On July 21, 2024, Tellurian Inc. (“Tellurian”) (NYSE American: TELL) announced that it has reached a definitive agreement with subsidiaries of Woodside Energy Group Ltd (“Woodside”) (ASX: WDS). Under this agreement, Woodside will acquire all outstanding shares of Tellurian at $1.00 per share in an all-cash transaction.

“This transaction delivers substantial and assured value for our shareholders,” said Martin Houston, Executive Chairman of Tellurian's Board of Directors. “Since our strategic repositioning in December, our new leadership has enhanced Tellurian’s position and advanced Driftwood LNG. Woodside’s offer reflects this progress, offering a significant premium over our current share price. After thorough consideration of Tellurian’s prospects and challenges, the Board and senior management evaluated the immediate and considerable cash return against the risks and costs of the timeline to FID. We concluded that this offer is in the best interest of our shareholders. Woodside is a highly credible operator with superior access to financial resources and a better capability to manage offtake risk, making it the ideal partner to advance Driftwood.”

The acquisition price represents a 75% premium over Tellurian’s closing price on July 19, 2024, and a 48% premium over its 30-day volume-weighted average price. This premium highlights Driftwood LNG’s prime location, fully permitted status, advanced pre-FID development stage, and robust partnerships with Bechtel, Baker Hughes, and Chart. The transaction's implied total enterprise value, including net debt, is around $1.2 billion. The deal, unanimously approved by both boards of directors, is expected to close in Q4 2024, pending customary closing conditions, including approval from Tellurian shareholders and regulatory approvals.

Alongside this announcement, Tellurian has released a letter to shareholders.

Lazard is serving as the financial advisor, and Akin Gump Strauss Hauer & Feld LLP is offering legal counsel to Tellurian.

Tellurian seeks to enhance shareholder value by creating a competitive LNG enterprise that efficiently delivers natural gas to global customers. Headquartered in Houston, Texas, Tellurian is dedicated to developing Driftwood LNG, a LNG export facility with a capacity of approximately 27.6 mtpa, along with its associated pipeline network. Tellurian is listed on the NYSE American under the ticker symbol “TELL.”

Woodside has been a pioneer in the development of the LNG industry in Australia. Woodside is highly regarded for its world-class expertise as a leading integrated upstream energy supplier, supported by its strategic portfolio. The company’s impressive track record and unique capabilities are supported by 70 years of experience. Tellurian has commenced construction on Driftwood LNG, a planned liquefaction export facility with a capacity of approximately 27.6 mtpa, situated near Lake Charles, Louisiana.