Business and Basis of Preparation

Tamboran is an early-stage growth-oriented natural gas company with a vision of supporting the net zero CO2 energy

transition in Australia and Asia-Pacific through developing low CO2 unconventional gas resources in the Northern

Territory (“NT”) of Australia. The Group is in the exploration and appraisal stage with a current focus on exploiting its

primary assets, which are rights to working interests (“Tenements”) in exploration acreage in the Beetaloo sub-basin

(“Beetaloo” or “Beetaloo Basin”), NT Australia. To date, the Group has not determined whether the Tenements contain any

natural gas reserves that are economically recoverable. Further, the Group had no revenues from its gas operations as of

Going Concern and Management’s Liquidity Plan

The accompanying condensed consolidated financial statements have been prepared on the basis that the Group will

continue as a going concern which contemplates the realization of assets and the satisfaction of liabilities in the ordinary

and usual course of business.

As of December 31, 2025, the Group had:

•not generated revenues since inception, and will not generate earnings in the next 12 months sufficient to

satisfy all liabilities in the ordinary and usual course of business;

•a working capital surplus of $38.4 million arising from an increase in cash and cash equivalents subsequent to

the capital raise activities during the period;

•long-term debt drawn down of $32.6 million related to the construction of the Sturt Plateau Compression

Facility (“SPCF”) plus associated financing costs;

•an accumulated deficit of $182.1 million since inception; and

•significant expenditures planned for natural gas properties in the next 12 months.

While these factors raise substantial doubt regarding the Group’s ability to continue as a going concern for the 12

months following the date these condensed consolidated financial statements were available for issuance, there have been

milestones recently satisfied by the Company that indicate progress towards eliminating this substantial doubt in future

periods. These include reaching Final Investment Decision (“FID”) for the Shenandoah South Pilot Project, which is

currently on track to commence first gas sales from the second half of calendar year 2026 and the completion of a public

offering in October 2025, the share purchase plan in November 2025, and the Private Investment in Public Equity (“PIPE”)

The continuation of the Group as a going concern is dependent upon the ability of the Group to obtain necessary

additional capital to fund ongoing exploration, appraisal and development projects and/or obtain gas producing properties

to attain future profitable operations. No assurance can be given that the Group will be successful in these efforts in the

future, however, Management is actively pursuing several plans to mitigate this uncertainty, including:

•Assessment of farm-down partners and completion of those arrangements, including the need to raise further

equity for EP161, SS1 Pilot expenditure, and the phase 2 development;

•Continuation of SPCF construction during the wet season in the NT, progressing toward revenue from gas

production in the second half of calendar year 2026; and

•Research & Development tax incentives from Australian government bodies.

As a result, these condensed consolidated financial statements do not include any adjustments related to the

recoverability and classification of recorded assets and liabilities that might be necessary should the Group be unable to

continue as a going concern.

Basis of Presentation of Condensed Consolidated Financial Statements

The accompanying condensed consolidated financial statements have been prepared in conformity with the

accounting principles generally accepted in the United States of America (“U.S. GAAP”) and rules and regulations of the

Securities and Exchange Commission (“SEC”) applicable to interim financial statements. Pursuant to such rules and

regulations, certain disclosures and information required by U.S. GAAP for complete consolidated financial statements

have been condensed or omitted. The accompanying condensed consolidated financial statements and notes therein should

be read in conjunction with the financial statements and notes included in our consolidated financial statements for the year

ended June 30, 2025 (“Group’s Annual Financial Statements”).

These condensed consolidated financial statements reflect all adjustments, in the opinion of management, which

include normal and recurring adjustments necessary to fairly state the Group’s consolidated financial position, results of

operations, and cash flows for the periods presented herein. The interim results are not necessarily indicative of results for

any other future annual or interim period. The June 30, 2025 condensed consolidated balance sheet was derived from the

audited Group’s Annual Financial Statements but does not include all disclosures required by U.S. GAAP for annual

financial statements.

In the current fiscal year, the Group changed the presentation of unaudited condensed consolidated financial

statements to thousands and, as a result, any necessary rounding adjustments have been made to prior year disclosed

amounts. Certain amounts in the Group's unaudited condensed consolidated financial statements may not add up or

recalculate due to rounding.

Significant Judgments and Accounting Estimates

The preparation of these condensed consolidated financial statements in conformity with U.S. GAAP requires

management to make certain estimates and assumptions that affect the amounts of assets and liabilities, revenue and

expenses and related disclosures of contingent assets and liabilities reported in the condensed consolidated financial

statements and the accompanying notes. There have been no significant changes to the Group’s accounting estimates from

those disclosed in the Group’s Annual Financial Statements.

Significant Accounting Policies

The Group’s significant accounting policies are described in the notes included in the Group’s Annual Financial

Statements. There have been no significant changes in accounting policies during the six months ended December 31,

2025.

Cash and Cash Equivalents and Restricted Cash

Cash represents cash deposits held at financial institutions. Cash equivalents include short-term highly liquid

investments of sufficient credit quality that are readily convertible to known amounts of cash and have original maturities

of three months or less.

Restricted cash as of December 31, 2025 represents amounts held in a payment reserve account that serves as a

security for servicing of expected future interest and commitment fee payments over the term of the long-term debt.

Restricted cash as of June 30, 2025 represents amounts related to proceeds received in advance in respect of the common

stock pending issuance on that date. The following table is a reconciliation of the total cash and cash equivalents and

restricted cash in the accompanying consolidated statements of cash flows and their corresponding balance sheet

presentation:


	December 31, 2025	June 30, 2025
Cash and cash equivalents	$83,404	$39,439
Restricted cash	15,020	5,722
Total cash, cash equivalents and restricted cash	$98,424	$45,161

Foreign Currency Translation

These condensed consolidated financial statements are presented in US dollars (“$” or “dollars”) and the functional

currency of the Group is the Australian Dollar (“A$”). Adjustments resulting from the translation of functional currency

financial statements to reporting currency are accumulated and reported as a part of “Accumulated Other Comprehensive

Loss”, a separate component of stockholders’ equity.

Foreign Currency Transactions

Foreign currency transactions are translated into the Company’s functional currency using the exchange rates

prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such

transactions and from the translation at fiscal year-end exchange rates of monetary assets and liabilities denominated in

foreign currencies are recognized in the condensed consolidated statements of operations and comprehensive loss.

Leases

As a Lessee

The Group accounts for leases under ASC 842, Leases (“ASC 842”). The Group determines if an arrangement is a

lease at inception of the arrangement and if such lease will be classified as an operating lease or a finance lease. The

Group’s leases represent its right to use an underlying asset for the lease term. Right-of-use (“ROU”) assets and liabilities

are recognized at the lease commencement date based on the present value of lease payments over the lease term. As the

Group’s leases do not provide an implicit rate, the Group used a proxy for its incremental borrowing rate, which is the rate

incurred to borrow on a collateralized basis over a similar term, an amount equal to the lease payments in a similar

economic environment.

The Group has elected to account for lease and non-lease components in its contracts as a single lease component for

all asset classes except for office premises.

Operating leases are included in “Operating lease right-of-use assets” within the Group’s condensed consolidated

balance sheet. The Group’s related obligation to make lease payments are included in “Current portion of operating lease

obligations” and “Operating lease obligations” within the Group’s condensed consolidated balance sheet. Operating lease

expense for lease payments is recognized on a straight-line basis over the lease term.

Finance leases are included in “Finance lease right-of-use assets” within the Group’s condensed consolidated balance

sheet. The Group’s related obligation to make lease payments are included in “Current portion of finance lease obligations”

and “Finance lease obligations” within the Group’s condensed consolidated balance sheet. Finance lease expense includes

amortization of the ROU assets and interest on lease liabilities. The Group capitalizes the finance lease expense as a part of

unproved properties when the leased asset is directly involved in the drilling of wells (i.e. the finance lease expense is a

direct cost of drilling wells).

Leases with a lease term of 12 months or less are not recorded on the condensed consolidated balance sheet and are

recognized as lease expense on a straight-line basis over the lease term. When it is reasonably certain the Group will

exercise an option to extend the short-term lease beyond 12 months, the cost will be capitalized.

As a Lessor

Sublease income is recognized on a straight-line basis over the term of the sublease agreement and is recorded within

“Other income (expense), net” in the condensed consolidated statements of operations and comprehensive loss.

Natural Gas Properties

The Group’s operations are in the exploration and appraisal stage and have not yet realized any revenues from

operations. The Group holds a number of exploration permits that are grouped into areas of interest according to

geographical and geological attributes. Expenditure incurred in each area of interest is accounted for using the successful

efforts method, as defined within ASC 932, Extractive Activities – Oil and Gas.

Under this method, all general exploration and evaluation costs such as geological and geophysical costs are

expensed as incurred. The direct costs of acquiring the rights to explore, drilling exploratory wells, and evaluating the

results of drilling are capitalized as exploration and evaluation assets (as a part of unproved properties) pending the

determination of the results of the well. If a well does not result in hydrocarbons being present, the previously capitalized

costs are immediately expensed.

The Group capitalizes borrowing costs for assets under construction. Upon the asset becoming available for use,

capitalized borrowing costs, as a portion of the total cost of the asset, are depreciated over the estimated useful life of the

related asset.

Deferred Debt Issuance Costs

The Group presents unamortized deferred debt issuance costs related to the establishment of a Performance Bond

Facility Agreement (the “Facility Agreement”) as a component of “Prepaid expenses and other non-current assets” on its

consolidated balance sheet because the outstanding balance under this Facility Agreement may fluctuate as the Group

borrows and repays the relevant amounts. The Group amortizes the deferred debt issuance costs over the remaining term of

the Facility on a straight-line basis which is reported within “interest income (expense), net” in the condensed consolidated

statements of operations and comprehensive loss.

The Group initially recognizes the establishment and commitment fees and other third party-fees related to the long-

term debt as a component of “Prepaid expenses and other non-current assets” on its consolidated balance sheet. As and

when, the Group draws down funds from the long-term debt, these costs are reclassified (on proportionate basis) and

presented as a direct deduction from the carrying amount of the debt liability. These costs are amortized to the asset under

construction over the contractual term of the debt using the effective interest rate method.

Recently Issued Accounting Standards

In December 2025, the Financial Accounting Standards Board (“FASB”) issued ASU 2025-12, Codification

Improvements (“ASU 2025-12”). ASU 2025-12 clarifies or otherwise modifies U.S. GAAP in a number of areas. The

standard is effective for all entities for annual reporting periods beginning after December 15, 2026, and for interim periods

within those annual reporting periods. Early adoption is permitted as of the beginning of an annual reporting period and

adoption can be applied on prospectively or retrospectively, as well as on an issue-by-issue basis. The Group does not

expect any material impact on its consolidated financial statements.

In December 2025, the FASB issued ASU 2025‑11, Interim Reporting (Topic 270): Narrow-Scope Improvements

(“ASU 2025-11”). ASU 2025-11 clarifies interim disclosure requirements, including providing a comprehensive list of

interim disclosure requirements under U.S. GAAP and a disclosure principle that requires entities to disclose events since

the last annual reporting period that have a material impact on the entity. The standard is effective for interim periods

within annual reporting periods beginning after December 15, 2027. The Group is currently evaluating ASU 2025-11 and

the impact it may have on the Group's consolidated financial statements.

In December 2025, the FASB issued ASU 2025-10, Government Grants (Topic 832): Accounting for Government

Grants Received by Business Entities (“ASU 2025-10”). ASU 2025-10 establishes authoritative guidance on how to

recognize, measure, and present government grants received by business entities. ASU 2025-10 is effective for annual

periods beginning after December 15, 2028, and interim reporting periods within those annual reporting periods. ASU

2025-10 may be applied using a modified prospective, modified retrospective or retrospective approach with early adoption

permitted in an interim or annual reporting period. If an entity early adopts in an interim reporting period, it must adopt as

of the beginning of the annual reporting period that includes that interim reporting period. The Group is evaluating the

impact of this guidance on its consolidated financial statements.

In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income -

Expense Disaggregation Disclosures (“ASU 2024-03”), and in January 2025, the FASB issued ASU 2025-01, Income

Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the

Effective Date (“ASU 2025-01”). ASU 2024-03 requires public business entities to provide detailed disclosures in the notes

to financial statements disaggregating specific expense categories, including employee compensation, depreciation, and

intangible asset amortization, as well as certain other disclosures to provide enhanced transparency into the nature and

function of expenses on an interim and annual basis. ASU 2024-03, as clarified by ASU 2025-01 is effective for annual

periods beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027,

with early adoption permitted. The Group is currently evaluating ASU 2024-03 and the impact it may have on the Group's

consolidated financial statements.

In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures (“ASU 2023-09”), a

final standard on improvements to income tax disclosures. The standard requires disaggregated information about a

reporting entity's effective tax rate reconciliation as well as information on income taxes paid. The standard is intended to

benefit investors by providing more detailed income tax disclosures that would be useful in making capital allocation

decisions and apply to all entities subject to income taxes. The new standard is effective for annual periods beginning after

December 15, 2024. The Group adopted ASU 2023-09 prospectively during the three months ended September 30, 2025.

The adoption did not have a material impact on the Group’s interim condensed consolidated financial statements but is

expected to result in expanded annual income tax disclosures beginning with the Group’s Form 10-K for the fiscal year

ending June 30, 2026.