HOUSTON, July 21, 2024–(BUSINESS WIRE)–Tellurian Inc. (“Tellurian”) (NYSE American: TELL) lately introduced that it has entered right into a definitive settlement with subsidiaries of Woodside Power Staff Ltd (“Woodside”) (ASX: WDS) pursuant to which Woodside will achieve the entire exceptional stocks of Tellurian for $1.00 in keeping with percentage in an all-cash transaction.”This transaction supplies really extensive and sure worth for our shareholders. Following our strategic repositioning in December, our new management has bolstered Tellurian’s place and complicated Driftwood LNG. Woodside’s be offering displays this growth, offering a vital top rate to our percentage value,” mentioned Martin Houston, Government Chairman, Tellurian Board of Administrators. “After cautious attention of Tellurian’s alternatives and demanding situations, the Board and senior control weighed a direct and critical coins go back in opposition to the hazards and prices related to the timeline to FID and made up our minds that this be offering is in our shareholders’ very best pastime. Woodside is a extremely credible operator, with higher get admission to to monetary sources and a better talent to control offtake chance, and I’m assured it’s the proper developer to take Driftwood ahead.”The purchase value represents a 75% top rate to Tellurian’s remaining value on July 19, 2024, and a 48% top rate to Tellurian’s 30-day quantity weighted moderate value, which mirror Driftwood LNG’s premier web site, absolutely authorised standing, complicated level of pre-FID construction and robust relationships with Bechtel, Baker Hughes, and Chart. The implied overall endeavor worth of the transaction, together with internet debt, is roughly $1.2 billion. The transaction, which was once unanimously licensed through each forums of administrators, is anticipated to near in This autumn 2024, matter to commonplace remaining stipulations, together with approval from Tellurian shareholders and the receipt of regulatory approvals.Together with lately’s announcement, Tellurian has issued a letter to shareholders, which may also be accessed at is serving as monetary consultant and Akin Gump Strauss Hauer & Feld LLP is serving as prison recommend to Tellurian.About Tellurian Inc.Tellurian targets to generate shareholder worth through organising a aggressive LNG endeavor, successfully supplying herbal fuel to consumers international. Headquartered in Houston, Texas, Tellurian is actively growing Driftwood LNG, an roughly 27.6 mtpa LNG export facility and related pipeline community. Tellurian is publicly traded at the NYSE American beneath the emblem “TELL”. For more info, please discuss with www.tellurianinc.com.Tale continuesAbout WoodsideWoodside led the improvement of the LNG trade in Australia. With a centered portfolio, Woodside is recognised for its world-class functions as an built-in upstream provider of power. Woodside’s confirmed monitor report and unique functions are underpinned through 70 years of enjoy. For more info, please discuss with Data and The place to In finding ItTellurian Inc. (“Tellurian”), the individuals of Tellurian’s board of administrators and sure of Tellurian’s government officials are members within the solicitation of proxies from stockholders in reference to the transaction described on this verbal exchange (the “Merger”). Tellurian plans to document a proxy commentary (the “Transaction Proxy Observation”) with the Securities and Alternate Fee (the “SEC”) in reference to the solicitation of proxies to approve the Merger. Data referring to such members, together with their direct or oblique pursuits, through safety holdings or differently, will probably be integrated within the Transaction Proxy Observation and different related paperwork to be filed with the SEC in reference to the Merger. Further details about such members is to be had in Tellurian’s definitive proxy commentary in reference to its 2024 Annual Assembly of Stockholders (the “2024 Proxy Observation”), which was once filed with the SEC on April 25, 2024, beneath “Proposal 1—Election of Administrators to the Corporate’s Board—Background Data In regards to the Nominees and Different Administrators,” “Proposal 1—Election of Administrators to the Corporate’s Board—Government Officials,” “Repayment Dialogue and Research” and “Safety Possession of Sure Advisable Homeowners and Control.” To the level that holdings of Tellurian’s securities have modified for the reason that quantities published within the 2024 Proxy Observation, such adjustments had been or will probably be mirrored on Statements of Alternate in Possession on Shape 4 filed with the SEC. Data referring to Tellurian’s transactions with similar individuals is ready forth beneath the caption “Sure Relationships and Similar Celebration Transactions” within the 2024 Proxy Observation.Promptly after submitting the definitive Transaction Proxy Observation with the SEC, Tellurian will mail the definitive Transaction Proxy Observation to each and every stockholder entitled to vote on the particular assembly to believe the adoption of the Settlement and Plan of Merger, dated as of July 21, 2024, through and amongst Woodside Power Holdings (NA) LLC, Tellurian, and Woodside Power (Transitory) Inc. (the “Merger Settlement”). STOCKHOLDERS ARE URGED TO READ THE TRANSACTION PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS THAT TELLURIAN WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Stockholders might download, without spending a dime, the initial and definitive variations of the Transaction Proxy Observation, any amendments or dietary supplements thereto, and some other related paperwork filed through Tellurian with the SEC in reference to the Merger on the SEC’s website online ( Copies of Tellurian’s definitive Transaction Proxy Observation, any amendments or dietary supplements thereto, and some other related paperwork filed through Tellurian with the SEC in reference to the Merger may also be to be had, without spending a dime, at Tellurian’s investor family members website online ( INFORMATION ABOUT FORWARD-LOOKING STATEMENTSThis verbal exchange comprises forward-looking statements throughout the which means of U.S. federal securities rules. The phrases “watch for,” “suppose,” “imagine,” “funds,” “estimate,” “be expecting,” “forecast,” “preliminary,” “intend,” “might,” “plan,” “attainable,” “undertaking,” “proposed,” “will have to,” “will,” “would,” and an identical expressions are supposed to spot forward-looking statements. Ahead-looking statements herein relate to, amongst different issues, the pending Merger, the anticipated timing of the remaining of the Merger and different statements that fear Tellurian’s expectancies, intentions or methods in regards to the long term. There may also be no assurance that the Merger will in reality be consummated. Recognized and unknown dangers and uncertainties may motive precise effects to vary materially from the ones indicated within the forward-looking statements, together with, however now not restricted to: (i) the chance that the Merger is probably not finished at the expected timeline or in any respect; (ii) the failure to meet any of the stipulations to the consummation of the Merger, together with the chance that required approvals from Tellurian’s stockholders for the Merger or required regulatory approvals to consummate the Merger aren’t got, on a well timed foundation or in any respect; (iii) the prevalence of any match, trade or different circumstance or situation that might give upward thrust to the termination of the Merger Settlement, together with in cases requiring Tellurian to pay a termination price; (iv) the impact of the announcement or pendency of the Merger on Tellurian’s industry relationships, running effects and industry in most cases; (v) dangers that the Merger disrupts Tellurian’s present plans and operations; (vi) Tellurian’s talent to retain and rent key team of workers and care for relationships with key industry companions, consumers and others with whom it does industry; (vii) the diversion of control’s or workers’ consideration all the way through the pendency of the Merger from Tellurian’s ongoing industry operations and different alternatives; (viii) the volume of prices, charges, fees or bills on account of the Merger; (ix) attainable litigation in the case of the Merger; (x) the chance that the cost of Tellurian’s commonplace inventory might range all the way through the pendency of the Merger and might decline considerably if the Merger isn’t finished; and (xi) different dangers described in Tellurian’s filings with the SEC, together with in Merchandise 1A of Phase I of the Annual File on Shape 10-Ok of Tellurian for the fiscal yr ended December 31, 2023, filed through Tellurian with the SEC on February 23, 2024, and different Tellurian filings with the SEC, all of which might be integrated through reference herein. The forward-looking statements on this verbal exchange discuss as of the date hereof. Despite the fact that Tellurian might every now and then voluntarily replace its prior forward-looking statements, it disclaims any dedication to take action with the exception of as required through securities rules.View supply model on businesswire.com:
Jason French
Government Director, Company Communications
Telephone +1.832.320.9247
jason.french@tellurianinc.comInvestors:
Matt Phillips
Vice President, Investor Members of the family
Telephone +1.832.320.9331
matthew.phillips@tellurianinc.comJohan Yokay
Director, Investor Members of the family
Telephone+1.832.320.9327
johan.yokay@tellurianinc.com
