▪ | Our wholly owned subsidiary, Corpus Christi Liquefaction, LLC (“Corpus Christi Liquefaction”), has entered into LNG Sale and Purchase Agreements (“SPAs”) beginning in the second quarter 2014 through July 2014 with the following customers for the Corpus Christi Liquefaction Project: |
◦ | Endesa Generación, S.A. (which has been assigned to Endesa S.A.) and Endesa S.A. (together, “Endesa”) under which Endesa has agreed to purchase a total of 117.3 million MMBtu of LNG per year (approximately 2.25 mtpa) upon the date of the first commercial delivery of LNG from Train 1; |
◦ | Iberdrola S.A. (“Iberdrola”) under which Iberdrola has agreed to purchase a total of 39.7 million MMBtu of LNG per year (approximately 0.76 mtpa) upon the date of first commercial delivery of LNG from Train 2. In addition, Corpus Christi Liquefaction will provide Iberdrola with bridging volumes of 19.8 million MMBtu per contract year, starting on the date on which Train 1 becomes commercially operable and ending on the date of the first commercial delivery of LNG from Train 2; |
◦ | Gas Natural Fenosa LNG SL (“Gas Natural Fenosa”) under which Gas Natural Fenosa has agreed to purchase a total of 78.2 million MMBtu of LNG per year (approximately 1.5 mtpa) upon the date of first commercial delivery of LNG from Train 2; |
◦ | Woodside Energy Trading Singapore Pte Ltd (“Woodside”) under which Woodside has agreed to purchase a total of 44.1 million MMBtu of LNG per year (approximately 0.85 mtpa) upon the date of first commercial delivery of LNG from Train 2; |
◦ | PT Pertamina (Persero) (“Pertamina”) under which Pertamina has agreed to purchase an additional 39.7 million MMBtu of LNG per year (approximately 0.76 mtpa) upon the date of first commercial delivery of LNG from Train 2; and |
◦ | Électricité de France, S.A. (“EDF”) under which EDF has agreed to purchase 40.0 million MMBtu of LNG per year (approximately 0.77 mtpa) upon the date of first commercial delivery of LNG from Train 3. In addition, Corpus Christi Liquefaction will provide EDF with bridging volumes of 20.0 million MMBtu per contract year, starting on the date on which Train 2 becomes commercially operable and ending on the date of the first commercial delivery of LNG from Train 3. |
▪ | In May 2014, Sabine Pass Liquefaction issued an aggregate principal amount of $2.0 billion of 5.75% Senior Secured Notes due 2024 and $0.5 billion of 5.625% Senior Secured Notes due 2023. Net proceeds from the offering of approximately $2.5 billion were used to repay certain outstanding indebtedness under the 2013 Liquefaction Credit Facilities, and the remaining proceeds are being used to pay a portion of the capital costs in connection with the construction of the first four natural gas liquefaction trains (“Trains”) of the Sabine Pass Liquefaction Project in lieu of a terminated portion of the commitments under the 2013 Liquefaction Credit Facilities. |
▪ | Construction on Trains 1 and 2 began in August 2012, and as of June 30, 2014, the overall project for Trains 1 and 2 was approximately 69% complete, which is ahead of the contractual schedule. Based on our current construction schedule, we anticipate that Train 1 will produce LNG as early as late 2015. |
▪ | Construction on Trains 3 and 4 began in May 2013, and as of June 30, 2014, the overall project for Trains 3 and 4 was approximately 36% complete, which is ahead of the contractual schedule. We expect Trains 3 and 4 to become operational in late 2016 and 2017, respectively. |
▪ | Trains 5 and 6 are under development. We have entered into SPAs for approximately 3.75 mtpa in aggregate that commence with the date of first commercial delivery for Train 5. We have received authorizations from the Department of Energy (“DOE”) to export 503 Bcf per year of LNG volumes from Trains 5 and 6 to free trade agreement (“FTA”) countries. Authorization to export LNG to non-FTA countries is pending. Federal Energy Regulatory Commission (“FERC”) authorization is also pending. We will contemplate making a final investment decision to commence construction on Trains 5 and 6 based upon, among other things, entering into acceptable commercial arrangements, receiving all regulatory approvals and obtaining financing. |
▪ | To date, we have entered into SPAs aggregating approximately 6.9 mtpa of LNG volumes commencing with Trains 1 and 2 and 0.77 mtpa of LNG volumes commencing with Train 3. |
▪ | We have received authorization from the DOE to export up to 767 Bcf per year of domestically produced LNG to FTA countries. Authorization to export LNG to non-FTA countries is pending. FERC authorization is also pending. |
Target Date | ||||||||
Sabine Pass Liquefaction | Corpus Christi Liquefaction | |||||||
Milestone | Trains 1 & 2 | Trains 3 & 4 | Trains 5 & 6 | |||||
DOE export authorization | Received | Received | Received FTA Pending Non-FTA | Received FTA; Pending Non-FTA | ||||
Definitive commercial agreements | Completed 7.7 mtpa | Completed 8.3 mtpa | T5: Completed T6: 2014 | T1-T2: Completed | ||||
- BG Gulf Coast LNG, LLC | 4.2 mtpa | 1.3 mtpa | ||||||
- Gas Natural Fenosa | 3.5 mtpa | |||||||
- KOGAS | 3.5 mtpa | |||||||
- GAIL (India) Ltd. | 3.5 mtpa | |||||||
- Total Gas & Power N.A. | 2.0 mtpa | |||||||
- Centrica plc | 1.75 mtpa | |||||||
- PT Pertamina | 1.52 mtpa | |||||||
- Endesa, S.A. | 2.25 mtpa | |||||||
- Iberdrola, S.A. | 0.76 mtpa | |||||||
- Gas Natural Fenosa LNG SL | 1.50 mtpa | |||||||
- Woodside Energy Trading Singapore | 0.85 mtpa | |||||||
- Électricité de France, S.A. | 0.77 mtpa | |||||||
EPC contract | Completed | Completed | 2015 | Completed | ||||
Financing | 2015 | 2014 | ||||||
- Equity | Completed | Completed | ||||||
- Debt commitments | Received | Received | ||||||
FERC authorization | ||||||||
- FERC Order | Received | Received | 2014/2015 | 2014/2015 | ||||
- Certificate to commence construction | Received | Received | ||||||
Issue Notice to Proceed | Completed | Completed | 2015 | 2015 | ||||
Commence operations | 2015/2016 | 2016/2017 | 2018/2019 | 2018/2019 |
Three Months Ended | Six Months Ended | ||||||||||||||
June 30, | June 30, | ||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||
Revenues | |||||||||||||||
LNG terminal revenues | $ | 66,841 | $ | 66,426 | $ | 133,260 | $ | 132,487 | |||||||
Marketing and trading revenues (losses) | 324 | 416 | 981 | (149 | ) | ||||||||||
Other | 480 | 335 | 954 | 745 | |||||||||||
Total revenues | 67,645 | 67,177 | 135,195 | 133,083 | |||||||||||
Operating costs and expenses | |||||||||||||||
General and administrative expense | 67,720 | 135,076 | 141,528 | 220,875 | |||||||||||
Depreciation | 17,298 | 15,173 | 32,773 | 30,286 | |||||||||||
LNG terminal operating expense | 29,409 | 31,068 | 43,096 | 46,327 | |||||||||||
LNG terminal development expense | 15,263 | 22,081 | 27,375 | 39,168 | |||||||||||
Other | 90 | 57 | 170 | 159 | |||||||||||
Total operating costs and expenses | 129,780 | 203,455 | 244,942 | 336,815 | |||||||||||
Loss from operations | (62,135 | ) | (136,278 | ) | (109,747 | ) | (203,732 | ) | |||||||
Other income (expense) | |||||||||||||||
Interest expense, net | (43,789 | ) | (42,016 | ) | (84,059 | ) | (82,278 | ) | |||||||
Loss on early extinguishment of debt | (114,335 | ) | (80,510 | ) | (114,335 | ) | (80,510 | ) | |||||||
Derivative gain (loss), net | (60,178 | ) | 95,509 | (94,859 | ) | 78,041 | |||||||||
Other income (expense) | (189 | ) | 413 | 121 | 889 | ||||||||||
Total other expense | (218,491 | ) | (26,604 | ) | (293,132 | ) | (83,858 | ) | |||||||
Loss before income taxes and non-controlling interest | (280,626 | ) | (162,882 | ) | (402,879 | ) | (287,590 | ) | |||||||
Income tax provision | (84 | ) | (1,022 | ) | (176 | ) | (942 | ) | |||||||
Net loss | (280,710 | ) | (163,904 | ) | (403,055 | ) | (288,532 | ) | |||||||
Less: net loss attributable to non-controlling interest | (78,782 | ) | (9,140 | ) | (103,317 | ) | (16,664 | ) | |||||||
Net loss attributable to common stockholders | $ | (201,928 | ) | $ | (154,764 | ) | $ | (299,738 | ) | $ | (271,868 | ) | |||
Net loss per share attributable to common stockholders—basic and diluted | $ | (0.90 | ) | $ | (0.71 | ) | $ | (1.34 | ) | $ | (1.26 | ) | |||
Weighted average number of common shares outstanding—basic and diluted | 223,602 | 217,397 | 223,406 | 216,520 |
June 30, | December 31, | ||||||
2014 | 2013 | ||||||
ASSETS | (unaudited) | ||||||
Current assets | |||||||
Cash and cash equivalents | $ | 889,887 | $ | 960,842 | |||
Restricted cash and cash equivalents | 670,659 | 598,064 | |||||
Accounts and interest receivable | 4,175 | 4,486 | |||||
LNG inventory | 5,800 | 10,563 | |||||
Prepaid expenses and other | 20,963 | 17,225 | |||||
Total current assets | 1,591,484 | 1,591,180 | |||||
Non-current restricted cash and cash equivalents | 1,855,769 | 1,031,399 | |||||
Property, plant and equipment, net | 7,933,868 | 6,454,399 | |||||
Debt issuance costs, net | 259,716 | 313,944 | |||||
Non-current derivative assets | 20,236 | 98,123 | |||||
Goodwill | 76,819 | 76,819 | |||||
Other | 121,403 | 107,373 | |||||
Total assets | $ | 11,859,295 | $ | 9,673,237 | |||
LIABILITIES AND STOCKHOLDERS’ EQUITY | |||||||
Current liabilities | |||||||
Accounts payable | $ | 30,205 | $ | 10,367 | |||
Accrued liabilities | 320,918 | 186,552 | |||||
Deferred revenue | 26,639 | 26,593 | |||||
Other | 13,121 | 13,499 | |||||
Total current liabilities | 390,883 | 237,011 | |||||
Long-term debt, net | 8,987,850 | 6,576,273 | |||||
Long-term deferred revenue | 15,500 | 17,500 | |||||
Other non-current liabilities | 4,105 | 2,396 | |||||
Commitments and contingencies | |||||||
Stockholders’ equity | |||||||
Preferred stock, $0.0001 par value, 5.0 million shares authorized, none issued | — | — | |||||
Common stock, $0.003 par value | |||||||
Authorized: 480.0 million shares at June 30, 2014 and December 31, 2013 | |||||||
Issued and outstanding: 238.1 million shares at June 30, 2014 and December 31, 2013 | 715 | 716 | |||||
Treasury stock: 9.2 million shares and 9.0 million shares at June 30, 2014 and December 31, 2013, respectively, at cost | (189,646 | ) | (179,826 | ) | |||
Additional paid-in-capital | 2,533,119 | 2,459,699 | |||||
Accumulated deficit | (2,400,645 | ) | (2,100,907 | ) | |||
Total stockholders’ equity | (56,457 | ) | 179,682 | ||||
Non-controlling interest | 2,517,414 | 2,660,375 | |||||
Total equity | 2,460,957 | 2,840,057 | |||||
Total liabilities and equity | $ | 11,859,295 | $ | 9,673,237 |