Debt (Tables)
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12 Months Ended |
Dec. 31, 2016 |
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| Debt Disclosure [Abstract] |
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| Schedule of Debt Instruments |
As of December 31, 2016 and 2015, our debt consisted of the following (in thousands):
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December 31, |
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2016 |
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2015 |
Long-term debt: |
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SPLNG |
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6.50% Senior Secured Notes due 2020 (“2020 SPLNG Senior Notes”) |
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$ |
— |
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$ |
420,000 |
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SPL |
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|
|
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5.625% Senior Secured Notes due 2021 (“2021 SPL Senior Notes”), net of unamortized premium of $7,181 and $8,718 |
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2,007,181 |
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|
2,008,718 |
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6.25% Senior Secured Notes due 2022 (“2022 SPL Senior Notes”) |
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1,000,000 |
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|
1,000,000 |
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5.625% Senior Secured Notes due 2023 (“2023 SPL Senior Notes”), net of unamortized premium of $5,657 and $6,392 |
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1,505,657 |
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1,506,392 |
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5.75% Senior Secured Notes due 2024 (“2024 SPL Senior Notes”) |
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2,000,000 |
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2,000,000 |
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5.625% Senior Secured Notes due 2025 (“2025 SPL Senior Notes”) |
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2,000,000 |
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2,000,000 |
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5.875% Senior Secured Notes due 2026 (“2026 SPL Senior Notes”) |
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1,500,000 |
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— |
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5.00% Senior Secured Notes due 2027 (“2027 SPL Senior Notes”) |
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1,500,000 |
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— |
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2015 SPL Credit Facilities |
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314,000 |
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845,000 |
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CTPL |
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$400.0 million Term Loan Facility (“CTPL Term Loan”), net of unamortized discount of zero and $1,429 |
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— |
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398,571 |
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Cheniere Partners |
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2016 CQP Credit Facilities |
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2,560,000 |
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— |
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CCH |
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7.000% Senior Secured Notes due 2024 (“2024 CCH Senior Notes”) |
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1,250,000 |
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— |
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5.875% Senior Secured Notes due 2025 (“2025 CCH Senior Notes”) |
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1,500,000 |
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— |
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2015 CCH Credit Facility |
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2,380,788 |
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2,713,000 |
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CCH HoldCo II |
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11.0% Convertible Senior Notes due 2025 (“2025 CCH HoldCo II Convertible Senior Notes”) |
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1,171,008 |
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1,050,588 |
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Cheniere |
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4.875% Convertible Unsecured Notes due 2021 (“2021 Cheniere Convertible Unsecured Notes”), net of unamortized discount of $146,467 and $174,095 |
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959,577 |
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879,938 |
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4.25% Convertible Senior Notes due 2045 (“2045 Cheniere Convertible Senior Notes”), net of unamortized discount of $316,875 and $319,062 |
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308,125 |
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305,938 |
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Unamortized debt issuance costs (1) |
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(268,804 |
) |
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(207,718 |
) |
Total long-term debt, net |
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21,687,532 |
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14,920,427 |
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Current debt: |
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7.50% Senior Secured Notes due 2016 (“2016 SPLNG Senior Notes”), net of unamortized discount of zero and $4,303 |
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— |
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1,661,197 |
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$1.2 billion SPL Working Capital Facility (“SPL Working Capital Facility”) |
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223,500 |
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15,000 |
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$350 million CCH Working Capital Facility (“CCH Working Capital Facility”) |
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— |
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— |
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Cheniere Marketing trade finance facilities |
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23,967 |
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— |
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Unamortized debt issuance costs (1) |
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— |
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(2,818 |
) |
Total current debt, net |
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247,467 |
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1,673,379 |
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Total debt, net |
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$ |
21,934,999 |
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$ |
16,593,806 |
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(1) |
Effective January 1, 2016, we adopted ASU 2015-03 and ASU 2015-15, which require debt issuance costs related to term notes to be presented in the balance sheet as a direct deduction from the debt liability, rather than as an asset, retrospectively for each reporting period presented. As a result, we reclassified $207.7 million and $2.8 million from debt issuance costs, net to long-term debt, net and current debt, net, respectively, as of December 31, 2015.
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| Schedule of Maturities of Long-term Debt |
Below is a schedule of future principal payments that we are obligated to make, based on current construction schedules, on our outstanding debt at December 31, 2016 (in thousands):
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Years Ending December 31, |
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Principal Payments |
2017 |
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$ |
247,467 |
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2018 |
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— |
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2019 |
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— |
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2020 |
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2,874,000 |
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2021 |
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5,486,831 |
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Thereafter |
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14,046,008 |
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Total |
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$ |
22,654,306 |
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| Schedule of Line of Credit Facilities |
Below is a summary of our credit facilities outstanding as of December 31, 2016 (in thousands):
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2015 SPL Credit Facilities |
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SPL Working Capital Facility |
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2016 CQP Credit Facilities |
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2015 CCH Credit Facility |
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CCH Working Capital Facility |
Original facility size |
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$ |
4,600,000 |
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$ |
1,200,000 |
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$ |
2,800,000 |
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$ |
8,403,714 |
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$ |
350,000 |
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Outstanding balance |
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314,000 |
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223,500 |
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2,560,000 |
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2,380,788 |
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— |
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Commitments prepaid or terminated |
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2,643,867 |
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— |
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— |
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2,420,212 |
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— |
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Letters of credit issued |
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— |
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323,677 |
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45,000 |
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— |
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— |
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Available commitment |
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$ |
1,642,133 |
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$ |
652,823 |
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$ |
195,000 |
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$ |
3,602,714 |
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$ |
350,000 |
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Interest rate |
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LIBOR plus 1.30% - 1.75% or base rate plus 1.75% |
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LIBOR plus 1.75% or base rate plus 0.75% |
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LIBOR plus 2.25% or base rate plus 1.25% (1) |
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LIBOR plus 2.25% or base rate plus 1.25% (2) |
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LIBOR plus 1.50% - 2.0% or base rate plus 0.50% - 1.00% |
Maturity date |
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Earlier of December 31, 2020 or second anniversary of SPL Trains 1 through 5 completion date |
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December 31, 2020, with various terms for underlying loans |
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February 25, 2020, with principals due quarterly commencing on February 19, 2019 |
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Earlier of May 13, 2022 or second anniversary of CCL Trains 1 and 2 completion date |
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December 14, 2021, with various terms for underlying loans |
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(1) |
There is a 0.50% step-up for both LIBOR and base rate loans beginning on February 25, 2019.
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(2) |
There is a 0.25% step-up for both LIBOR and base rate loans following completion of the first two Trains of the CCL Project.
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| Schedule of Convertible Debt |
Below is a summary of our convertible notes outstanding as of December 31, 2016 (in thousands):
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2021 Cheniere Convertible Unsecured Notes |
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2025 CCH HoldCo II Convertible Senior Notes |
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2045 Cheniere Convertible Senior Notes |
Aggregate original principal |
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$ |
1,000,000 |
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$ |
1,000,000 |
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$ |
625,000 |
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Debt component, net of discount |
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$ |
959,577 |
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$ |
1,171,008 |
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$ |
308,125 |
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Equity component |
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$ |
204,529 |
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$ |
— |
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$ |
194,082 |
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Maturity date |
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May 28, 2021 |
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March 1, 2025 |
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March 15, 2045 |
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Contractual interest rate |
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4.875 |
% |
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11.0 |
% |
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4.25 |
% |
Effective interest rate |
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8.3 |
% |
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11.9 |
% |
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9.4 |
% |
Remaining debt discount and debt issuance costs amortization period (1) |
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4.4 years |
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3.8 years |
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28.2 years |
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(1) |
We amortize any debt discount and debt issuance costs using the effective interest over the period through contractual maturity except for the 2025 CCH HoldCo II Convertible Senior Notes, which are amortized through the date they are first convertible by holders into our common stock.
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| Schedule of Interest Expense |
Total interest expense, including interest expense related to our convertible notes, consisted of the following (in thousands):
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Year Ended December 31, |
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2016 |
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2015 |
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2014 |
Interest cost on convertible notes: |
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Interest per contractual rate |
$ |
201,752 |
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$ |
145,848 |
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$ |
4,469 |
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Amortization of debt discount |
31,310 |
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28,347 |
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2,328 |
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Amortization of debt issuance costs |
5,240 |
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2,989 |
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4 |
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Total interest cost related to convertible notes |
238,302 |
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177,184 |
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6,801 |
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Interest cost on debt excluding convertible notes |
1,062,887 |
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820,309 |
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580,235 |
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Total interest cost |
1,301,189 |
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|
997,493 |
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587,036 |
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Capitalized interest |
(812,799 |
) |
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(675,410 |
) |
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(405,800 |
) |
Total interest expense, net |
$ |
488,390 |
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$ |
322,083 |
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$ |
181,236 |
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| 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 debt:
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December 31, 2016 |
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December 31, 2015 |
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Carrying
Amount |
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Estimated
Fair Value |
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Carrying
Amount |
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Estimated
Fair Value |
Senior Notes, net of premium or discount (1) |
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$ |
14,262,838 |
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$ |
15,210,299 |
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$ |
10,596,307 |
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$ |
9,525,809 |
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CTPL Term Loan, net of discount (2) |
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— |
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— |
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398,571 |
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400,000 |
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Credit facilities (2) (3) |
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5,502,255 |
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5,502,255 |
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3,573,000 |
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3,573,000 |
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2021 Cheniere Convertible Unsecured Notes, net of discount (4) |
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959,577 |
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983,384 |
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879,938 |
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|
825,413 |
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2025 CCH HoldCo II Convertible Senior Notes (4) |
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1,171,008 |
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1,327,818 |
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1,050,588 |
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|
914,363 |
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2045 Cheniere Convertible Senior Notes, net of discount (5) |
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308,125 |
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375,250 |
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305,938 |
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331,919 |
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(1) |
Includes 2016 SPLNG Senior Notes, 2020 SPLNG Senior Notes, SPL Senior Notes and CCH Senior Notes (collectively, the “Senior Notes”). The Level 2 estimated fair value was based on quotes obtained from broker-dealers or market makers of the Senior Notes and other similar instruments.
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(2) |
The Level 3 estimated fair value approximates the principal amount because the interest rates are variable and reflective of market rates and the debt may be repaid, in full or in part, at any time without penalty. |
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(3) |
Includes 2015 SPL Credit Facilities, SPL Working Capital Facility, 2016 CQP Credit Facilities, 2015 CCH Credit Facility, CCH Working Capital Facility and Cheniere Marketing trade finance facilities.
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(4) |
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. |
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(5) |
The Level 1 estimated fair value was based on unadjusted quoted prices in active markets for identical liabilities that we had the ability to access at the measurement date. |
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