REG-Falcon Oil & Gas Ltd. - Falcon Provides Update on Transaction with Tamboran

Falcon Oil & GasAnnouncement

27/03/2026 07:00

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Falcon Oil & Gas Ltd. 
(“Falcon” or the “Company”)

Falcon Provides Update on Transaction with Tamboran

27 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 by the Company’s
shareholders on 11 March 2026. The terms and conditions of the Transaction are
set forth in the arrangement agreement dated 30 September 2025 (the
“Arrangement Agreement”) and a statutory plan of arrangement (the “Plan
of Arrangement”).

Further to the Company’s news release dated 25 March 2026, Falcon appeared
before the Supreme Court of British Columbia (the “Court”) on 26 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, opposed the granting of the Final Order and appeared at the hearing.
The Court approved the Final Order, subject to certain amendments to the Plan
of Arrangement relating to the treatment of Falcon shareholders that are
subject to sanctions.

Falcon and Tamboran are considering the amendments to the Plan of Arrangement
required by the Final Order and the impact of the amendments on the
implementation of the Transaction. Closing of the Transaction remains subject
to the satisfaction or waiver of the conditions contained in the Arrangement
Agreement. Tamboran and Falcon plan to extend the outside date under the
Arrangement Agreement to provide additional time for the satisfaction of such
conditions. The Company will provide further updates related to the
Transaction as they become available.

For further information regarding the Transaction, please refer to the notice
of meeting, the management information circular and related documents which
are available on SEDAR+ at www.sedarplus.ca and Falcon’s website at
www.falconoilandgas.com.

Ends.

For further information, please contact:

CONTACT DETAILS:

 Falcon Oil & Gas Ltd.  +353 1 676 8702   
 Philip O'Quigley, CEO  +353 87 814 7042  
 Anne Flynn, CFO        +353 1 676 9162   
                                          
 Cavendish Capital Markets Limited (NOMAD & Broker) 
 Neil McDonald          +44 131 220 9771  



About Falcon Oil & Gas Ltd.

Falcon Oil & Gas Ltd. is an international oil & gas company engaged in the
exploration and development of unconventional oil and gas assets, with the
current portfolio focused in Australia, South Africa and Hungary. Falcon Oil &
Gas Ltd. is incorporated in British Columbia, Canada and headquartered in
Dublin, Ireland.

For further information on Falcon Oil & Gas Ltd. please visit
www.falconoilandgas.com

Forward-Looking Statements 
Certain statements in this news release concerning the Transaction, including
any statements regarding the completion or termination of the Transaction, the
results, effects and benefits of the Transaction, and any other statements
regarding Falcon’s future expectations, beliefs, plans, objectives,
financial conditions, assumptions or future events or performance that are not
historical facts are “forward-looking” statements based on management’s
current expectations, assumptions and estimates on the date hereof, and there
can be no assurance that actual strategies, actions or results will not differ
materially from expectations. Forward-looking statements are all statements
other than statements of historical facts. The words “anticipate,”
“believe,” “ensure,” “expect,” “if,” “intend,”
“estimate,” “probable,” “project,” “forecasts,” “predict,”
“outlook,” “aim,” “will,” “could,” “should,” “would,”
“potential,” “may,” “might,” “anticipate,” “likely”,
“plan,” “positioned,” “strategy,” and similar expressions or other
words of similar meaning, and the negatives thereof, are intended to identify
forward-looking statements.

These forward-looking statements involve significant risks and uncertainties
that could cause actual results to differ materially from those anticipated,
including, but not limited to, the risk that a condition to closing of the
Transaction may not be satisfied; that either party may terminate the
Arrangement Agreement or that the closing of the Transaction might be delayed
or not occur at all; the outcome of any legal proceedings that may be
instituted against Tamboran or Falcon; reputational risks and potential
adverse reactions from or changes to the relationships with the companies’
employees or other business partners of Tamboran or Falcon, including those
resulting from the announcement or completion of the Transaction; the
diversion of management time on transaction-related issues; the dilution
caused by Tamboran’s issuance of common stock in connection with the
Transaction; the ultimate timing, outcome and results of integrating the
operations of Tamboran and Falcon; the effects of the business combination of
Tamboran and Falcon, including the combined company’s future financial
condition, results of operations, strategy and plans; changes in capital
markets and the ability of the combined company to finance operations in the
manner expected; regulatory approvals of the Transaction; the effects of
commodity prices; the risks of oil and gas activities; and the fact that
operating costs and business disruption may be greater than expected following
the public announcement or consummation of the Transaction.

These factors are not necessarily all of the factors that could cause
Tamboran’s or Falcon’s actual results, performance, or achievements to
differ materially from those expressed in or implied by any of the
forward-looking statements. Other unknown or unpredictable factors also could
harm Tamboran’s or Falcon’s results.

Additional factors that could cause results to differ materially from those
described above can be found in Falcon’s management information circular
dated 4 February 2026 or annual information form for the year ended 31
December 2024, which are on SEDAR+ and available from Falcon’s website at
www.falconoilandgas.com, and in other documents Falcon files on SEDAR+.

All forward-looking statements speak only as of the date they are made and are
based on information available at that time. Falcon does not assume any
obligation to update forward-looking statements to reflect circumstances or
events that occur after the date the forward-looking statements were made or
to reflect the occurrence of unanticipated events except as required by
applicable securities laws. As forward-looking statements involve significant
risks and uncertainties, caution should be exercised against placing undue
reliance on such statements.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that
term is defined in the policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or accuracy of this release