Tamboran Resources (TBN) risk factors, FY2026 10-K

Risks Related to Our Business and Industry

1. 01Our business plan requires substantial additional capital, which we may be unable to raise on acceptable terms in the future, or at all, which may in turn limit our ability to execute on our plans
2. 02We have no proved reserves at this time and areas that we decide to drill may not yield natural gas in commercial quantities or quality, or at all
3. 03We face substantial uncertainties in estimating the characteristics of our property, so you should not place undue reliance on any of our estimates
4. 04Drilling wells is speculative, often involving significant costs that may be more than our estimates, and may not result in any discoveries or additions to our future production or reserves. Any material inaccuracies in drilling costs, estimates or underlying assumptions will materially affect our business
5. 05Our inability to access appropriate equipment and infrastructure in a timely manner may hinder our access to natural gas markets and delay the phases of our business plan
6. 06Drilling, completions, workover and hydraulic fracturing operations are operationally complex activities which present certain risks that could adversely affect our business, financial condition or results of operations
7. 07Our industry requires us to navigate many uncertainties that could adversely affect our financial condition and results of operations
8. 08Natural gas prices are volatile. A reduction or sustained decline in prices may adversely affect our business, financial condition or results of operations and our ability to meet our financial commitments or raise capital
9. 09We may not be able to manage our future growth effectively, which could make it difficult to execute our business strategy
10. 10Construction of midstream projects subjects us to risks of construction delays, cost overruns, limitations on our growth and negative effects on our financial condition, results of operations, cash flows and liquidity
11. 11If our assessments of the Beetaloo are materially inaccurate, it will have a fundamental impact on our business
12. 12Numerous uncertainties exist in estimating quantities of proved and possible reserves, and any such estimates may be inaccurate
13. 13We are dependent on certain members of our management and technical team
14. 14We have limited control over properties and investments operated by others or through joint ventures
15. 15venture or us. These limitations and our dependence on such third parties could result in unexpected future costs or liabilities and unplanned changes in operations or future development, which could adversely affect our financial condition and results of operations
16. 16The inability of one or more third parties who contract with us to meet their obligations to us may adversely affect our financial resultsnew
17. 17A majority of our assets and operations are located in the Beetaloo, making us vulnerable to risks associated with operating in one geographic area
18. 18We may be unable to make accretive acquisitions or successfully integrate acquired businesses or assets, and any inability to do so may disrupt our business and hinder our growth potential
19. 19Our business is subject to operating hazards that could result in substantial losses or liabilities for which we may not have adequate insurance coverage26% rewritten
20. 20a significant event and the damages are not covered by insurance or are in excess of policy limits, then we would have lower revenues and funds available to us for our operations, that could, in turn, have a material adverse effect on our business, financial condition and results of operationsnew
21. 21We are subject to numerous risks inherent to the exploration and production of natural gas
22. 22Our identified drilling locations are scheduled out over several years, making them susceptible to uncertainties that could materially alter the occurrence or timing of their drilling
23. 23The development schedule of natural gas projects, including the availability and cost of drilling rigs, equipment, supplies, personnel and natural gas field services, is subject to delays and cost overruns
24. 24Part of our business strategy involves using some of the latest available horizontal drilling and completion techniques, which involve risks and uncertainties in their application
25. 25Shale gas completions require significant amounts of water that is subject to delays in regulatory approval from certain aquifers and the cost of utilization of aquifer water may increase over time
26. 26Our recurring losses from operations, negative cash flows and substantial cumulative net losses raise substantial doubt about our ability to continue as a going concern34% rewritten
27. 27Our long-term business plan contemplates the development of an additional LNG export terminal on the northern coast of Australia. Our ability to develop such a facility is dependent on our ability to attract a third-party partner as well as securing the necessary permits42% rewritten
28. 28A financial crisis or deterioration in general economic, business or industry conditions could materially adversely affect our results of operations and financial condition96% rewritten
29. 29Concerns about global economic growth can result in a significant adverse impact on global financial markets and commodity prices. In addition, any financial crisis may cause us to face limitations on our ability to access the debt and equity capital markets and complete asset purchases or sales
30. 30Events outside of our control, including an epidemic or outbreak of an infectious disease, terrorism, geopolitical instability, and security threats, could have a material adverse effect on our business, liquidity, financial condition, results of operations, and/or cash flows
31. 31A terrorist attack or armed conflict targeting our systems or natural gas infrastructure generally could materially adversely impact our operations
32. 32Our business could be negatively affected by security threats and disruptions, including electronic, cybersecurity or physical security threats and other disruptions26% rewritten
33. 33We are incorporating artificial intelligence technologies into our processes and these technologies may present business, operational, compliance, cybersecurity, and reputational risksnew
34. 34Loss of or compromise to our information and computer systems could adversely affect our business
35. 35We may be involved in legal proceedings that could result in substantial liabilities
36. 36Our business, as well as those of other companies, faces public scrutiny related to sustainability and ESG activities, which are increasingly considered to contribute to the long-term sustainability of a company’s performance29% rewritten

Risks Related to Environmental, Legal Compliance and Regulatory Matters

1. 37We are subject to complex federal, local and other laws and regulations that could adversely affect the cost, manner or feasibility of conducting our operations or expose us to significant liabilities
2. 38Changes to these requirements (including, for example, new requirements relating to climate change, environmental protection and energy policy) may restrict or affect our right or ability to conduct our activities
3. 39Our operations are also subject to the Petroleum Act 1984 (NT), which, among other matters, allows for the unitization of a petroleum pool that extends beyond a license area, but which is desirable for efficiency and avoiding wasteful and harmful development and practices
4. 40We face community opposition from certain parties with respect to our development of the Beetaloo and related operations, which could result in significant costs and delays and could impede our ability to obtain the government approvals required for such operations
5. 41The exploration and development of natural gas in the Beetaloo can pose native title and heritage risks, potentially leading to legal disputes, operational disruptions, and reputational damage54% rewritten
6. 42Attention to sustainability and ESG matters and environmental conservation measures may adversely impact our business33% rewritten
7. 43Federal and local legislative and regulatory initiatives relating to hydraulic fracturing as well as governmental reviews of such activities could result in increased costs and additional operating restrictions or delays in the completion of natural gas wells and adversely affect our production
8. 44Our operations are subject to risks relating to climate change that could increase compliance or operating costs, limit natural gas exploration and production areas, and reduce demand for the natural gas we produce
9. 45Despite efforts to conduct activities in an environmentally responsible manner and in accordance with applicable laws, there is a risk that our activities may cause harm to the environment which could impact production or delay future development timetables
10. 46We may incur significant costs and liabilities as a result of environmental, health and safety laws and regulations applicable to the operation of our wells, gathering systems and other facilities including, but not limited to the following laws, as amended from time to time
11. 47Our future gathering systems and processing, treating and fractionation facilities will be subject to regulation by the Northern Territory that could have a material adverse effect on our operations and cash flows
12. 48We may face unanticipated water and other waste disposal costs as a result of increased water-related laws and regulations
13. 49Restrictions on drilling, completion, production or related activities intended to protect certain species of wildlife may adversely affect our ability to conduct drilling activities in some of the areas where we operate
14. 50Our business is subject to complex and evolving laws and regulations regarding privacy, data security and the processing of personal information

Risks Related to our Corporate Structure

1. 51arrangements, or are otherwise unable to provide such funds, our liquidity and financial condition could be materially adversely affectednew
2. 52We may be unable to achieve some or all of the benefits that we expect to achieve from the Corporate Reorganization, which could materially adversely affect our business, financial condition and results of operations

Risks Related to Environmental, Legal Compliance and Regulatory Matters (Hungary)

1. 53Acquisition of a controlling or other qualifying interest in a Hungarian company that holds a mining plot requires the prior approval of the mining authority under the Mining Act. Non-compliance with either requirement renders the acquisition void as regards the mining rightsnew

Risks Related to our Common Stock and our CDIs

1. 54The requirements of being a public company, including compliance with the reporting requirements of the ASX listing rules and the Exchange Act, may strain our resources, increase our costs and distract management, and we may be unable to comply with these requirements in a timely or cost-effective manner
2. 55Changes in foreign currency exchange rates could materially adversely affect our business, results of operations or financial condition21% rewritten
3. 56We have engaged in transactions with our affiliates and expect to do so in the future. The terms of such transactions and the resolution of any conflicts that may arise may not always be in our or our stockholders’ best interests
4. 57Our certificate of incorporation and bylaws, as well as Delaware law, contain provisions that could discourage acquisition bids or merger proposals, which may adversely affect the market price of our CDIs and common stock
5. 58We may issue preferred stock whose terms could adversely affect the voting power or value of our CDIs and common stock
6. 59We have identified a material weakness in our internal control over financial reporting. Any material weakness may cause us to fail to timely and accurately report our financial results or result in a material misstatement of our financial statements
7. 60there is a reasonable possibility that a material misstatement of our financial statements will not be prevented or detected on a timely basis43% rewritten
8. 61For as long as we are an emerging growth company, we will not be required to comply with certain reporting requirements, including those relating to accounting standards and disclosure about our executive compensation, which apply to other public companies26% rewritten
9. 62We anticipate losing our “emerging growth company” status in the next fiscal year and we will be subject to additional public company reporting and disclosure requirements that may increase our legal and compliance costsnew
10. 63Because we have elected to take advantage of the extended transition period pursuant to Section 107 of the JOBS Act, our financial statements may not be comparable to those of other public companies
11. 64Our outstanding CDIs are listed on the ASX and are freely tradable in the public markets in Australia. Trading in our CDIs may have a material adverse effect on the trading price of our common stock on the NYSE
12. 65The different characteristics of the capital markets in Australia and the United States may negatively affect the trading prices of our CDIs and common stock and may limit our ability to take certain actions typically performed by a U.S. company
13. 66Our ability to raise additional capital may be significantly limited by listing rules of the ASX that limit the amount of common stock that we are permitted to issue without stockholder approval
14. 67An investor may have limited ability to bring an action against us or against our directors and officers, or to enforce a judgment against us or them, because we conduct a majority of our operations in Australia, and many of our directors and officers reside outside the United States
15. 68As a result of listing CDIs on the ASX, we are subject to the listing rules of the ASX, which may strain our resources, divert management’s attention and affect our ability to manage our business or raise additional capital
16. 69The market price of our common stock may be adversely affected by arbitrage activities
17. 70Changes in accounting standards issued by the Financial Accounting Standards Board (“FASB”) or other standard-setting bodies may adversely affect our financial statements