8/7/2023TELLURIAN INC. /DE/0000061398false00000613982023-08-072023-08-070000061398us-gaap:CommonStockMember2023-08-072023-08-070000061398tell:A825SeniorNotesDue2028Member2023-08-072023-08-07

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM8-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): August 7, 2023
Tellurian Inc.
(Exact name of registrant as specified in its charter) 
Delaware001-5507 06-0842255
(State or other jurisdiction
of incorporation or organization)		(Commission File Number) (I.R.S. Employer Identification No.)
1201 Louisiana Street,Suite 3100,Houston,TX 77002
(Address of principal executive offices) (Zip Code)
(832) 962-4000
(Registrant’s telephone number, including area code)
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:
Title of each classTrading symbol(s)Name of each exchange on which registered
Common stock, par value $0.01 per shareTELLNYSEAmerican LLC
8.25% Senior Notes due 2028TELZNYSEAmerican LLC
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 2.02Results of Operations and Financial Condition.
On August 7, 2023, Tellurian Inc. issued a press release reporting financial results for the quarter ended June 30, 2023 and related information. A copy of the press release is attached to this report as Exhibit 99.1.
The information in this Current Report on Form 8-K, including the information set forth in Exhibit 99.1, 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 9.01Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No.  Description
99.1  
104
Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document (included as Exhibit 101)


























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. 

TELLURIAN INC.
Date: August 7, 2023
By:/s/ Simon G. Oxley
Name:Simon G. Oxley
Title:Executive Vice President and Chief Financial Officer

Exhibit 99.1
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Tellurian reports second quarter 2023 results

HOUSTON, Texas – (BUSINESS WIRE) August 7, 2023 -- Tellurian Inc. (Tellurian or the Company) (NYSE American: TELL) continues to execute its integrated strategy by progressing construction of its Driftwood project and through production and sales of natural gas.

President and CEO Octávio Simões said, “Bechtel is progressing very well on Driftwood LNG construction, having driven over 9,000 piles and poured over 10,000 cubic feet of concrete for plant one and the storage tanks, and having recently prepared plant two’s site for piling work. We also hired former investment banker Simon Oxley as Chief Financial Officer and with his extensive experience and leadership, we are significantly enhancing our project financing efforts.”


Upstream segment results

Three Months End
June 30, 2023
Three Months End
June 30, 2022
Net production17.2 Bcf9.0 Bcf
Revenue$31.9 million$61.3 million
Operating (loss) profit$(28.7) million$38.5 million
Adjusted EBITDA*$8.1 million$53.2 million

Operating activities
Tellurian produced 17.2 billion cubic feet (Bcf) of natural gas for the quarter ended June 30, 2023, as compared to 9.0 Bcf for the same period of 2022. As of June 30, 2023, Tellurian’s natural gas assets included 31,117 net acres and interests in 157 producing wells.

Consolidated financial results
Tellurian generated approximately $32.0 million in revenues from natural gas sales in the second quarter of 2023 compared to $61.3 million in the second quarter of 2022, a change driven by decreased realized natural gas prices partially offset by increased production volumes. Tellurian reported a net loss of approximately $59.6 million, or $0.11 per share (basic and diluted), for the quarter ended June 30, 2023, compared to a net loss of approximately $35.0 thousand, or $0.00 per share (basic and diluted), for the same period of 2022.

As of June 30, 2023, Tellurian had approximately $1.3 billion in total assets, including approximately $106.7 million of cash and cash equivalents.

* Non-GAAP measure – see the end of this press release for a definition and a reconciliation to the most comparable GAAP measure.




1201 Louisiana Street Suite 3100 | Houston, TX 77002 | TEL + 1 832 962 4000 | www.tellurianinc.com

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About Tellurian Inc.

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 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”.

For more information, please visit www.tellurianinc.com. Follow us on Twitter at twitter.com/TellurianLNG

Tellurian will post a video by Executive Chairman Charif Souki on its website following the issuance of this release.



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, and other aspects of the Driftwood LNG project, and development, construction and financing activities. 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, 2022, filed by Tellurian with the Securities and Exchange Commission (the SEC) on February 22, 2023, 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
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




1201 Louisiana Street Suite 3100 | Houston, TX 77002 | TEL + 1 832 962 4000 | www.tellurianinc.com

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Explanation and Reconciliation of Non-GAAP Financial Measures

The Company reports its financial results in accordance with accounting principles generally accepted in the United States of America (“GAAP”). However, management believes that Upstream segment Adjusted EBITDA may provide financial statement users with additional meaningful comparisons between current results and the results of the Company’s peers and of prior periods.

Upstream segment Adjusted EBITDA excludes certain charges or expenditures. Upstream segment Adjusted EBITDA is a supplemental measure of performance and should not be viewed as a substitute for any GAAP measure.

Management presents Upstream segment Adjusted EBITDA because (i) it is consistent with the manner in which the Company’s position and performance are measured relative to the position and performance of its peers and (ii) it is more comparable to earnings estimates provided by securities analysts.



Upstream segment Adjusted EBITDA (in thousands):
Three Months Ended June 30,Six Months Ended June 30,
2023202220232022
Upstream segment operating (loss) profit($28,698)$38,505($31,685)$43,101
Add back:
Depreciation, depletion and amortization24,4895,75645,9819,680
Allocated corporate general and administrative12,2828,95223,57714,446
Upstream segment Adjusted EBITDA$8,073$53,213$37,873$67,227


















1201 Louisiana Street Suite 3100 | Houston, TX 77002 | TEL + 1 832 962 4000 | www.tellurianinc.com


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image.jpg


Driftwood LNG construction as of 13 July 2023
1201 Louisiana Street Suite 3100 | Houston, TX 77002 | TEL + 1 832 962 4000 | www.tellurianinc.com
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Aug. 07, 2023
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