|
Long-Term Debt (Tables)
|
12 Months Ended |
|
Dec. 31, 2014
|
| Debt Instrument [Line Items] |
|
| Schedule of Long-term Debt Instruments |
As of December 31, 2014 and 2013, our long-term debt consisted of the following (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
December 31, |
|
|
2014 |
|
2013 |
Long-term debt |
|
|
|
|
2016 Sabine Pass LNG Senior Notes |
|
$ |
1,665,500 |
|
|
$ |
1,665,500 |
|
2020 Sabine Pass LNG Senior Notes |
|
420,000 |
|
|
420,000 |
|
2021 Sabine Pass Liquefaction Senior Notes |
|
2,000,000 |
|
|
2,000,000 |
|
2022 Sabine Pass Liquefaction Senior Notes |
|
1,000,000 |
|
|
1,000,000 |
|
2023 Sabine Pass Liquefaction Senior Notes |
|
1,500,000 |
|
|
1,000,000 |
|
2024 Sabine Pass Liquefaction Senior Notes |
|
2,000,000 |
|
|
— |
|
2013 Liquefaction Credit Facilities |
|
— |
|
|
100,000 |
|
2021 Convertible Unsecured Notes |
|
1,004,469 |
|
|
— |
|
2017 CTPL Term Loan |
|
400,000 |
|
|
400,000 |
|
Total long-term debt |
|
9,989,969 |
|
|
6,585,500 |
|
Long-term debt premium (discount) |
|
|
|
|
|
|
2016 Sabine Pass LNG Senior Notes |
|
(8,998 |
) |
|
(13,693 |
) |
2021 Sabine Pass Liquefaction Senior Notes |
|
10,177 |
|
|
11,562 |
|
2023 Sabine Pass Liquefaction Senior Notes |
|
7,088 |
|
|
— |
|
2021 Convertible Unsecured Notes |
|
(189,717 |
) |
|
— |
|
2017 CTPL Term Loan |
|
(2,435 |
) |
|
(7,096 |
) |
Total long-term debt, net |
|
$ |
9,806,084 |
|
|
$ |
6,576,273 |
|
|
| 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, 2014 (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Payments Due for the Years Ended December 31, |
|
|
Total |
|
2015 |
|
2016 to 2017 |
|
2018 to 2019 |
|
Thereafter |
Debt: |
|
|
|
|
|
|
|
|
|
|
2016 Notes |
|
$ |
1,665,500 |
|
|
$ |
— |
|
|
$ |
1,665,500 |
|
|
$ |
— |
|
|
$ |
— |
|
2020 Notes |
|
420,000 |
|
|
— |
|
|
— |
|
|
— |
|
|
420,000 |
|
2021 Sabine Pass Liquefaction Senior Notes |
|
2,000,000 |
|
|
— |
|
|
— |
|
|
— |
|
|
2,000,000 |
|
2022 Sabine Pass Liquefaction Senior Notes |
|
1,000,000 |
|
|
— |
|
|
— |
|
|
— |
|
|
1,000,000 |
|
2023 Sabine Pass Liquefaction Senior Notes |
|
1,500,000 |
|
|
— |
|
|
— |
|
|
— |
|
|
1,500,000 |
|
2024 Sabine Pass Liquefaction Senior Notes |
|
2,000,000 |
|
|
— |
|
|
— |
|
|
— |
|
|
2,000,000 |
|
2021 Convertible Unsecured Notes |
|
1,004,469 |
|
|
— |
|
|
— |
|
|
— |
|
|
1,004,469 |
|
2017 CTPL Term Loan |
|
400,000 |
|
|
— |
|
|
400,000 |
|
|
— |
|
|
— |
|
Total Debt |
|
$ |
9,989,969 |
|
|
$ |
— |
|
|
$ |
2,065,500 |
|
|
$ |
— |
|
|
$ |
7,924,469 |
|
|
| Schedule of Carrying Values and Estimated Fair Values of Debt Instruments |
The following table (in thousands) shows the carrying amount and estimated fair value of our long-term debt:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2014 |
|
December 31, 2013 |
|
|
Carrying
Amount
|
|
Estimated
Fair Value
|
|
Carrying
Amount
|
|
Estimated
Fair Value
|
2016 Sabine Pass LNG Senior Notes, net of discount (1) |
|
$ |
1,656,502 |
|
|
$ |
1,718,621 |
|
|
$ |
1,651,807 |
|
|
$ |
1,868,607 |
|
2020 Sabine Pass LNG Senior Notes (1) |
|
420,000 |
|
|
428,400 |
|
|
420,000 |
|
|
432,600 |
|
2021 Sabine Pass Liquefaction Senior Notes, net of premium (1) |
|
2,010,177 |
|
|
1,985,050 |
|
|
2,011,562 |
|
|
1,961,273 |
|
2022 Sabine Pass Liquefaction Senior Notes (1) |
|
1,000,000 |
|
|
1,020,000 |
|
|
1,000,000 |
|
|
982,500 |
|
2023 Sabine Pass Liquefaction Senior Notes, net of premium (1) |
|
1,507,089 |
|
|
1,476,947 |
|
|
1,000,000 |
|
|
935,000 |
|
2024 Sabine Pass Liquefaction Senior Notes (1) |
|
2,000,000 |
|
|
1,970,000 |
|
|
— |
|
|
— |
|
2013 Liquefaction Credit Facilities (2) |
|
— |
|
|
— |
|
|
100,000 |
|
|
100,000 |
|
2021 Convertible Unsecured Notes (3) |
|
814,751 |
|
|
1,025,563 |
|
|
— |
|
|
— |
|
2017 CTPL Term Loan, net of discount (4) |
|
397,565 |
|
|
400,000 |
|
|
392,904 |
|
|
400,000 |
|
|
|
(1) |
The Level 2 estimated fair value was based on quotations obtained from broker-dealers who make markets in these and similar instruments based on the closing trading prices on December 31, 2014 and 2013, as applicable.
|
|
|
(2) |
The Level 3 estimated fair value approximates the carrying amount because the interest rates are variable and reflective of market rates and Sabine Pass Liquefaction has the ability to call this debt at any time without penalty. |
|
|
(3) |
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. |
|
|
(4) |
The Level 3 estimated fair value approximates the principal amount because the interest rates are variable and reflective of market rates and CTPL has the ability to call this debt at any time without penalty. |
|
| 2021 Convertible Unsecured Notes [Member] |
|
| Debt Instrument [Line Items] |
|
| Schedule of Interest Expense Related to Convertible Notes |
Interest expense, before capitalization, related to the 2021 Convertible Unsecured Notes consisted of the following (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, |
|
|
2014 |
|
2013 |
|
2012 |
PIK interest per contractual rate |
|
$ |
4,469 |
|
|
$ |
— |
|
|
$ |
— |
|
Amortization of debt discount |
|
2,328 |
|
|
— |
|
|
— |
|
Amortization of debt issuance costs |
|
4 |
|
|
— |
|
|
— |
|
Total interest expense related to 2021 Convertible Unsecured Notes |
|
$ |
6,801 |
|
|
$ |
— |
|
|
$ |
— |
|
|