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Tamboran Resources Corp

For the period ended Dec 31, 2024. Filed Feb 12, 2025.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Dec 31, 2024 · Filed Feb 12, 2025

TBN$28.90+3.0%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-09-30; filed 2024-11-12.

0001997652-24-000002

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2024-12-31; filed 2025-02-12.

0001628280-25-005147

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 152 previous paragraphs and 217 current paragraphs.

27 unchanged; 105 reworded; 56 added; 17 removed; 3 previous and 29 current paragraphs rearranged.

Tables are not compared: 4 previous and 4 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (56)

Current report

professional fees related to implementation of the scheme of arrangement and IPO readiness incurred in the comparative

Current report

period in 2023 with no comparable activity during thethree months ended December 31, 2024.

Current report

Loss on remeasurement of assets classified as held for sale. The Group didnot recognize a loss on assets

Current report

classified as held for sale during thethree months ended December 31, 2024 as the value of the rig sold during the period

Current report

had been reduced to the lower of its carrying amount and the fair value less costs to sell in the prior quarter. For thethree

Current report

months ended December 31, 2023 the Group recognized a loss on assets classified as held for sale amounting to$0.03

Current report

million as a result of the sale of rig 301 during thecomparative period.

Current report

Exploration expense. Exploration expense decreased by$1.0 million during thethree months ended December 31,

Current report

LNG feasibility study expense. During thethree months ended December 31, 2024, the Group incurred expenses

Current report

of$3.2 million related tocertain studies and pre-front-end engineering and design services related to the proposed NT LNG

Current report

Checkerboard fee. During thethree months ended December 31, 2024, the Group incurred an expense of$6.0

Current report

million related to thesatisfaction of certain payment obligations to DWE under the TB1 Joint Venture Agreement. This

Current report

obligation was satisfied through the issuance of common stock, subsequent to shareholder approval received in November

Current report

proceeds during the period ended December 31, 2024 which did not exist during the comparative period.

Current report

Result of Operations for the Six Months Ended December 31, 2024 and 2023

Current report

based compensation, increased by$2.1 million during thesix months ended December 31, 2024, as compared to thesix

Current report

during thesix months ended December 31, 2024, as compared to thesix months ended December 31, 2023, due to

Current report

professional fees related to related to implementation of the scheme of arrangement and IPO readiness incurred in the

Current report

comparative period in 2023 with no comparable activity during thethree months ended December 31, 2024.

Current report

recognized during thesix months ended December 31, 2023, due to the sale of a smaller rig, rig 301.

Current report

Accretion of asset retirement obligations expense. For thesix months ended December 31, 2024, an expense for

Current report

established the SPCF site during thesix months ended December 31, 2024, the expense for the current period has increased

Current report

LNG feasibility study expense. During thesix months ended December 31, 2024, the Group incurred expenses of

Current report

$3.2 million related tocertain studies and pre-front-end engineering and design services related to the proposed NT LNG

Current report

Checkerboard fee. During thesix months ended December 31, 2024, the Group incurred an expense of$6.0

Current report

million related to thesatisfaction of certain payment obligations to DWE under the TB1 Joint Venture Agreement. This

Current report

obligation was satisfied through the issuance of common stock, subsequent to shareholder approval received in November

Current report

ended December 31, 2024, as compared to thesix months ended December 31, 2023, as a result of increased expenses

Current report

proceeds during the period ended December 31, 2024 which did not exist during the comparative period.

Current report

Foreign currency translation. For thesix months ended December 31, 2024, we recognized a foreign currency

Current report

compared to July 1, 2024. In thesix months ended December 31, 2023, we recognized a foreign currency translation gain

Current report

rig 403 in October 2024, R&D tax credits received in December 2024, and cash calls received throughout the period which

Current report

are offset primarily by spending on operations on the SS-2H, SS-2H side track, and SS-3H pilot wells during the six

Current report

permit, for which Santos Limited is the operator. Our commitment through March 2026 is approximately$2.5 million

Showing the first 40 of 56 passages. Open the source sections for the rest.

Removed paragraphs (17)

Previous report

2023, due to increased professional fees related to U.S. GAAP financial statements. This scope of work was not

Previous report

commenced until subsequent to September 30, 2023 in the prior fiscal year.

Previous report

$70.0 million to progress our development plans. We expect the additional proceeds from the rig 403 asset sale,

Previous report

exercised in July 2024, and cash calls received of$13.6 million offset primarily by spending on operations,

Previous report

primarily the ongoing drilling of the SS-2H pilot well during the quarter ended September 30, 2024.

Previous report

EP 161. Our commitment through March 2026 is approximately$2.8 million based on the minimum work

Previous report

For thethree months ended September 30, 2024, net cash used in operating activities was$4.2 million

Previous report

million decrease in trade and other receivables, and a$0.2 million increase in prepaid expenses and other assets.

Previous report

attributable to contributions from noncontrolling interest holders in connection with investments by DWE, partially
Reworded paragraphs (105)

Previous wording

The following discussion and analysis should be read in conjunction with, and is qualified in its entirety by,

Current wording

The following discussion and analysis should be read in conjunction with, and is qualified in its entirety by, our

Previous wording

our condensed consolidated financial statements, the accompanying notes to the condensed consolidated financial

Current wording

condensed consolidated financial statements, the accompanying notes to the condensed consolidated financial statements

Previous wording

statements and other financial information included in this report and in our Annual Report on Form 10-K for the

Current wording

and other financial information included in this report and in our Annual Report on Form 10-K for the year ended June 30,

Previous wording

year ended June 30, 2024. For further information on items that could impact our financial condition and operating

Current wording

For further information on items that could impact our financial condition and operating performance, see the section

Previous wording

performance, see the section entitled “Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended

Current wording

entitled “Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended June 30, 2024, and “Cautionary Note

Previous wording

June 30, 2024, and “Cautionary Note Regarding Forward-Looking Statements” in this report.

Previous wording

Revenue and other operating income. We have not yet commenced natural gas production, therefore, we

Current wording

Revenue and other operating income. We have not yet commenced natural gas production, therefore, we did not

Previous wording

did not earn any revenue and other operating income during thethree months ended September 30, 2024 and 2023,

Current wording

earn any revenue and other operating income during thethree months ended December 31, 2024 and 2023, respectively.

Previous wording

Compensation and benefits, including stock-based compensation. Compensation and benefits, including

Current wording

Compensation and benefits, including stock-based compensation. Compensation and benefits, including stock-

Previous wording

stock based compensation, increased by$1.0 million during thethree months ended September 30, 2024, as

Current wording

based compensation, increased by$1.2 million during thethree months ended December 31, 2024, as compared to the

Previous wording

the period and increased headcount as compared to the comparative period.

Previous wording

Consultancy, legal and professional fees. Consultancy, legal and professional fees increased by$0.3

Current wording

Consultancy, legal and professional fees. Consultancy, legal and professional fees decreased by$1.4 million

Previous wording

Accretion of asset retirement obligations expense. For thethree months ended September 30, 2024, an

Current wording

Accretion of asset retirement obligations expense. For thethree months ended December 31, 2024, an expense for

Previous wording

expense for accretion of asset retirement obligations of$0.3 million was recognized. The recognition of such an

Current wording

accretion of asset retirement obligations of$0.2 million was recognized. The recognition of such an expense was due to the

Previous wording

expense was due to the accretion of asset retirement obligation liabilities in relation to all EPs, inclusive of EPs 76,

Current wording

accretion of asset retirement obligation liabilities in relation to all EPs, inclusive of EPs 76, 98, 117, 136 and 161, as well

Previous wording

topographical, geographical and geophysical studies and other indirect expenditure.

Current wording

geophysical studies and other indirect expenditure in the comparative period.

Previous wording

General and administrative. General and administrative costs increased by$0.9 million during thethree

Current wording

General and administrative. General and administrative costs increased by$0.3 million during thethree months

Previous wording

months ended September 30, 2024, as compared to thethree months ended September 30, 2023, as a result of

Current wording

ended December 31, 2024, as compared to thethree months ended December 31, 2023, as a result of increased expenses

Previous wording

increased expenses related to travel, insurance, and office and administrative fees.

Current wording

related to headcount, travel, insurance, and office and administrative fees.

Previous wording

Interest income, net. Interest income, netincreased by$0.7 million during thethree months ended

Current wording

Interest income, net. Interest income, netincreased by$0.5 million during thethree months ended December 31,

Previous wording

September 30, 2024, as compared to thethree months ended September 30, 2023, due to interest received from term

Current wording

2024, as compared to thethree months ended December 31, 2023, due to interest received from term deposits using IPO

Previous wording

Foreign currency translation. For thethree months ended September 30, 2024, we recognized a foreign

Current wording

Foreign currency translation. For thethree months ended December 31, 2024, we recognized a foreign currency

Previous wording

foreign currency translation loss of$5.3 million, primarily due to the weakening of the Australian Dollar as of

Current wording

translation loss of$29.2 million, primarily due to the weakening of the Australian Dollar as of December 31, 2024, as

Previous wording

September 30, 2024, as compared to July 1, 2024. In thethree months ended September 30, 2023, we recognized a

Current wording

compared to September 30, 2024. In thethree months ended December 31, 2023, we recognized a foreign currency

Previous wording

currency translation gain of$12.1 million, primarily due to the strengthening of the Australian Dollar as of

Current wording

translation gain of$13.7 million, primarily due to the strengthening of the Australian Dollar as of December 31, 2023, as

Previous wording

September 30, 2023, as compared to July 1, 2023. Foreign exchange gains and losses resulting from the settlement

Current wording

compared to September 30, 2023. Foreign exchange gains and losses resulting from the settlement of foreign currency

Previous wording

of foreign currency transactions and from the translation at fiscal year-end exchange rates of monetary assets and

Current wording

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

Previous wording

liabilities denominated in foreign currencies are recognized on our condensed consolidated statement of operations

Current wording

foreign currencies are recognized on our condensed consolidated statement of operations and comprehensive loss.

Previous wording

Income tax expense. We have no income tax expense due to operating losses incurred for thethree months

Current wording

Income tax expense. We have no income tax expense due to operating losses incurred for thethree months ended

Previous wording

ended September 30, 2024, and 2023. We have provided a full valuation allowance on our net deferred tax asset

Current wording

December 31, 2024, and 2023. We have provided a full valuation allowance on our net deferred tax asset because

Previous wording

because management has determined that it is more likely than not that we will not earn income sufficient to realize

Current wording

management has determined that it is more likely than not that we will not earn income sufficient to realize the deferred tax

Previous wording

the deferred tax assets during a foreseeable future period. Management will continue to assess the potential for

Current wording

assets during a foreseeable future period. Management will continue to assess the potential for realizing deferred tax assets

Previous wording

realizing deferred tax assets based upon income forecast data and the feasibility of future tax planning strategies and

Current wording

based upon income forecast data and the feasibility of future tax planning strategies and may record adjustments to the

Previous wording

may record adjustments to the valuation allowance against deferred tax assets in future periods, as appropriate, that

Current wording

valuation allowance against deferred tax assets in future periods, as appropriate, that could have a material impact on the

Previous wording

compared to thethree months ended September 30, 2023, due primarily to the restricted stock units granted during

Current wording

months ended December 31, 2023, due primarily to the restricted stock units granted in August 2024 and increased

Previous wording

Loss on remeasurement of fair value of assets classified as held for sale. The Group recognized a loss on

Current wording

Loss on remeasurement of assets classified as held for sale. The Group recognized a loss on assets classified as

Previous wording

assets classified as held for sale amounting to$0.4 million during thethree months ended September 30, 2024, due

Current wording

held for sale amounting to$0.4 million during thesix months ended December 31, 2024, due to the write down of rig 403

Previous wording

to a write down of rig 403 to the fair value less costs to sell in the current period, which did not occur in the

Current wording

to the fair value less costs to sell. In contrast, a loss on assets classified as held for sale amounting to$0.03 million was

Previous wording

98, 117, 136 and 161, as well as SPCF for the new well and related well pads drilled during the period.

Current wording

as SPCF for the new well and related well pads drilled during the period. As the Group drilled two additional wells and

Previous wording

Exploration expense. Exploration expense increased by$0.1 million during the three months ended

Current wording

Exploration expense. Exploration expense decreased by$0.9 million during the six months ended December 31,

Showing the first 40 of 105 pairs. Open the source sections for the rest.

Rearranged current paragraphs (29)

Current report — wording carried from elsewhere

Results of Operations for the Three Months Ended December 31, 2024 and 2023

Current report — wording carried from elsewhere

three months ended December 31, 2023, due primarily to the restricted stock units granted in August 2024 and increased

Current report — wording carried from elsewhere

during thethree months ended December 31, 2024, as compared to thethree months ended December 31, 2023, due to

Current report — wording carried from elsewhere

2024, as compared tothree months ended December 31, 2023, due to increased topographical, geographical and

Current report — wording carried from elsewhere

condensed consolidated statement of operations and comprehensive loss.

Current report — wording carried from elsewhere

Revenue and other operating income. We have not yet commenced natural gas production, therefore, we did not

Current report — wording carried from elsewhere

earn any revenue and other operating income during thesix months ended December 31, 2024 and 2023, respectively.

Current report — wording carried from elsewhere

Compensation and benefits, including stock-based compensation. Compensation and benefits, including stock-

Current report — wording carried from elsewhere

headcount as compared to the comparative period.

Current report — wording carried from elsewhere

Consultancy, legal and professional fees. Consultancy, legal and professional fees decreased by$1.1 million

Current report — wording carried from elsewhere

accretion of asset retirement obligations of$0.5 million was recognized. The recognition of such an expense was due to the

Current report — wording carried from elsewhere

accretion of asset retirement obligation liabilities in relation to all EPs, inclusive of EPs 76, 98, 117, 136 and 161, as well

Current report — wording carried from elsewhere

geophysical studies and other indirect expenditure in the comparative period.

Current report — wording carried from elsewhere

General and administrative. General and administrative costs increased by$1.2 million during thesix months

Current report — wording carried from elsewhere

related to headcount, travel, insurance, and office and administrative fees.

Current report — wording carried from elsewhere

Interest income, net. Interest income, netincreased by$1.3 million during thesix months ended December 31,

Current report — wording carried from elsewhere

2024, as compared to thesix months ended December 31, 2023, due to interest received from term deposits using IPO

Current report — wording carried from elsewhere

translation loss of$17.0 million, primarily due to the weakening of the Australian Dollar as of December 31, 2024, as

Current report — wording carried from elsewhere

of$8.3 million, primarily due to the strengthening of the Australian Dollar as of December 31, 2023, as compared to July

Current report — wording carried from elsewhere

1, 2023. Foreign exchange gains and losses resulting from the settlement of foreign currency transactions and from the

Current report — wording carried from elsewhere

translation at fiscal year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are

Current report — wording carried from elsewhere

recognized on our condensed consolidated statement of operationsand comprehensive loss.

Current report — wording carried from elsewhere

Income tax expense. We have no income tax expense due to operating losses incurred for thesix months ended

Current report — wording carried from elsewhere

December 31, 2024, and 2023. We have provided a full valuation allowance on our net deferred tax asset because

Current report — wording carried from elsewhere

management has determined that it is more likely than not that we will not earn income sufficient to realize the deferred tax

Current report — wording carried from elsewhere

assets during a foreseeable future period. Management will continue to assess the potential for realizing deferred tax assets

Current report — wording carried from elsewhere

based upon income forecast data and the feasibility of future tax planning strategies and may record adjustments to the

Current report — wording carried from elsewhere

valuation allowance against deferred tax assets in future periods, as appropriate, that could have a material impact on the

Current report — wording carried from elsewhere

condensed consolidated statement of operations and comprehensive loss.
Rearranged previous paragraphs (3)

Previous report — wording carried elsewhere

million during thethree months ended September 30, 2024, as compared to thethree months ended September 30,

Previous report — wording carried elsewhere

could have a material impact on the condensed consolidated statement of operations and comprehensive loss.

Previous report — wording carried elsewhere

used in preparing the consolidated financial statements.