Tellurian Announces Signing Definitive Agreements for $500 million Offering of Senior Secured Convertible Notes

Rhea-AI Summary

Tellurian Inc. has finalized agreements to issue $500 million in senior secured convertible notes with a 6.0% annual interest rate, maturing on May 1, 2025. The notes can be converted to common stock at an initial price of $5.724. This transaction is subject to customary closing conditions and does not constitute an offer to sell in jurisdictions where it would be unlawful. Roth Capital Partners and Citigroup acted as placement agents for the offering.

Tellurian focuses on developing natural gas production, LNG marketing, and a planned 27.6 mtpa LNG export facility in Texas.

Positive

• Successfully executed agreements for $500 million in convertible notes, providing significant financial resources.
• The notes bear a relatively low interest rate of 6.0%, which is favorable for future capital costs.

Negative

• The offering of convertible notes may lead to potential dilution of existing shareholders if converted to common stock.
• Risks associated with the ability to complete the offering and other uncertainties in the pipeline infrastructure sector.

HOUSTON--(BUSINESS WIRE)-- Tellurian Inc. (Tellurian) (NYSE American: TELL) announced today that it has executed definitive agreements to sell $500 million principal amount of senior secured convertible notes, subject to customary closing conditions. The notes will bear interest at 6.0% per annum, expiring May 1, 2025, and will be convertible into shares of Tellurian common stock at an initial conversion price of $5.724, subject to customary adjustments.

This press release does not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any offer or sale of, the notes in any state or jurisdiction in which the offer, solicitation, or sale of the notes would be unlawful prior to the registration or qualification thereof under the securities laws of any such state or jurisdiction.

Roth Capital Partners and Citigroup served as placement agents for the offering.

The offering was made only by means of a prospectus supplement and the accompanying prospectus. Copies of the prospectus supplement and the accompanying prospectus relating to the offering may also be obtained by contacting Roth Capital Partners, LLC, 888 San Clemente Drive, Newport Beach, California 92660, by calling (800) 678-9147 or via email at rothecm@roth.com, or from Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, by calling (800) 831-9146 or via email at prospectus@citi.com.

About Tellurian Inc.

Tellurian is developing a portfolio of natural gas production, LNG marketing and trading, and infrastructure that includes an ~ 27.6 mtpa LNG export facility and an associated pipeline. Tellurian is based in Houston, Texas, and its common stock is listed on the NYSE American under the symbol “TELL”.

CAUTIONARY INFORMATION ABOUT FORWARD-LOOKING STATEMENTS

This press release contains forward-looking statements within the meaning of U.S. federal securities laws. Forward-looking statements herein relate to, among other things, the offering described herein. These statements involve a number of known and unknown risks, which may cause actual results to differ materially from expectations expressed or implied in the forward-looking statements. These risks include risks relating to a potential inability to complete the offering and the matters discussed in Item 1A of Part I of the Annual Report on Form 10-K of Tellurian for the fiscal year ended December 31, 2021 filed by Tellurian with the Securities and Exchange Commission (the SEC) on February 23, 2022, and other Tellurian filings with the SEC, all of which are incorporated by reference herein. The forward-looking statements in this press release speak as of the date of this release. Although Tellurian may from time to time voluntarily update its prior forward-looking statements, it disclaims any commitment to do so except as required by securities laws.

View source version on businesswire.com: https://www.businesswire.com/news/home/20220531006129/en/

Media:

Joi Lecznar

EVP Public and Government Affairs

Phone +1.832.962.4044

joi.lecznar@tellurianinc.com

Investors:

Matt Phillips

Vice President, Investor Relations

Phone +1.832.320.9331

matthew.phillips@tellurianinc.com

Source: Tellurian Inc.

FAQ

What is the amount of senior secured convertible notes Tellurian is offering?

Tellurian is offering $500 million in senior secured convertible notes.

What is the interest rate for the convertible notes by Tellurian?

The convertible notes will bear an interest rate of 6.0% per annum.

When do the convertible notes by Tellurian mature?

The convertible notes will mature on May 1, 2025.

What is the initial conversion price for Tellurian's convertible notes?

The initial conversion price for the notes is $5.724 per share.

Who are the placement agents for Tellurian's note offering?

Roth Capital Partners and Citigroup are the placement agents for the offering.