Annual report pursuant to Section 13 and 15(d)

Schedule I - Condensed Financial Information of Registrant (Tables)

v3.20.4
Schedule I - Condensed Financial Information of Registrant (Tables)
12 Months Ended
Dec. 31, 2020
Condensed Financial Statements, Captions [Line Items]  
Schedule of Debt
As of December 31, 2020 and 2019, our debt consisted of the following (in millions): 
December 31,
2020 2019
Long-term debt:
SPL — 4.200% to 6.25% senior secured notes due between 2022 and 2037 and working capital facility (“2020 SPL Working Capital Facility”)
$ 13,650  $ 13,650 
Cheniere Partners 4.500% to 5.625% senior notes due between 2025 and 2029 and credit facilities (“2019 CQP Credit Facilities”)
4,100  4,100 
CCH 3.52% to 7.000% senior secured notes due between 2024 and 2039 and CCH Credit Facility
10,217  10,235 
CCH HoldCo II —11.0% Convertible Senior Secured Notes due 2025 (“2025 CCH HoldCo II Convertible Senior Notes”)
—  1,578 
Cheniere 4.625% Senior Secured Notes due 2028 (the “2028 Cheniere Senior Secured Notes”), convertible notes, revolving credit facility (“Cheniere Revolving Credit Facility”) and term loan facility (“Cheniere Term Loan Facility”)
3,145  1,903 
Unamortized premium, discount and debt issuance costs, net (641) (692)
Total long-term debt, net 30,471  30,774 
Current debt:
SPL — $1.2 billion Amended and Restated SPL Working Capital Facility (“2015 SPL Working Capital Facility”)
—  — 
CCH $1.2 billion CCH Working Capital Facility (“CCH Working Capital Facility”) and current portion of CCH Credit Facility
271  — 
Cheniere Marketing — trade finance facilities
—  — 
Cheniere — current portion of 4.875% Convertible Unsecured Notes due 2021 (“2021 Cheniere Convertible Unsecured Notes”)
104 — 
Unamortized premium, discount and debt issuance costs, net (3) — 
Total current debt 372  — 
Total debt, net $ 30,843  $ 30,774 
Schedule of Maturities of Long-term Debt
Below is a schedule of future principal payments that we are obligated to make, based on current construction schedules, on our outstanding debt at December 31, 2020 (in millions):
Years Ending December 31, Principal Payments
2021 $ 747 
2022 1,089 
2023 1,749 
2024 5,556 
2025 5,023 
Thereafter 17,323 
Total $ 31,487 
Schedule of Debt Issuances and Repayments
The following table shows the issuances and repayments of long-term debt during the year ended December 31, 2020 (in millions):
Issuances and Long-Term Borrowings Principal Amount Issued
SPL — 4.500% Senior Secured Notes due 2030 (the “2030 SPL Senior Notes”) (1)
$ 2,000 
CCH — 3.52% Senior Secured Notes due 2039 (the “3.52% CCH Senior Secured Notes”) (2)
769 
Cheniere — 2028 Cheniere Senior Secured Notes (3)
2,000 
Cheniere — Cheniere Term Loan Facility
2,323 
Cheniere — Cheniere Revolving Credit Facility
455 
Year Ended December 31, 2020 total
$ 7,547 
Repayments, Redemptions and Repurchases Amount Repaid/Redeemed/Repurchased
SPL — 5.625% Senior Secured Notes due 2021 (the “2021 SPL Senior Notes”) (1)
$ (2,000)
CCH HoldCo II — 2025 CCH HoldCo II Convertible Senior Notes (3)
(1,578)
CCH — CCH Credit Facility (2)
(656)
Cheniere — 2021 Cheniere Convertible Unsecured Notes (3)
(844)
Cheniere — Cheniere Term Loan Facility (3)
(2,175)
Cheniere — Cheniere Revolving Credit Facility
(455)
Year Ended December 31, 2020 total $ (7,708)
(1)Proceeds of the 2030 SPL Senior Notes, along with available cash, were used to redeem all of SPL’s outstanding 2021 SPL Senior Notes, resulting in the recognition of debt extinguishment costs of $43 million for the year ended December 31, 2020 relating to the payment of early redemption fees and write off of unamortized debt premium and issuance costs.
(2)Proceeds of the 3.52% CCH Senior Secured Notes were used to repay a portion of the outstanding borrowings under the CCH Credit Facility, pay costs associated with certain interest rate derivative instruments that were settled and pay certain fees, costs and expenses incurred in connection with these transactions. The repayment of the CCH Credit Facility resulted in the recognition of debt extinguishment costs of $9 million for the year ended December 31, 2020 relating to the write off of unamortized debt discounts and issuance costs.
(3)Proceeds of the 2028 Cheniere Senior Secured Notes, along with $200 million in available cash, were used to prepay approximately $2.1 billion of the outstanding indebtedness of the Cheniere Term Loan Facility, resulting in the recognition of debt extinguishment costs of $16 million for the year ended December 31, 2020. The borrowings under the Cheniere Term Loan Facility, which was entered into in June 2020 with available commitments of $2.62 billion and subsequently increased to $2.695 billion in July 2020, were used to (1) redeem the outstanding principal amount of the 2025 CCH HoldCo II Convertible Senior Notes remaining after the redemption of an aggregate outstanding principal amount of $300 million with available cash in March 2020, including paid-in-kind interest, with cash at a price of $1,080 per $1,000 principal amount, (2) repurchase $844 million in aggregate principal amount of outstanding 2021 Cheniere Convertible Unsecured Notes, including paid-in-kind interest, at individually negotiated prices from a small number of investors and (3) pay the related fees and expenses. The redemption of the 2025 CCH HoldCo II Convertible Senior Notes and the repurchase of the 2021 Cheniere Convertible Unsecured Notes resulted in the recognition of debt extinguishment costs of $149 million and a reduction in equity associated with reacquisition of the embedded conversion option of $10 million.
Schedule of Leases, Balance Sheet Location
The following table shows the classification and location of our right-of-use assets and lease liabilities on our Consolidated Balance Sheets (in millions):
December 31,
Consolidated Balance Sheets Location 2020 2019
Right-of-use assets—Operating Operating lease assets, net $ 759  $ 439 
Right-of-use assets—Financing Property, plant and equipment, net 53  56 
Total right-of-use assets $ 812  $ 495 
Current operating lease liabilities Current operating lease liabilities $ 161  $ 236 
Current finance lease liabilities Other current liabilities
Non-current operating lease liabilities Non-current operating lease liabilities 597  189 
Non-current finance lease liabilities Non-current finance lease liabilities 57  58 
Total lease liabilities $ 817  $ 484 
Schedule of Lease Cost, Income Statement Location
The following table shows the classification and location of our lease costs on our Consolidated Statements of Operations (in millions):
Consolidated Statements of Operations Location Year Ended December 31,
2020 2019
Operating lease cost (a) Operating costs and expenses (1) $ 432  $ 612 
Finance lease cost:
Amortization of right-of-use assets Depreciation and amortization expense
Interest on lease liabilities Interest expense, net of capitalized interest 10 
Total lease cost $ 441  $ 625 
(a) Included in operating lease cost:
Short-term lease costs $ 93  $ 230 
Variable lease costs paid to the lessor 16 
(1)    Presented in cost of sales, operating and maintenance expense or selling, general and administrative expense consistent with the nature of the asset under lease.
Schedule of Maturity of Lease Liabilities
Future annual minimum lease payments for operating and finance leases as of December 31, 2020 are as follows (in millions): 
Years Ending December 31, Operating Leases (1) Finance Leases
2021 $ 197  $ 10 
2022 156  10 
2023 121  10 
2024 119  10 
2025 96  10 
Thereafter 252  127 
Total lease payments 941  177 
Less: Interest (183) (118)
Present value of lease liabilities $ 758  $ 59 
(1)    Does not include $1.6 billion of legally binding minimum lease payments primarily for vessel charters which were executed as of December 31, 2020 but will commence in future period primarily in the next two years and have fixed minimum lease terms of up to seven years.
Lease, Other Quantitative Information
The following table shows the weighted-average remaining lease term and the weighted-average discount rate for our operating leases and finance leases:
December 31, 2020 December 31, 2019
Operating Leases Finance Leases Operating Leases Finance Leases
Weighted-average remaining lease term (in years) 8.2 17.7 8.4 18.7
Weighted-average discount rate (1) 5.4% 16.2% 5.2% 16.2%
(1)The finance leases commenced prior to the adoption of the current leasing standard under GAAP. In accordance with previous accounting guidance, the implied rate is based on the fair value of the underlying assets.

The following table includes other quantitative information for our operating and finance leases (in millions):
Year Ended December 31,
2020 2019
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases $ 309  $ 389 
Operating cash flows from finance leases 10 
Right-of-use assets obtained in exchange for new operating lease liabilities 615  235 
Schedule of Share Repurchases Under the Share Repurchase Program The following table presents information with respect to repurchases of common stock during the years ended December 31, 2020 and 2019:
Year Ended December 31,
2020 2019
Aggregate common stock repurchased 2,875,376  4,000,424 
Weighted average price paid per share $ 53.88  $ 62.27 
Total amount paid (in millions) $ 155  $ 249 
Schedule of Cash Flow, Supplemental Disclosures
The following table provides supplemental disclosure of cash flow information (in millions): 
Year Ended December 31,
2020 2019 2018
Cash paid during the period for interest on debt, net of amounts capitalized $ 1,395  $ 1,126  $ 707 
Cash paid for income taxes 24  14 
Non-cash investing and financing activities:
Acquisition of non-controlling interest in Cheniere Holdings —  —  702 
Acquisition of assets under capital lease (1) —  —  60 
(1)    See Note 12—Leases for our supplemental cash flow information related to our leases in 2019 following the adoption of ASC 842.
Parent Company [Member]  
Condensed Financial Statements, Captions [Line Items]  
Condensed Statements of Operations
CHENIERE ENERGY, INC.

CONDENSED STATEMENTS OF OPERATIONS
(in millions) 
  Year Ended December 31,
  2020 2019 2018
General and administrative expense $ 20  $ 17  $
Other income (expense)
Interest expense, net of capitalized interest (155) (141) (128)
Interest income —  — 
Loss on modification or extinguishment of debt (50) —  — 
Equity in income of subsidiaries 77  490  607 
Total other income (expense) (128) 350  479 
Income (loss) before income taxes (148) 333  471 
Income tax benefit 63  315  — 
Net income (loss) attributable to common stockholders $ (85) $ 648  $ 471 
Condensed Balance Sheet
CHENIERE ENERGY, INC.

CONDENSED BALANCE SHEETS
(in millions) 
  December 31,
  2020 2019
ASSETS    
Current assets
Cash and cash equivalents $ —  $ 55 
Restricted cash — 
Other current assets
Total current assets 56 
Property, plant and equipment, net 30  17 
Operating lease assets, net 22  24 
Debt issuance and deferred financing costs, net 15  16 
Investments in subsidiaries 2,324  1,139 
Deferred tax assets, net 381  315 
Total assets $ 2,774  $ 1,567 
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities
Current operating lease liabilities $ $
Current debt 103  — 
Other current liabilities 37 
Total current liabilities 145  14 
Long-term debt, net 2,790  1,534 
Non-current operating lease liabilities 30  33 
Stockholders’ deficit (191) (14)
Total liabilities and stockholders’ deficit $ 2,774  $ 1,567 
Condensed Statements of Cash Flows
CHENIERE ENERGY, INC.
CONDENSED STATEMENTS OF CASH FLOWS
(in millions) 
  Year Ended December 31,
  2020 2019 2018
Net cash provided by operating activities $ (285) $ 74  $ 48 
Cash flows from investing activities  
Property, plant and equipment, net (13) (2) — 
Distribution from (investment in) subsidiaries (481) 842  568 
Net cash provided by investing activities (494) 840  568 
Cash flows from financing activities  
Proceeds from issuance of debt 4,778  —  — 
Repayments of debt (3,143) —  — 
Debt issuance and deferred financing costs (57) —  (13)
Debt modification or extinguishment costs (29) —  — 
Distribution and dividends to non-controlling interest (626) (591) (576)
Payments related to tax withholdings for share-based compensation (43) (19) (20)
Repurchase of common stock (155) (249) — 
Other —  —  (7)
Net cash used in financing activities 725  (859) (616)
Net increase in cash, cash equivalents and restricted cash (54) 55  — 
Cash, cash equivalents and restricted cash—beginning of period 55  —  — 
Cash, cash equivalents and restricted cash—end of period $ $ 55  $ — 

Balances per Condensed Balance Sheets:
December 31,
2020 2019
Cash and cash equivalents $ —  $ 55 
Restricted cash — 
Total cash, cash equivalents and restricted cash $ $ 55 
Schedule of Debt
As of December 31, 2020 and 2019, our debt consisted of the following (in millions): 
December 31,
2020 2019
Long-term debt:
4.625% Senior Secured Notes due 2028 (the “2028 Cheniere Senior Secured Notes”), convertible notes, revolving credit facility (“Cheniere Revolving Credit Facility”) and term loan facility (“Cheniere Term Loan Facility”)
$ 3,145  $ 1,903 
Unamortized premium, discount and debt issuance costs, net (355) (369)
Total long-term debt, net 2,790  1,534 
Current debt:
Current portion of 4.875% Convertible Unsecured Notes due 2021 (“2021 Cheniere Convertible Unsecured Notes”)
104 $ — 
Unamortized premium, discount and debt issuance costs, net (1) $ — 
Total current debt 103  — 
Total debt, net $ 2,893  $ 1,534 
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, 2020 (in millions): 
Years Ending December 31, Principal Payments
2021 $ 476 
2022 — 
2023 148 
2024 — 
2025 — 
Thereafter 2,625 
Total $ 3,249 
Schedule of Debt Issuances and Repayments
The following table shows the issuances and repayments of debt during the year ended December 31, 2020 (in millions):
Issuances and Long-Term Borrowings Principal Amount Issued
2028 Cheniere Senior Secured Notes (1)
$ 2,000 
Cheniere Term Loan Facility
2,323 
Cheniere Revolving Credit Facility
455 
Year Ended December 31, 2020 total
$ 4,778 
Repayments, Redemptions and Repurchases Amount Repaid/Redeemed/Repurchased
2021 Cheniere Convertible Unsecured Notes (1)
$ (844)
Cheniere Term Loan Facility (1)
(2,175)
Cheniere Revolving Credit Facility
(455)
Year Ended December 31, 2020 total $ (3,474)
(1)Proceeds of the 2028 Cheniere Senior Secured Notes, along with $200 million in available cash, were used to prepay approximately $2.1 billion of the outstanding indebtedness of the Cheniere Term Loan Facility, resulting in the recognition of debt extinguishment costs of $16 million for the year ended December 31, 2020. The borrowings under the Cheniere Term Loan Facility, which was entered in June 2020 with available commitments of $2.62 billion and subsequently increased to $2.695 billion in July 2020, were used to (1) redeem the remaining outstanding principal amount of the 2025 CCH HoldCo II Convertible Senior Notes with cash at a price of $1,080 per $1,000 principal amount, (2) repurchase $844 million in aggregate principal amount of outstanding 2021 Cheniere Convertible Unsecured Notes at individually negotiated prices from a small number of investors and (3) pay the related fees and expenses. The redemption of the 2025 CCH HoldCo II Convertible Senior Notes and the repurchase of the 2021 Cheniere Convertible Unsecured Notes resulted in the recognition of debt extinguishment costs of $149 million and a reduction in equity associated with reacquisition of the embedded conversion option of $10 million.
Schedule of Leases, Balance Sheet Location
The following table shows the classification and location of our right-of-use assets and lease liabilities on our Condensed Balance Sheets (in millions):
December 31,
Condensed Balance Sheet Location 2020 2019
Right-of-use assets—Operating Operating lease assets, net $ 22  $ 24 
Total right-of-use assets $ 22  $ 24 
Current operating lease liabilities Current operating lease liabilities $ $
Non-current operating lease liabilities Non-current operating lease liabilities 30  33 
Total lease liabilities $ 35  $ 38 
Schedule of Lease Cost, Income Statement Location
The following table shows the classification and location of our lease cost on our Condensed Statements of Operations (in millions):
Year Ended December 31,
Condensed Statements of Operations Location 2020 2019
Operating lease cost (1) General and administrative expense $ 10  $
(1)    Includes $4 million and $3 million of variable lease costs paid to the lessor during the years ended December 31, 2020 and 2019, respectively.
Schedule of Maturity of Lease Liabilities
Future annual minimum lease payments for operating leases as of December 31, 2020 are as follows (in millions): 
Years Ending December 31, Operating Leases (1)
2021 $
2022
2023
2024
2025
Thereafter
Total lease payments 43 
Less: Interest (8)
Present value of lease liabilities $ 35 
Lease, Other Quantitative Information
The following table shows the weighted-average remaining lease term (in years) and the weighted-average discount rate for our operating leases:
December 31,
2020 2019
Weighted-average remaining lease term (in years) 5.7 6.6
Weighted-average discount rate 6.6% 5.5%

The following table includes other quantitative information for our operating leases (in millions):
Year Ended December 31,
2020 2019
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases $ $
Right-of-use assets obtained in exchange for new operating lease liabilities
Schedule of Share Repurchases Under the Share Repurchase Program The following table presents information with respect to repurchases of common stock during the years ended December 31, 2020 and 2019:
Year Ended December 31,
2020 2019
Aggregate common stock repurchased 2,875,376  4,000,424 
Weighted average price paid per share $ 53.88  $ 62.27 
Total amount paid (in millions) $ 155  $ 249 
Schedule of Cash Flow, Supplemental Disclosures
The following table provides supplemental disclosure of cash flow information (in millions): 
Year Ended December 31,
2020 2019 2018
Cash paid during the period for interest, net of amounts capitalized $ 45  $ 36  $ 32 
Non-cash investing and financing activities:
Non-cash capital distribution (1) 79  490  607 
Additional interest in Cheniere Holdings acquired —  —  702 
(1)Amounts represent equity income of affiliates.