Debt (Tables)
|
12 Months Ended |
Dec. 31, 2021 |
|---|
| Debt Disclosure [Abstract] |
|
| Schedule of Debt Instruments |
As of December 31, 2021 and 2020, our debt consisted of the following (in millions):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, |
|
|
|
|
|
|
|
2021 |
|
2020 |
| SPL: |
|
|
|
|
| Senior Secured Notes: |
|
|
|
|
6.25% due 2022 |
|
$ |
— |
|
|
$ |
1,000 |
|
5.625% due 2023 |
|
1,500 |
|
|
1,500 |
|
5.75% due 2024 |
|
2,000 |
|
|
2,000 |
|
5.625% due 2025 |
|
2,000 |
|
|
2,000 |
|
5.875% due 2026 |
|
1,500 |
|
|
1,500 |
|
5.00% due 2027 |
|
1,500 |
|
|
1,500 |
|
4.200% due 2028 |
|
1,350 |
|
|
1,350 |
|
4.500% due 2030 |
|
2,000 |
|
|
2,000 |
|
4.27% weighted average rate due 2037 |
|
1,282 |
|
|
800 |
|
| Total SPL Senior Secured Notes |
|
13,132 |
|
|
13,650 |
|
$1.2 billion Working Capital Revolving Credit and Letter of Credit Reimbursement Agreement (“2020 SPL Working Capital Facility”) |
|
— |
|
|
— |
|
| Total debt - SPL |
|
13,132 |
|
|
13,650 |
|
|
|
|
|
|
| CQP: |
|
|
|
|
| Senior Notes: |
|
|
|
|
5.250% due 2025 |
|
— |
|
|
1,500 |
|
5.625% due 2026 |
|
— |
|
|
1,100 |
|
4.500% due 2029 |
|
1,500 |
|
|
1,500 |
|
4.000% due 2031 |
|
1,500 |
|
|
— |
|
3.25% due 2032 |
|
1,200 |
|
|
— |
|
| Total CQP Senior Notes |
|
4,200 |
|
|
4,100 |
|
CQP Credit Facilities executed in 2019 (“2019 CQP Credit Facilities”) |
|
— |
|
|
— |
|
| Total debt - CQP |
|
4,200 |
|
|
4,100 |
|
| Total debt |
|
17,332 |
|
|
17,750 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Unamortized premium, discount and debt issuance costs, net |
|
(155) |
|
|
(170) |
|
| Total long-term debt, net of premium, discount and debt issuance costs |
|
$ |
17,177 |
|
|
$ |
17,580 |
|
|
| 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, 2021 (in millions):
|
|
|
|
|
|
|
|
|
| Years Ending December 31, |
|
Principal Payments |
| 2022 |
|
$ |
— |
|
| 2023 |
|
1,500 |
| 2024 |
|
2,000 |
| 2025 |
|
2,037 |
| 2026 |
|
1,579 |
| Thereafter |
|
10,216 |
| Total |
|
$ |
17,332 |
|
|
| Schedule of Line of Credit Facilities |
Below is a summary of our credit facilities outstanding as of December 31, 2021 (in millions):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2020 SPL Working Capital Facility (1) |
|
2019 CQP Credit Facilities (2) |
|
| Original facility size |
|
|
|
$ |
1,200 |
|
|
$ |
1,500 |
|
|
| Less: |
|
|
|
|
|
|
|
| Outstanding balance |
|
|
|
— |
|
|
— |
|
|
| Commitments prepaid or terminated |
|
|
|
— |
|
|
750 |
|
|
| Letters of credit issued |
|
|
|
395 |
|
|
— |
|
|
| Available commitment |
|
|
|
$ |
805 |
|
|
$ |
750 |
|
|
|
|
|
|
|
|
|
|
| Priority ranking |
|
|
|
Senior secured |
|
Senior secured |
|
| Interest rate on available balance |
|
|
|
LIBOR plus 1.125% - 1.750% or base rate plus 0.125% - 0.750% |
|
LIBOR plus 1.25% - 2.125% or base rate plus 0.25% - 1.125% |
|
| Weighted average interest rate of outstanding balance |
|
|
|
n/a |
|
n/a |
|
| Commitment fees on undrawn balance |
|
|
|
0.20% |
|
0.49% |
|
| Maturity date |
|
|
|
March 19, 2025 |
|
May 29, 2024 |
|
(1)The obligations of SPL under the 2020 SPL Working Capital Facility are secured by substantially all of the assets of SPL as well as a pledge of all of the membership interests in SPL and certain future subsidiaries of SPL on a pari passu basis by a first priority lien with the SPL Senior Secured Notes.
(2)The rights and privileges of the 2019 CQP Credit Facilities are discussed above in CQP Senior Notes.
|
| Schedule of Interest Expense |
Total interest expense, net of capitalized interest consisted of the following (in millions):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, |
|
|
|
|
|
|
2021 |
|
2020 |
|
2019 |
| Total interest cost |
|
|
|
|
|
$ |
963 |
|
|
$ |
1,005 |
|
|
$ |
972 |
|
| Capitalized interest |
|
|
|
|
|
(132) |
|
|
(96) |
|
|
(87) |
|
| Total interest expense, net of capitalized interest |
|
|
|
|
|
$ |
831 |
|
|
$ |
909 |
|
|
$ |
885 |
|
|
| Schedule of Carrying Values and Estimated Fair Values of Debt Instruments |
The following table shows the carrying amount and estimated fair value of our debt (in millions):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2021 |
|
December 31, 2020 |
| |
|
Carrying
Amount |
|
Estimated
Fair Value |
|
Carrying
Amount |
|
Estimated
Fair Value |
| Senior notes — Level 2 (1) |
|
$ |
16,050 |
|
|
$ |
17,496 |
|
|
$ |
16,950 |
|
|
$ |
19,113 |
|
| Senior notes — Level 3 (2) |
|
1,282 |
|
|
1,466 |
|
|
800 |
|
|
1,036 |
|
| Credit facilities — Level 3 (3) |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
(1)The Level 2 estimated fair value was based on quotes obtained from broker-dealers or market makers of these senior notes and other similar instruments.
(2)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 interest rates based on debt issued by parties with comparable credit ratings to us and inputs that are not observable in the market.
(3)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.
|