Annual report pursuant to Section 13 and 15(d)

Schedule I - Condensed Financial Information of Registrant - Footnotes (Details)

v3.20.4
Schedule I - Condensed Financial Information of Registrant - Footnotes (Details) - USD ($)
$ / shares in Units, $ in Millions
1 Months Ended 12 Months Ended
Jul. 31, 2020
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Condensed Financial Statements, Captions [Line Items]        
Long-Term Debt, Net   $ 30,471 $ 30,774  
Current debt   372 0  
Debt, Long-term and Short-term, Combined Amount   30,843 30,774  
Long-term Debt, Fiscal Year Maturity [Abstract]        
2021   747    
2022   1,089    
2023   1,749    
2024   5,556    
2025   5,023    
Thereafter   17,323    
Total   31,487    
Proceeds from issuances of debt   7,547    
Repayments of Debt   7,708    
Debt modification and extinguishment costs   (217) (55) $ (27)
Operating lease assets, net   759 439  
Current operating lease liabilities   161 236  
Non-current operating lease liabilities   597 $ 189  
Operating Lease, Liability [1]   758    
Operating Leases, Future Minimum Payments        
2022 [1]   156    
2023 [1]   121    
2024 [1]   119    
2025 [1]   96    
Thereafter [1]   252    
Total lease payments [1]   941    
Less: Interest [1]   $ (183)    
Weighted-average remaining lease term   8 years 2 months 12 days 8 years 4 months 24 days  
Weighted-average discount rate [2]   5.40% 5.20%  
Operating cash flows from operating leases   $ 309 $ 389  
Right-of-use assets obtained in exchange for new operating lease liabilities   $ 615 235  
Stock Repurchase Program, Period in Force   3 years    
Stock Repurchase Program, Authorized Amount   $ 1,000    
Total amount paid (in millions)   155 249 0
Supplemental Cash Flow Information [Abstract]        
Cash paid during the period for interest on debt, net of amounts capitalized   1,395 1,126 707
Non-cash investing and financing activities:        
Additional interest in Cheniere Holdings acquired   0 0 702
Long-term Debt [Member]        
Condensed Financial Statements, Captions [Line Items]        
Unamortized premium, discount and debt issuance costs, net   $ (641) (692)  
2021 Cheniere Convertible Unsecured Notes [Member]        
Condensed Financial Statements, Captions [Line Items]        
Debt Instrument, Interest Rate, Stated Percentage [3]   4.875%    
Long-term Debt, Fiscal Year Maturity [Abstract]        
Aggregate principal amount [3]   $ 1,000    
Repayments of Convertible Debt $ (844) $ (844) [3]    
Debt Instrument, Convertible, Conversion Price   $ 93.64    
Current Debt [Member]        
Condensed Financial Statements, Captions [Line Items]        
Unamortized premium, discount and debt issuance costs, net   $ (3) 0  
Cheniere Term Loan Facility [Member]        
Condensed Financial Statements, Captions [Line Items]        
Long-term Debt, Gross [4]   148    
Long-term Debt, Fiscal Year Maturity [Abstract]        
Repayments of Debt   2,100    
Debt modification and extinguishment costs   16    
Line Of Credit Facility, Original Borrowing Capacity [4]   2,620    
Line of Credit Facility, Maximum Borrowing Capacity   2,695    
Cheniere Term Loan Facility [Member] | Cash [Member]        
Long-term Debt, Fiscal Year Maturity [Abstract]        
Repayments of Debt   200    
Cheniere Revolving Credit Facility [Member]        
Condensed Financial Statements, Captions [Line Items]        
Long-term Debt, Gross   0    
Long-term Debt, Fiscal Year Maturity [Abstract]        
Line Of Credit Facility, Original Borrowing Capacity   750    
2025 CCH HoldCo II Convertible Notes and 2021 Cheniere Convertible Notes [Member]        
Long-term Debt, Fiscal Year Maturity [Abstract]        
Debt modification and extinguishment costs   149    
Debt Conversion, Reduction in Equity   $ 10    
2025 CCH HoldCo II Convertible Notes [Member]        
Long-term Debt, Fiscal Year Maturity [Abstract]        
Debt Instrument, Convertible, Conversion Price   $ 1,080    
2025 CCH HoldCo II Convertible Notes [Member] | Cash [Member]        
Long-term Debt, Fiscal Year Maturity [Abstract]        
Repayments of Debt   $ 300    
Operating lease assets, net [Member]        
Long-term Debt, Fiscal Year Maturity [Abstract]        
Operating lease assets, net   759 439  
Current operating lease liabilities [Member]        
Long-term Debt, Fiscal Year Maturity [Abstract]        
Current operating lease liabilities   161 236  
Non-current operating lease liabilities [Member]        
Long-term Debt, Fiscal Year Maturity [Abstract]        
Non-current operating lease liabilities   597 189  
Parent Company [Member]        
Condensed Financial Statements, Captions [Line Items]        
Long-term Debt, Gross   3,145 1,903  
Long-Term Debt, Net   2,790 1,534  
Current debt   103 0  
Debt, Long-term and Short-term, Combined Amount   2,893 1,534  
Long-term Debt, Fiscal Year Maturity [Abstract]        
2021   476    
2022   0    
2023   148    
2024   0    
2025   0    
Thereafter   2,625    
Total   3,249    
Proceeds from issuances of debt   4,778    
Repayments of Debt   (3,474)    
Debt modification and extinguishment costs   (50) 0 0
Guarantor Obligations, Maximum Exposure   542    
Guarantor Obligations, Current Carrying Value   0    
Operating lease assets, net   22 24  
Current operating lease liabilities   5 5  
Non-current operating lease liabilities   30 33  
Operating Lease, Liability   35 38  
Operating lease cost [5]   10 9  
Variable lease costs paid to the lessor   4 $ 3  
Operating Leases, Future Minimum Payments        
2021   7    
2022   8    
2023   8    
2024   7    
2025   6    
Thereafter   7    
Total lease payments   43    
Less: Interest   $ (8)    
Weighted-average remaining lease term   5 years 8 months 12 days 6 years 7 months 6 days  
Weighted-average discount rate   6.60% 5.50%  
Operating cash flows from operating leases   $ 7 $ 7  
Right-of-use assets obtained in exchange for new operating lease liabilities   $ 5 $ 1  
Stock Repurchase Program, Period in Force   3 years    
Stock Repurchase Program, Authorized Amount   $ 1,000    
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 0
Stock Repurchase Program, Remaining Authorized Repurchase Amount   596    
Supplemental Cash Flow Information [Abstract]        
Cash paid during the period for interest on debt, net of amounts capitalized   45 36 32
Non-cash investing and financing activities:        
Non-cash capital distribution (contributions) [6]   79 490 607
Additional interest in Cheniere Holdings acquired   $ 0 0 $ 702
Parent Company [Member] | 2028 Cheniere Senior Secured Notes [Member]        
Condensed Financial Statements, Captions [Line Items]        
Debt Instrument, Interest Rate, Stated Percentage   4.625%    
Long-term Debt, Fiscal Year Maturity [Abstract]        
Aggregate principal amount [7],[8]   $ 2,000    
Parent Company [Member] | Long-term Debt [Member]        
Condensed Financial Statements, Captions [Line Items]        
Unamortized premium, discount and debt issuance costs, net   (355) (369)  
Parent Company [Member] | 2021 Cheniere Convertible Unsecured Notes [Member]        
Condensed Financial Statements, Captions [Line Items]        
Current debt   $ 104 0  
Debt Instrument, Interest Rate, Stated Percentage   4.875%    
Long-term Debt, Fiscal Year Maturity [Abstract]        
Repayments of Convertible Debt [7]   $ (844)    
Repayments of Debt [8]   844    
Parent Company [Member] | Current Debt [Member]        
Condensed Financial Statements, Captions [Line Items]        
Unamortized premium, discount and debt issuance costs, net   (1) 0  
Parent Company [Member] | Cheniere Term Loan Facility [Member]        
Long-term Debt, Fiscal Year Maturity [Abstract]        
Proceeds from issuances of debt   2,323    
Repayments of Lines of Credit [7]   (2,175)    
Repayments of Debt [8]   2,175    
Parent Company [Member] | Cheniere Revolving Credit Facility [Member]        
Long-term Debt, Fiscal Year Maturity [Abstract]        
Proceeds from issuances of debt   455    
Repayments of Lines of Credit   (455)    
Repayments of Debt   455    
Parent Company [Member] | Operating lease assets, net [Member]        
Long-term Debt, Fiscal Year Maturity [Abstract]        
Operating lease assets, net   22 24  
Parent Company [Member] | Current operating lease liabilities [Member]        
Long-term Debt, Fiscal Year Maturity [Abstract]        
Current operating lease liabilities   5 5  
Parent Company [Member] | Non-current operating lease liabilities [Member]        
Long-term Debt, Fiscal Year Maturity [Abstract]        
Non-current operating lease liabilities   $ 30 $ 33  
[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.
[2] 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.
[3] $372 million of the 2021 Cheniere Convertible Unsecured Notes is categorized as long-term debt because the remaining available commitments under the Cheniere Term Loan Facility are expected to be used to repay and/or repurchase a portion of the remaining outstanding principal amount of the 2021 Cheniere Convertible Unsecured Notes.
[4] Borrowings under the Cheniere Term Loan Facility are subject to customary conditions precedent. The remaining commitments under the Cheniere Term Loan Facility are expected to be used to repay and/or repurchase a portion of the remaining principal amount of the 2021 Cheniere Convertible Unsecured Notes and for the payment of related fees and expenses. We pay a commitment fee equal to 30% of the margin for LIBOR loans multiplied by the average daily amount of undrawn commitments. If the Cheniere Term Loan Facility is still outstanding on the first anniversary of the Closing Date, as defined by the credit agreement, we will pay duration fees in an amount equal to 0.25% of the aggregate amount of commitments as of July 10, 2020, which was the date the loans were first borrowed under the Cheniere Term Loan Facility (the “Payment Date”). Furthermore, if the Cheniere Term Loan Facility is still outstanding on the second anniversary of the Closing Date, as defined by the credit agreement, we will pay 0.50% of the aggregate amount of commitments as of the Payment Date. Annual administrative fees must also be paid to the administrative agent for the Cheniere Term Loan Facility. Subject to customary exceptions, we are required to make mandatory prepayments with respect to the Cheniere Term Loan Facility using the net proceeds of certain events on a pro rata basis and on terms consistent with required prepayments under the Cheniere Revolving Credit Facility.
[5] Includes $4 million and $3 million of variable lease costs paid to the lessor during the years ended December 31, 2020 and 2019, respectively.
[6] Amounts represent equity income of affiliates.
[7] 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.
[8] 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.