??16 Mar 2026 07:01
16 March 2026 - Falcon Oil & Gas Ltd. (TSXV: FO, AIM: FOG) announces an update regarding the transaction (the “Transaction”) between Falcon and Tamboran Resources Corporation (“Tamboran”), which was approved at the Company’s special meeting of shareholders held on 11 March 2026.
Further to the Company’s news release dated 12 March 2026, the Transaction remains subject to a number of terms and conditions as set forth in the arrangement agreement dated 30 September 2025 (the “Arrangement Agreement”), including approval of the plan of arrangement by the Supreme Court of British Columbia (the “Court”). Falcon appeared before the Court on 13 March 2026 seeking the Court’s final order to approve the Transaction (the “Final Order”). Lamesa Holding S.A., a beneficial shareholder of the Company, opposes the granting of the Final Order and appeared at the hearing. There was not sufficient time for the Court to hear the contested application for the Final Order on 13 March 2026 and consequently the hearing was adjourned until 24 March 2026.
The completion of the Transaction remains subject to a number of terms and conditions, including without limitation: (a) approval of the plan of arrangement by the Court; (b) approval and authorization for listing on the New York Stock Exchange of the Tamboran common stock to be issued in the Transaction; (c) the absence of any law or order prohibiting the consummation of the Transaction; (d) there being no material adverse changes in respect of Falcon or Tamboran; and (e) other standard conditions of closing for a transaction of this nature. There can be no assurance that all of the necessary approvals will be obtained or that all conditions of closing will be satisfied.
Subject to obtaining the Final Order and satisfaction of all other conditions of closing, Falcon currently anticipates the Transaction to be completed shortly following the final Court hearing on 24 March 2026. However, there is significant uncertainty as to whether the Final Order will be obtained in a timely manner or at all. If the Transaction is not completed on or before 30 March 2026, due to a failure to obtain the Final Order or otherwise, either Tamboran or Falcon may terminate the Arrangement Agreement and the parties will no longer be obligated to proceed with the Transaction. Further announcements will follow in due course.
https://www.investegate.co.uk/announcement/gnw/falcon-oil-gas-ltd---fog/falcon-provides-update-on-transaction-with-ta-/9474523