Quarterly report [Sections 13 or 15(d)]

Debt

v3.26.1
Debt
 6 Months Ended
Jun. 30, 2026
Debt Disclosure [Abstract]  
Debt DEBT
Debt consisted of the following (in millions):
June 30, December 31,
2026 2025
SPL:
Senior Secured Notes:
5.875% due 2026
 $ —  $ 200 
5.00% due 2027
 —  1,500 
4.200% due 2028
 1,350  1,350 
4.500% due 2030
 2,000  2,000 
due 2037 with weighted average rate of 4.748% and 4.747% at June 30, 2026 and December 31, 2025, respectively (1)
 1,677  1,730 
Total SPL Senior Secured Notes
 5,027  6,780 
Revolving credit and guaranty agreement (the “SPL Revolving Credit Facility”)
—  — 
Total debt - SPL
 5,027  6,780 
CQP:
Senior Notes:
4.500% due 2029
 1,500  1,500 
4.000% due 2031
 1,500  1,500 
3.25% due 2032
 1,200  1,200 
5.950% due 2033
1,400  1,400 
5.750% due 2034
1,200  1,200 
5.550% due 2035
 1,000  1,000 
5.350% due 2036 (the “2036 CQP Senior Notes”) (2)
1,000  — 
6.050% due 2056 (the “2056 CQP Senior Notes”) (2)
750  — 
Total CQP Senior Notes
 9,550  7,800 
Revolving credit and guaranty agreement (the “CQP Revolving Credit Facility”)
—  — 
Total debt - CQP
 9,550  7,800 
Total debt 14,577  14,580 
Current debt, net of unamortized discount and debt issuance costs (1) (109) (306)
Unamortized discount and debt issuance costs (133) (113)
Total long-term debt, net of unamortized discount and debt issuance costs $ 14,335  $ 14,161 
(1)Includes notes that amortize based on a fixed amortization schedule as set forth in their respective indentures.
(2)Issued in June 2026, pursuant to the same base indenture as the other CQP Senior Notes. The 2036 CQP Senior Notes and 2056 CQP Senior Notes are supplemented by the eleventh and twelfth supplemental indentures, respectively. See our annual report on Form 10-K for the fiscal year ended December 31, 2025 for additional information regarding the guarantee, security and redemption option of the CQP Senior Notes.
Credit Facilities

Below is a summary of our credit facilities outstanding as of June 30, 2026 (in millions):
SPL Revolving Credit Facility
CQP Revolving Credit Facility
Total facility size $ 1,000  $ 1,000 
Less:
Outstanding balance —  — 
Letters of credit issued 129  — 
Available commitment $ 871  $ 1,000 
Priority ranking Senior secured Senior unsecured
Interest rate on available balance (1)
SOFR plus credit spread adjustment of 0.1%, plus margin of 1.0% - 1.75% or base rate plus 0.0% - 0.75%
SOFR plus credit spread adjustment of 0.1%, plus margin of 1.125% - 2.0% or base rate plus 0.125% - 1.0%
Commitment fees on undrawn balance (1)
0.075% - 0.30%
0.10% - 0.30%
Letter of credit fees (1)
1.0% - 1.75%
1.125% - 2.0%
Maturity date June 23, 2028 June 23, 2028
(1)The margins on the interest rate, the commitment fees and the letter of credit fees are subject to change based on the applicable entity’s credit rating.

Restrictive Debt Covenants

The agreements governing our and SPL’s indebtedness contain customary terms and events of default and certain covenants that, among other things, may limit our and SPL’s ability to make certain investments or pay distributions. For example, SPL is restricted from making distributions under agreements governing its indebtedness generally until, among other requirements, appropriate reserves have been established for debt service using cash or letters of credit and a historical and projected debt service coverage ratio of at least 1.25:1.00 is satisfied.

As of June 30, 2026, we and SPL were in compliance with all covenants related to our respective debt agreements.
Interest Expense

Total interest expense, net of capitalized interest, consisted of the following (in millions):
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 2026 2025
Total interest cost $ 185  $ 190  $ 368  $ 382 
Capitalized interest (2) (2) (4) (4)
Total interest expense, net of capitalized interest $ 183  $ 188  $ 364  $ 378 

Fair Value Disclosures

The following table shows the carrying amount and estimated fair value of our senior notes (in millions):
June 30, 2026 December 31, 2025
Carrying
Amount (1)		 Estimated
Fair Value (2)		 Carrying
Amount (1)		 Estimated
Fair Value (2)
Senior notes $ 14,577  $ 14,486  $ 14,580  $ 14,637 
(1)Carrying amounts exclude unamortized discount and debt issuance costs.
(2)As of June 30, 2026 and December 31, 2025, $1.2 billion and $1.3 billion, respectively, of the fair value of our senior notes were classified as Level 3 since these senior notes were valued by applying an unobservable illiquidity adjustment to the price derived from trades or indicative bids of instruments with similar terms, maturities and credit standing. The remainder of the fair value of our senior notes was classified as Level 2, based on prices derived from trades or indicative bids of the instruments.
The estimated fair value of any outstanding borrowings under our credit facilities approximates the principal amount outstanding because the interest rates are indexed to market rates and the debt may be repaid, in full or in part, at any time without penalty.