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Debt | 6 Months Ended
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Jun. 30, 2026
Debt Disclosure [Abstract] |
Debt | Debt The following table summarizes outstanding debt:
| Maturity |  |  |  | June 30, 2026 |  | December 31, 2025
Fixed rate: |  |  |  |  |  |  |
VGLNG Senior Secured Notes(a) | 2029 - 2036 |  |  |  | $ | 11,000 |  |  | $ | 11,000 |
VGCP Senior Secured Notes(b) | 2029 - 2036 |  |  |  | 5,500 |  |  | 4,750 |
VGPL Senior Secured Notes(c) | 2030 - 2036 |  |  |  | 9,500 |  |  | 9,500 |
Other fixed rate debt(d) | 2029 |  |  |  | 84 |  |  | 84 |
Variable rate: |  |  |  |  |  |  |
Calcasieu Funding TLB Facility(e) | 2033 |  |  |  | 1,750 |  |  | — |
Plaquemines Credit Facilities(f) | 2029 |  |  |  | 2,683 |  |  | 2,683 |
CP2 Credit Facilities(g) | 2032 |  |  |  | 7,520 |  |  | 1,860 |
CP2 Holdings EBL Facilities(h) | 2028 |  |  |  | 1,979 |  |  | 3,000 |
Blackfin Credit Facilities(i) | 2030 - 2032 |  |  |  | 1,215 |  |  | 1,129 |
VG Shipping Facility(j) | 2032 |  |  |  | 1,155 |  |  | — |
Calcasieu Pass Credit Facilities | 2026 |  |  |  | — |  |  | 806 |
Total outstanding debt |  |  |  |  | 42,386 |  |  | 34,812 |
Less: Unamortized debt discount, premium and issuance costs |  |  |  |  | (572) |  |  | (607) |
Total outstanding debt, net |  |  |  |  | 41,814 |  |  | 34,205 |
Less: Current portion of long-term debt, net |  |  |  |  | (287) |  |  | (812) |
Total long-term debt, net |  |  |  |  | $ | 41,527 |  |  | $ | 33,393 |
____________ (a)Secured on a pari passu basis by a first-priority security interest in substantially all assets held by Venture Global LNG, Inc. ("VGLNG") and VGLNG’s membership interests in certain material direct subsidiaries. (b)Secured on a pari passu basis by a first-priority security interest in substantially all assets held by Venture Global Calcasieu Pass, LLC ("VGCP") and TransCameron Pipeline, LLC (“TCP”) and all membership interests in VGCP and TCP, and guaranteed by TCP. (c)Secured on a pari passu basis by a first-priority security interest in substantially all assets held by Venture Global Plaquemines LNG, LLC ("VGPL") and Venture Global Gator Express, LLC (“Gator Express”) and all membership interests in VGPL and Gator Express, and guaranteed by Gator Express. (d)Secured by a first-priority security interest in corporate property. (e)Secured by a first-priority security interest in substantially all assets held by Calcasieu Pass Funding, LLC (“Calcasieu Funding”) and all membership interests in Calcasieu Funding. (f)Secured on a pari passu basis by a first-priority security interest in the assets that secure the VGPL Senior Secured Notes, and guaranteed by Gator Express. (g)Secured by a first-priority security interest in substantially all assets held by Venture Global CP2 LNG, LLC ("CP2"), Venture Global CP Express, LLC (“CP Express”) and CP2 Procurement, LLC ("CP2 Procurement") and all of the membership interests in CP2, CP Express and CP2 Procurement, and guaranteed by CP2 Procurement and CP Express. (h)Secured by a first-priority security interest in substantially all assets held by CP2 LNG Holdings, LLC ("CP2 Holdings") and all of the membership interests in CP2 Holdings. (i)Secured on a pari passu basis by a first-priority security interest in substantially all assets held by Blackfin Pipeline, LLC ("Blackfin") and Blackfin Supply, LLC (“Blackfin Supply”) and all of the membership interests in Blackfin and Blackfin Supply, and guaranteed by Blackfin Pipeline Pledgor, LLC (“Blackfin Pledgor”) and Blackfin Supply. (j)Secured by a first-priority security interest in substantially all assets held by Venture Global Shipping Holdings, LLC (“VGSH”) and each of its direct subsidiaries and all of the membership interests in VGSH and each of its direct subsidiaries, and guaranteed by each subsidiary of VGSH. Construction term loans The following table summarizes the commitments and available capacity under project construction term loan facilities which have not been fully drawn as of June 30, 2026.
|  | CP2 Construction Term Loan |  | Blackfin TLA Facility |  | VG Shipping Facility
Total commitments |  | $ | 19,100 |  |  | $ | 425 |  |  | $ | 1,500 |
Less: Outstanding balances |  | 7,520 |  |  | 145 |  |  | 1,155 |
Available commitments |  | $ | 11,580 |  |  | $ | 280 |  |  | $ | 345 |
Working capital and revolving credit facilities The following table summarizes the commitments and available capacity under outstanding working capital and revolving credit facilities as of June 30, 2026.
|  | VGLNG Revolving Credit Facility(a) |  | Calcasieu Pass Working Capital Facility(b) |  | Plaquemines Working Capital Facility(c) |  | CP2 Working Capital Facility(d) |  | Blackfin Working Capital Facility(e)
Total commitments |  | $ | 2,000 |  |  | $ | 555 |  |  | $ | 2,100 |  |  | $ | 1,600 |  |  | $ | 75 |
Less: |  |  |  |  |  |  |  |  |  |
Outstanding balances |  | — |  |  | — |  |  | 154 |  |  | — |  |  | — |
Letters of credit issued |  | — |  |  | 201 |  |  | 998 |  |  | 257 |  |  | — |
Available commitments |  | $ | 2,000 |  |  | $ | 354 |  |  | $ | 948 |  |  | $ | 1,343 |  |  | $ | 75 |
Year of maturity |  | 2030 |  | 2033 |  | 2029 |  | 2032 |  | 2030
____________ (a)Secured on a pari passu basis by a first-priority security interest in the assets that secure the VGLNG Senior Secured Notes. (b)Secured on a pari passu basis by a first-priority security interest in the assets that secure the VGCP Senior Secured Notes, and guaranteed by TCP. Facility amended in June 2026, see below for further discussion. (c)Secured on a pari passu basis by a first-priority security interest in the assets that secure the VGPL Senior Secured Notes and the Plaquemines Construction Term Loan, and guaranteed by Gator Express. (d)Secured on a pari passu basis by a first-priority security interest in the assets that secure the CP2 Construction Term Loan, and guaranteed by CP Express and CP2 Procurement. (e)Secured on a pari passu basis with the Blackfin TLA Facility and Blackfin TLB Facility, and guaranteed by Blackfin Pledgor and Blackfin Supply. Current year debt activity VGLNG Senior Secured Notes In June 2026, VGLNG, a wholly owned direct subsidiary of the Company, issued $2.25 billion aggregate principal amount of senior secured notes in two series: (i) $1.125 billion of 6.375% senior secured notes due December 2034 (the "VGLNG 2034 Notes") and (ii) $1.125 billion of 6.625% senior secured notes due June 2036 (the "VGLNG 2036 Notes"). The Company incurred $29 million of financing costs, primarily lender fees, which will be amortized over the term of the notes. Proceeds from the issuance were used to redeem in full the $2.25 billion outstanding 8.125% senior secured notes due 2028 (the "VGLNG 2028 Notes"). The redemption was accounted for as a debt extinguishment and resulted in a $70 million loss on financing transactions, including a $46 million early redemption premium. VGLNG may redeem all or part of the VGLNG 2034 and VGLNG 2036 Notes at specified prices set forth in the respective governing indenture, plus accrued interest, as of the date of the redemption. VG Shipping Facility In June 2026, VGSH, a wholly owned indirect subsidiary of the Company, entered into a $1.5 billion variable rate senior secured term loan facility due June 2032 (the "VG Shipping Facility"). Borrowings under the VG Shipping Facility bear interest at a SOFR-based rate or a base rate, subject to a 0.000% floor, plus a 2.000% margin or 1.000% margin, respectively. The facility also includes a commitment fee of 0.800% on undrawn amounts. The Company incurred $44 million of financing costs, primarily lender fees, which will be amortized over the term of the facility. Proceeds from the VG Shipping Facility were used to reimburse VGLNG for prior LNG tanker acquisition payments, fund certain reserve accounts, and pay transaction costs. The VG Shipping Facility can be voluntarily prepaid without premium or penalty. Calcasieu Pass Working Capital Facility In June 2026, VGCP, a controlled indirect subsidiary of the Company, refinanced the Calcasieu Pass Working Capital Facility, and extended the maturity date from August 2026 to June 2033. The Company incurred $17 million of financing costs related to the refinancing, primarily lender fees, which will be amortized over the remaining term of the facility. Calcasieu Funding TLB Facility In April 2026, Calcasieu Funding, a wholly owned indirect subsidiary of the Company, entered into a $1.75 billion variable rate senior secured term loan B facility due April 2033 (the "Calcasieu Funding TLB Facility"). The facility bears interest at the Company's election at either a SOFR-based rate or a base rate, plus an applicable margin of 3.250% and 2.250%, respectively. The Company incurred $49 million of financing costs, including $26 million as a debt discount, to be amortized over the term of the facility. A portion of the proceeds was used to redeem in full the $1.6 billion CP Funding Redeemable Preferred Units discussed in Note 14 – Redeemable Stock of Subsidiary, and to pay related transaction costs. The Calcasieu Funding TLB Facility can be voluntarily prepaid without premium or penalty. VGCP Senior Secured Notes In April 2026, VGCP issued $750 million aggregate principal amount of 6.000% senior secured notes due May 2036 (the “VGCP 2036 Notes”). The Company incurred $14 million of financing costs, primarily lender fees, which will be amortized over the term of the notes. Proceeds from the issuance, together with cash on hand, were used to prepay in full the $757 million outstanding under the Calcasieu Pass Construction Term Loan. The prepayment was accounted for as a debt extinguishment and resulted in a $2 million loss on financing transactions during the six months ended June 30, 2026. VGCP may redeem all or part of the VGCP 2036 Notes at specified prices set forth in the respective governing indenture, plus accrued interest, as of the date of the redemption. CP2 Holdings EBL Facilities During the six months ended June 30, 2026, CP2 Holdings, a wholly owned indirect subsidiary of the Company, repaid $1.0 billion outstanding under the CP2 Holdings EBL Facilities. The repayments were accounted for as partial debt extinguishments, resulting in losses on financing transactions of $24 million and $37 million for the three and six months ended June 30, 2026, respectively. Final Investment Decision ("FID") for Phase 2 of the CP2 Project In March 2026, Phase 2 of the CP2 Project achieved FID. At FID, CP2, a wholly owned indirect subsidiary of the Company, amended and restated its CP2 Credit Facilities to obtain an additional $8.6 billion of project financing for the development and construction of Phase 2. The amendment increased (i) the CP2 Construction Term Loan by $7.9 billion to $19.1 billion and (ii) the CP2 Working Capital Facility by $750 million to $1.6 billion. As amended, the CP2 Credit Facilities provide aggregate commitments of $20.7 billion to fund a portion of the project costs for Phases 1 and 2 of the CP2 Project, as well as certain activities related to the CP2 Expansion Project. CP2 incurred $334 million of financing costs, primarily lender fees, which are being amortized over the term of the facilities. The CP2 Credit Facilities can be voluntarily prepaid at any time without premium or penalty. Interest expense on debt The following table presents total interest expense incurred on debt and other instruments:
| Three months ended June 30, |  | Six months ended June 30, |  |
| 2026 |  | 2025 |  | 2026 |  | 2025 |  |
Stated interest | $ | 691 |  |  | $ | 542 |  |  | $ | 1,321 |  |  | $ | 1,068 |  |  |
Amortization of debt discounts, premiums and issuance costs | 67 |  |  | 38 |  |  | 125 |  |  | 70 |  |  |
Other interest and fees | 46 |  |  | 18 |  |  | 82 |  |  | 29 |  |  |
Total interest cost | 804 |  |  | 598 |  |  | 1,528 |  |  | 1,167 |  |  |
Capitalized interest | (315) |  |  | (288) |  |  | (595) |  |  | (581) |  |  |
Total interest expense, net | $ | 489 |  |  | $ | 310 |  |  | $ | 933 |  |  | $ | 586 |  |  |

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