Debt (Tables)
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9 Months Ended |
Sep. 30, 2023 |
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| Debt Disclosure [Abstract] |
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| Schedule of Debt Instruments |
Debt consisted of the following (in millions):
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September 30, |
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December 31, |
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2023 |
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2022 |
SPL: |
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| Senior Secured Notes: |
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5.75% due 2024 (the “2024 SPL Senior Notes”)
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$ |
350 |
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$ |
2,000 |
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5.625% due 2025 |
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2,000 |
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2,000 |
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5.875% due 2026 |
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1,500 |
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1,500 |
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5.00% due 2027 |
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1,500 |
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1,500 |
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4.200% due 2028 |
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1,350 |
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1,350 |
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4.500% due 2030 |
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2,000 |
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2,000 |
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4.746% weighted average rate due 2037 |
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1,782 |
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1,782 |
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Total SPL Senior Secured Notes |
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10,482 |
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12,132 |
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Working capital revolving credit and letter of credit reimbursement agreement (the “SPL Working Capital Facility”)
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— |
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— |
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Revolving credit and guaranty agreement (the “SPL Revolving Credit Facility”)
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— |
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— |
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Total debt - SPL |
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10,482 |
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12,132 |
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CQP: |
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| Senior Notes: |
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4.500% due 2029 |
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1,500 |
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1,500 |
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4.000% due 2031 |
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1,500 |
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1,500 |
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3.25% due 2032 |
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1,200 |
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1,200 |
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5.95% due 2033 (the “2033 CQP Senior Notes”)
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1,400 |
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— |
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Total CQP Senior Notes |
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5,600 |
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4,200 |
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Credit facilities (the “CQP Credit Facilities”)
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— |
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— |
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Revolving credit and guaranty agreement (the “CQP Revolving Credit Facility”)
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— |
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— |
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Total debt - CQP |
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5,600 |
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4,200 |
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| Total debt |
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16,082 |
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16,332 |
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| Current debt, net of discount and debt issuance costs |
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(349) |
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— |
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| Long-term portion of unamortized discount and debt issuance costs, net |
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(133) |
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(134) |
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| Total long-term debt, net of discount and debt issuance costs |
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$ |
15,600 |
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$ |
16,198 |
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| Schedule of Line of Credit Facilities |
Below is a summary of our credit facilities outstanding as of September 30, 2023 (in millions):
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SPL Revolving Credit Facility (1) |
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CQP Revolving Credit Facility (1) |
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| Total facility size |
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$ |
1,000 |
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$ |
1,000 |
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| Less: |
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| Outstanding balance |
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— |
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— |
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| Letters of credit issued |
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284 |
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— |
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| Available commitment |
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$ |
716 |
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$ |
1,000 |
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| Priority ranking |
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Senior secured |
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Senior unsecured |
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| Interest rate on available balance (2) |
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SOFR plus credit spread adjustment of 0.1%, plus margin of 1.0% - 1.75% or base rate plus 0.0% - 0.75% |
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SOFR plus credit spread adjustment of 0.1%, plus margin of 1.125% - 2.0% or base rate plus 0.125% - 1.0% |
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| Commitment fees on undrawn balance (2) |
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0.075% - 0.30% |
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0.10% - 0.30% |
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| Maturity date |
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June 23, 2028 |
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June 23, 2028 |
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(1)In June 2023, we and SPL refinanced and replaced the CQP Credit Facilities and the SPL Working Capital Facility with the CQP Revolving Credit Facility and the SPL Revolving Credit Facility, respectively, resulting in extended maturity dates, revised borrowing capacities, reduced rate of interest and commitment fees applicable thereunder and certain other changes to terms and conditions.
(2)The margin on the interest rate and the commitment fees is subject to change based on the applicable entity’s credit rating.
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| Schedule of Interest Expense |
Total interest expense, net of capitalized interest, consisted of the following (in millions):
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Three Months Ended September 30, |
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Nine Months Ended September 30, |
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2023 |
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2022 |
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2023 |
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2022 |
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| Total interest cost |
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$ |
207 |
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$ |
231 |
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$ |
626 |
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$ |
678 |
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| Capitalized interest |
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(2) |
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(9) |
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(6) |
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(37) |
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| Total interest expense, net of capitalized interest |
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$ |
205 |
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$ |
222 |
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$ |
620 |
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$ |
641 |
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| Schedule of Carrying Values and Estimated Fair Values of Debt Instruments |
The following table shows the carrying amount and estimated fair value of our senior notes (in millions):
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September 30, 2023 |
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December 31, 2022 |
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Carrying
Amount |
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Estimated
Fair Value (1) |
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Carrying
Amount |
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Estimated
Fair Value (1) |
| Senior notes |
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$ |
16,082 |
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$ |
14,943 |
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$ |
16,332 |
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$ |
15,386 |
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(1)As of both September 30, 2023 and December 31, 2022, $1.2 billion 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 our senior notes are classified as Level 2, based on prices derived from trades or indicative bids of the instruments.
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