|
Share-Based Compensation
|
6 Months Ended | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
|
Jun. 30, 2013
|
|||||||||||||
| Share-based Compensation [Abstract] | |||||||||||||
| Share-based Compensation |
SHARE-BASED COMPENSATION
We have granted options to purchase common stock to employees, consultants and outside directors under the Cheniere Energy, Inc. Amended and Restated 1997 Stock Option Plan (the "1997 Plan"), Amended and Restated 2003 Stock Incentive Plan, as amended (the "2003 Plan"), and 2011 Incentive Plan, as amended (the "2011 Plan"). We recognize our share-based payments to employees in the consolidated financial statements based on their fair values at the date of grant. The calculated fair value is recognized as expense (net of any capitalization) over the requisite service period, net of estimated forfeitures, using the straight-line or accelerated recognition methods.
For the three months ended June 30, 2013 and 2012, the total share-based compensation expense recognized in our net loss (net of capitalization) was $112.4 million and $1.9 million, respectively. For the six months ended June 30, 2013 and 2012, the total share-based compensation expense recognized in our net loss (net of capitalization) was $176.1 million and $4.2 million, respectively. For the three months ended June 30, 2013 and 2012, the total share-based compensation cost capitalized as part of the cost of capital assets was $5.0 million and zero, respectively. For the six months ended June 30, 2013 and 2012, the total share-based compensation cost capitalized as part of the cost of capital assets was $7.3 million and zero, respectively.
The total unrecognized compensation cost at June 30, 2013 relating to non-vested share-based compensation arrangements granted under the 1997 Plan, 2003 Plan and 2011 Plan was $299.1 million. That cost is expected to be recognized over 5.8 years, with a weighted average period of 3.5 years.
We received zero proceeds from the exercise of stock options in the three and six months ended June 30, 2013 and 2012.
Long-Term Commercial Bonus Awards for Trains 3 and 4 under the 2011-2013 Bonus Plan
On December 12, 2012, pursuant to the 2011-2013 Bonus Plan, the Compensation Committee approved a Long-Term Bonus Pool for 2012 for all employees of the Company consisting of a total of 18 million shares of restricted stock. The Long-Term Commercial Bonus Awards for Trains 3 and 4 of the Liquefaction Project were granted to employees in February 2013 under the 2003 Plan and 2011 Plan. A portion of each employee's Long-Term Commercial Bonus Award for Trains 3 and 4 of the Liquefaction Project was granted as a milestone award ("Milestone Award"), with vesting of the Milestone Award conditional on certain performance milestones relating to financing and constructing Trains 3 and 4 of the Liquefaction Project, and a portion was granted as a stock price award ("Stock Price Award"), with vesting of the Stock Price Award conditional on the achievement of minimum average Company stock price hurdles.
On May 22, 2013, the $25 stock price hurdle was achieved. Following certification by a subcommittee of the compensation committee, fifty percent (50%) of the Stock Price Awards vested. The remaining Stock Price Awards will vest if the average 120-day closing stock price of the Company is $35.
On May 28, 2013, the first performance milestone was achieved when Sabine Pass Liquefaction closed the financing, and issued notice to proceed with construction under the engineering, procurement and construction contract for the construction of Trains 3 and 4 of the Liquefaction Project (the "EPC Contract (Trains 3 and 4)"). Following certification of the achievement of the performance milestone by a subcommittee of the compensation committee, thirty percent (30%) of the Milestone Awards vested. The remaining Milestone Awards will vest based on the achievement of the following performance milestones:
|