Tamboran Resources Corp. Files S-1/A Amendment

Ticker: TBNRL · Form: S-1/A · Filed: Jun 5, 2024 · CIK: 1997652

Sentiment: neutral

Topics: sec-filing, registration, amendment

TL;DR

Tamboran Resources Corp. filed an S-1/A, updating its securities registration. Watch for further filings.

AI Summary

Tamboran Resources Corp. filed an S-1/A amendment on June 5, 2024, related to its registration statement. The company, incorporated in Delaware with its principal executive offices in Barangaroo, Australia, is involved in the crude petroleum and natural gas industry. This filing is an amendment to a previous registration, indicating ongoing regulatory processes for its securities.

Why It Matters

This S-1/A filing signifies an update or correction to Tamboran Resources Corp.'s securities registration, which is crucial for its ongoing compliance and potential future capital raises or stock offerings.

Risk Assessment

Risk Level: medium — S-1/A filings are typically part of a company's process to register securities, which can involve significant financial and regulatory complexities.

Key Numbers

Key Players & Entities

FAQ

What is the primary purpose of this S-1/A filing for Tamboran Resources Corp.?

This S-1/A filing is an amendment to Tamboran Resources Corp.'s registration statement under the Securities Act of 1933, indicating updates or corrections to previously submitted information regarding its securities.

When was this amendment filed with the SEC?

This amendment was filed with the Securities and Exchange Commission on June 5, 2024.

Where are Tamboran Resources Corp.'s principal executive offices located?

Tamboran Resources Corp.'s principal executive offices are located at Suite 01, Level 39, Tower One, International Towers Sydney, 100 Barangaroo Avenue, Barangaroo NSW 2000, Australia.

What is Tamboran Resources Corp.'s Standard Industrial Classification (SIC) code?

Tamboran Resources Corp.'s SIC code is 1311, which corresponds to Crude Petroleum & Natural Gas.

Who is listed as the agent for service for Tamboran Resources Corp. in Delaware?

C T Corporation System, located at 1209 Orange Street, Wilmington, Delaware 19801, is listed as the agent for service for Tamboran Resources Corp.

Filing Stats: 4,631 words · 19 min read · ~15 pages · Grade level 13.6 · Accepted 2024-06-05 07:04:38

Key Financial Figures

Filing Documents

RISK FACTORS

RISK FACTORS 21 CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS 61

USE OF PROCEEDS

USE OF PROCEEDS 64 DIVIDEND POLICY 65 CAPITALIZATION 66

MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS

MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 69 INDUSTRY 84

BUSINESS

BUSINESS 93 MANAGEMENT 125 EXECUTIVE AND DIRECTOR COMPENSATION 131 PRINCIPAL STOCKHOLDERS 142 CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS 145

DESCRIPTION OF CAPITAL STOCK

DESCRIPTION OF CAPITAL STOCK 148 SHARES ELIGIBLE FOR FUTURE SALE 156 CERTAIN ERISA CONSIDERATIONS 158 MATERIAL U.S. FEDERAL INCOME TAX CONSEQUENCES TO NON-U.S. HOLDERS OF OUR COMMON STOCK 161

UNDERWRITING

UNDERWRITING 165 LEGAL MATTERS 173 EXPERTS 174 WHERE YOU CAN FIND MORE INFORMATION 175 INDEX TO CONSOLIDATED FINANCIAL STATEMENTS AND SUPPLEMENTARY INFORMATION F-1 Through and including, 2024 (the 25 th day after the date of this prospectus), all dealers that effect transactions in our common stock, whether or not participating in this offering, may be required to deliver a prospectus. This delivery requirement is in addition to a dealers obligation to deliver a prospectus when acting as an underwriter and with respect to unsold allotments or subscriptions. You should rely only on the information contained in this prospectus or in any free writing prospectus that we authorize to be distributed to you. We and the underwriters have not authorized anyone to provide you with any information other than that contained in this prospectus or in any free writing prospectus prepared by or on behalf of us or to which we have referred you, and neither we, nor the underwriters take responsibility for any other information others may give you. We are offering to sell, and seeking offers to buy, shares of our common stock only in jurisdictions where such offers and sales are permitted. The information in this prospectus or any free writing prospectus is accurate only as of its date, regardless of its time of delivery or the time of any sale of shares of our common stock. Our business, financial condition, results of operations and prospects may have changed since that date. For investors outside the United States: We and the underwriters have not done anything that would permit a public offering of the securities offered hereby or possession or distribution of this prospectus, any amendment or supplement to this prospectus, or any applicable free writing prospectus in any jurisdiction where action for that purpose is required, other than in the United

Managements Discussion and Analysis of Financial Condition and Results of Operations

Managements Discussion and Analysis of Financial Condition and Results of Operations . ii Table of Contents Trademarks and Trade Names We own or have rights to various trademarks, service marks and trade names that we use in connection with the operation of our business. This prospectus may also contain trademarks, service marks and trade names of third parties, which are the property of their respective owners. Our use or display of third parties trademarks, service marks, trade names or products in this prospectus is not intended to, and does not imply a relationship with, or endorsement or sponsorship by us. Solely for convenience, the trademarks, service marks and trade names referred to in this prospectus may appear without the ® , or SM symbols, but such references are not intended to indicate, in any way, that we will not assert, to the fullest extent under applicable law, our rights or the rights of the applicable licensor to these trademarks, service marks and trade names. Rounding and Percentages The financial information and certain other information presented in this prospectus have been rounded to the nearest whole number or the nearest decimal. Therefore, the sum of the numbers in a column may not conform exactly to the total figure given for that column in certain tables in this prospectus. In addition, certain percentages presented in this prospectus reflect calculations based upon the underlying information prior to rounding and, accordingly, may not conform exactly to the percentages that would be derived if the relevant calculations were based upon the rounded numbers or may not sum due to rounding. Currency Exchange Rate Data Our functional currency is the Australian dollar and our consolidated financial statements are presented in the U.S. dollar. The functional currency is the currency of the primary economic environment in which an entitys operations are conducted. We translate our consolidated financial statements into the

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