| Schedule of Debt Instruments |
As of September 30, 2016 and December 31, 2015, our debt consisted of the following (in thousands):
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September 30, |
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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”) (1) |
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$ |
420,000 |
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$ |
420,000 |
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SPL |
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5.625% Senior Secured Notes due 2021 (“2021 SPL Senior Notes”), net of unamortized premium of $7,573 and $8,718 |
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2,007,573 |
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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 $5,844 and $6,392 |
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1,505,844 |
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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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— |
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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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450,000 |
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— |
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Unamortized debt issuance costs (2) |
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(187,674 |
) |
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(160,356 |
) |
Total long-term debt, net |
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12,195,743 |
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10,018,325 |
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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 $782 and $4,303 (3) |
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1,664,718 |
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1,661,197 |
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$1.2 billion SPL Working Capital Facility (“SPL Working Capital Facility”) |
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98,500 |
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15,000 |
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Unamortized debt issuance costs (2) |
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(514 |
) |
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(2,818 |
) |
Total current debt, net |
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1,762,704 |
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1,673,379 |
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Total debt, net |
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$ |
13,958,447 |
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$ |
11,691,704 |
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(1) |
Must be redeemed or repaid concurrently with the 2016 SPLNG Senior Notes under the terms of the 2016 CQP Credit Facilities if the obligations under the 2016 SPLNG Senior Notes are satisfied with borrowings under the 2016 CQP Credit Facilities. See Note 15—Subsequent Events for additional details about the redemption of the 2020 SPLNG Senior Notes.
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(2) |
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 $160.4 million and $2.8 million from debt issuance costs, net to long-term debt, net and current debt, net, respectively, as of December 31, 2015.
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(3) |
Matures on November 30, 2016. We currently anticipate satisfying this obligation with borrowings under the 2016 CQP Credit Facilities. See Note 15—Subsequent Events for additional details about the intended repayment of the 2016 SPLNG Senior Notes.
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| Schedule of Line of Credit Facilities |
Below is a summary of our credit facilities outstanding as of September 30, 2016 (in thousands):
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2015 SPL Credit Facilities |
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SPL Working Capital Facility |
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2016 CQP Credit Facilities |
Original facility size |
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$ |
4,600,000 |
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$ |
1,200,000 |
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$ |
2,800,000 |
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Outstanding balance |
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— |
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98,500 |
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450,000 |
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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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Letters of credit issued |
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— |
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337,044 |
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7,500 |
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Available commitment |
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$ |
1,956,133 |
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$ |
764,456 |
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$ |
2,342,500 |
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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) |
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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(1) |
There is a 0.50% step-up for both LIBOR and base rate loans beginning on February 25, 2019.
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| Interest Income and Interest Expense Disclosure |
Total interest expense consisted of the following (in thousands):
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Three Months Ended September 30, |
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Nine Months Ended September 30, |
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2016 |
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2015 |
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2016 |
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2015 |
Total interest cost |
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$ |
220,165 |
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$ |
185,167 |
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$ |
618,626 |
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$ |
520,078 |
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Capitalized interest |
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(106,938 |
) |
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(135,807 |
) |
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(389,948 |
) |
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(377,725 |
) |
Total interest expense, net |
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$ |
113,227 |
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$ |
49,360 |
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$ |
228,678 |
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$ |
142,353 |
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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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September 30, 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
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Senior Notes, net of premium or discount (1) |
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$ |
13,598,135 |
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$ |
14,395,545 |
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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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548,500 |
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548,500 |
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860,000 |
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860,000 |
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(1) |
Includes 2016 SPLNG Senior Notes, net of discount; 2020 SPLNG Senior Notes; 2021 SPL Senior Notes, net of premium; 2022 SPL Senior Notes; 2023 SPL Senior Notes, net of premium; 2024 SPL Senior Notes; 2025 SPL Senior Notes; 2026 SPL Senior Notes; and 2027 SPL 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 and 2016 CQP Credit Facilities.
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