or premium and net of unamortized debt issuance costs related to term notes. Debt issuance costs consist primarily of arrangement fees, professional fees, legal fees, printing costs and in certain cases, commitment fees. If debt issuance costs are incurred in connection with a line of credit arrangement or on undrawn funds, the debt issuance costs are presented as an asset on our Consolidated Balance Sheets. Discounts, premiums and debt issuance costs directly related to the issuance of debt are amortized over the life of the debt and are recorded in interest expense, net of capitalized interest using the effective interest method. Gains and losses on the extinguishment or modification of debt are recorded in loss on modification or extinguishment of debt on our Consolidated Statements of Operations. We classify debt on our Consolidated Balance Sheets based on contractual maturity, with the following exceptions: • We classify term debt that is contractually due within one year as long-term debt if management has the intent and ability to refinance the current portion of such debt with future cash proceeds from an executed long-term debt agreement. • We evaluate the classification of long-term debt extinguished after the balance sheet date but before the financial statements are issued based on facts and circumstances existing as of the balance sheet date. Asset Retirement Obligations We recognize AROs for legal obligations associated with the retirement of long-lived assets that result from the acquisition, construction, development and/or normal use of the asset and for conditional AROs in which the timing or method of settlement are conditional on a future event that may or may not be within our control. The fair value of a liability for an ARO is recognized in the period in which it is incurred, if a reasonable estimate of fair value can be made. The fair value of the liability is added to the carrying amount of the associated asset. This additional carrying amount is depreciated over the estimated useful life of the asset. We have not recorded an ARO associated with the Sabine Pass LNG Terminal. Based on the real property lease agreements at the Sabine Pass LNG Terminal, at the expiration of the term of the leases we are required to surrender the LNG terminal in good working order and repair, with normal wear and tear and casualty expected. Our property lease agreements at the Sabine Pass LNG Terminal have terms of up to 90 years including renewal options. We have determined that the cost to surrender the Sabine Pass LNG Terminal in good order and repair, with normal wear and tear and casualty expected, is immaterial. We have not recorded an ARO associated with the Creole Trail Pipeline or the Corpus Christi Pipeline. We believe that it is not feasible to predict when the natural gas transportation services provided by the Creole Trail Pipeline or the Corpus Christi Pipeline will no longer be utilized. In addition, our right-of-way agreements associated with the Creole Trail Pipeline and the Corpus Christi Pipeline have no stipulated termination dates. We intend to operate the Creole Trail Pipeline and the Corpus Christi Pipeline as long as supply and demand for natural gas exists in the United States and intend to maintain it regularly. Share-based Compensation We have awarded share-based compensation in the form of stock (immediately vested), restricted stock shares, restricted stock units, performance stock units and phantom units. The awards and our related accounting policies are more fully described in Note 16—Share-based Compensation . Foreign Currency The functional currency of all of our subsidiaries is the U.S. dollar. Certain of our subsidiaries transact in currencies outside of the U.S. dollar, which gives rise to the recognition of transaction gains and losses based on the change in exchange rates between the U.S. dollar and the currency in which the foreign currency transaction is denominated. During the years ended December 31, 2022, 2021 and 2020, we recognized net transaction gains (losses) totaling $60 million, $33 million and $(0.5) million, respectively, substantially all of which was attributable to net gains (losses) totaling $61 million, $33 million and $(0.3) million, respectively, relating to commercial transactions within Cheniere Marketing. The transaction gains and losses on such commercial transactions primarily consisted of those on Euro denominated receivables and related foreign currency hedges arising from the sale of cargoes, which are presented within LNG revenues in our Consolidated Statements of Operations with the underlying activities. The remaining transaction gains and losses are presented primarily within other income (expense), net in our Consolidated Statements of Operations. Income Taxes Provisions for income taxes are based on taxes payable or refundable for the current year and deferred taxes on temporary differences between the tax basis of assets and liabilities and their reported amounts in our Consolidated Financial Statements. Deferred tax assets and liabilities are included in our Consolidated Financial Statements at currently enacted income tax rates applicable to the period in which the deferred tax assets and liabilities are expected to be realized or settled. As changes in tax laws or rates are enacted, deferred tax assets and liabilities are adjusted through the current period’s provision for income taxes. A valuation allowance is recorded to reduce the carrying value of our deferred tax assets when it is more likely than not that some or all of our deferred tax assets will not be realized. We evaluate the realizability of our deferred tax assets as of each reporting date, weighing all positive and negative evidence. The assessment requires significant judgment and is performed in each of our applicable jurisdictions. In making such determination, we consider various factors such as historical profitability, future projections of sustained profitability underpinned by fixed-price long-term SPAs and reversal of existing deferred tax liabilities. We recognize the financial statement effects of a tax position when it is more likely than not, based on the technical merits, that the position will be sustained upon examination. On August 16, 2022, President Biden signed H.R. 5376 (P.L. 117-169), commonly referred to as the Inflation Reduction Act, into law, which includes the implementation of a new 15% corporate alternative minimum tax (the “CAMT”) effective in 2023 on the adjusted financial statement income of certain large corporations, among other provisions. We have elected to account for the effects of CAMT on deferred tax assets, carryforwards, and tax credits in the period they arise. Net Income (Loss) Per Share Basic net income or loss per share attributable to common stockholders excludes dilution and is computed by dividing net income or loss attributable to common stockholders during the period by the weighted average number of common shares outstanding during the period. Diluted net income or loss per share reflects potential dilution and is computed by dividing net income (loss) attributable to common stockholders by the weighted average number of common shares outstanding during the period, which is increased by the number of additional common shares that would have been outstanding if the potential common shares had been issued. However, if the effect of any additional securities are anti-dilutive (i.e., resulting in a higher net income per share or lower net loss per share), they are excluded from the dilutive net income or loss computation. The dilutive effect of unvested stock is calculated using the treasury-stock method and the dilutive effect of convertible securities is calculated using the treasury or if-converted method. Refer to Note 1 8 —Net Income (Loss) per Share Attributable to Common Stockholders for additional details of the computation for the years ended December 31, 2022, 2021 and 2020. Business Segment We have determined that we operate as a single operating and reportable segment. Substantially all of our long-lived assets are located in the United States. Our chief operating decision maker makes resource allocation decisions and assesses performance based on financial information presented on a consolidated basis in the delivery of an integrated source of LNG to our customers. Recent Accounting Standards ASU 2020-06 In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity . This guidance simplifies the accounting for convertible instruments primarily by eliminating the existing cash conversion and bene |
Restricted Cash and Cash Equiva
Restricted Cash and Cash Equivalents | 12 Months Ended |
Dec. 31, 2022 | |
Restricted Cash and Cash Equivalents [Abstract] | |
Restricted Cash and Cash Equivalents | RESTRICTED CASH AND CASH EQUIVALENTS Restricted cash and cash equivalents consisted of the following (in millions): December 31, 2022 2021 Restricted cash and cash equivalents SPL Project $ 92 $ 98 CCL Project 738 44 Cash held by our subsidiaries that is restricted to Cheniere 304 271 Total restricted cash and cash equivalents $ 1,134 $ 413 Pursuant to the accounts agreements entered into with the collateral trustees for the benefit of SPL’s debt holders and CCH’s debt holders, SPL and CCH are required to deposit all cash received into reserve accounts controlled by the collateral trustees. The usage or withdrawal of such cash is restricted to the payment of liabilities related to the Liquefaction Projects and other restricted payments. The majority of the cash held by our subsidiaries that is restricted to Cheniere relates to advance funding for operation and construction needs of the Liquefaction Projects. |
Trade and Other Receivables, Ne
Trade and Other Receivables, Net of Current Expected Credit Losses | 12 Months Ended |
Dec. 31, 2022 | |
Receivables [Abstract] | |
Trade and Other Receivables, Net of Current Expected Credit Losses | TRADE AND OTHER RECEIVABLES, NET OF CURRENT EXPECTED CREDIT LOSSES Trade and other receivables, net of current expected credit losses consisted of the following (in millions): December 31, 2022 2021 Trade receivables SPL and CCL $ 922 $ 802 Cheniere Marketing 917 640 Other receivables 105 64 Total trade and other receivables, net of current expected credit losses $ 1,944 $ 1,506 |
Inventory
Inventory | 12 Months Ended |
Dec. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Inventory | INVENTORY Inventory consisted of the following (in millions): December 31, 2022 2021 LNG in-transit $ 356 $ 312 LNG 212 153 Materials 194 174 Natural gas 60 64 Other 4 3 Total inventory $ 826 $ 706 |
Derivative Instruments
Derivative Instruments | 12 Months Ended |
Dec. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | DERIVATIVE INSTRUMENTS We have entered into the following derivative instruments: • interest rate swaps (“CCH Interest Rate Derivatives”) to hedge the exposure to volatility in a portion of the floating-rate interest payments on CCH’s amended and restated term loan credit facility (the “CCH Credit Facility”), which expired in May 2022, and to hedge against changes in interest rates that could impact anticipated future issuances of debt by CCH (the “Interest Rate Forward Start Derivatives” and, collectively with the CCH Interest Rate Derivatives, the “Interest Rate Derivatives”), which were settled in August 2020; • commodity derivatives consisting of natural gas and power supply contracts, including those under our IPM agreements, for the development, commissioning and operation of the Liquefaction Projects and associated economic hedges (collectively, “Liquefaction Supply Derivatives”); • LNG derivatives in which we have contractual net settlement and economic hedges on the exposure to the commodity markets in which we have contractual arrangements to purchase or sell physical LNG (collectively, “LNG Trading Derivatives”); and • foreign currency exchange (“FX”) contracts to hedge exposure to currency risk associated with cash flows denominated in currencies other than United States dollar (“FX Derivatives”), associated with both LNG Trading Derivatives and operations in countries outside of the United States. We recognize our derivative instruments as either assets or liabilities and measure those instruments at fair value. None of our derivative instruments are designated as cash flow or fair value hedging instruments, and changes in fair value are recorded within our Consolidated Statements of Operations to the extent not utilized for the commissioning process, in which case such changes are capitalized. The following table shows the fair value of our derivative instruments that are required to be measured at fair value on a recurring basis (in millions): Fair Value Measurements as of December 31, 2022 December 31, 2021 Quoted Prices in Active Markets Significant Other Observable Inputs Significant Unobservable Inputs Total Quoted Prices in Active Markets Significant Other Observable Inputs Significant Unobservable Inputs Total Interest Rate Derivatives liability $ — $ — $ — $ — $ — $ (40) $ — $ (40) Liquefaction Supply Derivatives asset (liability) (66) (29) (9,924) (10,019) 7 (9) (4,036) (4,038) LNG Trading Derivatives asset (liability) 1 (47) — (46) (22) (378) — (400) FX Derivatives asset (liability) — (28) — (28) — 12 — 12 We valued our Interest Rate Derivatives using an income-based approach utilizing observable inputs to the valuation model including interest rate curves, risk adjusted discount rates, credit spreads and other relevant data. We value our LNG Trading Derivatives and our Liquefaction Supply Derivatives using a market or option-based approach incorporating present value techniques, as needed, using observable commodity price curves, when available, and other relevant data. We value our FX Derivatives with a market approach using observable FX rates and other relevant data. The fair value of our Liquefaction Supply Derivatives and LNG Trading Derivatives are predominantly driven by observable and unobservable market commodity prices and, as applicable to our natural gas supply contracts, our assessment of the associated events deriving fair value, including, but not limited to, evaluation of whether the respective market exists from the perspective of market participants as infrastructure is developed. We include a significant portion of our Liquefaction Supply Derivatives as Level 3 within the valuation hierarchy as the fair value is developed through the use of internal models which incorporate significant unobservable inputs. In instances where observable data is unavailable, consideration is given to the assumptions that market participants would use in valuing the asset or liability. This includes assumptions about market risks, such as future prices of energy units for unobservable periods, liquidity and volatility. The Level 3 fair value measurements of our natural gas positions within our Liquefaction Supply Derivatives could be materially impacted by a significant change in certain natural gas and international LNG prices. The following table includes quantitative information for the unobservable inputs for our Level 3 Liquefaction Supply Derivatives as of December 31, 2022: Net Fair Value Liability Valuation Approach Significant Unobservable Input Range of Significant Unobservable Inputs / Weighted Average (1) Liquefaction Supply Derivatives $(9,924) Market approach incorporating present value techniques Henry Hub basis spread $(1.775) - $0.660 / $(0.154) Option pricing model International LNG pricing spread, relative to Henry Hub (2) 73% - 532% / 163% (1) Unobservable inputs were weighted by the relative fair value of the instruments. (2) Spread contemplates U.S. dollar-denominated pricing. Increases or decreases in basis or pricing spreads, in isolation, would decrease or increase, respectively, the fair value of our Liquefaction Supply Derivatives. The following table shows the changes in the fair value of our Level 3 Liquefaction Supply Derivatives and LNG Trading Derivatives (in millions): Year Ended December 31, 2022 2021 (1) 2020 Balance, beginning of period $ (4,036) $ 241 $ 138 Realized and change in fair value gains (losses) included in net income (2): Included in cost of sales, existing deals (3) (5,120) (2,509) 156 Included in cost of sales, new deals (4) (1,373) (1,796) — Purchases and settlements: Purchases (5) — (1) 5 Settlements (6) 605 29 (65) Transfers in and/or out of level 3 Transfers into level 3 (7) — — 7 Balance, end of period $ (9,924) $ (4,036) $ 241 Favorable (unfavorable) changes in fair value relating to instruments still held at the end of the period $ (6,493) $ (4,305) $ 156 (1) Includes amounts recorded related to natural gas supply contracts that CCL had with a related party. The agreement ceased to be considered a related party agreement during 2021, as discussed in Note 1 4 —Related Party Transactions . (2) Does not include the realized value associated with derivative instruments that settle through physical delivery, as settlement is equal to contractually fixed price from trade date multiplied by contractual volume. See settlements line item in this table. (3) Impact to earnings on deals that existed at the beginning of the period and continue to exist at the end of the period. (4) Impact to earnings on deals that were entered into during the reporting period and continue to exist at the end of the period. (5) Includes any day one gain (loss) recognized during the reporting period on deals that were entered into during the reporting period which continue to exist at the end of the period, in addition to any derivative contracts acquired from entities at a value other than zero on acquisition date, such as derivatives assigned or novated during the reporting period and continuing to exist at the end of the period. (6) Roll-off in the current period of amounts recognized in our Consolidated Balance Sheets at the end of the previous period due to settlement of the underlying instruments in the current period. (7) Transferred into level 3 as a result of unobservable market for the underlying natural gas purchase agreements. All existing counterparty derivative contracts provide for the unconditional right of set-off in the event of default. We have elected to report derivative assets and liabilities arising from those derivative contracts with the same counterparty and the unconditional contractual right of set-off on a net basis. The use of derivative instruments exposes us to counterparty credit risk, or the risk that a counterparty will be unable to meet its commitments, in instances when our derivative instruments are in an asset position. Additionally, counterparties are at risk that we will be unable to meet our commitments in instances where our derivative instruments are in a liability position. We incorporate both our own nonperformance risk and the respective counterparty’s nonperformance risk in fair value measurements depending on the position of the derivative. In adjusting the fair value of our derivative contracts for the effect of nonperformance risk, we have considered the impact of any applicable credit enhancements, such as collateral postings, set-off rights and guarantees. Interest Rate Derivatives CCH previously entered into the following Interest Rate Derivatives to protect against volatility of future cash flows and hedge a portion of the variable interest payments on the CCH Credit Facility, which expired in May 2022: Notional Amounts December 31, 2022 December 31, 2021 Weighted Average Fixed Interest Rate Paid Variable Interest Rate Received CCH Interest Rate Derivatives $— $4.5 billion 2.30% One-month LIBOR The following table shows the effect and location of our Interest Rate Derivatives on our Consolidated Statements of Operations (in millions): Gain (Loss) Recognized in Consolidated Statements of Operations Consolidated Statements of Operations Location Year Ended December 31, 2022 2021 2020 CCH Interest Rate Derivatives Interest rate derivative gain (loss), net $ 2 $ (1) $ (138) CCH Interest Rate Forward Start Derivatives Interest rate derivative gain (loss), net — — (95) Commodity Derivatives SPL and CCL hold Liquefaction Supply Derivatives which are primarily indexed to the natural gas market and international LNG indices. The terms of the Liquefaction Supply Derivatives range up to approximately 15 years, some of which commence upon the satisfaction of certain events or states of affairs. Cheniere Marketing has historically entered into, and may from time to time enter into LNG transactions that provide for contractual net settlement. Such transactions are accounted for as LNG Trading Derivatives along with financial commodity contracts in the form of swaps or futures. The terms of LNG Trading Derivatives range up to approximately two years. The following table shows the notional amounts of our Liquefaction Supply Derivatives and LNG Trading Derivatives (collectively, “Commodity Derivatives”): December 31, 2022 December 31, 2021 Liquefaction Supply Derivatives (1) LNG Trading Derivatives Liquefaction Supply Derivatives LNG Trading Derivatives Notional amount, net (in TBtu) 14,504 50 11,238 33 (1) Excludes notional amounts associated with extension options that were uncertain to be taken as of December 31, 2022. The following table shows the effect and location of our Commodity Derivatives recorded on our Consolidated Statements of Operations (in millions): Gain (Loss) Recognized in Consolidated Statements of Operations Consolidated Statements of Operations Location (1) Year Ended December 31, 2022 2021 2020 LNG Trading Derivatives LNG revenues $ (387) $ (1,812) $ (26) LNG Trading Derivatives Cost of sales (2) 91 (42) Liquefaction Supply Derivatives (2) LNG revenues 2 3 (1) Liquefaction Supply Derivatives (2) Cost of sales (3) (6,203) (4,303) 94 (1) Fair value fluctuations associated with commodity derivative activities are classified and presented consistently with the item economically hedged and the nature and intent of the derivative instrument. (2) Does not include the value associated with derivative instruments that settle through physical delivery. (3) Includes amounts recorded related to natural gas supply contracts that CCL had with a related party. The agreement ceased to be considered a related party agreement during 2021, as discussed in Note 1 4 —Related Party Transactions . FX Derivatives Cheniere Marketing holds FX Derivatives to protect against the volatility in future cash flows attributable to changes in international currency exchange rates. The FX Derivatives economically hedge the foreign currency exposure arising from cash flows expended for both physical and financial LNG transactions that are denominated in a currency other than the United States dollar. The terms of FX Derivatives range up to approximately one year. The total notional amount of our FX Derivatives was $619 million and $762 million as of December 31, 2022 and 2021, respectively. The following table shows the effect and location of our FX Derivatives recorded on our Consolidated Statements of Operations (in millions): Gain Recognized in Consolidated Statements of Operations Consolidated Statements of Operations Location Year Ended December 31, 2022 2021 2020 FX Derivatives LNG revenues $ 57 $ 33 $ (3) Fair Value and Location of Derivative Assets and Liabilities on the Consolidated Balance Sheets The following table shows the fair value and location of our derivative instruments on our Consolidated Balance Sheets (in millions): December 31, 2022 CCH Interest Rate Derivatives Liquefaction Supply Derivatives (1) LNG Trading Derivatives (2) FX Derivatives Total Consolidated Balance Sheets Location Current derivative assets $ — $ 36 $ 84 $ — $ 120 Derivative assets — 35 — — 35 Total derivative assets — 71 84 — 155 Current derivative liabilities — (2,143) (130) (28) (2,301) Derivative liabilities — (7,947) — — (7,947) Total derivative liabilities — (10,090) (130) (28) (10,248) Derivative liability, net $ — $ (10,019) $ (46) $ (28) $ (10,093) December 31, 2021 CCH Interest Rate Derivatives Liquefaction Supply Derivatives (1) LNG Trading Derivatives (2) FX Derivatives Total Consolidated Balance Sheets Location Current derivative assets $ — $ 38 $ 2 $ 15 $ 55 Derivative assets — 69 — — 69 Total derivative assets — 107 2 15 124 Current derivative liabilities (40) (644) (402) (3) (1,089) Derivative liabilities — (3,501) — — (3,501) Total derivative liabilities (40) (4,145) (402) (3) (4,590) Derivative asset (liability), net $ (40) $ (4,038) $ (400) $ 12 $ (4,466) (1) Does not include collateral posted with counterparties by us of $111 million and $20 million as of December 31, 2022 and 2021, respectively, which are included in margin deposits in our Consolidated Balance Sheets. (2) Does not include collateral posted with counterparties by us of $23 million and $745 million, as of December 31, 2022 and 2021, respectively, which are included in margin deposits in our Consolidated Balance Sheets. Consolidated Balance Sheets Presentation The following table shows the fair value of our derivatives outstanding on a gross and net basis (in millions) for our derivative instruments that are presented on a net basis on our Consolidated Balance Sheets: Liquefaction Supply Derivatives LNG Trading Derivatives FX Derivatives As of December 31, 2022 Gross assets $ 76 $ 87 $ — Offsetting amounts (5) (3) — Net assets $ 71 $ 84 $ — Gross liabilities $ (10,436) $ (132) $ (29) Offsetting amounts 346 2 1 Net liabilities $ (10,090) $ (130) $ (28) As of December 31, 2021 Gross assets $ 155 $ 10 $ 48 Offsetting amounts (48) (8) (33) Net assets $ 107 $ 2 $ 15 Gross liabilities $ (4,382) $ (551) $ (10) Offsetting amounts 237 149 7 Net liabilities $ (4,145) $ (402) $ (3) |
Property, Plant and Equipment,
Property, Plant and Equipment, Net of Accumulated Depreciation | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment, Net of Accumulated Depreciation | PROPERTY, PLANT AND EQUIPMENT, NET OF ACCUMULATED DEPRECIATION Property, plant and equipment, net of accumulated depreciation consisted of the following (in millions): December 31, 2022 2021 LNG terminal Terminal and interconnecting pipeline facilities $ 33,815 $ 30,660 Site and related costs 451 441 Construction-in-process 1,685 2,995 Accumulated depreciation (4,985) (3,912) Total LNG terminal, net of accumulated depreciation 30,966 30,184 Fixed assets and other Computer and office equipment 33 25 Furniture and fixtures 20 20 Computer software 121 120 Leasehold improvements 48 45 Land 1 1 Other 19 19 Accumulated depreciation (191) (176) Total fixed assets and other, net of accumulated depreciation 51 54 Assets under finance leases Marine assets 533 60 Accumulated depreciation (22) (10) Total assets under finance lease, net of accumulated depreciation 511 50 Property, plant and equipment, net of accumulated depreciation $ 31,528 $ 30,288 The following table shows depreciation expense and offsets to LNG terminal costs (in millions): Year Ended December 31, 2022 2021 2020 Depreciation expense $ 1,113 $ 1,006 $ 926 Offsets to LNG terminal costs (1) 204 319 19 (1) We recognize offsets to LNG terminal costs related to the sale of commissioning cargoes because these amounts were earned or loaded prior to the start of commercial operations of the respective Trains of the Liquefaction Projects during the testing phase for its construction. LNG Terminal Costs Our LNG terminals are depreciated using the straight-line depreciation method applied to groups of LNG terminal assets with varying useful lives. The identifiable components of our LNG terminals have depreciable lives between 6 and 50 years, as follows: Components Useful life (years) LNG storage tanks 50 Natural gas pipeline facilities 40 Marine berth, electrical, facility and roads 35 Water pipelines 30 Regasification processing equipment 30 Sendout pumps 20 Liquefaction processing equipment 6-50 Other 10-30 Fixed Assets and Other Our fixed assets and other are recorded at cost and are depreciated on a straight-line method based on estimated lives of the individual assets or groups of assets. Assets under Finance Lease Our assets under finance lease consists of certain tug vessels and LNG vessel time charters that meet the classification of a finance lease. These assets are depreciated on a straight-line method over the respective lease term. See Note 12—Leases for additional details of our finance leases. |
Other Non-Current Assets
Other Non-Current Assets | 12 Months Ended |
Dec. 31, 2022 | |
Other Assets, Noncurrent [Abstract] | |
Other Non-Current Assets | OTHER NON-CURRENT ASSETS, NET Other non-current assets, net consisted of the following (in millions): December 31, 2022 2021 Contract assets, net of current expected credit losses $ 171 $ 135 Advances made to municipalities for water system enhancements 78 81 Equity method investments 16 56 Advances and other asset conveyances to third parties to support LNG terminals 92 80 Debt issuance costs and debt discount, net of accumulated amortization 60 34 Advances made under EPC and non-EPC contracts — 5 Advance tax-related payments and receivables 20 17 Other 92 54 Total other non-current assets, net $ 529 $ 462 Equity Method Investments Interest in Midship Holdings, LLC As of December 31, 2022, our equity method investment balance consists of our interest in Midship Holdings, LLC (“Midship Holdings”), which manages the business and affairs of Midship Pipeline Company, LLC (“Midship Pipeline”). Midship Pipeline is currently operating an approximately 200-mile natural gas pipeline project (the “Midship Project”) that connects production in the Anadarko Basin to Gulf Coast markets. The Midship Project commenced operations in April 2020. During the years ended December 31, 2022, 2021 and 2020, we recognized other-than-temporary impairment losses of $67 million, $37 million and $129 million, respectively, related to our investment in Midship Holdings. Impairment losses during the year ended December 31, 2022 were primarily the result of increased forecast construction-related and operating costs, resulting in an other-than-temporary reduction in the fair value of our equity interests. Impairment losses during the years ended December 31, 2021 and 2020 were precipitated primarily due to declining market conditions in the energy industry and customer credit risk, resulting in an other-than-temporary reduction in the fair value of our equity interests. The fair values of our equity interests were primarily measured using an income approach, which utilized level 3 fair value inputs such as projected earnings and discount rates. Impairment losses associated with our equity method investment is presented in other expense, net. Our investment in Midship Holdings, net of impairment losses, was $16 million and $56 million as of December 31, 2022 and 2021, respectively. |
Non-Controlling Interest and Va
Non-Controlling Interest and Variable Interest Entity | 12 Months Ended |
Dec. 31, 2022 | |
Noncontrolling Interest and Variable Interest Entity [Abstract] | |
Non-Controlling Interest and Variable Interest Entity | NON-CONTROLLING INTEREST AND VARIABLE INTEREST ENTITY We own a 48.6% limited partner interest in CQP in the form of 239.9 million common units, with the remaining non-controlling limited partner interest held by Blackstone Inc., Brookfield Asset Management Inc. and the public. We also own 100% of the general partner interest and the incentive distribution rights in CQP. CQP is a limited partnership formed by us in 2006 to own and operate the Sabine Pass LNG Terminal and related assets. Our subsidiary, Cheniere Partners GP, is the general partner of CQP. In 2012, CQP, Cheniere and Blackstone CQP Holdco LP (“Blackstone CQP Holdco”) entered into a unit purchase agreement whereby CQP sold 100.0 million Class B units to Blackstone CQP Holdco in a private placement. The board of directors of Cheniere Partners GP was modified to include three directors appointed by Blackstone CQP Holdco, four directors appointed by us and four independent directors mutually agreed upon by Blackstone CQP Holdco and us and appointed by us. In addition, we provided Blackstone CQP Holdco with a right to maintain one board seat on our Board of Directors (our “Board”). A quorum of Cheniere Partners GP directors consists of a majority of all directors, including at least two directors appointed by Blackstone CQP Holdco, two directors appointed by us and two independent directors. Blackstone CQP Holdco will no longer be entitled to appoint Cheniere Partners GP directors in the event that Blackstone CQP Holdco’s ownership in CQP is less than 20% of outstanding common units and subordinated units. As a holder of common units of CQP, we are not obligated to fund losses of CQP. However, our capital account, which would be considered in allocating the net assets of CQP were it to be liquidated, continues to share in losses of CQP. We have determined that Cheniere Partners GP is a VIE and that we, as the holder of the equity at risk, do not have a controlling financial interest due to the rights held by Blackstone CQP Holdco. However, we continue to consolidate CQP as a result of Blackstone CQP Holdco’s right to maintain one board seat on our Board which creates a de facto agency relationship between Blackstone CQP Holdco and us. GAAP requires that when a de facto agency relationship exists, one of the members of the de facto agency relationship must consolidate the VIE based on certain criteria. As a result, we consolidate CQP in our Consolidated Financial Statements. The following table presents the summarized assets and liabilities (in millions) of CQP, which are included in our Consolidated Balance Sheets. The assets in the table below may only be used to settle obligations of CQP. In addition, there is no recourse to us for the consolidated VIE’s liabilities. The assets and liabilities in the table below include third party assets and liabilities of CQP only and exclude intercompany balances between CQP and Cheniere that eliminate in the Consolidated Financial Statements of Cheniere. December 31, 2022 2021 ASSETS Current assets Cash and cash equivalents $ 904 $ 876 Restricted cash and cash equivalents 92 98 Trade and other receivables, net of current expected credit losses 627 580 Other current assets 269 285 Total current assets 1,892 1,839 Property, plant and equipment, net of accumulated depreciation 16,725 16,830 Other non-current assets, net 288 316 Total assets $ 18,905 $ 18,985 LIABILITIES Current liabilities Accrued liabilities $ 1,384 $ 1,077 Other current liabilities 960 200 Total current liabilities 2,344 1,277 Long-term debt, net of premium, discount and debt issuance costs 16,198 17,177 Other non-current liabilities 3,122 100 Total liabilities $ 21,664 $ 18,554 |
Accrued Liabilities
Accrued Liabilities | 12 Months Ended |
Dec. 31, 2022 | |
Accrued Liabilities, Current [Abstract] | |
Accrued Liabilities | ACCRUED LIABILITIES Accrued liabilities consisted of the following (in millions): December 31, 2022 2021 Natural gas purchases $ 1,621 $ 1,323 Derivative settlements 7 329 Interest costs and related debt fees 383 214 LNG terminals and related pipeline costs 240 144 Compensation and benefits 245 180 LNG inventory 88 34 Other accrued liabilities 95 75 Total accrued liabilities $ 2,679 $ 2,299 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Debt | DEBT Debt consisted of the following (in millions): December 31, 2022 2021 SPL: Senior Secured Notes: 5.625% due 2023 $ — $ 1,500 5.75% due 2024 2,000 2,000 5.625% due 2025 2,000 2,000 5.875% due 2026 1,500 1,500 5.00% due 2027 1,500 1,500 4.200% due 2028 1,350 1,350 4.500% due 2030 2,000 2,000 4.746% weighted average rate due 2037 1,782 1,282 Total SPL Senior Secured Notes 12,132 13,132 Working capital revolving credit and letter of credit reimbursement agreement (the “SPL Working Capital Facility”) — — Total debt - SPL 12,132 13,132 CQP: Senior Notes: 4.500% due 2029 1,500 1,500 4.000% due 2031 1,500 1,500 3.25% due 2032 1,200 1,200 Total CQP Senior Notes 4,200 4,200 Credit facilities (the “CQP Credit Facilities”) — — Total debt - CQP 4,200 4,200 CCH: Senior Secured Notes: 7.000% due 2024 (the “2024 CCH Senior Notes”) (1) 498 1,250 5.875% due 2025 1,491 1,500 5.125% due 2027 (2) 1,271 1,500 3.700% due 2029 (2) 1,361 1,500 3.751% weighted average rate due 2039 (2) 2,633 2,721 Total CCH Senior Secured Notes 7,254 8,471 CCH Credit Facility — 1,728 Working capital facility (the “CCH Working Capital Facility”) (3) — 250 Total debt - CCH 7,254 10,449 Cheniere: 4.625% Senior Secured Notes due 2028 1,500 2,000 2045 Cheniere Convertible Senior Notes (4) — 625 Revolving credit facility (the “Cheniere Revolving Credit Facility”) — — Total debt - Cheniere 1,500 2,625 Cheniere Marketing: trade finance facilities and letter of credit facility (3) — — Total debt 25,086 30,406 Current portion of long-term debt (813) (117) Short-term debt — (250) Unamortized premium, discount and debt issuance costs, net (218) (590) Total long-term debt, net of premium, discount and debt issuance costs $ 24,055 $ 29,449 (1) In January 2023, we redeemed the remaining outstanding principal balance of the 2024 CCH Senior Notes with cash that was on hand at December 31, 2022. Therefore, the outstanding principal balance redeemed was classified as current portion of long-term debt as of December 31, 2022, net of discount and debt issuance costs of $3 million. (2) Subsequent to December 31, 2022 and through February 16, 2023, we executed bond repurchases totaling $322 million, inclusive of CCH’s Senior Secured Notes due 2027, 2029 and 2039 on the open market. These bonds were repurchased with cash that was on hand at December 31, 2022; therefore, the amounts repurchased are classified as current portion of long-term debt as of December 31, 2022, net of discount and debt issuance costs of $4 million. (3) These debt instruments are classified as short-term debt. (4) The redemption of these notes was financed with borrowings under the Cheniere Revolving Credit Facility, which is a long-term debt instrument. Therefore, the 2045 Cheniere Convertible Senior Notes were classified as long-term debt as of December 31, 2021. See Convertible Notes section below for further discussion of the redemption. Senior Notes SPL Senior Secured Notes The SPL Senior Secured Notes are senior secured obligations of SPL, ranking equally in right of payment with SPL’s other existing and future senior debt and secured by the same collateral and senior in right of payment to any of its future subordinated debt. Subject to permitted liens, the SPL Senior Secured 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, at any time, redeem all or part of the SPL Senior Secured Notes at specified prices set forth in the respective indentures governing the SPL Senior Secured Notes, plus accrued and unpaid interest, if any, to the date of redemption. The series of SPL Senior Secured Notes due in 2037 are fully amortizing according to a fixed sculpted amortization schedule, as set forth in the respective indentures. CQP Senior Notes The CQP Senior Notes are jointly and severally guaranteed by each of CQP’s subsidiaries other than SPL and, subject to certain conditions governing its guarantee, Sabine Pass LP (each a “Guarantor” and collectively, the “CQP Guarantors”). The CQP Senior Notes are senior obligations of CQP, ranking equally in right of payment with CQP’s other existing and future unsubordinated debt and senior to any of its future subordinated debt. In the event that the aggregate amount of CQP’s secured indebtedness and the secured indebtedness of the CQP Guarantors (other than the CQP Senior Notes or any other series of notes issued under the CQP Base Indenture) outstanding at any one time exceeds the greater of (1) $1.5 billion and (2) 10% of net tangible assets, the CQP Senior Notes will be secured by a first-priority lien (subject to permitted encumbrances) on substantially all the existing and future tangible and intangible assets and rights of CQP and the CQP Guarantors and equity interests in the CQP Guarantors. The liens securing the CQP Senior Notes, if applicable, will be shared equally and ratably (subject to permitted liens) with the holders of any other senior secured obligations. CQP may, at any time, redeem all or part of the CQP Senior Notes at specified prices set forth in the respective indentures governing the CQP Senior Notes, plus accrued and unpaid interest, if any, to the date of redemption. CCH Senior Secured Notes The CCH Senior Secured Notes are jointly and severally guaranteed by CCH’s subsidiaries, CCL, CCP and Corpus Christi Pipeline GP, LLC (each a “CCH Guarantor” and collectively, the “CCH Guarantors”). The CCH Senior Secured Notes are senior secured obligations of CCH, ranking senior in right of payment to any and all of CCH’s future indebtedness that is subordinated to the CCH Senior Secured Notes and equal in right of payment with CCH’s other existing and future indebtedness that is senior and secured by the same collateral securing the CCH Senior Secured Notes. The CCH Senior Secured Notes are secured by a first-priority security interest in substantially all of CCH’s and the CCH Guarantors’ assets. CCH may, at any time, redeem all or part of the CCH Senior Secured Notes at specified prices set forth in the respective indentures governing the CCH Senior Secured Notes, plus accrued and unpaid interest, if any, to the date of redemption. Cheniere Senior Secured Notes The Cheniere Senior Secured Notes are our general senior obligations and rank senior in right of payment to all of our future obligations that are, by their terms, expressly subordinated in right of payment to the Cheniere Senior Secured Notes and equally in right of payment with all of our other existing and future unsubordinated indebtedness. The Cheniere Senior Secured Notes became unsecured in June 2021 concurrent with the repayment of all outstanding obligations under the Cheniere Term Loan Facility and may, in certain instances become secured in the future in connection with the incurrence of additional secured indebtedness by us. When required, the Cheniere Senior Secured Notes will be secured on a first-priority basis by a lien on substantially all of our assets and equity interests in our direct subsidiaries (other than certain excluded subsidiaries), which liens rank pari passu with the liens securing the Cheniere Revolving Credit Facility. As of December 31, 2022, the Cheniere Senior Secured Notes are not guaranteed by any of our subsidiaries. In the future, the Cheniere Senior Secured Notes will be guaranteed by our subsidiaries who guarantee our other material indebtedness. We may, at any time, redeem all or part of the Cheniere Senior Secured Notes at specified prices set forth in the indenture governing the Cheniere Senior Secured Notes, plus accrued and unpaid interest, if any, to the date of redemption. Below is a schedule of future principal payments that we are obligated to make on our outstanding debt at December 31, 2022 (in millions): Years Ending December 31, Principal Payments 2023 $ 498 2024 2,000 2025 3,542 2026 1,608 2027 2,966 Thereafter 14,472 Total $ 25,086 Credit Facilities Below is a summary of our committed credit facilities outstanding as of December 31, 2022 (in millions): SPL Working Capital Facility (1) CQP Credit Facilities (2) CCH Credit Facility (3) (4) CCH Working Capital Facility (4) (5) Cheniere Revolving Credit Facility (6) Total facility size $ 1,200 $ 750 $ 3,260 $ 1,500 $ 1,250 Less: Outstanding balance — — — — — Letters of credit issued 328 — — 178 — Available commitment $ 872 $ 750 $ 3,260 $ 1,322 $ 1,250 Priority ranking Senior secured Unsecured Senior secured Senior secured Unsecured Interest rate on available balance (7) LIBOR plus 1.125% - 1.750% or base rate plus 0.125% - 0.750% LIBOR plus 1.25% - 2.125% or base rate plus 0.25% - 1.125% SOFR plus credit spread adjustment of 0.1%, plus margin of 1.5% or base rate plus 0.5% SOFR plus credit spread adjustment of 0.1%, plus margin of 1.0% - 1.5% or base rate plus 0.0% - 0.5% LIBOR plus 1.125% - 2.250% or base rate plus 0.125% - 1.250% (8) Commitment fees on undrawn balance (7) 0.10% - 0.30% 0.375% - 0.638% 0.525% 0.10% - 0.20% 0.125% - 0.375% Maturity date March 19, 2025 May 29, 2024 (9) June 15, 2027 October 28, 2026 (1) The obligations of SPL under the SPL Working Capital Facility are secured by substantially all of the assets of SPL as well as a pledge of all of the membership interests in SPL and certain future subsidiaries of SPL on a pari passu basis by a first priority lien with the SPL Senior Secured Notes. The SPL Working Capital Facility contains customary conditions precedent for extensions. (2) The obligations under the CQP Credit Facilities are unconditionally guaranteed by the CQP Guarantors. (3) The obligations of CCH under the CCH Credit Facility are secured by a first priority lien on substantially all of the assets of CCH and its subsidiaries and by a pledge by Cheniere CCH Holdco I of its limited liability company interests in CCH. (4) In June 2022, CCH amended and restated the CCH Credit Facility and the CCH Working Capital Facility resulting in $20 million of debt extinguishment and modification costs to, among other things, (1) provide incremental commitments of $3.7 billion and $300 million for the CCH Credit Facility and the CCH Working Capital Facility, respectively, in connection with the FID with respect to the Corpus Christi Stage 3 Project, (2) extend the maturity, (3) update the indexed interest rate to SOFR and (4) make certain other changes to the terms and conditions of each existing facility. (5) The obligations of CCH under the CCH Working Capital Facility are secured by substantially all of the assets of CCH and the CCH Guarantors as well as all of the membership interests in CCH and each of the CCH Guarantors on a pari passu basis with the CCH Senior Secured Notes and the CCH Credit Facility. (6) The Cheniere Revolving Credit Facility contains a financial covenant requiring us to maintain a non-consolidated leverage ratio not to exceed 5.50:1.00 as of the end of any fiscal quarter if (i) as of the last day of such fiscal quarter the aggregate principal amount of outstanding loans plus drawn and unreimbursed letters of credit is greater than 35% of the aggregate commitments under the Cheniere Revolving Credit Facility (a “Covenant Trigger Event”) or (ii) a Covenant Trigger Event had occurred and been continuing as of the last day of the immediately preceding fiscal quarter and as of the last day of such ending fiscal quarter such Covenant Trigger Event had not ceased for a period of at least thirty consecutive days. (7) The margin on the interest rate and the commitment fees are subject to change based on the applicable entity’s credit rating. (8) This facility was amended in 2021 to establish a SOFR-indexed replacement rate for LIBOR. (9) The CCH Credit Facility matures the earlier of June 15, 2029 or two years after the substantial completion of the last Train of the Corpus Christi Stage 3 Project. Convertible Notes On December 6, 2021, we issued a notice of redemption for all $625 million aggregate principal amount outstanding of the 2045 Cheniere Convertible Senior Notes. The notice of redemption allowed holders to elect to convert their notes at any time prior to a specified deadline on December 31, 2021, with settlement of such converted notes in cash, as elected by us, on January 5, 2022. The impact of holders electing conversion was immaterial to the Consolidated Financial Statements. The 2045 Cheniere Convertible Senior Notes not converted were redeemed on January 5, 2022 with borrowings under the Cheniere Revolving Credit Facility. We recognized $16 million of debt extinguishment costs related to the early redemption of these convertible notes. Losses on Extinguishment of Debt Related to Termination of Agreement with Chevron Our loss on modification or extinguishment of debt for the year ended December 31, 2022 includes a loss on extinguishment of prospective payment obligations of $31 million associated with a premium paid to Chevron U.S.A. Inc. (“Chevron”) to terminate a revenue sharing arrangement under the terminal marine services agreement with them. See Note 13—Revenue for further discussion of the termination of agreements with Chevron. Restrictive Debt Covenants The indentures governing our senior notes and other agreements underlying our debt contain customary terms and events of default and certain covenants that, among other things, may limit us, our subsidiaries’ and its restricted subsidiaries’ ability to make certain investments or pay dividends or distributions. SPL, CQP and CCH are restricted from making distributions under agreements governing their respective indebtedness generally until, among other requirements, appropriate reserves have been established for debt service using cash or letters of credit and a historical debt service coverage ratio and projected debt service coverage ratio of at least 1.25:1.00 is satisfied. At December 31, 2022, our restricted net liabilities of consolidated subsidiaries were approximately $0.4 billion. As of December 31, 2022, each of our issuers was in compliance with all covenants related to their respective debt agreements. Interest Expense Total interest expense, net of capitalized interest, including interest expense related to our convertible notes, consisted of the following (in millions): Year Ended December 31, 2022 2021 2020 Interest cost on convertible notes: Interest per contractual rate $ — $ 36 $ 152 Amortization of debt discount and debt issuance costs — 10 53 Total interest cost related to convertible notes — 46 205 Interest cost on debt and finance leases excluding convertible notes 1,485 1,558 1,568 Total interest cost 1,485 1,604 1,773 Capitalized interest (79) (166) (248) Total interest expense, net of capitalized interest $ 1,406 $ 1,438 $ 1,525 Fair Value Disclosures The following table shows the carrying amount and estimated fair value of our debt (in millions): December 31, 2022 December 31, 2021 Carrying Estimated Carrying Estimated Senior notes — Level 2 (1) $ 21,763 $ 20,539 $ 24,550 $ 26,725 Senior notes — Level 3 (2) 3,323 2,961 3,253 3,693 2045 Cheniere Convertible Senior Notes — Level 1 (3) — — 625 526 (1) The Level 2 estimated fair value was based on quotes obtained from broker-dealers or market makers of these senior notes and other similar instruments. (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. The estimated fair value of our credit facilities approximates the principal amount outstanding because the interest rates are variable and reflective of market rates and the debt may be repaid, in full or in part, at any time without penalty. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Leases | LEASES Our leased assets consist primarily of LNG vessel time charters (“vessel charters”) and additionally include tug vessels, office space and facilities and land sites. All of our leases are classified as operating leases except for certain of our vessel charters and tug vessels, which are classified as finance leases. The following table shows the classification and location of our right-of-use assets and lease liabilities on our Consolidated Balance Sheets (in millions): December 31, Consolidated Balance Sheets Location 2022 2021 Right-of-use assets—Operating Operating lease assets $ 2,625 $ 2,102 Right-of-use assets—Financing Property, plant and equipment, net of accumulated depreciation 511 50 Total right-of-use assets $ 3,136 $ 2,152 Current operating lease liabilities Current operating lease liabilities $ 616 $ 535 Current finance lease liabilities Other current liabilities 28 2 Non-current operating lease liabilities Operating lease liabilities 1,971 1,541 Non-current finance lease liabilities Finance lease liabilities 494 57 Total lease liabilities $ 3,109 $ 2,135 The following table shows the classification and location of our lease costs on our Consolidated Statements of Operations (in millions): Consolidated Statements of Operations Location Year Ended December 31, 2022 2021 2020 Operating lease cost (a) Operating costs and expenses (1) $ 828 $ 621 $ 432 Finance lease cost: Amortization of right-of-use assets Depreciation and amortization expense 12 3 2 Interest on lease liabilities Interest expense, net of capitalized interest 14 9 7 Total lease cost $ 854 $ 633 $ 441 (a) Included in operating lease cost: Short-term lease costs $ 122 $ 139 $ 93 Variable lease costs 18 21 16 (1) Presented in cost of sales, operating and maintenance expense or selling, general and administrative expense consistent with the nature of the asset under lease. Future annual minimum lease payments for operating and finance leases as of December 31, 2022 are as follows (in millions): Years Ending December 31, Operating Leases Finance Leases 2023 $ 690 $ 63 2024 644 66 2025 505 71 2026 372 75 2027 275 77 Thereafter 492 427 Total lease payments (1) 2,978 779 Less: Interest (391) (257) Present value of lease liabilities $ 2,587 $ 522 (1) Does not include approximately $3.3 billion of legally binding minimum payments primarily for vessel charters contracted for as of December 31, 2022, which will commence in future periods with fixed minimum lease terms of up to 15 years. The following table shows the weighted-average remaining lease term and the weighted-average discount rate for our operating leases and finance leases: December 31, 2022 December 31, 2021 Operating Leases Finance Leases Operating Leases Finance Leases Weighted-average remaining lease term (in years) 5.9 10.6 5.6 16.7 Weighted-average discount rate (1) 4.2% 7.8% 3.6% 16.2% (1) The weighted average discount rate is impacted by certain finance leases that commenced prior to the adoption of the current leasing standard under GAAP. In accordance with previous accounting guidance, the implied rate is based on the fair value of the underlying assets. The following table includes other quantitative information for our operating and finance leases (in millions): Year Ended December 31, 2022 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 713 $ 483 $ 309 Operating cash flows from finance leases 14 10 10 Right-of-use assets obtained in exchange for operating lease liabilities 1,220 1,736 615 Right-of-use assets obtained in exchange for finance lease liabilities (1) 473 — — (1) Includes $88 million reclassified from operating leases to finance leases during the year ended December 31, 2022, as a result of modifications of the underlying vessel charters. LNG Vessel Subcharters From time to time, we sublease certain LNG vessels under charter to third parties while retaining our existing obligation to the original lessor. The following table shows the sublease income recognized in other revenues on our Consolidated Statements of Operations (in millions): Year Ended December 31, 2022 2021 2020 Fixed income $ 371 $ 72 $ 68 Variable income 79 37 27 Total sublease income $ 450 $ 109 $ 95 Future annual minimum sublease payments to be received from LNG vessel subcharters as of December 31, 2022 are as follows (in millions): Years Ending December 31, LNG Vessel Subcharters 2023 $ 165 2024 18 2025 — 2026 — 2027 — Thereafter — Total lease payments 183 |
Revenues
Revenues | 12 Months Ended |
Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenues | REVENUES The following table represents a disaggregation of revenue earned (in millions): Year Ended December 31, 2022 2021 2020 Revenues from contracts with customers LNG revenues (1) $ 32,132 $ 17,171 $ 8,954 Regasification revenues 1,068 269 269 Other revenues 107 91 70 Total revenues from contracts with customers 33,307 17,531 9,293 Net derivative loss (2) (328) (1,776) (30) Other (3) 449 109 95 Total revenues $ 33,428 $ 15,864 $ 9,358 (1) LNG revenues include revenues for LNG cargoes in which our customers exercised their contractual right to not take delivery but remained obligated to pay fixed fees irrespective of such election. During the year ended December 31, 2020, we recognized $969 million in LNG revenues associated with LNG cargoes for which customers notified us that they would not take delivery, of which $38 million would have been recognized during the year ended December 31, 2021 had the cargoes been lifted pursuant to the delivery schedules with the customers. We did not have revenues associated with LNG cargoes for which customers notified us that they would not take delivery during the years ended December 31, 2022 and 2021. Revenue is generally recognized upon receipt of irrevocable notice that a customer will not take delivery because our customers have no contractual right to take delivery of such LNG cargo in future periods and our performance obligations with respect to such LNG cargo have been satisfied. (2) See Note 7 —Derivative Instruments for additional information about our derivatives. (3) Includes revenues from LNG vessel subcharters. See Note 1 2 —Leases for additional information about our subleases. LNG Revenues We have entered into numerous SPAs with third party customers for the sale of LNG on a free on board (“FOB”) (delivered to the customer at either the Sabine Pass LNG Terminal or our Corpus Christi LNG Terminal) or delivered at terminal (“DAT”) (delivered to the customer at their LNG receiving terminal) basis. Our customers generally purchase LNG for a price consisting of a fixed fee per MMBtu of LNG (a portion of which is subject to annual adjustment for inflation) plus a variable fee per MMBtu of LNG generally equal to 115% of Henry Hub. The fixed fee component is the amount payable to us regardless of a cancellation or suspension of LNG cargo deliveries by the customers. The variable fee component is the amount generally payable to us only upon delivery of LNG plus all future adjustments to the fixed fee for inflation. The SPAs and contracted volumes to be made available under the SPAs are not tied to a specific Train; however, the term of each SPA generally commences upon the date of first commercial delivery of a specified Train. We intend to primarily use LNG sourced from our Sabine Pass LNG Terminal or our Corpus Christi LNG Terminal to provide contracted volumes to our customers. However, we supplement this LNG with volumes procured from third parties. LNG revenues recognized from LNG that was procured from third parties was $760 million, $499 million and $414 million for the years ended December 31, 2022, 2021 and 2020, respectively. Revenues from the sale of LNG are recognized at a point in time when the LNG is delivered to the customer, either at the Sabine Pass LNG Terminal or our Corpus Christi LNG Terminal or at the customer’s LNG receiving terminal, based on the terms of the contract, which is the point legal title, physical possession and the risks and rewards of ownership transfer to the customer. Each individual molecule of LNG is viewed as a separate performance obligation. The stated contract price (including both fixed and variable fees) per MMBtu in each LNG sales arrangement is representative of the stand-alone selling price for LNG at the time the contract was negotiated. We have concluded that the variable fees meet the exception for allocating variable consideration to specific parts of the contract. As such, the variable consideration for these contracts is allocated to each distinct molecule of LNG and recognized when that distinct molecule of LNG is delivered to the customer. Because of the use of the exception, variable consideration related to the sale of LNG is also not included in the transaction price. When we sell LNG on a DAT basis, we consider all transportation costs, including vessel chartering, loading/unloading and canal fees, as fulfillment costs and not as separate services provided to the customer within the arrangement, regardless of whether or not such activities occur prior to or after the customer obtains control of the LNG. We expense fulfillment costs as incurred unless otherwise dictated by GAAP. Fees received pursuant to SPAs are recognized as LNG revenues only after substantial completion of the respective Train. Prior to substantial completion, sales generated during the commissioning phase are offset against the cost of construction for the respective Train, as the production and removal of LNG from storage is necessary to test the facility and bring the asset to the condition necessary for its intended use. Sales of natural gas where, in the delivery of the natural gas to the end customer, we have concluded that we acted as a principal are presented within revenues in our Consolidated Statements of Operations, and where we have concluded that we acted as an agent are netted within cost of sales in our Consolidated Statements of Operations. Regasification Revenues The Sabine Pass LNG Terminal has operational regasification capacity of approximately 4 Bcf/d. Approximately 1 Bcf/d of the regasification capacity at the Sabine Pass LNG Terminal has been reserved under a long-term TUA with TotalEnergies Gas & Power North America, Inc. (“TotalEnergies”), under which they are required to pay fixed monthly fees to SPLNG, regardless of their use of the LNG terminal, aggregating approximately $125 million annually for 20 years that commenced in 2009, which is representative of fixed consideration in the contract. A portion of this fee is adjusted annually for inflation which is considered variable consideration. Prior to its cancellation effective December 31, 2022, SPLNG also had a TUA for 1 Bcf/d with Chevron, as further described below. Approximately 2 Bcf/d of regasification capacity of the Sabine Pass LNG Terminal has been reserved by SPL, for which the associated revenues are eliminated in consolidation. Because SPLNG is continuously available to provide regasification service on a daily basis with the same pattern of transfer, we have concluded that SPLNG provides a single performance obligation to its customers on a continuous basis over time. We have determined that an output method of recognition based on elapsed time best reflects the benefits of this service to the customer and accordingly, LNG regasification capacity reservation fees are recognized as regasification revenues on a straight-line basis over the term of the respective TUAs. In 2012, SPL entered into a partial TUA assignment agreement with TotalEnergies, whereby upon substantial completion of Train 5 of the SPL Project, SPL gained access to substantially all of TotalEnergies’ capacity and other services provided under TotalEnergies’ TUA with SPLNG. This agreement provides SPL with additional berthing and storage capacity at the Sabine Pass LNG Terminal that may be used to provide increased flexibility in managing LNG cargo loading and unloading activity and permit SPL to more flexibly manage its LNG storage capacity. Notwithstanding any arrangements between TotalEnergies and SPL, payments required to be made by TotalEnergies to SPLNG will continue to be made by TotalEnergies to SPLNG in accordance with its TUA and we continue to recognize the payments received from TotalEnergies as revenue. During the years ended December 31, 2022, 2021 and 2020, SPL recorded $131 million, $129 million and $129 million, respectively, as operating and maintenance expense under this partial TUA assignment agreement. Termination Agreement with Chevron In June 2022, Chevron entered into an agreement with SPLNG providing for the early termination of the TUA and an associated terminal marine services agreement between the parties and their affiliates (the “Termination Agreement”), effective July 2022, for a lump sum fee of $765 million (the “Termination Fee”). Obligations pursuant to the TUA and associated agreement, including Chevron’s obligation to pay SPLNG capacity payments totaling $125 million annually (adjusted for inflation) from 2023 through 2029, terminated on December 31, 2022, upon SPLNG’s receipt of the Termination Fee in December 2022. We allocated the $765 million Termination Fee to the terminated commitments, with $796 million in cash inflows allocable to the termination of the TUA, which was recognized ratably over the July 6, 2022 to December 31, 2022 period as regasification revenues on our Consolidated Statements of Operations, and an offsetting $31 million reported, upon receipt of the Termination Fee, as a loss on extinguishment of debt on our Consolidated Statements of Operations allocable to a premium paid to Chevron to terminate a revenue sharing arrangement with them that was accounted for as debt. Contract Assets and Liabilities The following table shows our contract assets, net of current expected credit losses, which are classified as other current assets and other non-current assets, net on our Consolidated Balance Sheets (in millions): December 31, 2022 2021 Contract assets, net of current expected credit losses $ 186 $ 140 Contract assets represent our right to consideration for transferring goods or services to the customer under the terms of a sales contract when the associated consideration is not yet due. Changes in contract assets during the year ended December 31, 2022 were primarily attributable to revenue recognized due to the delivery of LNG under certain SPAs for which the associated consideration was not yet due. The following table reflects the changes in our contract liabilities, which we classify as deferred revenue and other non-current liabilities on our Consolidated Balance Sheets (in millions): Year Ended December 31, 2022 Deferred revenue, beginning of period $ 194 Cash received but not yet recognized in revenue 320 Revenue recognized from prior period deferral (194) Deferred revenue, end of period $ 320 We record deferred revenue when we receive consideration, or such consideration is unconditionally due from a customer, prior to transferring goods or services to the customer under the terms of a sales contract. Changes in deferred revenue during the years ended December 31, 2022 and 2021 are primarily attributable to differences between the timing of revenue recognition and the receipt of advance payments related to delivery of LNG under certain SPAs. Transaction Price Allocated to Future Performance Obligations Because many of our sales contracts have long-term durations, we are contractually entitled to significant future consideration which we have not yet recognized as revenue. The following table discloses the aggregate amount of the transaction price that is allocated to performance obligations that have not yet been satisfied: December 31, 2022 December 31, 2021 Unsatisfied Transaction Price (in billions) Weighted Average Recognition Timing (years) (1) Unsatisfied Transaction Price (in billions) Weighted Average Recognition Timing (years) (1) LNG revenues $ 112.0 9 $ 107.1 9 Regasification revenues 0.8 4 1.9 4 Total revenues $ 112.8 $ 109.0 (1) The weighted average recognition timing represents an estimate of the number of years during which we shall have recognized half of the unsatisfied transaction price. We have elected the following exemptions which omit certain potential future sources of revenue from the table above: (1) We omit from the table above all performance obligations that are part of a contract that has an original expected duration of one year or less. (2) The table above excludes substantially all variable consideration under our SPAs and TUAs. We omit from the table above all variable consideration that is allocated entirely to a wholly unsatisfied performance obligation or to a wholly unsatisfied promise to transfer a distinct good or service that forms part of a single performance obligation when that performance obligation qualifies as a series. The amount of revenue from variable fees that is not included in the transaction price will vary based on the future prices of Henry Hub throughout the contract terms, to the extent customers elect to take delivery of their LNG, and adjustments to the consumer price index. Certain of our contracts contain additional variable consideration based on the outcome of contingent events and the movement of various indexes. We have not included such variable consideration in the transaction price to the extent the consideration is considered constrained due to the uncertainty of ultimate pricing and receipt. Additionally, we have excluded variable consideration related to contracts where there is uncertainty that one or both of the parties will achieve certain milestones. Approximately 72% and 60% of our LNG revenues from contracts included in the table above during the years ended December 31, 2022 and 2021, respectively, were related to variable consideration received from customers. During the years ended December 31, 2022 and 2021, approximately 2% and 5%, respectively, of our regasification revenues were related to variable consideration received from customers. We may enter into contracts to sell LNG that are conditioned upon one or both of the parties achieving certain milestones such as reaching FID on a certain liquefaction Train, obtaining financing or achieving substantial completion of a Train and any related facilities. These contracts are considered completed contracts for revenue recognition purposes and are included in the transaction price above when the conditions are considered probable of being met. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | RELATED PARTY TRANSACTIONS Below is a summary of our related party transactions as reported on our Consolidated Statements of Operations (in millions): Year Ended December 31, 2022 2021 2020 LNG Revenues Natural Gas Transportation and Storage Agreements (1) $ — $ 1 $ — Other revenues Operation and Maintenance Services Agreements (2) 7 7 9 Cost of sales Natural Gas Supply Agreements (a) (3) — 162 114 Natural Gas Transportation and Storage Agreements (1) — 1 — Total cost of sales — 163 114 Operating and maintenance expense Natural Gas Transportation and Storage Agreements (1) (4) 81 55 19 (a) Included in cost of sales: Liquefaction Supply Derivative gain (3) — 13 (1) (1) SPL is party to various natural gas transportation and storage agreements and CTPL is party to an operational balancing agreement with a related party in the ordinary course of business for the operation of the SPL Project. This related party is partially owned by Brookfield Asset Management, Inc., who indirectly acquired a portion of CQP’s limited partner interests in September 2020. We recorded accrued liabilities of $6 million and $4 million as of December 31, 2022 and 2021, respectively, with this related party. (2) Cheniere LNG O&M Services, LLC (“O&M Services”), our wholly owned subsidiary, provides the development, construction, operation and maintenance services to Midship Pipeline pursuant to agreements in which O&M Services receives an agreed upon fee and reimbursement of costs incurred. O&M Services recorded $1 million and $2 million of other receivables as of December 31, 2022 and 2021, respectively, for services provided to Midship Pipeline under these agreements. (3) Includes amounts recorded related to natural gas supply contracts that SPL and CCL had with related parties. These agreements ceased to be considered related party agreements during 2021, when the related party entity was acquired by a non-related party. (4) CCL is party to natural gas transportation agreements with Midship Pipeline Company, LLC (“Midship Pipeline”) in the ordinary course of business for the operation of the CCL Project. We recorded accrued liabilities of $1 million as of both December 31, 2022 and 2021 with this related party. Other Agreements Natural Gas Transportation Agreement with ADCC Pipeli ne CCL is party to a natural gas transportation agreement with ADCC Pipeline in the ordinary course of business for the operation of the CCL Project, with an initial term of 20 years with extension rights, which will commence upon the completion of the ADCC Pipeline Project. We have a 30% equity interest in ADCC Pipeline, as further described in Note 8—Other Non-current Assets, Net . Share Purchase Agreement In June 2022, we entered into a purchase agreement to purchase approximately $350 million of our common shares beneficially owned by Icahn Capital LP and certain affiliates of Icahn Capital LP (the “Icahn Group”) pursuant to which we purchased an aggregate of approximately 2.68 million shares of our common stock at a price per share of $130.52, the closing price on our common shares on the date of execution of the purchase agreement. Pursuant to the Nomination and Standstill Agreement entered into on August 21, 2015 by Cheniere and the Icahn Group, the Icahn Group’s remaining director designee to our Board, Andrew Teno, resigned from our Board and all committees of our Board effective June 21, 2022. Additionally, as of such date, the Icahn Group ceased to be considered a related party. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES The jurisdictional components of book income (loss) before income taxes and non-controlling interest on our Consolidated Statements of Operations are as follows (in millions): Year Ended December 31, 2022 2021 2020 U.S. $ (1,575) $ (2,317) $ 720 International 4,669 39 (176) Total income (loss) before income taxes and non-controlling interest $ 3,094 $ (2,278) $ 544 Income tax provision (benefit) included in our reported net income consisted of the following (in millions): Year Ended December 31, 2022 2021 2020 Current: Federal $ 6 $ — $ — State 2 3 — Foreign 11 5 — Total current 19 8 — Deferred: Federal 320 (633) 41 State 118 (89) 2 Foreign 2 1 — Total deferred 440 (721) 43 Total income tax provision (benefit) $ 459 $ (713) $ 43 Our income tax rates do not bear a customary relationship to statutory income tax rates. A reconciliation of the federal statutory income tax rate of 21% to our effective income tax rate is as follows: Year Ended December 31, 2022 2021 2020 U.S. federal statutory tax rate 21.0 % 21.0 % 21.0 % Non-controlling interest (8.2) 7.2 (22.6) State tax, net of federal benefit 0.5 (2.5) — Foreign-derived intangible income deduction (1.2) — — Executive compensation 0.8 (0.5) 1.4 Nondeductible interest expense — — 8.0 Foreign earnings taxed in the U.S. — — 1.2 Foreign rate differential 0.2 (0.1) (3.7) Tax credits (0.6) 0.6 (4.5) Internal restructuring — — 7.0 Valuation allowance 2.6 5.6 (0.9) Other (0.3) — 1.0 Effective tax rate as reported 14.8 % 31.3 % 7.9 % Significant components of our deferred tax assets and liabilities are as follows (in millions): December 31, 2022 2021 Deferred tax assets Net operating loss (“NOL”) carryforwards Federal $ 1,968 $ 3,231 Foreign — 2 State 177 244 Federal and state tax credits 66 108 Derivative instruments 1,345 951 Operating lease liabilities 542 438 Other 311 146 Less: valuation allowance (143) (63) Total deferred tax assets 4,266 5,057 Deferred tax liabilities Investment in partnerships (211) (716) Property, plant and equipment (2,646) (2,638) Operating lease assets (536) (431) Other (9) (68) Total deferred tax liabilities (3,402) (3,853) Net deferred tax assets $ 864 $ 1,204 NOL and tax credit carryforwards As of December 31, 2022, we had federal and state NOL carryforwards of approximately $9.4 billion and $2.2 billion, respectively. All of our NOLs have an indefinite carryforward period. As of December 31, 2022, we had federal and state tax credit carryforwards of $65 million and $1 million, respectively. The federal tax credit carryforwards include investment tax credit carryforwards of $49 million related to capital equipment placed in service at our Liquefaction Projects. We account for our federal investment tax credits under the flow-through method. The federal tax credit carryforwards also include $15 million of foreign tax credits. Our federal and state tax credits will expire between 2026 and 2042. Our NOL and tax credit carryforwards are not subject to, nor impacted by, any prior tax ownership change. We continue to monitor public trading activity in our shares to identify potential tax ownership changes that could impact our timing and ability to utilize such attributes. Valuation Allowance For the period ended December 31, 2022, our valuation allowance of $143 million primarily relates to state NOL carryforward deferred tax assets. We increased our valuation allowance on our Louisiana NOL carryforward deferred tax assets by $80 million primarily due to a reduction in our forecasted Louisiana taxable income as a result of receiving favorable guidance from the Louisiana Department of Revenue on a state apportionment tax matter. Unrecognized Tax Benefits As of December 31, 2022, we had unrecognized tax benefits of $74 million. If recognized, $65 million of unrecognized tax benefits would affect our effective tax rate in future periods. Interest and penalties related to income tax matters are recognized as part of income tax expense. We are subject to tax in the U.S. and various state and foreign jurisdictions and we are subject to periodic audits and reviews by taxing authorities. Federal and state tax returns for the years after 2018 and United Kingdom tax returns for years after 2017 remain open for examination. Tax authorities may have the ability to review and adjust carryover attributes that were generated prior to these periods if utilized in an open tax year. A reconciliation of the beginning and ending amounts of our unrecognized tax benefits is as follows (in millions): Year Ended December 31, 2022 2021 Balance at beginning of the year $ 65 $ 62 Additions based on tax positions related to current year 10 3 Additions for tax positions of prior years — — Reductions for tax positions of prior years (1) — Settlements — — Balance at end of the year $ 74 $ 65 |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Share-Based Compensation | NOTE 16—SHARE-BASED COMPENSATION We have granted restricted stock shares, restricted stock units, performance stock units and phantom units to employees and non-employee directors under the 2011 Incentive Plan, as amended (the “2011 Plan”) and the 2020 Incentive Plan (the “2020 Plan”). The 2011 Plan and the 2020 Plan provide for the issuance of 35.0 million shares and 8.0 million shares, respectively, of our common stock that may be in the form of various share-based performance awards deemed by the Compensation Committee of our Board (the “Compensation Committee”). We recognize share-based compensation based upon the estimated fair value of awards. The recognition period for these costs begins at either the applicable service inception date or grant date and continues throughout the requisite service period. For equity-classified share-based compensation awards (which include restricted stock shares, restricted stock units and performance stock units granted to employees and non-employee directors), compensation cost is recognized based on the grant-date fair value and not subsequently remeasured unless modified. The fair value is recognized as expense (net of any capitalization) using the straight-line basis for awards that vest based solely on service conditions and using the accelerated recognition method for awards that vest based on performance conditions. For awards with both time and performance-based conditions, we recognize compensation cost based on the probable outcome of the performance condition at each reporting period. For liability-classified share-based compensation awards that cash settle (which include phantom units, certain restricted stock that will settle in cash and a portion of performance stock units), compensation costs are remeasured at fair value through settlement or maturity. We account for forfeitures as they occur. Total share-based compensation consisted of the following (in millions): Year Ended December 31, 2022 2021 2020 Share-based compensation costs, pre-tax: Equity awards $ 112 $ 105 $ 114 Liability awards (1) 97 40 2 Total share-based compensation 209 145 116 Capitalized share-based compensation (4) (5) (6) Total share-based compensation expense $ 205 $ 140 $ 110 Tax benefit associated with share-based compensation expense $ 48 $ 33 $ 23 (1) The amount of share-based compensation recognized in 2022 and 2021 associated with liability awards includes incremental expense as a result of modifications made for certain employees to settle certain awards in cash in lieu of shares, resulting in a reclassification from equity awards to liability awards. During the years ended December 31, 2022 and 2021, we recognized $56 million and $18 million, respectively, in incremental expense as a result of the modifications. The total unrecognized compensation cost at December 31, 2022 relating to non-vested share-based compensation arrangements consisted of the following: Unrecognized Compensation Cost Recognized over a weighted average period Restricted Stock Share Awards $ — 0.3 Restricted Stock Unit and Performance Stock Unit Awards 172 1.4 Restricted Stock Share Awards Restricted stock share awards are awards of common stock that are granted to the members of our Board of Directors for their service, subject to restrictions on transfer and to a risk of forfeiture if the recipient is unaffiliated with us prior to the lapse of the restrictions. These awards vest over a one The fair value of restricted stock share awards vested for the years ended December 31, 2022, 2021 and 2020 were $2 million, $2 million and $3 million, respectively. Restricted Stock Unit and Performance Stock Unit Awards Restricted stock units are stock awards that vest over a service period of three years and entitle the holder to receive shares of our common stock upon vesting, subject to restrictions on transfer and to a risk of forfeiture if the recipient terminates employment with us prior to the lapse of the restrictions. Performance stock units provide for cliff vesting after a period of three years with payouts based on metrics dependent upon market and performance achieved over the defined performance period compared to pre-established performance targets. The settlement amounts of the awards are based on a performance condition consisting of cumulative distributable cash flow per share, and in certain circumstances, a market condition consisting of absolute total shareholder return (“ATSR”) of our common stock. All performance stock units will settle entirely in stock, with the exception of awards granted in 2021 and 2022 to certain officers which will settle in cash up to a cap of $3 million. Additionally, certain restricted stock unit and performance stock unit awards vesting in 2023 may be settled in cash in lieu of shares, for which the officers elected such settlement at the Compensation Committee’s permission. The Compensation Committee, in its discretion, also has authorization from the Board to permit certain officers to make an election to cash settle their earned performance stock units that vest in 2024 and restricted stock units that vest in 2024 and 2025. Where applicable, the compensation for performance stock units containing a market condition of ATSR is based on a fair value assigned to the market metric using a Monte Carlo model as of the grant date, which utilizes level 3 inputs such as projected stock volatility and projected risk free rates, and remains constant through the vesting period for the equity-settled component and is remeasured each reporting period for the cash-settled component. Compensation cost attributed to the performance metric will vary due to changing estimates regarding the expected achievement of the performance metric of cumulative distributable cash flow per share. The number of shares that may be earned at the end of the vesting period ranges from 0% up to 300% of the target award amount. The restricted stock units, and portion of performance stock units, that will be settled in Cheniere common stock (on a one-for-one basis) are accounted for as equity awards and the remainder that will settle in cash are accounted for as liability awards. The fair value of awards, or portion of awards, that are accounted for as liability awards was $98 million and $40 million as of December 31, 2022 and 2021, respectively, and recognized within our Consolidated Balance Sheets as accrued liabilities and other non-current liabilities. The table below provides a summary of our restricted share unit and performance stock unit awards outstanding assuming payout at target for awards containing performance conditions (in millions, except for per unit information): Units Weighted Average Grant Date Fair Value Per Unit Non-vested at January 1, 2022 3.7 $ 66.71 Granted (1) 1.7 112.91 Vested (2.1) 69.23 Forfeited (0.1) 85.15 Non-vested at December 31, 2022 (2) 3.2 $ 90.21 (1) This number includes 0.4 million incremental shares of our common stock that were issued based on performance results from previously-granted performance stock unit awards. (2) This number excludes 0.8 million performance stock units, which represent the incremental number of common units that would be issued if the maximum level of performance under the target awards amount is achieved. The table below provides a summary of restricted share unit and performance stock unit awards issued and fair value of units vested: Year Ended December 31, 2022 2021 2020 Units issued (in millions) 1.7 2.2 1.8 Weighted average grant date fair value per unit $ 112.91 $ 70.99 $ 53.88 Fair value of units vested (in millions) $ 140 $ 123 $ 137 Phantom Units Awards Phantom units are share-based awards granted 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. These awards vest based on service conditions ( two three four |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2022 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plan | EMPLOYEE BENEFIT PLANWe have a defined contribution plan (“401(k) Plan”) which allows eligible employees to contribute up to 75% of their compensation up to the Internal Revenue Service maximum. We match each employee’s deferrals (contributions) up to 6% of compensation and may make additional contributions at our discretion. Employees are immediately vested in the contributions made by us. Our contributions to the 401(k) Plan were $16 million, $15 million and $15 million for of the years ended December 31, 2022, 2021 and 2020, respectively. We have made no discretionary contributions to the 401(k) Plan to date. |
Net Income (Loss) Per Share Att
Net Income (Loss) Per Share Attributable to Common Stockholders | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share Attributable to Common Stockholders | NET INCOME (LOSS) PER SHARE ATTRIBUTABLE TO COMMON STOCKHOLDERS The following table reconciles basic and diluted weighted average common shares outstanding and common stock dividends declared (in millions, except per share data): Year Ended December 31, 2022 2021 2020 Net income (loss) attributable to common stockholders $ 1,428 $ (2,343) $ (85) Weighted average common shares outstanding: Basic 251.1 253.4 252.4 Dilutive unvested stock 2.3 — — Diluted 253.4 253.4 252.4 Net income (loss) per share attributable to common stockholders—basic $ 5.69 $ (9.25) $ (0.34) Net income (loss) per share attributable to common stockholders—diluted $ 5.64 $ (9.25) $ (0.34) Dividends paid per common share $ 1.385 $ 0.33 $ — On January 27, 2023, we declared a quarterly dividend of $0.395 per share of common stock that is payable on February 27, 2023 to stockholders of record as of February 7, 2023. Potentially dilutive securities that were not included in the diluted net income (loss) per share computations because their effects would have been anti-dilutive were as follows (in millions): Year Ended December 31, 2022 2021 2020 Unvested stock (1) — 1.8 3.4 2045 Cheniere Convertible Senior Notes (2) 0.3 — 4.5 Total potentially dilutive common shares 0.3 1.8 7.9 (1) Includes the impact of unvested shares containing performance conditions to the extent that the underlying performance conditions are satisfied based on actual results as of the respective dates. (2) As described in Note 11 —Debt , the 2045 Cheniere Convertible Senior Notes were redeemed or converted in cash on January 5, 2022. However, the adoption of ASU 2020-06 on January 1, 2022 required a presumption of share settlement for the purpose of calculating the impact to diluted earnings per share during the period the notes were outstanding in 2022. Such impact was anti-dilutive as a result of the reported net loss attributable to common stockholders during the 2022 period. See Note 2—Summary of Significant Accounting Policies |
Stock Repurchase Programs
Stock Repurchase Programs | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Stock Repurchase Programs | STOCK REPURCHASE PROGRAMS On September 7, 2021, our Board authorized a reset in the previously existing share repurchase program to $1.0 billion, inclusive of any amounts remaining under the previous authorization as of September 30, 2021, for an additional three years beginning on October 1, 2021. On September 12, 2022, our Board authorized an increase in the existing share repurchase program by $4.0 billion for an additional three years, beginning on October 1, 2022. The following table presents information with respect to repurchases of common stock (in millions, except per share data): Year Ended December 31, 2022 2021 2020 Aggregate common stock repurchased 9.35 0.10 2.88 Weighted average price paid per share $ 146.88 $ 87.32 $ 53.88 Total amount paid $ 1,373 $ 9 $ 155 As of December 31, 2022, we had approximately $3.6 billion remaining under our share repurchase program. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Commitments We have various future commitments under executed contracts that include unconditional purchase obligations and other commitments which do not meet the definition of a liability as of December 31, 2022 and thus are not recognized as liabilities in our Consolidated Financial Statements. EPC Contract CCL has a lump sum turnkey contract with Bechtel for the engineering, procurement and construction of the Corpus Christi Stage 3 Project. The total contract price of the EPC contract is approximately $5.4 billion, reflecting amounts incurred under change orders through December 31, 2022. As of December 31, 2022, we had approximately $3.9 billion remaining under this contract. Natural Gas Supply, Transportation and Storage Service Agreements SPL and CCL have physical natural gas supply contracts to secure natural gas feedstock for the SPL Project and the CCL Project, respectively. The remaining terms of these contracts range up to 15 years. Additionally, SPL and CCL have natural gas transportation and storage service agreements for the SPL Project and the CCL Project, respectively. The initial terms of the natural gas transportation agreements range up to 20 years for the SPL Project and the CCL Project, with renewal options for certain contracts, and commence upon the occurrence of conditions precedent. The initial term of the natural gas storage service agreements for the SPL Project ranges up to 10 years and the initial term of the natural gas storage service agreements for the CCL Project ranges up to five years. As of December 31, 2022, the obligations of SPL and CCL under natural gas supply, transportation and storage service agreements for contracts in which conditions precedent were met or are currently expected to be met were as follows (in billions): Years Ending December 31, Payments Due to Third Parties (1) (2) Payments Due to Related Parties (1) (3) 2023 $ 10.9 $ 0.1 2024 8.6 0.1 2025 7.2 0.1 2026 6.2 0.1 2027 5.9 0.1 Thereafter 33.7 0.9 Total $ 72.5 $ 1.4 (1) Pricing of natural gas supply contracts is variable based on market commodity basis prices adjusted for basis spread, and pricing of IPM agreements is variable based on global gas market prices less fixed liquefaction fees and certain costs incurred by us . Amounts included are based on estimated forward prices and basis spreads as of December 31, 2022. Some of our contracts may not have been negotiated as part of arranging financing for the underlying assets providing the natural gas supply, transportation and storage services. (2) Includes $0.4 billion under natural gas supply agreements with unsatisfied conditions precedent. (3) Includes $1.2 billion under natural gas transportation and storage service agreements with unsatisfied conditions precedent. Other Agreements We have certain fixed commitments under SPL’s partial TUA assignment agreement with TotalEnergies and other agreements of $1.4 billion. See Note 1 3 —Revenues for further discussion of the partial TUA assignment. Environmental and Regulatory Matters Our LNG terminals and pipelines are subject to extensive regulation under federal, state and local statutes, rules, regulations and laws. These laws require that we engage in consultations with appropriate federal and state agencies and that we obtain and maintain applicable permits and other authorizations. Failure to comply with such laws could result in legal proceedings, which may include substantial penalties. We believe that, based on currently known information, compliance with these laws and regulations will not have a material adverse effect on our results of operations, financial condition or cash flows. Legal Proceedings We are, and may in the future be, involved as a party to various legal proceedings, which are incidental to the ordinary course of business. We regularly analyze current information and, as necessary, provide accruals for probable liabilities on the eventual disposition of these matters. We recognize legal costs in connection with legal and regulatory matters as they are incurred. While the results of these litigation matters and claims cannot be predicted with certainty, we believe the reasonably possible losses from such matters, individually and in the aggregate, are not material. Additionally, we believe the probable final outcome of such matters will not have a material impact on our operating results, financial position or cash flows. |
Customer Concentration
Customer Concentration | 12 Months Ended |
Dec. 31, 2022 | |
Risks and Uncertainties [Abstract] | |
Customer Concentration | CUSTOMER CONCENTRATION The following table shows external customers with revenues of 10% or greater of total revenues from external customers and external customers with trade and other receivables, net of current expected credit losses and contract assets, net of current expected credit losses balances of 10% or greater of total trade and other receivables, net of current expected credit losses from external customers and contract assets, net of current expected credit losses from external customers, respectively: Percentage of Total Revenues from External Customers Percentage of Trade and Other Receivables, Net and Contract Assets, Net from External Customers Year Ended December 31, December 31, 2022 2021 2020 2022 2021 Customer A * 12% 14% * 10% Customer B * 12% 12% * * Customer C * 10% 10% * * Customer D * * 10% * * * Less than 10% The following table shows revenues from external customers attributable to the country in which the revenues were derived (in millions). We attribute revenues from external customers to the country in which the party to the applicable agreement has its principal place of business. Revenues from External Customers Year Ended December 31, 2022 2021 2020 United States $ 5,213 $ 1,340 $ 2,466 United Kingdom 4,642 1,246 678 Singapore 3,273 1,740 646 Ireland 2,726 1,838 1,130 Spain 2,226 1,577 1,034 South Korea 2,225 1,680 942 India 2,109 1,375 1,021 Germany 1,747 507 66 Switzerland 1,725 582 147 Other countries 7,542 3,979 1,228 Total $ 33,428 $ 15,864 $ 9,358 |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 12 Months Ended |
Dec. 31, 2022 | |
Supplemental Cash Flow Information [Abstract] | |
Supplemental Cash Flow Information | SUPPLEMENTAL CASH FLOW INFORMATION The following table provides supplemental disclosure of cash flow information (in millions): Year Ended December 31, 2022 2021 2020 Cash paid during the period for interest on debt, net of amounts capitalized $ 891 $ 1,365 $ 1,395 Cash paid for income taxes, net of refunds 30 4 2 Non-cash investing activity: Transfers of property, plant and equipment in exchange for other non-current assets 17 — — The balance in property, plant and equipment, net of accumulated depreciation funded with accounts payable and accrued liabilities was $346 million, $339 million and $282 million as of December 31, 2022, 2021 and 2020, respectively. |
Schedule I - Condensed Financia
Schedule I - Condensed Financial Information of Registrant | 12 Months Ended |
Dec. 31, 2022 | |
Condensed Financial Information Disclosure [Abstract] | |
Schedule I - Condensed Financial Information of Registrant | CHENIERE ENERGY, INC. CONDENSED STATEMENTS OF OPERATIONS (in millions) Year Ended December 31, 2022 2021 2020 General and administrative expense $ (20) $ (17) $ (20) Amortization of capitalized interest associated to investment in subsidiaries (1) (1) — Total operating costs and expenses (21) (18) (20) Other income (expense) Interest expense, net of capitalized interest (91) (151) (155) Loss on modification or extinguishment of debt (12) (6) (50) Total other income (expense) (103) (157) (205) Loss before income taxes and equity in income (loss) of subsidiaries (124) (175) (225) Less: income tax expense (benefit) (1) 565 (416) (63) Add: equity in income (loss) of subsidiaries, net of income taxes 2,117 (2,584) 77 Net income (loss) attributable to common stockholders $ 1,428 $ (2,343) $ (85) (1) The income tax expense (benefit) reported by Cheniere includes tax expense (benefit) incurred by Cheniere as if Cheniere were a separate taxpayer rather than a member of Cheniere’s consolidated income tax group, and tax expense (benefit) from Cheniere’s subsidiaries who are disregarded for federal income tax purposes and whose taxable income or loss is included in the federal income tax return of Cheniere. CHENIERE ENERGY, INC. CONDENSED BALANCE SHEETS (in millions) December 31, 2022 2021 ASSETS Current assets Cash and cash equivalents $ — $ 17 Other current assets 6 1 Total current assets 6 18 Capitalized interest associated to investment in subsidiaries, net of amortization 38 35 Operating lease assets 64 19 Debt issuance and deferred financing costs, net of accumulated amortization 12 16 Deferred tax assets 92 797 Total assets $ 212 $ 885 LIABILITIES AND STOCKHOLDERS’ DEFICIT Current liabilities Current operating lease liabilities $ 7 $ 6 Other current liabilities 18 30 Total current liabilities 25 36 Long-term debt, net of debt issuance costs 1,477 2,285 Investments in subsidiaries 1,552 1,110 Operating lease liabilities 69 24 Other non-current liabilities 58 1 Stockholders’ deficit (2,969) (2,571) Total liabilities and stockholders’ deficit $ 212 $ 885 CHENIERE ENERGY, INC. CONDENSED STATEMENTS OF CASH FLOWS (in millions) Year Ended December 31, 2022 2021 2020 Net cash used in operating activities $ (28) $ (232) $ (285) Cash flows from investing activities Capitalized interest associated to investment in subsidiaries (4) (6) (13) Payments to acquire debt instruments of subsidiaries (1,223) — — Distribution from (investment in) subsidiaries 4,970 1,498 (481) Net cash provided by (used in) investing activities 3,743 1,492 (494) Cash flows from financing activities Proceeds from issuance of debt 575 1,579 4,778 Redemptions and repayments of debt (1,575) (2,022) (3,143) Debt issuance and other financing costs — (9) (57) Debt modification or extinguishment costs — (1) (29) Dividends to stockholders (349) (85) — Distributions to non-controlling interest (947) (649) (626) Payments related to tax withholdings for share-based compensation (63) (48) (43) Repurchase of common stock (1,373) (9) (155) Net cash provided by (used in) financing activities (3,732) (1,244) 725 Net increase (decrease) in cash and cash equivalents (17) 16 (54) Cash and cash equivalents—beginning of period 17 1 55 Cash and cash equivalents—end of period $ — $ 17 $ 1 NOTE 1—BASIS OF PRESENTATION The Condensed Financial Statements represent the financial information required by Securities and Exchange Commission Regulation S-X 5-04 for Cheniere. In the Condensed Financial Statements, Cheniere’s investments in affiliates are presented at the net amount attributable to Cheniere under the equity method of accounting. Under this method, the assets and liabilities of affiliates are not consolidated. The investments in net assets of the affiliates are recorded on the Condensed Balance Sheets. The net income or loss from operations of the affiliates is reported in equity or loss in income of subsidiaries, excluding income or loss from non-controlling interests. A substantial amount of Cheniere’s operating, investing and financing activities are conducted by its affiliates. The Condensed Financial Statements should be read in conjunction with Cheniere’s Consolidated Financial Statements. NOTE 2—DEBT Our debt consisted of the following (in millions): December 31, 2022 2021 4.625% Senior Secured Notes due 2028 $ 1,500 $ 2,000 4.25% Convertible Senior Notes due 2045 — 625 Revolving credit facility the “Cheniere Revolving Credit Facility”) — — Cheniere Term Loan Facility — — Total debt 1,500 2,625 Unamortized debt issuance costs, net (23) (340) Total long-term debt, net of discount and debt issuance costs $ 1,477 $ 2,285 Below is a schedule of future principal payments that we are obligated to make on our outstanding debt at December 31, 2022 (in millions): Years Ending December 31, Principal Payments 2023 $ — 2024 — 2025 — 2026 — 2027 — Thereafter 1,500 Total $ 1,500 NOTE 3—GUARANTEES Cheniere has various financial and performance guarantees and indemnifications which are issued in the normal course of business. These contracts include performance guarantees and stand-by letters of credit. Cheniere enters into these arrangements to facilitate commercial transactions with third parties by enhancing the value of the transaction to the third party. As of December 31, 2022, outstanding guarantees and other assurances aggregated to up to $472 million of varying duration, consisting of parental guarantees. No liabilities were recognized under these guarantee arrangements as of December 31, 2022. NOTE 4—LEASES Our leased assets consist primarily of office space and facilities, which are classified as operating leases. The following table shows the classification and location of our right-of-use assets and lease liabilities on our Condensed Balance Sheets (in millions): December 31, Condensed Balance Sheet Location 2022 2021 Right-of-use assets—Operating Operating lease assets $ 64 $ 19 Total right-of-use assets $ 64 $ 19 Current operating lease liabilities Current operating lease liabilities $ 7 $ 6 Non-current operating lease liabilities Operating lease liabilities 69 24 Total lease liabilities $ 76 $ 30 The following table shows the classification and location of our lease cost on our Condensed Statements of Operations (in millions): Year Ended December 31, Condensed Statements of Operations Location 2022 2021 2020 Operating lease cost (1) General and administrative expense $ 12 $ 9 $ 10 (1) Includes $4 million of variable lease costs paid to the lessor during each of the years ended December 31, 2022, 2021 and 2020. Future annual minimum lease payments (reimbursements) for operating leases as of December 31, 2022 are as follows (in millions): Years Ending December 31, Operating Leases 2023 (1) $ (11) 2024 6 2025 8 2026 13 2027 8 Thereafter 105 Total lease payments 129 Less: Interest (53) Present value of lease liabilities $ 76 (1) Includes an expected reimbursement from our lessor of $18 million for construction of leasehold improvements. The following table shows the weighted-average remaining lease term (in years) and the weighted-average discount rate for our operating leases: December 31, 2022 2021 Weighted-average remaining lease term (in years) 13.4 4.8 Weighted-average discount rate 5.6% 6.6% The following table includes other quantitative information for our operating leases (in millions): Year Ended December 31, 2022 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 8 $ 7 $ 7 Right-of-use assets obtained in exchange for new operating lease liabilities 48 — 5 NOTE 5—STOCK REPURCHASE PROGRAMS AND DIVIDENDS On September 7, 2021, our Board authorized a reset in the previously existing share repurchase program to $1.0 billion, inclusive of any amounts remaining under the previous authorization as of September 30, 2021, for an additional three years beginning on October 1, 2021. On September 12, 2022, our Board authorized an increase in the existing share repurchase program by $4.0 billion for an additional three years, beginning on October 1, 2022. The following table presents information with respect to repurchases of common stock (in millions, except per share data): Year Ended December 31, 2022 2021 2020 Aggregate common stock repurchased 9.35 0.10 2.88 Weighted average price paid per share $ 146.88 $ 87.32 $ 53.88 Total amount paid (in millions) $ 1,373 $ 9 $ 155 As of December 31, 2022, we had up to $3.6 billion of the share repurchase program available. Dividends On January 27, 2023, we declared a quarterly dividend of $0.395 per share of common stock that is payable on February 27, 2023 to stockholders of record as of February 7, 2023. NOTE 6 —SUPPLEMENTAL CASH FLOW INFORMATION The following table provides supplemental disclosure of cash flow information, excluding any contributions to the parent that were immediately contributed to the subsidiaries (in millions): Year Ended December 31, 2022 2021 2020 Cash paid during the period for interest, net of amounts capitalized $ 109 $ 130 $ 45 Cash paid for income taxes, net of refunds 11 — — Non-cash investing activities: Contribution of purchased bonds to subsidiaries (1) 1,223 — — (1) Includes total cash paid by us for bond repurchases of our subsidiary, net of discount, premium and commission fees, of $1,193 million and associated interest of $30 million. |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2022 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | Balance at beginning of period Charged to costs and expenses Charged to other accounts Deductions Balance at end of period Year Ended December 31, 2022 Current expected credit losses on receivables and contract assets $ 9 $ (4) $ — $ — $ 5 Deferred tax asset valuation allowance 63 80 — — 143 Year Ended December 31, 2021 Current expected credit losses on receivables and contract assets $ 7 $ 2 $ — $ — $ 9 Deferred tax asset valuation allowance 190 (127) — — 63 Year Ended December 31, 2020 Current expected credit losses on receivables and contract assets $ — $ 7 $ — $ — $ 7 Deferred tax asset valuation allowance 196 (6) — — 190 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation, Policy | Basis of Presentation Our Consolidated Financial Statements have been prepared in accordance with GAAP. The Consolidated Financial Statements include the accounts of Cheniere, its subsidiaries and affiliates in which we hold a controlling interest, reflecting ownership of a majority of the voting interest, as of the financial statement date. Additionally, we consolidate a VIE under certain criteria discussed further below. All intercompany accounts and transactions have been eliminated in consolidation. VIEs We make a determination at the inception of each arrangement whether an entity in which we have made an investment or in which we have other variable interests is considered a VIE. Generally, an entity is a VIE if either (1) the entity does not have sufficient equity at risk to finance its activities without additional subordinated financial support from other parties, (2) the entity’s investors lack any characteristics of a controlling financial interest or (3) the entity was established with non-substantive voting rights. We consolidate VIEs when we are deemed to be the primary beneficiary. The primary beneficiary of a VIE is generally the party that both: (1) has the power to make decisions that most significantly affect the economic performance of the VIE and (2) has the obligation to absorb losses or the right to receive benefits that in either case could potentially be significant to the VIE. If we are not deemed to be the primary beneficiary of a VIE, we account for the investment or other variable interests in a VIE in accordance with applicable GAAP. Non-controlling Interests When we consolidate an entity, we include 100% of the assets, liabilities, revenues and expenses of the subsidiary in our Consolidated Financial Statements. For those entities that we consolidate in which our ownership is less than 100%, we record a non-controlling interest as a component of equity on our Consolidated Balance Sheets, which represents the third party ownership in the net assets of the respective consolidated subsidiary. Additionally, the portion of the net income or loss attributable to the non-controlling interest is reported as net income (loss) attributable to non-controlling interest on our Consolidated Statements of Operations. Changes in our ownership interests in an entity that do not result in deconsolidation are generally recognized within equity. See Note 9 —Non-controlling Interest and Variable Interest Entities for additional details about our non-controlling interest. Equity Method Investments Investments in non-controlled entities in which Cheniere has the ability to exercise significant influence over operating and financial policies are accounted for using the equity method of accounting, with our share of earnings or losses reported in other income (expense) on our Consolidated Statements of Operations or, if the investment is deemed operationally integral to our operations, reported within operating income on our Consolidated Statements of Operations in the respective line item depending on the nature of the investment. In applying the equity method of accounting, the investments are initially recognized at cost, and subsequently adjusted for our proportionate share of earnings, losses and distributions. Investments accounted for using the equity method of accounting are reported as a component of other noncurrent assets. See Note 8—Other Non-Current Assets, Net |
Use of Estimates, Policy | Use of Estimates The preparation of our Consolidated Financial Statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the amounts reported in the Consolidated Financial Statements and the accompanying notes. Management evaluates its estimates and related assumptions regularly, including those related to fair value measurements of derivatives and other instruments, useful lives of property, plant and equipment, certain valuations including leases, asset retirement obligations (“AROs”) and recoverability of deferred tax assets, each as further discussed under the respective sections within this note. Changes in facts and circumstances or additional information may result in revised estimates, and actual results may differ from these estimates. |
Fair Value Measurements, Policy | Fair Value Measurements Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Hierarchy Levels 1, 2 and 3 are terms for the priority of inputs to valuation approaches used to measure fair value. Hierarchy Level 1 inputs are quoted prices in active markets for identical assets or liabilities. Hierarchy Level 2 inputs are inputs that are directly or indirectly observable for the asset or liability, other than quoted prices included within Level 1. Hierarchy Level 3 inputs are inputs that are not observable in the market. In determining fair value, we use observable market data when available, or models that incorporate observable market data. In addition to market information, we incorporate transaction-specific details that, in management’s judgment, market participants would take into account in measuring fair value. We maximize the use of observable inputs and minimize our use of unobservable inputs in arriving at fair value estimates. Recurring fair-value measurements are performed for derivative instruments, as disclosed in Note 7 —Derivative Instruments , and liability-classified share-based compensation awards, as disclosed in Note 16—Share-Based Compensation . The carrying amount of cash and cash equivalents, restricted cash and cash equivalents, trade and other receivables, net of current expected credit losses, contract assets, margin deposits, accounts payable and accrued liabilities reported on the Consolidated Balance Sheets approximates fair value. The fair value of debt is the estimated amount we would have to pay to repurchase our debt in the open market, including any premium or discount attributable to the difference between the stated interest rate and market interest rate at each balance sheet date. Debt fair values, as disclosed in Note 1 1 —Debt |
Revenue Recognition, Policy | Revenue Recognition We recognize revenues when we transfer control of promised goods or services to our customers in an amount that reflects the consideration to which we expect to be entitled to in exchange for those goods or services. See Note 1 3 —Revenues for further discussion of our revenue streams and accounting policies related to revenue recognition. |
Cash and Cash Equivalents, Policy | Cash and Cash Equivalents We consider all highly liquid investments with an original maturity of three months or less to be cash equivalents. |
Restricted Cash and Cash Equivalents, Policy | Restricted Cash and Cash Equivalents Restricted cash and cash equivalents consist of funds that are contractually or legally restricted as to usage or withdrawal and have been presented separately from cash and cash equivalents on our Consolidated Balance Sheets. |
Current Expected Credit Losses | Current Expected Credit Losses Trade and other receivables and contract assets are reported net of any current expected credit losses. Current expected credit losses consider the risk of loss based on past events, current conditions and reasonable and supportable forecasts. A counterparty’s ability to pay is assessed through a credit review process that considers payment terms, the counterparty’s established credit rating or our assessment of the counterparty’s credit worthiness, contract terms, payment status, and other risks or available financial assurances. Adjustments to current expected credit losses are recorded in selling, general and administrative expense in our Consolidated Statements of Operations. As of December 31, 2022 and 2021, we had current expected credit losses of zero and $5 million, respectively, on our trade and other receivables and $5 million and $4 million, respectively, on our non-current contract assets. |
Inventory, Policy | InventoryLNG and natural gas inventory are recorded at the lower of weighted average cost and net realizable value. Materials and other inventory are recorded at the lower of cost and net realizable value. Inventory is charged to expense when sold, or, for certain qualifying costs, capitalized to property, plant and equipment when issued, primarily using the weighted average method. |
Property, Plant and Equipment, Policy | Property, Plant and Equipment Property, plant and equipment are recorded at cost. Expenditures for construction and commissioning activities, major renewals and betterments that extend the useful life of an asset are capitalized, while expenditures for maintenance and repairs (including those for planned major maintenance projects) to maintain property, plant and equipment in operating condition are generally expensed as incurred. Generally, we begin capitalizing the costs of our LNG terminals once the individual project meets the following criteria: (1) regulatory approval has been received, (2) financing for the project is available and (3) management has committed to commence construction. Prior to meeting these criteria, most of the costs associated with a project are expensed as incurred. These costs primarily include professional fees associated with preliminary front-end engineering and design work, costs of securing necessary regulatory approvals and other preliminary investigation and development activities related to our LNG terminals. Generally, costs that are capitalized prior to a project meeting the criteria otherwise necessary for capitalization include: land acquisition costs, detailed engineering design work and certain permits that are capitalized as other non-current assets. We realize offsets to LNG terminal costs for sales of commissioning cargoes that were earned or loaded prior to the start of commercial operations of the respective Train during the testing phase for its construction. We depreciate our property, plant and equipment using the straight-line depreciation method over assigned useful lives. Refer to Note 6 —Property, Plant and Equipment, Net of Accumulated Depreciation for additional discussion of our useful lives by asset category. Upon retirement or other disposition of property, plant and equipment, the cost and related accumulated depreciation are removed from the account, and the resulting gains or losses on disposal are recorded in other operating costs and expenses. Management tests property, plant and equipment for impairment whenever events or changes in circumstances have indicated that the carrying amount of property, plant and equipment might not be recoverable. Assets are grouped at the lowest level for which there are identifiable cash flows that are largely independent of the cash flows of other groups of assets for purposes of assessing recoverability. Recoverability generally is determined by comparing the carrying value of the asset to the expected undiscounted future cash flows of the asset. If the carrying value of the asset is not recoverable, the amount of impairment loss is measured as the excess, if any, of the carrying value of the asset over its estimated fair value. |
Interest Capitalization, Policy | Interest Capitalization We capitalize interest costs during the construction period of our LNG terminals and related assets as construction-in-process. Upon placing the underlying asset in service, these costs are transferred out of construction-in-process into the respective in-service asset category and depreciated over the estimated useful life of the corresponding assets, except for capitalized interest associated with land, which is not depreciated. |
Regulated Natural Gas Pipelines, Policy | Regulated Natural Gas Pipelines The Creole Trail Pipeline and Corpus Christi Pipeline are subject to the jurisdiction of the FERC in accordance with the Natural Gas Act of 1938 and the Natural Gas Policy Act of 1978. The economic effects of regulation can result in a regulated company recording as assets those costs that have been or are expected to be approved for recovery from customers, or recording as liabilities those amounts that are expected to be required to be returned to customers, in a rate-setting process in a period different from the period in which the amounts would be recorded by an unregulated enterprise. Accordingly, we record assets and liabilities that result from the regulated rate-making process that may not be recorded under GAAP for non-regulated entities. We continually assess whether regulatory assets are probable of future recovery by considering factors such as applicable regulatory changes and recent rate orders applicable to other regulated entities. Based on this continual assessment, we believe the existing regulatory assets are probable of recovery. These regulatory assets and liabilities are classified in our Consolidated Balance Sheets as other assets and other liabilities. Upon identification of a triggering event, we evaluate their applicability under GAAP and consider factors such as regulatory changes and the effect of competition. If cost-based regulation ends or competition increases, we may have to write off the associated regulatory assets and liabilities. Items that may influence our assessment are: • inability to recover cost increases due to rate caps and rate case moratoriums; • inability to recover capitalized costs, including an adequate return on those costs through the rate-making process and the FERC proceedings; • excess capacity; • increased competition and discounting in the markets we serve; and • impacts of ongoing regulatory initiatives in the natural gas industry. Natural gas pipeline costs include amounts capitalized as an Allowance for Funds Used During Construction (“AFUDC”). The rates used in the calculation of AFUDC are determined in accordance with guidelines established by the FERC. AFUDC represents the cost of debt and equity funds used to finance our natural gas pipeline additions during construction. AFUDC is capitalized as a part of the cost of our natural gas pipelines. Under regulatory rate practices, we |
Derivative Instruments, Policy | Derivative Instruments We use derivative instruments to hedge our exposure to cash flow variability from interest rate, commodity price and foreign currency exchange (“FX”) rate risk. Derivative instruments are recorded at fair value and included in our Consolidated Balance Sheets as assets or liabilities depending on the derivative position and the expected timing of settlement, unless they satisfy criteria for, and we elect, the normal purchases and sales exception, under which we account for the instrument under the accrual method of accounting, whereby revenues and expenses are recognized only upon delivery, receipt or realization of the underlying transaction. When we have the contractual right and intent to net settle, derivative assets and liabilities are reported on a net basis. For those derivative instruments measured at fair value, changes in the fair value of the instruments are recorded in earnings, unless we elect to apply hedge accounting and meet specified criteria. We did not have any derivative instruments designated as cash flow or fair value hedges during the years ended December 31, 2022, 2021 and 2020. See Note 7 —Derivative Instruments for additional details about our derivative instruments. |
Leases, Policy | Leases We determine if an arrangement is, or contains, a lease at inception of the arrangement. When we determine the arrangement is, or contains, a lease in which we are the lessee, we classify the lease as either an operating lease or a finance lease. Operating and finance leases are recognized on our Consolidated Balance Sheets by recording a lease liability representing the obligation to make future lease payments and a right-of-use asset representing the right to use the underlying asset for the lease term. Operating and finance lease right-of-use assets and liabilities are generally recognized based on the present value of minimum lease payments over the lease term. In determining the present value of minimum lease payments, we use the implicit interest rate in the lease if readily determinable. In the absence of a readily determinable implicitly interest rate, we discount our expected future lease payments using our relevant subsidiary’s incremental borrowing rate. The incremental borrowing rate is an estimate of the interest rate that a given subsidiary would have to pay to borrow on a collateralized basis over a similar term to that of the lease term. Options to renew a lease are included in the lease term and recognized as part of the right-of-use asset and lease liability, only to the extent they are reasonably certain to be exercised. We have elected practical expedients to (1) omit leases with an initial term of 12 months or less from recognition on our balance sheet and (2) to combine both the lease and non-lease components of an arrangement in calculating the right-of-use asset and lease liability for all classes of leased assets. Lease expense for operating lease payments is recognized on a straight-line basis over the lease term. Lease expense for finance leases is recognized as the sum of the amortization of the right-of-use assets on a straight-line basis and the interest on lease liabilities using the effective interest method over the lease term. Certain of our leases also contain variable payments that are included in the right-of-use asset and lease liability only when the contract terms require the payment of a fixed amount that is unavoidable. When we determine the arrangement is, or contains, a lease in which we are the lessor or sublessor, we assess classification of the lease as either an operating lease, sales-type lease or direct financing lease. All of our arrangements have been assessed as operating leases and consist of sublessor arrangements in which we have not been relieved of our primary obligation under the original lease. Our sublessor arrangements are not recognized on our Consolidated Balance Sheet and we recognize income from these arrangements on a straight-line basis over the sublease term. See Note 1 2 —Leases for additional details about our leases. |
Concentration of Credit Risk, Policy | Concentration of Credit Risk Financial instruments that potentially subject us to a concentration of credit risk consist principally of derivative instruments and accounts receivable related to our long-term SPAs and regasification contracts, each discussed further below. Additionally, we maintain cash balances at financial institutions, which may at times be in excess of federally insured levels. We have not incurred credit losses related to these cash balances to date. The use of derivative instruments exposes us to counterparty credit risk, or the risk that a counterparty will be unable to meet its commitments. Certain of our commodity derivative transactions are executed through over-the-counter contracts which are subject to nominal credit risk as these transactions are settled on a daily margin basis with investment grade financial institutions. Collateral deposited for such contracts is recorded within margin deposits. Our FX derivative instruments are placed with investment grade financial institutions whom we believe are acceptable credit risks. We monitor counterparty creditworthiness on an ongoing basis; however, we cannot predict sudden changes in counterparties’ creditworthiness. In addition, even if such changes are not sudden, we may be limited in our ability to mitigate an increase in counterparty credit risk. Should one of these counterparties not perform, we may not realize the benefit of some of our derivative instruments. We have contracted our anticipated production capacity under SPAs and under IPM agreements. Substantially all of our contracted capacity is from contracts with terms exceeding 10 years. As of December 31, 2022, we had SPAs with terms of 10 or more years with a total of 28 different third party customers. Excluding contracts with terms less than 10 years, our SPAs and IPM agreements had approximately 17 years of weighted average remaining life as of December 31, 2022. We market and sell LNG produced by the Liquefaction Projects that is not contracted by CCL or SPLs through our integrated marketing function. We are dependent on the respective customers’ creditworthiness and their willingness to perform under their respective agreements. See Note 21 —Customer Concentration for additional details about our customer concentration. Our arrangements with our customers incorporate certain provisions to mitigate our exposure to credit losses and include, under certain circumstances, customer collateral, netting of exposures through the use of industry standard commercial agreements and, as described above, margin deposits with certain counterparties in the over-the-counter derivative market, with such margin deposits primarily facilitated by independent system operators and by clearing brokers. Payments on margin deposits, either by us or by the counterparty depending on the position, are required when the value of a derivative exceeds our pre-established credit limit with the counterparty. Margin deposits are returned to us (or to the counterparty) on or near the settlement date for non-exchange traded derivatives, and we exchange margin calls on a daily basis for exchange traded transactions. |
Goodwill, Policy | Goodwill Goodwill is the excess of acquisition cost of a business over the estimated fair value of net assets acquired. Goodwill is not amortized; however, we test goodwill for impairment at least annually as of October 1st, or more frequently if events or circumstances indicate goodwill is more likely than not impaired. Factors that could indicate a more likely than not impairment include, but may not be limited to, significant negative industry or economic trends, cost increases, disruptions to our business, regulatory or political environment changes or other unanticipated events. When evaluating goodwill for impairment, we may either perform a qualitative assessment or a quantitative test. The qualitative assessment is an assessment of historical information and relevant events and circumstances to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill. If it is concluded that it is more-likely-than not that an impairment exists, a quantitative test is required which compares the estimated fair value of a reporting unit to its carrying value and measures any goodwill impairment as the amount by which the carrying amount of the reporting unit exceeds its fair value. Significant judgments and assumptions are inherent in our estimate of future cash flows used to determine the estimate of the reporting unit’s fair value. We may elect not to perform the qualitative assessment and instead perform a quantitative impairment test. |
Debt, Policy | Debt Our debt consists of current and long-term secured and unsecured debt securities, convertible debt securities and credit facilities with banks and other lenders. Debt issuances are placed directly by us or through securities dealers or underwriters and are held by institutional and retail investors. Debt is recorded on our Consolidated Balance Sheets at par value adjusted for unamortized discount or premium and net of unamortized debt issuance costs related to term notes. Debt issuance costs consist primarily of arrangement fees, professional fees, legal fees, printing costs and in certain cases, commitment fees. If debt issuance costs are incurred in connection with a line of credit arrangement or on undrawn funds, the debt issuance costs are presented as an asset on our Consolidated Balance Sheets. Discounts, premiums and debt issuance costs directly related to the issuance of debt are amortized over the life of the debt and are recorded in interest expense, net of capitalized interest using the effective interest method. Gains and losses on the extinguishment or modification of debt are recorded in loss on modification or extinguishment of debt on our Consolidated Statements of Operations. We classify debt on our Consolidated Balance Sheets based on contractual maturity, with the following exceptions: • We classify term debt that is contractually due within one year as long-term debt if management has the intent and ability to refinance the current portion of such debt with future cash proceeds from an executed long-term debt agreement. • We evaluate the classification of long-term debt extinguished after the balance sheet date but before the financial statements are issued based on facts and circumstances existing as of the balance sheet date. |
Asset Retirement Obligations, Policy | Asset Retirement Obligations We recognize AROs for legal obligations associated with the retirement of long-lived assets that result from the acquisition, construction, development and/or normal use of the asset and for conditional AROs in which the timing or method of settlement are conditional on a future event that may or may not be within our control. The fair value of a liability for an ARO is recognized in the period in which it is incurred, if a reasonable estimate of fair value can be made. The fair value of the liability is added to the carrying amount of the associated asset. This additional carrying amount is depreciated over the estimated useful life of the asset. We have not recorded an ARO associated with the Sabine Pass LNG Terminal. Based on the real property lease agreements at the Sabine Pass LNG Terminal, at the expiration of the term of the leases we are required to surrender the LNG terminal in good working order and repair, with normal wear and tear and casualty expected. Our property lease agreements at the Sabine Pass LNG Terminal have terms of up to 90 years including renewal options. We have determined that the cost to surrender the Sabine Pass LNG Terminal in good order and repair, with normal wear and tear and casualty expected, is immaterial. We have not recorded an ARO associated with the Creole Trail Pipeline or the Corpus Christi Pipeline. We believe that it is not feasible to predict when the natural gas transportation services provided by the Creole Trail Pipeline or the Corpus Christi Pipeline will no longer be utilized. In addition, our right-of-way agreements associated with the Creole Trail Pipeline and the Corpus Christi Pipeline have no stipulated termination dates. We intend to operate the Creole Trail Pipeline and the Corpus Christi Pipeline as long as supply and demand for natural gas exists in the United States and intend to maintain it regularly. |
Share-based Compensation, Policy | Share-based Compensation We have awarded share-based compensation in the form of stock (immediately vested), restricted stock shares, restricted stock units, performance stock units and phantom units. The awards and our related accounting policies are more fully described in Note 16—Share-based Compensation |
Foreign Currency Transactions and Translations Policy | Foreign CurrencyThe functional currency of all of our subsidiaries is the U.S. dollar. Certain of our subsidiaries transact in currencies outside of the U.S. dollar, which gives rise to the recognition of transaction gains and losses based on the change in exchange rates between the U.S. dollar and the currency in which the foreign currency transaction is denominated. During the years ended December 31, 2022, 2021 and 2020, we recognized net transaction gains (losses) totaling $60 million, $33 million and $(0.5) million, respectively, substantially all of which was attributable to net gains (losses) totaling $61 million, $33 million and $(0.3) million, respectively, relating to commercial transactions within Cheniere Marketing. The transaction gains and losses on such commercial transactions primarily consisted of those on Euro denominated receivables and related foreign currency hedges arising from the sale of cargoes, which are presented within LNG revenues in our Consolidated Statements of Operations with the underlying activities. The remaining transaction gains and losses are presented primarily within other income (expense), net in our Consolidated Statements of Operations. |
Income Taxes, Policy | Income Taxes Provisions for income taxes are based on taxes payable or refundable for the current year and deferred taxes on temporary differences between the tax basis of assets and liabilities and their reported amounts in our Consolidated Financial Statements. Deferred tax assets and liabilities are included in our Consolidated Financial Statements at currently enacted income tax rates applicable to the period in which the deferred tax assets and liabilities are expected to be realized or settled. As changes in tax laws or rates are enacted, deferred tax assets and liabilities are adjusted through the current period’s provision for income taxes. A valuation allowance is recorded to reduce the carrying value of our deferred tax assets when it is more likely than not that some or all of our deferred tax assets will not be realized. We evaluate the realizability of our deferred tax assets as of each reporting date, weighing all positive and negative evidence. The assessment requires significant judgment and is performed in each of our applicable jurisdictions. In making such determination, we consider various factors such as historical profitability, future projections of sustained profitability underpinned by fixed-price long-term SPAs and reversal of existing deferred tax liabilities. We recognize the financial statement effects of a tax position when it is more likely than not, based on the technical merits, that the position will be sustained upon examination. On August 16, 2022, President Biden signed H.R. 5376 (P.L. 117-169), commonly referred to as the Inflation Reduction Act, into law, which includes the implementation of a new 15% corporate alternative minimum tax (the “CAMT”) effective in 2023 on the adjusted financial statement income of certain large corporations, among other provisions. We have elected to account for the effects of CAMT on deferred tax assets, carryforwards, and tax credits in the period they arise. |
Net Income (Loss) Per Share, Policy | Net Income (Loss) Per Share Basic net income or loss per share attributable to common stockholders excludes dilution and is computed by dividing net income or loss attributable to common stockholders during the period by the weighted average number of common shares outstanding during the period. Diluted net income or loss per share reflects potential dilution and is computed by dividing net income (loss) attributable to common stockholders by the weighted average number of common shares outstanding during the period, which is increased by the number of additional common shares that would have been outstanding if the potential common shares had been issued. However, if the effect of any additional securities are anti-dilutive (i.e., resulting in a higher net income per share or lower net loss per share), they are excluded from the dilutive net income or loss computation. The dilutive effect of unvested stock is calculated using the treasury-stock method and the dilutive effect of convertible securities is calculated using the treasury or if-converted method. Refer to Note 1 8 —Net Income (Loss) per Share Attributable to Common Stockholders |
Business Segment, Policy | Business SegmentWe have determined that we operate as a single operating and reportable segment. Substantially all of our long-lived assets are located in the United States. Our chief operating decision maker makes resource allocation decisions and assesses performance based on financial information presented on a consolidated basis in the delivery of an integrated source of LNG to our customers. |
Recent Accounting Standards | Recent Accounting Standards ASU 2020-06 In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity . This guidance simplifies the accounting for convertible instruments primarily by eliminating the existing cash conversion and beneficial conversion models within Subtopic 470-20, which will result in fewer embedded conversion options being accounted for separately from the debt host. The guidance also amends and simplifies the calculation of earnings per share relating to convertible instruments. This guidance is effective for annual periods beginning after December 15, 2021, including interim periods within that reporting period, with earlier adoption permitted for fiscal years beginning after December 15, 2020, including interim periods within that reporting period, using either a full or modified retrospective approach. We adopted this guidance on January 1, 2022 using the modified retrospective approach. The adoption of ASU 2020-06 primarily resulted in the reclassification of the previously bifurcated equity component associated with the 4.25% Convertible Senior Notes due 2045 (the “2045 Cheniere Convertible Senior Notes”) to debt as a result of the elimination of the cash conversion model. As of January 1, 2022, the reclassification resulted in: (1) a $194 million reduction of the equity component recorded in additional paid-in capital, before offsetting tax effect of $41 million, (2) a $189 million increase in the carrying value of our 2045 Cheniere Convertible Senior Notes and (3) a $5 million decrease in accumulated deficit, before offsetting tax effect of $1 million. In December 2021, we issued a notice of redemption for all $625 million aggregate principal amount outstanding of our 2045 Cheniere Convertible Senior Notes, which were redeemed on January 5, 2022. See Note 11 —Debt for further discussion of the 2045 Cheniere Convertible Senior Notes. The adoption of ASU 2020-06 also impacted the calculation of the dilutive effect of our 2045 Cheniere Convertible Senior Notes on our net loss per share for the year ended December 31, 2022, as further discussed in Note 1 8 —Net Income ( Loss ) per Share Attributable to Common Stockholders . ASU 2020-04 In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting . This guidance primarily provides temporary optional expedients which simplify the accounting for contract modifications to existing contracts expected to arise from the market transition from LIBOR to alternative reference rates. The temporary optional expedients under the standard became effective March 12, 2020 and will be available until December 31, 2024 following a subsequent amendment to the standard. We have various credit facilities indexed to LIBOR, as further described in Note 11 —Debt . To date, we have amended certain of our credit facilities to incorporate a replacement rate or a fallback replacement rate indexed to SOFR as a result of the expected LIBOR transition. We elected to apply the optional expedients as applicable to certain modified facilities; however, the impact of applying the optional expedients was not material, and we do not expect the transition to SOFR or other replacement rate indexes to have a material impact on our future cash flows. We will apply the optional expedients to qualifying contract modifications in the future; however, we do not expect the impact of such application to be material. |
Restricted Cash and Cash Equi_2
Restricted Cash and Cash Equivalents (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Restricted Cash and Cash Equivalents [Abstract] | |
Schedule of Restricted Cash and Cash Equivalents | Restricted cash and cash equivalents consisted of the following (in millions): December 31, 2022 2021 Restricted cash and cash equivalents SPL Project $ 92 $ 98 CCL Project 738 44 Cash held by our subsidiaries that is restricted to Cheniere 304 271 Total restricted cash and cash equivalents $ 1,134 $ 413 |
Trade and Other Receivables, _2
Trade and Other Receivables, Net of Current Expected Credit Losses (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Receivables [Abstract] | |
Schedule of Accounts and Other Receivables, Net of Current Expected Credit Losses | Trade and other receivables, net of current expected credit losses consisted of the following (in millions): December 31, 2022 2021 Trade receivables SPL and CCL $ 922 $ 802 Cheniere Marketing 917 640 Other receivables 105 64 Total trade and other receivables, net of current expected credit losses $ 1,944 $ 1,506 |
Inventory (Tables)
Inventory (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventory consisted of the following (in millions): December 31, 2022 2021 LNG in-transit $ 356 $ 312 LNG 212 153 Materials 194 174 Natural gas 60 64 Other 4 3 Total inventory $ 826 $ 706 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |
Fair Value of Derivative Assets and Liabilities | The following table shows the fair value of our derivative instruments that are required to be measured at fair value on a recurring basis (in millions): Fair Value Measurements as of December 31, 2022 December 31, 2021 Quoted Prices in Active Markets Significant Other Observable Inputs Significant Unobservable Inputs Total Quoted Prices in Active Markets Significant Other Observable Inputs Significant Unobservable Inputs Total Interest Rate Derivatives liability $ — $ — $ — $ — $ — $ (40) $ — $ (40) Liquefaction Supply Derivatives asset (liability) (66) (29) (9,924) (10,019) 7 (9) (4,036) (4,038) LNG Trading Derivatives asset (liability) 1 (47) — (46) (22) (378) — (400) FX Derivatives asset (liability) — (28) — (28) — 12 — 12 |
Fair Value Measurement Inputs and Valuation Techniques | The following table includes quantitative information for the unobservable inputs for our Level 3 Liquefaction Supply Derivatives as of December 31, 2022: Net Fair Value Liability Valuation Approach Significant Unobservable Input Range of Significant Unobservable Inputs / Weighted Average (1) Liquefaction Supply Derivatives $(9,924) Market approach incorporating present value techniques Henry Hub basis spread $(1.775) - $0.660 / $(0.154) Option pricing model International LNG pricing spread, relative to Henry Hub (2) 73% - 532% / 163% (1) Unobservable inputs were weighted by the relative fair value of the instruments. (2) Spread contemplates U.S. dollar-denominated pricing. |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The following table shows the changes in the fair value of our Level 3 Liquefaction Supply Derivatives and LNG Trading Derivatives (in millions): Year Ended December 31, 2022 2021 (1) 2020 Balance, beginning of period $ (4,036) $ 241 $ 138 Realized and change in fair value gains (losses) included in net income (2): Included in cost of sales, existing deals (3) (5,120) (2,509) 156 Included in cost of sales, new deals (4) (1,373) (1,796) — Purchases and settlements: Purchases (5) — (1) 5 Settlements (6) 605 29 (65) Transfers in and/or out of level 3 Transfers into level 3 (7) — — 7 Balance, end of period $ (9,924) $ (4,036) $ 241 Favorable (unfavorable) changes in fair value relating to instruments still held at the end of the period $ (6,493) $ (4,305) $ 156 (1) Includes amounts recorded related to natural gas supply contracts that CCL had with a related party. The agreement ceased to be considered a related party agreement during 2021, as discussed in Note 1 4 —Related Party Transactions . (2) Does not include the realized value associated with derivative instruments that settle through physical delivery, as settlement is equal to contractually fixed price from trade date multiplied by contractual volume. See settlements line item in this table. (3) Impact to earnings on deals that existed at the beginning of the period and continue to exist at the end of the period. (4) Impact to earnings on deals that were entered into during the reporting period and continue to exist at the end of the period. (5) Includes any day one gain (loss) recognized during the reporting period on deals that were entered into during the reporting period which continue to exist at the end of the period, in addition to any derivative contracts acquired from entities at a value other than zero on acquisition date, such as derivatives assigned or novated during the reporting period and continuing to exist at the end of the period. (6) Roll-off in the current period of amounts recognized in our Consolidated Balance Sheets at the end of the previous period due to settlement of the underlying instruments in the current period. (7) Transferred into level 3 as a result of unobservable market for the underlying natural gas purchase agreements. |
Fair Value of Derivative Instruments by Balance Sheet Location | The following table shows the fair value and location of our derivative instruments on our Consolidated Balance Sheets (in millions): December 31, 2022 CCH Interest Rate Derivatives Liquefaction Supply Derivatives (1) LNG Trading Derivatives (2) FX Derivatives Total Consolidated Balance Sheets Location Current derivative assets $ — $ 36 $ 84 $ — $ 120 Derivative assets — 35 — — 35 Total derivative assets — 71 84 — 155 Current derivative liabilities — (2,143) (130) (28) (2,301) Derivative liabilities — (7,947) — — (7,947) Total derivative liabilities — (10,090) (130) (28) (10,248) Derivative liability, net $ — $ (10,019) $ (46) $ (28) $ (10,093) December 31, 2021 CCH Interest Rate Derivatives Liquefaction Supply Derivatives (1) LNG Trading Derivatives (2) FX Derivatives Total Consolidated Balance Sheets Location Current derivative assets $ — $ 38 $ 2 $ 15 $ 55 Derivative assets — 69 — — 69 Total derivative assets — 107 2 15 124 Current derivative liabilities (40) (644) (402) (3) (1,089) Derivative liabilities — (3,501) — — (3,501) Total derivative liabilities (40) (4,145) (402) (3) (4,590) Derivative asset (liability), net $ (40) $ (4,038) $ (400) $ 12 $ (4,466) (1) Does not include collateral posted with counterparties by us of $111 million and $20 million as of December 31, 2022 and 2021, respectively, which are included in margin deposits in our Consolidated Balance Sheets. (2) Does not include collateral posted with counterparties by us of $23 million and $745 million, as of December 31, 2022 and 2021, respectively, which are included in margin deposits in our Consolidated Balance Sheets. |
Derivative Net Presentation on Consolidated Balance Sheets | The following table shows the fair value of our derivatives outstanding on a gross and net basis (in millions) for our derivative instruments that are presented on a net basis on our Consolidated Balance Sheets: Liquefaction Supply Derivatives LNG Trading Derivatives FX Derivatives As of December 31, 2022 Gross assets $ 76 $ 87 $ — Offsetting amounts (5) (3) — Net assets $ 71 $ 84 $ — Gross liabilities $ (10,436) $ (132) $ (29) Offsetting amounts 346 2 1 Net liabilities $ (10,090) $ (130) $ (28) As of December 31, 2021 Gross assets $ 155 $ 10 $ 48 Offsetting amounts (48) (8) (33) Net assets $ 107 $ 2 $ 15 Gross liabilities $ (4,382) $ (551) $ (10) Offsetting amounts 237 149 7 Net liabilities $ (4,145) $ (402) $ (3) |
Interest Rate Derivatives [Member] | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |
Schedule of Notional Amounts of Outstanding Derivative Positions | CCH previously entered into the following Interest Rate Derivatives to protect against volatility of future cash flows and hedge a portion of the variable interest payments on the CCH Credit Facility, which expired in May 2022: Notional Amounts December 31, 2022 December 31, 2021 Weighted Average Fixed Interest Rate Paid Variable Interest Rate Received CCH Interest Rate Derivatives $— $4.5 billion 2.30% One-month LIBOR |
Derivative Instruments, Gain (Loss) | The following table shows the effect and location of our Interest Rate Derivatives on our Consolidated Statements of Operations (in millions): Gain (Loss) Recognized in Consolidated Statements of Operations Consolidated Statements of Operations Location Year Ended December 31, 2022 2021 2020 CCH Interest Rate Derivatives Interest rate derivative gain (loss), net $ 2 $ (1) $ (138) CCH Interest Rate Forward Start Derivatives Interest rate derivative gain (loss), net — — (95) |
Commodity Derivatives [Member] | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |
Schedule of Notional Amounts of Outstanding Derivative Positions | The following table shows the notional amounts of our Liquefaction Supply Derivatives and LNG Trading Derivatives (collectively, “Commodity Derivatives”): December 31, 2022 December 31, 2021 Liquefaction Supply Derivatives (1) LNG Trading Derivatives Liquefaction Supply Derivatives LNG Trading Derivatives Notional amount, net (in TBtu) 14,504 50 11,238 33 (1) Excludes notional amounts associated with extension options that were uncertain to be taken as of December 31, 2022. |
Derivative Instruments, Gain (Loss) | The following table shows the effect and location of our Commodity Derivatives recorded on our Consolidated Statements of Operations (in millions): Gain (Loss) Recognized in Consolidated Statements of Operations Consolidated Statements of Operations Location (1) Year Ended December 31, 2022 2021 2020 LNG Trading Derivatives LNG revenues $ (387) $ (1,812) $ (26) LNG Trading Derivatives Cost of sales (2) 91 (42) Liquefaction Supply Derivatives (2) LNG revenues 2 3 (1) Liquefaction Supply Derivatives (2) Cost of sales (3) (6,203) (4,303) 94 (1) Fair value fluctuations associated with commodity derivative activities are classified and presented consistently with the item economically hedged and the nature and intent of the derivative instrument. (2) Does not include the value associated with derivative instruments that settle through physical delivery. (3) Includes amounts recorded related to natural gas supply contracts that CCL had with a related party. The agreement ceased to be considered a related party agreement during 2021, as discussed in Note 1 4 —Related Party Transactions . |
FX Derivatives [Member] | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |
Derivative Instruments, Gain (Loss) | The following table shows the effect and location of our FX Derivatives recorded on our Consolidated Statements of Operations (in millions): Gain Recognized in Consolidated Statements of Operations Consolidated Statements of Operations Location Year Ended December 31, 2022 2021 2020 FX Derivatives LNG revenues $ 57 $ 33 $ (3) |
Property, Plant and Equipment_2
Property, Plant and Equipment, Net of Accumulated Depreciation (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment, Net of Accumulated Depreciation | Property, plant and equipment, net of accumulated depreciation consisted of the following (in millions): December 31, 2022 2021 LNG terminal Terminal and interconnecting pipeline facilities $ 33,815 $ 30,660 Site and related costs 451 441 Construction-in-process 1,685 2,995 Accumulated depreciation (4,985) (3,912) Total LNG terminal, net of accumulated depreciation 30,966 30,184 Fixed assets and other Computer and office equipment 33 25 Furniture and fixtures 20 20 Computer software 121 120 Leasehold improvements 48 45 Land 1 1 Other 19 19 Accumulated depreciation (191) (176) Total fixed assets and other, net of accumulated depreciation 51 54 Assets under finance leases Marine assets 533 60 Accumulated depreciation (22) (10) Total assets under finance lease, net of accumulated depreciation 511 50 Property, plant and equipment, net of accumulated depreciation $ 31,528 $ 30,288 |
Schedule of Depreciation and Offsets to LNG Terminal Costs | The following table shows depreciation expense and offsets to LNG terminal costs (in millions): Year Ended December 31, 2022 2021 2020 Depreciation expense $ 1,113 $ 1,006 $ 926 Offsets to LNG terminal costs (1) 204 319 19 |
Property Plant and Equipment Estimated Useful Lives Table | Our LNG terminals are depreciated using the straight-line depreciation method applied to groups of LNG terminal assets with varying useful lives. The identifiable components of our LNG terminals have depreciable lives between 6 and 50 years, as follows: Components Useful life (years) LNG storage tanks 50 Natural gas pipeline facilities 40 Marine berth, electrical, facility and roads 35 Water pipelines 30 Regasification processing equipment 30 Sendout pumps 20 Liquefaction processing equipment 6-50 Other 10-30 |
Other Non-Current Assets (Table
Other Non-Current Assets (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Other Assets, Noncurrent [Abstract] | |
Schedule of Other Non-Current Assets | Other non-current assets, net consisted of the following (in millions): December 31, 2022 2021 Contract assets, net of current expected credit losses $ 171 $ 135 Advances made to municipalities for water system enhancements 78 81 Equity method investments 16 56 Advances and other asset conveyances to third parties to support LNG terminals 92 80 Debt issuance costs and debt discount, net of accumulated amortization 60 34 Advances made under EPC and non-EPC contracts — 5 Advance tax-related payments and receivables 20 17 Other 92 54 Total other non-current assets, net $ 529 $ 462 |
Non-Controlling Interest and _2
Non-Controlling Interest and Variable Interest Entity (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
CQP [Member] | |
Noncontrolling Interest and Variable Interest Entity [Line Items] | |
Condensed Balance Sheet of Cheniere Partners | The following table presents the summarized assets and liabilities (in millions) of CQP, which are included in our Consolidated Balance Sheets. The assets in the table below may only be used to settle obligations of CQP. In addition, there is no recourse to us for the consolidated VIE’s liabilities. The assets and liabilities in the table below include third party assets and liabilities of CQP only and exclude intercompany balances between CQP and Cheniere that eliminate in the Consolidated Financial Statements of Cheniere. December 31, 2022 2021 ASSETS Current assets Cash and cash equivalents $ 904 $ 876 Restricted cash and cash equivalents 92 98 Trade and other receivables, net of current expected credit losses 627 580 Other current assets 269 285 Total current assets 1,892 1,839 Property, plant and equipment, net of accumulated depreciation 16,725 16,830 Other non-current assets, net 288 316 Total assets $ 18,905 $ 18,985 LIABILITIES Current liabilities Accrued liabilities $ 1,384 $ 1,077 Other current liabilities 960 200 Total current liabilities 2,344 1,277 Long-term debt, net of premium, discount and debt issuance costs 16,198 17,177 Other non-current liabilities 3,122 100 Total liabilities $ 21,664 $ 18,554 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Accrued Liabilities, Current [Abstract] | |
Schedule of Accrued Liabilities | Accrued liabilities consisted of the following (in millions): December 31, 2022 2021 Natural gas purchases $ 1,621 $ 1,323 Derivative settlements 7 329 Interest costs and related debt fees 383 214 LNG terminals and related pipeline costs 240 144 Compensation and benefits 245 180 LNG inventory 88 34 Other accrued liabilities 95 75 Total accrued liabilities $ 2,679 $ 2,299 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Debt Instruments | Debt consisted of the following (in millions): December 31, 2022 2021 SPL: Senior Secured Notes: 5.625% due 2023 $ — $ 1,500 5.75% due 2024 2,000 2,000 5.625% due 2025 2,000 2,000 5.875% due 2026 1,500 1,500 5.00% due 2027 1,500 1,500 4.200% due 2028 1,350 1,350 4.500% due 2030 2,000 2,000 4.746% weighted average rate due 2037 1,782 1,282 Total SPL Senior Secured Notes 12,132 13,132 Working capital revolving credit and letter of credit reimbursement agreement (the “SPL Working Capital Facility”) — — Total debt - SPL 12,132 13,132 CQP: Senior Notes: 4.500% due 2029 1,500 1,500 4.000% due 2031 1,500 1,500 3.25% due 2032 1,200 1,200 Total CQP Senior Notes 4,200 4,200 Credit facilities (the “CQP Credit Facilities”) — — Total debt - CQP 4,200 4,200 CCH: Senior Secured Notes: 7.000% due 2024 (the “2024 CCH Senior Notes”) (1) 498 1,250 5.875% due 2025 1,491 1,500 5.125% due 2027 (2) 1,271 1,500 3.700% due 2029 (2) 1,361 1,500 3.751% weighted average rate due 2039 (2) 2,633 2,721 Total CCH Senior Secured Notes 7,254 8,471 CCH Credit Facility — 1,728 Working capital facility (the “CCH Working Capital Facility”) (3) — 250 Total debt - CCH 7,254 10,449 Cheniere: 4.625% Senior Secured Notes due 2028 1,500 2,000 2045 Cheniere Convertible Senior Notes (4) — 625 Revolving credit facility (the “Cheniere Revolving Credit Facility”) — — Total debt - Cheniere 1,500 2,625 Cheniere Marketing: trade finance facilities and letter of credit facility (3) — — Total debt 25,086 30,406 Current portion of long-term debt (813) (117) Short-term debt — (250) Unamortized premium, discount and debt issuance costs, net (218) (590) Total long-term debt, net of premium, discount and debt issuance costs $ 24,055 $ 29,449 (1) In January 2023, we redeemed the remaining outstanding principal balance of the 2024 CCH Senior Notes with cash that was on hand at December 31, 2022. Therefore, the outstanding principal balance redeemed was classified as current portion of long-term debt as of December 31, 2022, net of discount and debt issuance costs of $3 million. (2) Subsequent to December 31, 2022 and through February 16, 2023, we executed bond repurchases totaling $322 million, inclusive of CCH’s Senior Secured Notes due 2027, 2029 and 2039 on the open market. These bonds were repurchased with cash that was on hand at December 31, 2022; therefore, the amounts repurchased are classified as current portion of long-term debt as of December 31, 2022, net of discount and debt issuance costs of $4 million. (3) These debt instruments are classified as short-term debt. (4) The redemption of these notes was financed with borrowings under the Cheniere Revolving Credit Facility, which is a long-term debt instrument. Therefore, the 2045 Cheniere Convertible Senior Notes were classified as long-term debt as of December 31, 2021. See Convertible Notes section below for further discussion of the redemption. |
Schedule of Maturities of Long-term Debt | Below is a schedule of future principal payments that we are obligated to make on our outstanding debt at December 31, 2022 (in millions): Years Ending December 31, Principal Payments 2023 $ 498 2024 2,000 2025 3,542 2026 1,608 2027 2,966 Thereafter 14,472 Total $ 25,086 |
Schedule of Line of Credit Facilities and Delayed Draw Term Loan | Below is a summary of our committed credit facilities outstanding as of December 31, 2022 (in millions): SPL Working Capital Facility (1) CQP Credit Facilities (2) CCH Credit Facility (3) (4) CCH Working Capital Facility (4) (5) Cheniere Revolving Credit Facility (6) Total facility size $ 1,200 $ 750 $ 3,260 $ 1,500 $ 1,250 Less: Outstanding balance — — — — — Letters of credit issued 328 — — 178 — Available commitment $ 872 $ 750 $ 3,260 $ 1,322 $ 1,250 Priority ranking Senior secured Unsecured Senior secured Senior secured Unsecured Interest rate on available balance (7) LIBOR plus 1.125% - 1.750% or base rate plus 0.125% - 0.750% LIBOR plus 1.25% - 2.125% or base rate plus 0.25% - 1.125% SOFR plus credit spread adjustment of 0.1%, plus margin of 1.5% or base rate plus 0.5% SOFR plus credit spread adjustment of 0.1%, plus margin of 1.0% - 1.5% or base rate plus 0.0% - 0.5% LIBOR plus 1.125% - 2.250% or base rate plus 0.125% - 1.250% (8) Commitment fees on undrawn balance (7) 0.10% - 0.30% 0.375% - 0.638% 0.525% 0.10% - 0.20% 0.125% - 0.375% Maturity date March 19, 2025 May 29, 2024 (9) June 15, 2027 October 28, 2026 (1) The obligations of SPL under the SPL Working Capital Facility are secured by substantially all of the assets of SPL as well as a pledge of all of the membership interests in SPL and certain future subsidiaries of SPL on a pari passu basis by a first priority lien with the SPL Senior Secured Notes. The SPL Working Capital Facility contains customary conditions precedent for extensions. (2) The obligations under the CQP Credit Facilities are unconditionally guaranteed by the CQP Guarantors. (3) The obligations of CCH under the CCH Credit Facility are secured by a first priority lien on substantially all of the assets of CCH and its subsidiaries and by a pledge by Cheniere CCH Holdco I of its limited liability company interests in CCH. (4) In June 2022, CCH amended and restated the CCH Credit Facility and the CCH Working Capital Facility resulting in $20 million of debt extinguishment and modification costs to, among other things, (1) provide incremental commitments of $3.7 billion and $300 million for the CCH Credit Facility and the CCH Working Capital Facility, respectively, in connection with the FID with respect to the Corpus Christi Stage 3 Project, (2) extend the maturity, (3) update the indexed interest rate to SOFR and (4) make certain other changes to the terms and conditions of each existing facility. (5) The obligations of CCH under the CCH Working Capital Facility are secured by substantially all of the assets of CCH and the CCH Guarantors as well as all of the membership interests in CCH and each of the CCH Guarantors on a pari passu basis with the CCH Senior Secured Notes and the CCH Credit Facility. (6) The Cheniere Revolving Credit Facility contains a financial covenant requiring us to maintain a non-consolidated leverage ratio not to exceed 5.50:1.00 as of the end of any fiscal quarter if (i) as of the last day of such fiscal quarter the aggregate principal amount of outstanding loans plus drawn and unreimbursed letters of credit is greater than 35% of the aggregate commitments under the Cheniere Revolving Credit Facility (a “Covenant Trigger Event”) or (ii) a Covenant Trigger Event had occurred and been continuing as of the last day of the immediately preceding fiscal quarter and as of the last day of such ending fiscal quarter such Covenant Trigger Event had not ceased for a period of at least thirty consecutive days. (7) The margin on the interest rate and the commitment fees are subject to change based on the applicable entity’s credit rating. (8) This facility was amended in 2021 to establish a SOFR-indexed replacement rate for LIBOR. (9) The CCH Credit Facility matures the earlier of June 15, 2029 or two years after the substantial completion of the last Train of the Corpus Christi Stage 3 Project. |
Schedule of Interest Expense | Total interest expense, net of capitalized interest, including interest expense related to our convertible notes, consisted of the following (in millions): Year Ended December 31, 2022 2021 2020 Interest cost on convertible notes: Interest per contractual rate $ — $ 36 $ 152 Amortization of debt discount and debt issuance costs — 10 53 Total interest cost related to convertible notes — 46 205 Interest cost on debt and finance leases excluding convertible notes 1,485 1,558 1,568 Total interest cost 1,485 1,604 1,773 Capitalized interest (79) (166) (248) Total interest expense, net of capitalized interest $ 1,406 $ 1,438 $ 1,525 |
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments | The following table shows the carrying amount and estimated fair value of our debt (in millions): December 31, 2022 December 31, 2021 Carrying Estimated Carrying Estimated Senior notes — Level 2 (1) $ 21,763 $ 20,539 $ 24,550 $ 26,725 Senior notes — Level 3 (2) 3,323 2,961 3,253 3,693 2045 Cheniere Convertible Senior Notes — Level 1 (3) — — 625 526 (1) The Level 2 estimated fair value was based on quotes obtained from broker-dealers or market makers of these senior notes and other similar instruments. (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. |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Schedule of Leases, Balance Sheet Location | The following table shows the classification and location of our right-of-use assets and lease liabilities on our Consolidated Balance Sheets (in millions): December 31, Consolidated Balance Sheets Location 2022 2021 Right-of-use assets—Operating Operating lease assets $ 2,625 $ 2,102 Right-of-use assets—Financing Property, plant and equipment, net of accumulated depreciation 511 50 Total right-of-use assets $ 3,136 $ 2,152 Current operating lease liabilities Current operating lease liabilities $ 616 $ 535 Current finance lease liabilities Other current liabilities 28 2 Non-current operating lease liabilities Operating lease liabilities 1,971 1,541 Non-current finance lease liabilities Finance lease liabilities 494 57 Total lease liabilities $ 3,109 $ 2,135 |
Schedule of Lease Cost, Income Statement Location | The following table shows the classification and location of our lease costs on our Consolidated Statements of Operations (in millions): Consolidated Statements of Operations Location Year Ended December 31, 2022 2021 2020 Operating lease cost (a) Operating costs and expenses (1) $ 828 $ 621 $ 432 Finance lease cost: Amortization of right-of-use assets Depreciation and amortization expense 12 3 2 Interest on lease liabilities Interest expense, net of capitalized interest 14 9 7 Total lease cost $ 854 $ 633 $ 441 (a) Included in operating lease cost: Short-term lease costs $ 122 $ 139 $ 93 Variable lease costs 18 21 16 |
Schedule of Maturity of Lease Liabilities | Future annual minimum lease payments for operating and finance leases as of December 31, 2022 are as follows (in millions): Years Ending December 31, Operating Leases Finance Leases 2023 $ 690 $ 63 2024 644 66 2025 505 71 2026 372 75 2027 275 77 Thereafter 492 427 Total lease payments (1) 2,978 779 Less: Interest (391) (257) Present value of lease liabilities $ 2,587 $ 522 (1) Does not include approximately $3.3 billion of legally binding minimum payments primarily for vessel charters contracted for as of December 31, 2022, which will commence in future periods with fixed minimum lease terms of up to 15 years. |
Lease, Other Quantitative Information | The following table shows the weighted-average remaining lease term and the weighted-average discount rate for our operating leases and finance leases: December 31, 2022 December 31, 2021 Operating Leases Finance Leases Operating Leases Finance Leases Weighted-average remaining lease term (in years) 5.9 10.6 5.6 16.7 Weighted-average discount rate (1) 4.2% 7.8% 3.6% 16.2% (1) The weighted average discount rate is impacted by certain finance leases that commenced prior to the adoption of the current leasing standard under GAAP. In accordance with previous accounting guidance, the implied rate is based on the fair value of the underlying assets. The following table includes other quantitative information for our operating and finance leases (in millions): Year Ended December 31, 2022 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 713 $ 483 $ 309 Operating cash flows from finance leases 14 10 10 Right-of-use assets obtained in exchange for operating lease liabilities 1,220 1,736 615 Right-of-use assets obtained in exchange for finance lease liabilities (1) 473 — — (1) Includes $88 million reclassified from operating leases to finance leases during the year ended December 31, 2022, as a result of modifications of the underlying vessel charters. |
Schedule of Sublease Income | The following table shows the sublease income recognized in other revenues on our Consolidated Statements of Operations (in millions): Year Ended December 31, 2022 2021 2020 Fixed income $ 371 $ 72 $ 68 Variable income 79 37 27 Total sublease income $ 450 $ 109 $ 95 |
Sublease Payment to be Received, Fiscal Year Maturity | Future annual minimum sublease payments to be received from LNG vessel subcharters as of December 31, 2022 are as follows (in millions): Years Ending December 31, LNG Vessel Subcharters 2023 $ 165 2024 18 2025 — 2026 — 2027 — Thereafter — Total lease payments 183 |
Revenues (Tables)
Revenues (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following table represents a disaggregation of revenue earned (in millions): Year Ended December 31, 2022 2021 2020 Revenues from contracts with customers LNG revenues (1) $ 32,132 $ 17,171 $ 8,954 Regasification revenues 1,068 269 269 Other revenues 107 91 70 Total revenues from contracts with customers 33,307 17,531 9,293 Net derivative loss (2) (328) (1,776) (30) Other (3) 449 109 95 Total revenues $ 33,428 $ 15,864 $ 9,358 (1) LNG revenues include revenues for LNG cargoes in which our customers exercised their contractual right to not take delivery but remained obligated to pay fixed fees irrespective of such election. During the year ended December 31, 2020, we recognized $969 million in LNG revenues associated with LNG cargoes for which customers notified us that they would not take delivery, of which $38 million would have been recognized during the year ended December 31, 2021 had the cargoes been lifted pursuant to the delivery schedules with the customers. We did not have revenues associated with LNG cargoes for which customers notified us that they would not take delivery during the years ended December 31, 2022 and 2021. Revenue is generally recognized upon receipt of irrevocable notice that a customer will not take delivery because our customers have no contractual right to take delivery of such LNG cargo in future periods and our performance obligations with respect to such LNG cargo have been satisfied. (2) See Note 7 —Derivative Instruments for additional information about our derivatives. (3) Includes revenues from LNG vessel subcharters. See Note 1 2 —Leases for additional information about our subleases. |
Contract Assets | The following table shows our contract assets, net of current expected credit losses, which are classified as other current assets and other non-current assets, net on our Consolidated Balance Sheets (in millions): December 31, 2022 2021 Contract assets, net of current expected credit losses $ 186 $ 140 |
Contract Liabilities | The following table reflects the changes in our contract liabilities, which we classify as deferred revenue and other non-current liabilities on our Consolidated Balance Sheets (in millions): Year Ended December 31, 2022 Deferred revenue, beginning of period $ 194 Cash received but not yet recognized in revenue 320 Revenue recognized from prior period deferral (194) Deferred revenue, end of period $ 320 |
Transaction Price Allocated to Future Performance Obligations | The following table discloses the aggregate amount of the transaction price that is allocated to performance obligations that have not yet been satisfied: December 31, 2022 December 31, 2021 Unsatisfied Transaction Price (in billions) Weighted Average Recognition Timing (years) (1) Unsatisfied Transaction Price (in billions) Weighted Average Recognition Timing (years) (1) LNG revenues $ 112.0 9 $ 107.1 9 Regasification revenues 0.8 4 1.9 4 Total revenues $ 112.8 $ 109.0 (1) The weighted average recognition timing represents an estimate of the number of years during which we shall have recognized half of the unsatisfied transaction price. |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | Below is a summary of our related party transactions as reported on our Consolidated Statements of Operations (in millions): Year Ended December 31, 2022 2021 2020 LNG Revenues Natural Gas Transportation and Storage Agreements (1) $ — $ 1 $ — Other revenues Operation and Maintenance Services Agreements (2) 7 7 9 Cost of sales Natural Gas Supply Agreements (a) (3) — 162 114 Natural Gas Transportation and Storage Agreements (1) — 1 — Total cost of sales — 163 114 Operating and maintenance expense Natural Gas Transportation and Storage Agreements (1) (4) 81 55 19 (a) Included in cost of sales: Liquefaction Supply Derivative gain (3) — 13 (1) (1) SPL is party to various natural gas transportation and storage agreements and CTPL is party to an operational balancing agreement with a related party in the ordinary course of business for the operation of the SPL Project. This related party is partially owned by Brookfield Asset Management, Inc., who indirectly acquired a portion of CQP’s limited partner interests in September 2020. We recorded accrued liabilities of $6 million and $4 million as of December 31, 2022 and 2021, respectively, with this related party. (2) Cheniere LNG O&M Services, LLC (“O&M Services”), our wholly owned subsidiary, provides the development, construction, operation and maintenance services to Midship Pipeline pursuant to agreements in which O&M Services receives an agreed upon fee and reimbursement of costs incurred. O&M Services recorded $1 million and $2 million of other receivables as of December 31, 2022 and 2021, respectively, for services provided to Midship Pipeline under these agreements. (3) Includes amounts recorded related to natural gas supply contracts that SPL and CCL had with related parties. These agreements ceased to be considered related party agreements during 2021, when the related party entity was acquired by a non-related party. (4) CCL is party to natural gas transportation agreements with Midship Pipeline Company, LLC (“Midship Pipeline”) in the ordinary course of business for the operation of the CCL Project. We recorded accrued liabilities of $1 million as of both December 31, 2022 and 2021 with this related party. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income before Income Tax, Domestic and Foreign | The jurisdictional components of book income (loss) before income taxes and non-controlling interest on our Consolidated Statements of Operations are as follows (in millions): Year Ended December 31, 2022 2021 2020 U.S. $ (1,575) $ (2,317) $ 720 International 4,669 39 (176) Total income (loss) before income taxes and non-controlling interest $ 3,094 $ (2,278) $ 544 |
Schedule of Components of Income Tax Expense (Benefit) | Income tax provision (benefit) included in our reported net income consisted of the following (in millions): Year Ended December 31, 2022 2021 2020 Current: Federal $ 6 $ — $ — State 2 3 — Foreign 11 5 — Total current 19 8 — Deferred: Federal 320 (633) 41 State 118 (89) 2 Foreign 2 1 — Total deferred 440 (721) 43 Total income tax provision (benefit) $ 459 $ (713) $ 43 |
Schedule of Effective Income Tax Rate Reconciliation | Our income tax rates do not bear a customary relationship to statutory income tax rates. A reconciliation of the federal statutory income tax rate of 21% to our effective income tax rate is as follows: Year Ended December 31, 2022 2021 2020 U.S. federal statutory tax rate 21.0 % 21.0 % 21.0 % Non-controlling interest (8.2) 7.2 (22.6) State tax, net of federal benefit 0.5 (2.5) — Foreign-derived intangible income deduction (1.2) — — Executive compensation 0.8 (0.5) 1.4 Nondeductible interest expense — — 8.0 Foreign earnings taxed in the U.S. — — 1.2 Foreign rate differential 0.2 (0.1) (3.7) Tax credits (0.6) 0.6 (4.5) Internal restructuring — — 7.0 Valuation allowance 2.6 5.6 (0.9) Other (0.3) — 1.0 Effective tax rate as reported 14.8 % 31.3 % 7.9 % |
Schedule of Deferred Tax Assets and Liabilities | Significant components of our deferred tax assets and liabilities are as follows (in millions): December 31, 2022 2021 Deferred tax assets Net operating loss (“NOL”) carryforwards Federal $ 1,968 $ 3,231 Foreign — 2 State 177 244 Federal and state tax credits 66 108 Derivative instruments 1,345 951 Operating lease liabilities 542 438 Other 311 146 Less: valuation allowance (143) (63) Total deferred tax assets 4,266 5,057 Deferred tax liabilities Investment in partnerships (211) (716) Property, plant and equipment (2,646) (2,638) Operating lease assets (536) (431) Other (9) (68) Total deferred tax liabilities (3,402) (3,853) Net deferred tax assets $ 864 $ 1,204 |
Summary of Unrecognized Tax Benefits | A reconciliation of the beginning and ending amounts of our unrecognized tax benefits is as follows (in millions): Year Ended December 31, 2022 2021 Balance at beginning of the year $ 65 $ 62 Additions based on tax positions related to current year 10 3 Additions for tax positions of prior years — — Reductions for tax positions of prior years (1) — Settlements — — Balance at end of the year $ 74 $ 65 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Share-based Compensation Expense, Net | Total share-based compensation consisted of the following (in millions): Year Ended December 31, 2022 2021 2020 Share-based compensation costs, pre-tax: Equity awards $ 112 $ 105 $ 114 Liability awards (1) 97 40 2 Total share-based compensation 209 145 116 Capitalized share-based compensation (4) (5) (6) Total share-based compensation expense $ 205 $ 140 $ 110 Tax benefit associated with share-based compensation expense $ 48 $ 33 $ 23 (1) The amount of share-based compensation recognized in 2022 and 2021 associated with liability awards includes incremental expense as a result of modifications made for certain employees to settle certain awards in cash in lieu of shares, resulting in a reclassification from equity awards to liability awards. During the years ended December 31, 2022 and 2021, we recognized $56 million and $18 million, respectively, in incremental expense as a result of the modifications. |
Share-based Payment Arrangement, Nonvested Award, Cost | The total unrecognized compensation cost at December 31, 2022 relating to non-vested share-based compensation arrangements consisted of the following: Unrecognized Compensation Cost Recognized over a weighted average period Restricted Stock Share Awards $ — 0.3 Restricted Stock Unit and Performance Stock Unit Awards 172 1.4 |
Schedule of Nonvested Share Activity | The table below provides a summary of our restricted share unit and performance stock unit awards outstanding assuming payout at target for awards containing performance conditions (in millions, except for per unit information): Units Weighted Average Grant Date Fair Value Per Unit Non-vested at January 1, 2022 3.7 $ 66.71 Granted (1) 1.7 112.91 Vested (2.1) 69.23 Forfeited (0.1) 85.15 Non-vested at December 31, 2022 (2) 3.2 $ 90.21 (1) This number includes 0.4 million incremental shares of our common stock that were issued based on performance results from previously-granted performance stock unit awards. |
Share-based Compensation, Restricted Stock Units and Performance Shares Award | The table below provides a summary of restricted share unit and performance stock unit awards issued and fair value of units vested: Year Ended December 31, 2022 2021 2020 Units issued (in millions) 1.7 2.2 1.8 Weighted average grant date fair value per unit $ 112.91 $ 70.99 $ 53.88 Fair value of units vested (in millions) $ 140 $ 123 $ 137 |
Net Income (Loss) Per Share A_2
Net Income (Loss) Per Share Attributable to Common Stockholders (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table reconciles basic and diluted weighted average common shares outstanding and common stock dividends declared (in millions, except per share data): Year Ended December 31, 2022 2021 2020 Net income (loss) attributable to common stockholders $ 1,428 $ (2,343) $ (85) Weighted average common shares outstanding: Basic 251.1 253.4 252.4 Dilutive unvested stock 2.3 — — Diluted 253.4 253.4 252.4 Net income (loss) per share attributable to common stockholders—basic $ 5.69 $ (9.25) $ (0.34) Net income (loss) per share attributable to common stockholders—diluted $ 5.64 $ (9.25) $ (0.34) Dividends paid per common share $ 1.385 $ 0.33 $ — |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | Potentially dilutive securities that were not included in the diluted net income (loss) per share computations because their effects would have been anti-dilutive were as follows (in millions): Year Ended December 31, 2022 2021 2020 Unvested stock (1) — 1.8 3.4 2045 Cheniere Convertible Senior Notes (2) 0.3 — 4.5 Total potentially dilutive common shares 0.3 1.8 7.9 (1) Includes the impact of unvested shares containing performance conditions to the extent that the underlying performance conditions are satisfied based on actual results as of the respective dates. (2) As described in Note 11 —Debt , the 2045 Cheniere Convertible Senior Notes were redeemed or converted in cash on January 5, 2022. However, the adoption of ASU 2020-06 on January 1, 2022 required a presumption of share settlement for the purpose of calculating the impact to diluted earnings per share during the period the notes were outstanding in 2022. Such impact was anti-dilutive as a result of the reported net loss attributable to common stockholders during the 2022 period. See Note 2—Summary of Significant Accounting Policies |
Stock Repurchase Programs (Tabl
Stock Repurchase Programs (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Schedule of Share Repurchases Under the Share Repurchase Program | The following table presents information with respect to repurchases of common stock (in millions, except per share data): Year Ended December 31, 2022 2021 2020 Aggregate common stock repurchased 9.35 0.10 2.88 Weighted average price paid per share $ 146.88 $ 87.32 $ 53.88 Total amount paid $ 1,373 $ 9 $ 155 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
SPL, CCL, and CCL Stage III [Member] | Natural Gas Supply, Transportation And Storage Service Agreements [Member] | |
Long-term Purchase Commitment [Line Items] | |
Contractual Obligation, Fiscal Year Maturity Schedule | As of December 31, 2022, the obligations of SPL and CCL under natural gas supply, transportation and storage service agreements for contracts in which conditions precedent were met or are currently expected to be met were as follows (in billions): Years Ending December 31, Payments Due to Third Parties (1) (2) Payments Due to Related Parties (1) (3) 2023 $ 10.9 $ 0.1 2024 8.6 0.1 2025 7.2 0.1 2026 6.2 0.1 2027 5.9 0.1 Thereafter 33.7 0.9 Total $ 72.5 $ 1.4 (1) Pricing of natural gas supply contracts is variable based on market commodity basis prices adjusted for basis spread, and pricing of IPM agreements is variable based on global gas market prices less fixed liquefaction fees and certain costs incurred by us . Amounts included are based on estimated forward prices and basis spreads as of December 31, 2022. Some of our contracts may not have been negotiated as part of arranging financing for the underlying assets providing the natural gas supply, transportation and storage services. (2) Includes $0.4 billion under natural gas supply agreements with unsatisfied conditions precedent. (3) Includes $1.2 billion under natural gas transportation and storage service agreements with unsatisfied conditions precedent. |
Customer Concentration (Tables)
Customer Concentration (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Risks and Uncertainties [Abstract] | |
Schedule of Revenue and Accounts Receivable by Major Customers | The following table shows external customers with revenues of 10% or greater of total revenues from external customers and external customers with trade and other receivables, net of current expected credit losses and contract assets, net of current expected credit losses balances of 10% or greater of total trade and other receivables, net of current expected credit losses from external customers and contract assets, net of current expected credit losses from external customers, respectively: Percentage of Total Revenues from External Customers Percentage of Trade and Other Receivables, Net and Contract Assets, Net from External Customers Year Ended December 31, December 31, 2022 2021 2020 2022 2021 Customer A * 12% 14% * 10% Customer B * 12% 12% * * Customer C * 10% 10% * * Customer D * * 10% * * * Less than 10% |
Schedule of Revenue from External Customers by Country | The following table shows revenues from external customers attributable to the country in which the revenues were derived (in millions). We attribute revenues from external customers to the country in which the party to the applicable agreement has its principal place of business. Revenues from External Customers Year Ended December 31, 2022 2021 2020 United States $ 5,213 $ 1,340 $ 2,466 United Kingdom 4,642 1,246 678 Singapore 3,273 1,740 646 Ireland 2,726 1,838 1,130 Spain 2,226 1,577 1,034 South Korea 2,225 1,680 942 India 2,109 1,375 1,021 Germany 1,747 507 66 Switzerland 1,725 582 147 Other countries 7,542 3,979 1,228 Total $ 33,428 $ 15,864 $ 9,358 |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Supplemental Cash Flow Information [Abstract] | |
Schedule of Cash Flow, Supplemental Disclosures | The following table provides supplemental disclosure of cash flow information (in millions): Year Ended December 31, 2022 2021 2020 Cash paid during the period for interest on debt, net of amounts capitalized $ 891 $ 1,365 $ 1,395 Cash paid for income taxes, net of refunds 30 4 2 Non-cash investing activity: Transfers of property, plant and equipment in exchange for other non-current assets 17 — — |
Schedule I - Condensed Financ_2
Schedule I - Condensed Financial Information of Registrant (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Condensed Financial Statements, Captions [Line Items] | |
Schedule of Debt | Debt consisted of the following (in millions): December 31, 2022 2021 SPL: Senior Secured Notes: 5.625% due 2023 $ — $ 1,500 5.75% due 2024 2,000 2,000 5.625% due 2025 2,000 2,000 5.875% due 2026 1,500 1,500 5.00% due 2027 1,500 1,500 4.200% due 2028 1,350 1,350 4.500% due 2030 2,000 2,000 4.746% weighted average rate due 2037 1,782 1,282 Total SPL Senior Secured Notes 12,132 13,132 Working capital revolving credit and letter of credit reimbursement agreement (the “SPL Working Capital Facility”) — — Total debt - SPL 12,132 13,132 CQP: Senior Notes: 4.500% due 2029 1,500 1,500 4.000% due 2031 1,500 1,500 3.25% due 2032 1,200 1,200 Total CQP Senior Notes 4,200 4,200 Credit facilities (the “CQP Credit Facilities”) — — Total debt - CQP 4,200 4,200 CCH: Senior Secured Notes: 7.000% due 2024 (the “2024 CCH Senior Notes”) (1) 498 1,250 5.875% due 2025 1,491 1,500 5.125% due 2027 (2) 1,271 1,500 3.700% due 2029 (2) 1,361 1,500 3.751% weighted average rate due 2039 (2) 2,633 2,721 Total CCH Senior Secured Notes 7,254 8,471 CCH Credit Facility — 1,728 Working capital facility (the “CCH Working Capital Facility”) (3) — 250 Total debt - CCH 7,254 10,449 Cheniere: 4.625% Senior Secured Notes due 2028 1,500 2,000 2045 Cheniere Convertible Senior Notes (4) — 625 Revolving credit facility (the “Cheniere Revolving Credit Facility”) — — Total debt - Cheniere 1,500 2,625 Cheniere Marketing: trade finance facilities and letter of credit facility (3) — — Total debt 25,086 30,406 Current portion of long-term debt (813) (117) Short-term debt — (250) Unamortized premium, discount and debt issuance costs, net (218) (590) Total long-term debt, net of premium, discount and debt issuance costs $ 24,055 $ 29,449 (1) In January 2023, we redeemed the remaining outstanding principal balance of the 2024 CCH Senior Notes with cash that was on hand at December 31, 2022. Therefore, the outstanding principal balance redeemed was classified as current portion of long-term debt as of December 31, 2022, net of discount and debt issuance costs of $3 million. (2) Subsequent to December 31, 2022 and through February 16, 2023, we executed bond repurchases totaling $322 million, inclusive of CCH’s Senior Secured Notes due 2027, 2029 and 2039 on the open market. These bonds were repurchased with cash that was on hand at December 31, 2022; therefore, the amounts repurchased are classified as current portion of long-term debt as of December 31, 2022, net of discount and debt issuance costs of $4 million. (3) These debt instruments are classified as short-term debt. (4) The redemption of these notes was financed with borrowings under the Cheniere Revolving Credit Facility, which is a long-term debt instrument. Therefore, the 2045 Cheniere Convertible Senior Notes were classified as long-term debt as of December 31, 2021. See Convertible Notes section below for further discussion of the redemption. |
Schedule of Maturities of Long-term Debt | Below is a schedule of future principal payments that we are obligated to make on our outstanding debt at December 31, 2022 (in millions): Years Ending December 31, Principal Payments 2023 $ 498 2024 2,000 2025 3,542 2026 1,608 2027 2,966 Thereafter 14,472 Total $ 25,086 |
Schedule of Leases, Balance Sheet Location | The following table shows the classification and location of our right-of-use assets and lease liabilities on our Consolidated Balance Sheets (in millions): December 31, Consolidated Balance Sheets Location 2022 2021 Right-of-use assets—Operating Operating lease assets $ 2,625 $ 2,102 Right-of-use assets—Financing Property, plant and equipment, net of accumulated depreciation 511 50 Total right-of-use assets $ 3,136 $ 2,152 Current operating lease liabilities Current operating lease liabilities $ 616 $ 535 Current finance lease liabilities Other current liabilities 28 2 Non-current operating lease liabilities Operating lease liabilities 1,971 1,541 Non-current finance lease liabilities Finance lease liabilities 494 57 Total lease liabilities $ 3,109 $ 2,135 |
Schedule of Lease Cost, Income Statement Location | The following table shows the classification and location of our lease costs on our Consolidated Statements of Operations (in millions): Consolidated Statements of Operations Location Year Ended December 31, 2022 2021 2020 Operating lease cost (a) Operating costs and expenses (1) $ 828 $ 621 $ 432 Finance lease cost: Amortization of right-of-use assets Depreciation and amortization expense 12 3 2 Interest on lease liabilities Interest expense, net of capitalized interest 14 9 7 Total lease cost $ 854 $ 633 $ 441 (a) Included in operating lease cost: Short-term lease costs $ 122 $ 139 $ 93 Variable lease costs 18 21 16 |
Schedule of Maturity of Lease Liabilities | Future annual minimum lease payments for operating and finance leases as of December 31, 2022 are as follows (in millions): Years Ending December 31, Operating Leases Finance Leases 2023 $ 690 $ 63 2024 644 66 2025 505 71 2026 372 75 2027 275 77 Thereafter 492 427 Total lease payments (1) 2,978 779 Less: Interest (391) (257) Present value of lease liabilities $ 2,587 $ 522 (1) Does not include approximately $3.3 billion of legally binding minimum payments primarily for vessel charters contracted for as of December 31, 2022, which will commence in future periods with fixed minimum lease terms of up to 15 years. |
Lease, Other Quantitative Information | The following table shows the weighted-average remaining lease term and the weighted-average discount rate for our operating leases and finance leases: December 31, 2022 December 31, 2021 Operating Leases Finance Leases Operating Leases Finance Leases Weighted-average remaining lease term (in years) 5.9 10.6 5.6 16.7 Weighted-average discount rate (1) 4.2% 7.8% 3.6% 16.2% (1) The weighted average discount rate is impacted by certain finance leases that commenced prior to the adoption of the current leasing standard under GAAP. In accordance with previous accounting guidance, the implied rate is based on the fair value of the underlying assets. The following table includes other quantitative information for our operating and finance leases (in millions): Year Ended December 31, 2022 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 713 $ 483 $ 309 Operating cash flows from finance leases 14 10 10 Right-of-use assets obtained in exchange for operating lease liabilities 1,220 1,736 615 Right-of-use assets obtained in exchange for finance lease liabilities (1) 473 — — (1) Includes $88 million reclassified from operating leases to finance leases during the year ended December 31, 2022, as a result of modifications of the underlying vessel charters. |
Schedule of Share Repurchases Under the Share Repurchase Program | The following table presents information with respect to repurchases of common stock (in millions, except per share data): Year Ended December 31, 2022 2021 2020 Aggregate common stock repurchased 9.35 0.10 2.88 Weighted average price paid per share $ 146.88 $ 87.32 $ 53.88 Total amount paid $ 1,373 $ 9 $ 155 |
Schedule of Cash Flow, Supplemental Disclosures | The following table provides supplemental disclosure of cash flow information (in millions): Year Ended December 31, 2022 2021 2020 Cash paid during the period for interest on debt, net of amounts capitalized $ 891 $ 1,365 $ 1,395 Cash paid for income taxes, net of refunds 30 4 2 Non-cash investing activity: Transfers of property, plant and equipment in exchange for other non-current assets 17 — — |
Cheniere [Member] | |
Condensed Financial Statements, Captions [Line Items] | |
Condensed Statements of Operations | CHENIERE ENERGY, INC. CONDENSED STATEMENTS OF OPERATIONS (in millions) Year Ended December 31, 2022 2021 2020 General and administrative expense $ (20) $ (17) $ (20) Amortization of capitalized interest associated to investment in subsidiaries (1) (1) — Total operating costs and expenses (21) (18) (20) Other income (expense) Interest expense, net of capitalized interest (91) (151) (155) Loss on modification or extinguishment of debt (12) (6) (50) Total other income (expense) (103) (157) (205) Loss before income taxes and equity in income (loss) of subsidiaries (124) (175) (225) Less: income tax expense (benefit) (1) 565 (416) (63) Add: equity in income (loss) of subsidiaries, net of income taxes 2,117 (2,584) 77 Net income (loss) attributable to common stockholders $ 1,428 $ (2,343) $ (85) (1) The income tax expense (benefit) reported by Cheniere includes tax expense (benefit) incurred by Cheniere as if Cheniere were a separate taxpayer rather than a member of Cheniere’s consolidated income tax group, and tax expense (benefit) from Cheniere’s subsidiaries who are disregarded for federal income tax purposes and whose taxable income or loss is included in the federal income tax return of Cheniere. |
Condensed Balance Sheet | CHENIERE ENERGY, INC. CONDENSED BALANCE SHEETS (in millions) December 31, 2022 2021 ASSETS Current assets Cash and cash equivalents $ — $ 17 Other current assets 6 1 Total current assets 6 18 Capitalized interest associated to investment in subsidiaries, net of amortization 38 35 Operating lease assets 64 19 Debt issuance and deferred financing costs, net of accumulated amortization 12 16 Deferred tax assets 92 797 Total assets $ 212 $ 885 LIABILITIES AND STOCKHOLDERS’ DEFICIT Current liabilities Current operating lease liabilities $ 7 $ 6 Other current liabilities 18 30 Total current liabilities 25 36 Long-term debt, net of debt issuance costs 1,477 2,285 Investments in subsidiaries 1,552 1,110 Operating lease liabilities 69 24 Other non-current liabilities 58 1 Stockholders’ deficit (2,969) (2,571) Total liabilities and stockholders’ deficit $ 212 $ 885 |
Condensed Statements of Cash Flows | CHENIERE ENERGY, INC. CONDENSED STATEMENTS OF CASH FLOWS (in millions) Year Ended December 31, 2022 2021 2020 Net cash used in operating activities $ (28) $ (232) $ (285) Cash flows from investing activities Capitalized interest associated to investment in subsidiaries (4) (6) (13) Payments to acquire debt instruments of subsidiaries (1,223) — — Distribution from (investment in) subsidiaries 4,970 1,498 (481) Net cash provided by (used in) investing activities 3,743 1,492 (494) Cash flows from financing activities Proceeds from issuance of debt 575 1,579 4,778 Redemptions and repayments of debt (1,575) (2,022) (3,143) Debt issuance and other financing costs — (9) (57) Debt modification or extinguishment costs — (1) (29) Dividends to stockholders (349) (85) — Distributions to non-controlling interest (947) (649) (626) Payments related to tax withholdings for share-based compensation (63) (48) (43) Repurchase of common stock (1,373) (9) (155) Net cash provided by (used in) financing activities (3,732) (1,244) 725 Net increase (decrease) in cash and cash equivalents (17) 16 (54) Cash and cash equivalents—beginning of period 17 1 55 Cash and cash equivalents—end of period $ — $ 17 $ 1 |
Schedule of Debt | Our debt consisted of the following (in millions): December 31, 2022 2021 4.625% Senior Secured Notes due 2028 $ 1,500 $ 2,000 4.25% Convertible Senior Notes due 2045 — 625 Revolving credit facility the “Cheniere Revolving Credit Facility”) — — Cheniere Term Loan Facility — — Total debt 1,500 2,625 Unamortized debt issuance costs, net (23) (340) Total long-term debt, net of discount and debt issuance costs $ 1,477 $ 2,285 |
Schedule of Maturities of Long-term Debt | Below is a schedule of future principal payments that we are obligated to make on our outstanding debt at December 31, 2022 (in millions): Years Ending December 31, Principal Payments 2023 $ — 2024 — 2025 — 2026 — 2027 — Thereafter 1,500 Total $ 1,500 |
Schedule of Leases, Balance Sheet Location | The following table shows the classification and location of our right-of-use assets and lease liabilities on our Condensed Balance Sheets (in millions): December 31, Condensed Balance Sheet Location 2022 2021 Right-of-use assets—Operating Operating lease assets $ 64 $ 19 Total right-of-use assets $ 64 $ 19 Current operating lease liabilities Current operating lease liabilities $ 7 $ 6 Non-current operating lease liabilities Operating lease liabilities 69 24 Total lease liabilities $ 76 $ 30 |
Schedule of Lease Cost, Income Statement Location | The following table shows the classification and location of our lease cost on our Condensed Statements of Operations (in millions): Year Ended December 31, Condensed Statements of Operations Location 2022 2021 2020 Operating lease cost (1) General and administrative expense $ 12 $ 9 $ 10 |
Schedule of Maturity of Lease Liabilities | Future annual minimum lease payments (reimbursements) for operating leases as of December 31, 2022 are as follows (in millions): Years Ending December 31, Operating Leases 2023 (1) $ (11) 2024 6 2025 8 2026 13 2027 8 Thereafter 105 Total lease payments 129 Less: Interest (53) Present value of lease liabilities $ 76 (1) Includes an expected reimbursement from our lessor of $18 million for construction of leasehold improvements. |
Lease, Other Quantitative Information | The following table shows the weighted-average remaining lease term (in years) and the weighted-average discount rate for our operating leases: December 31, 2022 2021 Weighted-average remaining lease term (in years) 13.4 4.8 Weighted-average discount rate 5.6% 6.6% The following table includes other quantitative information for our operating leases (in millions): Year Ended December 31, 2022 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 8 $ 7 $ 7 Right-of-use assets obtained in exchange for new operating lease liabilities 48 — 5 |
Schedule of Share Repurchases Under the Share Repurchase Program | Year Ended December 31, 2022 2021 2020 Aggregate common stock repurchased 9.35 0.10 2.88 Weighted average price paid per share $ 146.88 $ 87.32 $ 53.88 Total amount paid (in millions) $ 1,373 $ 9 $ 155 |
Schedule of Cash Flow, Supplemental Disclosures | The following table provides supplemental disclosure of cash flow information, excluding any contributions to the parent that were immediately contributed to the subsidiaries (in millions): Year Ended December 31, 2022 2021 2020 Cash paid during the period for interest, net of amounts capitalized $ 109 $ 130 $ 45 Cash paid for income taxes, net of refunds 11 — — Non-cash investing activities: Contribution of purchased bonds to subsidiaries (1) 1,223 — — (1) Includes total cash paid by us for bond repurchases of our subsidiary, net of discount, premium and commission fees, of $1,193 million and associated interest of $30 million. |
Organization and Nature of Op_2
Organization and Nature of Operations (Details) | 12 Months Ended |
Dec. 31, 2022 item mi milliontonnes / yr unit trains | |
Organization and Nature of Operations [Line Items] | |
Number Of Natural Gas Liquefaction And Export Facilities | unit | 2 |
Sabine Pass LNG Terminal [Member] | |
Organization and Nature of Operations [Line Items] | |
Number of Liquefaction LNG Trains Operating | trains | 6 |
Total Production Capability | milliontonnes / yr | 30 |
Number of LNG Storage Tanks | unit | 5 |
Number of Marine Berths Operating | item | 3 |
Creole Trail Pipeline [Member] | |
Organization and Nature of Operations [Line Items] | |
Length of Natural Gas Pipeline | mi | 94 |
Corpus Christi LNG Terminal [Member] | |
Organization and Nature of Operations [Line Items] | |
Number of Liquefaction LNG Trains Operating | trains | 3 |
Total Production Capability | milliontonnes / yr | 15 |
Number of LNG Storage Tanks | unit | 3 |
Number of Marine Berths Operating | item | 2 |
Corpus Christi Stage 3 Project | Maximum [Member] | |
Organization and Nature of Operations [Line Items] | |
Number of Liquefaction LNG Trains | trains | 7 |
Corpus Christi Stage 3 Project | Minimum [Member] | |
Organization and Nature of Operations [Line Items] | |
Total Production Capability | milliontonnes / yr | 10 |
Corpus Christi Pipeline [Member] | |
Organization and Nature of Operations [Line Items] | |
Length of Natural Gas Pipeline | mi | 21.5 |
Corpus Christi LNG Terminal Expansion [Member] | |
Organization and Nature of Operations [Line Items] | |
Total Production Capability | milliontonnes / yr | 3 |
Number of Liquefaction LNG Trains | trains | 2 |
CQP [Member] | |
Organization and Nature of Operations [Line Items] | |
General Partner ownership percentage | 100% |
Limited Partner ownership percentage | 48.60% |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) $ in Millions | 12 Months Ended | ||||
Jan. 05, 2022 USD ($) | Jan. 01, 2022 USD ($) | Dec. 31, 2022 USD ($) unit customer | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Basis of Presentation and Summary of Significant Accounting Policies [Line Items] | |||||
Accounts Receivable, Allowance for Credit Loss, Current | $ 0 | $ 5 | |||
Contract with Customer, Asset, Allowance for Credit Loss, Noncurrent | 5 | 4 | |||
Impairment expense related to property, plant and equipment | 0 | 0 | $ 0 | ||
Derivative instruments designated as cash flow hedges | 0 | 0 | 0 | ||
Goodwill Impairment | $ 0 | ||||
Number of reportable segments | unit | 1 | ||||
Foreign Currency Transaction Gain (Loss), after Tax | $ 60 | 33 | (0.5) | ||
Accumulated deficit | $ (4,942) | (6,021) | |||
Income Tax Rate, Corporate Alternative Minimum Tax | 15% | ||||
2045 Cheniere Convertible Senior Notes [Member] | |||||
Basis of Presentation and Summary of Significant Accounting Policies [Line Items] | |||||
Debt Instrument, Interest Rate, Stated Percentage | 4.25% | ||||
Repayments of Debt | $ 625 | ||||
Accounting Standards Update 2020-06 | 2045 Cheniere Convertible Senior Notes [Member] | Cumulative Effect, Period of Adoption, Adjustment | |||||
Basis of Presentation and Summary of Significant Accounting Policies [Line Items] | |||||
Equity component of convertible notes | $ 194 | ||||
Accumulated deficit | 5 | ||||
Accounting Standards Update 2020-06 | 2045 Cheniere Convertible Senior Notes [Member] | Cumulative Effect, Period of Adoption, Adjustment | Additional Paid-in Capital | |||||
Basis of Presentation and Summary of Significant Accounting Policies [Line Items] | |||||
IncreaseDecreaseDebtInstrumentConvertibleCarryingAmount | 189 | ||||
Tax effect of ASU 2020-06 adoption | 41 | ||||
Accounting Standards Update 2020-06 | 2045 Cheniere Convertible Senior Notes [Member] | Cumulative Effect, Period of Adoption, Adjustment | Accumulated Deficit | |||||
Basis of Presentation and Summary of Significant Accounting Policies [Line Items] | |||||
Tax effect of ASU 2020-06 adoption | $ 1 | ||||
SPA Customers [Member] | |||||
Basis of Presentation and Summary of Significant Accounting Policies [Line Items] | |||||
SPA, Term of Agreement | 17 years | ||||
Customer Concentration Risk [Member] | SPA Customers [Member] | |||||
Basis of Presentation and Summary of Significant Accounting Policies [Line Items] | |||||
Concentration Risk, Number of Significant Customers | customer | 28 | ||||
Sabine Pass LNG Terminal [Member] | |||||
Basis of Presentation and Summary of Significant Accounting Policies [Line Items] | |||||
Asset Retirement Obligation | $ 0 | ||||
Creole Trail Pipeline [Member] | |||||
Basis of Presentation and Summary of Significant Accounting Policies [Line Items] | |||||
Asset Retirement Obligation | 0 | ||||
Corpus Christi Pipeline [Member] | |||||
Basis of Presentation and Summary of Significant Accounting Policies [Line Items] | |||||
Asset Retirement Obligation | $ 0 | ||||
Maximum [Member] | Sabine Pass LNG Terminal [Member] | |||||
Basis of Presentation and Summary of Significant Accounting Policies [Line Items] | |||||
Property lease term | 90 years | ||||
Cheniere Marketing | |||||
Basis of Presentation and Summary of Significant Accounting Policies [Line Items] | |||||
Foreign Currency Transaction Gain (Loss), after Tax | $ 61 | $ 33 | $ (0.3) |
Restricted Cash and Cash Equi_3
Restricted Cash and Cash Equivalents (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 | |
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Restricted cash and cash equivalents | $ 1,134 | [1] | $ 413 |
SPL Project [Member] | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Restricted cash and cash equivalents | 92 | 98 | |
CCL Project [Member] | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Restricted cash and cash equivalents | 738 | 44 | |
Cash held by our subsidiaries restricted to Cheniere [Member] | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Restricted cash and cash equivalents | $ 304 | $ 271 | |
[1] Amounts presented include balances held by our consolidated variable interest entity (“VIE”), CQP, as further discussed in Note 9 —Non-controlling Interest and Variable Interest Entity . As of December 31, 2022, total assets and liabilities of CQP were $18.9 billion and $21.7 billion, respectively, including $0.9 billion of cash and cash equivalents and $0.1 billion of restricted cash and cash equivalents. |
Trade and Other Receivables, _3
Trade and Other Receivables, Net of Current Expected Credit Losses (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Accounts and Other Receivables [Line Items] | ||
Other receivables | $ 105 | $ 64 |
Total trade and other receivables, net of current expected credit losses | 1,944 | 1,506 |
SPL and CCL | ||
Accounts and Other Receivables [Line Items] | ||
Trade receivables | 922 | 802 |
Cheniere Marketing | ||
Accounts and Other Receivables [Line Items] | ||
Trade receivables | $ 917 | $ 640 |
Inventory (Details)
Inventory (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Inventory [Line Items] | ||
Inventory | $ 826 | $ 706 |
LNG in-transit [Member] | ||
Inventory [Line Items] | ||
Inventory | 356 | 312 |
LNG [Member] | ||
Inventory [Line Items] | ||
Inventory | 212 | 153 |
Materials [Member] | ||
Inventory [Line Items] | ||
Inventory | 194 | 174 |
Natural gas [Member] | ||
Inventory [Line Items] | ||
Inventory | 60 | 64 |
Other [Member] | ||
Inventory [Line Items] | ||
Inventory | $ 4 | $ 3 |
Derivative Instruments - Narrat
Derivative Instruments - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Liquefaction Supply Derivatives [Member] | Maximum [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative, Term of Contract | 15 years | |
LNG Trading Derivatives [Member] | Maximum [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative, Term of Contract | 2 years | |
FX Derivatives [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative, Notional Amount | $ 619 | $ 762 |
FX Derivatives [Member] | Maximum [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative, Term of Contract | 1 year |
Derivative Instruments - Fair V
Derivative Instruments - Fair Value of Derivative Assets and Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Interest Rate Derivatives [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | $ 0 | $ (40) |
Interest Rate Derivatives [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | 0 | 0 |
Interest Rate Derivatives [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | 0 | (40) |
Interest Rate Derivatives [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | 0 | 0 |
Liquefaction Supply Derivatives [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | (10,019) | (4,038) |
Liquefaction Supply Derivatives [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | (66) | 7 |
Liquefaction Supply Derivatives [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | (29) | (9) |
Liquefaction Supply Derivatives [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | (9,924) | (4,036) |
LNG Trading Derivatives [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | (46) | (400) |
LNG Trading Derivatives [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | 1 | (22) |
LNG Trading 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 | (47) | (378) |
LNG Trading 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 |
FX Derivatives [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | (28) | 12 |
FX 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 |
FX 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 | (28) | 12 |
FX 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 - Fair_2
Derivative Instruments - Fair Value Inputs - Quantitative Information (Details) - Liquefaction Supply Derivatives [Member] - Fair Value, Inputs, Level 3 [Member] | 12 Months Ended | |
Dec. 31, 2022 USD ($) | ||
Fair Value Measurement Inputs and Valuation Tecniques [Line Items] | ||
Net Fair Value Liabilities | $ (9,924,000,000) | |
Valuation, Market Approach [Member] | Minimum [Member] | ||
Fair Value Measurement Inputs and Valuation Tecniques [Line Items] | ||
Fair Value Inputs Basis Spread | (1.775) | [1] |
Valuation, Market Approach [Member] | Maximum [Member] | ||
Fair Value Measurement Inputs and Valuation Tecniques [Line Items] | ||
Fair Value Inputs Basis Spread | 0.660 | [1] |
Valuation, Market Approach [Member] | Weighted Average [Member] | ||
Fair Value Measurement Inputs and Valuation Tecniques [Line Items] | ||
Fair Value Inputs Basis Spread | $ (0.154) | [1] |
Valuation Technique, Option Pricing Model [Member] | Minimum [Member] | ||
Fair Value Measurement Inputs and Valuation Tecniques [Line Items] | ||
Fair Value Inputs Basis Spread Percentage | 73% | [1],[2] |
Valuation Technique, Option Pricing Model [Member] | Maximum [Member] | ||
Fair Value Measurement Inputs and Valuation Tecniques [Line Items] | ||
Fair Value Inputs Basis Spread Percentage | 532% | [1],[2] |
Valuation Technique, Option Pricing Model [Member] | Weighted Average [Member] | ||
Fair Value Measurement Inputs and Valuation Tecniques [Line Items] | ||
Fair Value Inputs Basis Spread Percentage | 163% | [1],[2] |
[1]Unobservable inputs were weighted by the relative fair value of the instruments.[2]Spread contemplates U.S. dollar-denominated pricing. |
Derivative Instruments - Schedu
Derivative Instruments - Schedule of Level 3 Derivatives Activity (Details) - Physical Liquefaction Supply Derivatives and Physical LNG Trading Derivative - USD ($) $ in Millions | 12 Months Ended | ||||||
Dec. 31, 2022 | Dec. 31, 2021 | [1] | Dec. 31, 2020 | ||||
Fair Value, Assets (Liabilities) Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||||
Balance, beginning of period | $ (4,036) | [1] | $ 241 | $ 138 | |||
Realized and change in fair value gains (losses) included in net income: | |||||||
Included in cost of sales, existing deals | [2],[3] | (5,120) | (2,509) | 156 | |||
Included in cost of sales, new deals | [2],[4] | (1,373) | (1,796) | 0 | |||
Purchases and settlements: | |||||||
Purchases | [5] | 0 | (1) | 5 | |||
Settlements | [6] | 605 | 29 | (65) | |||
Transfers in and/or out of level 3 | |||||||
Transfers into level 3 | [7] | 0 | 0 | 7 | |||
Balance, end of period | (9,924) | (4,036) | 241 | [1] | |||
Favorable (unfavorable) changes in fair value relating to instruments still held at the end of the period | $ (6,493) | $ (4,305) | $ 156 | ||||
[1] Includes amounts recorded related to natural gas supply contracts that CCL had with a related party. The agreement ceased to be considered a related party agreement during 2021, as discussed in Note 1 4 —Related Party Transactions . |
Derivative Instruments - Sche_2
Derivative Instruments - Schedule of Notional Amounts of Outstanding Derivative Positions (Details) $ in Billions | Dec. 31, 2022 USD ($) tbtu | Dec. 31, 2021 USD ($) tbtu | |
CCH Interest Rate Derivatives [Member] | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | $ | $ 0 | $ 4.5 | |
Weighted Average Fixed Interest Rate Paid | 2.30% | ||
Liquefaction Supply Derivatives [Member] | |||
Derivative [Line Items] | |||
Derivative, Nonmonetary Notional Amount | 14,504 | [1] | 11,238 |
LNG Trading Derivatives [Member] | |||
Derivative [Line Items] | |||
Derivative, Nonmonetary Notional Amount | 50 | 33 | |
[1]Excludes notional amounts associated with extension options that were uncertain to be taken as of December 31, 2022. |
Derivative Instruments - Deriva
Derivative Instruments - Derivative Instruments, Gain (Loss) (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||
CCH Interest Rate Derivatives [Member] | Interest rate derivative loss, net [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative gain (loss), net | $ 2 | $ (1) | $ (138) | |
CCH Interest Rate Forward Start Derivatives [Member] | Interest rate derivative loss, net [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative gain (loss), net | 0 | 0 | (95) | |
LNG Trading Derivatives [Member] | LNG Revenues [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative gain (loss), net | [1] | (387) | (1,812) | (26) |
LNG Trading Derivatives [Member] | Cost of Sales [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative gain (loss), net | [1] | (2) | 91 | (42) |
Liquefaction Supply Derivatives [Member] | LNG Revenues [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative gain (loss), net | [1],[2] | 2 | 3 | (1) |
Liquefaction Supply Derivatives [Member] | Cost of Sales [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative gain (loss), net | [1],[2],[3] | (6,203) | (4,303) | 94 |
FX Derivatives [Member] | LNG Revenues [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative gain (loss), net | $ 57 | $ 33 | $ (3) | |
[1]Fair value fluctuations associated with commodity derivative activities are classified and presented consistently with the item economically hedged and the nature and intent of the derivative instrument.[2]Does not include the value associated with derivative instruments that settle through physical delivery.[3] Includes amounts recorded related to natural gas supply contracts that CCL had with a related party. The agreement ceased to be considered a related party agreement during 2021, as discussed in Note 1 4 —Related Party Transactions . |
Derivative Instruments - Fair_3
Derivative Instruments - Fair Value of Derivative Instruments by Balance Sheet Location (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 | |
Derivatives, Fair Value [Line Items] | |||
Current derivative assets | $ 120 | $ 55 | |
Derivative assets | 35 | 69 | |
Total derivative assets | 155 | 124 | |
Current derivative liabilities | (2,301) | (1,089) | |
Derivative liabilities | (7,947) | (3,501) | |
Total derivative liabilities | (10,248) | (4,590) | |
Derivative asset (liability), net | (10,093) | (4,466) | |
Current Derivative Assets [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Current derivative assets | 120 | 55 | |
Derivative Assets [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Derivative assets | 35 | 69 | |
Current Derivative Liabilities [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Current derivative liabilities | (2,301) | (1,089) | |
Derivative Liabilities [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Derivative liabilities | (7,947) | (3,501) | |
CCH Interest Rate Derivatives [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Total derivative assets | 0 | 0 | |
Total derivative liabilities | 0 | (40) | |
Derivative asset (liability), net | 0 | (40) | |
CCH Interest Rate Derivatives [Member] | Current Derivative Assets [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Current derivative assets | 0 | 0 | |
CCH Interest Rate Derivatives [Member] | Derivative Assets [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Derivative assets | 0 | 0 | |
CCH Interest Rate Derivatives [Member] | Current Derivative Liabilities [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Current derivative liabilities | 0 | (40) | |
CCH Interest Rate Derivatives [Member] | Derivative Liabilities [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Derivative liabilities | 0 | 0 | |
Liquefaction Supply Derivatives [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Total derivative assets | [1] | 71 | 107 |
Total derivative liabilities | [1] | (10,090) | (4,145) |
Derivative asset (liability), net | [1] | (10,019) | (4,038) |
Derivative, collateral posted by us | 111 | 20 | |
Liquefaction Supply Derivatives [Member] | Current Derivative Assets [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Current derivative assets | [1] | 36 | 38 |
Liquefaction Supply Derivatives [Member] | Derivative Assets [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Derivative assets | [1] | 35 | 69 |
Liquefaction Supply Derivatives [Member] | Current Derivative Liabilities [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Current derivative liabilities | [1] | (2,143) | (644) |
Liquefaction Supply Derivatives [Member] | Derivative Liabilities [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Derivative liabilities | [1] | (7,947) | (3,501) |
LNG Trading Derivatives [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Total derivative assets | [2] | 84 | 2 |
Total derivative liabilities | [2] | (130) | (402) |
Derivative asset (liability), net | [2] | (46) | (400) |
Derivative, collateral posted by us | 23 | 745 | |
LNG Trading Derivatives [Member] | Current Derivative Assets [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Current derivative assets | [2] | 84 | 2 |
LNG Trading Derivatives [Member] | Derivative Assets [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Derivative assets | [2] | 0 | 0 |
LNG Trading Derivatives [Member] | Current Derivative Liabilities [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Current derivative liabilities | [2] | (130) | (402) |
LNG Trading Derivatives [Member] | Derivative Liabilities [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Derivative liabilities | [2] | 0 | 0 |
FX Derivatives [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Total derivative assets | 0 | 15 | |
Total derivative liabilities | (28) | (3) | |
Derivative asset (liability), net | (28) | 12 | |
FX Derivatives [Member] | Current Derivative Assets [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Current derivative assets | 0 | 15 | |
FX Derivatives [Member] | Derivative Assets [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Derivative assets | 0 | 0 | |
FX Derivatives [Member] | Current Derivative Liabilities [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Current derivative liabilities | (28) | (3) | |
FX Derivatives [Member] | Derivative Liabilities [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Derivative liabilities | $ 0 | $ 0 | |
[1]Does not include collateral posted with counterparties by us of $111 million and $20 million as of December 31, 2022 and 2021, respectively, which are included in margin deposits in our Consolidated Balance Sheets.[2]Does not include collateral posted with counterparties by us of $23 million and $745 million, as of December 31, 2022 and 2021, respectively, which are included in margin deposits in our Consolidated Balance Sheets. |
Derivative Instruments - Deri_2
Derivative Instruments - Derivative Net Presentation on Consolidated Balance Sheets (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Liquefaction Supply Derivatives Asset [Member] | ||
Derivative [Line Items] | ||
Derivative Asset, Gross Amounts Recognized | $ 76 | $ 155 |
Derivative Asset, Gross Amounts Offset in the Consolidated Balance Sheets | (5) | (48) |
Derivative Assets (Liabilities), at Fair Value, Net | 71 | 107 |
Liquefaction Supply Derivatives Liability [Member] | ||
Derivative [Line Items] | ||
Derivative Liability, Gross Amounts Recognized | (10,436) | (4,382) |
Derivative Liability, Gross Amounts Offset in the Consolidated Balance Sheets | 346 | 237 |
Derivative Assets (Liabilities), at Fair Value, Net | (10,090) | (4,145) |
LNG Trading Derivatives Asset [Member] | ||
Derivative [Line Items] | ||
Derivative Asset, Gross Amounts Recognized | 87 | 10 |
Derivative Asset, Gross Amounts Offset in the Consolidated Balance Sheets | (3) | (8) |
Derivative Assets (Liabilities), at Fair Value, Net | 84 | 2 |
LNG Trading Derivatives Liability [Member] | ||
Derivative [Line Items] | ||
Derivative Liability, Gross Amounts Recognized | (132) | (551) |
Derivative Liability, Gross Amounts Offset in the Consolidated Balance Sheets | 2 | 149 |
Derivative Assets (Liabilities), at Fair Value, Net | (130) | (402) |
FX Derivatives Asset [Member] | ||
Derivative [Line Items] | ||
Derivative Asset, Gross Amounts Recognized | 0 | 48 |
Derivative Asset, Gross Amounts Offset in the Consolidated Balance Sheets | 0 | (33) |
Derivative Assets (Liabilities), at Fair Value, Net | 0 | 15 |
FX Derivatives Liability [Member] | ||
Derivative [Line Items] | ||
Derivative Liability, Gross Amounts Recognized | (29) | (10) |
Derivative Liability, Gross Amounts Offset in the Consolidated Balance Sheets | 1 | 7 |
Derivative Assets (Liabilities), at Fair Value, Net | $ (28) | $ (3) |
Property, Plant and Equipment_3
Property, Plant and Equipment, Net of Accumulated Depreciation - Schedule of Property, Plant and Equipment, Net of Accumulated Depreciation (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, net of accumulated depreciation | $ 31,528 | $ 30,288 |
LNG terminal [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Accumulated depreciation | (4,985) | (3,912) |
Property, plant and equipment, net of accumulated depreciation | 30,966 | 30,184 |
Terminal and interconnecting pipeline facilities [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 33,815 | 30,660 |
Site and related costs [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 451 | 441 |
Construction-in-process [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 1,685 | 2,995 |
Fixed assets and other [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Accumulated depreciation | (191) | (176) |
Property, plant and equipment, net of accumulated depreciation | 51 | 54 |
Computer and office equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 33 | 25 |
Furniture and fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 20 | 20 |
Computer software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 121 | 120 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 48 | 45 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 1 | 1 |
Other [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 19 | 19 |
Assets under finance leases [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 533 | 60 |
Accumulated depreciation | (22) | (10) |
Property, plant and equipment, net of accumulated depreciation | $ 511 | $ 50 |
Property, Plant and Equipment_4
Property, Plant and Equipment, Net of Accumulated Depreciation - Schedule of Depreciation and Offsets to LNG Terminal Costs (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||
Property, Plant and Equipment [Abstract] | ||||
Depreciation expense | $ 1,113 | $ 1,006 | $ 926 | |
Offsets to LNG terminal costs | [1] | $ 204 | $ 319 | $ 19 |
[1]We recognize offsets to LNG terminal costs related to the sale of commissioning cargoes because these amounts were earned or loaded prior to the start of commercial operations of the respective Trains of the Liquefaction Projects during the testing phase for its construction. |
Property, Plant and Equipment_5
Property, Plant and Equipment, Net of Accumulated Depreciation - Estimated Useful Lives (Details) | 12 Months Ended |
Dec. 31, 2022 | |
Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 6 years |
Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 50 years |
LNG storage tanks [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 50 years |
Natural gas pipeline facilities [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 40 years |
Marine berth, electrical, facility and roads [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 35 years |
Water pipelines [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 30 years |
Regasification processing equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 30 years |
Sendout pumps [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 20 years |
Liquefaction processing equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 6 years |
Liquefaction processing equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 50 years |
Other [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 10 years |
Other [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 30 years |
Other Non-Current Assets - Sche
Other Non-Current Assets - Schedule of Non-Current Assets (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Other Assets, Noncurrent [Abstract] | ||
Contract assets, net of current expected credit losses | $ 171 | $ 135 |
Advances made to municipalities for water system enhancements | 78 | 81 |
Equity method investments | 16 | 56 |
Advances and other asset conveyances to third parties to support LNG terminals | 92 | 80 |
Debt issuance costs and debt discount, net of accumulated amortization | 60 | 34 |
Advances made under EPC and non-EPC contracts | 0 | 5 |
Advance tax-related payments and receivables | 20 | 17 |
Other | 92 | 54 |
Total other non-current assets, net | $ 529 | $ 462 |
Other Non-Current Assets - Equi
Other Non-Current Assets - Equity Method Investments (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 USD ($) mi | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | $ 16 | $ 56 | |
ADCC Pipeline | |||
Schedule of Equity Method Investments [Line Items] | |||
Length of Natural Gas Pipeline | mi | 42 | ||
Midship Pipeline | |||
Schedule of Equity Method Investments [Line Items] | |||
Length of Natural Gas Pipeline | mi | 200 | ||
ADCC Pipeline, LLC [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity Method Investment, Ownership Percentage | 30% | ||
ADCC Pipeline, LLC [Member] | Maximum [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
Funding Commitment | $ 93 | ||
Midship Holdings LLC [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity Method Investment, Other than Temporary Impairment | 67 | 37 | $ 129 |
Equity method investments | $ 16 | $ 56 |
Non-Controlling Interest and _3
Non-Controlling Interest and Variable Interest Entity (Details) shares in Millions, $ in Millions | 12 Months Ended | |||
Dec. 31, 2022 USD ($) unit shares | Dec. 31, 2013 shares | Dec. 31, 2021 USD ($) | ||
Noncontrolling Interest and Variable Interest Entity [Line Items] | ||||
Cash and cash equivalents | $ 1,353 | [1] | $ 1,404 | |
Trade and other receivables, net of current expected credit losses | 1,944 | 1,506 | ||
Other current assets | 97 | 207 | ||
Total current assets | 5,608 | 5,056 | ||
Property, plant and equipment, net of accumulated depreciation | 31,528 | 30,288 | ||
Other non-current assets, net | 529 | 462 | ||
Total assets | 41,266 | [1] | 39,258 | |
Accrued liabilities | 2,679 | 2,299 | ||
Other current liabilities | 28 | 94 | ||
Total current liabilities | 6,795 | 4,693 | ||
Long-term debt, net of premium, discount and debt issuance costs | 24,055 | 29,449 | ||
Other non-current liabilities | $ 175 | 50 | ||
Cheniere Energy Partners GP, LLC [Member] | Blackstone CQP Holdco [Member] | ||||
Noncontrolling Interest and Variable Interest Entity [Line Items] | ||||
Number Of Members Of The Board Of Directors | unit | 3 | |||
Minimum Number Of Members Of The Board Of Directors Required For Quorum | unit | 2 | |||
Cheniere Energy Partners GP, LLC [Member] | Cheniere [Member] | ||||
Noncontrolling Interest and Variable Interest Entity [Line Items] | ||||
Number Of Members Of The Board Of Directors | unit | 4 | |||
Minimum Number Of Members Of The Board Of Directors Required For Quorum | unit | 2 | |||
Cheniere Energy Partners GP, LLC [Member] | Blackstone CQP Holdco LP and Cheniere [Member] | ||||
Noncontrolling Interest and Variable Interest Entity [Line Items] | ||||
Number Of Members Of The Board Of Directors | unit | 4 | |||
Minimum Number Of Members Of The Board Of Directors Required For Quorum | unit | 2 | |||
Blackstone CQP Holdco [Member] | ||||
Noncontrolling Interest and Variable Interest Entity [Line Items] | ||||
Number Of Members Of The Board Of Directors | unit | 1 | |||
Class B Units [Member] | Blackstone CQP Holdco [Member] | CQP [Member] | ||||
Noncontrolling Interest and Variable Interest Entity [Line Items] | ||||
Partners Capital Account, Units Sold In Private Placement | shares | 100 | |||
CQP [Member] | ||||
Noncontrolling Interest and Variable Interest Entity [Line Items] | ||||
Limited Partner ownership percentage | 48.60% | |||
General Partner ownership percentage | 100% | |||
CQP [Member] | Blackstone CQP Holdco [Member] | Director Appointment Entitlement, Minimum [Member] | ||||
Noncontrolling Interest and Variable Interest Entity [Line Items] | ||||
Limited Partner ownership percentage | 20% | |||
CQP [Member] | Common Units [Member] | ||||
Noncontrolling Interest and Variable Interest Entity [Line Items] | ||||
Partners Capital Account, Units, Units Held | shares | 239.9 | |||
CQP [Member] | ||||
Noncontrolling Interest and Variable Interest Entity [Line Items] | ||||
Cash and cash equivalents | $ 904 | 876 | ||
Restricted cash and cash equivalents | 92 | 98 | ||
Trade and other receivables, net of current expected credit losses | 627 | 580 | ||
Other current assets | 269 | 285 | ||
Total current assets | 1,892 | 1,839 | ||
Property, plant and equipment, net of accumulated depreciation | 16,725 | 16,830 | ||
Other non-current assets, net | 288 | 316 | ||
Total assets | 18,905 | 18,985 | ||
Accrued liabilities | 1,384 | 1,077 | ||
Other current liabilities | 960 | 200 | ||
Total current liabilities | 2,344 | 1,277 | ||
Long-term debt, net of premium, discount and debt issuance costs | 16,198 | 17,177 | ||
Other non-current liabilities | 3,122 | 100 | ||
Total liabilities | $ 21,664 | $ 18,554 | ||
[1] Amounts presented include balances held by our consolidated variable interest entity (“VIE”), CQP, as further discussed in Note 9 —Non-controlling Interest and Variable Interest Entity . As of December 31, 2022, total assets and liabilities of CQP were $18.9 billion and $21.7 billion, respectively, including $0.9 billion of cash and cash equivalents and $0.1 billion of restricted cash and cash equivalents. |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Accrued Liabilities, Current [Abstract] | ||
Natural gas purchases | $ 1,621 | $ 1,323 |
Derivative settlements | 7 | 329 |
Interest costs and related debt fees | 383 | 214 |
LNG terminals and related pipeline costs | 240 | 144 |
Compensation and benefits | 245 | 180 |
LNG inventory | 88 | 34 |
Other accrued liabilities | 95 | 75 |
Total accrued liabilities | $ 2,679 | $ 2,299 |
Debt - Schedule of Debt Instrum
Debt - Schedule of Debt Instruments (Details) - USD ($) | 2 Months Ended | 12 Months Ended | |||||
Jan. 05, 2022 | Feb. 16, 2023 | Dec. 31, 2022 | Feb. 17, 2023 | Dec. 31, 2021 | |||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | $ 25,086,000,000 | $ 30,406,000,000 | |||||
Current portion of long-term debt | (813,000,000) | (117,000,000) | |||||
Short-term Debt | 0 | (250,000,000) | |||||
Unamortized premium, discount and debt issuance costs, net | (218,000,000) | (590,000,000) | |||||
Total Long-Term Debt, Net of Premium, Discount and Debt Issuance Costs | 24,055,000,000 | 29,449,000,000 | |||||
Debt issuance costs and debt discount, net of accumulated amortization | 60,000,000 | 34,000,000 | |||||
SPL Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | 12,132,000,000 | 13,132,000,000 | |||||
2023 SPL Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | $ 0 | 1,500,000,000 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 5.625% | ||||||
2024 SPL Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | $ 2,000,000,000 | 2,000,000,000 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 5.75% | ||||||
2025 SPL Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | $ 2,000,000,000 | 2,000,000,000 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 5.625% | ||||||
2026 SPL Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | $ 1,500,000,000 | 1,500,000,000 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 5.875% | ||||||
2027 SPL Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | $ 1,500,000,000 | 1,500,000,000 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 5% | ||||||
2028 SPL Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | $ 1,350,000,000 | 1,350,000,000 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 4.20% | ||||||
2030 SPL Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | $ 2,000,000,000 | 2,000,000,000 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 4.50% | ||||||
2037 SPL Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | $ 1,782,000,000 | 1,282,000,000 | |||||
2037 SPL Senior Notes [Member] | Weighted Average [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.746% | ||||||
SPL Working Capital Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | $ 0 | 0 | |||||
CQP Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | 4,200,000,000 | 4,200,000,000 | |||||
2029 CQP Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | $ 1,500,000,000 | 1,500,000,000 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 4.50% | ||||||
2031 CQP Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | $ 1,500,000,000 | 1,500,000,000 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 4% | ||||||
2032 CQP Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | $ 1,200,000,000 | 1,200,000,000 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 3.25% | ||||||
CQP Credit Facilities [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | $ 0 | 0 | |||||
CCH Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | 7,254,000,000 | 8,471,000,000 | |||||
2024 CCH Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | [1] | $ 498,000,000 | 1,250,000,000 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 7% | ||||||
Debt issuance costs and debt discount, net of accumulated amortization | $ 3,000,000 | ||||||
2025 CCH Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | $ 1,491,000,000 | 1,500,000,000 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 5.875% | ||||||
CCH Senior Notes due 2027, 2029 and 2039 [Member] | Subsequent Event [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Unamortized premium, discount and debt issuance costs, net | $ (4,000,000) | ||||||
Repayments of Debt | $ 322,000,000 | ||||||
2027 CCH Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | [2] | $ 1,271,000,000 | 1,500,000,000 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 5.125% | ||||||
2029 CCH Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | [2] | $ 1,361,000,000 | 1,500,000,000 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 3.70% | ||||||
2039 CCH Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | [2] | $ 2,633,000,000 | 2,721,000,000 | ||||
2039 CCH Senior Notes [Member] | Weighted Average [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.751% | ||||||
CCH Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | $ 0 | 1,728,000,000 | |||||
CCH Working Capital Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | [3] | 0 | 250,000,000 | ||||
Short-term Debt | [4],[5] | $ 0 | |||||
2028 Cheniere Senior Secured Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | 2,000,000,000 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.625% | ||||||
2045 Cheniere Convertible Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | [6] | 625,000,000 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 4.25% | ||||||
Repayments of Debt | $ 625,000,000 | ||||||
Cheniere Revolving Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | 0 | ||||||
Cheniere Marketing Trade Finance Facilities [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | [3] | $ 0 | 0 | ||||
SPL [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | 12,132,000,000 | 13,132,000,000 | |||||
CQP [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | 4,200,000,000 | 4,200,000,000 | |||||
Debt Instrument, Secured Debt Condition, Secured Indebtedness and Attributable Indebtedness Threshold, Monetary Amount | $ 1,500,000,000 | ||||||
Debt Instrument, Secured Debt Condition, Secured Indebtedness and Attributable Indebtedness Threshold, Percentage of Net Tangible Assets | 10% | ||||||
CCH [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | $ 7,254,000,000 | 10,449,000,000 | |||||
Cheniere [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | 1,500,000,000 | 2,625,000,000 | |||||
Unamortized premium, discount and debt issuance costs, net | (23,000,000) | (340,000,000) | |||||
Total Long-Term Debt, Net of Premium, Discount and Debt Issuance Costs | 1,477,000,000 | 2,285,000,000 | |||||
Cheniere [Member] | 2028 Cheniere Senior Secured Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | $ 1,500,000,000 | 2,000,000,000 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 4.625% | ||||||
Cheniere [Member] | 2045 Cheniere Convertible Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | $ 0 | [6] | 625,000,000 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 4.25% | ||||||
Cheniere [Member] | Cheniere Revolving Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | $ 0 | $ 0 | |||||
[1]In January 2023, we redeemed the remaining outstanding principal balance of the 2024 CCH Senior Notes with cash that was on hand at December 31, 2022. Therefore, the outstanding principal balance redeemed was classified as current portion of long-term debt as of December 31, 2022, net of discount and debt issuance costs of $3 million.[2]Subsequent to December 31, 2022 and through February 16, 2023, we executed bond repurchases totaling $322 million, inclusive of CCH’s Senior Secured Notes due 2027, 2029 and 2039 on the open market. These bonds were repurchased with cash that was on hand at December 31, 2022; therefore, the amounts repurchased are classified as current portion of long-term debt as of December 31, 2022, net of discount and debt issuance costs of $4 million.[3]These debt instruments are classified as short-term debt.[4] The obligations of CCH under the CCH Working Capital Facility are secured by substantially all of the assets of CCH and the CCH Guarantors as well as all of the membership interests in CCH and each of the CCH Guarantors on a pari passu basis with the CCH Senior Secured Notes and the CCH Credit Facility. The redemption of these notes was financed with borrowings under the Cheniere Revolving Credit Facility, which is a long-term debt instrument. Therefore, the 2045 Cheniere Convertible Senior Notes were classified as long-term debt as of December 31, 2021. See Convertible Notes section below for further discussion of the redemption. |
Debt - Schedule of Maturities (
Debt - Schedule of Maturities (Details) $ in Millions | Dec. 31, 2022 USD ($) |
Long-term Debt, Fiscal Year Maturity [Abstract] | |
2023 | $ 498 |
2024 | 2,000 |
2025 | 3,542 |
2026 | 1,608 |
2027 | 2,966 |
Thereafter | 14,472 |
Total | $ 25,086 |
Debt - Credit Facilities Table
Debt - Credit Facilities Table (Details) $ in Millions | 1 Months Ended | 12 Months Ended | |||
Jun. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) unit Rate | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | ||
Line of Credit Facility [Line Items] | |||||
Outstanding balance - current | $ 0 | $ 250 | |||
Debt modification and extinguishment costs | $ (66) | $ (116) | $ (217) | ||
Quarterly Non-Consolidated Leverage Ratio Covenant, Maximum | unit | 5.50 | ||||
Debt Instrument, Liquidity Covenant Threshold, Sum Of Outstanding Loans And Unreimbursed Letters Of Credit, Percentage of Commitments, Minimum | 35% | ||||
SPL Working Capital Facility [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Total facility size | [1] | $ 1,200 | |||
Outstanding balance | [1] | 0 | |||
Letters of credit issued | [1] | 328 | |||
Available commitment | [1] | $ 872 | |||
Debt Instrument, Description of Variable Rate Basis | LIBOR or base rate | ||||
Maturity date | [1] | Mar. 19, 2025 | |||
SPL Working Capital Facility [Member] | Minimum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Line of Credit Facility, Commitment Fee Percentage | [1],[2] | 0.10% | |||
SPL Working Capital Facility [Member] | Maximum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Line of Credit Facility, Commitment Fee Percentage | [1],[2] | 0.30% | |||
SPL Working Capital Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | Rate | [1],[2] | 1.125% | |||
SPL Working Capital Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | Rate | [1],[2] | 1.75% | |||
SPL Working Capital Facility [Member] | Base Rate [Member] | Minimum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | Rate | [1],[2] | 0.125% | |||
SPL Working Capital Facility [Member] | Base Rate [Member] | Maximum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | Rate | [1],[2] | 0.75% | |||
CQP Credit Facilities [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Total facility size | [3] | $ 750 | |||
Outstanding balance | [3] | 0 | |||
Letters of credit issued | [3] | 0 | |||
Available commitment | [3] | $ 750 | |||
Debt Instrument, Description of Variable Rate Basis | LIBOR or base rate | ||||
Maturity date | [3] | May 29, 2024 | |||
CQP Credit Facilities [Member] | Minimum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Line of Credit Facility, Commitment Fee Percentage | [2],[3] | 0.375% | |||
CQP Credit Facilities [Member] | Maximum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Line of Credit Facility, Commitment Fee Percentage | [2],[3] | 0.638% | |||
CQP Credit Facilities [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | Rate | [2],[3] | 1.25% | |||
CQP Credit Facilities [Member] | London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | Rate | [2],[3] | 2.125% | |||
CQP Credit Facilities [Member] | Base Rate [Member] | Minimum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | Rate | [2],[3] | 0.25% | |||
CQP Credit Facilities [Member] | Base Rate [Member] | Maximum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | Rate | [2],[3] | 1.125% | |||
CCH Credit Facility and CCH Working Capital Facility | |||||
Line of Credit Facility [Line Items] | |||||
Debt modification and extinguishment costs | $ 20 | ||||
CCH Credit Facility [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Total facility size | [4],[5] | $ 3,260 | |||
Outstanding balance | [4],[5] | 0 | |||
Letters of credit issued | [4],[5] | 0 | |||
Available commitment | [4],[5] | $ 3,260 | |||
Debt Instrument, Description of Variable Rate Basis | SOFR or base rate | ||||
Line of Credit Facility, Commitment Fee Percentage | [2],[4],[5] | 52.50% | |||
Incremental commitments | 3,700 | ||||
CCH Credit Facility [Member] | Maximum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Maturity date | Jun. 15, 2029 | ||||
Debt Instrument, Maturity Date, Years after Substantial Completion | 2 years | ||||
CCH Credit Facility [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | |||||
Line of Credit Facility [Line Items] | |||||
Debt Instrument, Credit Spread Adjustment On Variable Rate | Rate | [2],[4],[5] | 0.10% | |||
Debt Instrument, Basis Spread on Variable Rate | Rate | [2],[4],[5] | 1.50% | |||
CCH Credit Facility [Member] | Base Rate [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | [2],[4],[5] | 0.50% | |||
CCH Working Capital Facility [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Total facility size | [4],[6] | $ 1,500 | |||
Outstanding balance - current | [4],[6] | 0 | |||
Letters of credit issued | [4],[6] | 178 | |||
Available commitment | [4],[6] | $ 1,322 | |||
Debt Instrument, Description of Variable Rate Basis | SOFR or base rate | ||||
Maturity date | [4],[6] | Jun. 15, 2027 | |||
Incremental commitments | $ 300 | ||||
CCH Working Capital Facility [Member] | Minimum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Line of Credit Facility, Commitment Fee Percentage | [2],[4],[6] | 0.10% | |||
CCH Working Capital Facility [Member] | Maximum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Line of Credit Facility, Commitment Fee Percentage | [2],[4],[6] | 0.20% | |||
CCH Working Capital Facility [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | |||||
Line of Credit Facility [Line Items] | |||||
Debt Instrument, Credit Spread Adjustment On Variable Rate | Rate | [2],[4],[6] | 0.10% | |||
CCH Working Capital Facility [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Minimum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | Rate | [2],[4],[6] | 1% | |||
CCH Working Capital Facility [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Maximum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | Rate | [2],[4],[6] | 1.50% | |||
CCH Working Capital Facility [Member] | Base Rate [Member] | Minimum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | [2],[4],[6] | 0% | |||
CCH Working Capital Facility [Member] | Base Rate [Member] | Maximum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | [2],[4],[6] | 0.50% | |||
Cheniere Revolving Credit Facility [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Total facility size | [7] | $ 1,250 | |||
Outstanding balance | [7] | 0 | |||
Letters of credit issued | [7] | 0 | |||
Available commitment | [7] | $ 1,250 | |||
Debt Instrument, Description of Variable Rate Basis | LIBOR or base rate | ||||
Maturity date | [7] | Oct. 28, 2026 | |||
Cheniere Revolving Credit Facility [Member] | Minimum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Line of Credit Facility, Commitment Fee Percentage | [2],[7] | 0.125% | |||
Cheniere Revolving Credit Facility [Member] | Maximum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Line of Credit Facility, Commitment Fee Percentage | [2],[7] | 0.375% | |||
Cheniere Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | Rate | [2],[7],[8] | 1.125% | |||
Cheniere Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | Rate | [2],[7],[8] | 2.25% | |||
Cheniere Revolving Credit Facility [Member] | Base Rate [Member] | Minimum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | Rate | [2],[7],[8] | 0.125% | |||
Cheniere Revolving Credit Facility [Member] | Base Rate [Member] | Maximum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | Rate | [2],[7],[8] | 1.25% | |||
[1] The obligations of SPL under the SPL Working Capital Facility are secured by substantially all of the assets of SPL as well as a pledge of all of the membership interests in SPL and certain future subsidiaries of SPL on a pari passu basis by a first priority lien with the SPL Senior Secured Notes. The SPL Working Capital Facility contains customary conditions precedent for extensions. The obligations of CCH under the CCH Working Capital Facility are secured by substantially all of the assets of CCH and the CCH Guarantors as well as all of the membership interests in CCH and each of the CCH Guarantors on a pari passu basis with the CCH Senior Secured Notes and the CCH Credit Facility. |
Debt - Narrative (Details)
Debt - Narrative (Details) $ in Millions | 12 Months Ended | |||
Jan. 05, 2022 USD ($) | Dec. 31, 2022 USD ($) unit | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Debt Instrument [Line Items] | ||||
Debt modification and extinguishment costs | $ (66) | $ (116) | $ (217) | |
Debt, Minimum Historical Debt Service Coverage Ratio And Projected Debt Service Coverage Ratio | unit | 1.25 | |||
Amount of Restricted Net Liabilities for Consolidated and Unconsolidated Subsidiaries | $ 400 | |||
Chevron U.S.A. Inc. | ||||
Debt Instrument [Line Items] | ||||
Contract Termination Fee | (765) | |||
Gain (Loss) on extinguishment of obligations [Member] | Chevron U.S.A. Inc. | ||||
Debt Instrument [Line Items] | ||||
Contract Termination Fee | 31 | |||
2045 Cheniere Convertible Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Repayments of Debt | $ 625 | |||
Debt modification and extinguishment costs | $ 16 |
Debt - Interest Expense (Detail
Debt - Interest Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Debt Instrument [Line Items] | |||
Amortization of debt discount and debt issuance costs | $ 57 | $ 72 | $ 114 |
Total interest cost | 1,485 | 1,604 | 1,773 |
Capitalized interest | (79) | (166) | (248) |
Total interest expense, net of capitalized interest | 1,406 | 1,438 | 1,525 |
Convertible Debt [Member] | |||
Debt Instrument [Line Items] | |||
Interest per contractual rate | 0 | 36 | 152 |
Amortization of debt discount and debt issuance costs | 0 | 10 | 53 |
Total interest cost | 0 | 46 | 205 |
Debt and Finance Leases Excluding Convertible Debt [Member] | |||
Debt Instrument [Line Items] | |||
Total interest cost | $ 1,485 | $ 1,558 | $ 1,568 |
Debt - Schedule of Carrying Val
Debt - Schedule of Carrying Values and Estimated Fair Values of Debt Instruments (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Carrying Amount, Debt | $ 25,086 | $ 30,406 | |
Senior Notes [Member] | Carrying Amount [Member] | Fair Value, Inputs, Level 2 [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Carrying Amount, Debt | [1] | 21,763 | 24,550 |
Senior Notes [Member] | Carrying Amount [Member] | Fair Value, Inputs, Level 3 [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Carrying Amount, Debt | [2] | 3,323 | 3,253 |
Senior Notes [Member] | Estimated Fair Value [Member] | Fair Value, Inputs, Level 2 [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Senior Notes, Estimated Fair Value | [1] | 20,539 | 26,725 |
Senior Notes [Member] | Estimated Fair Value [Member] | Fair Value, Inputs, Level 3 [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Senior Notes, Estimated Fair Value | [2] | 2,961 | 3,693 |
2045 Cheniere Convertible Senior Notes [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Carrying Amount, Debt | [3] | 625 | |
2045 Cheniere Convertible Senior Notes [Member] | Carrying Amount [Member] | Fair Value, Inputs, Level 1 [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Carrying Amount, Debt | [4] | 0 | 625 |
2045 Cheniere Convertible Senior Notes [Member] | Estimated Fair Value [Member] | Fair Value, Inputs, Level 1 [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Convertible Debt, Estimated Fair Value | [4] | $ 0 | $ 526 |
[1]The Level 2 estimated fair value was based on quotes obtained from broker-dealers or market makers of these senior notes and other similar instruments.[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 redemption of these notes was financed with borrowings under the Cheniere Revolving Credit Facility, which is a long-term debt instrument. Therefore, the 2045 Cheniere Convertible Senior Notes were classified as long-term debt as of December 31, 2021. See Convertible Notes section below for further discussion of the redemption. |
Leases - Balance Sheet Location
Leases - Balance Sheet Location Table (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Lessee, Lease, Description [Line Items] | ||
Right-of-use assets—Operating | $ 2,625 | $ 2,102 |
Total right-of-use assets | 3,136 | 2,152 |
Current operating lease liabilities | 616 | 535 |
Operating lease liabilities | 1,971 | 1,541 |
Non-current finance lease liabilities | 494 | 57 |
Total lease liabilities | 3,109 | 2,135 |
Operating lease assets, net [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Right-of-use assets—Operating | 2,625 | 2,102 |
Property, plant and equipment, net of accumulated depreciation [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Right-of-use assets—Financing | 511 | 50 |
Current operating lease liabilities [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Current operating lease liabilities | 616 | 535 |
Other current liabilities [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Current finance lease liabilities | 28 | 2 |
Operating lease liabilities [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease liabilities | 1,971 | 1,541 |
Finance lease liabilities [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Non-current finance lease liabilities | $ 494 | $ 57 |
Leases - Income Statement Locat
Leases - Income Statement Location Table (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||
Finance lease cost: | ||||
Total lease cost | $ 854 | $ 633 | $ 441 | |
Operating costs and expenses [Member] | ||||
Lessee, Lease, Description [Line Items] | ||||
Operating lease cost | [1] | 828 | 621 | 432 |
Finance lease cost: | ||||
Short-term lease costs | 122 | 139 | 93 | |
Variable lease costs | 18 | 21 | 16 | |
Depreciation and amortization expense [Member] | ||||
Finance lease cost: | ||||
Amortization of right-of-use assets | 12 | 3 | 2 | |
Interest expense, net of capitalized interest [Member] | ||||
Finance lease cost: | ||||
Interest on lease liabilities | $ 14 | $ 9 | $ 7 | |
[1]Presented in cost of sales, operating and maintenance expense or selling, general and administrative expense consistent with the nature of the asset under lease. |
Leases - Future Minimum Payment
Leases - Future Minimum Payments Table (Details) $ in Millions | Dec. 31, 2022 USD ($) | |
Operating Leases, Future Minimum Payments | ||
2023 | $ 690 | |
2024 | 644 | |
2025 | 505 | |
2026 | 372 | |
2027 | 275 | |
Thereafter | 492 | |
Total lease payments (1) | 2,978 | [1] |
Less: Interest | (391) | |
Present value of lease liabilities | 2,587 | |
Finance Leases, Future Minimum Payments | ||
2023 | 63 | |
2024 | 66 | |
2025 | 71 | |
2026 | 75 | |
2027 | 77 | |
Thereafter | 427 | |
Total lease payments (1) | 779 | [1] |
Less: Interest | (257) | |
Present value of lease liabilities | 522 | |
Operating Lease, Lease Not yet Commenced, Payments Due | $ 3,300 | |
Maximum [Member] | ||
Finance Leases, Future Minimum Payments | ||
Operating Leases, Lease Not yet Commenced, Term of Contract | 15 years | |
[1]Does not include approximately $3.3 billion of legally binding minimum payments primarily for vessel charters contracted for as of December 31, 2022, which will commence in future periods with fixed minimum lease terms of up to 15 years. |
Leases - Other Quantitative Inf
Leases - Other Quantitative Information (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||
Operating Leases | ||||
Weighted-average remaining lease term | 5 years 10 months 24 days | 5 years 7 months 6 days | ||
Weighted-average discount rate | [1] | 4.20% | 3.60% | |
Finance Leases | ||||
Weighted-average remaining lease term | 10 years 7 months 6 days | 16 years 8 months 12 days | ||
Weighted-average discount rate | [1] | 7.80% | 16.20% | |
Operating cash flows from operating leases | $ 713 | $ 483 | $ 309 | |
Operating cash flows from finance leases | 14 | 10 | 10 | |
Right-of-use assets obtained in exchange for operating lease liabilities | 1,220 | 1,736 | 615 | |
Right-of-Use Asset Obtained in Exchange for Finance Lease Liability | [2] | 473 | $ 0 | $ 0 |
Right-of-Use Asset Obtained in Exchange for Finance Lease Liability, Reclassification from Operating Lease | $ 88 | |||
[1]The weighted average discount rate is impacted by certain finance leases that commenced prior to the adoption of the current leasing standard under GAAP. In accordance with previous accounting guidance, the implied rate is based on the fair value of the underlying assets.[2]Includes $88 million reclassified from operating leases to finance leases during the year ended December 31, 2022, as a result of modifications of the underlying vessel charters. |
Leases - Subleases (Details)
Leases - Subleases (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Lessor, Operating Lease, Description | |||
Sublease Income, Fixed | $ 371 | $ 72 | $ 68 |
Sublease Income, Variable | 79 | 37 | 27 |
Sublease Income, Total | 450 | $ 109 | $ 95 |
Operating Leases, Future Minimum Payments Receivable | |||
2023 | 165 | ||
2024 | 18 | ||
2025 | 0 | ||
2026 | 0 | ||
2027 | 0 | ||
Thereafter | 0 | ||
Total lease payments | $ 183 |
Revenues - Schedule of Disaggre
Revenues - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||
Disaggregation of Revenue [Line Items] | ||||
Revenues from contracts with customers | $ 33,307 | $ 17,531 | $ 9,293 | |
Net derivative loss | [1] | (328) | (1,776) | (30) |
Other revenues | [2] | 449 | 109 | 95 |
Total revenues | 33,428 | 15,864 | 9,358 | |
LNG [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from contracts with customers | [3] | 32,132 | 17,171 | 8,954 |
Total revenues | 31,804 | 15,395 | 8,924 | |
Suspension Fees and LNG Cover Damages Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from contracts with customers | 0 | 0 | 969 | |
Suspension Fees and LNG Cover Damages Revenue | Subsequent Period | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from contracts with customers | 38 | |||
Regasification [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from contracts with customers | 1,068 | 269 | 269 | |
Other [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from contracts with customers | 107 | 91 | 70 | |
Total revenues | $ 556 | $ 200 | $ 165 | |
[1] See Note 7 —Derivative Instruments for additional information about our derivatives. Includes revenues from LNG vessel subcharters. See Note 1 2 —Leases for additional information about our subleases. |
Revenues - Narrative 10-K (Deta
Revenues - Narrative 10-K (Details) $ in Millions | 12 Months Ended | |||
Dec. 31, 2022 USD ($) unit | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | ||
Disaggregation of Revenue [Line Items] | ||||
LNG Volume, Purchase Price Percentage of Henry Hub | 115% | |||
Revenues from contracts with customers | $ 33,307 | $ 17,531 | $ 9,293 | |
Regasification Capacity | unit | 4 | |||
Operating and maintenance expense | $ 1,681 | 1,444 | 1,320 | |
Terminal Use Agreement Regasification Capacity Partial [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating and maintenance expense | $ 131 | 129 | 129 | |
TotalEnergies Gas & Power North America, Inc. | ||||
Disaggregation of Revenue [Line Items] | ||||
Regasification Capacity | unit | 1 | |||
Revenue Performance Obligation Fixed Consideration | $ 125 | |||
Long-term Purchase Commitment, Period | 20 years | |||
Chevron U.S.A. Inc. | ||||
Disaggregation of Revenue [Line Items] | ||||
Regasification Capacity | unit | 1 | |||
Contract Termination Fee | $ 765 | |||
Chevron U.S.A. Inc. | Terminated commitments [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Contract Termination Fee | 796 | |||
Chevron U.S.A. Inc. | Gain (Loss) on extinguishment of obligations [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Contract Termination Fee | $ (31) | |||
SPL [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Regasification Capacity | unit | 2 | |||
Liquefied Natural Gas Procured From Third Parties [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from contracts with customers | $ 760 | 499 | 414 | |
LNG [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from contracts with customers | [1] | 32,132 | 17,171 | 8,954 |
Regasification [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from contracts with customers | 1,068 | $ 269 | $ 269 | |
Regasification [Member] | Chevron U.S.A. Inc. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue Performance Obligation Fixed Consideration | $ 125 | |||
[1]LNG revenues include revenues for LNG cargoes in which our customers exercised their contractual right to not take delivery but remained obligated to pay fixed fees irrespective of such election. During the year ended December 31, 2020, we recognized $969 million in LNG revenues associated with LNG cargoes for which customers notified us that they would not take delivery, of which $38 million would have been recognized during the year ended December 31, 2021 had the cargoes been lifted pursuant to the delivery schedules with the customers. We did not have revenues associated with LNG cargoes for which customers notified us that they would not take delivery during the years ended December 31, 2022 and 2021. Revenue is generally recognized upon receipt of irrevocable notice that a customer will not take delivery because our customers have no contractual right to take delivery of such LNG cargo in future periods and our performance obligations with respect to such LNG cargo have been satisfied. |
Revenues - Contract Assets and
Revenues - Contract Assets and Liabilities (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | ||
Contract assets, net of current expected credit losses | $ 186 | $ 140 |
Change In Contract With Customer, Liability [Roll Forward] | ||
Deferred revenue, beginning of period | 194 | |
Cash received but not yet recognized in revenue | 320 | |
Revenue recognized from prior period deferral | (194) | |
Deferred revenue, end of period | $ 320 |
Revenues - Schedule of Transact
Revenues - Schedule of Transaction Price Allocated to Future Performance Obligations (Details) - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Unsatisfied Transaction Price | $ 109 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Unsatisfied Transaction Price | $ 112.8 | ||
LNG [Member] | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Revenue, Variable Consideration Received From Customers, Percentage | 72% | 60% | |
LNG [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Unsatisfied Transaction Price | $ 107.1 | ||
Weighted Average Recognition Timing | [1] | 9 years | |
LNG [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Unsatisfied Transaction Price | $ 112 | ||
Weighted Average Recognition Timing | [1] | 9 years | |
Regasification [Member] | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Revenue, Variable Consideration Received From Customers, Percentage | 2% | 5% | |
Regasification [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Unsatisfied Transaction Price | $ 1.9 | ||
Weighted Average Recognition Timing | [1] | 4 years | |
Regasification [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Unsatisfied Transaction Price | $ 0.8 | ||
Weighted Average Recognition Timing | [1] | 4 years | |
[1]The weighted average recognition timing represents an estimate of the number of years during which we shall have recognized half of the unsatisfied transaction price. |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Related Party Transactions (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||
Related Party Transaction [Line Items] | ||||
Revenues | $ 33,428 | $ 15,864 | $ 9,358 | |
Cost of sales | 25,632 | 13,773 | 4,161 | |
Operating and maintenance expense | 1,681 | 1,444 | 1,320 | |
Accrued liabilities | 2,679 | 2,299 | ||
Trade and other receivables, net of current expected credit losses | 1,944 | 1,506 | ||
LNG [Member] | ||||
Related Party Transaction [Line Items] | ||||
Revenues | 31,804 | 15,395 | 8,924 | |
Other [Member] | ||||
Related Party Transaction [Line Items] | ||||
Revenues | 556 | 200 | 165 | |
Natural Gas Supply, Transportation And Storage Service Agreements [Member] | ||||
Related Party Transaction [Line Items] | ||||
Cost of sales | 0 | 163 | 114 | |
Natural Gas Transportation and Storage Agreements [Member] | ||||
Related Party Transaction [Line Items] | ||||
Cost of sales | [1] | 0 | 1 | 0 |
Operating and maintenance expense | [1],[2] | 81 | 55 | 19 |
Natural Gas Transportation and Storage Agreements [Member] | Sabine Pass Liquefaction LLC and Cheniere Creole Trail Pipeline LP [Member] | ||||
Related Party Transaction [Line Items] | ||||
Accrued liabilities | 6 | 4 | ||
Natural Gas Transportation and Storage Agreements [Member] | CCL [Member] | ||||
Related Party Transaction [Line Items] | ||||
Accrued liabilities | 1 | 1 | ||
Natural Gas Transportation and Storage Agreements [Member] | LNG [Member] | ||||
Related Party Transaction [Line Items] | ||||
Revenues | [1] | 0 | 1 | 0 |
Natural Gas Supply Agreement [Member] | ||||
Related Party Transaction [Line Items] | ||||
Cost of sales | [3] | 0 | 162 | 114 |
Natural Gas Supply Agreement [Member] | Liquefaction Supply Derivatives [Member] | ||||
Related Party Transaction [Line Items] | ||||
Liquefaction Supply Derivative gain | [3] | 0 | 13 | (1) |
Operation and Maintenance Agreement [Member] | Cheniere LNG O&M Services, LLC [Member] | ||||
Related Party Transaction [Line Items] | ||||
Trade and other receivables, net of current expected credit losses | 1 | 2 | ||
Operation and Maintenance Agreement [Member] | Other [Member] | ||||
Related Party Transaction [Line Items] | ||||
Revenues | [4] | $ 7 | $ 7 | $ 9 |
[1]SPL is party to various natural gas transportation and storage agreements and CTPL is party to an operational balancing agreement with a related party in the ordinary course of business for the operation of the SPL Project. This related party is partially owned by Brookfield Asset Management, Inc., who indirectly acquired a portion of CQP’s limited partner interests in September 2020. We recorded accrued liabilities of $6 million and $4 million as of December 31, 2022 and 2021, respectively, with this related party.[2]CCL is party to natural gas transportation agreements with Midship Pipeline Company, LLC (“Midship Pipeline”) in the ordinary course of business for the operation of the CCL Project. We recorded accrued liabilities of $1 million as of both December 31, 2022 and 2021 with this related party.[3]Includes amounts recorded related to natural gas supply contracts that SPL and CCL had with related parties. These agreements ceased to be considered related party agreements during 2021, when the related party entity was acquired by a non-related party.[4]Cheniere LNG O&M Services, LLC (“O&M Services”), our wholly owned subsidiary, provides the development, construction, operation and maintenance services to Midship Pipeline pursuant to agreements in which O&M Services receives an agreed upon fee and reimbursement of costs incurred. O&M Services recorded $1 million and $2 million of other receivables as of December 31, 2022 and 2021, respectively, for services provided to Midship Pipeline under these agreements. |
Related Party Transactions - Na
Related Party Transactions - Narrative (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 12 Months Ended | |||
Jun. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Related Party Transaction [Line Items] | ||||
Total amount paid | $ 1,373 | $ 9 | $ 155 | |
Aggregate common stock repurchased | 9,350 | 100 | 2,880 | |
Weighted average price paid per share | $ 146.88 | $ 87.32 | $ 53.88 | |
ADCC Pipeline, LLC [Member] | ||||
Related Party Transaction [Line Items] | ||||
Equity Method Investment, Ownership Percentage | 30% | |||
Icahn Share Repurchase Agreement | ||||
Related Party Transaction [Line Items] | ||||
Total amount paid | $ 350 | |||
Aggregate common stock repurchased | 2,680 | |||
Weighted average price paid per share | $ 130.52 | |||
CCL [Member] | Natural Gas Transportation and Storage Agreements [Member] | ADCC Pipeline, LLC [Member] | ||||
Related Party Transaction [Line Items] | ||||
Related Party Agreement Term | 20 years |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Operating Loss Carryforwards [Line Items] | |||
Deferred Tax Assets, Tax Credit Carryforwards | $ 66 | $ 108 | |
Deferred Tax Assets, Valuation Allowance | 143 | 63 | |
Increase (decrease) in valuation allowance | 80 | ||
Unrecognized Tax Benefits | 74 | $ 65 | $ 62 |
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | 65 | ||
Federal Tax [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Deferred Tax Assets, Operating Loss Carryforwards, Not Subject to Expiration | 9,400 | ||
Deferred Tax Assets, Tax Credit Carryforwards | 65 | ||
Federal Tax [Member] | Investment Tax Credit Carryforward [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Deferred Tax Assets, Tax Credit Carryforwards | 49 | ||
State Tax [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Deferred Tax Assets, Operating Loss Carryforwards, Not Subject to Expiration | 2,200 | ||
Deferred Tax Assets, Tax Credit Carryforwards | 1 | ||
Foreign Tax Authority | |||
Operating Loss Carryforwards [Line Items] | |||
Deferred Tax Assets, Tax Credit Carryforwards | $ 15 |
Income Taxes - Components of In
Income Taxes - Components of Income (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |||
Income (loss) before income taxes and non-controlling interest, U.S. | $ (1,575) | $ (2,317) | $ 720 |
Income (loss) before income taxes and non-controlling interest, International | 4,669 | 39 | (176) |
Income (loss) before income taxes and non-controlling interest | $ 3,094 | $ (2,278) | $ 544 |
Income Taxes - Provision for In
Income Taxes - Provision for Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Current | |||
Federal | $ 6 | $ 0 | $ 0 |
State | 2 | 3 | 0 |
Foreign | 11 | 5 | 0 |
Total current | 19 | 8 | 0 |
Deferred | |||
Federal | 320 | (633) | 41 |
State | 118 | (89) | 2 |
Foreign | 2 | 1 | 0 |
Total deferred | 440 | (721) | 43 |
Total income tax provision (benefit) | $ 459 | $ (713) | $ 43 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Effective Income Tax Rate (Details) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |||
U.S. federal statutory tax rate | 21% | 21% | 21% |
Non-controlling interest | (8.20%) | 7.20% | (22.60%) |
State tax, net of federal benefit | 0.50% | (2.50%) | 0% |
Foreign-derived intangible income deduction | (1.20%) | 0% | 0% |
Executive compensation | 0.80% | (0.50%) | 1.40% |
Nondeductible interest expense | 0% | 0% | 8% |
Foreign earnings taxed in the U.S. | 0% | 0% | 1.20% |
Foreign rate differential | 0.20% | (0.10%) | (3.70%) |
Tax credits | (0.60%) | 0.60% | (4.50%) |
Internal restructuring | 0% | 0% | 7% |
Valuation allowance | 2.60% | 5.60% | (0.90%) |
Other | (0.30%) | 0% | 1% |
Effective tax rate as reported | 14.80% | 31.30% | 7.90% |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Net operating loss carryforwards and credits | ||
Federal | $ 1,968 | $ 3,231 |
Foreign | 0 | 2 |
State | 177 | 244 |
Federal and state tax credits | 66 | 108 |
Derivative instruments | 1,345 | 951 |
Operating lease liabilities | 542 | 438 |
Other | 311 | 146 |
Less: valuation allowance | (143) | (63) |
Total deferred tax assets | 4,266 | 5,057 |
Deferred tax liabilities | ||
Investment in partnerships | (211) | (716) |
Property, plant and equipment | (2,646) | (2,638) |
Operating lease assets | (536) | (431) |
Other | (9) | (68) |
Total deferred tax liabilities | (3,402) | (3,853) |
Net deferred tax assets | $ 864 | $ 1,204 |
Income Taxes - Changes in Gross
Income Taxes - Changes in Gross Amounts of Unrecognized Tax Benefits (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||
Balance at beginning of year | $ 65 | $ 62 |
Additions based on tax positions related to current year | 10 | 3 |
Additions for tax positions of prior years | 0 | 0 |
Reductions for tax positions of prior years | (1) | 0 |
Settlements | 0 | 0 |
Balance at end of year | $ 74 | $ 65 |
Share-Based Compensation - Narr
Share-Based Compensation - Narrative (Details) - USD ($) shares in Thousands, $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Deferred Compensation Share-Based Arrangements, Liability, Current and Noncurrent | $ 98 | $ 40 | |
Restricted Stock Share Awards [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 1 year | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 0 | ||
Fair value of units vested | $ 2 | 2 | $ 3 |
Restricted Stock Units (RSUs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | ||
Performance Units [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award Vesting Period, Cliff Vesting | 3 years | ||
Performance Units [Member] | Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Percentage of Target Amount Earned Upon Vesting If Threshold Performance is Met | 0% | ||
Performance Units [Member] | Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation that may be settled in cash | $ 3 | ||
Percentage of Target Amount Earned Upon Vesting If Threshold Performance is Met | 300% | ||
Phantom Unit Awards [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 2 years | ||
Vesting Period - Service Years, Option 2 | 3 years | ||
Vesting Period - Serivce Years, Option 3 | 4 years | ||
Fair value of units vested | $ 0 | $ 1 | $ 4 |
Number of Units Granted | 0 | ||
2011 Incentive Plan | Common Stock [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 | ||
2020 Incentive Plan [Member] | Common Stock [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 | 8,000 |
Share-Based Compensation - Sche
Share-Based Compensation - Schedule of Share-Based Compensation (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation | $ 209 | $ 145 | $ 116 | |
Capitalized share-based compensation | (4) | (5) | (6) | |
Total share-based compensation expense | 205 | 140 | 110 | |
Tax benefit associated with share-based compensation expense | 48 | 33 | 23 | |
Equity Awards [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation | 112 | 105 | 114 | |
Liability Awards [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation | [1] | 97 | 40 | $ 2 |
Performance Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Goods and Nonemployee Services Transaction, Modification of Terms, Incremental Compensation Cost | $ 56 | $ 18 | ||
[1]The amount of share-based compensation recognized in 2022 and 2021 associated with liability awards includes incremental expense as a result of modifications made for certain employees to settle certain awards in cash in lieu of shares, resulting in a reclassification from equity awards to liability awards. During the years ended December 31, 2022 and 2021, we recognized $56 million and $18 million, respectively, in incremental expense as a result of the modifications. |
Share-Based Compensation - Sc_2
Share-Based Compensation - Schedule of Unrecognized Compensation Cost (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Restricted Stock Share Awards [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized compensation cost | $ 0 |
Recognized over a weighted average period | 3 months 18 days |
Restricted Share Unit And Performance Stock Unit Awards [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized compensation cost | $ 172 |
Recognized over a weighted average period | 1 year 4 months 24 days |
Share-Based Compensation - Sc_3
Share-Based Compensation - Schedule of Non-vested Awards (Details) - $ / shares shares in Millions | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||
Restricted Share Unit And Performance Stock Unit Awards [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Non-vested at January 1, 2021, Shares | 3.7 | |||
Non-vested at January 1, 2021, Weighted Average Grant Date Fair Value Per Share | $ 66.71 | |||
Granted, Shares | 1.7 | [1] | 2.2 | 1.8 |
Granted, Weighted Average Grant Date Fair Value Per Share | $ 112.91 | [1] | $ 70.99 | $ 53.88 |
Vested, Shares | (2.1) | |||
Vested, Weighted Average Grant Date Fair Value Per Share | $ 69.23 | |||
Forfeited, Shares | (0.1) | |||
Forfeited, Weighted Average Grant Date Fair Value Per Share | $ 85.15 | |||
Non-vested at December 31, 2021, Shares | 3.2 | [2] | 3.7 | |
Non-vested at December 31, 2021, Weighted Average Grant Date Fair Value Per Share | $ 90.21 | [2] | $ 66.71 | |
Common Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation, shares granted from previously granted awards | 0.4 | |||
Performance Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Payment Award, Shares To Be Issued On Maximum Achievement Of Performance Under Target Awards, Maximum | 0.8 | |||
[1]This number includes 0.4 million incremental shares of our common stock that were issued based on performance results from previously-granted performance stock unit awards.[2]This number excludes 0.8 million performance stock units, which represent the incremental number of common units that would be issued if the maximum level of performance under the target awards amount is achieved. |
Share-Based Compensation - Sc_4
Share-Based Compensation - Schedule of Restricted Share Unit and Performance Stock Units Awards (Details) - Restricted Share Unit And Performance Stock Unit Awards [Member] - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Units issued | 1.7 | [1] | 2.2 | 1.8 |
Weighted average grant date fair value per unit | $ 112.91 | [1] | $ 70.99 | $ 53.88 |
Fair value of units vested | $ 140 | $ 123 | $ 137 | |
[1]This number includes 0.4 million incremental shares of our common stock that were issued based on performance results from previously-granted performance stock unit awards. |
Employee Benefit Plan (Details)
Employee Benefit Plan (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Retirement Benefits [Abstract] | |||
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Percent | 75% | ||
Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay | 6% | ||
Defined Contribution Plan, Contributions | $ 16 | $ 15 | $ 15 |
Defined Contribution Plan, Employer Discretionary Contribution Amount | $ 0 |
Net Income (Loss) Per Share A_3
Net Income (Loss) Per Share Attributable to Common Stockholders (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||||
Net loss attributable to common stockholders | $ 1,428 | $ (2,343) | $ (85) | |
Weighted average number of common shares outstanding, basic | 251.1 | 253.4 | 252.4 | |
Dilutive Unvested Stock | 2.3 | 0 | 0 | |
Weighted Average Number of Shares Outstanding, Diluted | 253.4 | 253.4 | 252.4 | |
Net income (loss) per share attributable to common stockholders—basic | $ 5.69 | $ (9.25) | $ (0.34) | |
Net income (loss) per share attributable to common stockholders—diluted | 5.64 | (9.25) | (0.34) | |
Common Stock, Dividends, Per Share, Declared | $ 1.385 | $ 0.33 | $ 0 | |
Antidilutive securities excluded from computation of earnings per share | 0.3 | 1.8 | 7.9 | |
Unvested stock | ||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share | [1] | 0 | 1.8 | 3.4 |
2045 Cheniere Convertible Senior Notes [Member] | ||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share | [2] | 0.3 | 0 | 4.5 |
[1]Includes the impact of unvested shares containing performance conditions to the extent that the underlying performance conditions are satisfied based on actual results as of the respective dates.[2] As described in Note 11 —Debt , the 2045 Cheniere Convertible Senior Notes were redeemed or converted in cash on January 5, 2022. However, the adoption of ASU 2020-06 on January 1, 2022 required a presumption of share settlement for the purpose of calculating the impact to diluted earnings per share during the period the notes were outstanding in 2022. Such impact was anti-dilutive as a result of the reported net loss attributable to common stockholders during the 2022 period. See Note 2—Summary of Significant Accounting Policies |
Stock Repurchase Programs - Nar
Stock Repurchase Programs - Narrative (Details) - USD ($) $ in Millions | 9 Months Ended | ||
Oct. 01, 2022 | Sep. 30, 2021 | Dec. 31, 2022 | |
Share Repurchases [Line Items] | |||
Stock Repurchase Program, Authorized Amount | $ 1,000 | ||
Stock Repurchase Program, Period in Force | 3 years | ||
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $ 3,600 | ||
Subsequent Board Approved Increase [Member] | |||
Share Repurchases [Line Items] | |||
Stock Repurchase Program, Period in Force | 3 years | ||
Stock Repurchase Program, Increased in Authorized Amount | $ 4,000 |
Stock Repurchase Programs - Sch
Stock Repurchase Programs - Schedule of Share Repurchases (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Equity [Abstract] | |||
Aggregate common stock repurchased | 9,350 | 100 | 2,880 |
Weighted average price paid per share | $ 146.88 | $ 87.32 | $ 53.88 |
Total amount paid | $ 1,373 | $ 9 | $ 155 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
SPL, CCL, and CCL Stage III [Member] | Natural Gas Supply Agreements [Member] | Maximum [Member] | |
Commitments and Contingencies [Line Items] | |
Long-term Purchase Commitment, Period | 15 years |
SPL and CCL | Natural Gas Transportation Agreements [Member] | Maximum [Member] | |
Commitments and Contingencies [Line Items] | |
Long-term Purchase Commitment, Period | 20 years |
SPL [Member] | Natural Gas Storage Service Agreements [Member] | Maximum [Member] | |
Commitments and Contingencies [Line Items] | |
Long-term Purchase Commitment, Period | 10 years |
SPL [Member] | Partial TUA Assignment Agreement and Other Agreements | |
Commitments and Contingencies [Line Items] | |
Long-term Purchase Commitment, Amount | $ 1,400 |
CCL [Member] | Bechtel EPC Contract Corpus Christi Stage 3 | |
Commitments and Contingencies [Line Items] | |
Long-term Purchase Commitment, Amount | 5,400 |
Purchase Commitment, Remaining Minimum Amount Committed | $ 3,900 |
CCL [Member] | Natural Gas Storage Service Agreements [Member] | Maximum [Member] | |
Commitments and Contingencies [Line Items] | |
Long-term Purchase Commitment, Period | 5 years |
Commitments and Contingencies_2
Commitments and Contingencies - Purchase Obligations Table (Details) - SPL, CCL, and CCL Stage III [Member] - Natural Gas Supply, Transportation And Storage Service Agreements [Member] $ in Billions | Dec. 31, 2022 USD ($) | |
Third Party | ||
Long-term Purchase Commitment [Line Items] | ||
2023 | $ 10.9 | [1],[2] |
2024 | 8.6 | [1],[2] |
2025 | 7.2 | [1],[2] |
2026 | 6.2 | [1],[2] |
2027 | 5.9 | [1],[2] |
Thereafter | 33.7 | [1],[2] |
Total | 72.5 | [1],[2] |
Purchase Obligation, Conditions Precedent Not Met | 0.4 | |
Related Party | ||
Long-term Purchase Commitment [Line Items] | ||
2023 | 0.1 | [1],[3] |
2024 | 0.1 | [1],[3] |
2025 | 0.1 | [1],[3] |
2026 | 0.1 | [1],[3] |
2027 | 0.1 | [1],[3] |
Thereafter | 0.9 | [1],[3] |
Total | 1.4 | [1],[3] |
Purchase Obligation, Conditions Precedent Not Met | $ 1.2 | |
[1] Pricing of natural gas supply contracts is variable based on market commodity basis prices adjusted for basis spread, and pricing of IPM agreements is variable based on global gas market prices less fixed liquefaction fees and certain costs incurred by us . Amounts included are based on estimated forward prices and basis spreads as of December 31, 2022. Some of our contracts may not have been negotiated as part of arranging financing for the underlying assets providing the natural gas supply, transportation and storage services. |
Customer Concentration - Schedu
Customer Concentration - Schedule of Customer Concentration (Details) - Customer Concentration Risk [Member] | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Customer A [Member] | Total Revenues from External Customers [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 12% | 14% |
Customer A [Member] | Accounts Receivable, Net and Contract Assets, Net from External Customers [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 10% | |
Customer B [Member] | Total Revenues from External Customers [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 12% | 12% |
Customer C [Member] | Total Revenues from External Customers [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 10% | 10% |
Customer D [Member] | Total Revenues from External Customers [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 10% |
Customer Concentration - Sche_2
Customer Concentration - Schedule of Revenue from External Customers by Country (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Concentration Risk [Line Items] | |||
Revenues from External Customers | $ 33,428 | $ 15,864 | $ 9,358 |
Geographic Concentration Risk [Member] | United States | |||
Concentration Risk [Line Items] | |||
Revenues from External Customers | 5,213 | 1,340 | 2,466 |
Geographic Concentration Risk [Member] | United Kingdom | |||
Concentration Risk [Line Items] | |||
Revenues from External Customers | 4,642 | 1,246 | 678 |
Geographic Concentration Risk [Member] | Singapore | |||
Concentration Risk [Line Items] | |||
Revenues from External Customers | 3,273 | 1,740 | 646 |
Geographic Concentration Risk [Member] | Ireland | |||
Concentration Risk [Line Items] | |||
Revenues from External Customers | 2,726 | 1,838 | 1,130 |
Geographic Concentration Risk [Member] | Spain | |||
Concentration Risk [Line Items] | |||
Revenues from External Customers | 2,226 | 1,577 | 1,034 |
Geographic Concentration Risk [Member] | South Korea | |||
Concentration Risk [Line Items] | |||
Revenues from External Customers | 2,225 | 1,680 | 942 |
Geographic Concentration Risk [Member] | India | |||
Concentration Risk [Line Items] | |||
Revenues from External Customers | 2,109 | 1,375 | 1,021 |
Geographic Concentration Risk [Member] | Germany | |||
Concentration Risk [Line Items] | |||
Revenues from External Customers | 1,747 | 507 | 66 |
Geographic Concentration Risk [Member] | Switzerland | |||
Concentration Risk [Line Items] | |||
Revenues from External Customers | 1,725 | 582 | 147 |
Geographic Concentration Risk [Member] | Other countries | |||
Concentration Risk [Line Items] | |||
Revenues from External Customers | $ 7,542 | $ 3,979 | $ 1,228 |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Supplemental Cash Flow Information [Abstract] | |||
Cash paid during the period for interest on debt, net of amounts capitalized | $ 891 | $ 1,365 | $ 1,395 |
Cash paid for income taxes, net of refunds | 30 | 4 | 2 |
Transfers of property, plant and equipment in exchange for other non-current assets | 17 | 0 | 0 |
Balance in property, plant and equipment, net of accumulated depreciation funded with accounts payable and accrued liabilities | $ 346 | $ 339 | $ 282 |
Schedule I - Condensed Financ_3
Schedule I - Condensed Financial Information of Registrant - Condensed Statements of Operations (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||
Condensed Income Statements, Captions [Line Items] | ||||
Amortization of capitalized interest associated to investment in subsidiaries | $ (1,113) | $ (1,006) | $ (926) | |
Total operating costs and expenses | (28,869) | (16,565) | (6,727) | |
Other income (expense) | ||||
Interest expense, net of capitalized interest | (1,406) | (1,438) | (1,525) | |
Loss on modification or extinguishment of debt | (66) | (116) | (217) | |
Total other expense | (1,465) | (1,577) | (2,087) | |
Income (Loss) before income taxes | 3,094 | (2,278) | 544 | |
Less: income tax provision (benefit) | 459 | (713) | 43 | |
Add: equity in income (loss) of subsidiaries, net of income taxes | (55) | (24) | (126) | |
Net income (loss) attributable to common stockholders | 1,428 | (2,343) | (85) | |
Cheniere [Member] | ||||
Condensed Income Statements, Captions [Line Items] | ||||
General and Administrative Expense | (20) | (17) | (20) | |
Amortization of capitalized interest associated to investment in subsidiaries | (1) | (1) | 0 | |
Total operating costs and expenses | (21) | (18) | (20) | |
Other income (expense) | ||||
Interest expense, net of capitalized interest | (91) | (151) | (155) | |
Loss on modification or extinguishment of debt | (12) | (6) | (50) | |
Total other expense | (103) | (157) | (205) | |
Income (Loss) before income taxes | (124) | (175) | (225) | |
Less: income tax provision (benefit) | [1] | 565 | (416) | (63) |
Add: equity in income (loss) of subsidiaries, net of income taxes | 2,117 | (2,584) | 77 | |
Net income (loss) attributable to common stockholders | $ 1,428 | $ (2,343) | $ (85) | |
[1]The income tax expense (benefit) reported by Cheniere includes tax expense (benefit) incurred by Cheniere as if Cheniere were a separate taxpayer rather than a member of Cheniere’s consolidated income tax group, and tax expense (benefit) from Cheniere’s subsidiaries who are disregarded for federal income tax purposes and whose taxable income or loss is included in the federal income tax return of Cheniere. |
Schedule I - Condensed Financ_4
Schedule I - Condensed Financial Information of Registrant - Condensed Balance Sheets (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 | |
Current assets | |||
Cash and cash equivalents | $ 1,353 | [1] | $ 1,404 |
Other current assets | 97 | 207 | |
Total current assets | 5,608 | 5,056 | |
Capitalized interest associated to investment in subsidiaries, net of amortization | 31,528 | 30,288 | |
Operating lease assets | 2,625 | 2,102 | |
Deferred tax assets | 864 | 1,204 | |
Total assets | 41,266 | [1] | 39,258 |
Current liabilities | |||
Current operating lease liabilities | 616 | 535 | |
Other current liabilities | 28 | 94 | |
Total current liabilities | 6,795 | 4,693 | |
Long-term debt, net of debt issuance costs | 24,055 | 29,449 | |
Operating lease liabilities | 1,971 | 1,541 | |
Other non-current liabilities | 175 | 50 | |
Stockholders' deficit | (2,969) | (2,571) | |
Total liabilities and stockholders’ deficit | 41,266 | [1] | 39,258 |
Cheniere [Member] | |||
Current assets | |||
Cash and cash equivalents | 0 | 17 | |
Other current assets | 6 | 1 | |
Total current assets | 6 | 18 | |
Capitalized interest associated to investment in subsidiaries, net of amortization | 38 | 35 | |
Operating lease assets | 64 | 19 | |
Debt issuance and deferred financing costs, net of accumulated amortization | 12 | 16 | |
Deferred tax assets | 92 | 797 | |
Total assets | 212 | 885 | |
Current liabilities | |||
Current operating lease liabilities | 7 | 6 | |
Other current liabilities | 18 | 30 | |
Total current liabilities | 25 | 36 | |
Long-term debt, net of debt issuance costs | 1,477 | 2,285 | |
Investments in subsidiaries | 1,552 | 1,110 | |
Operating lease liabilities | 69 | 24 | |
Other non-current liabilities | 58 | 1 | |
Stockholders' deficit | (2,969) | (2,571) | |
Total liabilities and stockholders’ deficit | $ 212 | $ 885 | |
[1] Amounts presented include balances held by our consolidated variable interest entity (“VIE”), CQP, as further discussed in Note 9 —Non-controlling Interest and Variable Interest Entity . As of December 31, 2022, total assets and liabilities of CQP were $18.9 billion and $21.7 billion, respectively, including $0.9 billion of cash and cash equivalents and $0.1 billion of restricted cash and cash equivalents. |
Schedule I - Condensed Financ_5
Schedule I - Condensed Financial Information of Registrant - Condensed Statements of Cash Flows (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Condensed Cash Flow Statements, Captions [Line Items] | |||
Net cash used in operating activities | $ 10,523 | $ 2,469 | $ 1,265 |
Cash flows from investing activities | |||
Capitalized interest associated to investment in subsidiaries | (1,830) | (966) | (1,839) |
Net cash used in investing activities | (1,844) | (912) | (1,947) |
Cash flows from financing activities | |||
Proceeds from issuances of debt | 1,575 | 5,911 | 7,823 |
Redemptions and repayments of debt | (6,771) | (6,810) | (6,940) |
Debt issuance and other financing costs | (51) | (53) | (125) |
Debt modification or extinguishment costs | (28) | (82) | (172) |
Dividends to stockholders | (349) | (85) | 0 |
Distributions to non-controlling interest | (947) | (649) | (626) |
Payments related to tax withholdings for share-based compensation | (63) | (48) | (43) |
Repurchase of common stock | (1,373) | (9) | (155) |
Net cash used in financing activities | (8,014) | (1,817) | (235) |
Cash, cash equivalents and restricted cash and cash equivalents—beginning of period | 1,817 | 2,077 | 2,994 |
Cash, cash equivalents and restricted cash and cash equivalents—end of period | 2,487 | 1,817 | 2,077 |
Cheniere [Member] | |||
Condensed Cash Flow Statements, Captions [Line Items] | |||
Net cash used in operating activities | (28) | (232) | (285) |
Cash flows from investing activities | |||
Capitalized interest associated to investment in subsidiaries | (4) | (6) | (13) |
Payments to acquire debt instruments of subsidiaries | (1,223) | 0 | 0 |
Distribution from (investment in) subsidiaries | 4,970 | 1,498 | (481) |
Net cash used in investing activities | 3,743 | 1,492 | (494) |
Cash flows from financing activities | |||
Proceeds from issuances of debt | 575 | 1,579 | 4,778 |
Redemptions and repayments of debt | (1,575) | (2,022) | (3,143) |
Debt issuance and other financing costs | 0 | (9) | (57) |
Debt modification or extinguishment costs | 0 | (1) | (29) |
Dividends to stockholders | (349) | (85) | 0 |
Distributions to non-controlling interest | (947) | (649) | (626) |
Payments related to tax withholdings for share-based compensation | (63) | (48) | (43) |
Repurchase of common stock | (1,373) | (9) | (155) |
Net cash used in financing activities | (3,732) | (1,244) | 725 |
Net increase (decrease) in cash, cash equivalents and restricted cash and cash equivalents | (17) | 16 | (54) |
Cash, cash equivalents and restricted cash and cash equivalents—beginning of period | 17 | 1 | 55 |
Cash, cash equivalents and restricted cash and cash equivalents—end of period | $ 0 | $ 17 | $ 1 |
Schedule I - Condensed Financ_6
Schedule I - Condensed Financial Information of Registrant - Footnotes (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 9 Months Ended | 12 Months Ended | ||||||
Jan. 27, 2023 | Oct. 01, 2022 | Sep. 30, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |||
Condensed Financial Statements, Captions [Line Items] | ||||||||
Debt, Long-term and Short-term, Combined Amount | $ 25,086 | $ 30,406 | ||||||
Unamortized premium, discount and debt issuance costs, net | (218) | (590) | ||||||
Total Long-Term Debt, Net of Discount and Debt Issuance Costs | 24,055 | 29,449 | ||||||
Long-term Debt, Fiscal Year Maturity [Abstract] | ||||||||
2023 | 498 | |||||||
2024 | 2,000 | |||||||
2025 | 3,542 | |||||||
2026 | 1,608 | |||||||
2027 | 2,966 | |||||||
Thereafter | 14,472 | |||||||
Total | 25,086 | |||||||
Operating lease assets | 2,625 | 2,102 | ||||||
Current operating lease liabilities | 616 | 535 | ||||||
Operating lease liabilities | 1,971 | $ 1,541 | ||||||
Operating Lease, Liability | 2,587 | |||||||
Operating Leases, Future Minimum Payments | ||||||||
2023 | 690 | |||||||
2024 | 644 | |||||||
2025 | 505 | |||||||
2026 | 372 | |||||||
2027 | 275 | |||||||
Thereafter | 492 | |||||||
Total lease payments | [1] | 2,978 | ||||||
Less: Interest | $ (391) | |||||||
Weighted-average remaining lease term | 5 years 10 months 24 days | 5 years 7 months 6 days | ||||||
Weighted-average discount rate | [2] | 4.20% | 3.60% | |||||
Operating cash flows from operating leases | $ 713 | $ 483 | $ 309 | |||||
Right-of-use assets obtained in exchange for operating lease liabilities | $ 1,220 | $ 1,736 | $ 615 | |||||
Stock Repurchase Program, Authorized Amount | $ 1,000 | |||||||
Stock Repurchase Program, Period in Force | 3 years | |||||||
Aggregate common stock repurchased | 9,350 | 100 | 2,880 | |||||
Weighted average price paid per share | $ 146.88 | $ 87.32 | $ 53.88 | |||||
Total amount paid | $ 1,373 | $ 9 | $ 155 | |||||
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $ 3,600 | |||||||
Common Stock, Dividends, Per Share, Declared | $ 1.385 | $ 0.33 | $ 0 | |||||
Supplemental Cash Flow Information [Abstract] | ||||||||
Cash paid during the period for interest on debt, net of amounts capitalized | $ 891 | $ 1,365 | $ 1,395 | |||||
Cash paid for income taxes, net of refunds | 30 | 4 | 2 | |||||
Subsequent Event [Member] | ||||||||
Operating Leases, Future Minimum Payments | ||||||||
Common Stock, Dividends, Per Share, Declared | $ 0.395 | |||||||
Subsequent Board Approved Increase [Member] | ||||||||
Operating Leases, Future Minimum Payments | ||||||||
Stock Repurchase Program, Period in Force | 3 years | |||||||
Stock Repurchase Program, Increased in Authorized Amount | $ 4,000 | |||||||
Operating lease assets, net [Member] | ||||||||
Long-term Debt, Fiscal Year Maturity [Abstract] | ||||||||
Operating lease assets | 2,625 | 2,102 | ||||||
Current operating lease liabilities [Member] | ||||||||
Long-term Debt, Fiscal Year Maturity [Abstract] | ||||||||
Current operating lease liabilities | 616 | 535 | ||||||
Operating lease liabilities [Member] | ||||||||
Long-term Debt, Fiscal Year Maturity [Abstract] | ||||||||
Operating lease liabilities | $ 1,971 | 1,541 | ||||||
2028 Cheniere Senior Secured Notes [Member] | ||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||
Debt, Long-term and Short-term, Combined Amount | 2,000 | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.625% | |||||||
2045 Cheniere Convertible Senior Notes [Member] | ||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||
Debt, Long-term and Short-term, Combined Amount | [3] | 625 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.25% | |||||||
Cheniere Revolving Credit Facility [Member] | ||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||
Debt, Long-term and Short-term, Combined Amount | 0 | |||||||
Cheniere [Member] | ||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||
Debt, Long-term and Short-term, Combined Amount | $ 1,500 | 2,625 | ||||||
Unamortized premium, discount and debt issuance costs, net | (23) | (340) | ||||||
Total Long-Term Debt, Net of Discount and Debt Issuance Costs | 1,477 | 2,285 | ||||||
Long-term Debt, Fiscal Year Maturity [Abstract] | ||||||||
2023 | 0 | |||||||
2024 | 0 | |||||||
2025 | 0 | |||||||
2026 | 0 | |||||||
2027 | 0 | |||||||
Thereafter | 1,500 | |||||||
Total | 1,500 | |||||||
Guarantor Obligations, Maximum Exposure | 472 | |||||||
Guarantor Obligations, Current Carrying Value | 0 | |||||||
Operating lease assets | 64 | 19 | ||||||
Current operating lease liabilities | 7 | 6 | ||||||
Operating lease liabilities | 69 | 24 | ||||||
Operating Lease, Liability | 76 | 30 | ||||||
Variable lease costs | 4 | $ 4 | 4 | |||||
Operating Leases, Future Minimum Payments | ||||||||
2023 | [4] | (11) | ||||||
2024 | 6 | |||||||
2025 | 8 | |||||||
2026 | 13 | |||||||
2027 | 8 | |||||||
Thereafter | 105 | |||||||
Total lease payments | 129 | |||||||
Less: Interest | (53) | |||||||
Lessee, Operating Lease, Liability, Reimbursement | $ 18 | |||||||
Weighted-average remaining lease term | 13 years 4 months 24 days | 4 years 9 months 18 days | ||||||
Weighted-average discount rate | 5.60% | 6.60% | ||||||
Operating cash flows from operating leases | $ 8 | $ 7 | 7 | |||||
Right-of-use assets obtained in exchange for operating lease liabilities | $ 48 | $ 0 | $ 5 | |||||
Aggregate common stock repurchased | 9,350 | 100 | 2,880 | |||||
Weighted average price paid per share | $ 146.88 | $ 87.32 | $ 53.88 | |||||
Total amount paid | $ 1,373 | $ 9 | $ 155 | |||||
Stock Repurchase Program, Remaining Authorized Repurchase Amount | 3,600 | |||||||
Supplemental Cash Flow Information [Abstract] | ||||||||
Cash paid during the period for interest on debt, net of amounts capitalized | 109 | 130 | 45 | |||||
Cash paid for income taxes, net of refunds | 11 | 0 | 0 | |||||
Non-cash investing and financing activities: | ||||||||
Contribution of purchased bonds to subsidiaries (1) | [5] | 1,223 | 0 | 0 | ||||
Cheniere [Member] | Bond Repurchases | ||||||||
Non-cash investing and financing activities: | ||||||||
Contribution of purchased bonds to subsidiaries (1) | 1,193 | |||||||
Cheniere [Member] | Interest on Bond | ||||||||
Non-cash investing and financing activities: | ||||||||
Contribution of purchased bonds to subsidiaries (1) | 30 | |||||||
Cheniere [Member] | Subsequent Event [Member] | ||||||||
Operating Leases, Future Minimum Payments | ||||||||
Common Stock, Dividends, Per Share, Declared | $ 0.395 | |||||||
Cheniere [Member] | Subsequent Board Approved Increase [Member] | ||||||||
Operating Leases, Future Minimum Payments | ||||||||
Stock Repurchase Program, Period in Force | 3 years | |||||||
Cheniere [Member] | General and Administrative Expense [Member] | ||||||||
Long-term Debt, Fiscal Year Maturity [Abstract] | ||||||||
Operating lease cost | [6] | 12 | 9 | $ 10 | ||||
Cheniere [Member] | Operating lease assets, net [Member] | ||||||||
Long-term Debt, Fiscal Year Maturity [Abstract] | ||||||||
Operating lease assets | 64 | 19 | ||||||
Cheniere [Member] | Current operating lease liabilities [Member] | ||||||||
Long-term Debt, Fiscal Year Maturity [Abstract] | ||||||||
Current operating lease liabilities | 7 | 6 | ||||||
Cheniere [Member] | Operating lease liabilities [Member] | ||||||||
Long-term Debt, Fiscal Year Maturity [Abstract] | ||||||||
Operating lease liabilities | 69 | 24 | ||||||
Cheniere [Member] | 2028 Cheniere Senior Secured Notes [Member] | ||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||
Debt, Long-term and Short-term, Combined Amount | $ 1,500 | 2,000 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.625% | |||||||
Cheniere [Member] | 2045 Cheniere Convertible Senior Notes [Member] | ||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||
Debt, Long-term and Short-term, Combined Amount | $ 0 | [3] | 625 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 4.25% | |||||||
Cheniere [Member] | Cheniere Revolving Credit Facility [Member] | ||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||
Debt, Long-term and Short-term, Combined Amount | $ 0 | 0 | ||||||
Cheniere [Member] | Cheniere Term Loan Facility [Member] | ||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||
Debt, Long-term and Short-term, Combined Amount | $ 0 | $ 0 | ||||||
[1]Does not include approximately $3.3 billion of legally binding minimum payments primarily for vessel charters contracted for as of December 31, 2022, which will commence in future periods with fixed minimum lease terms of up to 15 years.[2]The weighted average discount rate is impacted by certain finance leases that commenced prior to the adoption of the current leasing standard under GAAP. In accordance with previous accounting guidance, the implied rate is based on the fair value of the underlying assets.[3] The redemption of these notes was financed with borrowings under the Cheniere Revolving Credit Facility, which is a long-term debt instrument. Therefore, the 2045 Cheniere Convertible Senior Notes were classified as long-term debt as of December 31, 2021. See Convertible Notes section below for further discussion of the redemption. |
Schedule II - Valuation and Q_2
Schedule II - Valuation and Qualifying Accounts (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Current expected credit losses on receivables and contract assets[Member] | |||
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at beginning of period | $ 9 | $ 7 | $ 0 |
Charged to cost and expenses | (4) | 2 | 7 |
Charged to other accounts | 0 | 0 | 0 |
Deductions | 0 | 0 | 0 |
Balance at end of period | 5 | 9 | 7 |
Deferred tax asset valuation allowance [Member] | |||
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at beginning of period | 63 | 190 | 196 |
Charged to cost and expenses | 80 | (127) | (6) |
Charged to other accounts | 0 | 0 | 0 |
Deductions | 0 | 0 | 0 |
Balance at end of period | $ 143 | $ 63 | $ 190 |