HOUSTON, Feb. 28, 2017
/PRNewswire/ -- Cheniere Energy, Inc. ("Cheniere") (NYSE MKT: LNG)
reported net income1 of $109.7
million, or $0.48 per share
(basic and diluted), for the three months ended December 31, 2016, compared to a net
loss1 of $291.1 million,
or $1.28 per share (basic and
diluted), for the comparable 2015 period. Net Loss, As
Adjusted2 was $78.1
million, or $0.34 per share
(basic and diluted), for the three months ended December 31, 2016, compared to a Net Loss, As
Adjusted of $154.8 million, or
$0.68 per share (basic and diluted),
for the comparable 2015 period.
For the twelve months ended December 31,
2016, Cheniere reported a net loss of $610.0 million, or $2.67 per share (basic and diluted), compared to
a net loss of $975.1 million, or
$4.30 per share (basic and diluted),
for the comparable 2015 period. For the twelve months ended
December 31, 2016, Net Loss, As
Adjusted was $447.2 million, or
$1.95 per share (basic and diluted),
compared to a Net Loss, As Adjusted of $653.3 million, or $2.88 per share (basic and diluted), for the
comparable 2015 period.
For the three and twelve months ended December 31, 2016, Net Loss, As Adjusted excludes
the impact of changes in the fair value of our interest rate,
commodity and foreign currency exchange ("FX") derivatives, loss on
early extinguishment of debt, restructuring expense, amortization
of the beneficial conversion feature related to certain Class B
units of Cheniere Energy Partners, L.P. ("Cheniere Partners") (NYSE
MKT: CQP) and impairment expense. Loss on early extinguishment of
debt was associated with the write-off of debt issuance costs by
Sabine Pass Liquefaction, LLC ("SPL") and Cheniere Corpus Christi
Holdings, LLC ("CCH") in connection with the refinancing of a
portion of their credit facilities, by Sabine Pass LNG, L.P.
("SPLNG") as a result of the redemption of its senior notes, and by
Cheniere Creole Trail Pipeline, L.P. as a result of the prepayment
of its outstanding term loan. For the three and twelve months ended
December 31, 2015, Net Loss, As
Adjusted excludes the impact of changes in the fair value of
interest rate, commodity and FX derivatives, loss on early
extinguishment of debt related to the write-off of debt issuance
costs by SPL primarily in connection with the refinancing of a
portion of its credit facilities, the write-off of debt issuance
costs by CCH primarily in connection with the termination of a
portion of its credit facility and note commitments, restructuring
expense, amortization of the beneficial conversion feature and
impairment expense.
"The fourth quarter of 2016 was another milestone quarter for
Cheniere, as today we report financial results driven by nearly a
full quarter of LNG production from the first two Trains at
Sabine Pass," said Jack Fusco, Cheniere's President and CEO.
"Transition and execution will remain central themes for Cheniere
in 2017, as we expect Trains 3 and 4 at Sabine Pass to begin commercial operations,
with Train 3 having produced its first commissioning cargo in
January. The financial and operational results we are reporting
today reflect our employees' steadfast dedication to execution on
our goals."
Fourth Quarter 2016 Highlights
- In November 2016, the date of
first commercial delivery was reached under the 20-year LNG Sale
and Purchase Agreement ("SPA") with BG Gulf Coast LNG, LLC relating
to the first train of the Sabine Pass Liquefaction Project (defined
below).
- In November 2016, SPLNG redeemed
all of its outstanding $420 million
in aggregate principal amount of 6.50% Senior Secured Notes due
2020 (the "2020 Notes") and repaid all of its outstanding
$1,665.5 million in aggregate
principal amount of 7.50% Senior Secured Notes due 2016 (the "2016
Notes"). Subsequent to the redemption of the 2020 Notes and the
repayment of the 2016 Notes, the Cheniere Partners complex has no
long-term debt maturity until 2020.
- In December 2016, CCH issued an
aggregate principal amount of $1.5
billion of 5.875% Senior Secured Notes due 2025. Net
proceeds from the offering were used to prepay a portion of the
outstanding borrowings under CCH's credit facility.
- In December 2016, CCH entered
into a $350 million Working Capital
Facility Agreement that will be used primarily for certain working
capital requirements related to developing and placing into
operation the CCL Project (defined below).
- In December 2016, Moody's
Investors Service upgraded SPL's senior secured rating to Ba1 from
Ba2. Subsequent to the end of the quarter, in January 2017 Fitch Ratings assigned a BBB-
(Investment Grade) rating to senior secured debt issued by
SPL.
- In December 2016, Cheniere
terminated negotiations with the conflicts committee of the board
of directors of Cheniere Energy Partners LP Holdings, LLC
("Cheniere Partners Holdings") (NYSE MKT: CQH) regarding Cheniere's
previously announced non-binding proposal to acquire all of the
publicly held shares of Cheniere Partners Holdings not already
owned by Cheniere in a stock-for-stock merger transaction.
Subsequent to the termination of negotiations, Cheniere acquired
5,785,161 shares of Cheniere Partners Holdings through individually
negotiated transactions with shareholders of Cheniere Partners
Holdings.
Fourth Quarter and Full Year 2016 Results
Our financial results are reported on a consolidated basis. Our
ownership interest in Cheniere Partners as of December 31,
2016 consisted of 100% ownership of the general partner of
Cheniere Partners and 82.6% ownership interest in
Cheniere Partners Holdings which owns a 55.9% limited
partner interest in Cheniere Partners.
Adjusted EBITDA2 for the three and twelve months
ended December 31, 2016 was
$134.2 million and $153.6 million, respectively, compared to losses
of $90.6 million and $228.6 million, respectively, for the comparable
2015 periods. During the three months ended December 31, 2016, a total of 24 LNG cargoes were
loaded and exported from the Sabine Pass Liquefaction Project, none
of which were commissioning cargoes.
Total operating costs and expenses increased $139.7 million and $592.3
million during the three and twelve months ended
December 31, 2016 compared to the
three and twelve months ended December 31,
2015, respectively, generally as a result of the
commencement of operations of Train 1 and Train 2 of the Sabine
Pass Liquefaction Project in May and September 2016, respectively. Depreciation and
amortization expense increased during the three and twelve months
ended December 31, 2016 from the
comparable 2015 periods as we began depreciation of our assets
related to Train 1 and Train 2 of the Sabine Pass Liquefaction
Project upon reaching substantial completion. Selling, general and
administrative expense during the three and twelve months ended
December 31, 2016 decreased from the
comparable 2015 periods, primarily due to the timing of share-based
compensation recognition and the recognition of certain
employee-related costs within restructuring expense during the
three and twelve months ended December 31,
2016 historically reported in selling, general and
administrative expense, a reduction in certain professional
services fees, and reallocation of costs from selling, general and
administrative activities to operating and maintenance activities
following commencement of operations at the Sabine Pass
Liquefaction Project.
As a result of restructuring efforts initiated in 2015, during
the three and twelve months ended December
31, 2016 we recorded $12.2
million and $61.4 million,
respectively, of restructuring charges and other costs associated
with restructuring and operational efficiency initiatives compared
to $60.8 million for each of the
three and twelve months ended December 31,
2015 for which the majority of these charges required, or
will require, cash expenditure. Included in these amounts are
$3.9 million and $46.9 million for share-based compensation for
the three and twelve months ended December
31, 2016, respectively, and $57.9
million for each of the three and twelve months ended
December 31, 2015. Charges related to
restructuring efforts were recorded within restructuring expense on
our Consolidated Statements of Operations and substantially all
related to severance and other employee-related costs.
Included in selling, general and administrative expense were
share-based compensation expenses of $7.0
million and $38.2 million for
the three and twelve months ended December
31, 2016, respectively, compared to $17.2 million and $102.4
million for the comparable 2015 periods, respectively.
Liquefaction Projects Update
Sabine Pass Liquefaction Project
Through Cheniere Partners, we are developing up to six Trains at
the Sabine Pass LNG terminal adjacent to the existing
regasification facilities (the "Sabine Pass Liquefaction Project").
Each train is expected to have a nominal production capacity, which
is prior to adjusting for planned maintenance, production
reliability, and potential overdesign, of approximately 4.5 million
tonnes per annum ("mtpa") of LNG.
The Trains are in various stages of operation, construction, and
development.
- Construction on Trains 1 and 2 began in August 2012 and substantial completion was
achieved in May 2016 and September 2016, respectively. Substantial
completion is achieved upon the completion of construction,
commissioning and the satisfaction of certain performance
tests.
- Construction on Trains 3 and 4 began in May 2013, and as of December 31, 2016, the overall project completion
percentage for Trains 3 and 4 was approximately 95.5%, which is
ahead of the contractual schedule. In September 2016, commissioning activities
commenced on Train 3. Based on the current construction schedule,
Cheniere Partners expects to reach substantial completion for Train
3 in the first quarter of 2017 and Train 4 in the second half of
2017.
- Construction on Train 5 began in June
2015, and as of December 31,
2016, the overall project completion percentage for Train 5
was approximately 52.4%, which is ahead of the contractual
schedule. Engineering, procurement, subcontract work and
construction were approximately 96.6%, 76.6%, 43.7% and 11.3%
complete, respectively. Based on the current construction schedule,
Cheniere Partners expects Train 5 to reach substantial completion
in the second half of 2019.
- Train 6 is currently under development, with all necessary
regulatory approvals in place. Cheniere Partners expects to make a
final investment decision and commence construction on Train 6
upon, among other things, entering into an engineering,
procurement, and construction contract, entering into acceptable
commercial arrangements, and obtaining adequate financing.
|
Sabine Pass
Liquefaction Project
|
Liquefaction
Train
|
Train
1
|
Train
2
|
Trains
3-4
|
Train
5
|
Project
Status
|
Operational
|
Operational
|
96% Overall
Completion
|
52% Overall
Completion
|
Expected Substantial
Completion
|
-
|
-
|
T3 - 1Q
2017
T4 - 2H
2017
|
2H 2019
|
|
|
|
|
|
Corpus Christi LNG Terminal
We are developing up to three Trains near Corpus Christi, Texas (the "CCL Project").
Each train is expected to have a nominal production capacity, which
is prior to adjusting for planned maintenance, production
reliability, and potential overdesign, of approximately 4.5 mtpa of
LNG.
The Trains are in various stages of construction and
development:
- Construction on Trains 1 and 2 began in May 2015, and as of December 31, 2016, the overall project completion
percentage for Trains 1 and 2 was approximately 49.2%, which is
ahead of the contractual schedule. Engineering, procurement and
construction were approximately 100%, 65.6% and 21.4% complete,
respectively. Based on the current construction schedule, we expect
Trains 1 and 2 to reach substantial completion in 2019.
- Train 3 is under development, with all necessary regulatory
approvals in place. We have entered into an SPA for approximately
0.8 mtpa of LNG volumes that commence with Train 3 and expect to
commence construction upon entering into additional SPAs and
obtaining adequate financing.
Additionally, we are developing two additional trains adjacent
to the CCL Project and have initiated the regulatory approval
process with respect to those Trains.
|
Corpus Christi LNG
Terminal
|
Liquefaction
Train
|
Trains
1-2
|
Project
Status
|
49% Overall
Completion
|
Expected
Substantial
Completion
|
T1 - 1H
2019
T2 - 2H
2019
|
Investor Conference Call and Webcast
We will host a conference call to discuss our financial and
operating results for the fourth quarter and full year on Tuesday,
February 28, 2017, at 11 a.m. Eastern
time / 10 a.m. Central time. A
listen-only webcast of the call and an accompanying slide
presentation may be accessed through our website at
www.cheniere.com. Following the call, an archived recording will be
made available on our website.
1 Reported as Net income (loss) attributable to
common stockholders on our Consolidated Statements of
Operations.
2 Non-GAAP financial measure. See "Reconciliation
of Non-GAAP Measures" for further details.
About Cheniere
Cheniere Energy, Inc., a Houston-based energy company primarily engaged
in LNG-related businesses, owns and operates the Sabine Pass LNG
terminal in Louisiana. Directly
and through its subsidiary, Cheniere Energy Partners, L.P.,
Cheniere is developing, constructing, and operating liquefaction
projects near Corpus Christi,
Texas and at the Sabine Pass LNG terminal, respectively.
Cheniere is also exploring a limited number of opportunities
directly related to its existing LNG business.
For additional information, please refer to the Cheniere website
at www.cheniere.com and Annual Report on Form 10-K for the fiscal
year ended December 31, 2016, filed with the Securities and
Exchange Commission.
Forward-Looking Statements
This press release contains
certain statements that may include "forward-looking statements"
within the meanings of Section 27A of the Securities Act of 1933
and Section 21E of the Securities Exchange Act of 1934. All
statements, other than statements of historical fact, included
herein are "forward-looking statements." Included among
"forward-looking statements" are, among other things, (i)
statements regarding Cheniere's business strategy, plans and
objectives, including the development, construction and operation
of liquefaction facilities, (ii) statements regarding expectations
regarding regulatory authorizations and approvals, (iii) statements
expressing beliefs and expectations regarding the development of
Cheniere's LNG terminal and pipeline businesses, including
liquefaction facilities, (iv) statements regarding the business
operations and prospects of third parties, (v) statements regarding
potential financing arrangements and (vi) statements regarding
future discussions and entry into contracts. Although Cheniere
believes that the expectations reflected in these forward-looking
statements are reasonable, they do involve assumptions, risks and
uncertainties, and these expectations may prove to be incorrect.
Cheniere's actual results could differ materially from those
anticipated in these forward-looking statements as a result of a
variety of factors, including those discussed in Cheniere's
periodic reports that are filed with and available from the
Securities and Exchange Commission. You should not place undue
reliance on these forward-looking statements, which speak only as
of the date of this press release. Other than as required under the
securities laws, Cheniere does not assume a duty to update these
forward-looking statements.
(Financial Table Follows)
|
Cheniere Energy,
Inc.
Consolidated
Statements of Operations
(in thousands,
except per share data)
|
|
|
(Unaudited)
|
|
|
|
|
|
Three Months
Ended
|
|
Year
Ended
|
|
December
31,
|
|
December 31,
(1)
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
Revenues
|
|
|
|
|
|
|
|
LNG
revenues
|
$
|
504,140
|
|
|
$
|
1,667
|
|
|
$
|
1,016,133
|
|
|
$
|
66
|
|
Regasification
revenues
|
67,262
|
|
|
65,832
|
|
|
265,405
|
|
|
265,720
|
|
Other
revenues
|
184
|
|
|
933
|
|
|
1,629
|
|
|
5,099
|
|
Total
revenues
|
571,586
|
|
|
68,432
|
|
|
1,283,167
|
|
|
270,885
|
|
|
|
|
|
|
|
|
|
Operating costs and
expenses
|
|
|
|
|
|
|
|
Cost (cost recovery)
of sales (excluding depreciation and amortization expense shown
separately below)
|
229,358
|
|
|
7,044
|
|
|
581,917
|
|
|
(15,033)
|
|
Operating and maintenance expense
|
72,731
|
|
|
23,404
|
|
|
216,220
|
|
|
94,800
|
|
Development
expense
|
2,129
|
|
|
4,501
|
|
|
6,838
|
|
|
42,141
|
|
Selling, general and
administrative expense
|
62,693
|
|
|
99,888
|
|
|
259,692
|
|
|
363,093
|
|
Depreciation and
amortization expense
|
67,960
|
|
|
23,119
|
|
|
174,042
|
|
|
82,680
|
|
Restructuring
expense
|
12,213
|
|
|
60,769
|
|
|
61,409
|
|
|
60,769
|
|
Impairment
expense
|
477
|
|
|
90,744
|
|
|
10,572
|
|
|
91,317
|
|
Other
|
1,655
|
|
|
84
|
|
|
1,844
|
|
|
431
|
|
Total operating costs
and expenses
|
449,216
|
|
|
309,553
|
|
|
1,312,534
|
|
|
720,198
|
|
|
|
|
|
|
|
|
|
Income (loss) from
operations
|
122,370
|
|
|
(241,121)
|
|
|
(29,367)
|
|
|
(449,313)
|
|
|
|
|
|
|
|
|
|
Other income
(expense)
|
|
|
|
|
|
|
|
Interest expense, net
of capitalized interest
|
(158,033)
|
|
|
(83,419)
|
|
|
(488,390)
|
|
|
(322,083)
|
|
Loss on early
extinguishment of debt
|
(52,605)
|
|
|
(27,907)
|
|
|
(135,142)
|
|
|
(124,180)
|
|
Derivative gain
(loss), net
|
232,098
|
|
|
38,484
|
|
|
(10,130)
|
|
|
(203,639)
|
|
Other
income
|
5,708
|
|
|
1,188
|
|
|
144
|
|
|
1,804
|
|
Total other income
(expense)
|
27,168
|
|
|
(71,654)
|
|
|
(633,518)
|
|
|
(648,098)
|
|
|
|
|
|
|
|
|
|
Income (loss) before
income taxes and non-controlling interest
|
149,538
|
|
|
(312,775)
|
|
|
(662,885)
|
|
|
(1,097,411)
|
|
Income tax benefit
(provision)
|
3
|
|
|
198
|
|
|
(1,908)
|
|
|
96
|
|
Net income
(loss)
|
149,541
|
|
|
(312,577)
|
|
|
(664,793)
|
|
|
(1,097,315)
|
|
Less: net income
(loss) attributable to non-controlling interest
|
39,834
|
|
|
(21,480)
|
|
|
(54,802)
|
|
|
(122,206)
|
|
Net income (loss)
attributable to common stockholders
|
$
|
109,707
|
|
|
$
|
(291,097)
|
|
|
$
|
(609,991)
|
|
|
$
|
(975,109)
|
|
|
|
|
|
|
|
|
|
Net income (loss) per
share attributable to common stockholders—basic and
diluted
|
$
|
0.48
|
|
|
$
|
(1.28)
|
|
|
$
|
(2.67)
|
|
|
$
|
(4.30)
|
|
|
|
|
|
|
|
|
|
Weighted average
number of common shares outstanding—basic and diluted
|
229,705
|
|
|
227,658
|
|
|
228,768
|
|
|
226,903
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Please refer to the
Cheniere Energy, Inc. Annual Report on Form 10-K for the fiscal
year ended December 31, 2016, filed with the Securities and
Exchange Commission.
|
|
|
|
Cheniere Energy,
Inc.
Consolidated
Balance Sheets
(in thousands,
except share data)(1)
|
|
|
December
31,
|
|
2016
|
|
2015
|
ASSETS
|
|
|
|
Current
assets
|
|
|
|
Cash and cash
equivalents
|
$
|
875,836
|
|
|
$
|
1,201,112
|
|
Restricted
cash
|
859,898
|
|
|
503,397
|
|
Accounts and other
receivables
|
217,925
|
|
|
5,749
|
|
Inventory
|
160,161
|
|
|
18,125
|
|
Derivative
assets
|
23,750
|
|
|
3,416
|
|
Other current
assets
|
100,748
|
|
|
50,787
|
|
Total current
assets
|
2,238,318
|
|
|
1,782,586
|
|
|
|
|
|
Non-current
restricted cash
|
90,819
|
|
|
31,722
|
|
Property, plant and
equipment, net
|
20,635,294
|
|
|
16,193,907
|
|
Debt issuance costs,
net
|
276,551
|
|
|
378,677
|
|
Non-current
derivative assets
|
82,861
|
|
|
30,887
|
|
Goodwill
|
76,819
|
|
|
76,819
|
|
Other non-current
assets, net
|
302,075
|
|
|
314,455
|
|
Total
assets
|
$
|
23,702,737
|
|
|
$
|
18,809,053
|
|
|
|
|
|
LIABILITIES AND
STOCKHOLDERS' EQUITY
|
|
|
|
Current
liabilities
|
|
|
|
Accounts
payable
|
$
|
48,577
|
|
|
$
|
22,820
|
|
Accrued
liabilities
|
637,097
|
|
|
427,199
|
|
Current debt,
net
|
247,467
|
|
|
1,673,379
|
|
Deferred
revenue
|
72,631
|
|
|
26,669
|
|
Derivative
liabilities
|
70,673
|
|
|
35,201
|
|
Other current
liabilities
|
224
|
|
|
—
|
|
Total current
liabilities
|
1,076,669
|
|
|
2,185,268
|
|
|
|
|
|
Long-term debt,
net
|
21,687,532
|
|
|
14,920,427
|
|
Non-current deferred
revenue
|
5,500
|
|
|
9,500
|
|
Non-current
derivative liabilities
|
45,106
|
|
|
79,387
|
|
Other non-current
liabilities
|
49,534
|
|
|
53,068
|
|
|
|
|
|
Commitments and
contingencies
|
|
|
|
|
|
|
|
Stockholders'
equity
|
|
|
|
Preferred stock,
$0.0001 par value, 5.0 million shares authorized, none
issued
|
—
|
|
|
—
|
|
Common stock, $0.003
par value
|
|
|
|
Authorized: 480.0
million shares at December 31, 2016 and 2015
|
|
|
|
Issued: 250.1 million
shares and 247.3 million shares at December 31, 2016 and 2015,
respectively
|
|
|
|
Outstanding: 238.0
million shares and 235.6 million shares at December 31, 2016 and
2015, respectively
|
714
|
|
|
708
|
|
Treasury stock: 12.2
million shares and 11.6 million shares at December 31, 2016 and
2015, respectively, at cost
|
(374,324)
|
|
|
(353,927)
|
|
Additional
paid-in-capital
|
3,211,124
|
|
|
3,075,317
|
|
Accumulated
deficit
|
(4,233,939)
|
|
|
(3,623,948)
|
|
Total stockholders'
deficit
|
(1,396,425)
|
|
|
(901,850)
|
|
Non-controlling
interest
|
2,234,821
|
|
|
2,463,253
|
|
Total
equity
|
838,396
|
|
|
1,561,403
|
|
Total liabilities and
equity
|
$
|
23,702,737
|
|
|
$
|
18,809,053
|
|
|
|
|
|
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(1)
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Please refer to the
Cheniere Energy, Inc. Annual Report on Form 10-K for the fiscal
year ended December 31, 2016, filed with the Securities and
Exchange Commission.
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As of December 31, 2016, we had cash and cash equivalents
of $875.8 million available to
Cheniere. In addition, we had current and non-current restricted
cash of $950.7 million (which
included current and non-current restricted cash available to us
and our subsidiaries) designated for the following purposes:
$270.5 million for the CCL Project,
$358.0 million for the Sabine Pass
Liquefaction Project, $247.0 million
for restricted purposes under the terms of Cheniere Partners'
credit facilities and $75.2 million
for other restricted purposes.
Reconciliation of Non-GAAP Measures
Regulation G Reconciliations
In addition to disclosing financial results in accordance with
U.S. GAAP, the accompanying news release contains non-GAAP
financial measures. Adjusted EBITDA, Net Loss, As Adjusted and Net
Loss per share, As Adjusted are non-GAAP financial measures that we
use to facilitate comparisons of operating performance across
periods. These non-GAAP measures should be viewed as a supplement
to and not a substitute for our U.S. GAAP measures of performance
and the financial results calculated in accordance with U.S. GAAP
and reconciliations from these results should be carefully
evaluated.
Adjusted EBITDA represents net income (loss) attributable to
Cheniere before net income (loss) attributable to the
non-controlling interest, interest, taxes, depreciation and
amortization, adjusted for certain non-cash items, other
non-operating income or expense items, and other items not
otherwise predictive or indicative of ongoing operating
performance, as detailed in the following reconciliation. Adjusted
EBITDA is not intended to represent cash flows from operations or
net income (loss) as defined by U.S. GAAP and is not necessarily
comparable to similarly titled measures reported by other
companies.
We believe Adjusted EBITDA provides relevant and useful
information to management, investors and other users of our
financial information in evaluating the effectiveness of our
operating performance in a manner that is consistent with
management's evaluation of business performance. We believe
Adjusted EBITDA is widely used by investors to measure a company's
operating performance without regard to items such as interest
expense, taxes, depreciation and amortization which vary
substantially from company to company depending on capital
structure, the method by which assets were acquired and
depreciation policies. Further, the exclusion of certain non-cash
items, other non-operating income or expense items, and items not
otherwise predictive or indicative of ongoing operating performance
enables comparability to prior period performance and trend
analysis.
Adjusted EBITDA is calculated by taking net income (loss)
attributable to common stockholders before net income (loss)
attributable to non-controlling interest, interest expense, net of
capitalized interest, changes in the fair value and settlement of
our interest rate derivatives, taxes, depreciation and
amortization, and adjusting for the effects of certain non-cash
items, other non-operating income or expense items, and other items
not otherwise predictive or indicative of ongoing operating
performance, including the effects of modification or
extinguishment of debt, impairment expense, changes in the fair
value of our commodity and FX derivatives and non-cash compensation
expense. We believe the exclusion of these items enables investors
and other users of our financial information to assess our
sequential and year-over-year performance and operating trends on a
more comparable basis and is consistent with management's own
evaluation of performance.
Net Loss, As Adjusted represents net income (loss) attributable
to common stockholders and Net Loss per share, As Adjusted
represents Cheniere's basic and diluted earnings per share, in each
case adjusted for certain non-cash items, other non-operating
income or expense items and other items not otherwise predictive or
indicative of ongoing operating performance, net of the portion
attributable to non-controlling interests, including changes in the
fair value of our interest rate, commodity and FX derivatives, the
effects of modifications or extinguishments of debt, amortization
of the beneficial conversion feature of certain CQP Class B units,
costs related to restructuring activities, and impairment expense.
Net Loss, As Adjusted and Net Loss per share, As Adjusted are
presented because we believe they are useful tools for assessing
the operating performance of Cheniere. Net Loss, As Adjusted and
Net Loss per share, As Adjusted are not intended to represent net
income (loss) attributable to common stockholders and net income
(loss) per share attributable to common stockholders, the most
comparable U.S. GAAP measures, respectively, as indicators of
operating performance, and are not necessarily comparable to
measures reported by other companies.
Adjusted EBITDA
The following table reconciles our Adjusted EBITDA to U.S. GAAP
results for the three and twelve months ended December 31, 2016 and 2015 (in thousands):
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Three Months
Ended
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Year
Ended
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December
31,
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December
31,
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2016
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2015
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2016
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2015
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Net income (loss)
attributable to common stockholders
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$
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109,707
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$
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(291,097)
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$
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(609,991)
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$
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(975,109)
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Net income (loss)
attributable to non-controlling interest
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39,834
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(21,480)
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(54,802)
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(122,206)
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Income tax provision
(benefit)
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(3)
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(198)
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1,908
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(96)
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Interest expense, net
of capitalized interest
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158,033
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83,419
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488,390
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322,083
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Loss on early
extinguishment of debt
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52,605
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27,907
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135,142
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124,180
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Derivative loss
(gain), net
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(232,098)
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(38,484)
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10,130
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203,639
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Other
income
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(5,708)
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(1,188)
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(144)
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(1,804)
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Income (loss) from
operations
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$
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122,370
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$
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(241,121)
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$
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(29,367)
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$
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(449,313)
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Adjustments to
reconcile income (loss) from operations to Adjusted
EBITDA:
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Depreciation and
amortization expense
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67,960
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23,119
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174,042
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82,680
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Gain from changes in
fair value of commodity and FX derivatives, net
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(59,877)
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(698)
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(36,982)
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(32,893)
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Total non-cash
compensation expense
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3,290
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37,309
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35,305
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79,583
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Impairment
expense
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477
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90,744
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10,572
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91,317
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Adjusted
EBITDA
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$
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134,220
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$
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(90,647)
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$
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153,570
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$
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(228,626)
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Net Loss, As Adjusted and Net Loss per share, As
Adjusted
The following tables reconcile our Net Loss, As Adjusted and Net
Loss per share, As Adjusted to U.S. GAAP results for the three and
twelve months ended December 31, 2016
and 2015 (in thousands, except per share data):
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Three Months
Ended
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Year
Ended
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December
31,
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December
31,
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2016
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2015
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2016
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2015
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Net income (loss)
attributable to common stockholders
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$
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109,707
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$
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(291,097)
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$
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(609,991)
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$
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(975,109)
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Add:
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Restructuring
expense
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12,213
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60,769
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61,409
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60,769
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Impairment
expense
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477
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90,744
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10,572
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91,317
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Loss on early
extinguishment of debt
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52,605
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27,907
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135,142
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124,180
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Loss (gain) from
changes in fair value of interest rate derivatives, net
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(246,049)
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(45,091)
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(34,135)
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101,703
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Gain from changes in
fair value of commodity and FX derivatives, net
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(59,877)
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(698)
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(36,982)
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(32,893)
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Amortization of
beneficial conversion feature allocated to Class B units of CQP not
owned by Cheniere
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24,603
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162
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33,925
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225
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Less:
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Adjustments
attributable to non-controlling interest
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(28,228)
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(2,460)
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7,144
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23,515
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Net Loss, As
Adjusted
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$
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(78,093)
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$
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(154,844)
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$
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(447,204)
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$
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(653,323)
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Net income (loss) per
share attributable to common stockholders—basic and
diluted
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$
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0.48
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$
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(1.28)
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$
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(2.67)
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$
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(4.30)
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Add:
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Restructuring
expense
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0.05
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0.27
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0.27
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0.27
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Impairment
expense
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—
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0.40
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0.05
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0.40
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Loss on early
extinguishment of debt
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0.23
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0.12
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0.59
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0.55
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Loss (gain) from
changes in fair value of interest rate derivatives, net
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(1.07)
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(0.20)
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(0.15)
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0.45
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Gain from changes in
fair value of commodity and FX derivatives, net
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(0.26)
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—
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(0.16)
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(0.14)
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Amortization of
beneficial conversion feature allocated to Class B units of CQP not
owned by Cheniere
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0.11
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—
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0.15
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—
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Less:
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Adjustments
attributable to non-controlling interest
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(0.12)
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(0.01)
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0.03
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0.10
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Net Loss per share,
As Adjusted—basic and diluted(1)
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$
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(0.34)
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$
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(0.68)
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$
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(1.95)
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$
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(2.88)
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Weighted average
number of common shares outstanding—basic and diluted
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229,705
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227,658
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228,768
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226,903
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(1)
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Numbers may not foot
due to rounding.
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SOURCE Cheniere Energy, Inc.