Quarterly report pursuant to Section 13 or 15(d)

Other Non-Current Assets

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Other Non-Current Assets
6 Months Ended
Jun. 30, 2018
Other Assets, Noncurrent [Abstract]  
Other Non-Current Assets
OTHER NON-CURRENT ASSETS

As of June 30, 2018 and December 31, 2017, other non-current assets, net consisted of the following (in millions):
 
 
June 30,
 
December 31,
 
 
2018
 
2017
Advances made under EPC and non-EPC contracts
 
$
49

 
$
26

Advances made to municipalities for water system enhancements
 
96

 
97

Advances and other asset conveyances to third parties to support LNG terminals
 
44

 
48

Tax-related payments and receivables
 
26

 
29

Equity method investments
 
64

 
64

Other
 
30

 
24

Total other non-current assets, net
 
$
309

 
$
288



Equity Method Investments

Our equity method investments consist of interests in privately-held companies. In 2017, we acquired an equity interest in Midship Holdings, LLC (“Midship Holdings”), which manages the business and affairs of Midship Pipeline Company, LLC (“Midship Pipeline”). Midship Pipeline is pursuing the development, construction, operation and maintenance of an approximately 200-mile natural gas pipeline project (the “Midship Project”) that connects new production in the Anadarko Basin to Gulf Coast markets. Midship Holdings entered into agreements with investment funds managed by EIG Global Energy Partners (“EIG”) under which EIG-managed funds committed to make an investment of up to $500 million (the “EIG Investment”) in the Midship Project, subject to the terms and conditions contained in the applicable agreements. The EIG Investment, when combined with equity contributed by us, is intended to ensure the Midship Project has the equity funding expected to be required to develop and construct the project. Midship Holdings requires acceptable financing arrangements and regulatory and other approvals before construction of the proposed Midship Project commences.

We have determined that Midship Holdings is a variable interest entity (“VIE”) because it is thinly capitalized at formation such that the total equity investment at risk is not sufficient to permit the entity to finance its activities without additional subordinated financial support. We do not consolidate Midship Holdings because we do not have power to direct the activities that most significantly impact its economic performance. We continually monitor both consolidated and unconsolidated VIEs to determine if any events have occurred that could cause a change in our identification of a VIE or determination of the primary beneficiary to a VIE. We account for our investment in Midship Holdings under the equity method as we have the ability to exercise significant influence over the operating and financial policies of Midship Holdings through our non-controlling voting rights on its board of managers. Our investment in Midship Holdings was $55 million at both June 30, 2018 and December 31, 2017. We anticipate electing to make additional investments in Midship Holdings after June 30, 2018, but we do not expect those contributions to be significant.

Cheniere LNG O&M Services, LLC (“O&M Services”), our wholly owned subsidiary, provides the development, construction, operation and maintenance services associated with the Midship Project pursuant to agreements in which O&M Services receives an agreed upon fee and reimbursement of costs incurred. O&M Services recorded $3 million and $1 million in the three months ended June 30, 2018 and 2017, respectively, and $4 million and $1 million in the six months ended June 30, 2018 and 2017, respectively, of income in other—related party and $2 million of accounts receivable—related party as of both June 30, 2018 and December 31, 2017 for services provided to Midship Pipeline under these agreements. CCL has entered into a transportation precedent agreement with Midship Pipeline to secure firm pipeline transportation capacity for a period of 10 years following commencement of the Midship Project. In May 2018, CCL issued a letter of credit to Midship Pipeline for drawings up to an aggregate maximum amount of $16 million. Midship Pipeline has not made any drawings on this letter of credit as of June 30, 2018.