---
schema_version: "secwatch.filing_event.v1"
accession: "0001104659-24-107216"
form_type: "8-K"
ticker: null
cik: "0000061398"
company_name: "TELLURIAN INC. /DE/"
filed_at: "2024-10-09T23:59:59+00:00"
generated_at: "2026-05-30T17:33:49.028924+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.9
calibrated_materiality_score: 0.9
confidence: "high"
source: SEC EDGAR
---

# Woodside completes $1.2B acquisition of Tellurian; TELL shareholders receive $1.00/share

## Summary
- Merger closed Oct 8, 2024; Tellurian shareholders receive $1.00 per share in cash, common stock delisted from NYSE.
- Woodside acquired Tellurian for ~$900M cash; implied enterprise value ~$1.2B including debt, preferred equity.
- Driftwood LNG renamed Woodside Louisiana LNG; target FID readiness from Q1 2025.
- All former Tellurian directors and officers resigned; replaced by Woodside appointees.
- Tellurian's 8.25% Senior Notes due 2028 to be redeemed at $25.75/note plus accrued interest on Nov 8, 2024.

## SEC filing metadata
- accession: 0001104659-24-107216
- form_type: 8-K
- cik: 0000061398
- company_name: TELLURIAN INC. /DE/
- filed_at: 2024-10-09T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.9
- calibrated_materiality_score: 0.9
- confidence: high
- sec_items: 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/61398/000110465924107216/0001104659-24-107216-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/61398/000110465924107216/tm2425775d8_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-24-107216
- JSON: https://secwatch.observer/filing/0001104659-24-107216.json
- Plain text: https://secwatch.observer/filing/0001104659-24-107216.txt

## Key facts
- Executive change
  Daniel Kalms was appointed as President at TELLURIAN INC. /DE/.
  - Action: appointed
  - Role: President
  source text: Daniel Kalms became the President of the Company (as the surviving corporation)
  evidence_url: https://www.sec.gov/Archives/edgar/data/61398/000110465924107216/0001104659-24-107216-index.htm
- Executive change
  Daniel A. Belhumeur resigned as President, Tellurian Inc. at TELLURIAN INC. /DE/.
  - Action: resigned
  - Role: President, Tellurian Inc.
  source text: the Company and the Company’s subsidiary, Tellurian Services LLC (“ Employer ”), entered into a separation agreement and general release with each of Daniel A. Belhumeur, President, Tellurian Inc.
  evidence_url: https://www.sec.gov/Archives/edgar/data/61398/000110465924107216/0001104659-24-107216-index.htm
- Executive change
  Daniel Kalms was appointed as Director at TELLURIAN INC. /DE/.
  - Action: appointed
  - Role: Director
  source text: at the Effective Time, Daniel Hamilton, Daniel Kalms and Vanessa Martin became the directors of the Company
  evidence_url: https://www.sec.gov/Archives/edgar/data/61398/000110465924107216/0001104659-24-107216-index.htm
- Executive change
  Daniel Hamilton was appointed as Director at TELLURIAN INC. /DE/.
  - Action: appointed
  - Role: Director
  source text: at the Effective Time, Daniel Hamilton, Daniel Kalms and Vanessa Martin became the directors of the Company
  evidence_url: https://www.sec.gov/Archives/edgar/data/61398/000110465924107216/0001104659-24-107216-index.htm
- Executive change
  Vanessa Martin was appointed as Director at TELLURIAN INC. /DE/.
  - Action: appointed
  - Role: Director
  source text: at the Effective Time, Daniel Hamilton, Daniel Kalms and Vanessa Martin became the directors of the Company
  evidence_url: https://www.sec.gov/Archives/edgar/data/61398/000110465924107216/0001104659-24-107216-index.htm
- Governance Changes
  TELLURIAN INC. /DE/: Amended and restated the certificate of incorporation in its entirety.
  - Change: charter amendment
  source text: the certificate of incorporation of the Company was amended and restated in its entirety
  evidence_url: https://www.sec.gov/Archives/edgar/data/61398/000110465924107216/0001104659-24-107216-index.htm
- Governance Changes
  TELLURIAN INC. /DE/: Amended and restated the bylaws in their entirety.
  - Change: bylaw amendment
  source text: Immediately after the Effective Time, the Company’s bylaws were amended and restated in their entirety by action of the Company’s board of directors.
  evidence_url: https://www.sec.gov/Archives/edgar/data/61398/000110465924107216/0001104659-24-107216-index.htm
- M&A Transactions
  TELLURIAN INC. /DE/ underwent a change of control involving Woodside Energy Holdings (NA) LLC for $1.00 in cash (closed 2024-10-08).
  - Action: change of control
  - Counterparty: Woodside Energy Holdings (NA) LLC
  - Consideration: $1.00 in cash
  - Closing: 2024-10-08
  source text: “Merger Agreement”), dated July 21, 2024, by and among the Tellurian, Woodside Energy Holdings (NA) LLC, a Delaware limited liability company (“Parent”), and Woodside Energy (Transitory) Inc., a Delaware corporation and wholly owned subsidiary of
  evidence_url: https://www.sec.gov/Archives/edgar/data/61398/000110465924107216/0001104659-24-107216-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.