Woodside Energy Group Ltd
ACN 004 898 962

Mia Yellagonga
11 Mount Street
Perth WA 6000
Australia
T +61 8 9348 4000
www.woodside.com
ASX: WDS
NYSE: WDS
LSE: WDS

Announcement
Monday, 22 July 2024

WOODSIDE TO ACQUIRE TELLURIAN AND DRIFTWOOD LNG▪
▪
▪

Creates a global LNG powerhouse
Attractive entry into scalable, fully permitted 27.6 million tonnes per annum (Mtpa) US LNG
development option
Significant cash generation potential to underpin long-term shareholder returns

Woodside has entered into a definitive agreement to acquire all issued and outstanding common
stock of Tellurian (NYSE: TELL) including its owned and operated US Gulf Coast Driftwood LNG
development opportunity (“Driftwood LNG”).
The consideration for the transaction is an all-cash payment of approximately $900 million, or $1.00
per share of outstanding Tellurian common stock. The implied enterprise value is approximately$1,200 million.1 This represents an attractive entry into an opportunity with more than $1 billion of
expenditure incurred to date.
“The acquisition of Tellurian and its Driftwood LNG development opportunity positions Woodside to bea global LNG powerhouse,” said Woodside CEO Meg O’Neill.
“It adds a scalable US LNG development opportunity to our existing approximately 10 Mtpa of equity
LNG in Australia. Having a complementary US position would allow us to better serve customers
globally and capture further marketing optimisation opportunities across both the Atlantic andPacific Basins.
“The Driftwood LNG development opportunity is competitively advantaged. Woodside expects toleverage its global LNG expertise to unlock this fully permitted development and expand ourrelationship with Bechtel which is the EPC contractor for both Driftwood LNG and our Pluto Train 2
project in Australia.

1 Includes $50 million for Tellurian’s Series C Convertible Preferred equity shares, ~$90 million of net debt, a ~$90 million net

working capital adjustment, ~$65 million for management and debt change of control costs. Does not include expected interim
funding from signing to close or management construction incentive payment awards.

Page 1 of 6

“Through this acquisition, we are delivering on our strategy to thrive through the energy transition.
Woodside believes that LNG will play a key role in the energy transition and is well positioned todeliver the energy the world needs while delivering significant value to our shareholders.”
Strategic rationale
The acquisition of Tellurian and its Driftwood LNG development opportunity strengthens Woodside’s
positioning to deliver on our strategy to thrive through the energy transition. The expected benefits of
the acquisition include:
•
•
•
•
•
•

Expanding Woodside’s position as a leading independent LNG company;
Adding a high-quality, fully permitted US LNG development option to Woodside’s portfolio;
Leveraging Woodside's LNG development, operations and marketing expertise to unlock thedevelopment and create value;
Enabling value creation from marketing optimisation with geographic diversification;
Increasing long-term cashflow generation potential with a phased development to manage
investment decisions aligned with Woodside’s capital allocation framework; andSupporting Woodside’s carbon competitiveness through increased exposure to LNG andpotential to reduce the average Scope 1 and 2 emissions intensity of Woodside’s LNG
portfolio.

Woodside’s target of reducing net equity Scope 1 and 2 emissions by 2030, and aspiration for net
zero by 2050, are unchanged.2
Driftwood LNG
Driftwood LNG is a fully permitted, pre-final investment decision (FID) development opportunity
located near Lake Charles, Louisiana. The current development plan comprises five LNG trains
through four phases, with a total permitted capacity of 27.6 Mtpa.
The foundation development includes Phase 1 (11 Mtpa) and Phase 2 (5.5 Mtpa). Woodside istargeting FID readiness for Phase 1 of the Driftwood LNG development opportunity from the firstquarter of 2025.
The Driftwood LNG development opportunity is competitively advantaged:•••

The development is fully permitted, and has a valid non-free trade agreement (FTA) export
authorisation. The development also recently received an extension of its Federal Energy
Regulatory Commission (FERC) authorisation;
The design is cost and carbon competitive. Woodside expects development costs of~$900-960/tonne for Phase 1 and 2.3 The contracting strategy is a lump-sum turnkey contract
with LNG contractor Bechtel; andConstruction has commenced, with pilings for Trains 1 and 2 complete, foundation work inprogress and pilings underway for the LNG tanks. The progress on ground work reduces therisk to EPC timeline and cost.

2 Woodside’s net emissions reduction targets are for net equity Scope 1 and 2 greenhouse gas emissions, with a targeted

reduction of 15% by 2025, 30% by 2030, with an aspiration of net zero by 2050. The net emissions reduction targets are
relative to a starting base representative of the gross annual average equity Scope 1 and 2 greenhouse gas emissions over
2016-2020 and may be adjusted (up or down) for potential equity changes in producing or sanctioned assets with a final
investment decision prior to 2021.
3 Includes EPC (engineering, procurement, construction), owner’s costs and contingency costs. Excludes pipeline costs.

Page 2 of 6

Transaction details
Under the proposed transaction Woodside, or a wholly owned subsidiary of Woodside, will acquire
100% of the issued and outstanding shares of common stock of Tellurian Inc. (“Tellurian”).
Tellurian’s Board of Directors has approved the transaction and has recommended that its
shareholders approve the transaction. The transaction is targeting completion in the fourth quarter ofthe 2024 calendar year.
The transaction is subject to satisfaction of customary conditions precedent, including maintenance ofvalidity for existing authorisations (e.g. Department of Energy (DOE) and FERC), Tellurian
shareholder approval, regulatory approval and other approvals.
In connection with entry into a binding agreement to acquire Tellurian, Woodside will provide a loan toTellurian of up to $230 million to ensure Driftwood LNG site activity and de-risking activities maintainmomentum prior to completion of the transaction. The loan is secured by a first priority lien over the
borrower’s assets subject to customary exclusions. The latest maturity date for the loan is
15 December 2024 or the date of transaction completion.
Woodside’s sole financial adviser is PJT Partners and its legal adviser is Norton Rose Fulbright.
About Woodside
Woodside led the development of the LNG industry in Australia. With a focused portfolio, Woodside isrecognised for its world-class capabilities as an integrated upstream supplier of energy. Woodside’s
proven track record and distinctive capabilities are underpinned by 70 years of experience.
About Tellurian
Tellurian aims to generate shareholder value by establishing a competitive LNG enterprise, effectively
supplying natural gas to customers worldwide. Headquartered in Houston, Texas, Tellurian isdeveloping Driftwood LNG, an approximately 27.6 Mtpa LNG export facility and associated pipeline.
Teleconference
A conference call providing an overview of the transaction with a question and answer session will behosted by Woodside CEO and Managing Director Meg O’Neill on Monday, 22 July 2024 at
08:00 AWST/10:00 AEST (19:00 CDT Sunday, 21 July 2024).
We recommend participants pre-register five to 10 minutes prior to the event with one of the following
links:• https://webcast.openbriefing.com/wds-ann-2024/ to listen to a live stream of the question-andanswer session• https://s1.c-conf.com/diamondpass/10040740-jh78y6.html to participate in the question andanswer session. Following pre-registration, participants will receive the teleconference details
and a unique access passcode.
An investor presentation follows this announcement and will be referred to during the conference call.
It will also be made available on the Woodside website (www.woodside.com) and has today been
submitted to the FCA National Storage Mechanism and will shortly be available for inspection athttps://data.fca.org.uk/#/nsm/nationalstoragemechanism.
A copy of the transcript of the conference call will also be submitted to the National Storage
Mechanism and will be available for inspection at the web address set out above following theconclusion of the conference call.

Page 3 of 6

Contacts:
INVESTORS
Marcela Louzada
M: +61 456 994 243
E: investor@woodside.com

MEDIA
Christine Forster (Australia)
M: +61 484 112 469
E: christine.forster@woodside.com
Rob Young (United States)
M: +1 281 790 2805
E: robert.young@woodside.com

This announcement was approved and authorised for release by Woodside’s Disclosure Committee.

Announcement contains inside information
This announcement contains inside information. Marcela Louzada, Vice President Investor Relations
is responsible for release of this announcement.
Forward-looking statements
This presentation contains forward-looking statements with respect to Woodside’s business andoperations, market conditions, results of operations and financial condition, including, for example, but
not limited to, statements regarding Woodside’s proposed acquisition of Tellurian, the development,completion and execution of Woodside’s projects, expectations regarding future capital expenditures,
future results of projects, operating activities, new energy products, expectations and plans forrenewables production capacity and investments in, and development of, renewables projects,
expectations and guidance with respect to production, investment expenditure and gas hub exposurefor 2024, and expectations regarding the achievement of Woodside’s net equity Scope 1 and 2
greenhouse gas emissions targets. All statements, other than statements of historical or present facts,are forward-looking statements and generally may be identified by the use of forward-looking words
such as ‘pathway’, ‘guidance’, ‘foresee’, ‘likely’, ‘potential’, ‘anticipate’, ‘believe’, ‘aim’, ‘estimate’,‘expect’, ‘intend’, ‘may’, ‘target’, ‘plan’, ‘strategy’, ‘forecast’, ‘outlook’, ‘project’, ‘schedule’, ‘will’,‘should’, ‘seek’ and other similar words or expressions. Similarly, statements that describe theobjectives, plans, goals or expectations of Woodside are forward-looking statements.
Forward-looking statements in this presentation are not guidance, forecasts, guarantees or
predictions of future events or performance, but are in the nature of future expectations that are basedon management’s current expectations and assumptions. Those statements and any assumptions on
which they are based are subject to change without notice and are subject to inherent known andunknown risks, uncertainties, assumptions and other factors, many of which are beyond the control ofWoodside, its related bodies corporate and their respective beneficiaries. Important factors that could
cause actual results to differ materially from those in the forward-looking statements include, but are
not limited to, the occurrence, or failure or certain events to occur, of any event, change or othercircumstances that could give rise to the termination of the merger agreement with Tellurian; the riskthat the closing conditions for the acquisition of Tellurian will not be satisfied, including the risk that
regulatory approvals will not be obtained, the risk that Tellurian shareholder approval will not be
obtained, the possibility that the transaction will not be completed in the expected timeframe or at all,potential adverse effects to the businesses of Tellurian during the pendency of the transaction, therisk of security holder litigation relating to the transaction, including resulting expense or delay, thepotential that the expected benefits and opportunities of the acquisition, if completed, may not berealised or may take longer to realize than expected; challenges inherent in the development of LNG
facilities, fluctuations in commodity prices, actual demand for Woodside products, currency
fluctuations, geotechnical factors, drilling and production results, gas commercialisation, development
progress, operating results, engineering estimates, reserve and resource estimates, loss of market,
industry competition, environmental risks, climate related risks, physical risks, legislative, fiscal andregulatory developments, changes in accounting standards, economic and financial markets

Page 4 of 6

conditions in various countries and regions, political risks, project delay or advancement, regulatory
approvals, the impact of armed conflict and political instability (such as the ongoing conflict in Ukraineor the Middle East) on economic activity and oil and gas supply and demand, cost estimates, and theeffect of future regulatory or legislative actions on Woodside or the industries in which it operates,
including potential changes to tax laws, and the impact of general economic conditions, inflationary
conditions, prevailing exchange rates and interest rates and conditions in financial markets.
A more detailed summary of the key risks relating to Woodside and its business can be found in the“Risk” section of Woodside’s most recent Annual Report released to the Australian Securities
Exchange and the London Stock Exchange and in Woodside’s most recent Annual Report on Form
20-F filed with the United States Securities and Exchange Commission (SEC) and available on the
Woodside website at https://www.woodside.com/investors/reports-investor-briefings. You should
review and have regard to these risks when considering the information contained in thispresentation.
Investors are strongly cautioned not to place undue reliance on any forward-looking statements.
Actual results or performance may vary materially from those expressed in, or implied by, any
forward-looking statements.
Important additional information and where to find it
This communication may be deemed to be solicitation material in respect of the proposed acquisitionof Tellurian by an affiliate of Woodside. In connection with the proposed transaction, Tellurian intends
to file relevant materials with the U.S. Securities and Exchange Commission (“SEC”), including
Tellurian’s proxy statement in preliminary and definitive form. Promptly after filing the definitive proxystatement, Tellurian will mail the definitive proxy statement and a proxy card to the stockholders of
Tellurian.
INVESTORS AND SECURITY HOLDERS OF TELLURIAN ARE URGED TO READ ALL RELEVANT
DOCUMENTS FILED WITH THE SEC, INCLUDING TELLURIAN’S PROXY STATEMENT (WHEN
THEY ARE AVAILABLE), BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT
INFORMATION ABOUT THE PROPOSED TRANSACTION AND THE PARTIES TO THE
PROPOSED TRANSACTION.
Investors and security holders of Tellurian are or will be able to obtain these documents (when they
are available) free of charge from the SEC’s website at www.sec.gov or free of charge from Tellurian
on Tellurian’s investor relations website at https://tellurianinc.com/.
Participants in the solicitation
This communication does not constitute a solicitation of proxy, an offer to purchase or a solicitation of
an offer to sell any securities. Woodside, Tellurian and certain of their respective directors andexecutive officers may be deemed to be participants in the solicitation of proxies from the security
holders of Tellurian in connection with the proposed transaction. Information regarding the interests ofthese directors and executive officers in the proposed transaction will be included in the definitive
proxy statement referred to above. Security holders may also obtain information regarding the names,
affiliations and interests of Woodside’s directors and executive officers in the Woodside Annual
Report on Form 20-F for the fiscal year ended December 31, 2023, which was filed with the SEC on
February 27, 2024. Security holders may obtain information regarding the names, affiliations andinterests of Tellurian’s directors and executive officers in Tellurian’s definitive proxy statement inconnection with its 2024 Annual Meeting of Stockholders (the “Tellurian Proxy Statement”), which was
filed with the SEC on April 25, 2024, under “Proposal 1 --Election of Directors to the Company's Board--Background Information About the Nominees and Other Directors,” “Proposal 1 --Election of
Directors to the Company's Board --Executive Officers,” “Compensation Discussion and Analysis” and“Security Ownership of Certain Beneficial Owners and Management.” To the extent that holdings of
Tellurian's securities have changed since the amounts printed in the Tellurian Proxy Statement, suchchanges have been or will be reflected on Statements of Change in Ownership on Form 4 filed with
the SEC. Information regarding Tellurian's transactions with related persons is set forth under thecaption “Certain Relationships and Related Party Transactions” in the Tellurian Proxy Statement.
Additional information regarding the interests of such individuals in the proposed transaction will be

Page 5 of 6

included in the definitive proxy statement relating to the proposed transaction when it is filed with theSEC. These documents (when available) may be obtained free of charge from the SEC’s website atwww.sec.gov, Woodside’s website at www.woodside.com/investors and Tellurian’s website athttps://tellurianinc.com. The contents of the websites referenced above are not deemed to beincorporated by reference into the proxy statement.
Climate strategy and emissions data
All greenhouse gas emissions data in this presentation are estimates, due to the inherent uncertainty
and limitations in measuring or quantifying greenhouse gas emissions, and our methodologies formeasuring or quantifying greenhouse gas emissions may evolve as best practices continue todevelop and data quality and quantity continue to improve.
Woodside “greenhouse gas” or “emissions” information reported are net equity Scope 1 greenhousegas emissions, Scope 2 greenhouse gas emissions, and/or Scope 3 greenhouse gas emissions,
unless otherwise stated.
For more information on Woodside's climate strategy and performance, including further details
regarding Woodside's targets, aspirations and goals and the underlying methodology, judgements,
assumptions and contingencies, refer to Woodside's Climate Transition Action Plan 2023 (CTAP)
available on the Woodside website at https://www.woodside.com/sustainability/climate-change. The
glossary and footnotes to this presentation provide clarification regarding the use of terms such as"lower carbon" under Woodside's climate strategy. A full glossary of terms used in connection withWoodside's climate strategy is contained in the CTAP.

Page 6 of 6

WOODSIDE TO
ACQUIRE TELLURIAN
AND DRIFTWOOD LNG
22 July 2024

www.woodside.com
investor@woodside.com

Disclaimer, important notes and assumptions
Information•

This presentation has been prepared by Woodside Energy Group Ltd (“Woodside”).

•

All information included in this presentation, including any forward-looking statements, reflects Woodside’s views held as at thedate of this presentation and, except as required by applicable law, neither Woodside, its related bodies corporate, nor any of theirrespective officers, directors, employees, advisers or representatives (“Beneficiaries”) intends to, or undertakes to, or assumes any
obligation to, provide any additional information or update or revise any information or forward-looking statements in thispresentation after the date of this presentation, either to make them conform to actual results or as a result of new information,
future events, changes in Woodside’s expectations or otherwise.

•This presentation may contain industry, market and competitive position data that is based on industry publications and studies
conducted by third parties as well as Woodside’s internal estimates and research. While Woodside believes that each of thesepublications and third party studies is reliable and has been prepared by a reputable source, Woodside has not independently
verified the market and industry data obtained from these third party sources and cannot guarantee the accuracy or completenessof such data. Accordingly, undue reliance should not be placed on any of the industry, market and competitive position datacontained in this presentation.

•

To the maximum extent permitted by law, neither Woodside, its related bodies corporate, nor any of their respective Beneficiaries,
assume any liability (including liability for equitable, statutory or other damages) in connection with, any responsibility for, or makeany representation or warranty (express or implied) as to, the fairness, currency, accuracy, adequacy, reliability or completeness of
the information or any opinions expressed in this presentation or the reasonableness of any underlying assumptions.

expressions. Similarly, statements that describe the objectives, plans, goals or expectations of Woodside are forward-looking
statements.
•

Forward-looking statements in this presentation are not guidance, forecasts, guarantees or predictions of future events or
performance, but are in the nature of future expectations that are based on management’s current expectations and assumptions.
Those statements and any assumptions on which they are based are subject to change without notice and are subject to inherent
known and unknown risks, uncertainties, assumptions and other factors, many of which are beyond the control of Woodside, its
related bodies corporate and their respective beneficiaries. Important factors that could cause actual results to differ materiallyfrom those in the forward-looking statements include, but are not limited to, the occurrence, or failure or certain events to occur,of any event, change or other circumstances that could give rise to the termination of the merger agreement with Tellurian; the riskthat the closing conditions for the acquisition of Tellurian will not be satisfied, including the risk that regulatory approvals will not
be obtained, the risk that Tellurian shareholder approval will not be obtained, the possibility that the transaction will not becompleted in the expected timeframe or at all, potential adverse effects to the businesses of Tellurian during the pendency of thetransaction, the risk of security holder litigation relating to the transaction, including resulting expense or delay, the potential thatthe expected benefits and opportunities of the acquisition, if completed, may not be realised or may take longer to realise than
expected; challenges inherent in the development of LNG facilities, fluctuations in commodity prices, actual demand for Woodsideproducts, currency fluctuations, geotechnical factors, drilling and production results, gas commercialisation, development
progress, operating results, engineering estimates, reserve and resource estimates, loss of market, industry competition,
environmental risks, climate related risks, physical risks, legislative, fiscal and regulatory developments, changes in accounting
standards, economic and financial markets conditions in various countries and regions, political risks, project delay oradvancement, regulatory approvals, the impact of armed conflict and political instability (such as the ongoing conflict in Ukraineor the Middle East) on economic activity and oil and gas supply and demand, cost estimates, and the effect of future regulatory or
legislative actions on Woodside or the industries in which it operates, including potential changes to tax laws, and the impact ofgeneral economic conditions, inflationary conditions, prevailing exchange rates and interest rates and conditions in financial
markets.

•

A more detailed summary of the key risks relating to Woodside and its business can be found in the “Risk” section of Woodside’s
most recent Annual Report released to the Australian Securities Exchange and the London Stock Exchange and in Woodside’s mostrecent Annual Report on Form 20-F filed with the United States Securities and Exchange Commission (SEC) and available on the
Woodside website at https://www.woodside.com/investors/reports-investor-briefings. You should review and have regard to theserisks when considering the information contained in this presentation.

•

Investors are strongly cautioned not to place undue reliance on any forward-looking statements. Actual results or performance
may vary materially from those expressed in, or implied by, any forward-looking statements.

No offer or advice•

This presentation is not intended to and does not constitute, form part of, or contain an offer or invitation to sell to Woodsideshareholders (or any other person), or a solicitation of an offer from Woodside shareholders (or any other person), or a solicitationof any vote or approval from Woodside shareholders (or any other person) in any jurisdiction.

•

This presentation has been prepared without reference to the investment objectives, financial and taxation situation or particularneeds of any Woodside shareholder or any other person. The information contained in this presentation does not constitute, andshould not be taken as, financial product or investment advice. Woodside encourages you to seek independent legal, financial,
taxation and other professional advice before making any investment decision.

•

This presentation shall not be distributed, transmitted, published, reproduced or otherwise made available to any other person, in
whole or in part, directly or indirectly, for any purposes whatsoever. In particular, this presentation and the information contained
herein may not be taken or transmitted, in, into or from and may not be copied, forwarded, distributed or transmitted in or into
any jurisdiction in which such release, publication or distribution would be unlawful. The release, presentation, publication or
distribution of this presentation, in whole or in part, in certain jurisdictions may be restricted by law or regulation, and persons into
whose possession this presentation comes should inform themselves about, and observe, any such restrictions. Any failure tocomply with these restrictions may constitute a violation of the laws of the relevant jurisdiction. Woodside does not accept liability
to any person in relation to the distribution or possession of this document in or from any such jurisdiction.

Important additional information and where to find it•

This communication may be deemed to be solicitation material in respect of the proposed acquisition of Tellurian Inc. (“Tellurian”)
by an affiliate of Woodside. In connection with the proposed transaction, Tellurian intends to file relevant materials with the U.S.
Securities and Exchange Commission (“SEC”), including Tellurian’s proxy statement in preliminary and definitive form. Promptly
after filing the definitive proxy statement, Tellurian will mail the definitive proxy statement and a proxy card to the stockholders of
Tellurian.

•

INVESTORS AND SECURITY HOLDERS OF TELLURIAN ARE URGED TO READ ALL RELEVANT DOCUMENTS FILED WITH THE SEC,INCLUDING TELLURIAN’S PROXY STATEMENT (WHEN THEY ARE AVAILABLE), BECAUSE THEY CONTAIN OR WILL CONTAINIMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION AND THE PARTIES TO THE PROPOSED TRANSACTION.

•

Investors and security holders of Tellurian are or will be able to obtain these documents (when they are available) free of charge
from the SEC’s website at www.sec.gov or free of charge from Tellurian on Tellurian’s investor relations website athttps://tellurianinc.com/.

Forward-looking statements•

This presentation contains forward-looking statements with respect to Woodside’s business and operations, market conditions,
results of operations and financial condition, including, for example, but not limited to, statements regarding Woodside’s
proposed acquisition of Tellurian Inc. (“Tellurian”), the development, completion and execution of Woodside’s projects,
expectations regarding future capital expenditures, future results of projects, operating activities, new energy products,
expectations and plans for renewables production capacity and investments in, and development of, renewables projects,
expectations and guidance with respect to production, investment expenditure and gas hub exposure for 2024, and expectations
regarding the achievement of Woodside’s net equity Scope 1 and 2 greenhouse gas emissions targets. All statements, other thanstatements of historical or present facts, are forward-looking statements and generally may be identified by the use of forwardlooking words such as ‘pathway’, ‘guidance’, ‘foresee’, ‘likely’, ‘potential’, ‘anticipate’, ‘believe’, ‘aim’, ‘estimate’, ‘expect’, ‘intend’,‘may’, ‘target’, ‘plan’, ‘strategy’, ‘forecast’, ‘outlook’, ‘project’, ‘schedule’, ‘will’, ‘should’, ‘seek’ and other similar words or2

Disclaimer, important notes and assumptions (continued)
Participants in the solicitation•

This communication does not constitute a solicitation of proxy, an offer to purchase or a solicitation of an offer to sell any
securities. Woodside, Tellurian and certain of their respective directors and executive officers may be deemed to be participants inthe solicitation of proxies from the security holders of Tellurian in connection with the proposed transaction. Information regarding
the interests of these directors and executive officers in the proposed transaction will be included in the definitive proxy statement
referred to above. Security holders may also obtain information regarding the names, affiliations and interests of Woodside’s
directors and executive officers in the Woodside Annual Report on Form 20-F for the fiscal year ended December 31, 2023, which
was filed with the SEC on February 27, 2024. Security holders may obtain information regarding the names, affiliations andinterests of Tellurian’s directors and executive officers in Tellurian’s definitive proxy statement in connection with its 2024 Annual
Meeting of Stockholders (the “Tellurian Proxy Statement”), which was filed with the SEC on April 25, 2024, under “Proposal 1 -Election of Directors to the Company's Board --Background Information About the Nominees and Other Directors,” “Proposal 1 -Election of Directors to the Company's Board --Executive Officers,” “Compensation Discussion and Analysis” and “Security
Ownership of Certain Beneficial Owners and Management.” To the extent that holdings of Tellurian's securities have changed since
the amounts printed in the Tellurian Proxy Statement, such changes have been or will be reflected on Statements of Change in
Ownership on Form 4 filed with the SEC. Information regarding Tellurian's transactions with related persons is set forth under thecaption “Certain Relationships and Related Party Transactions” in the Tellurian Proxy Statement. Additional information regarding
the interests of such individuals in the proposed transaction will be included in the definitive proxy statement relating to the
proposed transaction when it is filed with the SEC. These documents (when available) may be obtained free of charge from the
SEC’s website at www.sec.gov, Woodside’s website at www.woodside.com/investors and Tellurian’s website athttps://tellurianinc.com. The contents of the websites referenced above are not deemed to be incorporated by reference into theproxy statement.

Disclosure of reserve information and cautionary note to US investors••

Woodside is an Australian company listed on the Australian Securities Exchange, the New York Stock Exchange and the London
Stock Exchange. As noted above, Woodside estimates and reports its Proved (1P) Reserves in accordance with the SEC regulations,which are also compliant with SPE-PRMS guidelines, and estimates and reports its Proved plus Probable (2P) Reserves and Best
Estimate (2C) Contingent Resources in accordance with SPE-PRMS guidelines. Woodside reports all of its petroleum resource
estimates using definitions consistent with the 2018 Society of Petroleum Engineers (SPE)/World Petroleum Council(WPC)/American Association of Petroleum Geologists (AAPG)/Society of Petroleum Evaluation Engineers (SPEE) Petroleum
Resources Management System (PRMS).
The SEC permits oil and gas companies, in their filings with the SEC, to disclose only Proved, Probable and Possible Reserves, andonly when such Reserves have been determined in accordance with the SEC guidelines. In this presentation, Woodside includes
estimates of quantities of oil and gas using certain terms, such as “Proved plus Probable (2P) Reserves”, “Best Estimate (2C)
Contingent Resources”, “Reserves and Contingent Resources”, “Proved plus Probable”, “Developed and Undeveloped”, “Probable
Developed”, “Probable Undeveloped”, “Contingent Resources” or other descriptions of volumes of reserves, which terms include
quantities of oil and gas that may not meet the SEC’s definitions of proved, probable and possible reserves, and which the SEC’sguidelines strictly prohibit Woodside from including in filings with the SEC. These types of estimates do not represent, and are notintended to represent, any category of reserves based on SEC definitions, and may differ from and may not be comparable to thesame or similarly-named measures used by other companies. These estimates are by their nature more speculative than estimatesof proved reserves and would require substantial capital spending over a significant number of years to implement recovery, andaccordingly are subject to substantially greater risk of being recovered by Woodside. In addition, actual locations drilled andquantities that may be ultimately recovered from Woodside’s properties may differ substantially. Woodside has made nocommitment to drill, and likely will not drill, all drilling locations that have been attributable to these quantities. US investors are
urged to consider closely the disclosures in Woodside’s most recent Annual Report on Form 20-F filed with the SEC and available
on the Woodside website at https://www.woodside.com/investors/reports-investor-briefings and its other filings with the SEC,
which are available from Woodside at https://www.woodside.com. These reports can also be obtained from the SEC at
www.sec.gov.

Assumptions•

assumptions including: (1) US$70/bbl Brent long-term oil price (2022 real terms, inflated at 2.0%); (2) currently sanctioned projects
being delivered in accordance with their current project schedules; and (3) applicable growth opportunities being sanctioned anddelivered in accordance with the target schedules provided in this presentation. These growth opportunities are subject to relevant
joint venture participant approvals, commercial arrangements with third parties and regulatory approvals being obtained in thetimeframe contemplated or at all. Woodside expresses no view as to whether its joint venture participants will agree with andsupport Woodside’s current position in relation to these opportunities, or such commercial arrangements and regulatory approvals
will be obtained. Additional assumptions relevant to particular targets or other statements in this presentation may be set out inthe relevant slides. Any such additional assumptions are in addition to the assumptions and qualifications applicable to thepresentation as a whole.
Climate strategy and emissions data•

All greenhouse gas emissions data in this presentation are estimates, due to the inherent uncertainty and limitations in measuring
or quantifying greenhouse gas emissions, and our methodologies for measuring or quantifying greenhouse gas emissions may
evolve as best practices continue to develop and data quality and quantity continue to improve.

•

Woodside “greenhouse gas” or “emissions” information reported are net equity Scope 1 greenhouse gas emissions, Scope 2
greenhouse gas emissions, and/or Scope 3 greenhouse gas emissions, unless otherwise stated.

•

For more information on Woodside's climate strategy and performance, including further details regarding Woodside's targets,
aspirations and goals and the underlying methodology, judgements, assumptions and contingencies, refer to Woodside's Climate
Transition Action Plan 2023 (CTAP) available on the Woodside website at https://www.woodside.com/sustainability/climatechange. The glossary and footnotes to this presentation provide clarification regarding the use of terms such as "lower carbon"
under Woodside's climate strategy. A full glossary of terms used in connection with Woodside's climate strategy is contained in the
CTAP.

Non-IFRS Financial Measures•

Throughout this presentation, a range of financial and non-financial measures are used to assess Woodside’s performance,
including a number of financial measures that are not defined in, and have not been prepared in accordance with, International
Financial Reporting Standards (IFRS) and are not recognised measures of financial performance or liquidity under IFRS (Non-IFRS
Financial Measures). These measures include EBIT, EBITDA, EBITDA excluding impairment, Gearing, Underlying NPAT, Underlying
EPS, Net debt, Free cash flow, Cash margin, Capital expenditure, and Exploration expenditure. These Non-IFRS Financial Measures
are defined in the glossary section of this presentation. A quantitative reconciliation of these measures to the most directlycomparable financial measure calculated and presented in accordance with IFRS can be found in Woodside’s Annual Report forthe period ended 31 December 2023.

•

Woodside’s management uses these measures to monitor Woodside’s financial performance alongside IFRS measures to improvethe comparability of information between reporting periods and business units and Woodside believes that the Non-IFRS Financial
Measures it presents provide a useful means through which to examine the underlying performance of its business.

•

Undue reliance should not be placed on the Non-IFRS Financial Measures contained in this presentation and these Non-IFRS
Financial Measures should be considered in addition to, and not as a substitute for, or as superior to, measures of financial
performance, financial position or cash flows reported in accordance with IFRS. Non-IFRS Financial Measures are not uniformly
defined by all companies, including those in Woodside’s industry. Accordingly, they may not be comparable with similarly titledmeasures and disclosures by other companies.

Other important information•

All references to dollars, cents or $ in this presentation are to US currency, unless otherwise stated.

•

References to “Woodside” may be references to Woodside Energy Group Ltd and/or its applicable subsidiaries (as the context
requires).

•This presentation does not include any express or implied prices at which Woodside will buy or sell financial products.

•

A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.

Unless otherwise indicated, the targets set out in this presentation have been estimated on the basis of a variety of economic3

Acquisition creates a global LNG powerhouse

Attractive entry into a scalable, fully permitted, 27.6 Mtpa US LNG development option
with a cost-competitive phased development plan

ProvidingenergyPathway to material complementary presence in the Atlantic Basin, enabling value
and arbitrage opportunities across the Atlantic and Pacific Basins

Leverages Woodside’s LNG development, operations and marketing expertise to unlock
the development, optimise and create value
Pathway to significant cash generation underpinning long-term shareholder returns

Creating andreturning value

Conducting ourbusiness sustainably

Sustainability focus through Driftwood LNG’s emissions design-out features and potential
to reduce average Scope 1 and 2 emissions intensity of Woodside’s LNG portfolio
4Compelling transaction with shareholder value potential
Transaction overview▪

All-cash acquisition of Tellurian (NYSElisted)▪

Consideration of an all cash payment of~$900 million, or $1.00 per outstanding
share of Tellurian common stock

▪

▪

1.
2.
3.

Scope
▪

▪

Implied enterprise value of ~$1,200
million1
Loan to Tellurian of up to $230 million forinterim project funding to ensure
continued development momentum2

Includes the fully permitted, pre-FID
Driftwood LNG development opportunity,
proposed Driftwood pipeline, and additional
780-acre Site II for future optionality3
Current Driftwood LNG development plancomprises five LNG trains through fourphases, with a total permitted capacity of
27.6 Mtpa▪

Foundation development includes
Phase 1 (11 Mtpa) and Phase 2 (5.5 Mtpa)▪

More than $1 billion of expenditure incurred
to date, with site construction commenced

Conditions and timing▪

Subject to satisfaction of customary
conditions precedent including regulatory
and other approvals▪

Subject to Tellurian shareholder approval▪

Transaction expected to complete in Q4
2024▪

Targeting FID readiness for Phase 1 of theDriftwood LNG development from Q1
2025

Includes $50 million for Tellurian’s Series C Convertible Preferred equity shares, ~$90 million of net debt, a $90 million net working capital deficit, $65 million for management and debt change of control costs. Does notinclude expected interim funding from signing to close or management construction incentive payment awards.
The latest maturity date for the loan is 15 December 2024 or the date of transaction completion.
Unpermitted.

5Increases LNG portfolio and geographical diversification
Atlantic LNG

Pacific LNG

OperatedStage / capacity (100%)

Driftwood LNG(Phase 1 and 2)

Pre-FID

16.5 Mtpa

Driftwood LNG(Phase 3 and 4)

Pre-FID11.1 Mtpa

Merchant

Stage / offtake amount

Corpus Christi1

Producing 0.85 Mtpa

Commonwealth
LNG2Pre-FID

Future growth

2.5 Mtpa

Operated

MexicoPacific

Corpus Christi
Driftwood LNG
Commonwealth LNG

Stage / equity interest

NWS Project

Producing

5.6 Mtpa

Pluto LNG

Producing

4.4 Mtpa

Scarborough(targeting first
LNG 2026)

Underconstruction

6.0 Mtpa3

Non-operated

CalypsoSunriseBrowseNorth West Shelf
Scarborough
Pluto LNG
Wheatstone

Wheatstone4

Merchant
Mexico Pacific5

Stage / equity interest

Producing

1.2 Mtpa

Stage / offtake amount

Pre-FID

1.3 Mtpa

Future growth

CalypsoBrowseOperating
Under construction/not sanctioned

Sunrise

Improves positioning with buyers and enables further marketing optimisation
Expands high-quality LNG asset base
1.
2.
3.
4.
5.

Refer to announcement titled ‘Corpus Christi Liquefaction LLC conditions satisfied’, released 14 May 2015.
Refer to media announcement titled ‘Commonwealth LNG signs agreements with Woodside’, released 5 September 2022.
Includes up to 3 Mtpa (gross), 2.25 Mtpa (equity interest) processed through Pluto Train 1.
Woodside’s 13% non-operated interest in the Wheatstone Project includes the offshore platform, the pipeline to shore and the onshore plant, but excludes the Wheatstone and Iago fields and subsea infrastructure. Woodside also has a 65% interest in the
Julimar Development Project.
Refer to announcement titled ‘Woodside and Mexico Pacific sign LNG supply agreement’, released 6 December 2023.

6

Driftwood LNG is a high-quality, scalable development option

LA

Driftwood LNG is fully permitted for 27.6
Mtpa

Lake Charles

TX

Driftwood LNG
CameronLump-sum turnkey EPC contract strategy
with LNG contractor Bechtel
Globally advantaged supply source
leveraging abundant low-cost US feedgas,
with multiple connection points

Tellurian Site II

Port Arthur
Golden Pass

Sabine Pass

Commonwealth

Site II could allow for an additional 30
Mtpa in the future1
EPC contractor

1.

Subject to obtaining necessary permits and export authorisation.

Equipment &technology supplier

Liquefaction
technology supplier

7

Phased development allows flexibility

Targeting FID readiness for Phase 1 from Q1
2025. Pathway to achieving capital allocation
framework

Proposed foundation
development

Cumulative
capacity(Mtpa)

16.5 Mtpa
11 Mtpa

Cost competitive at ~$900-960/tonne forPhase 1 and 211.

22 Mtpa

Train 5Train 4Train 3Train 2Train 1

Potential returns for future phases benefit
from foundation development common
infrastructure

Expecting to bring in high-quality partners;
targeting equity sell-down of ~50%

27.6 Mtpa

Key facilities/
pipeline

Phase 1

Phase 2Phase 32 x 235,000m3
storage tanks+Berth 2+235,000m3
storage tank

Berth 1

+Berth 3

37 mile 42” line

+32 mile 42” line

Current assumption subject to full notice to proceed with EPC contractor. Includes EPC, owner’s costs and contingency costs. Excludes pipeline.

Phase 48

Development concept leverages best-in-class technology
Trains 1-3 (5.5 Mtpa per train)▪

Engineering, procurement and construction (EPC) contract awarded
to Bechtel▪

Chart IPSMR liquefaction technology; Chart IPSMR process is a more
efficient evolution of proven single-mixed-refrigerant processes▪

12x high efficiency LM6000 PF+ aeroderivative gas turbines forrefrigerant drivers (four per train)▪

Baker Hughes mixed refrigerant compressors and control units▪

Flareless restart without gas recycle

Pipeline

1.

▪

37 mile pipeline is fully permitted▪

Permitted interconnections provide flexibility in source of gas▪

Baker Hughes electric drive ICL zero-emissions compressors; best-inclass for minimising CO2-e and methane emissions1

Proposed
Driftwood LNG site
Phase 1 – Trains 1 and 2
Phase 2 – Train 3

Integrated compression line = ICL. Zero-emissions during operation and pressurised stand by. Being an electrical driven compressor, emissions are proportional to electrical grid power generation emissions. In the case ofgreen electrical power, ICL is reducing up to 99% of emissions compared to gas-fired solutions. As defined by Baker Hughes.

9

Driftwood LNG is advanced with construction commenced
Permits and contracting▪

All permits in place▪

Lump-sum turnkey EPC contract strategy; with LNG contractor Bechtel

Train 1▪

Gas turbine and LNG compressor
foundations complete▪

Cryogenic rack foundations underway▪

Coldbox and pre-treatment
foundations complete

LNG tanks 1 and 2

Trains 2 and 3▪

Piling underway

Other

▪

Rough grading complete▪

Clearing: >95% complete for Phase 1▪

Tank 2 pipe rack and boil off gas(BOG) piling complete▪

Utilities: rough grading and foundation
piling complete▪

LNG tanks 1 and 2 piling complete▪

Flare area: piling commenced

Driftwood LNG site progress

10

Leveraging Woodside’s LNG expertise to unlock Driftwood LNG

Project track record

Operational excellenceMarketing capability

Demonstrated capability in LNG plantdevelopment

35 years of LNG operations

Strong reputation as a reliable energy
supplier

Long-term relationships with Bechtel
and other key contractors (e.g. Baker
Hughes)Strong project management capabilities

World-class reliability
Proven ability to increase plant
capacity through de-bottlenecking

Long-term relationships withcustomers
Experienced marketing and trading
teams with global relationships

11Differentiated approach to US LNG increases margins
LNG value chain

Portfolio approach for marketing allows
flexibility in contract duration, and oil and gas
price indexation
Enabled by long-term shipping positions,trading capability and deep customer
relationships

1

2Strong balance sheet enables us to optimise
value across the portfolio
3

Infrastructure model
Typical US LNG

Integrated model

Typical Australian LNG

Woodside’s proposed
approach to Driftwood
Leverages elements ofintegrated model toincrease margin

Gas sourcing

Liquefaction

Shipping andtrading▪ Operator receives a fixed toll for liquefaction of third-party volumes▪ Offtakers market the volumes▪ Upstream owners exposed to full value chain▪ Gas to be sourced from abundant US gas market▪ LNG feeds Woodside’s marketing portfolio with option for some tollingvolumes▪ Expecting to bring in high-quality partners; targeting equity sell-downof ~50%12

A material Atlantic LNG position would enable marketing optionality
Volatility in LNG markets enables optimisation and arbitrage
Historical US Gulf Coast Netbacks from JKM, European Gas Marker and Brent ($US/MMbtu)

Diversification in the Atlantic and PacificBasins unlocks marketing optimisation
and arbitrage potential

70

Diversity of price indices to manage
commodity exposure

50

60

40

Long shipping position with mix of longterm, mid-term and newbuilds
Multiple inbounds from Asian, European
end-users, as well as LNG portfolio
players and US E&Ps

30

20

10

0
2010

2012

2014
JKM netback1,4

1.
2.
3.
4.

JKM Netback from Japan.
EU Gas Marker Netback from Netherlands, uses NBP 2010-2017 & TTF from 2018, and includes regasification fee.
12-14% Brent represents the average range of long-term contract pricing.
Shipping costs based on Woodside portfolio average.

2016

2018

European gas marker netback2,4

2020

2022

2024

12-14% Brent range3,413Disciplined investment through capital management framework

Capital management framework
No change to dividend policy;
continued capacity to pay strong
dividends
Phased development allows
management of investment decisions
Pathway to significant cash flow
generation to underpin future
shareholder returns

Safe,
reliableand low
cost
operations

Investment
expenditure

Strongbalancesheet

Special dividends

Dividend
policyShare buy-backs(minimum
50% payout
ratio)
Excesscash

Investment
grade credit
ratingMaintain dividend based on NPAT
excluding non-recurring items,
targeting 50-80% payout ratio

Future investment

Targeting 10-20%
gearing throughthe cycle

14

LNG is well positioned in the energy transition
Growing demand across both the Atlantic and Pacific Basins
Demand drivers

LNG demand by region (Mtpa)1
700▪

Customers’ decarbonisation goals▪

Energy security

600▪

Gas as firming power for renewables

500

>50%

>60%

400

Pacific Basin

Supply pressures▪

Regulatory environments▪

Project execution delays▪

Geopolitical

300

200

100

0
2000

1.

Wood Mackenzie LNG Tool (1Q24).

Atlantic Basin

Boil Off Gas
2010

2020

2030

15

Driftwood supports Woodside’s carbon competitiveness
Design-out features▪

Flareless restart

Potential to reduce the average emissions
intensity of Woodside’s LNG portfolio1

Favourable future decarbonisation
pathways

Scope 1 and 2 gross emission intensity (kg CO2-e/boe production)▪

Potential CCS solutions▪

Phased development allows incorporationof technology advancements▪

Supportive State and Federal policy

50▪

Methane reduction measures and design
to minimise leakage

40▪

SOX and NOX reduction30▪

US-first electric drive pipeline
compressors

20
100
Woodside 2023 LNG
plantsWoodside 2023
portfolio

Driftwood LNG
facility 2

Woodside’s existing emissions reduction targets and net zero aspiration remain unchanged3

1.
2.
3.

Scope 1 and 2 gross equity greenhouse gas emissions intensity. Woodside LNG plant emissions intensity refers to intensity of production of the LNG product only.
Estimate based on information provided by Tellurian.
Woodside’s net emissions reduction targets are for net equity Scope 1 and 2 greenhouse gas emissions, with a targeted reduction of 15% by 2025, 30% by 2030, with an aspiration of net zero by 2050. The net emissions reduction targets are relative to astarting base representative of the gross annual average equity Scope 1 and 2 greenhouse gas emissions over 2016-2020 and may be adjusted (up or down) for potential equity changes in producing or sanctioned assets with a final investment decision prior
to 2021. Please refer to the Glossary starting on page 22 and the section on decarbonisation strategy starting on page 13 of Woodside’s Climate Transition Action Plan and 2023 Progress Report for further information on the definition and calculation of Scope
1 and 2 net equity greenhouse gas emissions.

16Acquisition creates a global LNG powerhouse

Attractive entry into a scalable, fully permitted, 27.6 Mtpa US LNG development option
with a cost-competitive phased development plan

ProvidingenergyPathway to material complementary presence in the Atlantic Basin, enabling value
and arbitrage opportunities across the Atlantic and Pacific Basins

Leverages Woodside’s LNG development, operations and marketing expertise to unlock
the development, optimise and create value
Pathway to significant cash generation underpinning long-term shareholder returns

Creating andreturning value

Conducting ourbusiness sustainably

Sustainability focus through Driftwood LNG’s emissions design-out features and potential
to reduce average Scope 1 and 2 emissions intensity of Woodside’s LNG portfolio
17

Q&A

APPENDIX

Our strategy is to thrive through the energy transition
Thrive through the energy transition

Goals which drive our strategic direction

n

Re

Low
L ow c o s t

OPTIMISE VALUEANDSHAREHOLDER
RETURNSD i v e r s i f ied

2.

Providing energy

Creating andreturning value

through disciplined capitalmanagement

Conducting ourbusiness sustainably

through contribution toenvironment and communities

t

1.

s

through a high-quality portfolio,
geographically advantaged to meetgrowing LNG demand2

en

er

o
rb

1

ili

Ca

Profitable

For Woodside, a lower carbon portfolio is one from which the net equity Scope 1 and 2 greenhouse gas emissions, which includes the use of offsets, are being reduced towards targets, and into which new energy products
and lower carbon services are planned to be introduced as a complement to existing and new investments in oil and gas. Our Climate Policy sets out the principles that we believe will assist us achieve this aim.
20
Global LNG demand is forecast to grow 53% to 2033, supported by Europe, China and emerging Asia. Base case scenario. Wood Mackenzie Global Gas Investment Horizon Outlook, October 2023.

Disciplined capital allocation framework
OIL

GAS

OFFSHORE

FOCUS

PIPELINE

Generate high returns to funddiversified growth, focusing onhigh quality resourcesHigh cash generation

CHARACTERISTICS

Shorter payback period
Quick to market

OPPORTUNITYTARGETSEMISSIONSREDUCTIONS
1.
2.
3.

NEW ENERGY
LNG

Leveraging infrastructure to monetise undevelopedgas, including optionality for hydrogen

Stable long-term cash
flow profile
Resilient tocommodity pricing

DIVERSIFIED
New energy products and lower
carbon services to reduce customers’emissions: hydrogen, ammonia, CCUS1

Long-term cash flow
Strong forecast
demandDeveloping market
Lower capital requirement
Lower risk profile

Upside potential

IRR > 15%

IRR > 12%

IRR > 10%

Payback within 5 years2

Payback within 7 years2

Payback within 10 years2

30% net emissions reduction by 2030, net zero aspiration by 2050 or sooner3

CCUS refers to carbon capture utilisation and storage.
Payback refers to RFSU + X years.
Woodside’s net emissions reduction targets are for net equity Scope 1 and 2 greenhouse gas emissions, with a targeted reduction of 15% by 2025, 30% by 2030, with an aspiration of net zero by 2050. The net emissions reduction targets are relative to astarting base representative of the gross annual average equity Scope 1 and 2 greenhouse gas emissions over 2016-2020 and may be adjusted (up or down) for potential equity changes in producing or sanctioned assets with a final investment decision prior
to 2021. Please refer to Woodside’s Climate Report 2022 (glossary starting on page 59 and the section on decarbonisation strategy starting on page 28) for further information on the definition and calculation of Scope 1 and 2 net equity greenhouse gas
emissions.

21

Glossary

1.
2.

$, $m, $B

US dollar unless otherwise stated, millions of dollars, billions of dollars

IFRS

International Financial Reporting Standards Foundation. For more information see www.ifrs.org

A$, AUD

Australian dollar

IRRInternal rate of return

Aspiration

Woodside uses this term to describe an aspiration to seek the achievement of an outcome but where
achievement of the outcome is subject to material uncertainties and contingencies such that Woodsideconsiders there is not yet a suitable defined plan or pathway to achieve that outcome.

JCC

The Japan customs-cleared crude is the average price of customs-cleared crude oil imports into Japan asreported in customs statistics (also known as ‘Japanese crude cocktail’) and is used as a reference price forlong-term supply LNG contracts

Bcf

Billion cubic feet

JKMboe, kboe, MMboe, Bboe

Barrel of oil equivalent, thousand barrels of oil equivalent, million barrels of oil equivalent, billion
barrels of oil equivalentJapan Korea Marker is the North-east Asian spot price index for LNG delivered ex-ship to Japan, South
Korea, China and Taiwan.

JV

Joint venture

Capital expenditure

Includes capital additions on oil and gas properties and evaluation capitalised

KGP

Karratha Gas Plant

CCS

Carbon capture and storage

Liquidity

Cash and undrawn facilities

CCU

Carbon capture and utilisation

CCUS

Carbon capture, utilisation and storage

LNG

Liquefied natural gas

CH4

MethaneLower carbon

CO2

Carbon dioxide

Woodside uses this term to describe the characteristic of having lower levels of associated potential GHG
emissions when compared to historical and/or current conventions or analogues, for example relating toan otherwise similar resource, process, production facility, product or service, or activity

Lower carbon economy

A lower carbon economy is an economy that produces lower levels of greenhouse gas emissions relative
to today’s economy

CO2-e

CO₂ equivalent. The universal unit of measurement to indicate the global warming potentialof each of the seven greenhouse gases, expressed in terms of the global warming potentialof one unit of carbon dioxide. It is used to evaluate releasing (or avoiding releasing) any
greenhouse gas against a common basis.

Lower carbon energy provider

Woodside uses this term to describe its aspiration to develop a lower carbon portfolio

cps

Cents per share

Decarbonisation

Woodside uses this term to describe activities or pathways that have the effect of moving towards a
state that is lower carbon, as defined in this glossary

Lower carbon portfolio

Equity greenhouse gas emissions

Woodside sets its Scope 1 and 2 greenhouse gas emissions reduction targets on an equity basis. This
ensures that the scope of its emissions reduction targets is aligned with its economic interest in its
investments. Equity emissions reflect the greenhouse gas emissions from operations according toWoodside’s share of equity in the operation. Its equity share of an operation reflects its economic
interest in the operation, which is the extent of rights it has to the risks and rewards flowing from theoperation1

For Woodside, a lower carbon portfolio is one from which the net equity scope 1 and 2 greenhouse gas
emissions, which includes the use of offsets, are being reduced towards targets, and into which newenergy products and lower carbon services are planned to be introduced as a complement to existing andnew investments in oil and gas. Woodside’s Climate Policy sets out the principles that we believe willassist us achieve this aim

Lower carbon power

Lower carbon power comes from processes or technologies that produce electricity witha lower greenhouse gas emissions intensity relative to electricity produced from a higher
emissions intensity source

Lower carbon services

Woodside uses this term to describe technologies, such as CCUS or offsets, that may be capable ofreducing the net greenhouse gas emissions of our customers

MMbbl

Million barrels

MMBtu

Million British thermal units

Mtpa

Million tonnes per annum

Net debt

Interest-bearing liabilities and lease liabilities less cash and cash equivalents

Net equity greenhouse gas
emissions

Woodside’s equity share of net greenhouse gas emissions which includes the utilisation ofcarbon credits as offsets

FEED

Front-end engineering design

FID

Final investment decision

Flaring

The controlled burning of gas found in oil and gas reservoirs

FPSO

Floating production storage and offloading

FPU

Floating production unit

Gearing

Net debt divided by net debt and equity attributable to the equity holders of the parent

GHG or greenhouse gas

The seven greenhouse gases listed in the Kyoto Protocol are: carbon dioxide (CO 2); methane (CH4);
nitrous oxide (N2O); hydrofluorocarbons (HFCs); nitrogen trifluoride (NF3); perfluorocarbons (PFCs); andsulphur hexafluoride (SF6)2World Resources Institute and World Business Council for Sustainable Development 2004. “GHG Protocol: a corporate accounting and reporting standard”.
Convention on Biological Diversity (1992).

22

Glossary

1.
2.

Net zeroNet zero emissions are achieved when anthropogenic emissions of greenhouse gases to theatmosphere are balanced by anthropogenic removals over a specified period. Where multiple
greenhouse gases are involved, the quantification of net zero emissions depends on the climate metricchosen to compare emissions of different gases (such as global warming potential, global temperaturechange potential, and others, as well as the chosen time horizon) 1

New energy

Woodside uses this term to describe energy technologies, such as hydrogen or ammonia,
that are emerging in scale but which are expected to grow during the energy transition due
to having lower greenhouse gas emissions at the point of use than conventional fossil fuels.
May include new energy products that have been manufactured from fossil fuels

NGLs

Natural gas liquids

NPAT

Net profit after tax

NWS

North West Shelf

Operating cash flow

Cash flow from operating activities

Operator, Operated andnon-operated

Oil and gas joint venture participants will typically appoint one company as the operator, which willhold the contractual authority to manage joint venture activities on behalf of the joint venture
participants. Where Woodside is the operator of a joint venture in which it holds an equity share, thisreport refers to that joint venture as being operated. Where another company is the operator of a joint
venture in which Woodside holds an equity share, this report refers to that joint venture as being nonoperated

PRRT

Petroleum resource rent tax

Reserves replacement

Reserves replacement is the extent to which the year’s production has been replaced by reserves added
to our reserve base. This includes changes resulting from extensions and discoveries, transfers,
revisions to previous estimates, and acquisitions and divestments

RFSU

Ready for start-up

Scope 1 greenhouse gas
emissions

Direct GHG emissions. These occur from sources that are owned or controlled by the company, forexample, emissions from combustion in owned or controlled boilers, furnaces, vehicles, etc.; emissions
from chemical production in owned or controlled process equipment. Woodside estimates greenhousegas emissions, energy values and global warming potentials are estimated in accordance with therelevant reporting regulations in the jurisdiction where the emissions occur (e.g. Australian National
Greenhouse and Energy Reporting (NGER), US EPA Greenhouse Gas Reporting Program (GHGRP)).
Australian regulatory reporting principles have been used for emissions in jurisdictions where
regulations do not yet exist2

Scope 2 greenhouse gas
emissionsElectricity indirect GHG emissions. Scope 2 accounts for GHG emissions from the generation ofpurchased electricity consumed by the company. Purchased electricity is defined as electricity that ispurchased or otherwise brought into the organisational boundary of the company. Scope 2 emissions
physically occur at the facility where electricity is generated. Woodside estimates greenhouse gas
emissions, energy values and global warming potentials are estimated in accordance with the relevant
reporting regulations in the jurisdiction where the emissions occur (e.g. Australian National
Greenhouse and Energy Reporting (NGER), US EPA Greenhouse Gas Reporting Program (GHGRP)).
Australian regulatory reporting principles have been used for emissions in jurisdictions where
regulations do not yet exist2

Scope 3 greenhouse gas
emissions

Other indirect GHG emissions. Scope 3 is a reporting category that allows for the treatment of all otherindirect emissions. Scope 3 emissions are a consequence of the activities of the company, but occur fromsources not owned or controlled by the company. Some examples of Scope 3 activities are extraction andproduction of purchased materials; transportation of purchased fuels; and use of sold products andservices. Please refer to the data table on page 73 for further information on the Scope 3 emissions
categories reported by Woodside2

Short-, medium andlong-termThis report refers to ranges of time as follows: short-term means from now until 2025; medium-termmeans 2026-2035; long-term means 2036 and beyond. Woodside also refers to “near-term” and “mediumterm” in the specific context of its net equity Scope 1 and 2 greenhouse gas emissions reduction targets.
In this context, near-term refers to the 2025 as a point in time, and medium term refers to 2030 as a point
in time, being the years to which the targets relate

Starting base

For its net equity Scope 1 and 2 emissions targets, Woodside uses a starting base of 6.32 Mt CO 2-e whichis representative of the gross annual average equity Scope 1 and 2 greenhouse gas emissions over 20162020 and which may be adjusted (up or down) for potential equity changes in producing or sanctioned
assets with a final investment decision prior to 2021. Net equity emissions include the utilisation of carbon
credits as offsets

Sustainability (including
sustainable and sustainably)

References to sustainability (including sustainable and sustainably) are used with reference to Woodside’s
Sustainability Committee and sustainability related Board policies, as well as in the context of Woodside’s
aim to ensure its business is sustainable from a long-term perspective, considering a range of factors
including economic (including being able to sustain our business in the long term by being low cost andprofitable), environmental (including considering our environmental impact and striving for a lower
carbon portfolio), social (including supporting our license to operate), and regulatory (including ongoingcompliance with relevant legal obligations). Use of the terms ‘sustainability’, ‘sustainable’ and ‘sustainably’
is not intended to imply that Woodside will have no adverse impact on the economy, environment, or
society, or that Woodside will achieve any particular economic, environmental, or social outcomes.

TargetWoodside uses this term to describe an intention to seek the achievement of an outcome, where
Woodside considers that it has developed a suitably defined plan or pathway to achieve that outcome

TTF

Title transfer facility

USD

United States dollar

Woodside

Woodside Energy Group Ltd ACN 004 898 962 or its applicable subsidiaries

YTD

Year to date

IPCC, 2018: Annex I: Glossary [Matthews, J.B.R. (ed.)]. In: Global Warming of 1.5°C. An IPCC Special Report on the impacts of global warming of 1.5°C above pre-industrial levels and related global greenhouse gas emission pathways, in the context ofstrengthening the global response to the threat of climate change, sustainable development, and efforts to eradicate poverty [Masson-Delmotte, V., P. Zhai, H.-O. Pörtner, D. Roberts, J. Skea, P.R. Shukla, A. Pirani, W. Moufouma-Okia, C. Péan, R. Pidcock, S.
Connors, J.B.R. Matthews, Y. Chen, X. Zhou, M.I. Gomis, E. Lonnoy, T. Maycock, M. Tignor, and T. Waterfield (eds.)]. In Press. Page 555.
World Resources Institute and World Business Council for Sustainable Development 2004. “GHG Protocol: a corporate accounting and reporting standard”.

23

Head Office:Woodside Energy Group Ltd
Mia Yellagonga
11 Mount Street
Perth WA 6000
Postal Address:
GPO Box D188
Perth WA 6840
Australia
T: +61 8 9348 4000
F: +61 8 9214 2777
E: companyinfo@woodside.com
Woodside Energy Group Ltd
ABN 55 004 898 962
woodside.com