Variable Interest Entities

3 Months Ended

Sep. 30, 2026

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Variable Interest Entities

Note 2 – Variable Interest Entities

TB1

Tamboran (B1) Pty Ltd (“TB1”) is a 50/50 joint venture between the Company, through its wholly owned subsidiary

Tamboran (West) Pty Ltd (“TR West”), and Daly Waters Energy, LP (“DWE”) governed by the terms of a joint venture

and shareholders agreement originally dated September 18, 2022, as amended and restated on June 3, 2024 and further

amended and restated on May 12, 2025 (as so amended and restated, the “TB1 JVSA”). On March 20, 2026, the parties

entered into a Deed of Addendum to the TB1 JVSA (the “JVSA Addendum”), which further amended the TB1 JVSA. In

determining the primary beneficiary of TB1, the Company considered those activities which most significantly impact the

economic performance of TB1, including, for example, which entity serves as the manager, determination of the strategy

and direction of TB1, and the power to create a budget.

The Group is the sole manager of TB1, responsible for managing the day-to-day operations of TB1. The Group, as

manager, also prepares the work plans and budgets of TB1. As such, the Group has the power to direct those activities

which most significantly impact TB1’s economic performance and therefore is the primary beneficiary of TB1. As a result,

the results of TB1 have been included in the accompanying condensed consolidated financial statements. TB1 has no assets

that are collateral for or restricted solely to settle its obligations. The creditors of TB1 do not have recourse to the Group’s

general credit.

The Group also assessed which party to the TB1 JVSA has the obligation to absorb losses or the right to receive the

benefits of the VIE that could potentially be significant to the VIE. The future profits and losses of TB1 are shared by the

Group and DWE in proportion to their respective equity interest in TB1, however, to date the Group has contributed a

greater proportion of the capital and has no ability to recoup any of the excess funding the Group has made to TB1 from

DWE and therefore has a greater exposure to absorb losses.

Checkerboard Strategy means an approach to dealing with EPs 76, 98 and 117 whereby Tamboran and DWE pursue

a split of 50% of TB1 Operator’s interest in the Permits such that the title and ownership of the Permits will be split evenly,

as between Tamboran and Daly Waters, in terms of equity interest and operated blocks in respect of the specific area.

During the fiscal year ended June 30, 2026, the following material developments occurred with respect to TB1 and the

Checkerboard Strategy:

•The JVSA Addendum, among other things, reshaped and expanded the Dev A++ Area by approximately 100,000 acres

and rebranded it as the “Phase 2 Development Area” or “P2DA.” The JVSA Addendum also provides for the

realignment of beneficial interests in certain Checkerboard Blocks upon satisfaction of specified conditions, including

completion of the Group’s acquisition of the Falcon Acquisition, which was substantially completed on May 28, 2026.

As of September 30, 2026, the realignment remains subject to regulatory approvals and other conditions precedent.

•Also on March 20, 2026, TR West, the Company, DWE and DWE’s related party, Elliott Energy I Pty Ltd (“Elliott”)

entered into a Deed of Addendum to the Asset Sale Agreement dated May 12, 2025 (the “ASA Addendum”). The

ASA Addendum extended the Dev A++ end date to December 31, 2026 and the C10 end date to December 31, 2027,

and added approximately 100,000 acres of additional acreage at the same $150 per acre consideration.

•On March 23, 2026, Tamboran B2 Pty Ltd (“TB2”) entered into the Checkerboard Sale and Purchase Deed (Stage 1)

to effectuate the transfer of interests in the North and South First Strategic Development Areas (“FSDAs”) plus P2DA

and Beetaloo Central Development Area (“BCDA”) to the relevant parties in accordance with the Checkerboard

Strategy. As of September 30, 2026, the Checkerboard Strategy remains subject to regulatory approvals and other

conditions precedent.

•On March 25, 2026, TB2 entered into the Checkerboard Sale and Purchase Deed (Stage 2) to effectuate the transfer of

interests in the remaining BJV areas (outside of the FSDAs, P2DA and BCDA) to the relevant parties in accordance

with the Checkerboard Strategy. As of September 30, 2026, the Checkerboard Strategy remains subject to regulatory

approvals and conditions precedent.

•On March 30, 2026, Tamboran (Beetaloo) Pty Limited entered into a Farm-In Agreement with DWE to farm down

approximately 10,000 acres of its working interest across the FSDAs and BCDA. The Farm-In Agreement provides for

a staged earn-in of up to approximately $28.5 million, subject to structured off-ramp provisions. Completion is subject

to certain conditions precedent.

The Northern Territory Department of Mining and Energy notified the Group on May 29, 2026 of its intention to

grant the retention licenses and subsequently extended the acceptance period from August 27, 2026 to November 25, 2026.

Pursuant to the JVSA Addendum, the Group and DWE intend to transfer the retention license applications to the proposed

license holders prior to the grant of the retention licenses. Prior to the transfer of the retention license applications

occurring, DWE would have the right, under the TB1 JVSA, to assume the role of Manager of TB1 in the event that certain

future conditions are met. In such event, the Group would no longer have the power to direct the activities that most

significantly impact TB1’s economic performance and would no longer be considered the primary beneficiary.

Accordingly, the Group would be required to deconsolidate TB1 and recognize its remaining interest as an equity method

investment. The Group has assessed that it is remote that any of these future conditions will occur prior to transfer of the

retention license applications.

On July 8, 2026, the Company and DWE entered into a letter agreement establishing interim funding and voting

arrangements under the Beetaloo JOA, pending the grant of the retention licenses and the interest realignment

contemplated by the JVSA Addendum and the Checkerboard Strategy. During this interim period, the Group and DWE

will each fund, and be deemed entitled to vote, an agreed percentage of the obligations and rights attributable to each area,

without amending their respective equity interests in TB1 or the voting thresholds under the TB1 JVSA. The arrangements

terminate upon the grant of the last of the retention licenses (subject to earlier termination rights held by DWE over the

BCDA and South FSDA areas).

The following table summarizes the carrying amounts of TB1’s assets and liabilities included in the Group’s

condensed consolidated balance sheet as of September 30, 2026 and June 30, 2026 (in thousands):

	September 30, 2026	June 30, 2026
ASSETS
Current assets
Cash and cash equivalents	$12,792	$10,885
Trade and other receivables:
Joint interest billing	6,704	890
ATO receivable	1,752	2,956
Other receivable	—	38
Prepaid expenses and other current assets	7,246	5,056
Total current assets	28,494	19,825
Natural gas properties, successful efforts method:
Unproved properties	527,394	464,060
Property, plant and equipment, net	258	—
Operating lease right-of-use-assets	615	1,283
Finance lease right-of-use assets	12,245	14,345
Prepaid expenses and other non-current assets	4,604	4,604
Total non-current assets	545,116	484,292
TOTAL ASSETS	$573,610	$504,117
LIABILITIES
Current liabilities
Accounts payable and accrued expenses	$35,811	$44,788
Current portion of operating lease obligations	761	1,451
Current portion of finance lease obligations	17,059	14,410
Total current liabilities	53,631	60,649
Finance lease obligations	5,502	8,354
Asset retirement obligations	6,486	6,181
Loan from Group	291,130	247,762
Total non-current liabilities	303,118	262,297
TOTAL LIABILITIES	$356,749	$322,946

Tamboran SPCF Pty Ltd

In October 2024, the Company, through its wholly owned subsidiary Tamboran SPCF Pty Ltd (“TR SPCF”), entered

into a Unit Holders and Shareholders Deed with Daly Waters Infrastructure, LP (“DWI”) for the establishment of a trust

(“SPCF Sub Trust”) to be owned 50%/50% by the Group and DWI to own the SPCF. In determining the primary

beneficiary of the SPCF Sub Trust, the Company considered those activities that most significantly impact the economic

performance of the SPCF, including, for example, which entity serves as the manager, determination of the strategy and

direction of the SPCF, and the power to create a budget.

The Group was appointed as manager of the SPCF Sub Trust responsible for managing the day-to-day operations of

the SPCF. The Group, as manager, also prepares the work plans and budget of the SPCF Sub Trust. As such, the Group has

the power to direct those activities that most significantly impact the SPCF’s economic performance and therefore is the

primary beneficiary of the SPCF Sub Trust. As a result, the results of SPCF Sub Trust have been included in the

accompanying condensed consolidated financial statements. SPCF Sub Trust has no assets that are collateral for or

restricted solely to settle its obligations. The creditors of SPCF Sub Trust do not have recourse to the Group’s general

credit.

The Group also assessed which party to the SPCF Sub Trust has the obligation to absorb losses or the right to receive

the benefits of the VIE that could potentially be significant to the VIE. The future profits and losses of SPCF Sub Trust are

shared by the Group and DWI in proportion to their respective equity interest in SPCF Sub Trust, and both parties have no

ability to recoup any funding the Group has made to SPCF.

The following table summarizes the carrying amounts of SPCF Sub Trust’s assets and liabilities included in the

Group’s condensed consolidated balance sheet as of September 30, 2026 and June 30, 2026 (in thousands):

	September 30, 2026	June 30, 2026
ASSETS
Current assets
Cash and cash equivalents	$6,028	$3,872
Restricted cash	9,614	11,960
Trade and other receivables:
ATO receivable	1,674	396
Other receivable	37	45
Total current assets	17,353	16,273
Natural gas properties, successful efforts method:
Assets under construction - natural gas equipment	89,081	72,287
Prepaid expenses and other non-current assets	2,256	2,608
Total non-current assets	91,337	74,895
TOTAL ASSETS	$108,690	$91,168
LIABILITIES
Current liabilities
Accounts payable and accrued expenses	$10,144	$7,380
Intercompany payable	2,840	3,102
Current portion of long-term debt	5,074	—
Total current liabilities	18,058	10,482
Asset retirement obligations	213	204
Long-term debt, net	67,461	59,043
Other non-current liabilities	755	746
Total non-current liabilities	68,429	59,993
TOTAL LIABILITIES	$86,487	$70,475