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Commitments and Contingencies
3 Months Ended
Sep. 30, 2026
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies Note 13 – Commitments and Contingencies
From time to time, the Group may be subject to various claims, title matters and legal proceedings arising in the
ordinary course of business, including environmental contamination claims, personal injury and property damage claims,
claims related to joint interest billings and other matters under natural gas operating agreements and other contractual
disputes. The Group maintains general liability and other insurance to cover some of these potential liabilities. All known
liabilities are fully accrued based on the Group’s best estimate of the potential settlement amount. While the outcome and
impact on the Group cannot be predicted with certainty, the Group believes that its ultimate liability with respect to any
such matters will not have a significant impact or material adverse effect on its financial position, results of operations or
cash flows. Results of operations and cash flows, however, could be significantly impacted in the reporting periods in
which such matters are resolved.
Capital Commitments
(in thousands)
September 30,
2026
June 30,
2026
Committed at the reporting date but not recognized as liabilities, payable:
Sweetpea
$24,117
$24,028
EP 161
6,099
6,024
Beetaloo Joint Venture
56,634
73,322
Midstream
$6,995
$22,957
Sweetpea
Sweetpea’s committed spend as of September 30, 2026, was $24.1 million, which was related to two licenses, EP
136 with total commitments of $14.6 million and EP 143 with total commitments of $9.5 million.
A renewal application for EP 136 was submitted to the Department of Mining and Energy (“DME”) in November
2025, requesting an extension of the permit for a period of 18 months to January 2031. The request for this extension was
not granted but the DME did grant changes to the program which varied the work program conditions for years 2 through
5, suspended the work program conditions of year 2 for a period of twelve (12) months from July 23, 2026 to July 23, 2027
and extended the term of the EP for a period of twelve (12) months from July 23, 2029 to July 23, 2030. These changes
were effective as of July 23, 2026. As such, the Group maintains a minimum work program commitment of $14.6 million.
An application for EP 143 was submitted and approved by the DME in June 2026 requesting a variation of the
minimum work program for years 2 and 3. The total minimum work program commitments remained the same at $9.5
million.
EP 161
For the EP 161 working interest, we are obligated to contribute our share of expenses to uphold our stake in this
permit, for which Santos Limited is the operator. An application was approved in December 2025 to extend the term of the
exploration permit and the required work program which includes the drilling and stimulation of two horizontal wells,
along with related geological and geophysical studies to March 2027. Our commitment through March 2027 is expected to
be $6.1 million based on approved minimum work requirements. There are no minimum commitment requirements after
March 2027.
Beetaloo Joint Venture
A variation application was submitted to DME in September 2025 to vary the minimum work program for years 3, 4
and 5. On July 3, 2026, the DME approved variations to the minimum work program commitments of EP 98 for years 3, 4
and 5 and EP 117 for years 3 and 4. The DME did not approve variations to years 4 and 5 for EP 76. The terms of the
Beetaloo Joint Venture continue to necessitate specific minimum work obligations through May 2028. These commitments
include an expected spend of $56.6 million related to drilling and multi-stage hydraulic fracturing of four wells, and
subsurface studies, with expenditure across EP 76 of $14.3 million, EP 98 of $28.1 million and EP 117 of $14.3 million.
Midstream
Committed spend remaining for the SPCF project as of September 30, 2026, was $7.0 million which was related to
the remaining procurement, inspection and commissioning of the facility.
Environmental
The Group’s operations are subject to risks normally associated with drilling, completion and production of oil and
gas, including blowouts, fires, and environmental risks such as oil spills or gas leaks that could expose the Group to
liabilities associated with these risks.
In the Group’s acquisition of existing or previously drilled well bores, the Group may not be aware of prior
environmental safeguards, if any, that were taken at the time such wells were drilled or during such time the wells were
operated. The Group maintains comprehensive insurance coverage that it believes is adequate to mitigate the risk of any
adverse financial effects associated with these risks.
However, should it be determined that a liability exists with respect to any environmental cleanup or restoration, the
liability to cure such a violation could still fall upon the Group. No claim has been made, nor is the Group aware of any
liability which the Group may have, as it relates to any environmental cleanup, restoration, or the violation of any rules or
regulations relating thereto.
Legal Proceedings
The Group is a party to legal proceedings encountered in the ordinary course of its business. While the ultimate
outcome and impact to the Group cannot be predicted with certainty, in the opinion of management, it is remote that these
legal proceedings will have a material adverse impact on the Group’s condensed consolidated financial condition, results of
operations or cash flows.
Other Commitments and Contingencies
As part of its ongoing business and operations, the Group is required to provide bank letters of credit and bank
guarantees for various purposes, including environmental remediation, reclamation, construction costs and other general
corporate purposes.
On December 19, 2024, TR Ltd., as guarantor, entered into the Facility Agreement with TR West, as borrower, each
a wholly-owned subsidiary of the Company, as obligors, and Macquarie, as lender. The Facility Agreement provides TR
West with A$25.0 million in availability (“Facility A”) for letters of credit and bank guarantees (“performance bonds”),
and includes two additional performance bond facilities, each in the amount of A$5.0 million (“Facility B” and “Facility
C,” respectively, and collectively, the “Facilities”). Availability under the Facility B and Facility C was subject, among
other conditions, to the Company raising additional capital in the amounts of at least A$62.5 million and A$75.0 million,
respectively, which occurred in July 2025 following completion of that equity raise. Accordingly, the full A$35.0 million
under Facilities A, B and C is available. On May 13, 2026, the Board approved an increase in the total facility limit with
Macquarie from A$35.0 million to A$40.0 million by way of a new facility of A$5.0 million (“Facility D”). In addition,
several other amendments were made to the terms of the Facility Agreement, including a reduction in the minimum
liquidity threshold from A$20.0 million to A$10.0 million and a reduction in the compliance reporting obligations. All
Facilities terminate on December 19, 2027. The obligations under the Facility Agreement are unconditionally guaranteed
on a senior secured basis by TR Ltd.
The Facilities are subject to customary representations, warranties and ongoing affirmative and negative covenants
and agreements. The Group is required to maintain minimum liquidity of A$10.0 million and have a current ratio of at least
1:1. The Facility Agreement provides for events of default that include, among others, nonpayment of any amount due
under the Facility Agreement, breach of covenants and certain events of bankruptcy or insolvency. If an event of default
occurs, Macquarie will be able to, among other things, terminate the commitments immediately, declare any amounts
outstanding to be due and payable in whole or in part, and exercise other rights and remedies. The Group was in
compliance with all terms of the Facility Agreement as of September 30, 2026.
In relation to Facility A, the Group incurred an establishment fee of A$0.5 million. The outstanding letters of credit
and bank guarantees under the Facilities are subject to a drawdown fee of 10% per annum, payable quarterly in arrears. The
Group is also required to pay a commitment fee of 4% per annum, payable quarterly in arrears, on the average monthly
unused amount of the Facilities. If the Group fails to pay any amount payable under the Facility Agreement by the due
date, interest accrues on the overdue amount at a rate of 12% per annum, payable quarterly in arrears.
As of September 30, 2026, there was A$28.1 million of letters of credit issued under the Facility Agreement. As of
September 30, 2026, there was A$7.7 million of unused credit under Facility A, less than A$0.1 million of unused credit
under Facility B and Facility C, and A$4.2 million of unused credit under Facility D.
Costs incurred in connection with securing the Facility Agreement, including fees paid to legal advisors and third
parties, are deferred and amortized to interest expense over the term of the Facility Agreement. As of September 30, 2026,
total unamortized debt issuance costs were A$0.4 million. During the three months ended September 30, 2026 and 2025,
the Group recorded A$0.1 million and A$0.1 million, respectively, as amortization of deferred debt issuance costs as a part
of interest expense.
In December 2024, Tamboran B1 Operator signed a Development Agreement (“DA”) with APA Group (“APA”) that
defines the conditions under which APA will design and construct the SPP. Under the DA, Tamboran B1 Operator is
required to put in place bank guarantees that cover approximately two-thirds of APA’s projected construction cost. As of
September 30, 2026, Tamboran had drawn down A$21.7 million in bank guarantees related to the SPP. Pursuant to the Gas
Transportation Agreement (“GTA”) signed with APA, the bank guarantees will be reduced or released by APA once
certain performance conditions are met and first gas has been delivered to the NT Government under the Gas Sales
Agreement (“GSA”). During the quarter ended September 30, 2026, bank guarantees of A$6.4 million were released by
APA following satisfaction of the Phase 1 release conditions in the DA. APA may call on the bank guarantees if certain
defaults under the GTA remain unremedied, which in turn triggers a requirement by Tamboran B1 Operator to deposit cash
amounts sufficient to cover the bank guarantees under the Facility Agreement with Macquarie.