Tamboran to acquire Falcon Oil & Gas in Beetaloo Basin consolidation

DUBLIN/SYDNEY - Tamboran Resources Corporation (NYSE:TBN, ASX: TBN) has entered into a definitive agreement to acquire Falcon Oil & Gas Ltd. (TSXV:FO, AIM: FOG), creating a combined entity with approximately 2.9 million net prospective acres across Australia’s Beetaloo Basin.

Under the terms of the transaction announced Tuesday, Tamboran will acquire all of Falcon’s subsidiaries for 6,537,503 shares of Tamboran NYSE Common Stock and $23.7 million in cash. The deal values Falcon’s subsidiaries at C$239 million (£128 million), representing a 19.7% premium to Falcon’s closing price on September 29 and a 53.2% premium to its 90-day volume-weighted average price. For deeper insights into merger valuations and company fundamentals, InvestingPro subscribers have access to over 10 additional exclusive tips and comprehensive financial metrics.

Upon completion, Falcon will distribute Tamboran shares to eligible shareholders at an exchange ratio of 0.00687 shares of Tamboran NYSE Common Stock for each Falcon Common Stock, with Falcon shareholders expected to own approximately 26.8% of the combined company.

The transaction, unanimously approved by both companies’ boards of directors, is expected to close by the first quarter of 2026, subject to shareholder approvals and other customary closing conditions. Following completion, Falcon intends to seek shareholder approval for the cancellation of its shares from trading on the AIM market and the TSX Venture Exchange.

"This Transaction brings Falcon’s shareholders’ interests in the Beetaloo directly to the centre of operations," said Philip O’Quigley, Falcon Oil & Gas CEO. "Upon closing, Falcon shareholders will benefit from increased exposure to the critically important pilot development currently underway in the Beetaloo."

Richard Stoneburner, Tamboran’s Chairman and Interim CEO, described the deal as "a logical consolidation" that will strengthen Tamboran’s acreage position across the majority of the Beetaloo depocenter following the checkerboarding process with Daly Waters Energy.

The transaction will increase Tamboran’s working interest in the Phase 2 Development Area to 80.62% ahead of a previously announced farmout process. The combined entity will have a pro forma market capitalization exceeding $500 million, significantly larger than Falcon’s current market cap of $143 million. While Falcon currently operates with minimal debt and maintains a healthy current ratio of 2.59, analysts anticipate continued investments in development activities will be required before achieving profitability.

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