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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported):
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March 6, 2020
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Tellurian Inc.
(Exact name of registrant as specified in
its charter)
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Delaware
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001-5507
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06-0842255
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(State or other jurisdiction of
incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification No.)
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1201 Louisiana Street, Suite 3100, Houston, TX
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77002
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code:
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(832) 962-4000
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(Former name or former address, if changed
since last report)
Check the appropriate box below if the Form 8-K filing
is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of
the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common stock, par value $0.01 per share
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TELL
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Nasdaq Capital Market
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Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging
growth company ¨
If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with
any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On March 6, 2020,
Kian Granmayeh was appointed by Tellurian Inc. (“Tellurian” or the “Company”) as its Chief
Financial Officer, replacing Antoine Lafargue in that role. Mr. Lafargue will join the marketing group as Senior Vice President
of LNG Marketing to advance the commercialization of the Driftwood project. Mr. Granmayeh, 41, began at Tellurian as a consultant
to the Chief Financial Officer in January 2019 and was appointed as its Director of Special Projects in July 2019 and as the Company’s
Director of Investor Relations in August 2019. Prior to joining Tellurian, he worked at Apache Corporation from May 2014 until
February 2018, including as Manager of Investor Relations (July 2016 to February 2018), Manager of Strategic Planning (January
2015 to June 2016) and Manager of Project Execution (May 2014 to December 2014). Prior to that, he was an Associate, and then a
Vice President, at Lazard Frères & Co. from 2009 to 2014. He holds a B.A. from Columbia University and an M.B.A. from
Rice University. There are no family relationships between Mr. Granmayeh and any director or executive officer of Tellurian, and
there are no transactions between Mr. Granmayeh and the Company that require disclosure pursuant to Item 404 of Regulation S-K.
In connection with
his appointment as Chief Financial Officer, Mr. Granmayeh will receive an annual base salary of $380,000 with a target bonus equal
to 100% of base salary and a “stretch” bonus equal to 150% of base salary. He will also receive approximately 400,000
restricted stock units.
Item 7.01 Regulation FD Disclosure.
On each of March 2,
2020 and March 9, 2020, Tellurian issued a press release regarding the Company’s plans for operating discipline and
certain changes to the Company’s management team, respectively. Copies of the press releases are furnished as Exhibits 99.1
and 99.2 hereto, respectively, and are incorporated herein by reference.
The information set
forth in this Item 7.01, including the information set forth in Exhibits 99.1 and 99.2, is being furnished and shall
not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or
the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
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TELLURIAN INC.
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By:
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/s/ Meg A. Gentle
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Name:
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Meg A. Gentle
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Title:
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President and Chief Executive Officer
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Date: March 9, 2020
Exhibit 99.1
Tellurian announces plan for operating
discipline amid market uncertainty
HOUSTON, Texas –
(BUSINESS WIRE) March 2, 2020 -- Tellurian Inc. (Tellurian) (NASDAQ: TELL) announced today it intends to reduce corporate spending
and reorganize financing for its 2019 term loan as it prepares for uncertain market conditions.
President and CEO Meg
Gentle said, “Given current global financial market conditions and increasing restrictions on travel caused by the onset
of coronavirus, we are taking the steps necessary to focus on preserving the value we have created at Tellurian and Driftwood LNG.
To this end we will reduce our corporate overhead to approximately $6 million per month and have initiated discussions with our
lender to extend the maturity of our 2019 term loan due in May 2020.”
The fundamental business
opportunity of Tellurian continues to rely on low-cost U.S. natural gas and a premier location on the Gulf Coast that can be built
by Bechtel for $560 / tonne, making it possible for Tellurian to load liquefied natural gas (LNG) on the water for $3 – 4
/ mmBtu.
Gentle added, “We
have just returned from a visit to India where we continued discussions with Petronet and agreed to extend our MOU to May 31, 2020.
We continue to see very strong growth in LNG demand from Asia in general, and India in particular, in spite of world conditions.
We are highly confident that when travel restrictions are eased, we will be able to finalize several negotiations to complement
the Petronet agreement and allow us to reach final investment decision (FID). With the new corporate overhead structure, we have
a long runway to execute on our business model.”
About Tellurian Inc.
Tellurian was founded by Charif Souki and Martin Houston and
is led by President and CEO Meg Gentle. Tellurian intends to create value for shareholders by building a low-cost, global natural
gas business, profitably delivering natural gas to customers worldwide. Tellurian is developing a portfolio of natural gas production,
LNG 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 Nasdaq Capital Market under the symbol “TELL”.
For more information, please visit www.tellurianinc.com.
Follow us on Twitter at twitter.com/TellurianLNG
1201
Louisiana Street Suite 3100 | Houston, TX 77002 | TEL + 1 832 962 4000 | www.tellurianinc.com
CAUTIONARY INFORMATION ABOUT FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements
within the meaning of U.S. federal securities laws. The words “anticipate,” “assume,”
“believe,” “budget,” “estimate,” “expect,” “forecast,”
“initial,” “intend,” “may,” “plan,” “potential,”
“project,” “proposed,” “should,” “will,” “would,” and similar
expressions are intended to identify forward-looking statements. Forward-looking statements herein relate to, among other
things, the capacity, timing, cost, and other aspects of the Driftwood project, the estimated cost to deliver gas on the
water, plans to reduce corporate spending, a possible extension of the maturity of the 2019 term loan, a potential equity
investment by Petronet and other parties in the Driftwood project, and potential purchases by Petronet and others of LNG from
the Driftwood terminal. 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 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, 2019
filed by Tellurian with the Securities and Exchange Commission (the SEC) on February 24, 2020, and other Tellurian
filings with the SEC, all of which are incorporated by reference herein. There can be no assurance that the contemplated
transactions with Petronet or other parties will be completed as planned. The MOU with Petronet is not binding. FID is
subject to the completion of financing arrangements that may not be completed within the time frame expected or at all.
Achieving FID will require substantial amounts of financing in addition to that contemplated by the agreements described in
this press release. 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.
Contact
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Media:
Joi Lecznar
SVP Public Affairs and Communication
Phone +1.832.962.4044
joi.lecznar@tellurianinc.com
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Investors:
Kian Granmayeh
Director, Investor Relations
Phone +1.832.320.9293
kian.granmayeh@tellurianinc.com
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1201 Louisiana Street Suite 3100 | Houston, TX 77002 | TEL
+ 1 832 962 4000 | www.tellurianinc.com
Exhibit 99.2
Tellurian President and CEO Meg Gentle
announces new executive leadership team members
HOUSTON, Texas –
(BUSINESS WIRE) March 9, 2020 -- Tellurian Inc. (Tellurian) (NASDAQ: TELL) President and Chief Executive Officer Meg Gentle today
announced two new executive leadership team members.
Kian Granmayeh, formerly
Director of Investor Relations, is now Tellurian’s Chief Financial Officer, responsible for financial strategy and liquidity,
replacing Antoine Lafargue who will join the marketing group as Senior Vice President of LNG Marketing to advance commercialization
of the Driftwood project. Before joining Tellurian in January 2019, Mr. Granmayeh worked at Apache Corporation for four years in
various roles in Project Execution, Strategic Planning and Investor Relations. Previous to that, he was a Vice President at Lazard
Freres & Co.
Amos Hochstein, formerly
Senior Vice President of LNG Marketing, is now Tellurian’s Executive Vice President of LNG Marketing, leading the marketing
of liquefied natural gas (LNG) and partnership interests from Driftwood LNG. Before joining Tellurian in 2017, he served as the
U.S. Special Envoy for International Energy Affairs and led the U.S. Department of State’s Bureau of Energy Resources, where
he oversaw global energy foreign policy engagement and advised the U.S. Secretary of State and the Vice President on global energy
markets.
Keith Teague as EVP and
Chief Operating Officer, Daniel Belhumeur as EVP and General Counsel, Tarek Souki as EVP and President of Tellurian Trading UK,
and John Howie as EVP of Upstream and President of Tellurian Production Company, will each continue as members of the executive
leadership team.
President and CEO Meg
Gentle said, “We are reducing our costs and reorganizing the company to make Tellurian resilient in the face of current challenges
in financial and energy markets. We are redirecting resources to complete the marketing of the Driftwood LNG project, which is
fully permitted and ready to begin construction. Amos’s experience in LNG markets and expertise in negotiations brings together
key elements to complete our Driftwood partnership. With a broad background across the finance organization, Kian will be focused
on capital discipline and refinancing our existing obligations to extend our liquidity.”
About Tellurian Inc.
Tellurian was founded by Charif Souki and Martin Houston and
is led by President and CEO Meg Gentle. Tellurian intends to create value for shareholders by building a low-cost, global natural
gas business, profitably delivering natural gas to customers worldwide. Tellurian is developing a portfolio of natural gas production,
LNG 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 Nasdaq Capital Market under the symbol “TELL”.
For more information, please visit www.tellurianinc.com.
Follow us on Twitter at twitter.com/TellurianLNG
1201 Louisiana Street Suite 3100 | Houston, TX 77002 | TEL
+ 1 832 962 4000 | www.tellurianinc.com
CAUTIONARY INFORMATION ABOUT FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements within
the meaning of U.S. federal securities laws. The words “anticipate,” “assume,” “believe,” “budget,”
“estimate,” “expect,” “forecast,” “initial,” “intend,” “may,”
“plan,” “potential,” “project,” “proposed,” “should,” “will,”
“would,” and similar expressions are intended to identify forward-looking statements. Forward-looking statements herein
relate to, among other things, the capacity, timing, cost, and other aspects of the Driftwood project. 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 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, 2019 filed by Tellurian with the Securities and Exchange Commission (the
SEC) on February 24, 2020, 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.
Contact
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Media:
Joi Lecznar
SVP Public Affairs and Communication
Phone +1.832.962.4044
joi.lecznar@tellurianinc.com
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Investors:
Matt Phillips
Senior Manager, Investor Relations
Phone +1.832.320.9331
matthew.phillips@tellurianinc.com
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1201 Louisiana Street Suite 3100 | Houston, TX 77002 | TEL
+ 1 832 962 4000 | www.tellurianinc.com