Tamboran Resources Corporation (ASX:TBN, NYSE:TBN, OTC:TBNRL) has struck a deal to acquire Falcon Oil & Gas Ltd (AIM:FOG, TSX-V:FO), creating a 2.9-million-net-acre Beetaloo Basin powerhouse with a pro forma market capitalisation of more than US$500 million.
The companies have entered into a definitive agreement that Tamboran says represents a logical consolidation of two of the Beetaloo Basin’s most active explorers and developers, paving the way for a basin-wide development push.
Deal terms
Under the agreement, Tamboran will acquire all Falcon subsidiaries in exchange for 6.54 million Tamboran NYSE common shares and US$23.7 million in cash. On completion, Falcon shareholders will receive Tamboran stock on a 0.00687-for-1 basis, equating to a 26.8% ownership in the combined entity.
The transaction values Falcon at C$239 million (US$172 million), or C$0.2154 per share — a 19.7% premium to Falcon’s September 29 close on the TSX and a 53.2% premium to its 90-day volume-weighted average price (VWAP).
Tamboran said the deal is accretive for its own shareholders, with Falcon’s implied acreage value of US$169 per acre representing a 4% discount to Tamboran’s current US$176-per-acre valuation.
Building a Beetaloo leader
Tamboran chairman and interim CEO Richard Stoneburner said the transaction would materially strengthen the company’s footprint across the Beetaloo depocentre. The deal also boosts Tamboran’s working interest in the key Phase 2 Development Area to more than 80% and brings greater alignment with joint venture partner Daly Waters Energy (DWE) across EP 76, 98 and 117, following the recent “checkerboard” process.
“Tamboran will have approximately 2.9 million net prospective acres across the Beetaloo Basin, including 22.5% non-operating interest in all DWE checkers,” Stoneburner said.
“Strategically, we believe this transaction will strengthen our ownership over the Phase 2 Development Area, where we are currently undertaking a farmout process with RBC Capital Markets,” he added. “This will allow us to sell down a larger position to a new partner while maintaining a material working interest over acreage.”
Tamboran acreage position across the Beetaloo Basin depocentre
Falcon CEO Philip O’Quigley said the deal would move Falcon shareholders “directly to the centre of operations” in the basin.
“Upon closing of the transaction, Falcon shareholders will benefit from the increased exposure to the critically important pilot development currently under way in the Beetaloo,” O’Quigley noted. “In addition, this transaction will remove any uncertainty around Falcon’s participation in the farmout of the Phase 2 Development Area.”
Next steps
The merger, to be completed through a Plan of Arrangement under British Columbia law, is expected to close in the first quarter of 2026, subject to shareholder and regulatory approvals. Both boards have unanimously backed the deal.
Stoneburner will remain chairman and interim CEO of Tamboran following completion, with no changes planned to the board.
The acquisition follows Tamboran’s recent final investment decision for its Shenandoah South Pilot Project, underscoring momentum in consolidating the basin ahead of major development phases.
Read more: Tamboran reaches Final Investment Decision for Shenandoah South Pilot Project