S-1/A: Tamboran Resources Eyes NYSE Listing with Proposed IPO

Tamboran Resources Corporation, focused on natural gas exploration and production in Australia's Beetaloo Basin, is seeking an initial public offering on the New York Stock Exchange.

Summary

• Tamboran Resources Corporation is planning an IPO to list its common stock on the NYSE.
• The company is focused on developing natural gas resources in the Beetaloo Basin in Northern Territory, Australia.
• The IPO aims to raise capital to fund the company's development plan and for general corporate purposes.
• Tamboran has exploration permits for approximately 4.7 million gross acres in the Beetaloo Basin.
• The company plans to drill additional wells, construct a compression plant, and build a pipeline as part of its Shenandoah South Pilot Project.
• Tamboran anticipates achieving a gross plateau production of approximately 40 MMcf/d in the first half of 2026.
• The company estimates that it will require between $125 million and $165 million net to Tamboran to deliver the first development phase to production.
• Tamboran has non-binding letters of intent from six of Australia's largest energy retailers with respect to the purchase of natural gas from us, with an aggregate volume of 875 MMcf/d for a period of up to 10 to 15 years.
• The company has memoranda of understanding with BP and Shell for 20-year LNG purchase contracts.
• The Australian government requires all shale gas production in the Beetaloo following commercialization to be conducted on a Scope 1 net zero emissions basis.
• The company has set a target to exceed these requirements by reaching net zero equity Scope 1 and 2 GHG emissions upon commencement of commercial production.

Sentiment

Score: 5

Explanation: The document presents a mixed sentiment. While it highlights the company's potential and strategic advantages, it also acknowledges significant risks and challenges, including the company's early stage of development, need for additional capital, and regulatory hurdles.

Positives

• The company has a large acreage position in the Beetaloo Basin.
• The company has a clear development plan with specific targets for production and infrastructure.
• The company has secured agreements with major energy companies such as BP and Shell.
• The company is committed to achieving net zero emissions in its operations.

Negatives

• The company is an early-stage development company with no material revenue expected until 2026.
• The company's business plan requires substantial additional capital, which it may be unable to raise.
• The company's ability to deliver natural gas to markets depends on the construction of additional pipeline capacity.
• The company has no proved reserves at this time.
• The company's recurring losses from operations, negative cash flows and substantial cumulative net losses raise substantial doubt about its ability to continue as a going concern.

Risks

• The company's ability to successfully drill and complete wells depends on a variety of factors.
• The company may not be able to secure sufficient take-away capacity on its timing or at all.
• The company's assessments of the Beetaloo may be materially inaccurate.
• The company is subject to complex federal, local and other laws and regulations.
• The company faces community opposition from certain parties with respect to its development of the Beetaloo and related operations.
• The exploration and development of natural gas in the Beetaloo can pose native title and heritage risks.
• The company is required by the Australian government to produce natural gas in the Beetaloo on a Scope 1 net zero basis, which may increase its costs of production.
• Increased attention to ESG matters and environmental conservation measures may adversely impact the company's business.

Future Outlook

The company plans to commercialize its natural gas resources in the Beetaloo in accordance with the first phase of its business plan over the next two to three years, with gas sales expected to commence in the first quarter of 2026.

Industry Context

The announcement comes amid increasing global demand for LNG and under-investment in new supply, which is expected to lead to LNG supply shortages. The company believes natural gas produced in the Beetaloo can play a key role in supporting the emissions reduction targets of many regional markets through the transition of coal-to-gas fired power plants.

Comparison to Industry Standards

• The document compares the Beetaloo Basin to the Marcellus Shale of the Appalachian Basin in the northeastern United States, noting similar rock and fluid properties, reservoir conditions, and drive mechanism.
• The document notes that the cost to ship LNG from Darwin to Japan is approximately 40% lower than the cost to ship LNG from Qatar.
• The document notes that during the calendar year ended 2023, spot prices for natural gas delivered to Henry Hub averaged $2.54 per MMBtu while over that same period the Japan Korea Marker (JKM) continuous futures price for LNG averaged $14.45 per MMBtu.

Legal Proceedings

• The Central Australian Frack Free Alliance (CAFFA) initiated a legal dispute against the Minister for Environment Northern Territory and TB1 Operator in the Northern Territory Supreme Court (the Proceedings).
• The Proceedings seek to set aside the Ministers decision to approve the Amungee AW Delineation Program Environment Management Plan (ORI11-3) Exploration Permit (EP) 98 (EMP) submitted by TB1 Operator.

Related Party Transactions

• Daly Waters, which is controlled by Bryan Sheffield, is an equal owner of TB1 that owns the company's interests in EPs 76, 98 and 117.
• Daly Waters Royalty, which is controlled by Bryan Sheffield, holds a 2.3% overriding royalty interest (ORRI) over all of the company's Beetaloo assets.
• The company has contracted with H&P for H&P FlexRig through at least August 2025, with a 10-year option to contract for up to five additional rigs. John Bell, a director, is a Senior Vice President, International & Offshore, at H&P.
• In June 2024, the company issued to H&P the Convertible Note with an original principal amount of $9.4 million.

Stakeholder Impact

• Shareholders: Dilution of ownership may occur with the issuance of new shares.
• Employees: Potential for job creation and career advancement with the expansion of operations.
• Customers: Potential for increased natural gas supply and competitive pricing.
• Suppliers: Opportunities for new contracts and business relationships.
• Creditors: Increased debt levels may impact creditworthiness.

Next Steps

• Drill and complete an additional two wells in 2024.
• Drill four wells in 2025.
• Progress a project to design and construct a 40 MMcf/d compression and dehydration plant.
• Progress a ~20 mile pipeline to the existing gas pipeline network.
• Seek joint venture approval of the Shenandoah South Pilot Project in mid-2024.
• Achieve ~40 MMcf/d (gross) plateau production in 1H 2026.
• Commence construction of the NTLNG project as early as 2027.
• Seek additional strategic partners for the financing and development of these and other infrastructure projects.

Key Dates

Keywords

Beetaloo Basin, natural gas, exploration, production, IPO, Tamboran Resources, LNG, Australia, emissions, pipeline