Tellurian (NYSEAMERICAN: TELL) Completes Merger Agreement with Woodside Energy Holdings (NA) LLC

On October 8, 2024, Tellurian Inc. announced the successful completion of its merger agreement with Woodside Energy Holdings (NA) LLC. The merger, which took place on the same day, involved a strategic transaction outlined in the Agreement and Plan of Merger signed on July 21, 2024. Woodside Energy (Transitory) Inc., a wholly owned subsidiary of Parent, merged with Tellurian, with Tellurian now operating as a wholly owned subsidiary of Parent.

As part of the merger agreement, each outstanding share of Tellurian’s common stock and Series C Convertible Preferred Stock was converted into a cash consideration. Additionally, Tellurian options, restricted stock units, tracking units, and warrants were also addressed in the merger, with applicable conversion terms specified in the agreement.

Following the completion of the merger, Tellurian proceeded with necessary actions regarding the status of its Common Stock and 8.25% Senior Notes due 2028. The company notified the NYSE about the completion of the merger, requested the suspension and withdrawal of its Common Stock listing from the NYSE, and initiated steps to deregister its common stock under the Securities Exchange Act of 1934.

Regarding the Senior Notes, Tellurian informed the NYSE about its voluntary decision to delist and deregister the 8.25% Senior Notes due 2028. This process involves filing with the SEC to remove the Senior Notes from the exchange and deregister them under the Exchange Act. The delisting of the Senior Notes is expected to occur around October 31, 2024, with redemption set for November 8, 2024, at a price of $25.75 per note plus accrued interest.

To further streamline operations post-merger, Tellurian disclosed executive separation agreements with key personnel, outlining compensation and benefits provided under the amended and restated Tellurian Inc. Executive Severance Plan. The departure of former directors and officers was part of the post-merger restructuring, with new appointments made to align with the company’s revised structure.

In response to the merger completion, Woodside Energy Group Ltd, Tellurian’s indirect parent, issued a press release on October 8, 2024. Additionally, Tellurian released a statement detailing the delisting and deregistration of its Senior Notes on October 9, 2024.

With these transformative measures in place, Tellurian aims to enhance operational efficiency and strategic alignment following the merger. Companies involved will continue to navigate the post-merger landscape in line with the terms and conditions outlined in the merger agreement.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read Tellurian’s 8K filing here.

Tellurian Company Profile

Tellurian Inc engages in the natural gas business worldwide. It operates through three segments: The Upstream, The Midstream, and The Marketing & Trading. The company produces, gathers, purchases, sells, and delivers natural gas; acquires and develops natural gas assets; and develops, constructs, and operates liquefied natural gas terminals and pipelines.