Annual report pursuant to Section 13 and 15(d)

Schedule I—Condensed Financial Information of Registrant (Notes)

v2.4.1.9
Schedule I—Condensed Financial Information of Registrant (Notes) (Parent Company [Member])
 12 Months Ended
Dec. 31, 2014
Parent Company [Member]
  
Condensed Financial Statements, Captions [Line Items]  
Schedule I - Condensed Financial Information of Registrant

CHENIERE ENERGY, INC.

CONDENSED BALANCE SHEETS
(in thousands) 
 
December 31,
 
2014
 
2013
ASSETS
 

 
 
Non-current restricted cash and cash equivalents
$
5,847

 
$
5,844

Property, plant and equipment
2,596

 
—

Debt receivable—affiliates
809,416

 
775,202

Other
414

 
—

Investments in affiliates
 
 
 
Cheniere’s investment in affiliates
(25,169
)
 
(475,957
)
Non-controlling interest investments in affiliates
2,665,694

 
2,660,380

Investment in affiliates, net
2,640,525

 
2,184,423

Total assets
$
3,458,798

 
$
2,965,469

 
 
 
 
LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
Current accrued liabilities
$
8,086

 
$
104

Current debt—affiliate
134,444

 
125,307

Long-term debt, net
814,751

 
—

 
 
 
 
Commitments and contingencies

 


 
 
 
 
Stockholders’ equity (deficit)
(164,177
)
 
179,678

Non-controlling interest
2,665,694

 
2,660,380

Total liabilities and stockholders’ equity
$
3,458,798

 
$
2,965,469




























The accompanying notes are an integral part of these condensed financial statements.

CHENIERE ENERGY, INC.

CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(in thousands) 
 
Year Ended December 31,
 
2014
 
2013
 
2012
Operating costs and expenses
$
8,223

 
$
55

 
$
36

 
 
 
 
 
 
Interest expense, net
(4,205
)
 
—

 
(12,883
)
Interest expense, net—affiliates
(9,137
)
 
(9,137
)
 
(9,137
)
Interest income
3

 
—

 
—

Interest income—affiliates
34,213

 
34,213

 
34,213

Equity losses of affiliates
 
 
 
 
 
Equity losses of affiliates attributable to Cheniere
(416,638
)
 
(532,942
)
 
(344,937
)
Equity losses of affiliates attributable to non-controlling interest
(143,945
)
 
(50,841
)
 
(12,861
)
Net loss
$
(547,932
)
 
$
(558,762
)
 
$
(345,641
)
 
 
 
 
 
 
Other comprehensive income (loss)
—

 
27,351

 
(27,093
)
Comprehensive loss attributable to non-controlling interest
—

 
48,809

 
12,861

Comprehensive loss
$
(547,932
)
 
$
(482,602
)
 
$
(359,873
)


































The accompanying notes are an integral part of these condensed financial statements.

CHENIERE ENERGY, INC.

CONDENSED STATEMENTS OF CASH FLOWS
(in thousands) 
 
 
Year Ended December 31,
 
 
2014
 
2013
 
2012
Net cash used in operating activities
 
$
(240
)
 
$
(5,796
)
 
$
(6,699
)
 
 
 
 
 
 
 
Cash flows from investing activities
 
 

 
 

 
 

Investments in affiliates
 
(901,329
)
 
139,494

 
(968,962
)
Net cash provided by (used in) investing activities
 
(901,329
)
 
139,494

 
(968,962
)
 
 
 
 
 
 
 
Cash flows from financing activities
 
 

 
 

 
 

Proceeds from issuance of long-term debt
 
1,000,000

 
—

 
—

Proceeds from sale of common stock, net
 
—

 
3,628

 
1,200,705

Payments related to tax withholdings for share-based compensation
 
(112,324
)
 
(140,711
)
 
(20,414
)
Repayments of long-term debt
 
—

 
—

 
(204,630
)
Excess tax benefit from share-based compensation
 
3,605

 
3,385

 
—

Proceeds from exercise of stock options
 
10,806

 
—

 
—

Other
 
(518
)
 
—

 
—

Net cash provided by (used in) financing activities
 
901,569

 
(133,698
)
 
975,661

 
 
 
 
 
 
 
Net decrease in cash and cash equivalents
 
—

 
—

 
—

Cash and cash equivalents—beginning of period
 
—

 
—

 
—

Cash and cash equivalents—end of period
 
$
—

 
$
—

 
$
—






























The accompanying notes are an integral part of these condensed financial statements.
CHENIERE ENERGY, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

NOTE 1—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The condensed financial statements represent the financial information required by Securities and Exchange Commission Regulation S-X 5-04 for Cheniere Energy, Inc. (“Cheniere”).
 
In the condensed financial statements, Cheniere’s investments in affiliates are presented 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 in the balance sheets. The loss from operations of the affiliates is reported on a net basis as investment in affiliates (investment in and equity in net losses of affiliates).
 
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
 
As of December 31, 2014 and 2013, our debt consisted of the following (in thousands):
 
 
December 31,
 
 
2014
 
2013
 
 
 
 
 
Note—Affiliate
 
$
134,444

 
$
125,307


 
Note—Affiliate

In May 2007, we entered into a $391.7 million long-term note (“Note—Affiliate”) with Cheniere Subsidiary Holdings, LLC (“Cheniere Subsidiary”), a wholly owned subsidiary of Cheniere. Cheniere Subsidiary received the $391.7 million net proceeds from a $400.0 million credit agreement entered into in May 2007. Borrowings under the Note—Affiliate bear interest equal to the terms of Cheniere Subsidiary’s credit agreement at a fixed rate of 9¾% per annum. Interest is calculated on the unpaid principal amount of the Note—Affiliate outstanding and is payable quarterly in arrears on March 31, June 30, September 30 and December 31 of each year. In August 2008, the Note—Affiliate was replaced with a global intercompany note entered into by all Cheniere subsidiaries that were parties to the $250.0 million credit agreement entered into in August 2008. Each subsidiary is both a maker and a payee under the global intercompany note, and balances between subsidiaries are as recorded on Cheniere’s books and records. The $391.7 million of proceeds from the Note—Affiliate were used for general corporate purposes, including our repurchase, completed during 2007, of approximately 9 million shares of our outstanding common stock pursuant to the exercise of the call options acquired in the issuer call spread purchased by us in connection with the issuance of the $325.0 million convertible senior unsecured notes due August 2012. In January 2012, we decreased a portion of the Note—Affiliate principal balance with offsetting intercompany receivables that resulted in a new principal balance of $93.7 million.


NOTE 3—GUARANTEES
 
Guarantees on Behalf of Cheniere Marketing, LLC
  
Many of Cheniere Marketing, LLC’s natural gas purchase, sale, transportation and shipping agreements have been guaranteed by Cheniere. As of December 31, 2014, these guaranteed contracts have zero amount of exposure to the potential of future payments and there was zero carrying amount of liability related to these guaranteed contracts.
 
Guarantee on behalf of Sabine Pass Tug Services, LLC
 
Sabine Pass Tug Services, LLC (“Tug Services”), a wholly owned subsidiary of Cheniere Energy Partners, L.P., entered into a Marine Services Agreement (“Tug Agreement”) for three tugs with Alpha Marine Services, LLC. The initial term of the Tug Agreement ends on the tenth anniversary of the service date, with Tug Services having the option for two additional extension terms of five years each. This contract has been guaranteed by Cheniere for up to $5.0 million.

NOTE 4 —SUPPLEMENTAL CASH FLOW INFORMATION
 
 
Year Ended December 31,
 
 
2014
 
2013
 
2012
 
 
(in thousands)
Non-cash capital contributions (1)
 
$
(560,583
)
 
$
(583,788
)
 
$
(357,798
)
 
(1)
Amounts represent equity losses of affiliates and non-controlling interest not funded by Cheniere.