Falcon shareholders will be granted 687 shares in New York Stock Exchange traded Tamboran for every 100,000 shares they currently hold, implying a potential premium of 19.7pc based on closing prices on the day of the deal.
The deal is valued at $172m, comprising 6.5 million Tamboran shares and $23.7m in cash that will not be distributed to shareholders.
Law firm, Monteverde & Associates, has questioned whether the deal was a fair one and said it is investigating Tamboran in relation to the Falcon merger without specifying its concerns.
The law firm, with an address at the Empire State Building in New York City, and which specialises in taking class-action suits related to merger and acquisition deals, did not respond to a request for comment.
have no idea on what basis they might have for anything like that
Mr O’Quigley said he was not concerned but was aware of the move by Movteverde.
“I have no idea on what basis they might have for anything like that,” he said, when asked to comment.
Resource industry veteran Mr O’Quigley has had a rollercoaster ride for more than a decade as CEO of Falcon attempting to commercialise its interest in the huge Beetaloo gas fracking play in Australia’s Northern Territories.
Numerous setbacks included a fracking moratorium imposed by the Northern Territories government.
Tamboran’s primary asset is 1.9 million net acres in Beetaloo, where it is the primary operator. Falcon holds one million net acres, 22.5pc of the total acreage, but is a non-operator.
Mr O’Quigley is stepping down from his role at Falcon and will not take a seat on the Tamboran board.
He described the deal, unanimously approved by both boards, as “a big win for Falcon shareholders.”
“It’s a pretty good deal for everyone, for both companies. Everyone gets something from it,“ he said.
Falcon shareholders will hold roughly 27pc of the combined company, while Tamboran stockholders will retain about 73pc. The Falcon board said the deal allows the firm become “part of a larger, well-capitalised operator and significantly de-risks the future” for its shareholders.
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