Annual report pursuant to Section 13 and 15(d)

Schedule I - Condensed Financial Information of Registrant

v3.22.4
Schedule I - Condensed Financial Information of Registrant
 12 Months Ended
Dec. 31, 2022
Condensed Financial Information Disclosure [Abstract]  
Schedule I - Condensed Financial Information of Registrant
CHENIERE ENERGY, INC.

CONDENSED STATEMENTS OF OPERATIONS
(in millions) 
  Year Ended December 31,
  2022 2021 2020
General and administrative expense $ (20) $ (17) $ (20)
Amortization of capitalized interest associated to investment in subsidiaries (1) (1) — 
Total operating costs and expenses (21) (18) (20)
Other income (expense)
Interest expense, net of capitalized interest (91) (151) (155)
Loss on modification or extinguishment of debt (12) (6) (50)
Total other income (expense) (103) (157) (205)
Loss before income taxes and equity in income (loss) of subsidiaries (124) (175) (225)
Less: income tax expense (benefit) (1) 565  (416) (63)
Add: equity in income (loss) of subsidiaries, net of income taxes 2,117  (2,584) 77 
Net income (loss) attributable to common stockholders $ 1,428  $ (2,343) $ (85)
(1)The income tax expense (benefit) reported by Cheniere includes tax expense (benefit) incurred by Cheniere as if Cheniere were a separate taxpayer rather than a member of Cheniere’s consolidated income tax group, and tax expense (benefit) from Cheniere’s subsidiaries who are disregarded for federal income tax purposes and whose taxable income or loss is included in the federal income tax return of Cheniere.
CHENIERE ENERGY, INC.

CONDENSED BALANCE SHEETS
(in millions) 
  December 31,
  2022 2021
ASSETS    
Current assets
Cash and cash equivalents $ —  $ 17 
Other current assets 6  1 
Total current assets 6  18 
Capitalized interest associated to investment in subsidiaries, net of amortization 38  35 
Operating lease assets 64  19 
Debt issuance and deferred financing costs, net of accumulated amortization 12  16 
Deferred tax assets 92  797 
Total assets $ 212  $ 885 
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities
Current operating lease liabilities $ 7  $ 6 
Other current liabilities 18  30 
Total current liabilities 25  36 
Long-term debt, net of debt issuance costs 1,477  2,285 
Investments in subsidiaries 1,552  1,110 
Operating lease liabilities 69  24 
Other non-current liabilities 58  1 
Stockholders’ deficit (2,969) (2,571)
Total liabilities and stockholders’ deficit $ 212  $ 885 
CHENIERE ENERGY, INC.

CONDENSED STATEMENTS OF CASH FLOWS
(in millions) 
  Year Ended December 31,
  2022 2021 2020
Net cash used in operating activities $ (28) $ (232) $ (285)
Cash flows from investing activities  
Capitalized interest associated to investment in subsidiaries (4) (6) (13)
Payments to acquire debt instruments of subsidiaries (1,223) —  — 
Distribution from (investment in) subsidiaries 4,970  1,498  (481)
Net cash provided by (used in) investing activities 3,743  1,492  (494)
Cash flows from financing activities  
Proceeds from issuance of debt 575  1,579  4,778 
Redemptions and repayments of debt (1,575) (2,022) (3,143)
Debt issuance and other financing costs —  (9) (57)
Debt modification or extinguishment costs —  (1) (29)
Dividends to stockholders (349) (85) — 
Distributions to non-controlling interest (947) (649) (626)
Payments related to tax withholdings for share-based compensation (63) (48) (43)
Repurchase of common stock (1,373) (9) (155)
Net cash provided by (used in) financing activities (3,732) (1,244) 725 
Net increase (decrease) in cash and cash equivalents (17) 16  (54)
Cash and cash equivalents—beginning of period 17  1  55 
Cash and cash equivalents—end of period $ —  $ 17  $ 1 
NOTE 1—BASIS OF PRESENTATION

The Condensed Financial Statements represent the financial information required by Securities and Exchange Commission Regulation S-X 5-04 for Cheniere.
 
In the Condensed Financial Statements, Cheniere’s investments in affiliates are presented at the net amount attributable to Cheniere under the equity method of accounting. Under this method, the assets and liabilities of affiliates are not consolidated. The investments in net assets of the affiliates are recorded on the Condensed Balance Sheets. The net income or loss from operations of the affiliates is reported in equity or loss in income of subsidiaries, excluding income or loss from non-controlling interests.
 
A substantial amount of Cheniere’s operating, investing and financing activities are conducted by its affiliates. The Condensed Financial Statements should be read in conjunction with Cheniere’s Consolidated Financial Statements.

NOTE 2—DEBT

Our debt consisted of the following (in millions): 
December 31,
2022 2021
4.625% Senior Secured Notes due 2028
 $ 1,500  $ 2,000 
4.25% Convertible Senior Notes due 2045
 —  625 
Revolving credit facility the “Cheniere Revolving Credit Facility”) —  — 
Cheniere Term Loan Facility —  — 
Total debt 1,500  2,625 
Unamortized debt issuance costs, net (23) (340)
Total long-term debt, net of discount and debt issuance costs $ 1,477  $ 2,285 

Below is a schedule of future principal payments that we are obligated to make on our outstanding debt at December 31, 2022 (in millions): 
Years Ending December 31, Principal Payments
2023 $ — 
2024 — 
2025 — 
2026 — 
2027 — 
Thereafter 1,500 
Total $ 1,500 

NOTE 3—GUARANTEES
 
Cheniere has various financial and performance guarantees and indemnifications which are issued in the normal course of business. These contracts include performance guarantees and stand-by letters of credit. Cheniere enters into these arrangements to facilitate commercial transactions with third parties by enhancing the value of the transaction to the third party. As of December 31, 2022, outstanding guarantees and other assurances aggregated to up to $472 million of varying duration, consisting of parental guarantees. No liabilities were recognized under these guarantee arrangements as of December 31, 2022.
NOTE 4—LEASES

Our leased assets consist primarily of office space and facilities, which are classified as operating leases.

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 2022 2021
Right-of-use assets—Operating Operating lease assets $ 64  $ 19 
Total right-of-use assets $ 64  $ 19 
Current operating lease liabilities Current operating lease liabilities $ 7  $ 6 
Non-current operating lease liabilities Operating lease liabilities 69  24 
Total lease liabilities $ 76  $ 30 

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 2022 2021 2020
Operating lease cost (1) General and administrative expense $ 12  $ 9  $ 10 
(1)Includes $4 million of variable lease costs paid to the lessor during each of the years ended December 31, 2022, 2021 and 2020.

Future annual minimum lease payments (reimbursements) for operating leases as of December 31, 2022 are as follows (in millions): 
Years Ending December 31, Operating Leases
2023 (1)
 $ (11)
2024 6 
2025 8 
2026 13 
2027 8 
Thereafter 105 
Total lease payments 129 
Less: Interest (53)
Present value of lease liabilities $ 76 
(1)Includes an expected reimbursement from our lessor of $18 million for construction of leasehold improvements.

The following table shows the weighted-average remaining lease term (in years) and the weighted-average discount rate for our operating leases:
December 31,
2022 2021
Weighted-average remaining lease term (in years) 13.4 4.8
Weighted-average discount rate 5.6% 6.6%
The following table includes other quantitative information for our operating leases (in millions):
Year Ended December 31,
2022 2021 2020
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases $ 8  $ 7  $ 7 
Right-of-use assets obtained in exchange for new operating lease liabilities 48  —  5 

NOTE 5—STOCK REPURCHASE PROGRAMS AND DIVIDENDS

On September 7, 2021, our Board authorized a reset in the previously existing share repurchase program to $1.0 billion, inclusive of any amounts remaining under the previous authorization as of September 30, 2021, for an additional three years beginning on October 1, 2021. On September 12, 2022, our Board authorized an increase in the existing share repurchase program by $4.0 billion for an additional three years, beginning on October 1, 2022. The following table presents information with respect to repurchases of common stock (in millions, except per share data):
Year Ended December 31,
2022 2021 2020
Aggregate common stock repurchased 9.35  0.10  2.88 
Weighted average price paid per share $ 146.88  $ 87.32  $ 53.88 
Total amount paid (in millions) $ 1,373  $ 9  $ 155 

As of December 31, 2022, we had up to $3.6 billion of the share repurchase program available.
Dividends

On January 27, 2023, we declared a quarterly dividend of $0.395 per share of common stock that is payable on February 27, 2023 to stockholders of record as of February 7, 2023.

NOTE 6 —SUPPLEMENTAL CASH FLOW INFORMATION

The following table provides supplemental disclosure of cash flow information, excluding any contributions to the parent that were immediately contributed to the subsidiaries (in millions): 
Year Ended December 31,
2022 2021 2020
Cash paid during the period for interest, net of amounts capitalized $ 109  $ 130  $ 45 
Cash paid for income taxes, net of refunds 11 —  — 
Non-cash investing activities:
Contribution of purchased bonds to subsidiaries (1) 1,223  —  — 
(1)Includes total cash paid by us for bond repurchases of our subsidiary, net of discount, premium and commission fees, of $1,193 million and associated interest of $30 million.