Venture Global, Inc.
For the period ended Jun 30, 2026. Filed Aug 11, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2026 · Filed Aug 11, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-31; filed 2026-05-12.
0002007855-26-000040
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-08-11.
0002007855-26-000062
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 164 previous paragraphs and 280 current paragraphs.
64 unchanged; 58 reworded; 140 added; 38 removed; 4 previous and 18 current paragraphs rearranged.
Tables are not compared: 10 previous and 15 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (140)
Current report
Our Consolidated Financial Results.
Current report
Our income from operations for the three months ended June 30, 2026 increased compared to the prior year primarily due to higher LNG sales volumes from the Plaquemines Project as commissioning activities progressed and LNG production ramped up, and higher weighted average LNG sales prices net of feed gas costs. These increases were partially offset by higher operating and maintenance expenses primarily associated with commissioning and the ramp up of LNG production at the Plaquemines Project.
Current report
CP2 Expansion. In May 2026, the Company filed an application with FERC for an 11.7 mtpa expansion of the CP2 Project, or the CP2 Expansion Project. In July 2026, the Company submitted the corresponding export application to the DOE to authorize up to 11.7 mtpa of export volumes.
Current report
During the six months ended June 30, 2026, we completed several financing and liability management transactions that strengthened our capital structure and liquidity profile, including:
Current report
•redeeming the VGLNG 2028 Notes, which carried a stated interest rate of 8.125%, with the proceeds from the newly issued VGLNG 2034 Notes and VGLNG 2036 Notes, which carry a stated interest rate of 6.375% and 6.625%, respectively; and
Current report
•prepaying $1.0 billion outstanding under the CP2 Holdings EBL Facilities, using net proceeds received from the sale of commissioning cargos generated by the Plaquemines Project.
Current report
Three months ended June 30, 2026 compared to three months ended June 30, 2025
Current report
The following table shows a summary of our results of operations for the periods indicated:
Current report
•$1.3 billion from higher LNG sales volumes primarily from the Plaquemines Project due to commissioning and the continued ramp up of LNG production; and
Current report
•$102 million from higher net LNG sales prices comprised of:
Current report
◦$403 million increase from higher implied liquefaction fees for LNG produced by our Plaquemines Project and sold by VG Commodities under commissioning sales agreements, partially offset by
Current report
◦$302 million decrease from lower variable commodity fees due to decreases in Henry Hub natural gas prices.
Current report
Cost of sales was $1.7 billion for the three months ended June 30, 2026, a $241 million, or 17%, increase from $1.4 billion for the three months ended June 30, 2025. This increase was primarily due to:
Current report
•$534 million from higher LNG sales volumes primarily at the Plaquemines Project due to commissioning and the continued ramp up of LNG production, partially offset by
Current report
•$282 million from lower costs of feed gas primarily due to decreases in Henry Hub natural gas prices.
Current report
Operating and maintenance expense was $335 million for the three months ended June 30, 2026, a $118 million, or 54%, increase from $217 million for the three months ended June 30, 2025. This increase was primarily due to:
Current report
•$33 million at the CP2 Project primarily due to an increase in personnel costs, primarily associated with higher headcount, and an increase in lease costs; and
Current report
•$17 million primarily due to increased costs associated with more LNG tankers in operation and increased fees associated with regasification capacity contracts.
Current report
General and administrative expense was $112 million for the three months ended June 30, 2026, a $9 million, or 9%, increase from $103 million for the three months ended June 30, 2025. This increase was primarily due to higher marketing and other administrative costs.
Current report
Depreciation and amortization was $260 million for the three months ended June 30, 2026, a $7 million, or 3%, decrease from $267 million for the three months ended June 30, 2025. This decrease was primarily due to a decrease of $90 million due to an extension of the estimated useful lives of certain LNG facility assets in the third quarter of 2025 to align with the extended remaining terms of certain land leases to which the LNG facility assets are affixed. This decrease was offset by an increase of $83 million primarily due to placing assets in service from an accounting perspective throughout 2025 and 2026, including a portion of the Plaquemines Project assets, additional LNG tankers, and the Blackfin Pipeline.
Current report
Loss on financing transactions was $96 million for the three months ended June 30, 2026, a $33 million, or 52%, increase from $63 million for the three months ended June 30, 2025. This increase was due to a $70 million loss associated with the early redemption of the VGLNG 2028 Notes and a $24 million loss associated with the partial prepayments of the CP2 Holdings EBL Facilities during the three months ended June 30, 2026, as compared to a $63 million loss associated with the partial prepayment of the Plaquemines Construction Term Loan during the three months ended June 30, 2025.
Current report
Income tax expense was $336 million for the three months ended June 30, 2026, a $220 million or 190%, increase from $116 million for the three months ended June 30, 2025, primarily due to an increase in pre-tax income, partially offset by the impact of the FDDEI deduction and an increase in tax benefits associated with employee stock option exercises.
Current report
Net income attributable to redeemable stock of subsidiary was $5 million for the three months ended June 30, 2026, a $34 million, or 87%, decrease from $39 million for the three months ended June 30, 2025. This decrease was due to the full redemption of the CP Funding Redeemable Preferred Units in April 2026.
Current report
Net Income (Loss) Attributable to Non-controlling Interests
Current report
Dividends on VGLNG Series A Preferred Shares were $67 million for the three months ended June 30, 2026 and 2025.
Current report
Revenue
Current report
Revenue was $9.2 billion for the six months ended June 30, 2026, a $3.2 billion, or 53%, increase from $6.0 billion for the six months ended June 30, 2025. This increase was primarily due to:
Current report
•$4.5 billion from higher LNG sales volumes primarily from the Plaquemines Project due to commissioning and the continued ramp up of LNG production; partially offset by
Current report
•$1.5 billion from lower net LNG sales prices comprised of:
Current report
◦$1.9 billion decrease from lower implied liquefaction fees primarily due to the Calcasieu Project's transition from selling LNG under commissioning sales agreements to under post-COD SPAs in April 2025 and lower implied liquefaction fees for LNG produced by our Plaquemines Project, partially offset by
Current report
◦$399 million increase from higher variable commodity fees due to increases in Henry Hub natural gas prices.
Current report
Operating Expense
Current report
Cost of Sales
Current report
Cost of sales was $4.4 billion for the six months ended June 30, 2026, a $2.0 billion, or 79%, increase from $2.5 billion for the six months ended June 30, 2025. This increase was due to:
Current report
•$1.6 billion from higher LNG sales volumes primarily from the Plaquemines Project due to commissioning and the continued ramp up of LNG production; and
Current report
•$443 million from higher costs of feed gas due to increases in Henry Hub natural gas prices.
Current report
Operating and Maintenance Expense
Current report
Operating and maintenance expense was $605 million for the six months ended June 30, 2026, a $136 million, or 29%, increase from $469 million for the six months ended June 30, 2025. This increase was primarily due to:
Current report
•$54 million at the CP2 Project primarily due to an increase in personnel costs, primarily associated with higher headcount, and an increase in lease costs; and
Current report
•$36 million primarily due to increased costs associated with more LNG tankers in operation and increased fees associated with regasification capacity contracts.
Showing the first 40 of 140 passages. Open the source sections for the rest.
Removed paragraphs (38)
Previous report
Our Financial Results.
Previous report
Revenue was $4.6 billion for the three months ended March 31, 2026, a $1.7 billion, or 59%, increase from $2.9 billion for the three months ended March 31, 2025. This increase was primarily due to $3.1 billion from higher LNG sales volumes primarily at the Plaquemines Project due to the continued ramp up of LNG production. This increase was partially offset by lower net LNG sales prices of $1.4 billion due to lower commissioning sales prices at our Plaquemines Project and the transition from commissioning sales to sales under our post-COD SPAs at our Calcasieu Project.
Previous report
Cost of sales was $2.8 billion for the three months ended March 31, 2026, a $1.7 billion, or 163%, increase from $1.1 billion for the three months ended March 31, 2025. This increase was due to $1.3 billion from higher LNG sales volumes primarily at the Plaquemines Project due to the continued ramp up of LNG production, and $531 million from higher costs of feed gas. These increases were partially offset by an $83 million favorable change in the fair value of our natural gas supply contracts.
Previous report
Operating and maintenance expense was $270 million for the three months ended March 31, 2026, an $18 million, or 7%, increase from $252 million for the three months ended March 31, 2025. This increase was primarily due to:
Previous report
•$21 million at the CP2 Project due to an increase in personnel costs primarily associated with higher headcount; and
Previous report
Depreciation and amortization was $251 million for the three months ended March 31, 2026, a $35 million, or 16%, increase from $216 million for the three months ended March 31, 2025. This increase was primarily due to placing a portion of the Plaquemines Project assets and additional LNG tankers in service from an accounting perspective throughout 2025 and 2026. This increase was partially offset by a decrease of $91 million due to an extension of the estimated useful lives of certain LNG facility assets in the third quarter of 2025 to align with the extended remaining terms of certain land leases to which the LNG facility assets are affixed.
Previous report
•a $195 million favorable change on the Plaquemines Project interest rate swaps; and
Previous report
•a $10 million favorable change on the Calcasieu Project interest rate swaps.
Previous report
Loss on financing transactions was $13 million for the three months ended March 31, 2026. This increase was due to the write-off of debt issuance costs associated with the partial prepayment of the CP2 Holdings EBL Facilities during the three months ended March 31, 2026. There was no similar activity during the same period in 2025.
Previous report
Net income attributable to redeemable stock of subsidiary was $42 million for the three months ended March 31, 2026, a $4 million, or 11%, increase from $38 million for the three months ended March 31, 2025. This increase was due to a higher average balance of the CP Funding Redeemable Preferred Units.
Previous report
Dividends on VGLNG Series A Preferred Shares were $68 million for the three months ended March 31, 2026 and 2025.
Previous report
(2) Inclusive of $4.91 and $11.47 weighted average price of LNG sold to VG Commodities and eliminated in consolidation during the three months ended March 31, 2026 and 2025, respectively.
Previous report
•a decrease in revenue of $553 million due to:
Previous report
◦lower LNG sales prices of $764 million under our post-COD SPAs in 2026 as compared to our LNG Commissioning Sales Agreements in 2025, partially offset by
Previous report
◦an increase in LNG sales volumes of $210 million.
Previous report
•an increase in cost of sales of $243 million due to:
Previous report
◦higher costs of feed gas of $210 million, and
Previous report
◦higher LNG sales volumes of $64 million, partially offset by
Previous report
•a decrease in depreciation and amortization expense of $20 million primarily due to an extension of the estimated useful lives of certain LNG facility assets in the third quarter of 2025 to align with the extended remaining terms of certain land leases to which the LNG facility assets are affixed.
Previous report
(1) Inclusive of 78.7 TBtu and 25.5 TBtu sold to VG Commodities and eliminated in consolidation during the three months ended March 31, 2026 and 2025, respectively.
Previous report
(2) Inclusive of $8.37 and $10.40 weighted average price of LNG sold to VG Commodities and eliminated in consolidation during the three months ended March 31, 2026 and 2025, respectively.
Previous report
•an increase in revenue of $2.2 billion due to:
Previous report
◦higher LNG sales volumes of $2.8 billion due to the continued ramp up of LNG production, partially offset by
Previous report
◦lower LNG sales prices of $619 million under our LNG Commissioning Sales Agreements.
Previous report
•an increase in cost of sales of $1.5 billion primarily due to
Previous report
◦higher LNG sales volumes of $1.1 billion due to the continued ramp up of LNG production, and
Previous report
◦higher cost of feed gas of $466 million, partially offset by
Previous report
•an increase in depreciation and amortization expense of $105 million due to placing a portion of the Plaquemines Project assets in service from an accounting perspective throughout 2025 and 2026, partially offset by decreased depreciation and amortization expense of $68 million due to an extension of the estimated useful lives of certain LNG facility assets in the third quarter of 2025 to align with the extended remaining terms of certain land leases to which the LNG facility assets are affixed; and
Previous report
For the three months ended March 31, 2026, the CP2 Project had a loss from operations of $50 million, a $113 million, or 69%, decrease from $163 million for the three months ended March 31, 2025. This decrease was primarily driven by lower engineering and development costs of $137 million due to costs being expensed prior to the CP2 Project being declared probable during 2025, and the majority of the costs to develop the facility subsequently being capitalized. This was partially offset by higher operating and maintenance expense of $21 million due to an increase in personnel costs primarily associated with higher headcount.
Previous report
Project Debt Financing
Previous report
◦$2.1 billion of higher cash receipts at Plaquemines from third parties due to increased LNG sales volumes partially offset by lower LNG sales prices, and
Previous report
◦$331 million of higher cash receipts at sales and shipping from third parties due to increased LNG sales volumes partially offset by lower LNG sales prices.
Previous report
These increases were partially offset by $304 million of lower cash receipts at Calcasieu from third parties due to lower LNG sales prices partially offset by higher LNG sales volumes.
Previous report
◦$1.9 billion of higher payments at Plaquemines from increased LNG sales volumes and higher cost of feed gas, and
Previous report
◦$405 million at Calcasieu from higher costs for feed gas and increased LNG sales volumes.
Previous report
Evolving global political and energy-policy conditions continue to shape LNG demand and pricing. In February 2026, the war in Iran and closure of the Strait of Hormuz caused disruption in international oil and natural gas supply chains. This supply chain disruption resulted in increased demand and higher prices for oil and natural gas sourced from regions outside the Middle East, including LNG sold by the Company under our LNG Commissioning Agreements and our excess LNG sales. The duration of the conflict and its impact on future oil and natural gas supply and pricing, both in the short- and long-term, is unknown. If the conflict persists or escalates, prolonged volatility in energy markets could affect global LNG demand patterns and prices, including potential changes in customer procurement strategies and fuel switching behavior.
Previous report
Broader geopolitical developments, including fluctuations in sanctions policy and potential shifts in regional oil and gas production, may influence global energy supply balances, energy pricing, and investment flows across the international oil and gas industry. This includes uncertainty from conflicts in major energy-producing regions like the Middle East, selective sourcing decisions in Asia, and international trade realignments that could affect contract timing, sales volumes and average realized prices. Conversely, a prolonged period of elevated LNG prices or supply disruptions could accelerate fuel switching by certain customers to alternative energy sources, reduce LNG demand in some markets, or defer new LNG contracting activity. We continue to monitor these developments and assess potential implications on our financial condition, results of operations and/or cash flows.
Previous report
Market Balance and Margins —The LNG industry is experiencing a divergence between the sales price of LNG indexed to international natural gas benchmarks, such as the TTF, and the total delivered cost of LNG, inclusive of the cost of feed gas indexed to Henry Hub natural gas prices, gas transportation costs (including costs to supply feed gas to less liquid delivery locations, or basis differentials), and marine freight costs. If this divergence between the sales price of LNG and the total delivered costs of that LNG narrows, or expands, it could compress, or increase, our operating margins accordingly. This divergence is most evident subsequent to the start of the war in Iran, when international natural gas benchmarks increased significantly while the cost of feed gas indexed to Henry Hub decreased. If these market conditions change, or if expected future oil and natural gas demand decreases, our margins on short- and mid-term sales could be reduced. Future changes in price due to supply and demand constraints, together with potential increased costs of feed gas and marine freight costs, could adversely affect our future cash flows and project returns. Our long-term contract portfolio and low-cost production model are expected to mitigate some of these impacts, but they could still have a material impact on our financial condition, results of operations and/or cash flows.
Reworded paragraphs (58)
Previous wording
The condensed consolidated financial statements and the accompanying notes thereto, included in Item 1.—Financial Statements of this Form 10-Q, and discussion and analysis of our financial condition and results of operations should be read in conjunction with our 2025 Form 10-K. In addition to historical condensed consolidated financial information, this Form 10-Q contains forward-looking statements that reflect our plans, estimates, and beliefs that involve significant risks and uncertainties. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to those differences include those discussed below and in the Cautionary Statement on Forward-Looking Statements in this Form 10-Q and elsewhere in Item 1A.—Risk Factorsof our 2025 Form 10-K. Except for per MMBtu amounts, or as otherwise specified, dollar amounts presented within tables are stated in millions.
Current wording
The condensed consolidated financial statements and the accompanying notes thereto, included in Item 1.—Financial Statements of this Form 10-Q, and discussion and analysis of our financial condition and results of operations should be read in conjunction with our Annual Report on Form 10-K filed with the SEC on March 2, 2026 (the “2025 Form 10-K“). In addition to historical condensed consolidated financial information, this Form 10-Q contains forward-looking statements that reflect our plans, estimates, and beliefs that involve significant risks and uncertainties. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to those differences include those discussed below and in the Cautionary Statement on Forward-Looking Statements in this Form 10-Q and elsewhere in Item 1A.—Risk Factorsof our 2025 Form 10-K. As used herein, unless the context otherwise requires, references to the "Company," "we," "us," and "our" refer to Venture Global, Inc. and its consolidated subsidiaries. Except for per MMBtu amounts, or as otherwise specified, dollar amounts presented within tables are stated in millions.
Previous wording
(1) Includes fixed liquefaction fees and fees indexed to foreign gas markets, exclusive of an implied commodity fee.
Current wording
(1) Includes fixed liquefaction fees and fees indexed to foreign gas markets, exclusive of an actual or implied commodity fee.
Previous wording
Our income from operations for the three months ended March 31, 2026 increased compared to the prior year primarily due to higher sales volumes at our Plaquemines Project as a result of the continued ramp up of LNG production, and lower development costs at our CP2 Project following its declaration as probable during 2025, after which the majority of development costs were capitalized. These increases were partially offset by lower weighted average LNG sales prices, driven by lower prices under our Plaquemines Project LNG Commissioning Sales Agreements and lower prices under our Calcasieu Project post-COD SPAs as compared to prices under its LNG Commissioning Sales Agreements, as well as higher costs of feed gas.
Current wording
Our income from operations for the six months ended June 30, 2026 increased compared to the prior year primarily due to higher sales volumes from the Plaquemines Project as commissioning activities progressed and LNG production ramped up, as well as lower development costs, primarily at the CP2 Project following its designation as probable in 2025, after which most development costs were capitalized. These increases were partially offset by lower weighted average LNG sales prices net of feed gas costs, and higher net operating and maintenance expenses primarily associated with commissioning and the ramp up of LNG production at Plaquemines, partially offset by lower rectification costs at the Calcasieu Project.
Previous wording
Calcasieu Project. Our initial LNG export facility declared COD and commenced the sale of LNG to its customers under its post-COD SPAs on April 15, 2025. Prior to COD, the Calcasieu Project sold LNG under LNG Commissioning Sales Agreements.
Current wording
Calcasieu Project. Our initial LNG export facility declared COD and commenced the sale of LNG to its customers under its post-COD SPAs on April 15, 2025. Prior to COD, the project sold LNG under LNG Commissioning Sales Agreements.
Previous wording
Plaquemines Project. Production and sales of LNG from our second LNG export facility increased during the period while physical construction and commissioning continued to advance. In March 2026, the DOE approved our application to increase authorized exports to Non-FTA Nations from 24.0 mtpa to 27.2 mtpa. Additionally, we submitted a new DOE export application to further increase the authorized export volumes to 35.0 mtpa.
Current wording
Plaquemines Project. Production and LNG sales from our second LNG export facility continue to ramp up as construction and commissioning progress. In March 2026, the DOE approved our application to increase authorized exports to Non-FTA Nations from 24.0 mtpa to 27.2 mtpa. Also in March 2026, we submitted an additional DOE export application to further increase authorized export volumes to 35.0 mtpa.
Previous wording
CP2 Project. In March 2026, Phase 2 of the CP2 Project achieved FID and obtained $8.6 billion in additional project financing to fund the development and construction of Phase 2 of the CP2 Project. During the three months ended March 31, 2026, we incurred $2.9 billion of project costs, the majority of which were capitalized, primarily associated with construction activities and purchases of equipment.
Current wording
CP2 Project. Construction of our third LNG export project remains ongoing. In March 2026, Phase 2 of the CP2 Project achieved FID and we obtained $8.6 billion of additional project financing to fund its development and construction. During the six months ended June 30, 2026, we incurred $6.1 billion of project costs primarily related to construction activities and equipment purchases.
Previous wording
In February 2026, the CP2 Project executed a 20-year post-COD SPA for the delivery of 1.5 mtpa from Phase 2 of the CP2 Project, increasing the total expected post-COD capacity under contract from 26.0 mtpa to 27.5 mtpa.
Current wording
In 2026, the CP2 Project entered into or increased contracted capacity under two 20-year post-COD SPAs for the delivery of a combined 2.0 mtpa from Phase 2, increasing total expected post-COD capacity contracted from 26.0 mtpa to 28.0 mtpa.
Previous wording
In 2026, VG Commodities has executed various new five-year LNG sales agreements totaling approximately 3.0 mtpa, further advancing our strategy of maintaining a diversified portfolio of short- medium- and long-term LNG sales agreements to optimize pricing and manage risk across our portfolio of assets.
Current wording
In 2026, VG Commodities executed several new five-year LNG sales agreements totaling approximately 3.8 mtpa, further advancing our strategy of maintaining a diversified portfolio of short-, medium- and long-term LNG sales agreements to optimize pricing and manage risk across our asset portfolio.
Previous wording
In April 2026, we strengthened our financial position by redeeming, in full, the CP Funding Redeemable Preferred Units, which carried a stated cash interest rate of 10% and various liquidity restrictions, using proceeds from the newly issued variable rate Calcasieu Funding TLB Facility. Additionally, we repaid, in full, the outstanding balance of the Calcasieu Pass Construction Term Loan, which was due in August 2026, with proceeds from the newly issued VGCP 2036 Notes.
Current wording
•redeeming the CP Funding Redeemable Preferred Units, which carried a stated cash distribution rate of 10.000% and various liquidity restrictions, using proceeds from the newly issued variable rate Calcasieu Funding TLB Facility;
Previous wording
This increase was primarily due to:
Current wording
Revenue was $4.6 billion for the three months ended June 30, 2026, a $1.5 billion, or 48%, increase from $3.1 billion for the three months ended June 30, 2025. This increase was primarily due to:
Previous wording
•an increase in operating and maintenance expense of $31 million primarily due to maintenance and operational insurance costs in support of the ramp up of LNG production.
Current wording
•$48 million at the Plaquemines Project primarily for for higher maintenance and operational insurance costs in support of commissioning and the ramp up of LNG production;
Previous wording
This decrease was primarily due to:
Current wording
Development expense was $23 million for the three months ended June 30, 2026, a $34 million, or 60%, decrease from $57 million for the three months ended June 30, 2025. This decrease was primarily due to the phases of the CP2 Project and certain of our pipeline projects being declared probable throughout 2025 and 2026, and the majority of the costs to develop the projects subsequently being capitalized.
Previous wording
Interest income was $28 million for the three months ended March 31, 2026, a $28 million, or 50%, decrease from $56 million for the three months ended March 31, 2025. This decrease was primarily due to lower average cash balances and interest rates during the three months ended March 31, 2026, compared to the three months ended March 31, 2025.
Current wording
Interest income was $26 million for the three months ended June 30, 2026, a $12 million, or 32%, decrease from $38 million for the three months ended June 30, 2025. This decrease was primarily due to net lower average cash balances and lower interest rates during the three months ended June 30, 2026, compared to the same period in 2025.
Previous wording
Interest expense, net was $444 million for the three months ended March 31, 2026, a $168 million, or 61%, increase from $276 million for the three months ended March 31, 2025. This increase was primarily due to higher non-capitalizable interest costs due to placing a portion of the Plaquemines Project assets in service in accordance with the applicable accounting guidance and higher commitment fees.
Current wording
Interest expense, net was $489 million for the three months ended June 30, 2026, a $179 million, or 58%, increase from $310 million for the three months ended June 30, 2025. This increase was primarily from higher non-capitalizable interest costs due to placing a portion of the Plaquemines Project assets in service in accordance with the applicable accounting guidance, higher commitment fees, and an increase in our average outstanding debt.
Previous wording
Gain on interest rate swaps was $15 million for the three months ended March 31, 2026, a $207 million, or 108%, favorable change from a loss on interest rate swaps of $192 million for the three months ended March 31, 2025. This favorable change was primarily due to an increase in the forward interest rate curves during the three months ended March 31, 2026, compared to a decrease during the three months ended March 31, 2025, resulting in:
Current wording
Gain on interest rate swaps was $124 million for the three months ended June 30, 2026, a $236 million, or 211%, increase from a loss on interest rate swaps of $112 million for the three months ended June 30, 2025. This favorable change was primarily due to an increase in the forward interest rate curves during the three months ended June 30, 2026, compared to a decrease during the three months ended June 30, 2025.
Previous wording
Income tax expense was $111 million for the three months ended March 31, 2026, a $40 million, or 26%, decrease from $151 million for the three months ended March 31, 2025, primarily due to an increase in tax benefits associated with employee stock option exercises and the impact of the FDDEI deduction, partially offset by an increase in income before income tax expense. Our effective tax rate was 15.1% for the three months ended March 31, 2026, compared to 22.6% for the three months ended March 31, 2025. The 2026 effective tax rate was impacted primarily by the recognition of tax benefits upon the exercise of employee stock options, the impact of the FDDEI deduction, as well as a combination of non-deductible expenses and changes in the valuation allowance against certain deferred tax assets.
Current wording
Our effective tax rate was 19.2% for the three months ended June 30, 2026, as compared to 19.6% for the three months ended June 30, 2025. The 2026 effective tax rate was different from the statutory income tax rate primarily due to the recognition of tax benefits upon the exercise of employee stock options, the impact of the FDDEI deduction, and non-deductible expenses.
Previous wording
•$31 million at Plaquemines for higher maintenance and operational insurance costs in support of the ramp up of LNG production;
Current wording
•$79 million at the Plaquemines Project primarily for higher maintenance and operational insurance costs in support of commissioning and the ramp up of LNG production;
Previous wording
These increases were partially offset by a $56 million reduction in operating costs at the Calcasieu Project primarily due to lower commissioning and remediation work and legal fees.
Current wording
These increases were partially offset by a $52 million reduction at the Calcasieu Project primarily due to lower commissioning and remediation work and legal fees.
Previous wording
Loss on foreign currency transactions was $1 million for the three months ended March 31, 2026.
Current wording
Loss on foreign currency transactions was $1 million for the six months ended June 30, 2026.
Previous wording
Net income attributable to non-controlling interests was $27 million for the three months ended March 31, 2026, a $12 million, or 80%, increase from $15 million for the three months ended March 31, 2025. This increase was due to the allocation of earnings to the Calcasieu Holdings Class B common unit holders based on ownership interests subsequent to COD of the Calcasieu Project, compared to a stated allocation of 10% per annum prior to COD in for the three months ended March 31, 2025.
Current wording
Net income attributable to non-controlling interests was $25 million for the six months ended June 30, 2026, a $9 million, or 56%, increase from $16 million for the six months ended June 30, 2025. This increase was due to the allocation of earnings to the Calcasieu Holdings Class B common unit holders based on ownership interests subsequent to COD of the Calcasieu Project, compared to a stated allocation of 10% per annum prior to COD during the six months ended June 30, 2025.
Previous wording
(1) Inclusive of 7.6 TBtu and 14.8 TBtu sold to VG Commodities and eliminated in consolidation during the three months ended March 31, 2026 and 2025, respectively.
Current wording
(1) Inclusive of 7.6 TBtu and 18.3 TBtu sold to VG Commodities and eliminated in consolidation during the three months ended June 30, 2026 and 2025, respectively.
Previous wording
For the three months ended March 31, 2026, the Calcasieu Project had income from operations of $182 million, a $720 million, or 80%, decrease from $902 million for the three months ended March 31, 2025.
Current wording
For the three months ended June 30, 2026, the Calcasieu Project had income from operations of $67 million, a $116 million, or 63%, decrease from $183 million for the three months ended June 30, 2025. This decrease was primarily due to:
Previous wording
General and administrative expense was $97 million for the three months ended March 31, 2026, an $8 million, or 8%, decrease from $105 million for the three months ended March 31, 2025. This decrease was primarily due to lower compensation expense of $21 million. This decrease was partially offset by increased non-personnel costs of $13 million primarily due to increases in legal and management fees.
Current wording
This decrease was partially offset by:
Previous wording
For the three months ended March 31, 2026, the Plaquemines Project had income from operations of $1.0 billion, a $626 million, or 151%, increase from $415 million for the three months ended March 31, 2025.
Current wording
For the three months ended June 30, 2026, the Plaquemines Project had income from operations of $2.2 billion, a $1.3 billion, or 140%, increase from $921 million for the three months ended June 30, 2025. This increase was primarily due to:
Previous wording
◦a favorable change in fair value of natural gas supply contracts of $30 million;
Current wording
◦a favorable change in the fair value of natural gas supply contracts of $48 million; and
Previous wording
Development expense was $46 million for the three months ended March 31, 2026, a $136 million, or 75%, decrease from $182 million for the three months ended March 31, 2025. This decrease was primarily due to lower development costs of $137 million due to costs being expensed prior to the CP2 Project being declared probable during 2025, and the majority of the costs to develop the facility subsequently being capitalized.
Current wording
•a decrease in development costs of $23 million due to costs being expensed prior to the CP2 Project being declared probable throughout 2025, and the majority of the costs to develop the facility subsequently being capitalized.
Previous wording
For the three months ended March 31, 2026, our sales and shipping business had income from operations of $99 million, a $67 million, or 209%, increase from $32 million for the three months ended March 31, 2025.
Current wording
For the three months ended June 30, 2026, our sales and shipping business had income from operations of $211 million, a $147 million, or 230%, increase from $64 million for the three months ended June 30, 2025. This increase was primarily due to:
Previous wording
•higher cost of sales of $236 million incurred from the purchase of LNG produced by our Calcasieu and Plaquemines LNG facilities and sold by VG Commodities, primarily due to an increase in LNG sales volumes of $597 million, partially offset by lower costs of LNG of $361 million; and
Current wording
•an increase in cost of sales of $1.2 billion incurred from the purchase of LNG produced by our Calcasieu and Plaquemines LNG facilities and sold by VG Commodities, primarily due to:
Previous wording
•an increase in operating and maintenance expense of $23 million primarily due to a higher number of LNG tankers in operation and an increase in regasification costs.
Current wording
•an increase in operating and maintenance expense of $44 million primarily due to a higher number of LNG tankers in operation and an increase in regasification costs; and
Previous wording
For the three months ended March 31, 2026, corporate, other and eliminations had a loss from operations of $121 million, a $15 million, or 14%, increase from $106 million for the three months ended March 31, 2025. This increase was primarily due to higher inter-segment eliminations of $24 million for intercompany purchases and sales of LNG between VG Commodities and our LNG facilities, partially offset by a decrease in general and administrative expense of $10 million primarily due to decreased personnel costs partially offset by higher legal and management fees.
Current wording
For the three months ended June 30, 2026, corporate, other and eliminations had a loss from operations of $247 million, a $145 million, or 142%, increase from $102 million for the three months ended June 30, 2025. This increase was primarily due to higher inter-segment eliminations of $161 million for intercompany purchases and sales of LNG between VG Commodities and our LNG facilities, partially offset by a decrease in general and administrative expense of $14 million primarily due to decreased administrative personnel support.
Previous wording
•a decrease in operating and maintenance expense of $56 million due to lower commissioning and remediation work and a decrease in legal fees; and
Current wording
•a decrease in operating and maintenance expense of $52 million primarily due to lower commissioning and remediation work and a decrease in legal fees; and
Previous wording
•higher revenue of $337 million generated from the sale of LNG produced by our Calcasieu and Plaquemines LNG facilities and sold through VG Commodities, primarily from an increase in LNG sales volumes of $585 million, partially offset by lower sales prices of $249 million.
Current wording
•an increase in revenue of $1.7 billion generated from the sale of LNG produced by our LNG facilities and sold through VG Commodities, primarily from higher in LNG sales volumes.
Previous wording
•$19 million primarily due to a higher number of LNG tankers in operation and an increase in regasification costs.
Current wording
•an increase in operating and maintenance expense of $67 million primarily due to more LNG tankers in operation and an increase in regasification costs.
Previous wording
We have been generating proceeds from the sale of LNG since the first quarter of 2022. We may incur significant costs as we continue to develop our existing and other potential natural gas liquefaction and export projects, pipeline infrastructure projects, and other complementary gas transportation projects and activities.
Current wording
We have been generating proceeds from the sale of LNG since 2022. We may incur significant costs as we continue to develop our existing and other potential natural gas liquefaction and export projects, pipeline infrastructure projects, and other complementary gas transportation projects and activities.
Previous wording
We expect to meet our short-term cash requirements using operating cash flows and available liquidity, consisting of cash and cash equivalents, restricted cash, and available borrowing capacity under our existing credit facilities. Additionally, we expect to meet our long-term cash requirements using operating cash flows and other future potential sources of liquidity, which may include debt and equity offerings by us or our subsidiaries.
Current wording
We expect to meet our short-term cash requirements using operating cash flows and available liquidity, consisting of cash and available borrowing capacity under our existing credit facilities. Additionally, we expect to meet our long-term cash requirements using operating cash flows and other future potential sources of liquidity, which may include debt and equity offerings by us or our subsidiaries.
Previous wording
The Company has entered into certain credit arrangements to secure the transportation and supply of natural gas, regasification capacity, and certain equity guarantees for the CP2 Credit Facilities. As of March 31, 2026, the maximum undiscounted potential exposure associated with these arrangements was $825 million. This amount is not currently recognized as a liability on our condensed consolidated balance sheet. To date, no amounts have been drawn against these arrangements.
Current wording
The Company has entered into certain credit arrangements to secure the transportation and supply of natural gas, regasification capacity, and certain equity guarantees for the CP2 Credit Facilities. As of June 30, 2026, the maximum undiscounted potential exposure associated with these arrangements was $872 million. This amount is not currently recognized as a liability on our condensed consolidated balance sheet. To date, no amounts have been drawn against these arrangements.
Previous wording
CP2 Project. In March 2026, Phase 2 of the CP2 Project achieved FID. The Company obtained $8.6 billion in additional project financing to fund the development and construction of Phase 2 of the CP2 Project by amending and restating its CP2 Credit Facilities to upsize (i) the $11.3 billion CP2 Construction Term Loan by $7.9 billion and (ii) the $850 million CP2 Working Capital Facility by $750 million. Borrowings under the CP2 Credit Facilities bear interest at a set margin rate over the debt term, plus, at the Company's election, either a SOFR or base rate. The set margin rate for the SOFR-based loans ranges from 2.250% to 2.750% and the set margin rate for the base rate loans ranges from 1.250% to 1.750%. The Company also incurs commitment fees from 0.788% to 0.963% of the undrawn available commitments of the CP2 Working Capital Facility. Interest on SOFR-based loans is due and payable at the end of each interest period (but at least every three months) and interest on base rate loans is due and payable at the end of each calendar quarter. This resulted in an aggregate amount of $20.7 billion available under the CP2 Credit facilities to fund a portion of the project costs for Phases 1 and 2 of the CP2 Project and select activities for CP2 Expansion.
Current wording
CP2 Project. In March 2026, Phase 2 of the CP2 Project achieved FID. The Company obtained $8.6 billion in additional project financing to fund the development and construction of Phase 2 of the CP2 Project.
Previous wording
Calcasieu Funding. In April 2026, Calcasieu Funding (as borrower) entered into a senior secured term loan B facility ("Calcasieu Funding TLB Facility") due 2033 with an aggregate principal amount of $1.75 billion which was drawn in full on closing. Borrowings under the Calcasieu Funding TLB Facility bear interest at a set margin rate over the debt term, plus, at the Company's election, either a SOFR or base rate. The set margin rate for the SOFR-based loans is 3.250% and the set margin rate for the base rate loans is 2.250%. Interest on SOFR-based loans is due and payable at the end of each interest period (but at least every three months) and interest on base rate loans is due and payable at the end of each calendar quarter. Proceeds from the Calcasieu Funding TLB Facility were used to redeem, in full, the CP Funding Redeemable Preferred Units, and pay costs incurred in connection with the offering, thereby removing the requirement to settle accrued distributions on the CP Funding Preferred Units prior to distributing available cash to VGLNG or its affiliates.
Current wording
Calcasieu Funding. In April 2026, Calcasieu Funding entered into a senior secured term loan B facility due 2033 with an aggregate principal amount of $1.75 billion. The proceeds from this issuance were used to redeem, in full, the $1.6 billion CP Funding Redeemable Preferred Units.
Previous wording
Calcasieu Pass. In April 2026, VGCP issued $750 million aggregate principal amount of senior secured notes due 2036. The VGCP 2036 Notes bear interest at a rate of 6.000% per annum with interest payable semi-annually in arrears on November 1 and May 1 of each year. The VGCP 2036 notes will mature on May 1, 2036. The proceeds from the issuance of the VGCP 2036 Notes, hedge termination proceeds and cash on hand were used to prepay, in full, the $757 million outstanding under the Calcasieu Pass Construction Term Loan.
Current wording
Calcasieu Pass. In April 2026, VGCP issued $750 million aggregate principal amount of senior secured notes due 2036. The proceeds from this issuance were used to redeem, in full, the $757 million outstanding under the Calcasieu Pass Construction Term Loan.
Previous wording
Net cash from operating activities for the three months ended March 31, 2026 was $763 million, a $351 million, or 32%, decrease from $1.1 billion for the three months ended March 31, 2025.
Current wording
Net cash from operating activities for the six months ended June 30, 2026 was $2.8 billion, a $263 million, or 10%, increase from $2.6 billion for the six months ended June 30, 2025.
Showing the first 40 of 58 pairs. Open the source sections for the rest.
Rearranged current paragraphs (18)
Current report — wording carried from elsewhere
•repaying the outstanding balance of the Calcasieu Pass Construction Term Loan, which was due in August 2026, with proceeds from the newly issued VGCP 2036 Notes;
Current report — wording carried from elsewhere
Net loss attributable to non-controlling interests was $2 million for the three months ended June 30, 2026, a $3 million, or 300%, unfavorable change from a net income attributable to non-controlling interests of $1 million for the three months ended June 30, 2025. This decrease was primarily due to the allocation of losses to the Calcasieu Holdings Class B common unit holders based on ownership interests subsequent to COD of the Calcasieu Project on April 15, 2025, compared to a stated allocation of 10% per annum prior to COD.
Current report — wording carried from elsewhere
Gain (Loss) on Interest Rate Swaps
Current report — wording carried from elsewhere
Gain on interest rate swaps was $139 million for the six months ended June 30, 2026, a $443 million, or 146%, favorable change from a loss on interest rate swaps of $304 million for the six months ended June 30, 2025. This favorable change was primarily due to an increase in the forward interest rate curves during the six months ended June 30, 2026, compared to a decrease during the six months ended June 30, 2025.
Current report — wording carried from elsewhere
Income tax expense was $447 million for the six months ended June 30, 2026, a $180 million, or 67%, increase from $267 million for the six months ended June 30, 2025, primarily due to an increase in pre-tax income, partially offset by an increase in tax benefits associated with employee stock option exercises and the impact of the FDDEI deduction.
Current report — wording carried from elsewhere
Our effective tax rate was 18.0% for the six months ended June 30, 2026, compared to 21.2% for the six months ended June 30, 2025. The 2026 effective tax rate was impacted primarily by the recognition of tax benefits upon the exercise of employee stock options, the impact of the FDDEI deduction, and non-deductible expenses.
Current report — wording carried from elsewhere
Net Income Attributable to Redeemable Stock of Subsidiary
Current report — wording carried from elsewhere
Dividends on VGLNG Series A Preferred Shares
Current report — wording carried from elsewhere
These increases were partially offset by:
Current report — wording carried from elsewhere
These increases were partially offset by:
Current report — wording carried from elsewhere
•an increase in revenue of $1.4 billion generated from the sale of LNG produced by our Calcasieu and Plaquemines LNG facilities and sold through VG Commodities, primarily due to:
Current report — wording carried from elsewhere
The following table shows a summary of our segment income (loss) from operations for the periods indicated:
Current report — wording carried from elsewhere
•a decrease in development costs of $160 million due to costs being expensed prior to the phases of the CP2 Project being declared probable throughout 2025, and the majority of the costs to develop the facility subsequently being capitalized.
Current report — wording carried from elsewhere
This decrease was partially offset by:
Current report — wording carried from elsewhere
(1) Purchased from our Calcasieu and Plaquemines LNG facilities and sold to third parties.
Current report — wording carried from elsewhere
For the six months ended June 30, 2026, corporate, other and eliminations had a loss from operations of $368 million, a $160 million, or 77%, increase from $208 million for the six months ended June 30, 2025. This increase was primarily due to higher inter-segment eliminations of $190 million for intercompany purchases and sales of LNG between VG Commodities and our LNG facilities.
Current report — wording carried from elsewhere
VGSH. In June 2026, VGSH entered into a senior secured term loan facility due 2032 with an aggregate principal amount of $1.5 billion.
Current report — wording carried from elsewhere
BP post-COD SPA. The remedies sought by BP include damages ranging from $3.7 billion to potentially in excess of $6.0 billion, as well as interest, costs and attorneys’ fees. We believe BP’s theory and calculations of damages are without merit and that the magnitude of damages sought by BP is not recoverable under the express terms of the post-COD SPA, which include express limits on the tribunal’s jurisdictional authority, although there can be no assurance as to the outcome of the damages portion of the arbitration.
Rearranged previous paragraphs (4)
Previous report — wording carried elsewhere
This increase was partially offset by:
Previous report — wording carried elsewhere
◦a favorable change in fair value of natural gas supply contracts of $53 million.
Previous report — wording carried elsewhere
This increase was primarily due to:
Previous report — wording carried elsewhere
This increase was partially offset by: