Each one in plain English, with the numbers worked through for a shareholder.
12 July 2021material agreement termination▼ BadMajor
Tellurian terminated Total's 2019 stock purchase agreement (19.9 million shares at $10.064) and the Driftwood Holdings equity contribution agreement. Total's roughly 1.5 mtpa LNG purchase agreement ended automatically with them. Tellurian said the agreements did not fit the commercial deals Driftwood LNG had reached with other counterparties.
Driftwood LNG signed a second 10-year agreement, with Vitol, for about 3 mtpa (156,510,000 MMBtu a year). It has the same Bechtel notice-to-proceed and financing conditions as the Gunvor deal, and each deal was valued at about $12 billion.
Driftwood LNG signed a 10-year LNG sale and purchase agreement with Gunvor for about 3 mtpa (156,510,000 MMBtu a year). It depends on a full construction notice to proceed to Bechtel and on financing and financial close for Plants 1 and 2.
Tellurian opened another $200 million at-the-market equity facility, this time with Raymond James and T.R. Winston, continuing its reliance on gradual share sales for funding.
Driftwood Holdings again amended its term loan, extending the maturity to March 2022 and paying down $12 million of principal -- continued, gradual deleveraging of the project debt as conditions improved somewhat from the depths of the COVID crash.
Nasdaq warned Tellurian that its stock had closed below the $1.00 minimum bid price for 30 days, the clearest sign yet of how badly the COVID oil crash had hit the stock.
Tellurian raised $32.5 million by selling 35 million shares at just $1.00 each -- a price reflecting how far the stock had fallen since 2019, and another heavily dilutive capital raise.
Tellurian raised $47.3 million in emergency financing via a $56 million senior unsecured note plus warrants on 20 million shares (exercise price $1.542) -- expensive, dilutive capital raised amid the COVID oil crash.
As COVID-19 hammered oil and gas prices, Driftwood Holdings had to prepay $2 million of its 2019 term loan and hand its lender 11 million shares of Tellurian stock just to get relief on fees and an extended maturity -- an early sign of real financial strain.
Tellurian opened a new $200 million at-the-market equity facility with Raymond James and T.R. Winston, just before the COVID-19 oil price collapse hit.
Tellurian raised a comparatively modest $13.1 million through a small registered direct stock offering (2.1 million shares at $6.36) -- a much smaller raise than its 2017-2019 offerings, foreshadowing the tighter capital markets ahead.
Tellurian renewed its at-the-market equity sales facility with Credit Suisse under a fresh shelf registration, a routine administrative rollover of its standing fundraising tool.
TOTAL signed a definitive agreement to invest $500 million directly in the Driftwood Holdings partnership plus long-term LNG offtake rights (1.0 mtpa, with an option on 1.5 mtpa more), converting April's non-binding Heads of Agreement into a firm commitment -- Tellurian's largest financing milestone yet.
Driftwood Holdings borrowed $75 million in bridge financing from Wilmington Trust-administered lenders, with a further $15 million available once TOTAL formally committed to its previously announced $500 million equity investment in the project.
TOTAL agreed to invest a further $200 million in Tellurian common stock, but only if Tellurian reached a final investment decision on Driftwood Phase 1 and separately paid $1.0 billion for a 7.2% stake in the project entity, Driftwood Holdings LP -- a much larger, more conditional commitment than TOTAL's 2016 investment.
Tellurian's upstream subsidiary borrowed $60 million from Goldman Sachs Lending Partners to fund development of its Louisiana gas properties, adding project-level debt alongside the equity raises.
Tellurian raised about $115.1 million in another public stock offering (12 million shares) underwritten by Credit Suisse, continuing to build cash reserves for Driftwood's development.
21 Mar 2018capital raising announcement▲ GoodMajor
Bechtel itself became a Tellurian shareholder, buying 6.1 million shares of a new Series C convertible preferred stock -- aligning its interests as Driftwood's EPC contractor with an equity stake in the project's success.
Tellurian raised roughly $94.8 million in a public stock offering (10 million shares at $10.00) underwritten by Credit Suisse, adding to the capital base being built for Driftwood.
Tellurian issued a follow-up press release on its northern Louisiana asset purchase, without disclosing new financial terms beyond the $85.1 million deal announced in September.
Driftwood LNG signed four lump-sum turnkey EPC agreements with Bechtel to build the Driftwood terminal in four phases. Phase 1 is up to 11 mtpa and Phases 2 to 4 are up to 5.5 mtpa each, about 27.5 mtpa in total. The Phase 1 contract price is $7.24 billion plus 375.3 million.
Tellurian's production subsidiary agreed to buy roughly 9,200 net acres and 19 producing gas wells in northern Louisiana for $85.1 million, the start of Tellurian building its own upstream gas supply to feed the planned Driftwood LNG terminal.
Tellurian granted GE registration rights over the common stock GE could receive by converting its preferred stock, a routine follow-on to GE's 2016 investment.
The newly renamed Tellurian Inc. set up a $200 million at-the-market equity sales facility with Credit Suisse -- a large standing fundraising tool as the company began financing its Driftwood LNG ambitions.
15 Mar 2017asset acquisition disposition▲ GoodMajor
Now renamed Tellurian Inc., the company confirmed the merger with Tellurian Investments closed on February 10, 2017, and filed Tellurian Investments' audited 2016 financials, Tellurian Services LLC financials and pro forma figures. Tellurian Investments is treated as the accounting acquirer in the reverse acquisition. The company says it owns 100% of Driftwood LNG and Driftwood Pipeline, a proposed ~26 million tonnes per year terminal in Calcasieu Parish, Louisiana, with a 96-mile pipeline. It estimates construction costs of $13 to $16 billion for the terminal and $1.6 to $2.0 billion for the pipeline (before owners' costs, financing and contingencies). The Department of Energy authorized exports to free-trade-agreement countries on Feb 28, 2017, with non-FTA approval still pending and expected in Q1 2018. The company expects construction to start in 2018, first LNG in 2022 and full operations in 2025, with 199,706,159 shares outstanding as of March 13, 2017. This completes the reverse merger and ends the pending-merger thread.
The merger closed: Magellan Petroleum renamed itself Tellurian Inc., and Tellurian Investments (the accounting acquirer in this reverse merger) became its operating subsidiary -- the company's identity, leadership and strategy had now fully shifted from legacy oil and gas to LNG development.
Magellan filed supplemental merger-proxy disclosures comparing premiums paid in comparable industry mergers, part of the routine run-up to a shareholder vote on the Tellurian combination.
Magellan filed its definitive joint proxy statement/prospectus and set both shareholder votes for February 9, 2017 (Magellan at 10:00 a.m. in Denver; Tellurian Investments at 3:00 p.m. in Houston). Record dates are Jan 9, 2017 for Magellan and Jan 13, 2017 for Tellurian Investments. The terms are unchanged: 1.300 Magellan shares per Tellurian Investments share, with existing Magellan holders estimated at about 3.4% and former Tellurian Investments holders about 96.3% after closing. This resolves the open question of meeting dates.