10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2022

or

☐    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For the transition period from            to            

Commission file number 333-215435

Cheniere Corpus Christi Holdings, LLC 

(Exact name of registrant as specified in its charter)

Delaware	47-1929160
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

700 Milam Street, Suite 1900

Houston, Texas 77002

(Address of principal executive offices) (Zip Code)

(713) 375-5000

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
None	None	None

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   Yes ☐    No ☒

Note: The registrant was a voluntary filer until March 25, 2022. The registrant has filed all reports required pursuant to Sections 13 or 15(d) during the preceding 12 months as if the registrant was subject to such filing requirements.

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☐
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes ☐   No ☒

Indicate the number of shares outstanding of the issuer’s classes of common stock, as of the latest practicable date: Not applicable

CHENIERE CORPUS CHRISTI HOLDINGS, LLC

TABLE OF CONTENTS

	Definitions	1
Part I. Financial Information
Item 1.	Consolidated Financial Statements	3
	Consolidated Statements of Operations	3
	Consolidated Balance Sheets	4
	Consolidated Statements of Member’s Equity (Deficit)	5
	Consolidated Statements of Cash Flows	6
	Notes to Consolidated Financial Statements	7
	Note 1—Nature of Operations and Basis of Presentation	7
	Note 2—CCL Stage III Contribution and Merger	8
	Note 3—Restricted Cash and Cash Equivalents	9
	Note 4—Trade and Other Receivables, Net of Current Expected Credit Losses	9
	Note 5—Inventory	9
	Note 6—Property, Plant and Equipment, Net of Accumulated Depreciation	9
	Note 7—Derivative Instruments	10
	Note 8—Accrued Liabilities	14
	Note 9—Debt	15
	Note 10—Revenues from Contracts with Customers	16
	Note 11—Related Party Transactions	18
	Note 12—Customer Concentration	21
	Note 13—Supplemental Cash Flow Information	22
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	23
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	32
Item 4.	Controls and Procedures	32
Part II. Other Information
Item 1.	Legal Proceedings	33
Item 1A.	Risk Factors	33
Item 6.	Exhibits	33
	Signatures	35

i

DEFINITIONS

As used in this quarterly report, the terms listed below have the following meanings: 

Common Industry and Other Terms

ASU	Accounting Standards Update
Bcf	billion cubic feet
Bcf/d	billion cubic feet per day
Bcf/yr	billion cubic feet per year
Bcfe	billion cubic feet equivalent
DOE	U.S. Department of Energy
EPC	engineering, procurement and construction
FASB	Financial Accounting Standards Board
FERC	Federal Energy Regulatory Commission
FID	final investment decision
FTA countries	countries with which the United States has a free trade agreement providing for national treatment for trade in natural gas
GAAP	generally accepted accounting principles in the United States
Henry Hub	the final settlement price (in USD per MMBtu) for the New York Mercantile Exchange’s Henry Hub natural gas futures contract for the month in which a relevant cargo’s delivery window is scheduled to begin
IPM agreements	integrated production marketing agreements in which the gas producer sells to us gas on a global LNG index price, less a fixed liquefaction fee, shipping and other costs
LIBOR	London Interbank Offered Rate
LNG	liquefied natural gas, a product of natural gas that, through a refrigeration process, has been cooled to a liquid state, which occupies a volume that is approximately 1/600th of its gaseous state
MMBtu	million British thermal units; one British thermal unit measures the amount of energy required to raise the temperature of one pound of water by one degree Fahrenheit
mtpa	million tonnes per annum
non-FTA countries	countries with which the United States does not have a free trade agreement providing for national treatment for trade in natural gas and with which trade is permitted
SEC	U.S. Securities and Exchange Commission
SOFR	Secured Overnight Financing Rate
SPA	LNG sale and purchase agreement
TBtu	trillion British thermal units; one British thermal unit measures the amount of energy required to raise the temperature of one pound of water by one degree Fahrenheit
Train	an industrial facility comprised of a series of refrigerant compressor loops used to cool natural gas into LNG

1

Abbreviated Legal Entity Structure

The following diagram depicts our abbreviated legal entity structure as of June 30, 2022, including our ownership of certain subsidiaries, and the references to these entities used in this quarterly report:

Unless the context requires otherwise, references to “CCH,” the “Company,” “we,” “us,” and “our” refer to Cheniere Corpus Christi Holdings, LLC and its consolidated subsidiaries.

In June 2022, as part of the internal restructuring of Cheniere’s subsidiaries, Cheniere contributed its equity interest in Corpus Christi Liquefaction Stage III, LLC (“CCL Stage III”), formerly a wholly owned direct subsidiary of Cheniere, to us, and CCL Stage III was subsequently merged with and into CCL, the surviving entity of the merger and our wholly owned subsidiary.

2

PART I.    FINANCIAL INFORMATION

ITEM 1.     CONSOLIDATED FINANCIAL STATEMENTS

CHENIERE CORPUS CHRISTI HOLDINGS, LLC

CONSOLIDATED STATEMENTS OF OPERATIONS

(in millions)

(unaudited)

	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021
Revenues
LNG revenues	$	1,607	$	826	$	2,931	$	1,441
LNG revenues—affiliate	763		331		1,434		599
Total revenues	2,370		1,157		4,365		2,040
Operating costs and expenses
Cost of sales (excluding items shown separately below)	2,442		799		4,783		985
Cost of sales—affiliate	36		2		48		37
Cost of sales—related party	—		36		—		71
Operating and maintenance expense	118		120		231		203
Operating and maintenance expense—affiliate	28		28		58		52
Operating and maintenance expense—related party	3		3		5		5
Development expense	1		—		1		—
General and administrative expense	2		2		4		3
General and administrative expense—affiliate	8		7		16		12
Depreciation and amortization expense	112		110		222		199
Other	3		1		3		1
Total operating costs and expenses	2,753		1,108		5,371		1,568
Income (loss) from operations	(383)		49		(1,006)		472
Other income (expense)
Interest expense, net of capitalized interest	(116)		(118)		(234)		(211)
Loss on modification or extinguishment of debt	(28)		—		(30)		—
Interest rate derivative gain (loss), net	(1)		(2)		2		(1)
Other income, net	1		—		1		—
Total other expense	(144)		(120)		(261)		(212)
Net income (loss)	$	(527)	$	(71)	$	(1,267)	$	260

The accompanying notes are an integral part of these consolidated financial statements.

3

CHENIERE CORPUS CHRISTI HOLDINGS, LLC AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(in millions)

	June 30,		December 31,
	2022		2021
ASSETS	(unaudited)
Current assets
Restricted cash and cash equivalents	$	51	$	44
Trade and other receivables, net of current expected credit losses	441		280
Accounts receivable—affiliate	307		315
Advances to affiliate	76		128
Inventory	152		156
Current derivative assets	30		17
Margin deposits	25		13
Other current assets	30		15
Total current assets	1,112		968
Property, plant and equipment, net of accumulated depreciation	13,117		12,607
Debt issuance and deferred financing costs, net of accumulated amortization	43		7
Derivative assets	108		37
Other non-current assets, net	351		145
Total assets	$	14,731	$	13,764
LIABILITIES AND MEMBER’S EQUITY (DEFICIT)
Current liabilities
Accounts payable	$	87	$	119
Accrued liabilities	796		631
Accrued liabilities—related party	1		1
Current debt, net of discount and debt issuance costs	—		366
Due to affiliates	28		35
Current derivative liabilities	1,162		668
Other current liabilities	1		1
Other current liabilities—affiliate	1		—
Total current liabilities	2,076		1,821
Long-term debt, net of discount and debt issuance costs	9,168		9,986
Derivative liabilities	3,955		638
Other non-current liabilities	58		38
Other non-current liabilities—affiliate	3		—
Member’s equity (deficit)	(529)		1,281
Total liabilities and member’s equity (deficit)	$	14,731	$	13,764

The accompanying notes are an integral part of these consolidated financial statements.

4

CHENIERE CORPUS CHRISTI HOLDINGS, LLC AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF MEMBER’S EQUITY (DEFICIT)

(in millions)

(unaudited)

Three and Six Months Ended June 30, 2022
	Cheniere CCH HoldCo I, LLC		Total Member’s Deficit
Balance at December 31, 2021	$	1,281	$	1,281
Capital contributions	138		138
Net loss	(740)		(740)
Balance at March 31, 2022	679		679
Contributions	801		801
Contribution of CCL Stage III entity (see Note 2)	(1,482)		(1,482)
Net loss	(527)		(527)
Balance at June 30, 2022	$	(529)	$	(529)

Three and Six Months Ended June 30, 2021
	Cheniere CCH HoldCo I, LLC		Total Member’s Equity
Balance at December 31, 2020	$	2,624	$	2,624
Net income	331		331
Balance at March 31, 2021	2,955		2,955
Capital distributions	(337)		(337)
Net loss	(71)		(71)
Balance at June 30, 2021	$	2,547	$	2,547

The accompanying notes are an integral part of these consolidated financial statements.

5

CHENIERE CORPUS CHRISTI HOLDINGS, LLC AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in millions)

(unaudited)

	Six Months Ended June 30,
	2022		2021
Cash flows from operating activities
Net income (loss)	$	(1,267)	$	260
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization expense	222		199
Amortization of discount and debt issuance costs	11		12
Loss on modification or extinguishment of debt	30		—
Total losses on derivatives instruments, net	1,871		249
Total gains on derivatives, net—related party	—		(7)
Net cash used for settlement of derivative instruments	(82)		(35)
Other	4		2
Changes in operating assets and liabilities:
Trade and other receivables, net of current expected credit losses	(161)		34
Accounts receivable—affiliate	9		(48)
Advances to affiliate	(6)		56
Inventory	2		(9)
Margin deposits	(12)		(1)
Accounts payable and accrued liabilities	145		65
Accrued liabilities—related party	—		1
Due to affiliates	(9)		(4)
Other, net	(15)		(41)
Net cash provided by operating activities	742		733
Cash flows from investing activities
Property, plant and equipment	(406)		(203)
Other	—		(1)
Net cash used in investing activities	(406)		(204)
Cash flows from financing activities
Proceeds from issuances of debt	440		—
Repayments of debt	(1,640)		(140)
Debt issuance and deferred financing costs	(18)		—
Debt extinguishment costs	(43)		—
Capital contributions	932		—
Distributions	—		(337)
Net cash used in financing activities	(329)		(477)
Net increase in restricted cash and cash equivalents	7		52
Restricted cash and cash equivalents—beginning of period	44		70
Restricted cash and cash equivalents—end of period	$	51	$	122

The accompanying notes are an integral part of these consolidated financial statements.

6

CHENIERE CORPUS CHRISTI HOLDINGS, LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

NOTE 1—NATURE OF OPERATIONS AND BASIS OF PRESENTATION

We operate a natural gas liquefaction and export facility located near Corpus Christi, Texas (the “Corpus Christi LNG Terminal”) through CCL, which has three operational Trains for a total production capacity of approximately 15 mtpa of LNG, three LNG storage tanks and two marine berths. Additionally, we are constructing an expansion of the Corpus Christi LNG Terminal (the “Corpus Christi Stage 3 Project”) for up to seven midscale Trains with an expected total production capacity of over 10 mtpa of LNG.

CCL Stage III, CCL and CCP received approval from FERC in November 2019 to site, construct and operate the Corpus Christi Stage 3 Project. In March 2022, CCL Stage III issued limited notice to proceed to Bechtel Energy Inc. (“Bechtel”) to commence early engineering, procurement and site works. In June 2022, Cheniere’s board of directors made a positive FID with respect to the investment in the construction and operation of the Corpus Christi Stage 3 Project and issued a full notice to proceed with construction to Bechtel effective June 16, 2022. In connection with the positive FID, CCL Stage III, through which Cheniere was developing and constructing the Corpus Christi Stage 3 Project, was contributed to us from Cheniere (the “Contribution”) on June 15, 2022. Immediately following the Contribution, CCL Stage III was merged with and into CCL (the “Merger”), the surviving entity of the merger and our wholly owned subsidiary. Refer to Note 2—CCL Stage III Contribution and Merger for additional information on the Contribution and Merger of CCL Stage III.

Through our subsidiary CCP, we also own a 21.5-mile natural gas supply pipeline that interconnects the Corpus Christi LNG Terminal with several interstate and intrastate natural gas pipelines (the “Corpus Christi Pipeline” and together with the existing operational Trains, midscale trains, storage tanks and marine berths, the “Liquefaction Project”).

We have increased available liquefaction capacity at our Liquefaction Project as a result of debottlenecking and other optimization projects. We hold a significant land position at the Corpus Christi LNG Terminal which provides opportunity for further liquefaction capacity expansion. The development of this site or other projects, including infrastructure projects in support of natural gas supply and LNG demand, will require, among other things, acceptable commercial and financing arrangements before we make a positive FID.

Basis of Presentation

The accompanying unaudited Consolidated Financial Statements of CCH have been prepared in accordance with GAAP for interim financial information and in accordance with Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements and should be read in conjunction with the Consolidated Financial Statements and accompanying notes included in our annual report on Form 10-K for the fiscal year ended December 31, 2021.

Results of operations for the three and six months ended June 30, 2022 are not necessarily indicative of the results of operations that will be realized for the year ending December 31, 2022.

We are a disregarded entity for federal and state income tax purposes. Our taxable income or loss, which may vary substantially from the net income or loss reported on our Consolidated Statements of Operations, is included in the consolidated federal income tax return of Cheniere. Accordingly, no provision or liability for federal or state income taxes is included in the accompanying Consolidated Financial Statements.

Recent Accounting Standards

ASU 2020-04

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. This guidance primarily provides temporary optional expedients which simplify the accounting for contract modifications to existing contracts expected to arise from the market transition from LIBOR to alternative reference rates. The transition period under this standard is effective March 12, 2020 and will apply through December 31, 2022.

7

CHENIERE CORPUS CHRISTI HOLDINGS, LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

We had interest rate swaps and various credit facilities indexed to LIBOR, as further described in Note 7—Derivative Instruments and Note 9—Debt, respectively. In June 2022, we amended our credit facilities to bear interest at a variable rate per annum based on SOFR as a result of the expected LIBOR transition. Since adoption of the standard, we elected to apply the optional expedients as applicable to certain modified facilities, however the impact of applying the optional expedients was not material, and the transition to SOFR or other replacement rate indexes does not have a material impact on our cash flows.

NOTE 2—CCL STAGE III CONTRIBUTION AND MERGER

As described in Note 1—Nature of Operations and Basis of Presentation, the Contribution of the CCL Stage III legal entity to us from Cheniere occurred on the June 15, 2022, which was immediately followed by the Merger, in which CCL Stage III was merged with and into CCL, with CCL continuing as the surviving company.

The Contribution was accounted for as a common control transaction as the assets and liabilities were transferred between entities under Cheniere’s control. As a result, the net liability transfer was recognized as a distribution in our Statement of Member’s Equity (Deficit) and at the historical basis of Cheniere on June 15, 2022 in our Consolidated Balance Sheets. The Contribution has been presented prospectively as we have concluded that the Contribution did not represent a change in our reporting entity, primarily as we concluded that CCL Stage III did not constitute a business under FASB topic Accounting Standards Codification 805, Business Combinations. The Merger had no impact on our Consolidated Financial Statements as it occurred between our consolidated subsidiaries.

The net liabilities of CCL Stage III contributed to us and recognized on our Consolidated Balance Sheets on June 15, 2022 consisted of the following (in millions):

	June 15,
	2022
ASSETS
Property, plant and equipment, net of accumulated depreciation	$	441
Derivatives assets	112
Other non-current assets, net	19
Total assets	$	572
LIABILITIES AND MEMBER’S DEFICIT
Current liabilities
Accounts payable	$	3
Due to affiliates	1
Total current liabilities	4
Derivative liabilities	2,050
Total net liabilities contributed	$	(1,482)

Amended and Restated Debt Agreements

In June 2022, in connection with the FID with respect to the Corpus Christi Stage 3 Project referenced above, CCH amended and restated its term loan credit facility (the “CCH Credit Facility”) and its working capital facility (“CCH Working Capital Facility”) to, among other things, (1) increase the commitments to approximately $4.0 billion and $1.5 billion for the CCH Credit Facility and the CCH Working Capital Facility, respectively, (2) extend the maturity of the CCH Credit Facility to the earlier of June 15, 2029 or two years after the substantial completion of the last Train of the Corpus Christi Stage 3 Project and of the CCH Working Capital Facility through June 15, 2027, (3) update the indexed interest rate to SOFR and (4) make certain other changes to the terms and conditions of the existing facility. See Note 9—Debt for additional information on our credit facilities.

8

CHENIERE CORPUS CHRISTI HOLDINGS, LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—CONTINUED

(unaudited)

NOTE 3—RESTRICTED CASH AND CASH EQUIVALENTS

Restricted cash and cash equivalents consist of funds that are contractually or legally restricted as to usage or withdrawal. As of June 30, 2022 and December 31, 2021, we had $51 million and $44 million of restricted cash and cash equivalents, respectively.

Pursuant to the accounts agreement entered into with the collateral trustee for the benefit of our debt holders, we are required to deposit all cash received into reserve accounts controlled by the collateral trustee.  The usage or withdrawal of such cash is restricted to the payment of liabilities related to the Liquefaction Project and other restricted payments.

NOTE 4—TRADE AND OTHER RECEIVABLES, NET OF CURRENT EXPECTED CREDIT LOSSES

Trade and other receivables, net of current expected credit losses consisted of the following (in millions):

	June 30,		December 31,
	2022		2021
Trade receivables	$	394	$	256
Other receivables	47		24
Total trade and other receivables, net of current expected credit losses	$	441	$	280

NOTE 5—INVENTORY

Inventory consisted of the following (in millions):

	June 30,		December 31,
	2022		2021
Materials	$	88	$	88
LNG	40		45
Natural gas	24		21
Other	—		2
Total inventory	$	152	$	156

NOTE 6—PROPERTY, PLANT AND EQUIPMENT, NET OF ACCUMULATED DEPRECIATION

Property, plant and equipment, net of accumulated depreciation consisted of the following (in millions):

	June 30,		December 31,
	2022		2021
LNG terminal
Terminal and interconnecting pipeline facilities	$	13,281	$	13,222
Site and related costs	302		294
Construction-in-process	729		66
Accumulated depreciation	(1,200)		(981)
Total LNG terminal, net of accumulated depreciation	13,112		12,601
Fixed assets
Fixed assets	23		23
Accumulated depreciation	(18)		(17)
Total fixed assets, net of accumulated depreciation	5		6
Property, plant and equipment, net of accumulated depreciation	$	13,117	$	12,607

9

CHENIERE CORPUS CHRISTI HOLDINGS, LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—CONTINUED

(unaudited)

The following table shows depreciation expense and offsets to LNG terminal costs (in millions):

	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021
Depreciation expense	$	111	$	110	$	221	$	198
Offsets to LNG terminal costs (1)	—		—		—		143

(1)We recognize offsets to LNG terminal costs related to the sale of commissioning cargoes because these amounts were earned or loaded prior to the start of commercial operations of the respective Trains of the Liquefaction Project during the testing phase for its construction.

NOTE 7—DERIVATIVE INSTRUMENTS

We have entered into the following derivative instruments:

•interest rate swaps (“Interest Rate Derivatives”) to hedge the exposure to volatility in a portion of the floating-rate interest payments on our CCH Credit Facility, with the last of our Interest Rate Derivatives expiring in May 2022; and

•commodity derivatives consisting of natural gas and power supply contracts, including those under our IPM agreements, for the development, commissioning and operation of the Liquefaction Project (“Physical Liquefaction Supply Derivatives”) and associated economic hedges (“Financial Liquefaction Supply Derivatives,” and collectively with the Physical Liquefaction Supply Derivatives, the “Liquefaction Supply Derivatives”).

We recognize our derivative instruments as either assets or liabilities and measure those instruments at fair value. None of our derivative instruments are designated as cash flow or fair value hedging instruments, and changes in fair value are recorded within our Consolidated Statements of Operations to the extent not utilized for the commissioning process, in which case such changes are capitalized.

The following table shows the fair value of our derivative instruments that are required to be measured at fair value on a recurring basis (in millions):

	Fair Value Measurements as of
	June 30, 2022								December 31, 2021
	Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total		Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Interest Rate Derivatives liability	$	—	$	—	$	—	$	—	$	—	$	(40)	$	—	$	(40)
Liquefaction Supply Derivatives asset (liability)	(6)		33		(5,006)		(4,979)		5		4		(1,221)		(1,212)

We value our Interest Rate Derivatives using an income-based approach utilizing observable inputs to the valuation model including interest rate curves, risk adjusted discount rates, credit spreads and other relevant data. We value our Liquefaction Supply Derivatives using a market or option-based approach incorporating present value techniques, as needed, using observable commodity price curves, when available, and other relevant data.

The fair value of our Physical Liquefaction Supply Derivatives is predominantly driven by observable and unobservable market commodity prices and, as applicable to our natural gas supply contracts, our assessment of the associated events deriving fair value, including, but not limited to, evaluation of whether the respective market exists from the perspective of market participants as infrastructure is developed.

We include a portion of our Physical Liquefaction Supply Derivatives as Level 3 within the valuation hierarchy as the fair value is developed through the use of internal models which incorporate significant unobservable inputs. In instances where observable data is unavailable, consideration is given to the assumptions that market participants would use in valuing the asset or liability. This includes assumptions about market risks, such as future prices of energy units for unobservable periods, liquidity and volatility.

10

CHENIERE CORPUS CHRISTI HOLDINGS, LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—CONTINUED

(unaudited)

The Level 3 fair value measurements of natural gas positions within our Physical Liquefaction Supply Derivatives could be materially impacted by a significant change in certain natural gas and international LNG prices. The following table includes quantitative information for the unobservable inputs for our Level 3 Physical Liquefaction Supply Derivatives as of June 30, 2022 and December 31, 2021:

	Net Fair Value Liability (in millions)	Valuation Approach	Significant Unobservable Input	Range of Significant Unobservable Inputs / Weighted Average (1)
Physical Liquefaction Supply Derivatives	$(5,006)	Market approach incorporating present value techniques	Henry Hub basis spread	$(1.802) - $0.695 / $(0.100)
		Option pricing model	International LNG pricing spread, relative to Henry Hub (2)	94% - 671% / 184%

(1)Unobservable inputs were weighted by the relative fair value of the instruments.

(2)Spread contemplates U.S. dollar-denominated pricing.    

Increases or decreases in basis or pricing spreads, in isolation, would decrease or increase, respectively, the fair value of our Physical Liquefaction Supply Derivatives.

The following table shows the changes in the fair value of our Level 3 Physical Liquefaction Supply Derivatives, including those with related parties (in millions):

	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021 (1)		2022		2021 (1)
Balance, beginning of period	$	(2,235)	$	(14)	$	(1,221)	$	12
Realized and mark-to-market losses:
Included in cost of sales	(634)		(255)		(1,678)		(314)
Purchases and settlements:
Purchases	(2,407)		8		(2,414)		10
Settlements	270		1		307		32
Balance, end of period	$	(5,006)	$	(260)	$	(5,006)	$	(260)
Change in unrealized losses relating to instruments still held at end of period	$	(634)	$	(255)	$	(1,678)	$	(314)

(1)Includes amounts recorded related to natural gas supply contracts that CCL had with a related party. The agreement ceased to be considered a related party agreement during 2021, as discussed in Note 11—Related Party Transactions.

Except for Interest Rate Derivatives, all counterparty derivative contracts provide for the unconditional right of set-off in the event of default. We have elected to report derivative assets and liabilities arising from those derivative contracts with the same counterparty and the unconditional contractual right of set-off on a net basis. The use of derivative instruments exposes us to counterparty credit risk, or the risk that a counterparty will be unable to meet its commitments, in instances when our derivative instruments are in an asset position. Additionally, counterparties are at risk that we will be unable to meet our commitments in instances where our derivative instruments are in a liability position. We incorporate both our own nonperformance risk and the respective counterparty’s nonperformance risk in fair value measurements depending on the position of the derivative. In adjusting the fair value of our derivative contracts for the effect of nonperformance risk, we have considered the impact of any applicable credit enhancements, such as collateral postings, set-off rights and guarantees.

Interest Rate Derivatives

We previously entered into the following interest rate swaps to protect against volatility of future cash flows and hedge a portion of the variable interest payments on the CCH Credit Facility, which expired in May 2022:

	Notional Amounts
	June 30, 2022	December 31, 2021	Weighted Average Fixed Interest Rate Paid	Variable Interest Rate Received
Interest Rate Derivatives	$—	$4.5 billion	2.30%	One-month LIBOR

11

CHENIERE CORPUS CHRISTI HOLDINGS, LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—CONTINUED

(unaudited)

The following table shows the effect and location of our Interest Rate Derivatives on our Consolidated Statements of Operations (in millions):

		Gain (Loss) Recognized in Consolidated Statements of Operations
	Consolidated Statements of Operations Location	Three Months Ended June 30,				Six Months Ended June 30,
		2022		2021		2022		2021
Interest Rate Derivatives	Interest rate derivative gain (loss), net	$	(1)	$	(2)	$	2	$	(1)

Liquefaction Supply Derivatives

CCL holds Liquefaction Supply Derivatives which are primarily indexed to the natural gas market and international LNG indices. The remaining terms of the Physical Liquefaction Supply Derivatives range up to 15 years, some of which commence upon the satisfaction of certain conditions precedent. The terms of the Financial Liquefaction Supply Derivatives range up to approximately three years.

The forward notional amount for our Liquefaction Supply Derivatives was approximately 8,256 TBtu and 2,915 TBtu as of June 30, 2022 and December 31, 2021, respectively.

The following table shows the effect and location of our Liquefaction Supply Derivatives recorded on our Consolidated Statements of Operations (in millions):

	Gain (Loss) Recognized in Consolidated Statements of Operations
Consolidated Statements of Operations Location (1)	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021
LNG revenues	$	12	$	(1)	$	7	$	—
Cost of sales	(830)		(237)		(1,880)		(248)
Cost of sales—related party (2)	—		6		—		7

(1)Does not include the realized value associated with derivative instruments that settle through physical delivery. Fair value fluctuations associated with commodity derivative activities are classified and presented consistently with the item economically hedged and the nature and intent of the derivative instrument.

(2)Includes amounts recorded related to natural gas supply contracts that we had with a related party. This agreement ceased to be considered a related party agreement as of November 1, 2021 as discussed in Note 11—Related Party Transactions.

12

CHENIERE CORPUS CHRISTI HOLDINGS, LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—CONTINUED

(unaudited)

Fair Value and Location of Derivative Assets and Liabilities on the Consolidated Balance Sheets

The following table shows the fair value and location of our derivative instruments on our Consolidated Balance Sheets (in millions):

	June 30, 2022
	Interest Rate Derivatives		Liquefaction Supply Derivatives (1)		Total
Consolidated Balance Sheets Location
Current derivative assets	$	—	$	30	$	30
Derivative assets	—		108		108
Total derivative assets	—		138		138
Current derivative liabilities	—		(1,162)		(1,162)
Derivative liabilities	—		(3,955)		(3,955)
Total derivative liabilities	—		(5,117)		(5,117)
Derivative liability, net	$	—	$	(4,979)	$	(4,979)
	December 31, 2021
	Interest Rate Derivatives		Liquefaction Supply Derivatives (1)		Total
Consolidated Balance Sheets Location
Current derivative assets	$	—	$	17	$	17
Derivative assets	—		37		37
Total derivative assets	—		54		54
Current derivative liabilities	(40)		(628)		(668)
Derivative liabilities	—		(638)		(638)
Total derivative liabilities	(40)		(1,266)		(1,306)
Derivative liability, net	$	(40)	$	(1,212)	$	(1,252)

(1)Does not include collateral posted with counterparties by us of $25 million and $13 million as of June 30, 2022 and December 31, 2021, respectively, which are included in other current assets in our Consolidated Balance Sheets.

13

CHENIERE CORPUS CHRISTI HOLDINGS, LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—CONTINUED

(unaudited)

Consolidated Balance Sheets Presentation

The following table shows the fair value of our derivatives outstanding on a gross and net basis (in millions) for our derivative instruments that are presented on a net basis on our Consolidated Balance Sheets:

	Liquefaction Supply Derivatives
As of June 30, 2022
Gross assets	$	151
Offsetting amounts	(13)
Net assets	$	138
Gross liabilities	$	(5,485)
Offsetting amounts	368
Net liabilities	$	(5,117)
As of December 31, 2021
Gross assets	$	76
Offsetting amounts	(22)
Net assets	$	54
Gross liabilities	$	(1,295)
Offsetting amounts	29
Net liabilities	$	(1,266)

NOTE 8—ACCRUED LIABILITIES

Accrued liabilities consisted of the following (in millions): 

	June 30,		December 31,
	2022		2021
Natural gas purchases	$	716	$	531
Interest costs and related debt fees	8		7
Liquefaction Project costs	41		43
Other accrued liabilities	31		50
Total accrued liabilities	$	796	$	631

14

CHENIERE CORPUS CHRISTI HOLDINGS, LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—CONTINUED

(unaudited)

NOTE 9—DEBT

Debt consisted of the following (in millions): 

	June 30,		December 31,
	2022		2021
Senior Secured Notes:
7.000% due 2024	$	1,250	$	1,250
5.875% due 2025	1,500		1,500
5.125% due 2027	1,500		1,500
3.700% due 2029	1,500		1,500
3.72% weighted average rate due 2039	2,721		2,721
Total Senior Secured Notes	8,471		8,471
CCH Credit Facility	779		1,728
CCH Working Capital Facility) (1)	—		250
Total debt	9,250		10,449
Current portion of long-term debt	—		(117)
Short-term debt	—		(250)
Unamortized discount and debt issuance costs, net	(82)		(96)
Total long-term debt, net of discount and debt issuance costs	$	9,168	$	9,986

(1)The CCH Working Capital Facility is classified as short-term debt.

Credit Facilities

Below is a summary of our credit facilities outstanding as of June 30, 2022 (in millions):

	CCH Credit Facility (1)		CCH Working Capital Facility (1)
Total facility size	$	4,039	$	1,500
Less:
Outstanding balance	779		—
Letters of credit issued	—		276
Available commitment	$	3,260	$	1,224
Priority ranking	Senior secured		Senior secured
Interest rate on available balance	SOFR plus credit spread adjustment of 0.1% , plus margin of 1.5% or base rate plus 0.5%		SOFR plus credit spread adjustment of 0.1%, plus margin of 1.0% - 1.5% or base rate plus applicable margin
Weighted average interest rate of outstanding balance	3.13%		n/a
Commitment fees on undrawn balance	0.53%		0.18%
Maturity date	(2)		June 15, 2027

(1)In June 2022, we amended and restated the CCH Credit Facility and CCH Working Capital Facility resulting in $20 million of debt extinguishment and modification costs to, among other things, (1) provide incremental commitments of $3.7 billion and $300 million for the CCH Credit Facility and the CCH Working Capital Facility, respectively, in connection with the FID with respect to the Corpus Christi Stage 3 Project, (2) extend the maturity, (3) update the indexed interest rate to SOFR and (4) make certain other changes to the terms and conditions of each existing facility.

(2)The CCH Credit Facility matures the earlier of June 15, 2029 or two years after the substantial completion of the last Train of the Corpus Christi Stage 3 Project.

15

CHENIERE CORPUS CHRISTI HOLDINGS, LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—CONTINUED

(unaudited)

Restrictive Debt Covenants

The indentures governing our senior notes and other agreements underlying our debt contain customary terms and events of default and certain covenants that, among other things, may limit us and our restricted subsidiaries’ ability to make certain investments or pay dividends or distributions.

As of June 30, 2022, we were in compliance with all covenants related to our 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,
	2022		2021		2022		2021
Total interest cost	$	118	$	118	$	237	$	237
Capitalized interest, including amounts capitalized as an allowance for funds used during construction	(2)		—		(3)		(26)
Total interest expense, net of capitalized interest	$	116	$	118	$	234	$	211

Fair Value Disclosures

The following table shows the carrying amount and estimated fair value of our debt (in millions):

	June 30, 2022				December 31, 2021
	Carrying Amount		Estimated Fair Value		Carrying Amount		Estimated Fair Value
Senior notes — Level 2 (1)	$	6,500	$	6,291	$	6,500	$	7,095
Senior notes — Level 3 (2)	1,971		1,865		1,971		2,227

(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. 

The estimated fair value of our credit facilities approximates the principal amount outstanding 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.

NOTE 10—REVENUES FROM CONTRACTS WITH CUSTOMERS

The following table represents a disaggregation of revenue earned from contracts with customers (in millions):

	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021
LNG revenues	$	1,595	$	827	$	2,924	$	1,441
LNG revenues—affiliate	763		331		1,434		599
Total revenues from customers	2,358		1,158		4,358		2,040
Net derivative gain (loss) (1)	12		(1)		7		—
Total revenues	$	2,370	$	1,157	$	4,365	$	2,040

(1)See Note 7—Derivative Instruments for additional information about our derivatives.

16

CHENIERE CORPUS CHRISTI HOLDINGS, LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—CONTINUED

(unaudited)

Contract Assets and Liabilities

The following table shows our contract assets, net of current expected credit losses, which are classified as other current assets and other non-current assets, net on our Consolidated Balance Sheets (in millions):

	June 30,		December 31,
	2022		2021
Contract assets, net of current expected credit losses	$	125	$	104

The following table reflects the changes in our contract liabilities, which we classify as other non-current liabilities on our Consolidated Balance Sheets (in millions):

	Six Months Ended June 30, 2022
Deferred revenue, beginning of period	$	35
Cash received but not yet recognized in revenue	56
Revenue recognized from prior period deferral	(35)
Deferred revenue, end of period	$	56

Transaction Price Allocated to Future Performance Obligations

Because many of our sales contracts have long-term durations, we are contractually entitled to significant future consideration which we have not yet recognized as revenue. The following table discloses the aggregate amount of the transaction price that is allocated to performance obligations that have not yet been satisfied:

	June 30, 2022			December 31, 2021
	Unsatisfied Transaction Price (in billions)		Weighted Average Recognition Timing (years) (1)	Unsatisfied Transaction Price (in billions)		Weighted Average Recognition Timing (years) (1)
LNG revenues	$	49.2	11	$	31.7	9
LNG revenues—affiliate	1.3		8	1.1		10
Total revenues	$	50.5		$	32.8

(1)The weighted average recognition timing represents an estimate of the number of years during which we shall have recognized half of the unsatisfied transaction price.

We have elected the following exemptions which omit certain potential future sources of revenue from the table above:

(1)We omit from the table above all performance obligations that are part of a contract that has an original expected duration of one year or less.

(2)The table above excludes substantially all variable consideration under our SPAs. We omit from the table above all variable consideration that is allocated entirely to a wholly unsatisfied performance obligation or to a wholly unsatisfied promise to transfer a distinct good or service that forms part of a single performance obligation when that performance obligation qualifies as a series. The amount of revenue from variable fees that is not included in the transaction price will vary based on the future prices of Henry Hub throughout the contract terms, to the extent customers elect to take delivery of their LNG, and adjustments to the consumer price index. Certain of our contracts contain additional variable consideration based on the outcome of contingent events and the movement of various indexes. We have not included such variable consideration in the transaction price to the extent the consideration is considered constrained due to the uncertainty of ultimate pricing and receipt. Approximately 72% and 49% of our LNG revenues from contracts included in the table above during the three months ended June 30, 2022 and 2021, respectively, and approximately 68% and 48% of our LNG revenues from contracts included in the table above during the six months ended June 30, 2022 and 2021, respectively, were related to variable consideration received from customers. None of our LNG revenues—affiliates from the contract included in the table above were related to variable consideration received from customers during the three and six months ended June 30, 2022 and 2021.

We may enter into contracts to sell LNG that are conditioned upon one or both of the parties achieving certain milestones such as reaching FID on a certain liquefaction Train, obtaining financing or achieving substantial completion of a Train and any related facilities. These contracts are considered completed contracts for revenue recognition purposes and are included in the transaction price above when the conditions are considered probable of being met.

17

CHENIERE CORPUS CHRISTI HOLDINGS, LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—CONTINUED

(unaudited)

NOTE 11—RELATED PARTY TRANSACTIONS

Below is a summary of our related party transactions as reported on our Consolidated Statements of Operations (in millions):

	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021
LNG revenues—affiliate
Cheniere Marketing Agreements	$	707	$	319	$	1,372	$	579
Contracts for Sale and Purchase of Natural Gas and LNG	56		12		62		20
Total LNG revenues—affiliate	763		331		1,434		599
Cost of sales—affiliate
Contracts for Sale and Purchase of Natural Gas and LNG	36		2		48		6
Cheniere Marketing Agreements	—		—		—		31
Total cost of sales—affiliate	36		2		48		37
Cost of sales—related party
Natural Gas Supply Agreement (1)	—		36		—		71
Operating and maintenance expense—affiliate
Services Agreements	28		28		58		52
Operating and maintenance expense—related party
Natural Gas Transportation Agreements	3		3		5		5
General and administrative expense—affiliate
Services Agreements	8		7		16		12

(1)Includes amounts recorded related to natural gas supply contracts that we had with a related party. This agreement ceased to be considered a related party agreement during 2021, as discussed below.

We had $28 million and $35 million due to affiliates as of June 30, 2022 and December 31, 2021, respectively, under agreements with affiliates, as described below.

Cheniere Marketing Agreements

Cheniere Marketing SPA

CCL has an amended and restated fixed price SPA with Cheniere Marketing International LLP (“Cheniere Marketing”), a wholly owned subsidiary of Cheniere, (the “Cheniere Marketing Base SPA”) with a term of 20 years which allows Cheniere Marketing to purchase, at its option, (1) up to a cumulative total of 150 TBtu of LNG within the commissioning periods for Trains 1 through 3 and (2) any excess LNG produced by the Liquefaction Project that is not committed to customers under third party SPAs. Under the Cheniere Marketing Base SPA, Cheniere Marketing may, without charge, elect to suspend deliveries of cargoes (other than commissioning cargoes) scheduled for any month under the applicable annual delivery program by providing specified notice in advance. Additionally, CCL has: (1) a fixed price SPA with a term through 2043 with Cheniere Marketing which allows them to purchase volumes of approximately 15 TBtu per annum of LNG and (2) an SPA with Cheniere Marketing for approximately 44 TBtu of LNG with a maximum term up to 2026 associated with the integrated production marketing gas supply agreement between CCL and EOG Resources, Inc. As of June 30, 2022 and December 31, 2021, CCL had $294 million and $314 million of accounts receivable—affiliate, respectively, under these agreements with Cheniere Marketing.

In association with an IPM agreement between CCL and ARC Resources U.S. Corp, CCL entered into an SPA in June 2022 with Cheniere Marketing to sell Cheniere Marketing approximately 44 TBtu per annum of LNG at a price linked to the Platts Japan Korea Marker (“JKM”), for a term of 15 years commencing with commercial operations of Train 7 of the Corpus Christi Stage 3 Project.

18

CHENIERE CORPUS CHRISTI HOLDINGS, LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—CONTINUED

(unaudited)

Cheniere Marketing Letter Agreement

CCL has a letter agreement with Cheniere Marketing for the sale of up to 48 cargoes scheduled to be delivered between 2023 and 2025 at a price equal to 115% of Henry Hub plus $1.97 per MMBtu.

Facility Swap Agreement

We have entered into an arrangement with subsidiaries of Cheniere to provide the ability, in limited circumstances, to potentially fulfill commitments to LNG buyers in the event operational conditions impact operations at either the Sabine Pass or Corpus Christi liquefaction facilities. The purchase price for such cargoes would be (i) 115% of the applicable natural gas feedstock purchase price or (ii) a free-on-board U.S. Gulf Coast LNG market price, whichever is greater.

Services Agreements

Gas and Power Supply Services Agreement (“G&P Agreement”)

CCL has a G&P Agreement with Cheniere Energy Shared Services, Inc. (“Shared Services”), a wholly owned subsidiary of Cheniere, pursuant to which Shared Services will manage the gas and power procurement requirements of CCL. The services include, among other services, exercising the day-to-day management of CCL’s natural gas and power supply requirements, negotiating agreements on CCL’s behalf and providing other administrative services. Prior to the substantial completion of each Train of the Liquefaction Project, no monthly fee payment is required except for reimbursement of operating expenses. After substantial completion of each Train of the Liquefaction Project, CCL will pay, in addition to the reimbursement of related expenses, a fixed monthly fee of $30,000 (indexed for inflation) per mtpa for services performed with respect to such Train.

Operation and Maintenance Agreements (“O&M Agreements”)

CCL has an O&M Agreement (“CCL O&M Agreement”) with Cheniere LNG O&M Services, LLC (“O&M Services”), a wholly owned subsidiary of Cheniere, pursuant to which CCL receives all of the necessary services required to construct, operate and maintain the Liquefaction Project. The services to be provided include, among other services, preparing and maintaining staffing plans, identifying and arranging for procurement of equipment and materials, overseeing contractors, administering various agreements, information technology services and other services required to operate and maintain the Liquefaction Project. Prior to the substantial completion of each Train of the Liquefaction Project, no monthly fee payment is required except for reimbursement of operating expenses. After substantial completion of each Train of the Liquefaction Project, CCL will pay, in addition to the reimbursement of related expenses, a fixed monthly fee of $53,000 (indexed for inflation) per mtpa for services performed with respect to such Train.

CCP has an O&M Agreement (“CCP O&M Agreement”) with O&M Services pursuant to which CCP receives all of the necessary services required to construct, operate and maintain the Corpus Christi Pipeline. The services to be provided include, among other services, preparing and maintaining staffing plans, identifying and arranging for procurement of equipment and materials, overseeing contractors, information technology services and other services required to operate and maintain the Corpus Christi Pipeline. CCP is required to reimburse O&M Services for all operating expenses incurred on behalf of CCP.

Management Services Agreements (“MSAs”)

CCL has an MSA with Shared Services pursuant to which Shared Services manages the construction and operation of the Liquefaction Project, excluding those matters provided for under the G&P Agreement and the CCL O&M Agreement. The services include, among other services, exercising the day-to-day management of CCL’s affairs and business, managing CCL’s regulatory matters, preparing status reports, providing contract administration services for all contracts associated with the Liquefaction Project and obtaining insurance. Prior to the substantial completion of each Train of the Liquefaction Project, no monthly fee payment is required except for reimbursement of expenses. After substantial completion of each Train, CCL will pay, in addition to the reimbursement of related expenses, a monthly fee of $157,000 (adjusted for inflation) per mtpa for services performed with respect to such Train.

19

CHENIERE CORPUS CHRISTI HOLDINGS, LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—CONTINUED

(unaudited)

CCP has a MSA with Shared Services pursuant to which Shared Services manages CCP’s operations and business, excluding those matters provided for under the CCP O&M Agreement. The services include, among other services, exercising the day-to-day management of CCP’s affairs and business, managing CCP’s regulatory matters, preparing status reports, providing contract administration services for all contracts associated with the Corpus Christi Pipeline and obtaining insurance. CCP is required to reimburse Shared Services for the aggregate of all costs and expenses incurred in the course of performing the services under the MSA.

Shipping Services Agreement (“SSA”)

In June 2022, CCL executed an SSA with Cheniere Marketing pursuant to which Cheniere Marketing will provide certain shipping and transportation-related services associated with CCL’s LNG sale and purchase agreement with a third party under delivery ex-ship terms, which commences upon substantial completion of the third Train of the Corpus Christi Stage 3 Project.

Natural Gas Supply Agreement

CCL was party to a natural gas supply agreement with a related party in the ordinary course of business, to obtain a fixed minimum daily volume of feed gas for the operation of the Liquefaction Project. The related party entity was acquired by a non-related party on November 1, 2021, therefore, as of such date, this agreement ceased to be considered a related party agreement.

Natural Gas Transportation Agreements

Agreements with Related Party

CCL is party to natural gas transportation agreements with a related party in the ordinary course of business for the operation of the Liquefaction Project, for a period of 10 years which began in May 2020. Cheniere accounts for its investment in this related party as an equity method investment. CCL recorded accrued liabilities—related party of $1 million as of both June 30, 2022 and December 31, 2021 with this related party.

Contracts for Sale and Purchase of Natural Gas and LNG

CCL has an agreement with Sabine Pass Liquefaction, LLC that allows the parties to sell and purchase natural gas with each other. Natural gas purchased under this agreement is initially recorded as inventory and then to cost of sales—affiliate upon its sale, except for purchases related to commissioning activities which are capitalized as LNG terminal construction-in-process. Natural gas sold under this agreement is recorded as LNG revenues—affiliate.

CCL also has an agreement with Midship Pipeline Company, LLC that allows them to sell and purchase natural gas with each other.

Land Agreements

Rental Agreements

CCL has agreements with Cheniere Land Holdings, LLC (“Cheniere Land Holdings”), a wholly owned subsidiary of Cheniere, to rent the land owned by Cheniere Land Holdings for the Liquefaction Project. The total annual rental payment is $0.6 million with terms through 2031.

Easement Agreements

CCL has agreements with Cheniere Land Holdings which grant CCL easements on land owned by Cheniere Land Holdings for the Liquefaction Project. The total annual payment for easement agreements is $0.1 million, excluding any previously paid one-time payments, and the terms of the agreements range from three to five years.

20

CHENIERE CORPUS CHRISTI HOLDINGS, LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—CONTINUED

(unaudited)

Master License Agreements

CCL has agreements with Cheniere Land Holdings which grant CCL licenses to enter certain land owned by Cheniere Land Holdings for the Liquefaction Project. The aggregate annual payment for these agreements is $1 million, commencing January 2022 through completion of construction at the Liquefaction Project, subject to early termination.

Dredge Material Disposal Agreement

CCL has a dredge material disposal agreement with Cheniere Land Holdings that terminates in 2042 which grants CCL permission to use land owned by Cheniere Land Holdings for the deposit of dredge material from the construction and maintenance of the Liquefaction Project. Under the terms of the agreement, CCL will pay Cheniere Land Holdings $0.50 per cubic yard of dredge material deposits up to 5.0 million cubic yards and $4.62 per cubic yard for any quantities above that.

Tug Hosting Agreement

CCL has a tug hosting agreement with Corpus Christi Tug Services, LLC (“Tug Services”), a wholly owned subsidiary of Cheniere, to provide certain marine structures, support services and access necessary at the Liquefaction Project for Tug Services to provide its customers with tug boat and marine services. Tug Services is required to reimburse CCL for any third party costs incurred by CCL in connection with providing the goods and services.

State Tax Sharing Agreements

CCL and CCP each have a state tax sharing agreement with Cheniere. Under these agreements, Cheniere has agreed to prepare and file all state and local tax returns which each of the entities and Cheniere are required to file on a combined basis and to timely pay the combined state and local tax liability. If Cheniere, in its sole discretion, demands payment, each of the respective entities will pay to Cheniere an amount equal to the state and local tax that each of the entities would be required to pay if its state and local tax liability were calculated on a separate company basis. To date, there have been no state and local tax payments demanded by Cheniere under the tax sharing agreements. The agreements for both CCL and CCP were effective for tax returns due on or after May 2015.

NOTE 12—CUSTOMER CONCENTRATION

The following table shows external customers with revenues of 10% or greater of total revenues from external customers and external customers with trade and other receivables, net of current expected credit losses and contract assets, net of current expected credit losses balances of 10% or greater of total trade and other receivables, net of current expected credit losses from external customers and contract assets, net of current expected credit losses from external customers, respectively:

	Percentage of Total Revenues from External Customers				Percentage of Trade and Other Receivables, Net and Contract Assets, Net from External Customers
	Three Months Ended June 30,		Six Months Ended June 30,		June 30,	December 31,
	2022	2021	2022	2021	2022	2021
Customer A	20%	23%	22%	23%	*	*
Customer B	15%	17%	14%	19%	*	*
Customer C	14%	14%	13%	16%	*	*
Customer D	*	*	*	*	28%	31%
Customer E	*	*	*	*	*	11%

* Less than 10%

21

CHENIERE CORPUS CHRISTI HOLDINGS, LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—CONTINUED

(unaudited)

NOTE 13—SUPPLEMENTAL CASH FLOW INFORMATION

The following table provides supplemental disclosure of cash flow information (in millions):

	Six Months Ended June 30,
	2022		2021
Cash paid during the period for interest on debt, net of amounts capitalized	$	222	$	199
Non-cash contributions from affiliates for conveyance of assets	7		—
Right-of-use assets obtained in exchange for new operating lease liabilities	3		—
Non-cash investing activity:
Contributions of property, plant and equipment in exchange for other non-current assets	17		—

The balance in property, plant and equipment, net of accumulated depreciation funded with accounts payable and accrued liabilities (including affiliate) was $6 million and $28 million as of June 30, 2022 and 2021, respectively.

We recorded $1.5 billion of contribution in our Statement of Member’s Equity (Deficit) during the quarter ended June 30, 2022 related to the contribution of the CCL Stage III entity to us from Cheniere on June 15, 2022, with such contribution representing a non-cash financing activity. See Note 2—CCL Stage III Contribution and Merger for further discussion.

22

ITEM 2.     MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 

Information Regarding Forward-Looking Statements

This quarterly report contains certain statements that are, or may be deemed to be, “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements, other than statements of historical or present facts or conditions, included herein or incorporated herein by reference are “forward-looking statements.” Included among “forward-looking statements” are, among other things:

•statements that we expect to commence or complete construction of our proposed LNG terminal, liquefaction facility, pipeline facility or other projects, or any expansions or portions thereof, by certain dates, or at all; 

•statements regarding future levels of domestic and international natural gas production, supply or consumption or future levels of LNG imports into or exports from North America and other countries worldwide or purchases of natural gas, regardless of the source of such information, or the transportation or other infrastructure or demand for and prices related to natural gas, LNG or other hydrocarbon products;

•statements regarding any financing transactions or arrangements, or our ability to enter into such transactions;

•statements regarding our future sources of liquidity and cash requirements;

•statements relating to the construction of our Trains and pipeline, including statements concerning the engagement of any EPC contractor or other contractor and the anticipated terms and provisions of any agreement with any EPC or other contractor, and anticipated costs related thereto;

•statements regarding any SPA or other agreement to be entered into or performed substantially in the future, including any revenues anticipated to be received and the anticipated timing thereof, and statements regarding the amounts of total natural gas liquefaction or storage capacities that are, or may become, subject to contracts;

•statements regarding counterparties to our commercial contracts, construction contracts and other contracts;

•statements regarding our planned development and construction of additional Trains and pipelines, including the financing of such Trains and pipelines;

•statements that our Trains, when completed, will have certain characteristics, including amounts of liquefaction capacities;

•statements regarding our business strategy, our strengths, our business and operation plans or any other plans, forecasts, projections, or objectives, including anticipated revenues, capital expenditures, maintenance and operating costs and cash flows, any or all of which are subject to change;

•statements regarding legislative, governmental, regulatory, administrative or other public body actions, approvals, requirements, permits, applications, filings, investigations, proceedings or decisions;

•statements regarding the COVID-19 pandemic and its impact on our business and operating results, including any customers not taking delivery of LNG cargoes, the ongoing creditworthiness of our contractual counterparties, any disruptions in our operations or construction of our Trains and the health and safety of Cheniere’s employees, and on our customers, the global economy and the demand for LNG; and

•any other statements that relate to non-historical or future information.

All of these types of statements, other than statements of historical or present facts or conditions, are forward-looking statements. In some cases, forward-looking statements can be identified by terminology such as “may,” “will,” “could,” “should,” “achieve,” “anticipate,” “believe,” “contemplate,” “continue,” “estimate,” “expect,” “intend,” “plan,” “potential,” “predict,” “project,” “pursue,” “target,” the negative of such terms or other comparable terminology. The forward-looking statements contained in this quarterly report are largely based on our expectations, which reflect estimates and assumptions made by our management. These estimates and assumptions reflect our best judgment based on currently known market conditions and other factors. Although we believe that such estimates are reasonable, they are inherently uncertain and involve a number of risks and uncertainties beyond our control. In addition, assumptions may prove to be inaccurate. We caution that the forward-looking statements contained in this quarterly report are not guarantees of future performance and that such statements may not be realized or the forward-looking statements or events may not occur. Actual results may differ materially

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from those anticipated or implied in forward-looking statements as a result of a variety of factors described in this quarterly report and in the other reports and other information that we file with the SEC, including those discussed under “Risk Factors” in our annual report on Form 10-K for the fiscal year ended December 31, 2021. All forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by these risk factors. These forward-looking statements speak only as of the date made, and other than as required by law, we undertake no obligation to update or revise any forward-looking statement or provide reasons why actual results may differ, whether as a result of new information, future events or otherwise.

Introduction

The following discussion and analysis presents management’s view of our business, financial condition and overall performance and should be read in conjunction with our Consolidated Financial Statements and the accompanying notes. This information is intended to provide investors with an understanding of our past performance, current financial condition and outlook for the future.

Our discussion and analysis includes the following subjects: 

•Overview 

•Overview of Significant Events

•Results of Operations

•Liquidity and Capital Resources

•Summary of Critical Accounting Estimates

•Recent Accounting Standards

Overview

We are a Delaware limited liability company formed in 2014 by Cheniere. We provide clean, secure and affordable LNG to integrated energy companies, utilities and energy trading companies around the world. We aspire to conduct our business in a safe and responsible manner, delivering a reliable, competitive and integrated source of LNG to our customers.

LNG is natural gas (methane) in liquid form. The LNG we produce is shipped all over the world, turned back into natural gas (called “regasification”) and then transported via pipeline to homes and businesses and used as an energy source that is essential for heating, cooking and other industrial uses. Natural gas is a cleaner-burning, abundant and affordable source of energy. When LNG is converted back to natural gas, it can be used instead of coal, which reduces the amount of pollution traditionally produced from burning fossil fuels, like sulfur dioxide and particulate matter that enters the air we breathe. Additionally, compared to coal, it produces significantly fewer carbon emissions. By liquefying natural gas, we are able to reduce its volume by 600 times so that we can load it onto special LNG carriers designed to keep the LNG cold and in liquid form for efficient transport overseas.

We own and operate a natural gas liquefaction and export facility located near Corpus Christi, Texas (the “Corpus Christi LNG Terminal”) through CCL, which has natural gas liquefaction facilities consisting of three operational Trains for a total production capacity of approximately 15 mtpa of LNG, three LNG storage tanks and two marine berths. Additionally, we are constructing an expansion of the Corpus Christi LNG Terminal (the “Corpus Christi Stage 3 Project”) for up to seven midscale Trains with an expected total production capacity over 10 mtpa of LNG. Refer to Note 2—CCL Stage III Contribution and Merger for additional information on the Corpus Christi Stage 3 Project.

CCL Stage III, CCL and CCP received approval from FERC in November 2019 to site, construct and operate the Corpus Christi Stage 3 Project. In March 2022, CCL Stage III issued limited notice to proceed to Bechtel Energy Inc. (“Bechtel”) to commence early engineering, procurement and site works. In June 2022, Cheniere’s board of directors (the “Board”) made a positive FID with respect to the Corpus Christi Stage 3 Project and issued a full notice to proceed with construction to Bechtel effective June 16, 2022. In connection with the positive FID, CCL Stage III, through which Cheniere was developing and constructing the Corpus Christi Stage 3 Project, was contributed to us from Cheniere (the “Contribution”) on June 15, 2022. Immediately following the Contribution, CCL Stage III was merged with and into CCL (the “Merger”), the surviving entity of

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the merger and our wholly owned subsidiary. Refer to Note 2—CCL Stage III Contribution and Merger for additional information on the Contribution and Merger of CCL Stage III.

We also own and operate through CCP a 21.5-mile natural gas supply pipeline that interconnects the Corpus Christi LNG Terminal with several interstate and intrastate natural gas pipelines (the “Corpus Christi Pipeline” and together with the existing operational Trains, midscale trains, storage tanks and marine berths, the “Liquefaction Project”).

Our customer arrangements provide us with significant, stable and long-term cash flows. We contract our anticipated production capacity under SPAs, in which our customers are generally required to pay a fixed fee with respect to the contracted volumes irrespective of their election to cancel or suspend deliveries of LNG cargoes, and under IPM agreements, in which the gas producer sells to us gas on a global LNG index price, less a fixed liquefaction fee, shipping and other costs. Our long-term customer arrangements form the foundation of our business and provide us with significant, stable, long-term cash flows. We have contracted approximately 85% of the total anticipated production capacity from the Liquefaction Project with approximately 18 years of weighted average remaining life as of June 30, 2022. In March 2022, the DOE authorized the export of an additional 108.16 Bcf/yr of domestically produced LNG by vessel from the Corpus Christi LNG Terminal through December 31, 2050 to non-FTA countries, that were previously authorized for FTA countries only. For further discussion of the contracted future cash flows under our revenue arrangements, see the liquidity and capital resources disclosures in our annual report on Form 10-K for the fiscal year ended December 31, 2021.

We remain focused on operational excellence and customer satisfaction. Increasing demand for LNG has allowed us to expand our liquefaction infrastructure in a financially disciplined manner. We have increased available liquefaction capacity at our Liquefaction Project as a result of debottlenecking and other optimization projects. We hold a significant land position at the Corpus Christi LNG Terminal, which provides opportunity for further liquefaction capacity expansion. The development of these sites or other projects, including infrastructure projects in support of natural gas supply and LNG demand, will require, among other things, acceptable commercial and financing arrangements before we make a positive FID.

Additionally, we are committed to the responsible and proactive management of our most important environmental, social and governance (“ESG”) impacts, risks and opportunities. In June 2022, Cheniere published its 2021 Corporate Responsibility (“CR”) report, which details our approach and progress on ESG issues, including Cheniere’s recently announced collaboration with natural gas midstream companies, methane detection technology providers and leading academic institutions to implement quantification, monitoring, reporting and verification of greenhouse gas emissions at natural gas gathering, processing, transmission and storage systems specific to our supply chain, as well as our contributions to energy security during a critical time in history. Additionally, Cheniere commenced providing Cargo Emissions Tags (“CE Tags”) to its customers in June 2022. The CE Tags provide customers with estimated greenhouse gas (“GHG”) emissions data associated with each LNG cargo produced at the Liquefaction Project and are provided for both free-on-board (“FOB”) and delivered ex-ship (“DES”) LNG cargoes. Cheniere’s CR report is available at cheniere.com/our-responsibility/reporting-center. Information on our website, including the CR report, is not incorporated by reference into this Quarterly Report on Form 10-Q.

Overview of Significant Events

Our significant events since January 1, 2022 and through the filing date of this Form 10-Q include the following:

Strategic

•In July 2022, CCL entered into a long-term LNG SPA with PTT Global LNG Company Limited (“PTTGL”), under which PTTGL has agreed to purchase 1.0 mtpa of LNG from CCL for twenty years beginning in 2026. The SPA calls for a combination of FOB and DES deliveries. The purchase price for LNG under the SPA is indexed to the Henry Hub price, plus a fixed liquefaction fee.

•In March 2022, CCL amended its existing long-term SPA with Engie SA (“Engie”), increasing the volume Engie has agreed to purchase from CCL to approximately 0.9 mtpa of LNG on a FOB basis, and extending the term to approximately 20 years, which began in September 2021.

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•On June 15, 2022, Cheniere’s Board made a positive FID with respect to the Corpus Christi Stage 3 Project and issued a full notice to proceed with construction to Bechtel under the EPC contract to commence construction of the Corpus Christi Stage 3 Project effective June 16, 2022. In connection with the positive FID, CCL Stage III was contributed to us as and subsequently merged with and into CCL, with CCL the surviving company of the merger and our wholly owned subsidiary. Notable contracts received by CCL in connection with the merger included the following:

◦IPM agreements held by CCL Stage III with ARC Resources U.S. Corp, EOG Resources, Inc. and Apache Corporation, with terms of approximately 15 years, aggregating approximately 65 million tonnes, approximately 40 million tonnes of which commences with commercial operations of certain Trains of the Corpus Christi Stage 3 Project (the “Transferred IPM Agreements”);

◦SPAs held by Cheniere Marketing International LLP (“Cheniere Marketing”) or its subsidiaries with Foran Energy Group, Ltd, CPC Corporation, Sinochem Group Co. Ltd. and Polskie Gornictwo Naftowe I Gazownictwo S.A. (“PGNiG”), for which CCL entered into a newly executed agreement between CCL and PGNiG taking the place of a portion of the term of the existing agreement between PGNiG and Cheniere Marketing, aggregating approximately 105 million tonnes of LNG to be delivered through 2046; and

◦the aforementioned EPC contract with Bechtel for the Corpus Christi Stage 3 Project for a contract price of approximately $5.5 billion, subject to adjustment only by change order.

•In June 2022, CCL and Cheniere Marketing, a wholly owned subsidiary of Cheniere, entered into an SPA for approximately 44 TBtu per annum of LNG associated with the IPM agreement between CCL and ARC Resources U.S. Corp referenced above for a term of 15 years.

Operational

•As of July 30, 2022, approximately 550 cumulative LNG cargoes totaling over 35 million tonnes of LNG have been produced, loaded and exported from the Liquefaction Project.

Financial

•In June 2022, CCH amended and restated its term loan credit facility (the “CCH Credit Facility”) and its working capital facility (the “CCH Working Capital Facility”) to, among other things, (1) increase the commitments to approximately $4.0 billion and $1.5 billion for the CCH Credit Facility and the CCH Working Capital Facility, respectively, which are intended to fund a portion of the cost of developing, constructing and operating the Corpus Christi Stage 3 Project, (2) extend the maturity of the CCH Credit Facility to the earlier of June 15, 2029 or two years after the substantial completion of the last Train of the Corpus Christi Stage 3 Project and extend the maturity of the CCH Working Capital Facility to June 15, 2027, (3) update the indexed interest rate to SOFR and (4) make certain other changes to the terms and conditions of each existing facility.

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Results of Operations

The following charts summarize the total revenues and total LNG volumes loaded (including both operational and commissioning volumes) during the six months ended June 30, 2022 and 2021:

(1) The six months ended June 30, 2021 excludes four TBtu that were loaded at our affiliate’s facility.

Net income (loss)

Our consolidated net loss was $527 million and $1.3 billion for the three and six months ended June 30, 2022, respectively, compared to net loss of $71 million and net income of $260 million for the three and six months ended June 30, 2021, respectively. Substantially all of the decrease of $456 million and $1.5 billion during the three and six months ended June 30, 2022, respectively, was due to an increase in commodity derivatives losses from unfavorable changes in fair value and settlements of $586 million and $1.6 billion between the periods, respectively, as further described below. Included in the derivative loss incurred during both the three and six months ended June 30, 2022 was a loss incurred of $474 million associated with, and following the Contribution of, the Transferred IPM Agreements on June 15, 2022, primarily attributed to CCL’s lower credit risk profile relative to that of CCL Stage III, resulting in a higher derivative liability given reduced risk of CCL’s own nonperformance.

Substantially all derivative losses relate to the use of commodity derivative instruments indexed to international LNG prices, primarily related to our IPM agreements. While operationally we utilize commodity derivatives to mitigate price volatility for commodities procured or sold over a period of time, as a result of significant appreciation in forward international LNG commodity curves during the three and six months ended June 30, 2022, we recognized approximately $948 million and $1.7 billion, respectively, of non-cash unfavorable changes in fair value attributed to positions indexed to such prices, including the $474 million loss on the Transferred IPM Agreements in connection with the Contribution as described above.

Derivative instruments, which in addition to managing exposure to commodity-related marketing and price risks are utilized to manage exposure to changing interest rates volatility, are reported at fair value on our Consolidated Financial Statements. In some cases, the underlying LNG sales being economically hedged are accounted for under the accrual method of accounting, whereby revenues expected to be derived from the future LNG sales are recognized only upon delivery or realization of the underlying transaction. Because the recognition of derivative instruments at fair value has the effect of recognizing gains or losses relating to future period exposure, and given the significant volumes, long-term duration and volatility in price basis for certain of our derivative contracts, use of derivative instruments may result in continued volatility of our results of operations based on changes in market pricing, counterparty credit risk and other relevant factors, notwithstanding the operational intent to mitigate risk exposure over time.

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As described in Overview of Significant Events, during the six months ended June 30, 2022, we entered into IPM agreements with various counterparties for approximately 105 million tonnes of LNG. We expect our net income or loss in the future to be impacted by the revenues and associated expenses related to the commencement of these agreements.

We expect our net income or loss in the future will be subject to a greater degree of volatility as a result of the Transferred IPM Agreements, which as described in Overview of Significant Events, totaled approximately 65 mtpa, with terms of approximately 15 years commencing with commercial operations of certain Trains of the Corpus Christi Stage 3 Project.

Revenues

	Three Months Ended June 30,						Six Months Ended June 30,
(in millions, except volumes)	2022		2021		Variance		2022		2021		Variance
LNG revenues	$	1,607	$	826	$	781	$	2,931	$	1,441	$	1,490
LNG revenues—affiliate	763		331		432		1,434		599		835
Total revenues	$	2,370	$	1,157	$	1,213	$	4,365	$	2,040	$	2,325
LNG volumes recognized as revenues (in TBtu) (1)	189		186		3		389		348		41

(1)During the six months ended June 30, 2021, includes four TBtu that were loaded at our affiliate’s facility.

Total revenues increased by approximately $1.2 billion and $2.3 billion during the three and six months ended June 30, 2022 from the comparable periods in 2021, respectively, primarily as a result of increased revenues per MMBtu due to appreciation in the Henry Hub index. Additionally, there were higher volumes of LNG delivered six months ended June 30, 2022 from the six months ended June 30, 2021 as a result of the additional production capacity of approximately 5 mtpa from Train 3 of the Liquefaction Project, which achieved substantial completion on March 26, 2021 (the “Train 3 Completion”).

Prior to substantial completion of a Train, amounts received from the sale of commissioning cargoes from that Train are offset against LNG terminal construction-in-process, because these amounts are earned or loaded during the testing phase for the construction of that Train. During the six months ended June 30, 2021, we realized offsets to LNG terminal costs of $143 million corresponding to 28 TBtu of LNG that were related to the sale of commissioning cargoes. We did not record any offsets to LNG terminal costs during the three and six months ended June 30, 2022 and the three months ended June 30, 2021.

Also included in LNG revenues are sales of certain unutilized natural gas procured for the liquefaction process and gains and losses from certain commodity derivative instruments, which include the realized value associated with a portion of derivative instruments that settle through physical delivery. We recognized revenues of $89 million and $31 million during the three months ended June 30, 2022 and 2021, respectively, and $105 million and $90 million during the six months ended June 30, 2022 and 2021, respectively, related to these transactions.

Operating costs and expenses

	Three Months Ended June 30,						Six Months Ended June 30,
(in millions)	2022		2021		Variance		2022		2021		Variance
Cost of sales	$	2,442	$	799	$	1,643	$	4,783	$	985	$	3,798
Cost of sales—affiliate	36		2		34		48		37		11
Cost of sales—related party	—		36		(36)		—		71		(71)
Operating and maintenance expense	118		120		(2)		231		203		28
Operating and maintenance expense—affiliate	28		28		—		58		52		6
Operating and maintenance expense—related party	3		3		—		5		5		—
Development expense	1		—		1		1		—		1
General and administrative expense	2		2		—		4		3		1
General and administrative expense—affiliate	8		7		1		16		12		4
Depreciation and amortization expense	112		110		2		222		199		23
Other	3		1		2		3		1		2
Total operating costs and expenses	$	2,753	$	1,108	$	1,645	$	5,371	$	1,568	$	3,803

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Total operating costs and expenses increased $1.6 billion and $3.8 billion during the three and six months ended June 30, 2022, respectively, primarily as a result of increased cost of sales. Cost of sales includes costs incurred directly for the production and delivery of LNG from the Liquefaction Project, to the extent those costs are not utilized for the commissioning process. Substantially all of the increase in both comparable periods was attributed to third party cost of sales, which increased by $1.6 billion and $3.8 billion during the three and six months ended June 30, 2022 from the comparable 2021 periods, respectively, primarily as a result of increased pricing of natural gas feedstock as a result of higher U.S. natural gas prices and increased volume of LNG delivered and unfavorable changes in our commodity derivatives to secure natural gas feedstock for the Liquefaction Project, as discussed in Net income (loss) above.

Operating and maintenance expense (including affiliate and related party) primarily includes costs associated with operating and maintaining the Liquefaction Project. Operating and maintenance expense (including affiliates) also includes third party service and maintenance, insurance, regulatory costs and other operating costs. During the six months ended June 30, 2022, operating and maintenance expense increased from the comparable period in 2021, primarily due to increased natural gas transportation and storage capacity demand charges following Train 3 Completion, as Train 3 was in operation for the full six months ended June 30, 2022 as compared to a limited number of days during the six months ended June 30, 2021.

Depreciation and amortization expense increased during the six months ended June 30, 2022 from the comparable period in 2021 primarily as a result of Train 3 Completion.

Other expense (income)

	Three Months Ended June 30,						Six Months Ended June 30,
(in millions)	2022		2021		Variance		2022		2021		Variance
Interest expense, net of capitalized interest	$	116	$	118	$	(2)	$	234	$	211	$	23
Loss on modification or extinguishment of debt	28		—		28		30		—		30
Interest rate derivative loss (gain), net	1		2		(1)		(2)		1		(3)
Other income, net	(1)		—		(1)		(1)		—		(1)
Total other expense	$	144	$	120	$	24	$	261	$	212	$	49

The changes in interest expense, net of capitalized interest increased during the three and six months ended June 30, 2022 compared to the comparable periods in 2021, were primarily as a result of a lower portion of total interest costs eligible for capitalization following the Train 3 Completion.

Total interest expense, net of capitalized interest consisted of the following (in millions):

	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021
Total interest cost	$	118	$	118	$	237	$	237
Capitalized interest, including amounts capitalized as an allowance for funds used during construction	(2)		—		(3)		(26)
Total interest expense, net of capitalized interest	$	116	$	118	$	234	$	211

Loss on modification or extinguishment of debt increased during the three and six months ended June 30, 2022 from the comparable periods in 2021 due to the amount of debt that was paid down prior to their scheduled maturities during the three and six months ended June 30, 2022, as further described in Liquidity and Capital Resources—Sources and Uses of Cash—Financing Cash Flows.

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Liquidity and Capital Resources

The following information describes our ability to generate and obtain adequate amounts of cash to meet our requirements in the short term and the long term. In the short term, we expect to meet our cash requirements using operating cash flows and available liquidity, consisting of restricted cash and cash equivalents and available commitments under our credit facilities. In the long term, we expect to meet our cash requirements using operating cash flows and other future potential sources of liquidity, which may include debt offerings. The table below provides a summary of our available liquidity (in millions).

	June 30, 2022
Restricted cash and cash equivalents designated for the Liquefaction Project	$	51
Available commitments under our credit facilities (1):
CCH Credit Facility	3,260
CCH Working Capital Facility	1,224
Total available liquidity	$	4,535

(1)Available commitments represent total commitments less loans outstanding and letters of credit issued under each of our credit facilities as of June 30, 2022. See Note 9—Debt of our Notes to Consolidated Financial Statements for additional information on our credit facilities and other debt instruments.

Our liquidity position subsequent to June 30, 2022 will be driven by future sources of liquidity and future cash requirements. Future sources of liquidity are expected to be composed of (1) cash receipts from executed contracts, under which we are contractually entitled to future consideration, and (2) additional sources of liquidity, from which we expect to receive cash although the cash is not underpinned by executed contracts. Future cash requirements are expected to be composed of (1) cash payments under executed contracts, under which we are contractually obligated to make payments, and (2) additional cash requirements, under which we expect to make payments although we are not contractually obligated to make the payments under executed contracts.

Supplemental Guarantor Information

The 7.000% Senior Secured Notes due 2024, 5.875% Senior Secured Notes due 2025, 5.125% Senior Secured Notes due 2027, 3.700% Senior Secured Notes due 2029 and the series of Senior Secured Notes due 2039 with weighted average rate of 3.72% (collectively, the “CCH Senior Notes”) are jointly and severally guaranteed by each of our consolidated subsidiaries, CCL, CCP and Corpus Christi Pipeline GP, LLC (each a “Guarantor” and collectively, the “Guarantors”).

The Guarantors’ guarantees are full and unconditional, subject to certain release provisions including (1) the sale, exchange, disposition or transfer (by merger, consolidation or otherwise) of all or substantially all of the capital stock or the assets of the Guarantors, (2) the designation of the Guarantor as an “unrestricted subsidiary” in accordance with the indentures governing the CCH Senior Notes (the “CCH Indentures”), (3) upon the legal defeasance or covenant defeasance or discharge of obligations under the CCH Indentures and (4) the release and discharge of the Guarantors pursuant to the Common Security and Account Agreement. In the event of a default in payment of the principal or interest by us, whether at maturity of the CCH Senior Notes or by declaration of acceleration, call for redemption or otherwise, legal proceedings may be instituted against the Guarantors to enforce the guarantee.

The rights of holders of the CCH Senior Notes against the Guarantors may be limited under the U.S. Bankruptcy Code or federal or state fraudulent transfer or conveyance law. Each guarantee contains a provision intended to limit the Guarantor’s liability to the maximum amount that it could incur without causing the incurrence of obligations under its guarantee to be a fraudulent conveyance or transfer under U.S. federal or state law. However, there can be no assurance as to what standard a court will apply in making a determination of the maximum liability of the Guarantors. Moreover, this provision may not be effective to protect the guarantee from being voided under fraudulent conveyance laws. There is a possibility that the entire guarantee may be set aside, in which case the entire liability may be extinguished.

Summarized financial information about us and the Guarantors as a group is omitted herein because such information would not be materially different from our Consolidated Financial Statements.

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Sources and Uses of Cash

The following table summarizes the sources and uses of our restricted cash and cash equivalents (in millions). The table presents capital expenditures on a cash basis; therefore, these amounts differ from the amounts of capital expenditures, including accruals, which are referred to elsewhere in this report. Additional discussion of these items follows the table. 

	Six Months Ended June 30,
	2022		2021
Net cash provided by operating activities	$	742	$	733
Net cash used in investing activities	(406)		(204)
Net cash used in financing activities	(329)		(477)
Net increase in restricted cash and cash equivalents	$	7	$	52

Operating Cash Flows

Operating cash flows during the six months ended June 30, 2022 and 2021 were $742 million and $733 million, respectively. The $9 million increase between the periods was primarily related to cash used as working capital as a result of payment timing differences and timing of cash receipts from the sale of LNG cargoes. The increase was partially offset by a decrease in operating cash inflows due to higher costs associated with the sale of certain unutilized natural gas procured for the liquefaction process during the six months ended June 30, 2022.

Investing Cash Flows

Cash outflows for property, plant and equipment were primarily for the construction costs for the Liquefaction Project, which are capitalized as construction-in-process until achievement of substantial completion. In March 2021, substantial completion was achieved on Train 3, and in June 2022, Cheniere’s Board issued a full notice to proceed with construction for the Corpus Christi Stage 3 Project to Bechtel.

Financing Cash Flows

Our financing cash net outflows during the six months ended June 30, 2022 and 2021 were $329 million and $477 million, respectively. The $148 million decrease between the periods was due to an increase in cash inflows from receipts of capital contributions, net of capital distributions, of $1.3 billion, offset by an increase in net cash outflows from debt activity of $1.2 billion, each described further below.

Debt Activity

During the six months ended June 30, 2022 and 2021, total debt paid, net of issuances, was $1.2 billion and $140 million, respectively, all of which was paid prior to contractual maturity of the underlying debt. Additionally, total cash paid for debt related costs was $61 million and zero, respectively, during the six months ended June 30, 2022 and 2021. See tables below for additional details.

Debt Issuances and Related Financing Costs

The following table shows the issuances of debt, including intra-quarter borrowings (in millions):

	Six Months Ended June 30,
	2022		2021
CCH Credit Facility	$	440	$	—

During the six months ended June 30, 2022 and 2021, we incurred debt issuance costs and other financing costs of $18 million and zero, respectively, related to the debt issuances above and amendment of credit facilities during the respective periods.

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Debt Repayments and Related Extinguishment Costs

The following table shows the repayments of debt, including intra-quarter repayments (in millions):

	Six Months Ended June 30,
	2022		2021
CCH Credit Facility	$	(1,390)	$	—
CCH Working Capital Facility	(250)		(140)
Total repayments	$	(1,640)	$	(140)

During the six months ended June 30, 2022 and 2021, we incurred debt modification or extinguishment costs of $43 million and zero, respectively, related to the these repayments.

Capital Contributions and Distributions

During the six months ended June 30, 2022, we received cash capital contributions of $932 million from Cheniere and during the six months ended June 30, 2021 we made cash distributions of $337 million to Cheniere.

Summary of Critical Accounting Estimates

The preparation of Consolidated Financial Statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the amounts reported in the Consolidated Financial Statements and the accompanying notes. There have been no significant changes to our critical accounting estimates from those disclosed in our annual report on Form 10-K for the fiscal year ended December 31, 2021.

Recent Accounting Standards 

For a summary of recently issued accounting standards, see Note 1—Nature of Operations and Basis of Presentation of our Notes to Consolidated Financial Statements.

ITEM 3.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Marketing and Trading Commodity Price Risk

We have entered into commodity derivatives consisting of natural gas supply contracts for the commissioning and operation of the Liquefaction Project (“Liquefaction Supply Derivatives”). In order to test the sensitivity of the fair value of the Liquefaction Supply Derivatives to changes in underlying commodity prices, management modeled a 10% change in the commodity price for natural gas for each delivery location as follows (in millions):

	June 30, 2022				December 31, 2021
	Fair Value		Change in Fair Value		Fair Value		Change in Fair Value
Liquefaction Supply Derivatives	$	(4,979)	$	1,605	$	(1,212)	$	186

See Note 7—Derivative Instruments of our Notes to Consolidated Financial Statements for additional details about our derivative instruments.

ITEM 4.     CONTROLS AND PROCEDURES

We maintain a set of disclosure controls and procedures that are designed to ensure that information required to be disclosed by us in the reports voluntarily filed by us under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. As of the end of the period covered by this report, we evaluated, under the supervision and with the participation of our management, including our President and Chief Financial Officer, the effectiveness of our disclosure controls and procedures pursuant to Rule 13a-15 of the Exchange Act. Based on that evaluation, our President and Chief Financial Officer concluded that our disclosure controls and procedures are effective.

During the most recent fiscal quarter, there have been no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. 

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PART II.    OTHER INFORMATION

ITEM 1.     LEGAL PROCEEDINGS

We may in the future be involved as a party to various legal proceedings, which are incidental to the ordinary course of business. We regularly analyze current information and, as necessary, provide accruals for probable liabilities on the eventual disposition of these matters. There have been no material changes to the legal proceedings disclosed in our annual report on Form 10-K for the fiscal year ended December 31, 2021.

ITEM 1A.    RISK FACTORS

There have been no material changes from the risk factors disclosed in our annual report on Form 10-K for the fiscal year ended December 31, 2021.

ITEM 6.    EXHIBITS

Exhibit No.	Description
10.1	Second Amended and Restated Term Loan Facility Agreement, dated June 15, 2022, among the Company, CCP, Corpus Christi Pipeline GP, LLC, CCL, the lenders party thereto from time to time and Société Générale as the Term Loan Facility Agent (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (SEC File No. 333-215435), filed on June 22, 2022)
10.2	Second Amended and Restated Working Capital Facility Agreement, dated June 15, 2022, among the Company, CCP, Corpus Christi Pipeline GP, LLC, CCL, the lenders party thereto from time to time, the issuing banks party thereto from time to time, the swing line lenders party thereto from time to time, The Bank of Nova Scotia as Working Capital Facility Agent and Société Générale as Security Trustee (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K (SEC File No. 333-215435), filed on June 22, 2022)
10.3	Second Amended and Restated Common Terms Agreement, dated June 15, 2022, among the Company, CCP, Corpus Christi Pipeline GP, LLC, CCL, Société Générale, as Term Loan Facility Agent, The Bank of Nova Scotia as Working Capital Facility Agent, and Société Générale as Intercreditor Agent, and any other facility lenders party thereto from time to time (Incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K (SEC File No. 333-215435), filed on June 22, 2022)
10.4	Second Amended and Restated Common Security and Account Agreement, dated June 15, 2022, among the Company, CCP, Corpus Christi Pipeline GP, LLC, CCL, the Senior Creditor Group Representatives, Société Générale as the Intercreditor Agent, Société Générale as Security Trustee and Mizuho Bank, Ltd as the Account Bank (Incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K (SEC File No. 333-215435), filed on June 22, 2022)
10.5	Fixed Price Separated Turnkey Agreement for the Engineering, Procurement and Construction of the Corpus Christi Liquefaction Stage 3 Project, dated March 1, 2022, by and between Corpus Christi Liquefaction Stage III, LLC and Bechtel Energy Inc (Portions of this exhibit have been omitted) (Incorporated by reference to Exhibit 10.1 to Cheniere’s Quarterly Report on Form 10-Q (SEC File No. 001-16383), filed on May 3, 2022)
10.6*	Change orders to the Lump Sum Turnkey Agreement for the Engineering, Procurement and Construction of the Corpus Christi Liquefaction Stage 3 Project, dated March 1, 2022, by and between CCL Stage III and Bechtel Oil Gas and Chemicals, Inc.: (i) the Change Order CO-00001 Maintaining Elevated Ground Flare Option, dated March 28, 2022, (ii) the Change Order CO-00002 Package 7 Pre-Investment of Trains 8 and 9 (Without Site Work), dated April 29, 2022 and (iii) the Change Order CO-00003 Modifications to Insurance Language, dated June 13, 2022 (Portions of this exhibit have been omitted.)
10.7	LNG Sale and Purchase Agreement (ARC), dated June 15, 2022, between Corpus Christi Liquefaction Stage III, LLC and Cheniere Marketing International LLP (Incorporated by reference to Exhibit 10.5 to the Company’s Current Report on Form 8-K (SEC File No. 333-215435), filed on June 22, 2022).
10.8	Second Amended and Restated Base LNG Sale and Purchase Agreement (FOB), dated June 15, 2022, between CCL and Cheniere Marketing International LLP (Incorporated by reference to Exhibit 10.6 to the Company’s Current Report on Form 8-K (SEC File No. 333-215435), filed on June 22, 2022)

33

Exhibit No.	Description
10.9	Shipping Services Agreement, dated June 15, 2022, between Corpus Christi Liquefaction Stage III, LLC and Cheniere Marketing International LLP (Incorporated by reference to Exhibit 10.7 to the Company’s Current Report on Form 8-K (SEC File No. 333-215435), filed on June 22, 2022)
22.1	List of Issuers and Guarantor Subsidiaries (Incorporated by reference to Exhibit 22.1 to the Company’s Registration Report on Form S-4 (SEC File No. 333-215435), filed on March 11, 2022
31.1*	Certification by President and Chief Financial Officer required by Rule 13a-14(a) and 15d-14(a) under the Exchange Act
32.1**	Certification by President and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS*	XBRL Instance Document
101.SCH*	XBRL Taxonomy Extension Schema Document
101.CAL*	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF*	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*	XBRL Taxonomy Extension Labels Linkbase Document
101.PRE*	XBRL Taxonomy Extension Presentation Linkbase Document
104*	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

*	Filed herewith.
**	Furnished herewith.

34

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

		CHENIERE CORPUS CHRISTI HOLDINGS, LLC
Date:	August 3, 2022	By:	/s/ Zach Davis
			Zach Davis
			President and Chief Financial Officer
			(Principal Executive and Financial Officer)
Date:	August 3, 2022	By:	/s/ David Slack
			David Slack
			Chief Accounting Officer
			(on behalf of the registrant and as principal accounting officer)

35

EX-10.6

Exhibit 10.6

[***] indicates certain identified information has been excluded because it is both (a) not material and (b) would be competitively harmful if publicly disclosed.

CHANGE ORDER

MAINTAINING ELEVATED GROUND FLARE OPTION

PROJECT NAME: Corpus Christi Liquefaction Stage 3 Project OWNER: Corpus Christi Liquefaction Stage III, LLC CONTRACTOR: Bechtel Energy Inc. DATE OF AGREEMENT: March 1, 2022 CHANGE ORDER NUMBER: CO-00001 DATE OF CHANGE ORDER: March 28, 2022

The Agreement between the Parties listed above is changed as follows: (attach additional documentation if necessary)

1.Pursuant to Article 6.1 of the Agreement (Owner’s Right to Change Order), Section 5 of Attachment NN of the Agreement (Scoping Adjustments), and Owner Letter No. CCLIQ3-BE-C22-006, dated March 1, 2022, Parties agree this Change Order includes Owner’s option for Contractor to proceed with dual elevated flare/ground flare (“Flare Scope Option”) in accordance with the FERC Implemented Design through May 15, 2022.

2.The cost description for this Change Order is provided in Exhibit 1 of this Change Order.

3.Schedule C-1 (Aggregate Labor and Skills Price Milestone Payment Schedule) of Attachment C of the Agreement will be amended by including the Milestone listed in Exhibit 2 of this Change Order.

Adjustment to Contract Price

1. The original Contract Price was	$	5,484,000,000
2. Net change by previously authorized Change Orders (# N/A)	$	0
3. The Contract Price prior to this Change Order was	$	5,484,000,000
4. The Aggregate Equipment Price will be (unchanged) by this Change Order in the amount of	[***]
5. The Aggregate Labor and Skills Price will be (increased) by this Change Order in the amount of	[***]
6. The Aggregate Provisional Sum Equipment Price will be (unchanged) by this Change Order in the amount of	[***]
7. The Aggregate Provisional Sum Labor and Skills Price will be (unchanged) by this Change Order in the amount of	[***]
8. The new Contract Price including this Change Order will be	$	5,489,000,000

The following dates are modified (list all dates modified; insert N/A if no dates modified):N/A

Impact to other Changed Criteria (insert N/A if no changes or impact; attach additional documentation if necessary)

Adjustment to Payment Schedule: Yes; see Exhibit 2 of this Change Order.

Adjustment to Minimum Acceptance Criteria: N/A

Adjustment to Performance Guarantees: N/A

Adjustment to Basis of Design: N/A

Adjustment to Attachment CC (Equipment List): N/A

Other adjustments to liability or obligation of Contractor or Owner under the Agreement: N/A

Select either A or B:

[A] This Change Order shall constitute a full and final settlement and accord and satisfaction of all effects of the change reflected in this Change Order upon the Changed Criteria and shall be deemed to compensate Contractor fully for such change. Initials: /s/ NT Contractor /s/ DC Owner

[B] This Change Order shall not constitute a full and final settlement and accord and satisfaction of all effects of the change reflected in this Change Order upon the Changed Criteria and shall not be deemed to compensate Contractor fully for such change. Initials: _____ Contractor _____ Owner

Upon execution of this Change Order by Owner and Contractor, the above-referenced change shall become a valid and binding part of the original Agreement without exception or qualification, unless noted in this Change Order. Except as modified by this and any previously issued Change Orders, all other terms and conditions of the Agreement shall remain in full force and effect. This Change Order is executed by each of the Parties’ duly authorized representatives.

CORPUS CHRISTI LIQUEFACTION STAGE III, LLC

By:	/s/ David Craft	Date:	April 5, 2022
Name:	David Craft
Title:	SVP E&C

BECHTEL ENERGY INC.

By:	/s/ Nirav Thakkar	Date:	March 28, 2022
Name:	Nirav Thakkar
Title:	Project Manager

CHANGE ORDER

PACKAGE 7 PRE-INVESTMENT OF TRAINS 8 AND 9 (WITHOUT SITE WORK)

PROJECT NAME: Corpus Christi Liquefaction Stage 3 Project OWNER: Corpus Christi Liquefaction Stage III, LLC CONTRACTOR: Bechtel Energy Inc. DATE OF AGREEMENT: March 1, 2022 CHANGE ORDER NUMBER: CO-00002 DATE OF CHANGE ORDER: April 29, 2022

The Agreement between the Parties listed above is changed as follows: (attach additional documentation if necessary)

1.Pursuant to Article 6.1 of the Agreement, Section 7 of Attachment NN of the Agreement (Scoping Adjustments), and Owner Letter No. CCLIQ3-BE-C22-011, dated April 7, 2022, Owner hereby exercises the option for Contractor to proceed with Package 7 (Pre-Investment of Trains 8 and 9) Option 7A (without Site Work) as part of Limited Notice to Proceed No. 1.

2.The cost of this Change Order is Twenty Million U.S. Dollars (U.S.$20,000,000).

3.Schedule C-1 (Aggregate Labor and Skills Price Milestone Payment Schedule) and Schedule C-3 (Aggregate Equipment Price Milestone Payment Schedule) of Attachment C of the Agreement will be amended by including the Milestones listed in Exhibit 1 of this Change Order.

4.Exhibit 2 of this Change Order details the payment schedule and the Cumulative Cancellation Charges if Owner decides to cancel this Change Order. If Owner cancels this Change Order, Owner shall only owe Contractor the Cumulative Cancellation Charges set forth in the month the Change Order is cancelled, less payments made. The Cumulative Cancellation Cost, less payments made, is the maximum Owner will owe Contractor if Owner cancels this Change Order. If Owner cancels this Change Order and the amounts of approved Change Orders (and thus increases to the Contract Price) related to Package 7 (Pre-Investment of Trains 8 and 9) Option 7A (without Site Work) exceed the Cumulative Cancellation Cost, the Parties shall enter into a Change Order reducing the Contract Price in the amount of the difference between the amounts of the approved Change Orders and the Cumulative Cancellation Cost.

5.The Scope of Work of and Basis and Assumptions for this Change Order are set forth in Exhibit 3.

Adjustment to Contract Price
1. The original Contract Price was	$	5,484,000,000
2. Net change by previously authorized Change Orders (# 00001)	$	5,000,000
3. The Contract Price prior to this Change Order was	$	5,489,000,000
4. The Aggregate Equipment Price will be (increased) by this Change Order in the amount of
5. The Aggregate Labor and Skills Price will be (increased) by this Change Order in the amount of	[***]
6. The Aggregate Provisional Sum Equipment Price will be (unchanged) by this Change Order in the amount of	$	0
7. The Aggregate Provisional Sum Labor and Skills Price will be (unchanged) by this Change Order in the amount of	$	0
8. The new Contract Price including this Change Order will be	$	5,509,000,000

The following dates are modified (list all dates modified; insert N/A if no dates modified): N/A

Impact to other Changed Criteria (insert N/A if no changes or impact; attach additional documentation if necessary)

Adjustment to Payment Schedule: Yes; see Exhibit 1 of this Change Order.

Adjustment to Minimum Acceptance Criteria: N/A

Adjustment to Performance Guarantees: N/A

Adjustment to Basis of Design: N/A

Adjustment to Attachment CC (Equipment List): Yes; update to be provided at NTP.

Other adjustments to liability or obligation of Contractor or Owner under the Agreement: Yes; see Exhibit 2 of this Change Order.

Select either A or B:

[A] This Change Order shall constitute a full and final settlement and accord and satisfaction of all effects of the change reflected in this Change Order upon the Changed Criteria and shall be deemed to compensate Contractor fully for such change. Initials: /s/ NT Contractor /s/ DC Owner

[B] This Change Order shall not constitute a full and final settlement and accord and satisfaction of all effects of the changereflected in this Change Order upon the Changed Criteria and shall not be deemed to compensate Contractor fully for suchchange. Initials: Contractor _Owner

Upon execution of this Change Order by Owner and Contractor, the above-referenced change shall become a valid and binding part of the original Agreement without exception or qualification, unless noted in this Change Order. Except as modified by this and any previously issued Change Orders, all other terms and conditions of the Agreement shall remain in full force and effect. This Change Order is executed by each of the Parties’ duly authorized representatives.

CORPUS CHRISTI LIQUEFACTION STAGE III, LLC

By:	/s/ David Craft	Date:	May 3, 2022
Name:	David Craft
Title:	SVP E&C

BECHTEL ENERGY INC.

By:	/s/ Nirav Thakkar	Date:	April 29, 2022
Name:	Nirav Thakkar
Title:	Project Manager

CHANGE ORDER

PROJECT NAME: Corpus Christi Liquefaction Stage 3 Project OWNER: Corpus Christi Liquefaction Stage III, LLC CONTRACTOR: Bechtel Energy Inc. DATE OF AGREEMENT: March 1, 2022 CHANGE ORDER NUMBER: 00003 DATE OF CHANGE ORDER: June 13, 2022

The Agreement between the Parties listed above is changed as follows:

The Parties hereby agree that Sections 1.A.(9)e and 1.A.(10) of Attachment O (Insurance Requirements) of the Agreement shall be revised as follows by replacing the word “NTP” with the words “July 1, 2022”:

e. Sum Insured: No later than LNTP No. 1, the sum insured shall be at least Ninety Million U.S. Dollars (U.S. $90,000,000) (including Twenty-Five Million U.S. Dollars (U.S.$25,000,000) for Windstorm and water damage). No later than NTPJuly 1, 2022, the sum insured shall be an amount no less than an amount to be determined based upon an estimated maximum loss study for the Stage 3 Facility conducted by a specialist firm well versed in performing such studies for the Stage 3 Facility reasonably satisfactory to Contractor, Owner and Lender, with such maximum estimated loss approved by the Parties. The insurance policy shall (i) value losses at replacement cost, without deduction for physical depreciation or obsolescence including custom duties, Taxes and fees, (ii) insure loss or damage from earth movement without a sub-limit, (iii) insure the Stage 3 Facility for property loss or damage from Windstorm and water damage (including flood and storm surge) with a sub-limit of not less than the greater of (a) Two Hundred and Fifty Million U.S. Dollars (U.S.$250,000,000) and (b) the 250-year return period loss during critical phases as determined by a loss study performed by Contractor’s broker, and such sublimit shall apply to the combined loss covered under Section 1.A(9) (Builder’s Risk) and Section 1.A(10) (Builder’s Risk Delayed Startup), and (iv) insure with a sub-limit not less than One Hundred Million U.S. Dollars (U.S.$100,000,000) for loss or damage from strikes, riots and civil commotion.

(10) Builder’s Risk Delayed Startup Insurance. No later than NTPJuly 1, 2022, delayed startup coverage insuring Owner and Lender, as their interests may appear, covering the Owner’s net revenue (where such net revenue equals the amount paid or payable to Owner for products delivered or services rendered less variable expenses and acquisition costs dependent upon revenue) but in all cases in an amount equal to not less than eighteen (18) Months (or such other period of time as determined by Owner and notified to Contractor) of Owner’s fixed costs and debt service as provided by Owner, as a result of any loss or damage insured by Section 1.A(9) above resulting in a delay in Substantial Completion beyond its anticipated date of Substantial Completion in an amount to be determined by Owner and Lender’s insurance advisor in consultation with Contractor and subject to commercial availability at a reasonable cost. The Contract Price assumes the procurement of Three Hundred and Thirty-Five Million U.S. Dollars (U.S.$335,000,000) in delayed startup coverage. If Owner requires more or less coverage, Contractor shall procure such amount of coverage and the Contract Price shall be respectively increased by the amount of the increase in premiums associated with such increase in coverage or decreased by the amount of the decrease in premiums associated with such decrease in coverage, which such increase or decrease in the Contract Price occurring by Change Order. This coverage shall be on an actual loss-sustained basis. Any proceeds from delay in startup insurance shall be payable solely to the Lender or its designee and shall not in any way reduce or relieve Contractor of any of its obligation or liabilities under the Agreement.

Adjustment to Contract Price
1. The original Contract Price was	$	5,484,000,000
2. Net change by previously authorized Change Orders (#00001 and 00002)	$	25,000,000
3. The Contract Price prior to this Change Order was	$	5,509,000,000
4. The Aggregate Equipment Price will be (increased) (decreased) (unchanged) by this Change Order in the amount of	$	0
5. The Aggregate Labor and Skills Price will be (increased) (decreased) (unchanged) by this Change Order in the amount of	$	0
6. The Aggregate Provisional Sum Equipment Price will be (increased) (decreased) (unchanged) by this Change Order in the amount of	$	0
7. The Aggregate Provisional Sum Labor and Skills Price will be (increased) (decreased) (unchanged) by this Change Order in the amount of	$	0
8. The new Contract Price including this Change Order will be	$	5,509,000,000

Adjustment to Guaranteed Dates

The following dates are modified (list all dates modified; insert N/A if no dates modified):

N/A

Impact to other Changed Criteria(insert N/A if no changes or impact; attach additional documentation if necessary)

Adjustment to Payment Schedule: N/A

Adjustment to Minimum Acceptance Criteria: N/A

Adjustment to Performance Guarantees: N/A

Adjustment to Basis of Design: N/A

Adjustment to Attachment CC (Equipment List): N/A

Other adjustments to liability or obligation of Contractor or Owner under the Agreement: N/A

Select either A or B:

[A] This Change Order shall constitute a full and final settlement and accord and satisfaction of all effects of the change reflected in this Change Order upon the Changed Criteria and shall be deemed to compensate Contractor fully for such change.Initials:/s/ NT Contractor/s/ DC Owner

[B] This Change Order shall not constitute a full and final settlement and accord and satisfaction of all effects of the change reflected in this Change Order upon the Changed Criteria and shall not be deemed to compensate Contractor fully for such change.Initials:____ Contractor____ Owner

[Change Order No. 00003 Signature Page Follows.]

Upon execution of this Change Order by Owner and Contractor, the above-referenced change shall become a valid and binding part of the original Agreement without exception or qualification, unless noted in this Change Order.Except as modified by this and any previously issued Change Orders, all other terms and conditions of the Agreement shall remain in full force and effect.This Change Order is executed by each of the Parties’ duly authorized representatives.

CORPUS CHRISTI LIQUEFACTION STAGE III, LLC

By:	/s/ David Craft
Name:	David Craft
Title:	SVP E&C

BECHTEL ENERGY INC.

By:	/s/ Nirav Thakkar
Name:	Nirav Thakkar
Title:	Project Manager

EX-31.1

Exhibit 31.1

CERTIFICATION BY PRESIDENT AND CHIEF FINANCIAL OFFICER

PURSUANT TO RULE 13a-14(a) AND 15d-14(a) UNDER THE EXCHANGE ACT

I, Zach Davis, certify that:

1.    I have reviewed this quarterly report on Form 10-Q of Cheniere Corpus Christi Holdings, LLC;

2.    Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.    Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.    I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under my supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to me by others within those entities, particularly during the period in which this report is being prepared;

b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under my supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report my conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation;

d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant's fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.    I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a)    All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)    Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 3, 2022

/s/ Zach Davis

Zach Davis

President and Chief Financial Officer of

Cheniere Corpus Christi Holdings, LLC

EX-32.1

Exhibit 32.1

CERTIFICATION BY PRESIDENT AND CHIEF FINANCIAL OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the quarterly report of Cheniere Corpus Christi Holdings, LLC (the “Company”) on Form 10-Q for the quarter ended June 30, 2022, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Zach Davis, President and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, to my knowledge, that:

(1)    The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)    The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: August 3, 2022

/s/ Zach Davis

Zach Davis

President and Chief Financial Officer of

Cheniere Corpus Christi Holdings, LLC

XML

Document and Entity Information	6 Months Ended
	Jun. 30, 2022 shares
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2022
Document Transition Report	false
Entity File Number	333-215435
Entity Registrant Name	Cheniere Corpus Christi Holdings, LLC
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	47-1929160
Entity Address, Address Line One	700 Milam Street
Entity Address, Address Line Two	Suite 1900
Entity Address, City or Town	Houston
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77002
City Area Code	713
Local Phone Number	375-5000
Title of 12(b) Security	None
Entity Current Reporting Status	No
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Central Index Key	0001693317
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q2
No Trading Symbol Flag	true
Entity Common Stock, Shares Outstanding	0

XML

Consolidated Statements of Operations - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Revenues
Revenues	$ 2,370	$ 1,157	$ 4,365	$ 2,040
Revenues from contracts with customers	2,358	1,158	4,358	2,040
Operating costs and expenses
Cost of sales (excluding items shown separately below)	2,442	799	4,783	985
Cost of sales—affiliate	36	2	48	37
Cost of sales—related party	0	36	0	71
Operating and maintenance expense	118	120	231	203
Operating and maintenance expense—affiliate	28	28	58	52
Operating and maintenance expense—related party	3	3	5	5
Development expense	1	0	1	0
General and administrative expense	2	2	4	3
General and administrative expense—affiliate	8	7	16	12
Depreciation and amortization expense	112	110	222	199
Other	3	1	3	1
Total operating costs and expenses	2,753	1,108	5,371	1,568
Income (loss) from operations	(383)	49	(1,006)	472
Other income (expense)
Interest expense, net of capitalized interest	(116)	(118)	(234)	(211)
Loss on modification or extinguishment of debt	(28)	0	(30)	0
Interest rate derivative gain (loss), net	(1)	(2)	2	(1)
Other income, net	1	0	1	0
Total other expense	(144)	(120)	(261)	(212)
Net income (loss)	(527)	(71)	(1,267)	260
LNG [Member]
Revenues
Revenues	1,607	826	2,931	1,441
Revenues from contracts with customers	1,595	827	2,924	1,441
LNG—affiliate [Member]
Revenues
Revenues from contracts with customers	$ 763	$ 331	$ 1,434	$ 599

XML

Consolidated Balance Sheets - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Current assets
Restricted cash and cash equivalents	$ 51	$ 44
Trade and other receivables, net of current expected credit losses	441	280
Accounts receivable—affiliate	307	315
Advances to affiliate	76	128
Inventory	152	156
Current derivative assets	30	17
Margin deposits	25	13
Other current assets	30	15
Total current assets	1,112	968
Property, plant and equipment, net of accumulated depreciation	13,117	12,607
Debt issuance and deferred financing costs, net of accumulated amortization	43	7
Derivative assets	108	37
Other non-current assets, net	351	145
Total assets	14,731	13,764
Current liabilities
Accounts payable	87	119
Accrued liabilities	796	631
Accrued liabilities—related party	1	1
Current debt, net of discount and debt issuance costs	0	366
Due to affiliates	28	35
Current derivative liabilities	1,162	668
Other current liabilities	1	1
Other current liabilities—affiliate	1	0
Total current liabilities	2,076	1,821
Long-term debt, net of discount and debt issuance costs	9,168	9,986
Derivative liabilities	3,955	638
Other non-current liabilities	58	38
Other non-current liabilities—affiliate	3	0
Member’s equity (deficit)	(529)	1,281
Total liabilities and member’s equity (deficit)	$ 14,731	$ 13,764

XML

Consolidated Statements of Member's Equity - USD ($) $ in Millions	Total	Cheniere CCH HoldCo I, LLC [Member]
Member's equity, beginning of period at Dec. 31, 2020	$ 2,624	$ 2,624
Net income (loss)	331	331
Member's equity, end of period at Mar. 31, 2021	2,955	2,955
Member's equity, beginning of period at Dec. 31, 2020	2,624	2,624
Net income (loss)	260
Member's equity, end of period at Jun. 30, 2021	2,547	2,547
Member's equity, beginning of period at Mar. 31, 2021	2,955	2,955
Capital distributions	(337)	(337)
Net income (loss)	(71)	(71)
Member's equity, end of period at Jun. 30, 2021	2,547	2,547
Member's equity, beginning of period at Dec. 31, 2021	1,281	1,281
Contributions	138	138
Net income (loss)	(740)	(740)
Member's equity, end of period at Mar. 31, 2022	679	679
Member's equity, beginning of period at Dec. 31, 2021	1,281	1,281
Contribution of CCL Stage III entity	1,500
Net income (loss)	(1,267)
Member's equity, end of period at Jun. 30, 2022	(529)	(529)
Member's equity, beginning of period at Mar. 31, 2022	679	679
Contributions	801	801
Contribution of CCL Stage III entity	(1,482)	(1,482)
Net income (loss)	(527)	(527)
Member's equity, end of period at Jun. 30, 2022	$ (529)	$ (529)

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Consolidated Statements of Cash Flows - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021
Cash flows from operating activities
Net income (loss)	$ (1,267)	$ 260
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization expense	222	199
Amortization of discount and debt issuance costs	11	12
Loss on modification or extinguishment of debt	30	0
Total losses on derivatives instruments, net	1,871	249
Total gains on derivatives, net—related party	0	(7)
Net cash used for settlement of derivative instruments	(82)	(35)
Other	4	2
Changes in operating assets and liabilities:
Trade and other receivables, net of current expected credit losses	(161)	34
Accounts receivable—affiliate	9	(48)
Advances to affiliate	(6)	56
Inventory	2	(9)
Margin deposits	(12)	(1)
Accounts payable and accrued liabilities	145	65
Accrued liabilities—related party	0	1
Due to affiliates	(9)	(4)
Other, net	(15)	(41)
Net cash provided by operating activities	742	733
Cash flows from investing activities
Property, plant and equipment	(406)	(203)
Other	0	(1)
Net cash used in investing activities	(406)	(204)
Cash flows from financing activities
Proceeds from issuances of debt	440	0
Repayments of debt	(1,640)	(140)
Debt issuance and deferred financing costs	(18)	0
Debt extinguishment costs	(43)	0
Capital contributions	932	0
Distributions	0	(337)
Net cash used in financing activities	(329)	(477)
Net increase in restricted cash and cash equivalents	7	52
Restricted cash and cash equivalents—beginning of period	44	70
Restricted cash and cash equivalents—end of period	$ 51	$ 122

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Nature of Operations and Basis of Presentation

6 Months Ended

Jun. 30, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Nature of Operations and Basis of Presentation

NATURE OF OPERATIONS AND BASIS OF PRESENTATION

We operate a natural gas liquefaction and export facility located near Corpus Christi, Texas (the “Corpus Christi LNG Terminal”) through CCL, which has three operational Trains for a total production capacity of approximately 15 mtpa of LNG, three LNG storage tanks and two marine berths. Additionally, we are constructing an expansion of the Corpus Christi LNG Terminal (the “Corpus Christi Stage 3 Project”) for up to seven midscale Trains with an expected total production capacity of over 10 mtpa of LNG.

CCL Stage III, CCL and CCP received approval from FERC in November 2019 to site, construct and operate the Corpus Christi Stage 3 Project. In March 2022, CCL Stage III issued limited notice to proceed to Bechtel Energy Inc. (“Bechtel”) to commence early engineering, procurement and site works. In June 2022, Cheniere’s board of directors made a positive FID with respect to the investment in the construction and operation of the Corpus Christi Stage 3 Project and issued a full notice to proceed with construction to Bechtel effective June 16, 2022. In connection with the positive FID, CCL Stage III, through which Cheniere was developing and constructing the Corpus Christi Stage 3 Project, was contributed to us from Cheniere (the “Contribution”) on June 15, 2022. Immediately following the Contribution, CCL Stage III was merged with and into CCL (the “Merger”), the surviving entity of the merger and our wholly owned subsidiary. Refer to Note 2—CCL Stage III Contribution and Merger for additional information on the Contribution and Merger of CCL Stage III.

Through our subsidiary CCP, we also own a 21.5-mile natural gas supply pipeline that interconnects the Corpus Christi LNG Terminal with several interstate and intrastate natural gas pipelines (the “Corpus Christi Pipeline” and together with the existing operational Trains, midscale trains, storage tanks and marine berths, the “Liquefaction Project”).

We have increased available liquefaction capacity at our Liquefaction Project as a result of debottlenecking and other optimization projects. We hold a significant land position at the Corpus Christi LNG Terminal which provides opportunity for further liquefaction capacity expansion. The development of this site or other projects, including infrastructure projects in support of natural gas supply and LNG demand, will require, among other things, acceptable commercial and financing arrangements before we make a positive FID.

Basis of Presentation

The accompanying unaudited Consolidated Financial Statements of CCH have been prepared in accordance with GAAP for interim financial information and in accordance with Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements and should be read in conjunction with the Consolidated Financial Statements and accompanying notes included in our annual report on Form 10-K for the fiscal year ended December 31, 2021.

Results of operations for the three and six months ended June 30, 2022 are not necessarily indicative of the results of operations that will be realized for the year ending December 31, 2022.

We are a disregarded entity for federal and state income tax purposes. Our taxable income or loss, which may vary substantially from the net income or loss reported on our Consolidated Statements of Operations, is included in the consolidated federal income tax return of Cheniere. Accordingly, no provision or liability for federal or state income taxes is included in the accompanying Consolidated Financial Statements.

Recent Accounting Standards

ASU 2020-04

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. This guidance primarily provides temporary optional expedients which simplify the accounting for contract modifications to existing contracts expected to arise from the market transition from LIBOR to alternative reference rates. The transition period under this standard is effective March 12, 2020 and will apply through December 31, 2022.

We had interest rate swaps and various credit facilities indexed to LIBOR, as further described in Note 7—Derivative Instruments and Note 9—Debt, respectively. In June 2022, we amended our credit facilities to bear interest at a variable rate per annum based on SOFR as a result of the expected LIBOR transition. Since adoption of the standard, we elected to apply the optional expedients as applicable to certain modified facilities, however the impact of applying the optional expedients was not material, and the transition to SOFR or other replacement rate indexes does not have a material impact on our cash flows.

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CCL Stage III Contribution and Merger

6 Months Ended

Jun. 30, 2022

Business Combination and Asset Acquisition [Abstract]

Mergers, Acquisitions and Dispositions Disclosures

CCL STAGE III CONTRIBUTION AND MERGER

As described in Note 1—Nature of Operations and Basis of Presentation, the Contribution of the CCL Stage III legal entity to us from Cheniere occurred on the June 15, 2022, which was immediately followed by the Merger, in which CCL Stage III was merged with and into CCL, with CCL continuing as the surviving company.

The Contribution was accounted for as a common control transaction as the assets and liabilities were transferred between entities under Cheniere’s control. As a result, the net liability transfer was recognized as a distribution in our Statement of Member’s Equity (Deficit) and at the historical basis of Cheniere on June 15, 2022 in our Consolidated Balance Sheets. The Contribution has been presented prospectively as we have concluded that the Contribution did not represent a change in our reporting entity, primarily as we concluded that CCL Stage III did not constitute a business under FASB topic Accounting Standards Codification 805, Business Combinations. The Merger had no impact on our Consolidated Financial Statements as it occurred between our consolidated subsidiaries.

The net liabilities of CCL Stage III contributed to us and recognized on our Consolidated Balance Sheets on June 15, 2022 consisted of the following (in millions):

	June 15,
	2022
ASSETS
Property, plant and equipment, net of accumulated depreciation	$	441
Derivatives assets	112
Other non-current assets, net	19
Total assets	$	572
LIABILITIES AND MEMBER’S DEFICIT
Current liabilities
Accounts payable	$	3
Due to affiliates	1
Total current liabilities	4
Derivative liabilities	2,050
Total net liabilities contributed	$	(1,482)

Amended and Restated Debt Agreements

In June 2022, in connection with the FID with respect to the Corpus Christi Stage 3 Project referenced above, CCH amended and restated its term loan credit facility (the “CCH Credit Facility”) and its working capital facility (“CCH Working Capital Facility”) to, among other things, (1) increase the commitments to approximately $4.0 billion and $1.5 billion for the CCH Credit Facility and the CCH Working Capital Facility, respectively, (2) extend the maturity of the CCH Credit Facility to the earlier of June 15, 2029 or two years after the substantial completion of the last Train of the Corpus Christi Stage 3 Project and of the CCH Working Capital Facility through June 15, 2027, (3) update the indexed interest rate to SOFR and (4) make certain other changes to the terms and conditions of the existing facility. See Note 9—Debt for additional information on our credit facilities.

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Restricted Cash and Cash Equivalents	6 Months Ended
	Jun. 30, 2022
Restricted Cash and Cash Equivalents [Abstract]
Restricted Cash and Cash Equivalents	RESTRICTED CASH AND CASH EQUIVALENTSRestricted cash and cash equivalents consist of funds that are contractually or legally restricted as to usage or withdrawal. As of June 30, 2022 and December 31, 2021, we had $51 million and $44 million of restricted cash and cash equivalents, respectively.Pursuant to the accounts agreement entered into with the collateral trustee for the benefit of our debt holders, we are required to deposit all cash received into reserve accounts controlled by the collateral trustee.  The usage or withdrawal of such cash is restricted to the payment of liabilities related to the Liquefaction Project and other restricted payments.

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Trade and Other Receivables, Net of Current Expected Credit Losses

6 Months Ended

Jun. 30, 2022

Receivables [Abstract]

Trade and Other Receivables, Net of Current Expected Credit Losses

TRADE AND OTHER RECEIVABLES, NET OF CURRENT EXPECTED CREDIT LOSSES

Trade and other receivables, net of current expected credit losses consisted of the following (in millions):

	June 30,		December 31,
	2022		2021
Trade receivables	$	394	$	256
Other receivables	47		24
Total trade and other receivables, net of current expected credit losses	$	441	$	280

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Inventory

6 Months Ended

Jun. 30, 2022

Inventory Disclosure [Abstract]

Inventory

INVENTORY

Inventory consisted of the following (in millions):

	June 30,		December 31,
	2022		2021
Materials	$	88	$	88
LNG	40		45
Natural gas	24		21
Other	—		2
Total inventory	$	152	$	156

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Property, Plant and Equipment, Net of Accumulated Depreciation

6 Months Ended

Jun. 30, 2022

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment, Net of Accumulated Depreciation

PROPERTY, PLANT AND EQUIPMENT, NET OF ACCUMULATED DEPRECIATION

Property, plant and equipment, net of accumulated depreciation consisted of the following (in millions):

	June 30,		December 31,
	2022		2021
LNG terminal
Terminal and interconnecting pipeline facilities	$	13,281	$	13,222
Site and related costs	302		294
Construction-in-process	729		66
Accumulated depreciation	(1,200)		(981)
Total LNG terminal, net of accumulated depreciation	13,112		12,601
Fixed assets
Fixed assets	23		23
Accumulated depreciation	(18)		(17)
Total fixed assets, net of accumulated depreciation	5		6
Property, plant and equipment, net of accumulated depreciation	$	13,117	$	12,607

The following table shows depreciation expense and offsets to LNG terminal costs (in millions):

	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021
Depreciation expense	$	111	$	110	$	221	$	198
Offsets to LNG terminal costs (1)	—		—		—		143

(1)We recognize offsets to LNG terminal costs related to the sale of commissioning cargoes because these amounts were earned or loaded prior to the start of commercial operations of the respective Trains of the Liquefaction Project during the testing phase for its construction.

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Derivative Instruments

6 Months Ended

Jun. 30, 2022

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Instruments

DERIVATIVE INSTRUMENTS

We have entered into the following derivative instruments:

•interest rate swaps (“Interest Rate Derivatives”) to hedge the exposure to volatility in a portion of the floating-rate interest payments on our CCH Credit Facility, with the last of our Interest Rate Derivatives expiring in May 2022; and

•commodity derivatives consisting of natural gas and power supply contracts, including those under our IPM agreements, for the development, commissioning and operation of the Liquefaction Project (“Physical Liquefaction Supply Derivatives”) and associated economic hedges (“Financial Liquefaction Supply Derivatives,” and collectively with the Physical Liquefaction Supply Derivatives, the “Liquefaction Supply Derivatives”).

We recognize our derivative instruments as either assets or liabilities and measure those instruments at fair value. None of our derivative instruments are designated as cash flow or fair value hedging instruments, and changes in fair value are recorded within our Consolidated Statements of Operations to the extent not utilized for the commissioning process, in which case such changes are capitalized.

The following table shows the fair value of our derivative instruments that are required to be measured at fair value on a recurring basis (in millions):

	Fair Value Measurements as of
	June 30, 2022								December 31, 2021
	Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total		Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Interest Rate Derivatives liability	$	—	$	—	$	—	$	—	$	—	$	(40)	$	—	$	(40)
Liquefaction Supply Derivatives asset (liability)	(6)		33		(5,006)		(4,979)		5		4		(1,221)		(1,212)

We value our Interest Rate Derivatives using an income-based approach utilizing observable inputs to the valuation model including interest rate curves, risk adjusted discount rates, credit spreads and other relevant data. We value our Liquefaction Supply Derivatives using a market or option-based approach incorporating present value techniques, as needed, using observable commodity price curves, when available, and other relevant data.

The fair value of our Physical Liquefaction Supply Derivatives is predominantly driven by observable and unobservable market commodity prices and, as applicable to our natural gas supply contracts, our assessment of the associated events deriving fair value, including, but not limited to, evaluation of whether the respective market exists from the perspective of market participants as infrastructure is developed.

We include a portion of our Physical Liquefaction Supply Derivatives as Level 3 within the valuation hierarchy as the fair value is developed through the use of internal models which incorporate significant unobservable inputs. In instances where observable data is unavailable, consideration is given to the assumptions that market participants would use in valuing the asset or liability. This includes assumptions about market risks, such as future prices of energy units for unobservable periods, liquidity and volatility.

The Level 3 fair value measurements of natural gas positions within our Physical Liquefaction Supply Derivatives could be materially impacted by a significant change in certain natural gas and international LNG prices. The following table includes quantitative information for the unobservable inputs for our Level 3 Physical Liquefaction Supply Derivatives as of June 30, 2022 and December 31, 2021:

	Net Fair Value Liability (in millions)	Valuation Approach	Significant Unobservable Input	Range of Significant Unobservable Inputs / Weighted Average (1)
Physical Liquefaction Supply Derivatives	$(5,006)	Market approach incorporating present value techniques	Henry Hub basis spread	$(1.802) - $0.695 / $(0.100)
		Option pricing model	International LNG pricing spread, relative to Henry Hub (2)	94% - 671% / 184%

(1)Unobservable inputs were weighted by the relative fair value of the instruments.

(2)Spread contemplates U.S. dollar-denominated pricing.    

Increases or decreases in basis or pricing spreads, in isolation, would decrease or increase, respectively, the fair value of our Physical Liquefaction Supply Derivatives.

The following table shows the changes in the fair value of our Level 3 Physical Liquefaction Supply Derivatives, including those with related parties (in millions):

	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021 (1)		2022		2021 (1)
Balance, beginning of period	$	(2,235)	$	(14)	$	(1,221)	$	12
Realized and mark-to-market losses:
Included in cost of sales	(634)		(255)		(1,678)		(314)
Purchases and settlements:
Purchases	(2,407)		8		(2,414)		10
Settlements	270		1		307		32
Balance, end of period	$	(5,006)	$	(260)	$	(5,006)	$	(260)
Change in unrealized losses relating to instruments still held at end of period	$	(634)	$	(255)	$	(1,678)	$	(314)

(1)Includes amounts recorded related to natural gas supply contracts that CCL had with a related party. The agreement ceased to be considered a related party agreement during 2021, as discussed in Note 11—Related Party Transactions.

Except for Interest Rate Derivatives, all counterparty derivative contracts provide for the unconditional right of set-off in the event of default. We have elected to report derivative assets and liabilities arising from those derivative contracts with the same counterparty and the unconditional contractual right of set-off on a net basis. The use of derivative instruments exposes us to counterparty credit risk, or the risk that a counterparty will be unable to meet its commitments, in instances when our derivative instruments are in an asset position. Additionally, counterparties are at risk that we will be unable to meet our commitments in instances where our derivative instruments are in a liability position. We incorporate both our own nonperformance risk and the respective counterparty’s nonperformance risk in fair value measurements depending on the position of the derivative. In adjusting the fair value of our derivative contracts for the effect of nonperformance risk, we have considered the impact of any applicable credit enhancements, such as collateral postings, set-off rights and guarantees.

Interest Rate Derivatives

We previously entered into the following interest rate swaps to protect against volatility of future cash flows and hedge a portion of the variable interest payments on the CCH Credit Facility, which expired in May 2022:

	Notional Amounts
	June 30, 2022	December 31, 2021	Weighted Average Fixed Interest Rate Paid	Variable Interest Rate Received
Interest Rate Derivatives	$—	$4.5 billion	2.30%	One-month LIBOR

The following table shows the effect and location of our Interest Rate Derivatives on our Consolidated Statements of Operations (in millions):

		Gain (Loss) Recognized in Consolidated Statements of Operations
	Consolidated Statements of Operations Location	Three Months Ended June 30,				Six Months Ended June 30,
		2022		2021		2022		2021
Interest Rate Derivatives	Interest rate derivative gain (loss), net	$	(1)	$	(2)	$	2	$	(1)

Liquefaction Supply Derivatives

CCL holds Liquefaction Supply Derivatives which are primarily indexed to the natural gas market and international LNG indices. The remaining terms of the Physical Liquefaction Supply Derivatives range up to 15 years, some of which commence upon the satisfaction of certain conditions precedent. The terms of the Financial Liquefaction Supply Derivatives range up to approximately three years.

The forward notional amount for our Liquefaction Supply Derivatives was approximately 8,256 TBtu and 2,915 TBtu as of June 30, 2022 and December 31, 2021, respectively.

The following table shows the effect and location of our Liquefaction Supply Derivatives recorded on our Consolidated Statements of Operations (in millions):

	Gain (Loss) Recognized in Consolidated Statements of Operations
Consolidated Statements of Operations Location (1)	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021
LNG revenues	$	12	$	(1)	$	7	$	—
Cost of sales	(830)		(237)		(1,880)		(248)
Cost of sales—related party (2)	—		6		—		7

(1)Does not include the realized value associated with derivative instruments that settle through physical delivery. Fair value fluctuations associated with commodity derivative activities are classified and presented consistently with the item economically hedged and the nature and intent of the derivative instrument.

(2)Includes amounts recorded related to natural gas supply contracts that we had with a related party. This agreement ceased to be considered a related party agreement as of November 1, 2021 as discussed in Note 11—Related Party Transactions.

Fair Value and Location of Derivative Assets and Liabilities on the Consolidated Balance Sheets

The following table shows the fair value and location of our derivative instruments on our Consolidated Balance Sheets (in millions):

	June 30, 2022
	Interest Rate Derivatives		Liquefaction Supply Derivatives (1)		Total
Consolidated Balance Sheets Location
Current derivative assets	$	—	$	30	$	30
Derivative assets	—		108		108
Total derivative assets	—		138		138
Current derivative liabilities	—		(1,162)		(1,162)
Derivative liabilities	—		(3,955)		(3,955)
Total derivative liabilities	—		(5,117)		(5,117)
Derivative liability, net	$	—	$	(4,979)	$	(4,979)
	December 31, 2021
	Interest Rate Derivatives		Liquefaction Supply Derivatives (1)		Total
Consolidated Balance Sheets Location
Current derivative assets	$	—	$	17	$	17
Derivative assets	—		37		37
Total derivative assets	—		54		54
Current derivative liabilities	(40)		(628)		(668)
Derivative liabilities	—		(638)		(638)
Total derivative liabilities	(40)		(1,266)		(1,306)
Derivative liability, net	$	(40)	$	(1,212)	$	(1,252)

(1)Does not include collateral posted with counterparties by us of $25 million and $13 million as of June 30, 2022 and December 31, 2021, respectively, which are included in other current assets in our Consolidated Balance Sheets.

Consolidated Balance Sheets Presentation

The following table shows the fair value of our derivatives outstanding on a gross and net basis (in millions) for our derivative instruments that are presented on a net basis on our Consolidated Balance Sheets:

	Liquefaction Supply Derivatives
As of June 30, 2022
Gross assets	$	151
Offsetting amounts	(13)
Net assets	$	138
Gross liabilities	$	(5,485)
Offsetting amounts	368
Net liabilities	$	(5,117)
As of December 31, 2021
Gross assets	$	76
Offsetting amounts	(22)
Net assets	$	54
Gross liabilities	$	(1,295)
Offsetting amounts	29
Net liabilities	$	(1,266)

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Accrued Liabilities

6 Months Ended

Jun. 30, 2022

Accrued Liabilities, Current [Abstract]

Accrued Liabilities

ACCRUED LIABILITIES

Accrued liabilities consisted of the following (in millions): 

	June 30,		December 31,
	2022		2021
Natural gas purchases	$	716	$	531
Interest costs and related debt fees	8		7
Liquefaction Project costs	41		43
Other accrued liabilities	31		50
Total accrued liabilities	$	796	$	631

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Debt

6 Months Ended

Jun. 30, 2022

Debt Disclosure [Abstract]

Debt

DEBT

Debt consisted of the following (in millions): 

	June 30,		December 31,
	2022		2021
Senior Secured Notes:
7.000% due 2024	$	1,250	$	1,250
5.875% due 2025	1,500		1,500
5.125% due 2027	1,500		1,500
3.700% due 2029	1,500		1,500
3.72% weighted average rate due 2039	2,721		2,721
Total Senior Secured Notes	8,471		8,471
CCH Credit Facility	779		1,728
CCH Working Capital Facility) (1)	—		250
Total debt	9,250		10,449
Current portion of long-term debt	—		(117)
Short-term debt	—		(250)
Unamortized discount and debt issuance costs, net	(82)		(96)
Total long-term debt, net of discount and debt issuance costs	$	9,168	$	9,986

(1)The CCH Working Capital Facility is classified as short-term debt.

Credit Facilities

Below is a summary of our credit facilities outstanding as of June 30, 2022 (in millions):

	CCH Credit Facility (1)		CCH Working Capital Facility (1)
Total facility size	$	4,039	$	1,500
Less:
Outstanding balance	779		—
Letters of credit issued	—		276
Available commitment	$	3,260	$	1,224
Priority ranking	Senior secured		Senior secured
Interest rate on available balance	SOFR plus credit spread adjustment of 0.1% , plus margin of 1.5% or base rate plus 0.5%		SOFR plus credit spread adjustment of 0.1%, plus margin of 1.0% - 1.5% or base rate plus applicable margin
Weighted average interest rate of outstanding balance	3.13%		n/a
Commitment fees on undrawn balance	0.53%		0.18%
Maturity date	(2)		June 15, 2027

(1)In June 2022, we amended and restated the CCH Credit Facility and CCH Working Capital Facility resulting in $20 million of debt extinguishment and modification costs to, among other things, (1) provide incremental commitments of $3.7 billion and $300 million for the CCH Credit Facility and the CCH Working Capital Facility, respectively, in connection with the FID with respect to the Corpus Christi Stage 3 Project, (2) extend the maturity, (3) update the indexed interest rate to SOFR and (4) make certain other changes to the terms and conditions of each existing facility.

(2)The CCH Credit Facility matures the earlier of June 15, 2029 or two years after the substantial completion of the last Train of the Corpus Christi Stage 3 Project.

Restrictive Debt Covenants

The indentures governing our senior notes and other agreements underlying our debt contain customary terms and events of default and certain covenants that, among other things, may limit us and our restricted subsidiaries’ ability to make certain investments or pay dividends or distributions.

As of June 30, 2022, we were in compliance with all covenants related to our 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,
	2022		2021		2022		2021
Total interest cost	$	118	$	118	$	237	$	237
Capitalized interest, including amounts capitalized as an allowance for funds used during construction	(2)		—		(3)		(26)
Total interest expense, net of capitalized interest	$	116	$	118	$	234	$	211

Fair Value Disclosures

The following table shows the carrying amount and estimated fair value of our debt (in millions):

	June 30, 2022				December 31, 2021
	Carrying Amount		Estimated Fair Value		Carrying Amount		Estimated Fair Value
Senior notes — Level 2 (1)	$	6,500	$	6,291	$	6,500	$	7,095
Senior notes — Level 3 (2)	1,971		1,865		1,971		2,227

(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. 

The estimated fair value of our credit facilities approximates the principal amount outstanding 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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Revenues from Contracts with Customers

6 Months Ended

Jun. 30, 2022

Revenue from Contract with Customer [Abstract]

Revenues from Contracts with Customers

REVENUES FROM CONTRACTS WITH CUSTOMERS

The following table represents a disaggregation of revenue earned from contracts with customers (in millions):

	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021
LNG revenues	$	1,595	$	827	$	2,924	$	1,441
LNG revenues—affiliate	763		331		1,434		599
Total revenues from customers	2,358		1,158		4,358		2,040
Net derivative gain (loss) (1)	12		(1)		7		—
Total revenues	$	2,370	$	1,157	$	4,365	$	2,040

(1)See Note 7—Derivative Instruments for additional information about our derivatives.

Contract Assets and Liabilities

The following table shows our contract assets, net of current expected credit losses, which are classified as other current assets and other non-current assets, net on our Consolidated Balance Sheets (in millions):

	June 30,		December 31,
	2022		2021
Contract assets, net of current expected credit losses	$	125	$	104

The following table reflects the changes in our contract liabilities, which we classify as other non-current liabilities on our Consolidated Balance Sheets (in millions):

	Six Months Ended June 30, 2022
Deferred revenue, beginning of period	$	35
Cash received but not yet recognized in revenue	56
Revenue recognized from prior period deferral	(35)
Deferred revenue, end of period	$	56

Transaction Price Allocated to Future Performance Obligations

Because many of our sales contracts have long-term durations, we are contractually entitled to significant future consideration which we have not yet recognized as revenue. The following table discloses the aggregate amount of the transaction price that is allocated to performance obligations that have not yet been satisfied:

	June 30, 2022			December 31, 2021
	Unsatisfied Transaction Price (in billions)		Weighted Average Recognition Timing (years) (1)	Unsatisfied Transaction Price (in billions)		Weighted Average Recognition Timing (years) (1)
LNG revenues	$	49.2	11	$	31.7	9
LNG revenues—affiliate	1.3		8	1.1		10
Total revenues	$	50.5		$	32.8

(1)The weighted average recognition timing represents an estimate of the number of years during which we shall have recognized half of the unsatisfied transaction price.

We have elected the following exemptions which omit certain potential future sources of revenue from the table above:

(1)We omit from the table above all performance obligations that are part of a contract that has an original expected duration of one year or less.

(2)The table above excludes substantially all variable consideration under our SPAs. We omit from the table above all variable consideration that is allocated entirely to a wholly unsatisfied performance obligation or to a wholly unsatisfied promise to transfer a distinct good or service that forms part of a single performance obligation when that performance obligation qualifies as a series. The amount of revenue from variable fees that is not included in the transaction price will vary based on the future prices of Henry Hub throughout the contract terms, to the extent customers elect to take delivery of their LNG, and adjustments to the consumer price index. Certain of our contracts contain additional variable consideration based on the outcome of contingent events and the movement of various indexes. We have not included such variable consideration in the transaction price to the extent the consideration is considered constrained due to the uncertainty of ultimate pricing and receipt. Approximately 72% and 49% of our LNG revenues from contracts included in the table above during the three months ended June 30, 2022 and 2021, respectively, and approximately 68% and 48% of our LNG revenues from contracts included in the table above during the six months ended June 30, 2022 and 2021, respectively, were related to variable consideration received from customers. None of our LNG revenues—affiliates from the contract included in the table above were related to variable consideration received from customers during the three and six months ended June 30, 2022 and 2021.

We may enter into contracts to sell LNG that are conditioned upon one or both of the parties achieving certain milestones such as reaching FID on a certain liquefaction Train, obtaining financing or achieving substantial completion of a Train and any related facilities. These contracts are considered completed contracts for revenue recognition purposes and are included in the transaction price above when the conditions are considered probable of being met.

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Related Party Transactions

6 Months Ended

Jun. 30, 2022

Related Party Transactions [Abstract]

Related Party Transactions

RELATED PARTY TRANSACTIONS

Below is a summary of our related party transactions as reported on our Consolidated Statements of Operations (in millions):

	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021
LNG revenues—affiliate
Cheniere Marketing Agreements	$	707	$	319	$	1,372	$	579
Contracts for Sale and Purchase of Natural Gas and LNG	56		12		62		20
Total LNG revenues—affiliate	763		331		1,434		599
Cost of sales—affiliate
Contracts for Sale and Purchase of Natural Gas and LNG	36		2		48		6
Cheniere Marketing Agreements	—		—		—		31
Total cost of sales—affiliate	36		2		48		37
Cost of sales—related party
Natural Gas Supply Agreement (1)	—		36		—		71
Operating and maintenance expense—affiliate
Services Agreements	28		28		58		52
Operating and maintenance expense—related party
Natural Gas Transportation Agreements	3		3		5		5
General and administrative expense—affiliate
Services Agreements	8		7		16		12

(1)Includes amounts recorded related to natural gas supply contracts that we had with a related party. This agreement ceased to be considered a related party agreement during 2021, as discussed below.

We had $28 million and $35 million due to affiliates as of June 30, 2022 and December 31, 2021, respectively, under agreements with affiliates, as described below.

Cheniere Marketing Agreements

Cheniere Marketing SPA

CCL has an amended and restated fixed price SPA with Cheniere Marketing International LLP (“Cheniere Marketing”), a wholly owned subsidiary of Cheniere, (the “Cheniere Marketing Base SPA”) with a term of 20 years which allows Cheniere Marketing to purchase, at its option, (1) up to a cumulative total of 150 TBtu of LNG within the commissioning periods for Trains 1 through 3 and (2) any excess LNG produced by the Liquefaction Project that is not committed to customers under third party SPAs. Under the Cheniere Marketing Base SPA, Cheniere Marketing may, without charge, elect to suspend deliveries of cargoes (other than commissioning cargoes) scheduled for any month under the applicable annual delivery program by providing specified notice in advance. Additionally, CCL has: (1) a fixed price SPA with a term through 2043 with Cheniere Marketing which allows them to purchase volumes of approximately 15 TBtu per annum of LNG and (2) an SPA with Cheniere Marketing for approximately 44 TBtu of LNG with a maximum term up to 2026 associated with the integrated production marketing gas supply agreement between CCL and EOG Resources, Inc. As of June 30, 2022 and December 31, 2021, CCL had $294 million and $314 million of accounts receivable—affiliate, respectively, under these agreements with Cheniere Marketing.

In association with an IPM agreement between CCL and ARC Resources U.S. Corp, CCL entered into an SPA in June 2022 with Cheniere Marketing to sell Cheniere Marketing approximately 44 TBtu per annum of LNG at a price linked to the Platts Japan Korea Marker (“JKM”), for a term of 15 years commencing with commercial operations of Train 7 of the Corpus Christi Stage 3 Project.

Cheniere Marketing Letter Agreement

CCL has a letter agreement with Cheniere Marketing for the sale of up to 48 cargoes scheduled to be delivered between 2023 and 2025 at a price equal to 115% of Henry Hub plus $1.97 per MMBtu.

Facility Swap Agreement

We have entered into an arrangement with subsidiaries of Cheniere to provide the ability, in limited circumstances, to potentially fulfill commitments to LNG buyers in the event operational conditions impact operations at either the Sabine Pass or Corpus Christi liquefaction facilities. The purchase price for such cargoes would be (i) 115% of the applicable natural gas feedstock purchase price or (ii) a free-on-board U.S. Gulf Coast LNG market price, whichever is greater.

Services Agreements

Gas and Power Supply Services Agreement (“G&P Agreement”)

CCL has a G&P Agreement with Cheniere Energy Shared Services, Inc. (“Shared Services”), a wholly owned subsidiary of Cheniere, pursuant to which Shared Services will manage the gas and power procurement requirements of CCL. The services include, among other services, exercising the day-to-day management of CCL’s natural gas and power supply requirements, negotiating agreements on CCL’s behalf and providing other administrative services. Prior to the substantial completion of each Train of the Liquefaction Project, no monthly fee payment is required except for reimbursement of operating expenses. After substantial completion of each Train of the Liquefaction Project, CCL will pay, in addition to the reimbursement of related expenses, a fixed monthly fee of $30,000 (indexed for inflation) per mtpa for services performed with respect to such Train.

Operation and Maintenance Agreements (“O&M Agreements”)

CCL has an O&M Agreement (“CCL O&M Agreement”) with Cheniere LNG O&M Services, LLC (“O&M Services”), a wholly owned subsidiary of Cheniere, pursuant to which CCL receives all of the necessary services required to construct, operate and maintain the Liquefaction Project. The services to be provided include, among other services, preparing and maintaining staffing plans, identifying and arranging for procurement of equipment and materials, overseeing contractors, administering various agreements, information technology services and other services required to operate and maintain the Liquefaction Project. Prior to the substantial completion of each Train of the Liquefaction Project, no monthly fee payment is required except for reimbursement of operating expenses. After substantial completion of each Train of the Liquefaction Project, CCL will pay, in addition to the reimbursement of related expenses, a fixed monthly fee of $53,000 (indexed for inflation) per mtpa for services performed with respect to such Train.

CCP has an O&M Agreement (“CCP O&M Agreement”) with O&M Services pursuant to which CCP receives all of the necessary services required to construct, operate and maintain the Corpus Christi Pipeline. The services to be provided include, among other services, preparing and maintaining staffing plans, identifying and arranging for procurement of equipment and materials, overseeing contractors, information technology services and other services required to operate and maintain the Corpus Christi Pipeline. CCP is required to reimburse O&M Services for all operating expenses incurred on behalf of CCP.

Management Services Agreements (“MSAs”)

CCL has an MSA with Shared Services pursuant to which Shared Services manages the construction and operation of the Liquefaction Project, excluding those matters provided for under the G&P Agreement and the CCL O&M Agreement. The services include, among other services, exercising the day-to-day management of CCL’s affairs and business, managing CCL’s regulatory matters, preparing status reports, providing contract administration services for all contracts associated with the Liquefaction Project and obtaining insurance. Prior to the substantial completion of each Train of the Liquefaction Project, no monthly fee payment is required except for reimbursement of expenses. After substantial completion of each Train, CCL will pay, in addition to the reimbursement of related expenses, a monthly fee of $157,000 (adjusted for inflation) per mtpa for services performed with respect to such Train.

CCP has a MSA with Shared Services pursuant to which Shared Services manages CCP’s operations and business, excluding those matters provided for under the CCP O&M Agreement. The services include, among other services, exercising the day-to-day management of CCP’s affairs and business, managing CCP’s regulatory matters, preparing status reports, providing contract administration services for all contracts associated with the Corpus Christi Pipeline and obtaining insurance. CCP is required to reimburse Shared Services for the aggregate of all costs and expenses incurred in the course of performing the services under the MSA.

Shipping Services Agreement (“SSA”)

In June 2022, CCL executed an SSA with Cheniere Marketing pursuant to which Cheniere Marketing will provide certain shipping and transportation-related services associated with CCL’s LNG sale and purchase agreement with a third party under delivery ex-ship terms, which commences upon substantial completion of the third Train of the Corpus Christi Stage 3 Project.

Natural Gas Supply Agreement

CCL was party to a natural gas supply agreement with a related party in the ordinary course of business, to obtain a fixed minimum daily volume of feed gas for the operation of the Liquefaction Project. The related party entity was acquired by a non-related party on November 1, 2021, therefore, as of such date, this agreement ceased to be considered a related party agreement.

Natural Gas Transportation Agreements

Agreements with Related Party

CCL is party to natural gas transportation agreements with a related party in the ordinary course of business for the operation of the Liquefaction Project, for a period of 10 years which began in May 2020. Cheniere accounts for its investment in this related party as an equity method investment. CCL recorded accrued liabilities—related party of $1 million as of both June 30, 2022 and December 31, 2021 with this related party.

Contracts for Sale and Purchase of Natural Gas and LNG

CCL has an agreement with Sabine Pass Liquefaction, LLC that allows the parties to sell and purchase natural gas with each other. Natural gas purchased under this agreement is initially recorded as inventory and then to cost of sales—affiliate upon its sale, except for purchases related to commissioning activities which are capitalized as LNG terminal construction-in-process. Natural gas sold under this agreement is recorded as LNG revenues—affiliate.

CCL also has an agreement with Midship Pipeline Company, LLC that allows them to sell and purchase natural gas with each other.

Land Agreements

Rental Agreements

CCL has agreements with Cheniere Land Holdings, LLC (“Cheniere Land Holdings”), a wholly owned subsidiary of Cheniere, to rent the land owned by Cheniere Land Holdings for the Liquefaction Project. The total annual rental payment is $0.6 million with terms through 2031.

Easement Agreements

CCL has agreements with Cheniere Land Holdings which grant CCL easements on land owned by Cheniere Land Holdings for the Liquefaction Project. The total annual payment for easement agreements is $0.1 million, excluding any previously paid one-time payments, and the terms of the agreements range from three to five years.

Master License Agreements

CCL has agreements with Cheniere Land Holdings which grant CCL licenses to enter certain land owned by Cheniere Land Holdings for the Liquefaction Project. The aggregate annual payment for these agreements is $1 million, commencing January 2022 through completion of construction at the Liquefaction Project, subject to early termination.

Dredge Material Disposal Agreement

CCL has a dredge material disposal agreement with Cheniere Land Holdings that terminates in 2042 which grants CCL permission to use land owned by Cheniere Land Holdings for the deposit of dredge material from the construction and maintenance of the Liquefaction Project. Under the terms of the agreement, CCL will pay Cheniere Land Holdings $0.50 per cubic yard of dredge material deposits up to 5.0 million cubic yards and $4.62 per cubic yard for any quantities above that.

Tug Hosting Agreement

CCL has a tug hosting agreement with Corpus Christi Tug Services, LLC (“Tug Services”), a wholly owned subsidiary of Cheniere, to provide certain marine structures, support services and access necessary at the Liquefaction Project for Tug Services to provide its customers with tug boat and marine services. Tug Services is required to reimburse CCL for any third party costs incurred by CCL in connection with providing the goods and services.

State Tax Sharing Agreements

CCL and CCP each have a state tax sharing agreement with Cheniere. Under these agreements, Cheniere has agreed to prepare and file all state and local tax returns which each of the entities and Cheniere are required to file on a combined basis and to timely pay the combined state and local tax liability. If Cheniere, in its sole discretion, demands payment, each of the respective entities will pay to Cheniere an amount equal to the state and local tax that each of the entities would be required to pay if its state and local tax liability were calculated on a separate company basis. To date, there have been no state and local tax payments demanded by Cheniere under the tax sharing agreements. The agreements for both CCL and CCP were effective for tax returns due on or after May 2015.

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Customer Concentration

6 Months Ended

Jun. 30, 2022

Risks and Uncertainties [Abstract]

Customer Concentration

CUSTOMER CONCENTRATION

The following table shows external customers with revenues of 10% or greater of total revenues from external customers and external customers with trade and other receivables, net of current expected credit losses and contract assets, net of current expected credit losses balances of 10% or greater of total trade and other receivables, net of current expected credit losses from external customers and contract assets, net of current expected credit losses from external customers, respectively:

	Percentage of Total Revenues from External Customers				Percentage of Trade and Other Receivables, Net and Contract Assets, Net from External Customers
	Three Months Ended June 30,		Six Months Ended June 30,		June 30,	December 31,
	2022	2021	2022	2021	2022	2021
Customer A	20%	23%	22%	23%	*	*
Customer B	15%	17%	14%	19%	*	*
Customer C	14%	14%	13%	16%	*	*
Customer D	*	*	*	*	28%	31%
Customer E	*	*	*	*	*	11%

* Less than 10%

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Supplemental Cash Flow Information

6 Months Ended

Jun. 30, 2022

Supplemental Cash Flow Information [Abstract]

Supplemental Cash Flow Information

SUPPLEMENTAL CASH FLOW INFORMATION

The following table provides supplemental disclosure of cash flow information (in millions):

	Six Months Ended June 30,
	2022		2021
Cash paid during the period for interest on debt, net of amounts capitalized	$	222	$	199
Non-cash contributions from affiliates for conveyance of assets	7		—
Right-of-use assets obtained in exchange for new operating lease liabilities	3		—
Non-cash investing activity:
Contributions of property, plant and equipment in exchange for other non-current assets	17		—

The balance in property, plant and equipment, net of accumulated depreciation funded with accounts payable and accrued liabilities (including affiliate) was $6 million and $28 million as of June 30, 2022 and 2021, respectively.

We recorded $1.5 billion of contribution in our Statement of Member’s Equity (Deficit) during the quarter ended June 30, 2022 related to the contribution of the CCL Stage III entity to us from Cheniere on June 15, 2022, with such contribution representing a non-cash financing activity. See Note 2—CCL Stage III Contribution and Merger for further discussion.

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Nature of Operations and Basis of Presentation (Policies)

6 Months Ended

Jun. 30, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation, Policy

Basis of Presentation

The accompanying unaudited Consolidated Financial Statements of CCH have been prepared in accordance with GAAP for interim financial information and in accordance with Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements and should be read in conjunction with the Consolidated Financial Statements and accompanying notes included in our annual report on Form 10-K for the fiscal year ended December 31, 2021.

Results of operations for the three and six months ended June 30, 2022 are not necessarily indicative of the results of operations that will be realized for the year ending December 31, 2022.

Income Taxes, Policy

We are a disregarded entity for federal and state income tax purposes. Our taxable income or loss, which may vary substantially from the net income or loss reported on our Consolidated Statements of Operations, is included in the consolidated federal income tax return of Cheniere. Accordingly, no provision or liability for federal or state income taxes is included in the accompanying Consolidated Financial Statements.

Recent Accounting Standards

Recent Accounting Standards

ASU 2020-04

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. This guidance primarily provides temporary optional expedients which simplify the accounting for contract modifications to existing contracts expected to arise from the market transition from LIBOR to alternative reference rates. The transition period under this standard is effective March 12, 2020 and will apply through December 31, 2022.

We had interest rate swaps and various credit facilities indexed to LIBOR, as further described in Note 7—Derivative Instruments and Note 9—Debt, respectively. In June 2022, we amended our credit facilities to bear interest at a variable rate per annum based on SOFR as a result of the expected LIBOR transition. Since adoption of the standard, we elected to apply the optional expedients as applicable to certain modified facilities, however the impact of applying the optional expedients was not material, and the transition to SOFR or other replacement rate indexes does not have a material impact on our cash flows.

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CCL Stage III Contribution and Merger (Tables)

6 Months Ended

Jun. 30, 2022

Business Combination and Asset Acquisition [Abstract]

Asset Acquisition

The net liabilities of CCL Stage III contributed to us and recognized on our Consolidated Balance Sheets on June 15, 2022 consisted of the following (in millions):

	June 15,
	2022
ASSETS
Property, plant and equipment, net of accumulated depreciation	$	441
Derivatives assets	112
Other non-current assets, net	19
Total assets	$	572
LIABILITIES AND MEMBER’S DEFICIT
Current liabilities
Accounts payable	$	3
Due to affiliates	1
Total current liabilities	4
Derivative liabilities	2,050
Total net liabilities contributed	$	(1,482)

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Trade and Other Receivables, Net of Current Expected Credit Losses (Tables)

6 Months Ended

Jun. 30, 2022

Receivables [Abstract]

Schedule of Accounts and Other Receivables

Trade and other receivables, net of current expected credit losses consisted of the following (in millions):

	June 30,		December 31,
	2022		2021
Trade receivables	$	394	$	256
Other receivables	47		24
Total trade and other receivables, net of current expected credit losses	$	441	$	280

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Inventory (Tables)

6 Months Ended

Jun. 30, 2022

Inventory Disclosure [Abstract]

Schedule of Inventory

Inventory consisted of the following (in millions):

	June 30,		December 31,
	2022		2021
Materials	$	88	$	88
LNG	40		45
Natural gas	24		21
Other	—		2
Total inventory	$	152	$	156

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Property, Plant and Equipment, Net of Accumulated Depreciation (Tables)

6 Months Ended

Jun. 30, 2022

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment

Property, plant and equipment, net of accumulated depreciation consisted of the following (in millions):

	June 30,		December 31,
	2022		2021
LNG terminal
Terminal and interconnecting pipeline facilities	$	13,281	$	13,222
Site and related costs	302		294
Construction-in-process	729		66
Accumulated depreciation	(1,200)		(981)
Total LNG terminal, net of accumulated depreciation	13,112		12,601
Fixed assets
Fixed assets	23		23
Accumulated depreciation	(18)		(17)
Total fixed assets, net of accumulated depreciation	5		6
Property, plant and equipment, net of accumulated depreciation	$	13,117	$	12,607

Schedule of Depreciation and Offsets to LNG Terminal Costs

The following table shows depreciation expense and offsets to LNG terminal costs (in millions):

	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021
Depreciation expense	$	111	$	110	$	221	$	198
Offsets to LNG terminal costs (1)	—		—		—		143

(1)We recognize offsets to LNG terminal costs related to the sale of commissioning cargoes because these amounts were earned or loaded prior to the start of commercial operations of the respective Trains of the Liquefaction Project during the testing phase for its construction.

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Derivative Instruments (Tables)

6 Months Ended

Jun. 30, 2022

Derivative Instruments and Hedging Activities Disclosures [Line Items]

Fair Value of Derivative Assets and Liabilities

The following table shows the fair value of our derivative instruments that are required to be measured at fair value on a recurring basis (in millions):

	Fair Value Measurements as of
	June 30, 2022								December 31, 2021
	Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total		Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Interest Rate Derivatives liability	$	—	$	—	$	—	$	—	$	—	$	(40)	$	—	$	(40)
Liquefaction Supply Derivatives asset (liability)	(6)		33		(5,006)		(4,979)		5		4		(1,221)		(1,212)

Fair Value Measurement Inputs and Valuation Techniques

The following table includes quantitative information for the unobservable inputs for our Level 3 Physical Liquefaction Supply Derivatives as of June 30, 2022 and December 31, 2021:

	Net Fair Value Liability (in millions)	Valuation Approach	Significant Unobservable Input	Range of Significant Unobservable Inputs / Weighted Average (1)
Physical Liquefaction Supply Derivatives	$(5,006)	Market approach incorporating present value techniques	Henry Hub basis spread	$(1.802) - $0.695 / $(0.100)
		Option pricing model	International LNG pricing spread, relative to Henry Hub (2)	94% - 671% / 184%

(1)Unobservable inputs were weighted by the relative fair value of the instruments.

(2)Spread contemplates U.S. dollar-denominated pricing.

Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation

The following table shows the changes in the fair value of our Level 3 Physical Liquefaction Supply Derivatives, including those with related parties (in millions):

	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021 (1)		2022		2021 (1)
Balance, beginning of period	$	(2,235)	$	(14)	$	(1,221)	$	12
Realized and mark-to-market losses:
Included in cost of sales	(634)		(255)		(1,678)		(314)
Purchases and settlements:
Purchases	(2,407)		8		(2,414)		10
Settlements	270		1		307		32
Balance, end of period	$	(5,006)	$	(260)	$	(5,006)	$	(260)
Change in unrealized losses relating to instruments still held at end of period	$	(634)	$	(255)	$	(1,678)	$	(314)

(1)Includes amounts recorded related to natural gas supply contracts that CCL had with a related party. The agreement ceased to be considered a related party agreement during 2021, as discussed in Note 11—Related Party Transactions.

Fair Value of Derivative Instruments by Balance Sheet Location

The following table shows the fair value and location of our derivative instruments on our Consolidated Balance Sheets (in millions):

	June 30, 2022
	Interest Rate Derivatives		Liquefaction Supply Derivatives (1)		Total
Consolidated Balance Sheets Location
Current derivative assets	$	—	$	30	$	30
Derivative assets	—		108		108
Total derivative assets	—		138		138
Current derivative liabilities	—		(1,162)		(1,162)
Derivative liabilities	—		(3,955)		(3,955)
Total derivative liabilities	—		(5,117)		(5,117)
Derivative liability, net	$	—	$	(4,979)	$	(4,979)
	December 31, 2021
	Interest Rate Derivatives		Liquefaction Supply Derivatives (1)		Total
Consolidated Balance Sheets Location
Current derivative assets	$	—	$	17	$	17
Derivative assets	—		37		37
Total derivative assets	—		54		54
Current derivative liabilities	(40)		(628)		(668)
Derivative liabilities	—		(638)		(638)
Total derivative liabilities	(40)		(1,266)		(1,306)
Derivative liability, net	$	(40)	$	(1,212)	$	(1,252)

(1)Does not include collateral posted with counterparties by us of $25 million and $13 million as of June 30, 2022 and December 31, 2021, respectively, which are included in other current assets in our Consolidated Balance Sheets.

Derivative Net Presentation on Consolidated Balance Sheets

The following table shows the fair value of our derivatives outstanding on a gross and net basis (in millions) for our derivative instruments that are presented on a net basis on our Consolidated Balance Sheets:

	Liquefaction Supply Derivatives
As of June 30, 2022
Gross assets	$	151
Offsetting amounts	(13)
Net assets	$	138
Gross liabilities	$	(5,485)
Offsetting amounts	368
Net liabilities	$	(5,117)
As of December 31, 2021
Gross assets	$	76
Offsetting amounts	(22)
Net assets	$	54
Gross liabilities	$	(1,295)
Offsetting amounts	29
Net liabilities	$	(1,266)

Interest Rate Derivatives [Member]

Derivative Instruments and Hedging Activities Disclosures [Line Items]

Schedule of Notional Amounts of Outstanding Derivative Positions

	Notional Amounts
	June 30, 2022	December 31, 2021	Weighted Average Fixed Interest Rate Paid	Variable Interest Rate Received
Interest Rate Derivatives	$—	$4.5 billion	2.30%	One-month LIBOR

Derivative Instruments, Gain (Loss)

The following table shows the effect and location of our Interest Rate Derivatives on our Consolidated Statements of Operations (in millions):

		Gain (Loss) Recognized in Consolidated Statements of Operations
	Consolidated Statements of Operations Location	Three Months Ended June 30,				Six Months Ended June 30,
		2022		2021		2022		2021
Interest Rate Derivatives	Interest rate derivative gain (loss), net	$	(1)	$	(2)	$	2	$	(1)

Liquefaction Supply Derivatives [Member]

Derivative Instruments and Hedging Activities Disclosures [Line Items]

Derivative Instruments, Gain (Loss)

The following table shows the effect and location of our Liquefaction Supply Derivatives recorded on our Consolidated Statements of Operations (in millions):

	Gain (Loss) Recognized in Consolidated Statements of Operations
Consolidated Statements of Operations Location (1)	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021
LNG revenues	$	12	$	(1)	$	7	$	—
Cost of sales	(830)		(237)		(1,880)		(248)
Cost of sales—related party (2)	—		6		—		7

(1)Does not include the realized value associated with derivative instruments that settle through physical delivery. Fair value fluctuations associated with commodity derivative activities are classified and presented consistently with the item economically hedged and the nature and intent of the derivative instrument.

(2)Includes amounts recorded related to natural gas supply contracts that we had with a related party. This agreement ceased to be considered a related party agreement as of November 1, 2021 as discussed in Note 11—Related Party Transactions.

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Accrued Liabilities (Tables)

6 Months Ended

Jun. 30, 2022

Accrued Liabilities, Current [Abstract]

Schedule of Accrued Liabilities

Accrued liabilities consisted of the following (in millions): 

	June 30,		December 31,
	2022		2021
Natural gas purchases	$	716	$	531
Interest costs and related debt fees	8		7
Liquefaction Project costs	41		43
Other accrued liabilities	31		50
Total accrued liabilities	$	796	$	631

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Debt (Tables)

6 Months Ended

Jun. 30, 2022

Debt Disclosure [Abstract]

Schedule of Debt Instruments

Debt consisted of the following (in millions): 

	June 30,		December 31,
	2022		2021
Senior Secured Notes:
7.000% due 2024	$	1,250	$	1,250
5.875% due 2025	1,500		1,500
5.125% due 2027	1,500		1,500
3.700% due 2029	1,500		1,500
3.72% weighted average rate due 2039	2,721		2,721
Total Senior Secured Notes	8,471		8,471
CCH Credit Facility	779		1,728
CCH Working Capital Facility) (1)	—		250
Total debt	9,250		10,449
Current portion of long-term debt	—		(117)
Short-term debt	—		(250)
Unamortized discount and debt issuance costs, net	(82)		(96)
Total long-term debt, net of discount and debt issuance costs	$	9,168	$	9,986

(1)The CCH Working Capital Facility is classified as short-term debt.

Schedule of Line of Credit Facilities

Below is a summary of our credit facilities outstanding as of June 30, 2022 (in millions):

	CCH Credit Facility (1)		CCH Working Capital Facility (1)
Total facility size	$	4,039	$	1,500
Less:
Outstanding balance	779		—
Letters of credit issued	—		276
Available commitment	$	3,260	$	1,224
Priority ranking	Senior secured		Senior secured
Interest rate on available balance	SOFR plus credit spread adjustment of 0.1% , plus margin of 1.5% or base rate plus 0.5%		SOFR plus credit spread adjustment of 0.1%, plus margin of 1.0% - 1.5% or base rate plus applicable margin
Weighted average interest rate of outstanding balance	3.13%		n/a
Commitment fees on undrawn balance	0.53%		0.18%
Maturity date	(2)		June 15, 2027

(1)In June 2022, we amended and restated the CCH Credit Facility and CCH Working Capital Facility resulting in $20 million of debt extinguishment and modification costs to, among other things, (1) provide incremental commitments of $3.7 billion and $300 million for the CCH Credit Facility and the CCH Working Capital Facility, respectively, in connection with the FID with respect to the Corpus Christi Stage 3 Project, (2) extend the maturity, (3) update the indexed interest rate to SOFR and (4) make certain other changes to the terms and conditions of each existing facility.

(2)The CCH Credit Facility matures the earlier of June 15, 2029 or two years after the substantial completion of the last Train of the Corpus Christi Stage 3 Project.

Schedule of 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,
	2022		2021		2022		2021
Total interest cost	$	118	$	118	$	237	$	237
Capitalized interest, including amounts capitalized as an allowance for funds used during construction	(2)		—		(3)		(26)
Total interest expense, net of capitalized interest	$	116	$	118	$	234	$	211

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):

	June 30, 2022				December 31, 2021
	Carrying Amount		Estimated Fair Value		Carrying Amount		Estimated Fair Value
Senior notes — Level 2 (1)	$	6,500	$	6,291	$	6,500	$	7,095
Senior notes — Level 3 (2)	1,971		1,865		1,971		2,227

(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.

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Revenues from Contracts with Customers (Tables)

6 Months Ended

Jun. 30, 2022

Revenue from Contract with Customer [Abstract]

Disaggregation of Revenue

The following table represents a disaggregation of revenue earned from contracts with customers (in millions):

	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021
LNG revenues	$	1,595	$	827	$	2,924	$	1,441
LNG revenues—affiliate	763		331		1,434		599
Total revenues from customers	2,358		1,158		4,358		2,040
Net derivative gain (loss) (1)	12		(1)		7		—
Total revenues	$	2,370	$	1,157	$	4,365	$	2,040

(1)See Note 7—Derivative Instruments for additional information about our derivatives.

Contract with Customer, Asset

The following table shows our contract assets, net of current expected credit losses, which are classified as other current assets and other non-current assets, net on our Consolidated Balance Sheets (in millions):

	June 30,		December 31,
	2022		2021
Contract assets, net of current expected credit losses	$	125	$	104

Contract Balances Reconciliation

The following table reflects the changes in our contract liabilities, which we classify as other non-current liabilities on our Consolidated Balance Sheets (in millions):

	Six Months Ended June 30, 2022
Deferred revenue, beginning of period	$	35
Cash received but not yet recognized in revenue	56
Revenue recognized from prior period deferral	(35)
Deferred revenue, end of period	$	56

Transaction Price Allocated to Future Performance Obligations

The following table discloses the aggregate amount of the transaction price that is allocated to performance obligations that have not yet been satisfied:

	June 30, 2022			December 31, 2021
	Unsatisfied Transaction Price (in billions)		Weighted Average Recognition Timing (years) (1)	Unsatisfied Transaction Price (in billions)		Weighted Average Recognition Timing (years) (1)
LNG revenues	$	49.2	11	$	31.7	9
LNG revenues—affiliate	1.3		8	1.1		10
Total revenues	$	50.5		$	32.8

(1)The weighted average recognition timing represents an estimate of the number of years during which we shall have recognized half of the unsatisfied transaction price.

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Related Party Transactions (Tables)

6 Months Ended

Jun. 30, 2022

Related Party Transactions [Abstract]

Schedule of Related Party Transactions

Below is a summary of our related party transactions as reported on our Consolidated Statements of Operations (in millions):

	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021
LNG revenues—affiliate
Cheniere Marketing Agreements	$	707	$	319	$	1,372	$	579
Contracts for Sale and Purchase of Natural Gas and LNG	56		12		62		20
Total LNG revenues—affiliate	763		331		1,434		599
Cost of sales—affiliate
Contracts for Sale and Purchase of Natural Gas and LNG	36		2		48		6
Cheniere Marketing Agreements	—		—		—		31
Total cost of sales—affiliate	36		2		48		37
Cost of sales—related party
Natural Gas Supply Agreement (1)	—		36		—		71
Operating and maintenance expense—affiliate
Services Agreements	28		28		58		52
Operating and maintenance expense—related party
Natural Gas Transportation Agreements	3		3		5		5
General and administrative expense—affiliate
Services Agreements	8		7		16		12

(1)Includes amounts recorded related to natural gas supply contracts that we had with a related party. This agreement ceased to be considered a related party agreement during 2021, as discussed below.

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Customer Concentration (Tables)

6 Months Ended

Jun. 30, 2022

Risks and Uncertainties [Abstract]

Schedule of Revenue and Accounts Receivable by Major Customers

The following table shows external customers with revenues of 10% or greater of total revenues from external customers and external customers with trade and other receivables, net of current expected credit losses and contract assets, net of current expected credit losses balances of 10% or greater of total trade and other receivables, net of current expected credit losses from external customers and contract assets, net of current expected credit losses from external customers, respectively:

	Percentage of Total Revenues from External Customers				Percentage of Trade and Other Receivables, Net and Contract Assets, Net from External Customers
	Three Months Ended June 30,		Six Months Ended June 30,		June 30,	December 31,
	2022	2021	2022	2021	2022	2021
Customer A	20%	23%	22%	23%	*	*
Customer B	15%	17%	14%	19%	*	*
Customer C	14%	14%	13%	16%	*	*
Customer D	*	*	*	*	28%	31%
Customer E	*	*	*	*	*	11%

* Less than 10%

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Supplemental Cash Flow Information (Tables)

6 Months Ended

Jun. 30, 2022

Supplemental Cash Flow Information [Abstract]

Schedule of Cash Flow, Supplemental Disclosures

The following table provides supplemental disclosure of cash flow information (in millions):

	Six Months Ended June 30,
	2022		2021
Cash paid during the period for interest on debt, net of amounts capitalized	$	222	$	199
Non-cash contributions from affiliates for conveyance of assets	7		—
Right-of-use assets obtained in exchange for new operating lease liabilities	3		—
Non-cash investing activity:
Contributions of property, plant and equipment in exchange for other non-current assets	17		—

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Nature of Operations and Basis of Presentation (Details)	6 Months Ended
	Jun. 30, 2022 mi milliontonnes / yr unit item trains
Corpus Christi Pipeline [Member]
Nature of Operations and Basis of Presentation [Line Items]
Length Of Natural Gas Pipeline | mi	21.5
Corpus Christi LNG Terminal [Member]
Nature of Operations and Basis of Presentation [Line Items]
Number of Liquefaction LNG Trains Operating | trains	3
Total Production Capability | milliontonnes / yr	15
Number of LNG Storage Tanks | unit	3
Number of Marine Berths | item	2
Corpus Christi LNG Terminal Expansion | Maximum [Member]
Nature of Operations and Basis of Presentation [Line Items]
Number of Liquefaction LNG Trains | trains	7
Corpus Christi LNG Terminal Expansion | Minimum [Member]
Nature of Operations and Basis of Presentation [Line Items]
Total Production Capability | milliontonnes / yr	10

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CCL Stage III Contribution and Merger (Details) - USD ($) $ in Millions		6 Months Ended
		Jun. 30, 2022	Jun. 15, 2022	Dec. 31, 2021
Asset Acquisition [Line Items]
Property, plant and equipment, net of accumulated depreciation		$ 13,117		$ 12,607
Derivative assets		108		37
Other non-current assets, net		351		145
Total assets		14,731		13,764
Accounts payable		87		119
Due to affiliates		28		35
Total current liabilities		2,076		1,821
Derivative liabilities		3,955		$ 638
CCH Credit Facility [Member]
Asset Acquisition [Line Items]
Total facility size	[1]	$ 4,039
CCH Credit Facility [Member] | Maximum [Member]
Asset Acquisition [Line Items]
Maturity Date		Jun. 15, 2029
CCH Working Capital Facility [Member]
Asset Acquisition [Line Items]
Total facility size	[1]	$ 1,500
Maturity Date		Jun. 15, 2027
Cheniere Corpus Christi Liquefaction Stage III, LLC [Member]
Asset Acquisition [Line Items]
Property, plant and equipment, net of accumulated depreciation			$ 441
Derivative assets			112
Other non-current assets, net			19
Total assets			572
Accounts payable			3
Due to affiliates			1
Total current liabilities			4
Derivative liabilities			2,050
Total net liabilities contributed			$ (1,482)

[1] In June 2022, we amended and restated the CCH Credit Facility and CCH Working Capital Facility resulting in $20 million of debt extinguishment and modification costs to, among other things, (1) provide incremental commitments of $3.7 billion and $300 million for the CCH Credit Facility and the CCH Working Capital Facility, respectively, in connection with the FID with respect to the Corpus Christi Stage 3 Project, (2) extend the maturity, (3) update the indexed interest rate to SOFR and (4) make certain other changes to the terms and conditions of each existing facility.

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Restricted Cash and Cash Equivalents (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Restricted Cash and Cash Equivalents Items [Line Items]
Restricted cash and cash equivalents	$ 51	$ 44
CCL Project [Member]
Restricted Cash and Cash Equivalents Items [Line Items]
Restricted cash and cash equivalents	$ 51	$ 44

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Trade and Other Receivables, Net of Current Expected Credit Losses (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Receivables [Abstract]
Trade receivables	$ 394	$ 256
Other receivables	47	24
Total trade and other receivables, net of current expected credit losses	$ 441	$ 280

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Inventory (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Inventory [Line Items]
Inventory	$ 152	$ 156
Materials [Member]
Inventory [Line Items]
Inventory	88	88
LNG [Member]
Inventory [Line Items]
Inventory	40	45
Natural gas [Member]
Inventory [Line Items]
Inventory	24	21
Other [Member]
Inventory [Line Items]
Inventory	$ 0	$ 2

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Property, Plant and Equipment, Net of Accumulated Depreciation - Schedule of Property, Plant and Equipment (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Property, Plant and Equipment [Line Items]
Property, plant and equipment, net of accumulated depreciation	$ 13,117	$ 12,607
LNG terminal costs [Member]
Property, Plant and Equipment [Line Items]
Accumulated depreciation	(1,200)	(981)
Property, plant and equipment, net of accumulated depreciation	13,112	12,601
LNG terminal and interconnecting pipeline facilities [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	13,281	13,222
LNG site and related costs [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	302	294
LNG terminal construction-in-process [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	729	66
Fixed assets [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	23	23
Accumulated depreciation	(18)	(17)
Property, plant and equipment, net of accumulated depreciation	$ 5	$ 6

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Property, Plant and Equipment, Net of Accumulated Depreciation - Schedule of Depreciation and Offsets to LNG Terminal Costs (Details) - USD ($) $ in Millions		3 Months Ended		6 Months Ended
		Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Property, Plant and Equipment [Abstract]
Depreciation expense		$ 111	$ 110	$ 221	$ 198
Offsets to LNG terminal costs	[1]	$ 0	$ 0	$ 0	$ 143

[1] We recognize offsets to LNG terminal costs related to the sale of commissioning cargoes because these amounts were earned or loaded prior to the start of commercial operations of the respective Trains of the Liquefaction Project during the testing phase for its construction.

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Derivative Instruments - Narrative (Details) - CCL [Member] - tbtu	6 Months Ended
	Jun. 30, 2022	Dec. 31, 2021
Physical Liquefaction Supply Derivatives [Member] | Maximum [Member]
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Derivative, Term of Contract	15 years
Liquefaction Supply Derivatives [Member]
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Derivative, Nonmonetary Notional Amount	8,256	2,915
Financial Liquefaction Supply Derivatives | Maximum [Member]
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Derivative, Term of Contract	3 years

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Derivative Instruments - Fair Value of Derivative Assets and Liabilities (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Interest Rate Derivatives [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Assets (Liabilities), at Fair Value, Net	$ 0	$ (40)
Interest Rate Derivatives [Member] | Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Assets (Liabilities), at Fair Value, Net	0	0
Interest Rate Derivatives [Member] | Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Assets (Liabilities), at Fair Value, Net	0	(40)
Interest Rate Derivatives [Member] | Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Assets (Liabilities), at Fair Value, Net	0	0
Liquefaction Supply Derivatives [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Assets (Liabilities), at Fair Value, Net	(4,979)	(1,212)
Liquefaction Supply Derivatives [Member] | Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Assets (Liabilities), at Fair Value, Net	(6)	5
Liquefaction Supply Derivatives [Member] | Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Assets (Liabilities), at Fair Value, Net	33	4
Liquefaction Supply Derivatives [Member] | Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Assets (Liabilities), at Fair Value, Net	$ (5,006)	$ (1,221)

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Derivative Instruments - Fair Value Inputs - Quantitative Information (Details) - Physical Liquefaction Supply Derivatives [Member] - Fair Value, Inputs, Level 3 [Member]	6 Months Ended
	Jun. 30, 2022 USD ($)
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Net Fair Value Liability	$ (5,006,000,000)
Valuation, Market Approach [Member] | Minimum [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair Value Inputs Basis Spread	(1.802)	[1]
Valuation, Market Approach [Member] | Maximum [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair Value Inputs Basis Spread	0.695	[1]
Valuation, Market Approach [Member] | Weighted Average [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair Value Inputs Basis Spread	$ (0.100)	[1]
Valuation Technique, Option Pricing Model [Member] | Minimum [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair Value Inputs Basis Spread Percentage	94.00%	[1],[2]
Valuation Technique, Option Pricing Model [Member] | Maximum [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair Value Inputs Basis Spread Percentage	671.00%	[1],[2]
Valuation Technique, Option Pricing Model [Member] | Weighted Average [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair Value Inputs Basis Spread Percentage	184.00%	[1],[2]

[1] Unobservable inputs were weighted by the relative fair value of the instruments.

[2] Spread contemplates U.S. dollar-denominated pricing.

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Derivative Instruments - Schedule of Level 3 Activity (Details) - Physical Liquefaction Supply Derivatives [Member] - USD ($) $ in Millions	3 Months Ended			6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	[1]	Jun. 30, 2022	Jun. 30, 2021	[1]
Fair Value, Assets (Liabilities) Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Balance, beginning of period	$ (2,235)	$ (14)		$ (1,221)	$ 12
Realized and mark-to-market losses:
Included in cost of sales	(634)	(255)		(1,678)	(314)
Purchases and settlements:
Purchases	(2,407)	8		(2,414)	10
Settlements	270	1		307	32
Balance, end of period	(5,006)	(260)		(5,006)	(260)
Change in unrealized losses relating to instruments still held at end of period	$ (634)	$ (255)		$ (1,678)	$ (314)

[1] Includes amounts recorded related to natural gas supply contracts that CCL had with a related party. The agreement ceased to be considered a related party agreement during 2021, as discussed in Note 11—Related Party Transactions.

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Derivative Instruments - Schedule of Notional Amounts of Outstanding Derivative Positions (Details) - Interest Rate Derivatives [Member] - USD ($) $ in Billions	Jun. 30, 2022	Dec. 31, 2021
Derivative [Line Items]
Derivative, Notional Amount	$ 0.0	$ 4.5
Weighted Average Fixed Interest Rate Paid	2.30%

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Derivative Instruments - Derivative Instruments, Gain (Loss) (Details) - USD ($) $ in Millions		3 Months Ended		6 Months Ended
		Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Interest Rate Derivatives [Member] | Interest rate derivative loss, net [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative gain (loss), net		$ (1)	$ (2)	$ 2	$ (1)
Liquefaction Supply Derivatives [Member] | LNG Revenues [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative gain (loss), net	[1]	12	(1)	7	0
Liquefaction Supply Derivatives [Member] | Cost of Sales [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative gain (loss), net	[1]	(830)	(237)	(1,880)	(248)
Liquefaction Supply Derivatives [Member] | Cost of sales—related party [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative gain (loss), net	[1],[2]	$ 0	$ 6	$ 0	$ 7

[1] Does not include the realized value associated with derivative instruments that settle through physical delivery. Fair value fluctuations associated with commodity derivative activities are classified and presented consistently with the item economically hedged and the nature and intent of the derivative instrument.

[2] Includes amounts recorded related to natural gas supply contracts that we had with a related party. This agreement ceased to be considered a related party agreement as of November 1, 2021 as discussed in Note 11—Related Party Transactions.

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Derivative Instruments - Fair Value of Derivative Instruments by Balance Sheet Location (Details) - USD ($) $ in Millions		Jun. 30, 2022	Dec. 31, 2021
Derivatives, Fair Value [Line Items]
Current derivative assets		$ 30	$ 17
Derivative assets		108	37
Total derivative assets		138	54
Current derivative liabilities		(1,162)	(668)
Derivative liabilities		(3,955)	(638)
Total derivative liabilities		(5,117)	(1,306)
Derivative liability, net		(4,979)	(1,252)
Current derivative assets
Derivatives, Fair Value [Line Items]
Current derivative assets		30	17
Derivative assets
Derivatives, Fair Value [Line Items]
Derivative assets		108	37
Current derivative liabilities
Derivatives, Fair Value [Line Items]
Current derivative liabilities		(1,162)	(668)
Derivative liabilities
Derivatives, Fair Value [Line Items]
Derivative liabilities		(3,955)	(638)
Interest Rate Derivatives [Member]
Derivatives, Fair Value [Line Items]
Total derivative assets		0	0
Total derivative liabilities		0	(40)
Derivative liability, net		0	(40)
Interest Rate Derivatives [Member] | Current derivative assets
Derivatives, Fair Value [Line Items]
Current derivative assets		0	0
Interest Rate Derivatives [Member] | Derivative assets
Derivatives, Fair Value [Line Items]
Derivative assets		0	0
Interest Rate Derivatives [Member] | Current derivative liabilities
Derivatives, Fair Value [Line Items]
Current derivative liabilities		0	(40)
Interest Rate Derivatives [Member] | Derivative liabilities
Derivatives, Fair Value [Line Items]
Derivative liabilities		0	0
Liquefaction Supply Derivatives [Member]
Derivatives, Fair Value [Line Items]
Total derivative assets	[1]	138	54
Total derivative liabilities	[1]	(5,117)	(1,266)
Derivative liability, net	[1]	(4,979)	(1,212)
Derivative, collateral posted by us		25	13
Liquefaction Supply Derivatives [Member] | Current derivative assets
Derivatives, Fair Value [Line Items]
Current derivative assets	[1]	30	17
Liquefaction Supply Derivatives [Member] | Derivative assets
Derivatives, Fair Value [Line Items]
Derivative assets	[1]	108	37
Liquefaction Supply Derivatives [Member] | Current derivative liabilities
Derivatives, Fair Value [Line Items]
Current derivative liabilities	[1]	(1,162)	(628)
Liquefaction Supply Derivatives [Member] | Derivative liabilities
Derivatives, Fair Value [Line Items]
Derivative liabilities	[1]	$ (3,955)	$ (638)

[1] Does not include collateral posted with counterparties by us of $25 million and $13 million as of June 30, 2022 and December 31, 2021, respectively, which are included in other current assets in our Consolidated Balance Sheets.

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Derivative Instruments - Derivative Net Presentation on Consolidated Balance Sheets (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Liquefaction Supply Derivative Asset [Member]
Derivative [Line Items]
Derivative Asset, Gross Amounts Recognized	$ 151	$ 76
Derivative Asset, Gross Amounts Offset in the Consolidated Balance Sheets	(13)	(22)
Derivative Assets (Liabilities), at Fair Value, Net	138	54
Liquefaction Supply Derivative Liability [Member]
Derivative [Line Items]
Derivative Liability, Gross Amounts Recognized	(5,485)	(1,295)
Derivative Liability, Gross Amounts Offset in the Consolidated Balance Sheets	368	29
Derivative Assets (Liabilities), at Fair Value, Net	$ (5,117)	$ (1,266)

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Accrued Liabilities (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Accrued Liabilities, Current [Abstract]
Natural gas purchases	$ 716	$ 531
Interest costs and related debt fees	8	7
Liquefaction Project costs	41	43
Other accrued liabilities	31	50
Total accrued liabilities	$ 796	$ 631

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Debt - Schedule of Debt Instruments (Details) - USD ($) $ in Millions		Jun. 30, 2022	Dec. 31, 2021
Debt Instrument [Line Items]
Debt, Long-term and Short-term, Combined Amount		$ 9,250	$ 10,449
Current portion of long-term debt		0	(117)
Short-term debt		0	(250)
Unamortized discount and debt issuance costs, net		(82)	(96)
Total long-term debt, net of discount and debt issuance costs		9,168	9,986
CCH Senior Notes [Member]
Debt Instrument [Line Items]
Debt, Long-term and Short-term, Combined Amount		8,471	8,471
2024 CCH Senior Notes [Member]
Debt Instrument [Line Items]
Debt, Long-term and Short-term, Combined Amount		$ 1,250	1,250
Debt Instrument, Interest Rate, Stated Percentage		7.00%
2025 CCH Senior Notes [Member]
Debt Instrument [Line Items]
Debt, Long-term and Short-term, Combined Amount		$ 1,500	1,500
Debt Instrument, Interest Rate, Stated Percentage		5.875%
2027 CCH Senior Notes [Member]
Debt Instrument [Line Items]
Debt, Long-term and Short-term, Combined Amount		$ 1,500	1,500
Debt Instrument, Interest Rate, Stated Percentage		5.125%
2029 CCH Senior Notes [Member]
Debt Instrument [Line Items]
Debt, Long-term and Short-term, Combined Amount		$ 1,500	1,500
Debt Instrument, Interest Rate, Stated Percentage		3.70%
2039 CCH Senior Notes [Member]
Debt Instrument [Line Items]
Debt, Long-term and Short-term, Combined Amount		$ 2,721	2,721
2039 CCH Senior Notes [Member] | Weighted Average [Member]
Debt Instrument [Line Items]
Debt Instrument, Interest Rate, Stated Percentage		3.72%
CCH Credit Facility [Member]
Debt Instrument [Line Items]
Debt, Long-term and Short-term, Combined Amount		$ 779	1,728
CCH Working Capital Facility [Member]
Debt Instrument [Line Items]
Debt, Long-term and Short-term, Combined Amount	[1]	0	$ 250
Short-term debt	[2]	$ 0

[1] The CCH Working Capital Facility is classified as short-term debt.

[2] In June 2022, we amended and restated the CCH Credit Facility and CCH Working Capital Facility resulting in $20 million of debt extinguishment and modification costs to, among other things, (1) provide incremental commitments of $3.7 billion and $300 million for the CCH Credit Facility and the CCH Working Capital Facility, respectively, in connection with the FID with respect to the Corpus Christi Stage 3 Project, (2) extend the maturity, (3) update the indexed interest rate to SOFR and (4) make certain other changes to the terms and conditions of each existing facility.

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Debt - Credit Facilities Table (Details) - USD ($) $ in Millions		3 Months Ended		6 Months Ended
		Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021	Dec. 31, 2021
Line of Credit Facility [Line Items]
Outstanding balance - current		$ 0		$ 0		$ 250
Loss on modification or extinguishment of debt		(28)	$ 0	(30)	$ 0
CCH Credit Facility and CCH Working Capital Facility
Line of Credit Facility [Line Items]
Loss on modification or extinguishment of debt				20
CCH Credit Facility [Member]
Line of Credit Facility [Line Items]
Total facility size	[1]	4,039		4,039
Outstanding balance	[1]	779		779
Letters of credit issued	[1]	0		0
Available commitment	[1]	$ 3,260		$ 3,260
Debt Instrument, Description of Variable Rate Basis				SOFR or the base rate
Weighted average interest rate of outstanding balance	[1]	3.13%		3.13%
Line of Credit Facility, Commitment Fee Percentage				0.53%
Incremental commitments		$ 3,700		$ 3,700
CCH Credit Facility [Member] | Maximum [Member]
Line of Credit Facility [Line Items]
Maturity Date				Jun. 15, 2029
CCH Credit Facility [Member] | Base Rate [Member]
Line of Credit Facility [Line Items]
Debt Instrument, Basis Spread on Variable Rate	[1]			0.50%
CCH Credit Facility [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate
Line of Credit Facility [Line Items]
Debt Instrument, Credit Spread Adjustment On Variable Rate	[1]			0.10%
Debt Instrument, Basis Spread on Variable Rate	[1]			1.50%
CCH Working Capital Facility [Member]
Line of Credit Facility [Line Items]
Total facility size	[1]	1,500		$ 1,500
Outstanding balance - current	[1]	0		0
Letters of credit issued	[1]	276		276
Available commitment	[1]	1,224		$ 1,224
Debt Instrument, Description of Variable Rate Basis				SOFR or the base rate
Line of Credit Facility, Commitment Fee Percentage	[1]			0.18%
Maturity Date				Jun. 15, 2027
Incremental commitments		$ 300		$ 300
CCH Working Capital Facility [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate
Line of Credit Facility [Line Items]
Debt Instrument, Credit Spread Adjustment On Variable Rate	[1]			0.10%
CCH Working Capital Facility [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Minimum [Member]
Line of Credit Facility [Line Items]
Debt Instrument, Basis Spread on Variable Rate	[1]			1.00%
CCH Working Capital Facility [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Maximum [Member]
Line of Credit Facility [Line Items]
Debt Instrument, Basis Spread on Variable Rate	[1]			1.50%

[1] In June 2022, we amended and restated the CCH Credit Facility and CCH Working Capital Facility resulting in $20 million of debt extinguishment and modification costs to, among other things, (1) provide incremental commitments of $3.7 billion and $300 million for the CCH Credit Facility and the CCH Working Capital Facility, respectively, in connection with the FID with respect to the Corpus Christi Stage 3 Project, (2) extend the maturity, (3) update the indexed interest rate to SOFR and (4) make certain other changes to the terms and conditions of each existing facility.

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Debt - Interest Expense (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Debt Disclosure [Abstract]
Total interest cost	$ 118	$ 118	$ 237	$ 237
Capitalized interest, including amounts capitalized as an Allowance for Funds Used During Construction	(2)	0	(3)	(26)
Total interest expense, net of capitalized interest	$ 116	$ 118	$ 234	$ 211

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Debt - Schedule of Carrying Values and Estimated Fair Values of Debt Instruments (Details) - USD ($) $ in Millions		Jun. 30, 2022	Dec. 31, 2021
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt, Carrying Value		$ 9,250	$ 10,449
Senior notes [Member] | Carrying Amount [Member] | Fair Value, Inputs, Level 2 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt, Carrying Value	[1]	6,500	6,500
Senior notes [Member] | Carrying Amount [Member] | Fair Value, Inputs, Level 3 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt, Carrying Value	[2]	1,971	1,971
Senior notes [Member] | Estimated Fair Value [Member] | Fair Value, Inputs, Level 2 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Notes Payable, Fair Value Disclosure	[1]	6,291	7,095
Senior notes [Member] | Estimated Fair Value [Member] | Fair Value, Inputs, Level 3 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Notes Payable, Fair Value Disclosure	[2]	$ 1,865	$ 2,227

[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. 

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Revenues from Contracts with Customers - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Millions		3 Months Ended		6 Months Ended
		Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Disaggregation of Revenue [Line Items]
Revenues from contracts with customers		$ 2,358	$ 1,158	$ 4,358	$ 2,040
Net derivative gain (loss)	[1]	12	(1)	7	0
Revenues		2,370	1,157	4,365	2,040
LNG [Member]
Disaggregation of Revenue [Line Items]
Revenues from contracts with customers		1,595	827	2,924	1,441
Revenues		1,607	826	2,931	1,441
LNG—affiliate [Member]
Disaggregation of Revenue [Line Items]
Revenues from contracts with customers		$ 763	$ 331	$ 1,434	$ 599

[1] See Note 7—Derivative Instruments for additional information about our derivatives.

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Revenues from Contracts with Customers - Contract Assets and Liabilities (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2022	Dec. 31, 2021
Revenue from Contract with Customer [Abstract]
Contract assets, net of current expected credit losses	$ 125	$ 104
Change in Contract with Customer, Liability [Roll Forward]
Deferred revenue, beginning of period	35
Cash received but not yet recognized in revenue	56
Revenue recognized from prior period deferral	(35)
Deferred revenue, end of period	$ 56

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Revenues from Contracts with Customers - Schedule of Transaction Price Allocated to Future Performance Obligations (Details) - USD ($) $ in Billions		3 Months Ended		6 Months Ended
		Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021	Dec. 31, 2021
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Unsatisfied Transaction Price						$ 32.8
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-07-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Unsatisfied Transaction Price		$ 50.5		$ 50.5
LNG [Member]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Variable Consideration Received From Customers, Percentage		72.00%	49.00%	68.00%	48.00%
LNG [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Unsatisfied Transaction Price						$ 31.7
Weighted Average Recognition Timing	[1]					9 years
LNG [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-07-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Unsatisfied Transaction Price		$ 49.2		$ 49.2
Weighted Average Recognition Timing	[1]	11 years		11 years
LNG—affiliate [Member]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Variable Consideration Received From Customers, Percentage		0.00%	0.00%	0.00%	0.00%
LNG—affiliate [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Unsatisfied Transaction Price						$ 1.1
Weighted Average Recognition Timing	[1]					10 years
LNG—affiliate [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-07-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Unsatisfied Transaction Price		$ 1.3		$ 1.3
Weighted Average Recognition Timing	[1]	8 years		8 years

[1] The weighted average recognition timing represents an estimate of the number of years during which we shall have recognized half of the unsatisfied transaction price.

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Related Party Transactions - Schedule of Related Party Transactions (Details) - USD ($) $ in Millions		3 Months Ended		6 Months Ended
		Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Related Party Transaction [Line Items]
LNG revenues—affiliate		$ 763	$ 331	$ 1,434	$ 599
Cost of sales—affiliate		36	2	48	37
Cost of sales—related party		0	36	0	71
Operating and maintenance expense—affiliate		28	28	58	52
Operating and maintenance expense—related party		3	3	5	5
General and administrative expense—affiliate		8	7	16	12
Cheniere Marketing Agreements [Member]
Related Party Transaction [Line Items]
LNG revenues—affiliate		707	319	1,372	579
Cost of sales—affiliate		0	0	0	31
Contracts for Sale and Purchase of Natural Gas And LNG [Member]
Related Party Transaction [Line Items]
LNG revenues—affiliate		56	12	62	20
Cost of sales—affiliate		36	2	48	6
Natural Gas Supply Agreement [Member]
Related Party Transaction [Line Items]
Cost of sales—related party	[1]	0	36	0	71
Service Agreements [Member]
Related Party Transaction [Line Items]
Operating and maintenance expense—affiliate		28	28	58	52
General and administrative expense—affiliate		8	7	16	12
Natural Gas Transportation Agreement [Member]
Related Party Transaction [Line Items]
Operating and maintenance expense—related party		$ 3	$ 3	$ 5	$ 5

[1] Includes amounts recorded related to natural gas supply contracts that we had with a related party. This agreement ceased to be considered a related party agreement during 2021, as discussed below.

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Related Party Transactions - LNG Sale and Purchase Agreements (Details)	6 Months Ended
	Jun. 30, 2022 USD ($) tbtu Cargo	Dec. 31, 2021 USD ($)
Related Party Transaction [Line Items]
Due to affiliates | $	$ 28,000,000	$ 35,000,000
CCL [Member] | Affiliated Entity [Member] | Facility Swap Agreement [Member]
Related Party Transaction [Line Items]
LNG Volume, Purchase Price Percentage of Henry Hub	115.00%
CCL [Member] | Cheniere Marketing [Member] | Cheniere Marketing Agreements [Member]
Related Party Transaction [Line Items]
Accounts receivable—affiliate | $	$ 294,000,000	$ 314,000,000
CCL [Member] | Cheniere Marketing [Member] | Cheniere Marketing Base SPA [Member]
Related Party Transaction [Line Items]
SPA, Term of Agreement	20 years
CCL [Member] | Cheniere Marketing [Member] | Cheniere Marketing Base SPA [Member] | Maximum [Member]
Related Party Transaction [Line Items]
Contract Volumes	150
CCL [Member] | Cheniere Marketing [Member] | Cheniere Marketing SPA [Member]
Related Party Transaction [Line Items]
Contract Volumes	15
CCL [Member] | Cheniere Marketing [Member] | Cheniere Marketing EOG SPA [Member]
Related Party Transaction [Line Items]
Contract Volumes	44
CCL [Member] | Cheniere Marketing [Member] | Cheniere Marketing ARC IPM
Related Party Transaction [Line Items]
SPA, Term of Agreement	15 years
Contract Volumes	44
CCL [Member] | Cheniere Marketing [Member] | Letter Agreement
Related Party Transaction [Line Items]
LNG Volume, Purchase Price Percentage of Henry Hub	115.00%
LNG Volume, Purchase Price Per MMBtu | $	$ 1.97
CCL [Member] | Cheniere Marketing [Member] | Letter Agreement | Maximum [Member]
Related Party Transaction [Line Items]
Contract Cargoes | Cargo	48

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Related Party Transactions - Service Agreements (Details) - CCL [Member]	Jun. 30, 2022 USD ($)
Shared Services [Member] | Gas and Power Supply Services Agreement [Member]
Related Party Transaction [Line Items]
Related Party Transaction, Committed Monthly Fee	$ 30,000
Shared Services [Member] | Management Services Agreement [Member]
Related Party Transaction [Line Items]
Related Party Transaction, Committed Monthly Fee	157,000
O&M Services [Member] | Operation and Maintenance Agreement [Member]
Related Party Transaction [Line Items]
Related Party Transaction, Committed Monthly Fee	$ 53,000

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Related Party Transactions - Natural Gas Transportation Agreement (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2022	Dec. 31, 2021
Related Party Transaction [Line Items]
Accrued liabilities—related party	$ 1	$ 1
CCL [Member] | Natural Gas Transportation Agreement [Member]
Related Party Transaction [Line Items]
Long-term Purchase Commitment, Period	10 years
Accrued liabilities—related party	$ 1	$ 1

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Related Party Transactions - Other Agreements (Details)	6 Months Ended
	Jun. 30, 2022 USD ($) yd3
CCL [Member] | Cheniere Land Holdings [Member] | Rental Agreements [Member]
Related Party Transaction [Line Items]
Annual lease payment	$ 600,000
CCL [Member] | Cheniere Land Holdings [Member] | Easement Agreements [Member]
Related Party Transaction [Line Items]
Annual lease payment	$ 100,000
CCL [Member] | Cheniere Land Holdings [Member] | Easement Agreements [Member] | Minimum [Member]
Related Party Transaction [Line Items]
Agreement Term	3 years
CCL [Member] | Cheniere Land Holdings [Member] | Easement Agreements [Member] | Maximum [Member]
Related Party Transaction [Line Items]
Agreement Term	5 years
CCL [Member] | Cheniere Land Holdings [Member] | Licensing Agreements
Related Party Transaction [Line Items]
Annual lease payment	$ 1,000,000
CCL [Member] | Cheniere Land Holdings [Member] | Dredge Material Disposal Agreement [Member]
Related Party Transaction [Line Items]
Dredge Material Deposits, Price Per Cubic Yard Of Deposit	$ 0.50
Dredge Material Deposits, Deposit Threshold | yd3	5,000,000
Dredge Material Deposits, Price Per Cubic Yard Of Deposit After Exceeding Threshold	$ 4.62
CCL [Member] | Cheniere [Member] | Tax Sharing Agreement [Member]
Related Party Transaction [Line Items]
Income Taxes Paid, Net	0
CCP [Member] | Cheniere [Member] | Tax Sharing Agreement [Member]
Related Party Transaction [Line Items]
Income Taxes Paid, Net	$ 0

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Customer Concentration - Schedule of Customer Concentration (Details) - Customer Concentration Risk [Member]	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021	Dec. 31, 2021
Customer A [Member] | Total Revenues from External Customers [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage	20.00%	23.00%	22.00%	23.00%
Customer B [Member] | Total Revenues from External Customers [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage	15.00%	17.00%	14.00%	19.00%
Customer C [Member] | Total Revenues from External Customers [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage	14.00%	14.00%	13.00%	16.00%
Customer D [Member] | Accounts Receivable, Net and Contract Assets, Net from External Customers [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage			28.00%		31.00%
Customer E [Member] | Accounts Receivable, Net and Contract Assets, Net from External Customers [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage					11.00%

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Supplemental Cash Flow Information (Details) - USD ($) $ in Millions	3 Months Ended	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2022	Jun. 30, 2021
Supplemental Cash Flow Information [Abstract]
Cash paid during the period for interest on debt, net of amounts capitalized		$ 222	$ 199
Non-cash contributions from affiliates for conveyance of assets		7	0
Right-of-use assets obtained in exchange for new operating lease liabilities		3	0
Contributions of property, in exchange for other non-current assets		17	0
Balance in property, plant and equipment, net of accumulated depreciation funded with accounts payable and accrued liabilities (including affiliate)		6	$ 28
Contribution of CCL Stage III entity	$ (1,482)	$ 1,500