{"filing":{"accession_number":"0001628280-26-038647","cik":"0001997652","ticker":"TBNRL","company_name":"Tamboran Resources Corp","form":"8-K","filing_date":"2026-05-28","report_date":null,"primary_document":"trc-20260528.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1997652/000162828026038647/trc-20260528.htm"},"events":[{"id":8567,"run_id":7521,"accession_number":"0001628280-26-038647","anchor_item_number":"2.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"summary":"Tamboran Resources completed its acquisition of approximately 98.1% of Falcon Australia and 100% of four Falcon subsidiaries in Hungary, Ireland, and South Africa pursuant to an Arrangement Agreement and Plan of Arrangement approved by the Supreme Court of British Columbia. The transaction consideration consisted of 6,537,503 shares of Tamboran common stock and $23.66 million in cash, representing a material multi-jurisdictional acquisition of operating oil and gas assets.","company_name":"Tamboran Resources Corp","ticker":"TBNRL","filing_date":"2026-05-28","form":"8-K","submitted_at":null,"items":[{"id":2494,"accession_number":"0001628280-26-038647","item_number":"2.01","item_title":"Completion of Acquisition or Disposition of Assets.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"This Item 2.01 discloses the completion of a material acquisition under an Arrangement Agreement and Plan of Arrangement. Tamboran acquired approximately 98.1% of Falcon Australia and 100% of four other Falcon subsidiaries (in Hungary, Ireland, and South Africa) in exchange for 6,537,503 shares of Tamboran common stock and $23.66 million in cash. The multi-jurisdictional scope, substantial equity and cash consideration, and acquisition of operating oil and gas assets across multiple countries clearly constitute a material acquisition event.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-29T02:49:39.010954+00:00","company_name":"","ticker":null,"filing_date":""},{"id":2496,"accession_number":"0001628280-26-038647","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"The disclosure announces completion of transactions contemplated by an \"Arrangement Agreement,\" which is the standard terminology for a material acquisition, merger, or change-of-control transaction under Canadian corporate law. The completion of such an arrangement is a material event that would significantly affect investor assessment of the registrant's business and capital structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-29T02:49:39.010954+00:00","company_name":"","ticker":null,"filing_date":""},{"id":2497,"accession_number":"0001628280-26-038647","item_number":"8.01","item_title":"Other Events.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"The disclosure describes the closing of a Plan of Arrangement (a merger/acquisition transaction) approved by the Supreme Court of British Columbia on April 14, 2026. The Final Order confirms the completion of the Arrangement between Tamboran and Falcon, with specific provisions for dissenting shareholders and sanctions-related payment obligations. This is a material M\u0026A completion event that would affect investor assessment of the registrant's capital structure and obligations.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-29T02:49:39.010954+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":8568,"run_id":7521,"accession_number":"0001628280-26-038647","anchor_item_number":"3.02","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"summary":"Tamboran issued 6,537,503 shares of common stock as equity consideration in the Falcon acquisition, an unregistered issuance effected in reliance on Section 3(a)(10) of the Securities Act in exchange for outstanding securities of the acquired entities.","company_name":"Tamboran Resources Corp","ticker":"TBNRL","filing_date":"2026-05-28","form":"8-K","submitted_at":null,"items":[{"id":2495,"accession_number":"0001628280-26-038647","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"The disclosure describes an unregistered issuance of stock (\"Stock Consideration\") in reliance on Section 3(a)(10) of the Securities Act, which exempts securities issued in exchange for outstanding securities. This is a classic dilutive equity issuance in a transaction context (likely M\u0026A-related based on the exchange structure). The unregistered nature and equity dilution make this material to investors assessing ownership and capital structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-29T02:49:39.010954+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":2494,"accession_number":"0001628280-26-038647","item_number":"2.01","item_title":"Completion of Acquisition or Disposition of Assets.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"This Item 2.01 discloses the completion of a material acquisition under an Arrangement Agreement and Plan of Arrangement. Tamboran acquired approximately 98.1% of Falcon Australia and 100% of four other Falcon subsidiaries (in Hungary, Ireland, and South Africa) in exchange for 6,537,503 shares of Tamboran common stock and $23.66 million in cash. The multi-jurisdictional scope, substantial equity and cash consideration, and acquisition of operating oil and gas assets across multiple countries clearly constitute a material acquisition event.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-29T02:49:39.010954+00:00","company_name":"Tamboran Resources Corp","ticker":"TBNRL","filing_date":"2026-05-28"},{"id":2495,"accession_number":"0001628280-26-038647","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"The disclosure describes an unregistered issuance of stock (\"Stock Consideration\") in reliance on Section 3(a)(10) of the Securities Act, which exempts securities issued in exchange for outstanding securities. This is a classic dilutive equity issuance in a transaction context (likely M\u0026A-related based on the exchange structure). The unregistered nature and equity dilution make this material to investors assessing ownership and capital structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-29T02:49:39.010954+00:00","company_name":"Tamboran Resources Corp","ticker":"TBNRL","filing_date":"2026-05-28"},{"id":2496,"accession_number":"0001628280-26-038647","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"The disclosure announces completion of transactions contemplated by an \"Arrangement Agreement,\" which is the standard terminology for a material acquisition, merger, or change-of-control transaction under Canadian corporate law. The completion of such an arrangement is a material event that would significantly affect investor assessment of the registrant's business and capital structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-29T02:49:39.010954+00:00","company_name":"Tamboran Resources Corp","ticker":"TBNRL","filing_date":"2026-05-28"},{"id":2497,"accession_number":"0001628280-26-038647","item_number":"8.01","item_title":"Other Events.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"The disclosure describes the closing of a Plan of Arrangement (a merger/acquisition transaction) approved by the Supreme Court of British Columbia on April 14, 2026. The Final Order confirms the completion of the Arrangement between Tamboran and Falcon, with specific provisions for dissenting shareholders and sanctions-related payment obligations. This is a material M\u0026A completion event that would affect investor assessment of the registrant's capital structure and obligations.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-29T02:49:39.010954+00:00","company_name":"Tamboran Resources Corp","ticker":"TBNRL","filing_date":"2026-05-28"}]}
