Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2019 | Jul. 26, 2019 | |
Cover page. | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2019 | |
Document Transition Report | false | |
Entity File Number | 001-5507 | |
City Area Code | 832 | |
Local Phone Number | 962-4000 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 06-0842255 | |
Entity Address, Address Line One | 1201 Louisiana Street, | |
Entity Address, Address Line Two | Suite 3100, | |
Entity Address, City or Town | Houston, | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 77002 | |
Title of 12(b) Security | Common stock, par value $0.01 per share | |
Trading Symbol | TELL | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | Tellurian Inc. | |
Entity Central Index Key | 0000061398 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 242,214,647 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 104,005 | $ 133,714 |
Accounts receivable | 3,345 | 1,498 |
Accounts receivable due from related parties | 1,316 | 1,316 |
Prepaid expenses and other current assets | 7,244 | 3,906 |
Total current assets | 115,910 | 140,434 |
Property, plant and equipment, net | 161,279 | 130,580 |
Deferred engineering costs | 86,591 | 69,000 |
Non-current restricted cash | 17,968 | 49,875 |
Other non-current assets | 35,607 | 18,659 |
Total assets | 417,355 | 408,548 |
Current liabilities: | ||
Accounts payable | 7,258 | 11,597 |
Accrued and other liabilities | 36,378 | 41,173 |
Senior secured term loan | 56,651 | 0 |
Total current liabilities | 100,287 | 52,770 |
Senior secured term loan | 57,584 | 57,048 |
Other non-current liabilities | 17,828 | 796 |
Total long-term liabilities | 75,412 | 57,844 |
Commitments and contingencies (Note 8) | ||
Stockholders’ equity: | ||
Preferred stock, $0.01 par value, 100,000,000 authorized: 6,123,782 and 6,123,782 shares outstanding, respectively | 61 | 61 |
Common stock, $0.01 par value, 400,000,000 authorized: 242,214,647 and 240,655,607 shares outstanding, respectively | 2,210 | 2,195 |
Additional paid-in capital | 767,863 | 749,537 |
Accumulated deficit | (528,478) | (453,859) |
Total stockholders’ equity | 241,656 | 297,934 |
Total liabilities and stockholders’ equity | $ 417,355 | $ 408,548 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred stock, shares outstanding (in shares) | 6,123,782 | 6,123,782 |
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 400,000,000 | 400,000,000 |
Common stock, shares outstanding (in shares) | 242,214,647 | 240,655,607 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | ||
Total revenue | $ 5,333 | $ 813 | $ 10,293 | $ 7,614 | |
Operating costs and expenses | |||||
Cost of sales | 1,240 | 217 | 2,353 | 4,660 | |
Development expenses | 18,678 | 12,895 | 30,553 | 21,867 | |
Depreciation, depletion and amortization | 4,048 | 342 | 6,579 | 719 | |
General and administrative expenses | 23,403 | 22,208 | 45,456 | 40,609 | |
Impairment charge and loss on transfer of assets | 0 | 1,809 | 0 | 1,809 | |
Total operating costs and expenses | 47,369 | 37,471 | 84,941 | 69,664 | |
Loss from operations | (42,036) | (36,658) | (74,648) | (62,050) | |
Interest income (expense), net | (3,399) | 552 | (3,986) | 940 | |
Other income, net | 4,942 | 70 | 4,015 | 72 | |
Loss before income taxes | (40,493) | (36,036) | (74,619) | (61,038) | |
Income tax benefit | 0 | 182 | 0 | 0 | |
Net loss | $ (40,493) | $ (35,854) | $ (74,619) | $ (61,038) | |
Net loss per common share | |||||
Basic and diluted (in dollars per share) | [1] | $ (0.19) | $ (0.17) | $ (0.34) | $ (0.30) |
Weighted-average shares outstanding: | |||||
Basic and diluted (in shares) | 218,742 | 206,531 | 218,293 | 205,656 | |
Natural gas revenue | |||||
Total revenue | $ 5,333 | $ 813 | $ 10,293 | $ 1,752 | |
LNG sales | |||||
Total revenue | 0 | 0 | 0 | 2,689 | |
Other LNG revenue | |||||
Total revenue | $ 0 | $ 0 | $ 0 | $ 3,173 | |
[1] | The numerator for both basic and diluted loss per share is net loss. The denominator for both basic and diluted loss per share is the weighted-average shares outstanding during the period. |
Condensed Consolidated Statem_2
Condensed Consolidated Statement of Stockholders' Equity - USD ($) $ in Thousands | Total | Preferred Stock | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Common Class | Common ClassCommon Stock | Common ClassAdditional Paid-in Capital | Series C Preferred Stock | Series C Preferred StockPreferred Stock | Series C Preferred StockAdditional Paid-in Capital | |
Beginning balance at Dec. 31, 2017 | $ 223,887 | $ 0 | $ 2,043 | $ 549,958 | $ (328,114) | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Issuance of stock | $ 129,710 | $ 135 | $ 129,575 | $ 35,066 | $ 43 | $ 35,023 | ||||||
Share-based compensation | [1] | 17,429 | 15 | 17,414 | ||||||||
Share-based payments | 0 | |||||||||||
Net loss | (61,038) | (61,038) | ||||||||||
Ending balance at Jun. 30, 2018 | 345,054 | 43 | 2,193 | 731,970 | (389,152) | |||||||
Beginning balance at Mar. 31, 2018 | 252,222 | 28 | 2,072 | 603,420 | (353,298) | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Issuance of stock | $ 115,236 | $ 120 | $ 115,116 | $ 12,456 | $ 15 | $ 12,441 | ||||||
Share-based compensation | 994 | 1 | 993 | |||||||||
Net loss | (35,854) | (35,854) | ||||||||||
Ending balance at Jun. 30, 2018 | 345,054 | 43 | 2,193 | 731,970 | (389,152) | |||||||
Beginning balance at Dec. 31, 2018 | 297,934 | 61 | 2,195 | 749,537 | (453,859) | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Share-based compensation | [2] | 14,496 | 15 | 14,481 | ||||||||
Share-based payments | 545 | 545 | ||||||||||
Issuance of common stock purchase warrant | 3,300 | 3,300 | ||||||||||
Net loss | (74,619) | (74,619) | ||||||||||
Ending balance at Jun. 30, 2019 | 241,656 | 61 | 2,210 | 767,863 | (528,478) | |||||||
Beginning balance at Mar. 31, 2019 | 277,611 | 61 | 2,209 | 763,326 | (487,985) | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Share-based compensation | 742 | 1 | 741 | |||||||||
Share-based payments | 496 | 496 | ||||||||||
Issuance of common stock purchase warrant | 3,300 | 3,300 | ||||||||||
Net loss | (40,493) | (40,493) | ||||||||||
Ending balance at Jun. 30, 2019 | $ 241,656 | $ 61 | $ 2,210 | $ 767,863 | $ (528,478) | |||||||
[1] | Includes settlement of 2017 bonus that was accrued for in 2017. | |||||||||||
[2] | Includes settlement of 2018 bonus that was accrued for in 2018. |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Cash flows from operating activities: | ||
Net loss | $ (74,619) | $ (61,038) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation, depletion and amortization | 6,981 | 719 |
Amortization of debt issuance costs, discounts and fees | 2,687 | 0 |
Share-based compensation | 2,785 | 2,368 |
Share-based payments | 545 | 0 |
Impairment charge and loss on transfer of assets | 0 | 1,809 |
Gain on financial instruments not designated as hedges | (3,491) | 0 |
Other | (1,826) | 0 |
Net changes in working capital (Note 14) | 5,864 | 4,103 |
Net cash used in operating activities | (61,074) | (52,039) |
Cash flows from investing activities: | ||
Acquisition and development of natural gas properties | (31,332) | (268) |
Proceeds from sale of asset | 0 | 167 |
Deferred engineering costs | (17,591) | 0 |
Purchase of property - land (Note 14) | (180) | 0 |
Purchase of property, plant and equipment | (2,553) | (3,333) |
Net cash used in investing activities | (51,656) | (3,434) |
Cash flows from financing activities: | ||
Proceeds from borrowing under term loan | 60,000 | 0 |
Payments of term loan financing costs | (2,200) | 0 |
Proceeds from issuance of common stock | 0 | 133,800 |
Tax payments for net share settlement of equity awards (Note 14) | (6,686) | (5,664) |
Equity offering costs | 0 | (4,090) |
Net cash provided by financing activities | 51,114 | 124,046 |
Net (decrease) increase in cash, cash equivalents and restricted cash | (61,616) | 68,573 |
Cash, cash equivalents and restricted cash, beginning of period | 183,589 | 128,273 |
Cash, cash equivalents and restricted cash, end of period | 121,973 | 196,846 |
Supplementary disclosure of cash flow information: | ||
Interest paid | $ 2,816 | $ 0 |
General
General | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
General | NOTE 1 — GENERAL The terms “we,” “our,” “us,” “Tellurian” and the “Company” as used in this report refer collectively to Tellurian Inc. and its subsidiaries unless the context suggests otherwise. These terms are used for convenience only and are not intended as a precise description of any separate legal entity associated with Tellurian Inc. Nature of Operations We plan to develop, own and operate a global natural gas business and to deliver natural gas to customers worldwide. Tellurian has begun to establish a portfolio of natural gas production, LNG marketing, and infrastructure assets, including an LNG terminal facility (the “Driftwood terminal”) and an associated pipeline (the “Driftwood pipeline”) in southwest Louisiana. Tellurian intends to develop the Driftwood pipeline as part of what we refer to as the “Pipeline Network.” In addition to the Driftwood pipeline, the Pipeline Network is expected to include two pipelines, the Haynesville Global Access Pipeline and the Permian Global Access Pipeline, both of which are currently in the early stages of development. The Driftwood terminal, the Pipeline Network and certain natural gas production assets are referred to collectively as the “Driftwood Project”. Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with GAAP for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, certain notes and other information have been condensed or omitted. The accompanying interim financial statements reflect all normal recurring adjustments that are, in the opinion of management, necessary for the fair presentation of our Condensed Consolidated Financial Statements. These interim financial statements should be read in conjunction with the consolidated financial statements and accompanying notes included in our Annual Report on Form 10-K for the year ended December 31, 2018. Use of Estimates To conform with GAAP, we make estimates and assumptions that affect the amounts reported in our Condensed Consolidated Financial Statements and the accompanying notes. Although these estimates and assumptions are based on our best available knowledge at the time, actual results may differ. New Accounting Standards Issued and Adopted We adopted ASU 2016-02, Leases (Topic 842) , on January 1, 2019, utilizing the optional transition approach to apply the standard at the beginning of the first quarter of 2019 with no retrospective adjustment to prior periods. In addition, we elected the transition package of practical expedients upon adoption which, among other things, allowed us not to reassess the historical lease classification. For additional details, refer to Note 13, Leases |
Property, Plant and Equipment
Property, Plant and Equipment | 6 Months Ended |
Jun. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | NOTE 2 — PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment is comprised of fixed assets and oil and natural gas properties, as shown below (in thousands): June 30, 2019 December 31, 2018 Land $ 13,808 $ 13,276 Proved properties 114,722 101,459 Unproved properties 10,204 10,204 Wells in progress 25,605 4,660 Corporate and other 5,147 2,905 Total property, plant and equipment at cost 169,486 132,504 Accumulated DD&A (8,207 ) (1,924 ) Total property, plant and equipment, net $ 161,279 $ 130,580 Land We own land in Louisiana for the purpose of constructing the Driftwood Project. Proved Properties We own producing and non-producing acreage in northern Louisiana. Unproved Properties We own interests in unproved properties in the Weald Basin, United Kingdom through our holding of non-operating interests in two |
Deferred Engineering Costs
Deferred Engineering Costs | 6 Months Ended |
Jun. 30, 2019 | |
Deferred Costs [Abstract] | |
Deferred Engineering Costs | NOTE 3 — DEFERRED ENGINEERING COSTS As of June 30, 2019 , the deferred engineering costs of approximately $86.6 million |
Other Non-Current Assets
Other Non-Current Assets | 6 Months Ended |
Jun. 30, 2019 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Non-Current Assets | NOTE 4 — OTHER NON-CURRENT ASSETS Other non-current assets consist of the following (in thousands): June 30, 2019 December 31, 2018 Land lease and purchase options $ 4,624 $ 4,115 Permitting costs 12,838 12,585 Right of use asset - leases (Note 13) 16,919 — Other 1,226 1,959 Total other non-current assets $ 35,607 $ 18,659 Land Lease and Purchase Options We hold lease and purchase option agreements (the “Options”) for certain tracts of land and associated river frontage that provide for four or five -year terms. Upon exercise of the Options, the leases are subject to maximum terms of 60 years (inclusive of various renewals) at the option of the Company. Lease and purchase option payments have been capitalized in other non-current assets. Costs of the Options will be amortized over the life of the lease once obtained, or capitalized into the land if purchased. Permitting Costs Permitting costs primarily represent the purchase of wetland credits in connection with our permit application to the USACE in 2018 and 2017. These wetland credits will be applied to our permit in accordance with the Clean Water Act and the Rivers and Harbors Act, which require us to mitigate the impact to Louisiana wetlands caused by the construction of the Driftwood Project. In May 2019, we received the USACE permit and the permitting costs will be transferred to construction in progress upon reaching FID. |
Financial Instruments
Financial Instruments | 6 Months Ended |
Jun. 30, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Financial Instruments | NOTE 5 — FINANCIAL INSTRUMENTS As discussed in Note 7, Borrowings , as part of entering into the senior secured term loan credit agreement in 2018, we are required to enter into and maintain certain hedging transactions. As a result, we use derivative financial instruments, namely over the counter (“OTC”) commodity swap instruments (collectively “commodity swaps”), to maintain compliance with this covenant. We do not hold or issue derivative financial instruments for trading purposes. Commodity swap agreements involve payments to or receipts from counterparties based on the differential between two prices for the commodity, and also include basis swaps to protect earnings from undue exposure to the risk of geographic disparities in commodity prices, as also required by the negative covenant of the senior secured term loan credit agreement. The fair value of our commodity swaps is classified as Level 2 in the fair value hierarchy and is based on standard industry income approach models that use significant observable inputs, including but not limited to New York Mercantile Exchange (NYMEX) natural gas forward curves and basis forward curves, all of which are validated to external sources, at least monthly. The Company recognizes all derivative instruments as either assets or liabilities at fair value on a net basis as they are with a single counterparty and subject to a master netting arrangement. These derivative instruments are reported as either current or non-current assets or current or non-current liabilities, based on their maturity dates. The Company can net settle its derivative instruments at any time. As of June 30, 2019, we had a current asset of $3.6 million , net, with respect to the fair value of the current portion of our commodity swaps. In addition, as of June 30, 2019, we also had a non-current liability of $0.1 million , net, with respect to the fair value of the non-current portion of our commodity swaps. The current asset and the non-current liability are classified within Prepaid expenses and other current assets and Other non-current liabilities, respectively, on the Condensed Consolidated Balance Sheets. Gross current asset and current liability amounts are $3.7 million and $0.1 million , respectively. Gross non-current asset and non-current liability amounts are $0.2 million and $0.3 million , respectively. We do not apply hedge accounting for our commodity swaps; therefore, all changes in fair value of the Company’s derivative instruments are recognized within Other income, net, in the Condensed Consolidated Statements of Operations. For the three and six months ended June 30, 2019, we recognized a realized gain of $0.3 million and $0.5 million , respectively, and an unrealized gain of $4.7 million and $3.5 million , respectively, related to the changes in fair value of the commodity swaps in our Condensed Consolidated Statements of Operations. Derivative contracts which result in physical delivery of a commodity expected to be used or sold by the Company in the normal course of business are designated as normal purchases and sales and are exempt from derivative accounting. OTC arrangements require settlement in cash. Settlements of commodity derivative instruments are reported as a component of cash flows from operations in the accompanying Condensed Consolidated Statements of Cash Flows. With respect to the commodity swaps, the Company hedged portions of expected sales of equity production and portions of its basis exposure to cover approximately 15.6 Bcf and 15.6 Bcf of natural gas, respectively, as of June 30, 2019. The open positions at June 30, 2019 had maturities extending through September 2021. For additional details, refer to Note 7, Borrowings . |
Share-Based Compensation
Share-Based Compensation | 6 Months Ended |
Jun. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Share-Based Compensation | NOTE 11 — SHARE-BASED COMPENSATION We have granted restricted stock, restricted stock units and phantom units (collectively, “Restricted Stock”), as well as unrestricted stock and stock options, to employees, directors and outside consultants (collectively, the “grantees”) under the Tellurian Inc. 2016 Omnibus Incentive Compensation Plan, as amended (the “2016 Plan”), and the Amended and Restated Tellurian Investments Inc. 2016 Omnibus Incentive Plan (the “Legacy Plan”). The maximum number of shares of Tellurian common stock authorized for issuance under the 2016 Plan is 40 million shares of common stock, and no further awards can be granted under the Legacy Plan. Upon the vesting of restricted stock, shares of common stock will be released to the grantee. Upon the vesting of restricted stock units, the units will be converted into shares of common stock and released to the grantee. In March 2018, we began issuing phantom units that may be settled in either cash, stock, or a combination thereof. As of June 30, 2019 , there was no Restricted Stock that would be required to be settled in cash. As of June 30, 2019 , we had granted approximately 24.6 million shares of performance-based Restricted Stock, of which approximately 19.7 million shares will vest entirely based upon FID, as defined in the award agreements, and approximately 4.2 million shares will vest in one-third increments at FID and the first and second anniversaries of FID. The remaining shares of performance-based Restricted Stock, totaling approximately 0.7 million shares, will vest based on other criteria. As of June 30, 2019 , no expense had been recognized in connection with performance-based Restricted Stock. For the three and six months ended June 30, 2019 , the recognized share-based compensation expense related to all share-based awards totaled approximately $0.7 million and $2.8 million , respectively. As of June 30, 2019 , unrecognized compensation expense, based on the grant date fair value, for all share-based awards totaled approximately $196.1 million . Further, the approximately 24.6 million shares of performance-based Restricted Stock and approximately 2.0 million stock options outstanding have been excluded from the computation of diluted loss per share because including them in the computation would have been antidilutive for the periods presented. |
Accrued and Other Liabilities
Accrued and Other Liabilities | 6 Months Ended |
Jun. 30, 2019 | |
Payables and Accruals [Abstract] | |
Accrued and Other Liabilities | NOTE 6 — ACCRUED AND OTHER LI A BILITIES The components of accrued and other liabilities consist of the following (in thousands): June 30, 2019 December 31, 2018 Project development activities $ 11,623 $ 8,879 Payroll and compensation 14,607 23,286 Accrued taxes 928 2,507 Professional services (e.g., legal, audit) 3,909 2,423 Lease liability - current (Note 13) 2,178 — Other 3,133 4,078 Total accrued and other liabilities $ 36,378 $ 41,173 |
Borrowings
Borrowings | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Borrowings | NOTE 7 — BORROWINGS June 30, 2019 December 31, 2018 Maturity Interest Rate Amount Interest Rate Amount 2019 Term Loan May 2020 (1) 12% (2) $ 70,020 — $ — 2018 Term Loan September 2021 5%-8% + LIBOR (3) 60,000 5%-8% + LIBOR (3) 60,000 Unamortized deferred financing costs, discounts and fees (15,785 ) (2,952 ) Total borrowings $ 114,235 $ 57,048 (1) Subject to two, six-month extensions, if specific criteria are met. (2) Of this amount, we may defer up to 4% each quarter as paid-in-kind interest. (3) The applicable margin is 5% through the end of the first year from September 28, 2018 (the “Closing Date”), 7% through the end of the second year following the Closing Date and 8% thereafter. As of June 30, 2019, the Company is in compliance with all covenants under its two credit agreements. Refer to Note 5, Financial Instruments , for details of hedging transactions, as of and for the period ended June 30, 2019, entered into as required by the 2018 Term Loan. Short-term Borrowings — 2019 Term Loan On May 23, 2019, Driftwood Holdings LP , a wholly owned subsidiary (“Driftwood Holdings”), entered into a senior secured term loan agreement (the “2019 Term Loan) to borrow an aggregate principal amount of $60.0 million . Fees associated with entering into the 2019 Term Loan of approximately $2.2 million have been capitalized as deferred financing costs. Borrowings under the 2019 Term Loan bear a fixed annual interest rate of 12% , of which 4% Driftwood Holdings may add to the outstanding principal as paid-in-kind interest at the end of each reporting period. This election was made for the current reporting period, which resulted in adding approximately $0.2 million to the outstanding principal of the 2019 Term Loan. The 2019 Term Loan can be terminated prior to maturity, only in full, without an early termination penalty. Upon maturity or early repayment of the 2019 Term Loan, Driftwood Holdings will also pay a final fee that is equal to 20% of the principal amount borrowed less financing costs and cash interest paid (the “Final Payment Fee”) to the lender. As of June 30, 2019, approximately $9.8 million related to the Final Payment Fee have been recognized as a discount to the 2019 Term Loan within our Condensed Consolidated Balance Sheets. Borrowings under the 2019 Term Loan are guaranteed by Tellurian Inc. and certain of its subsidiaries and are secured by substantially all of the assets of Tellurian Inc. and certain of its subsidiaries, other than Tellurian Production Holdings LLC and its subsidiaries, under one or more security agreements and pledge agreements. In conjunction with the 2019 Term Loan, the Company issued a Common Stock Purchase Warrant (the “Warrant”) to the lender. The fair value of the Warrant of approximately $3.3 million has been recognized as an original issue discount to the 2019 Term Loan. Refer to Note 9, Stockholders’ Equity , for further details. The 2019 Term Loan agreement provides Driftwood Holdings the right to borrow an additional $15.0 million by August 31, 2019, subject to certain criteria, which were not met as of June 30, 2019. Subsequent to June 30, 2019, Driftwood Holdings met the criteria, and borrowed the additional funds. Refer to Note 15, Subsequent Events , for further details. Long-term Borrowings — 2018 Term Loan On September 28, 2018 (the “Closing Date”), Tellurian Production Holdings LLC (“Production Holdings”), our wholly owned subsidiary, entered into a three-year senior secured term loan credit agreement (the “2018 Term Loan”) in an aggregate principal amount of $60.0 million . Our use of proceeds from the 2018 Term Loan is predominantly restricted to capital expenditures associated with certain development and drilling activities and fees related to the transaction itself and is presented within non-current restricted cash on our Condensed Consolidated Balance Sheets. At June 30, 2019, unused proceeds from the 2018 Term Loan classified as non-current restricted cash were $18.0 million . We have the right, but not the obligation, to make voluntary principal payments starting six months following the Closing Date in a minimum amount of $5 million or any integral multiples of $1 million in excess thereof. If no voluntary principal payments are made, the principal amount, together with any accrued interest, is payable at the maturity date of September 28, 2021. The 2018 Term Loan can be terminated early with an early termination payment equal to the outstanding principal plus accrued interest. If the 2018 Term Loan is terminated within 12 months of the Closing Date, an early termination fee equal to 1% of the outstanding principal is required. Amounts borrowed under the 2018 Term Loan are guaranteed by Tellurian Inc. and each of Production Holdings’ subsidiaries. The 2018 Term Loan is collateralized by a first priority lien on all assets of Production Holdings and its subsidiaries, including domestic properties described in Note 2, Property, Plant and Equipment . Fair Value As of June 30, 2019, the outstanding principal of the 2018 Term Loan approximated fair value as the interest rate for the 2018 Term Loan has been reflective of market rates. As of June 30, 2019, the fair value of the 2019 Term Loan, on a discounted cash flow basis, was approximately $65.1 million as the 2019 Term Loan effective interest rate is higher than current market levels after giving effect to the Final Payment Fee. Both the 2018 Term Loan and the 2019 Term Loan represent a Level 3 instrument in the fair value hierarchy. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITTMENTS AND CONTINGENCIES On April 23, 2019, we entered into a master LNG sale and purchase agreement and related confirmation notices (the “SPA”) with an unrelated third-party LNG merchant. Pursuant to the SPA, we committed to purchase one cargo of LNG per quarter beginning in June 2020 through October 2022. The volume of each cargo is expected to range from 3.3 to 3.6 million MMBtu, and each cargo will be purchased under DES terms. The price of each cargo will be based on the JKM price in effect at the time of each purchase. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Stockholders' Equity | NOTE 9 — STOCKHOLDERS' EQUITY At-the-Market Program We maintain an at-the-market equity offering program pursuant to which we may sell shares of our common stock from time to time on Nasdaq through Credit Suisse Securities (USA) LLC acting as sales agent. We have remaining availability under the at-the-market program to raise aggregate sales proceeds of up to $189.7 million . Common Stock Purchase Warrant As discussed in Note 7, Borrowings , on May 23, 2019 (the “Issuance Date”), in conjunction with the 2019 Term Loan, the Company issued a common stock purchase warrant that provides the lender with the right to purchase up to 1.5 million shares of our common stock at $10.00 per share. The Warrant is immediately exercisable and will expire five years after the Issuance Date. The Warrant was valued using a Black-Scholes option pricing model that resulted in a relative fair value of approximately $3.3 million on the Issuance Date and is not subject to subsequent remeasurement. The Warrant has been classified as equity and is recognized within additional paid-in capital within our Condensed Consolidated Balance Sheet. Preferred Stock In March 2018, we entered into a preferred stock purchase agreement with BDC Oil and Gas Holdings, LLC (“Bechtel Holdings”), a Delaware limited liability company and an affiliate of Bechtel Oil, Gas and Chemicals, Inc., a Delaware corporation (“Bechtel”), pursuant to which we sold to Bechtel Holdings approximately 6.1 million shares of our Series C convertible preferred stock (the “Preferred Stock”). In exchange for the Preferred Stock, Bechtel agreed to discharge approximately $22.7 million of the outstanding liabilities associated with the detailed engineering services for the Driftwood Project, and to apply approximately $27.3 million to additional future detailed engineering services. During the year ended December 31, 2018, all of the approximately $27.3 million of services were received and, as such, all $50.0 million have been recognized on our Condensed Consolidated Balance Sheets within Deferred engineering costs. See Note 3, Deferred Engineering Costs , for further information regarding the costs associated with the detailed engineering services. The holders of the Preferred Stock do not have dividend rights but do have a liquidation preference over holders of our common stock. The holders of the Preferred Stock may convert all or any portion of their shares into shares of our common stock on a one -for-one basis. At any time after “Substantial Completion” of “Project 1,” each as defined in and pursuant to the LSTK EPC agreement for the Driftwood LNG Phase 1 Liquefaction Facility, dated as of November 10, 2017, or at any time after March 21, 2028, we have the right to cause all of the Preferred Stock to be converted into shares of our common stock on a one -for-one basis. The Preferred Stock has been excluded from the computation of diluted loss per share because including it in the computation would have been antidilutive for the periods presented. Public Equity Offering and Exercise of Overallotment In June 2018, we sold 12.0 million shares of common stock for proceeds of approximately $115.2 million , net of approximately $3.6 million in fees and commissions. The underwriters were granted an option to purchase up to an additional 1.8 million shares of common stock within 30 days, which was not exercised. In January 2018, in connection with the Company’s December 2017 equity offering, the underwriters exercised their option to purchase an additional 1.5 million shares of our common stock for proceeds of approximately $14.5 million , net of approximately $0.5 million in fees and commissions. |
Revenue
Revenue | 6 Months Ended |
Jun. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | NOTE 10 — REVENUE For the sale of commodities, we view the delivery of each unit (MMBtu) to be a separate performance obligation that is satisfied upon delivery. These contracts are either fixed price contracts or contracts with a fixed differential to an index price, both of which are deemed fixed consideration that is allocated to each performance obligation and represents the relative standalone selling price basis. Purchases and sales of inventory with the same counterparty that are entered into in contemplation of one another (including buy/sell arrangements) are combined and recorded on a net basis and reported in LNG sales on the Condensed Consolidated Statements of Operations. For such LNG sales, we require payment within 10 days from delivery. Other LNG revenue represents revenue earned from sub-charter agreements and is accounted for outside of ASU 2014-09, Revenue from Contracts with Customers (Topic 606) . In our judgment, the performance obligations for the sale of natural gas and LNG are satisfied at a point in time because the customer obtains control and legal title of the asset when the natural gas or LNG is delivered to the designated sales point. We exclude all taxes from the measurement of transaction price. Because our performance obligations have been satisfied and an unconditional right to consideration exists as of the balance sheet date, we have recognized amounts due from contracts with customers of $1.4 million and $0.5 million as Accounts receivable within the Condensed Consolidated Balance Sheet as of June 30, 2019 and December 31, 2018, respectively. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 12 — INCOME TAXES Due to our cumulative loss position, historical net operating losses (“NOLs”), and other available evidence related to our ability to generate taxable income, we have recorded a full valuation allowance against our net deferred tax assets as of June 30, 2019 and December 31, 2018. Accordingly, we have not recorded a provision for federal, state or foreign income taxes during the three and six months ended June 30, 2019 . We experienced ownership changes as defined by Internal Revenue Code (“IRC”) Section 382 in 2017, and an analysis of the annual limitation on the utilization of our NOLs was performed at that time. It was determined that IRC Section 382 will not limit the use of our NOLs over the carryover period. We will continue to monitor trading activity in our shares that may cause an additional ownership change, which may ultimately affect our ability to fully utilize our existing NOL carryforwards. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
Leases | NOTE 13 — LEASES As outlined in Note 1, General , on January 1, 2019, we adopted ASU 2016-02, Leases (Topic 842) , utilizing the optional transition approach to apply the standard at the beginning of the first quarter of 2019 with no retrospective adjustment to prior periods. In addition, we elected the transition package of practical expedients to: i. carry-forward prior conclusions related to lease identification and classification for existing leases; ii. combine lease and non-lease components of an arrangement for all classes of our leased assets; and iii. omit short-term leases with a term of 12 months or less from recognition on the balance sheet. Adoption of the new lease standard resulted in the recording of an additional right of use asset and a lease liability of approximately $17.9 million and $19.8 million , respectively, as of January 1, 2019. The difference between the right of use asset and lease liability, net of the deferred tax impact, represents the relief of the previously recorded rent accrual. The standard did not materially impact our consolidated net earnings and had no impact on cash flows. We are a lessee of office space. Certain of our leases include one or more options to renew, with renewal terms that can extend the lease term from five to 10 years. The exercise of lease renewal options is at our sole discretion, and, as we are not reasonably certain that those options will be exercised, none are recognized as part of our right to use asset and lease liability. All of our leases are classified as operating. Our weighted-average remaining lease term is approximately seven years. As at June 30, 2019, our right of use asset and lease liability is as follows (in thousands): Lease Presentation June 30, 2019 Right of use asset Other non-current assets 16,919 Total lease asset $ 16,919 Lease liability - current Accrued and other liabilities 2,178 Lease liability - non-current Other non-current liabilities 16,914 Total lease liability $ 19,092 For the three and six months ended June 30, 2019 and 2018, our operating lease costs related to our office space were $0.9 million and $0.8 million , respectively, and $1.8 million and $1.3 million , respectively. As none of our leases provide an implicit rate, we have determined our own discount rate, which, on a weighted-average basis at June 30, 2019 was approximately 8% . For the three and six months ended June 30, 2019, we paid approximately $0.8 million and $1.4 million , respectively, in cash for amounts included in the measurement of lease liabilities, all of which are presented within operating cash flows. In addition, lease liability arising from obtaining the right of use asset is treated as a non-cash item in our Condensed Consolidated Statements of Cash Flows. The table below presents a maturity analysis of our lease liability on an undiscounted basis and reconciles those amounts to the present value of the lease liability as at June 30, 2019 (in thousands): Maturity of lease liability 2019 $ 1,846 2020 3,645 2021 3,508 2022 3,819 2023 4,093 After 2023 8,061 Total lease payments $ 24,972 Less: discount 5,880 Present value of lease liability $ 19,092 At December 31, 2018, future undiscounted minimum rental payments due under noncancelable operating lease agreements pursuant to ASC Topic 840 were: 2019 $ 3,126 2020 3,510 2021 3,440 2022 3,718 2023 3,993 Thereafter 8,061 Total $ 25,848 |
Additional Cash Flow Informatio
Additional Cash Flow Information | 6 Months Ended |
Jun. 30, 2019 | |
Supplemental Cash Flow Information [Abstract] | |
Additional Cash Flow Information | NOTE 14 — ADDITIONAL CASH FLOW INFORMATION The following table provides information regarding the net changes in working capital (in thousands): Six Months Ended June 30, 2019 2018 Accounts receivable $ (1,847 ) $ 4 Accounts receivable due from related parties — 62 Prepaid expenses and other current assets (137 ) 297 Accounts payable and accrued liabilities 8,618 7,611 Other, net (770 ) (3,871 ) Net changes in working capital $ 5,864 $ 4,103 The following table provides supplemental disclosure of cash flow information (in thousands): Six Months Ended June 30, 2019 2018 Property, plant and equipment and other non-current assets non-cash accruals $ 415 $ 3,485 2019 Term Loan paid-in-kind election 240 — Non-cash settlement of withholding taxes associated with the 2018 and 2017 bonus paid and vesting of certain awards, respectively 6,686 5,583 Non-cash settlement of the 2018 and 2017 bonus paid, respectively 18,396 15,140 The statement of cash flows for the six months ended June 30, 2019 reflects a $0.4 million non-cash movement for funds deposited in escrow in December 2018 that have cleared in March 2019 for purchase of property - land. The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the Condensed Consolidated Balance Sheets that sum to the total of such amounts shown in the Condensed Consolidated Statements of Cash Flows (in thousands): Six Months Ended June 30, 2019 2018 Cash and cash equivalents $ 104,005 $ 196,846 Non-current restricted cash 17,968 — Total cash, cash equivalents and restricted cash shown in the statements of cash flows $ 121,973 $ 196,846 |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 15 — SUBSEQUENT EVENTS Driftwood Project Equity Investment On July 10, 2019, Driftwood Holdings entered into an equity capital contribution agreement (the “Contribution Agreement”) with Total Delaware Inc., an affiliate of TOTAL S.A. (“Total Delaware”), whereby Total Delaware agreed to make a $500.0 million capital commitment to Driftwood Holdings in exchange for Class A limited partnership interests in Driftwood Holdings. The closing of the transactions contemplated by the Contribution Agreement is subject to the satisfaction of certain closing conditions, including Tellurian reaching an affirmative FID with respect to “Phase 1” of the Driftwood Project. LNG Sale and Purchase Agreement Also on July 10, 2019, Tellurian Trading UK Ltd, a wholly owned subsidiary of the Company (“Tellurian Trading”), and Total Gas & Power North America Inc., an affiliate of TOTAL S.A. (“Total Gas & Power”) entered into a sale and purchase agreement pursuant to which Total Gas & Power has the right to purchase from Tellurian Trading approximately 1.5 Mtpa of LNG on a free on board basis at prices based on the JKM index price, subject to the terms and conditions of the agreement. 2019 Term Loan Additional Borrowing On July 11, 2019, and as outlined in Note 7, Borrowings , Driftwood Holdings satisfied the criteria, pursuant to the terms of the 2019 Term Loan, and provided the notice of the delayed draw borrowings to the lender. On July 16, 2019, we received the remaining available borrowings under the 2019 Term Loan in the amount of $15.0 million . The additional borrowings will increase the amount of the Final Payment Fee. |
General (Policies)
General (Policies) | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with GAAP for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, certain notes and other information have been condensed or omitted. The accompanying interim financial statements reflect all normal recurring adjustments that are, in the opinion of management, necessary for the fair presentation of our Condensed Consolidated Financial Statements. These interim financial statements should be read in conjunction with the consolidated financial statements and accompanying notes included in our Annual Report on Form 10-K for the year ended December 31, 2018. |
Use of Estimates | Use of Estimates To conform with GAAP, we make estimates and assumptions that affect the amounts reported in our Condensed Consolidated Financial Statements and the accompanying notes. Although these estimates and assumptions are based on our best available knowledge at the time, actual results may differ. |
New Accounting Standards | New Accounting Standards Issued and Adopted We adopted ASU 2016-02, Leases (Topic 842) , on January 1, 2019, utilizing the optional transition approach to apply the standard at the beginning of the first quarter of 2019 with no retrospective adjustment to prior periods. In addition, we elected the transition package of practical expedients upon adoption which, among other things, allowed us not to reassess the historical lease classification. For additional details, refer to Note 13, Leases |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property, Plant and Equipment Comprised of Fixed Assets and Oil and Gas Properties | Property, plant and equipment is comprised of fixed assets and oil and natural gas properties, as shown below (in thousands): June 30, 2019 December 31, 2018 Land $ 13,808 $ 13,276 Proved properties 114,722 101,459 Unproved properties 10,204 10,204 Wells in progress 25,605 4,660 Corporate and other 5,147 2,905 Total property, plant and equipment at cost 169,486 132,504 Accumulated DD&A (8,207 ) (1,924 ) Total property, plant and equipment, net $ 161,279 $ 130,580 |
Other Non-Current Assets (Table
Other Non-Current Assets (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Non-Current Assets | Other non-current assets consist of the following (in thousands): June 30, 2019 December 31, 2018 Land lease and purchase options $ 4,624 $ 4,115 Permitting costs 12,838 12,585 Right of use asset - leases (Note 13) 16,919 — Other 1,226 1,959 Total other non-current assets $ 35,607 $ 18,659 |
Accrued and Other Liabilities (
Accrued and Other Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Payables and Accruals [Abstract] | |
Schedule of Components of Accrued and Other Liabilities | The components of accrued and other liabilities consist of the following (in thousands): June 30, 2019 December 31, 2018 Project development activities $ 11,623 $ 8,879 Payroll and compensation 14,607 23,286 Accrued taxes 928 2,507 Professional services (e.g., legal, audit) 3,909 2,423 Lease liability - current (Note 13) 2,178 — Other 3,133 4,078 Total accrued and other liabilities $ 36,378 $ 41,173 |
Borrowings (Tables)
Borrowings (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Borrowings | June 30, 2019 December 31, 2018 Maturity Interest Rate Amount Interest Rate Amount 2019 Term Loan May 2020 (1) 12% (2) $ 70,020 — $ — 2018 Term Loan September 2021 5%-8% + LIBOR (3) 60,000 5%-8% + LIBOR (3) 60,000 Unamortized deferred financing costs, discounts and fees (15,785 ) (2,952 ) Total borrowings $ 114,235 $ 57,048 (1) Subject to two, six-month extensions, if specific criteria are met. (2) Of this amount, we may defer up to 4% each quarter as paid-in-kind interest. (3) The applicable margin is 5% through the end of the first year from September 28, 2018 (the “Closing Date”), 7% through the end of the second year following the Closing Date and 8% thereafter. |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
Assets And Liabilities, Lessee | As at June 30, 2019, our right of use asset and lease liability is as follows (in thousands): Lease Presentation June 30, 2019 Right of use asset Other non-current assets 16,919 Total lease asset $ 16,919 Lease liability - current Accrued and other liabilities 2,178 Lease liability - non-current Other non-current liabilities 16,914 Total lease liability $ 19,092 |
Schedule of Lease Maturity | The table below presents a maturity analysis of our lease liability on an undiscounted basis and reconciles those amounts to the present value of the lease liability as at June 30, 2019 (in thousands): Maturity of lease liability 2019 $ 1,846 2020 3,645 2021 3,508 2022 3,819 2023 4,093 After 2023 8,061 Total lease payments $ 24,972 Less: discount 5,880 Present value of lease liability $ 19,092 |
Schedule of Future Undiscounted Minimum Rental Payments | At December 31, 2018, future undiscounted minimum rental payments due under noncancelable operating lease agreements pursuant to ASC Topic 840 were: 2019 $ 3,126 2020 3,510 2021 3,440 2022 3,718 2023 3,993 Thereafter 8,061 Total $ 25,848 |
Additional Cash Flow Informat_2
Additional Cash Flow Information (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Supplemental Cash Flow Information [Abstract] | |
Net Changes in Components of Operating Assets and Liabilities | The following table provides information regarding the net changes in working capital (in thousands): Six Months Ended June 30, 2019 2018 Accounts receivable $ (1,847 ) $ 4 Accounts receivable due from related parties — 62 Prepaid expenses and other current assets (137 ) 297 Accounts payable and accrued liabilities 8,618 7,611 Other, net (770 ) (3,871 ) Net changes in working capital $ 5,864 $ 4,103 |
Supplemental Disclosure of Cash Flow Information | The following table provides supplemental disclosure of cash flow information (in thousands): Six Months Ended June 30, 2019 2018 Property, plant and equipment and other non-current assets non-cash accruals $ 415 $ 3,485 2019 Term Loan paid-in-kind election 240 — Non-cash settlement of withholding taxes associated with the 2018 and 2017 bonus paid and vesting of certain awards, respectively 6,686 5,583 Non-cash settlement of the 2018 and 2017 bonus paid, respectively 18,396 15,140 The statement of cash flows for the six months ended June 30, 2019 reflects a $0.4 million non-cash movement for funds deposited in escrow in December 2018 that have cleared in March 2019 for purchase of property - land. The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the Condensed Consolidated Balance Sheets that sum to the total of such amounts shown in the Condensed Consolidated Statements of Cash Flows (in thousands): Six Months Ended June 30, 2019 2018 Cash and cash equivalents $ 104,005 $ 196,846 Non-current restricted cash 17,968 — Total cash, cash equivalents and restricted cash shown in the statements of cash flows $ 121,973 $ 196,846 |
Property, Plant and Equipment -
Property, Plant and Equipment - Summary of Property, Plant and Equipment Comprised of Fixed Assets and Oil and Gas Properties (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $ 169,486 | $ 132,504 |
Accumulated depreciation and depletion | (8,207) | (1,924) |
Total property, plant and equipment, net | 161,279 | 130,580 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 13,808 | 13,276 |
Proved oil and natural gas properties | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 114,722 | 101,459 |
Unproved oil and natural gas properties | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 10,204 | 10,204 |
Wells in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 25,605 | 4,660 |
Corporate and other | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $ 5,147 | $ 2,905 |
Property, Plant and Equipment_2
Property, Plant and Equipment - Additional Information (Detail) | 6 Months Ended |
Jun. 30, 2019license | |
United Kingdom | |
Property, Plant and Equipment [Line Items] | |
Number of non-operating interest in licenses | 2 |
Deferred Engineering Costs - Ad
Deferred Engineering Costs - Additional Information (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Deferred Costs [Abstract] | ||
Deferred engineering costs | $ 86,591 | $ 69,000 |
Other Non-Current Assets (Detai
Other Non-Current Assets (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 | |
Operating Leased Assets [Line Items] | |||
Land lease and purchase options | $ 4,624 | $ 4,115 | |
Permitting costs | 12,838 | 12,585 | |
Right of use asset - leases (Note 13) | 16,919 | $ 17,900 | |
Other | 1,226 | 1,959 | |
Total other non-current assets | $ 35,607 | $ 18,659 | |
Maximum terms (in years) | 60 years | ||
Minimum | |||
Operating Leased Assets [Line Items] | |||
Term of lease (in years) | 4 years | ||
Maximum | |||
Operating Leased Assets [Line Items] | |||
Term of lease (in years) | 5 years |
Financial Instruments (Details)
Financial Instruments (Details) $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 30, 2019USD ($) | Jun. 30, 2019USD ($)Bcf | |
Not Designated as Hedging Instrument | Non-current asset | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset, gross | $ 0.2 | $ 0.2 |
Not Designated as Hedging Instrument | Current asset | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset, gross | 3.7 | 3.7 |
Not Designated as Hedging Instrument | Current liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability, gross | 0.1 | 0.1 |
Not Designated as Hedging Instrument | Non-current liability | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability, gross | 0.3 | $ 0.3 |
Commodity swaps | ||
Derivatives, Fair Value [Line Items] | ||
Hedged portions of expected sales of equity production | Bcf | 15.6 | |
Commodity swaps | Not Designated as Hedging Instrument | ||
Derivatives, Fair Value [Line Items] | ||
Realized gain on derivatives | 0.3 | $ 0.5 |
Unrealized gain on derivatives | 4.7 | $ 3.5 |
Basis Swap | ||
Derivatives, Fair Value [Line Items] | ||
Hedged portions of expected sales of equity production | Bcf | 15.6 | |
Level 2 | Commodity swaps | Not Designated as Hedging Instrument | Prepaid and other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets (liabilities), net | 3.6 | $ 3.6 |
Level 2 | Commodity swaps | Not Designated as Hedging Instrument | Non-current liability | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets (liabilities), net | $ (0.1) | $ (0.1) |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2019 | Jun. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense for vested shares employees and directors | $ 700,000 | $ 2,785,000 | $ 2,368,000 |
Unrecognized compensation expense | $ 196,100,000 | $ 196,100,000 | |
Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based payments (in shares) | 24,600,000 | ||
Number of awards to vest (in shares) | 700,000 | ||
Share-based compensation expense for vested shares employees and directors | $ 0 | ||
Antidilutive securities excluded from computation of loss per share amount (in shares) | 24,600,000 | ||
Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Antidilutive securities excluded from computation of loss per share amount (in shares) | 2,000,000 | ||
2016 Omnibus Compensation Incentive Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of common stock authorized for issuance (in shares) | 40,000,000 | 40,000,000 | |
Vesting period one | Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of awards to vest (in shares) | 19,700,000 | ||
Vesting period two | Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of awards to vest (in shares) | 4,200,000 |
Accrued and Other Liabilities -
Accrued and Other Liabilities - Schedule of Components of Accounts Payable and Accrued Liabilities (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Payables and Accruals [Abstract] | ||
Project development activities | $ 11,623 | $ 8,879 |
Payroll and compensation | 14,607 | 23,286 |
Accrued taxes | 928 | 2,507 |
Professional services (e.g., legal, audit) | 3,909 | 2,423 |
Lease liability - current (Note 13) | 2,178 | |
Other | 3,133 | 4,078 |
Total accrued and other liabilities | $ 36,378 | $ 41,173 |
Borrowings - Schedule of Borrow
Borrowings - Schedule of Borrowings (Details) $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2019USD ($)extension_termcredit_agreement | Dec. 31, 2018USD ($) | May 23, 2019 | |
Debt Instrument [Line Items] | |||
Unamortized discount and deferred financing costs | $ (15,785) | $ (2,952) | |
Total borrowings | $ 114,235 | 57,048 | |
Paid-in-kind interest each quarter (as a percentage) (up to) | 4.00% | ||
Number of credit agreements | credit_agreement | 2 | ||
Term loan | 2018 Term Loan | |||
Debt Instrument [Line Items] | |||
Long-term borrowings | $ 60,000 | $ 60,000 | |
LIBOR | |||
Debt Instrument [Line Items] | |||
Basis on variable rate, first year (as a percentage) | 5.00% | ||
Basis on variable rate, second year (as a percentage) | 7.00% | ||
Basis on variable rate, thereafter (as a percentage) | 8.00% | ||
Minimum | LIBOR | Term loan | 2018 Term Loan | |||
Debt Instrument [Line Items] | |||
Interest rate basis (as a percentage) | 5.00% | 5.00% | |
Maximum | LIBOR | Term loan | 2018 Term Loan | |||
Debt Instrument [Line Items] | |||
Interest rate basis (as a percentage) | 8.00% | 8.00% | |
Term loan | 2019 Term Loan | |||
Debt Instrument [Line Items] | |||
Debt interest rate (as a percentage) | 12.00% | 12.00% | |
Short-term borrowings | $ 70,020 | ||
Number of extensions available | extension_term | 2 | ||
Extension term (in months) | 6 months | ||
Paid-in-kind interest each quarter (as a percentage) (up to) | 4.00% |
Borrowings - Short-term Borrowi
Borrowings - Short-term Borrowings (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2019 | Jun. 30, 2018 | May 23, 2019 | |
Short-term Debt [Line Items] | ||||
Paid-in-kind interest each quarter (as a percentage) (up to) | 4.00% | 4.00% | ||
2019 Term Loan paid-in-kind election | $ 240,000 | $ 0 | ||
Fair value of warrant | $ 3,300,000 | |||
Term loan | 2019 Term Loan | ||||
Short-term Debt [Line Items] | ||||
Principal amount | 60,000,000 | |||
Deferred financing costs | $ 2,200,000 | |||
Debt interest rate (as a percentage) | 12.00% | 12.00% | 12.00% | |
Paid-in-kind interest each quarter (as a percentage) (up to) | 4.00% | |||
2019 Term Loan paid-in-kind election | $ 200,000 | |||
Final fee (as a percentage) | 20.00% | |||
Final Payment Fee | $ 9,800,000 | $ 9,800,000 | ||
Fair value of warrant | $ 3,300,000 | |||
Right to additional borrowing | $ 15,000,000 |
Borrowings - Long-term Borrowin
Borrowings - Long-term Borrowings (Details) - USD ($) | Sep. 28, 2018 | Jun. 30, 2019 | Dec. 31, 2018 | Jun. 30, 2018 |
Debt Instrument [Line Items] | ||||
Non-current restricted cash | $ 17,968,000 | $ 49,875,000 | $ 0 | |
Term loan | ||||
Debt Instrument [Line Items] | ||||
Minimum aggregate principal payment | 5,000,000 | |||
Integral multiple payments in excess thereof | $ 1,000,000 | |||
Early termination premium (as a percentage) | 1.00% | |||
Term loan | 2018 Term Loan | ||||
Debt Instrument [Line Items] | ||||
Debt term (in years) | 3 years | |||
Principal amount | $ 60,000,000 | |||
Non-current restricted cash | $ 18,000,000 |
Borrowings - Fair Value (Detail
Borrowings - Fair Value (Details) $ in Millions | Jun. 30, 2019USD ($) |
2019 Term Loan | |
Short-term Debt [Line Items] | |
Fair value of term loan | $ 65.1 |
Commitments and Contingencies (
Commitments and Contingencies (Details) MMBTU in Millions | Apr. 23, 2019MMBTU |
Minimum | |
Subsidiary, Sale of Stock [Line Items] | |
Each cargo quantity (in MMBtu) | 3.3 |
Maximum | |
Subsidiary, Sale of Stock [Line Items] | |
Each cargo quantity (in MMBtu) | 3.6 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) $ / shares in Units, $ in Thousands | May 23, 2019USD ($)$ / sharesshares | Jun. 30, 2018USD ($)shares | Jan. 31, 2018USD ($)shares | Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | Dec. 31, 2018USD ($) | Mar. 31, 2018USD ($)shares |
Class of Stock [Line Items] | |||||||
Aggregate purchase price, net of offering costs | $ 115,200 | ||||||
Number of shares for purchase under warrant (in shares) | shares | 1,500,000 | ||||||
Fair value of warrant | $ 3,300 | ||||||
Common stock purchase price (in dollars per share) | $ / shares | $ 10 | ||||||
Warrant term (in years) | 5 years | ||||||
Deferred engineering costs | $ 86,591 | $ 69,000 | |||||
Conversion ratio | 1 | ||||||
Option to purchase additional shares of common stock (in shares) | shares | 12,000,000 | ||||||
Fees and commissions | $ 3,600 | $ 0 | $ 4,090 | ||||
Over-allotment Option | |||||||
Class of Stock [Line Items] | |||||||
Aggregate purchase price, net of offering costs | $ 14,500 | ||||||
Option to purchase additional shares of common stock (in shares) | shares | 1,800,000 | 1,500,000 | |||||
Fees and commissions | $ 500 | ||||||
Convertible Preferred Stock | |||||||
Class of Stock [Line Items] | |||||||
Convertible preferred stock, shares issued (in shares) | shares | 6,100,000 | ||||||
Discharged amounts outstanding | $ 22,700 | ||||||
Amounts to be invoiced | 27,300 | ||||||
Maximum | At-the-Market Program | |||||||
Class of Stock [Line Items] | |||||||
Aggregate purchase price, net of offering costs | $ 189,700 | ||||||
Driftwood Project | |||||||
Class of Stock [Line Items] | |||||||
Deferred engineering costs | $ 50,000 |
Revenue (Details)
Revenue (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 |
Revenue from Contract with Customer [Abstract] | ||
Recognized amounts due from contracts with customer | $ 1.4 | $ 0.5 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Jan. 01, 2019 | |
Lessee, Lease, Description [Line Items] | |||||
Right of use asset | $ 16,919 | $ 16,919 | $ 17,900 | ||
Lease liability | $ 19,092 | $ 19,092 | $ 19,800 | ||
Weighted-average remaining lease term (in years) | 7 years | 7 years | |||
Operating lease costs | $ 900 | $ 800 | $ 1,800 | $ 1,300 | |
Weighted-average discount rate (as a percentage) | 8.00% | 8.00% | |||
Cash paid for amounts included in the measurement of lease liabilities | $ 800 | $ 1,400 | |||
Minimum | |||||
Lessee, Lease, Description [Line Items] | |||||
Lease renewal term (in years) | 5 years | 5 years | |||
Maximum | |||||
Lessee, Lease, Description [Line Items] | |||||
Lease renewal term (in years) | 10 years | 10 years |
Leases - Right of Use Asset and
Leases - Right of Use Asset and Lease Liability (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Jan. 01, 2019 |
Leases [Abstract] | ||
Total lease asset | $ 16,919 | $ 17,900 |
Lease liability - current | 2,178 | |
Lease liability - non-current | 16,914 | |
Total lease liability | $ 19,092 | $ 19,800 |
Leases - Schedule of Lease Matu
Leases - Schedule of Lease Maturity (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Jan. 01, 2019 |
Leases [Abstract] | ||
2019 | $ 1,846 | |
2020 | 3,645 | |
2021 | 3,508 | |
2022 | 3,819 | |
2023 | 4,093 | |
After 2023 | 8,061 | |
Total lease payments | 24,972 | |
Less: discount | 5,880 | |
Present value of lease liability | $ 19,092 | $ 19,800 |
Leases - Schedule of Future Und
Leases - Schedule of Future Undiscounted Minimum Rental Payments (Details) | Dec. 31, 2018USD ($) |
Leases [Abstract] | |
2019 | $ 3,126 |
2020 | 3,510 |
2021 | 3,440 |
2022 | 3,718 |
2023 | 3,993 |
Thereafter | 8,061 |
Total | $ 25,848 |
Additional Cash Flow Informat_3
Additional Cash Flow Information - Net Changes in Working Capital (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Supplemental Cash Flow Elements [Abstract] | ||
Accounts receivable | $ (1,847) | $ 4 |
Accounts receivable due from related parties | 0 | 62 |
Prepaid expenses and other current assets | (137) | 297 |
Accounts payable and accrued liabilities | 8,618 | 7,611 |
Other, net | (770) | (3,871) |
Net changes in components of operating assets and liabilities, net of acquisitions (See Note 13) | $ 5,864 | $ 4,103 |
Additional Cash Flow Informat_4
Additional Cash Flow Information (Details) - USD ($) $ in Thousands | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Supplemental Cash Flow Information [Abstract] | ||||
Property, plant and equipment and other non-current assets non-cash accruals | $ 415 | $ 3,485 | ||
2019 Term Loan paid-in-kind election | 240 | 0 | ||
Non-cash settlement of withholding taxes associated with the 2018 and 2017 bonus paid and vesting of certain awards, respectively | 6,686 | 5,583 | ||
Non-cash settlement of the 2018 and 2017 bonus paid, respectively | 18,396 | 15,140 | ||
Non-cash movement for funds deposited in escrow | 400 | |||
Cash and cash equivalents | 104,005 | 196,846 | $ 133,714 | |
Non-current restricted cash | 17,968 | 0 | 49,875 | |
Total cash, cash equivalents and restricted cash shown in the statements of cash flows | $ 121,973 | $ 196,846 | $ 183,589 | $ 128,273 |
Subsequent Events (Details)
Subsequent Events (Details) $ in Thousands | Jul. 16, 2019USD ($) | Jul. 10, 2019USD ($)MT / yr | Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) |
Subsequent Event [Line Items] | ||||
Proceeds from borrowing under term loan | $ 60,000 | $ 0 | ||
Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Capital commitment in exchange for limited partnership interests | $ 500,000 | |||
Right to sale and purchase LNG (in Mtpa) | MT / yr | 1.5 | |||
2019 Term Loan | Term loan | Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Proceeds from borrowing under term loan | $ 15,000 |