Tamboran (B1) Pty Ltd (“TB1”) is a 50/50 joint venture between the Company, through its wholly owned subsidiary Tamboran (West) Pty Limited (“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 budget 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 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 Daly Waters 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, between Tamboran and Daly Waters, in terms of equity interest and operated blocks in respect of the specific area. During the period 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” or “Orion”. 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 Falcon Entities, which has been substantially completed as of June 30, 2026 with the compulsory acquisition of all FOGA minority stockholders to be completed subsequent to June 30, 2026 (Note 3). As of June 30, 2026, the realignment remains subject to regulatory approvals and other conditions precedent.

•Also on March 20, 2026, TR West, the Company, DWE and 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, 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 June 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 June 30, 2026, the Checkerboard Strategy remains subject to regulatory approvals and other 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 $28,500,000, 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.


Joint interest billing	890		8,191
Intercompany receivable	—		1,934
ATO receivable	2,956		722
Other receivables	38		113
Prepaid expenses and other current assets	5,056		—
Total current assets	19,825		14,690
Natural gas properties, successful efforts method:
Unproved properties	464,060		285,631
Assets under construction - natural gas equipment			—
Operating lease right-of-use-assets	1,283		—
Finance lease right-of-use assets	14,345		16,544
Prepaid expenses and other non-current assets	4,604		2,026
Total non-current assets	484,292		304,201
TOTAL ASSETS	$	504,117	$	318,891
LIABILITIES
Current liabilities
Accounts payable and accrued expenses	$	44,788	$	12,507
Current portion of operating lease obligations	1,451		—
Current portion of finance lease obligations	14,410		15,307
Total current liabilities	60,649		27,814
Finance lease obligations	8,354		9,523
Asset retirement obligations	6,181		5,127
Loan from Group	247,762		163,016
Total non-current liabilities	262,297		177,666
TOTAL LIABILITIES	$	322,946	$	205,480

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 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 consolidated balance sheet as of June 30, 2026 and 2025 (in thousands):


	June 30,
	2026		2025
ASSETS
Current assets
Cash and cash equivalents	$	3,872	$	1,935
Restricted cash	11,960		—
Trade and other receivables:


ATO receivable	396		123
Other receivables	45		—
Loan to Group	—		1,124
Total current assets	16,273		3,182
Natural gas properties, successful efforts method:

Assets under construction - natural gas equipment	72,287		24,441

Prepaid expenses and other non-current assets	2,608		—
Total non-current assets	74,895		24,441
TOTAL ASSETS	$	91,168	$	27,623
LIABILITIES
Current liabilities
Accounts payable and accrued expenses	$	7,380	$	4,364
Advance against joint interest billings	—		450
Intercompany payable	3,102		1,338

Total current liabilities	10,482		6,152
Asset retirement obligations	204		95

Long-term debt, net	59,043		—
Other non-current liabilities	746		—
Total non-current liabilities	59,993		95
TOTAL LIABILITIES	$	70,475	$	6,247