TIDMPANR
RNS Number : 4064M
Pantheon Resources PLC
28 July 2017
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN, IS
RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN
WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM THE
UNITED STATES, CANADA, AUSTRALIA, JAPAN OR THE REPUBLIC OF SOUTH
AFRICA OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION
OR DISTRIBUTION WOULD BE UNLAWFUL. THIS ANNOUNCEMENT HAS NOT BEEN
APPROVED BY THE LONDON STOCK EXCHANGE, NOR IS IT INTED THAT IT WILL
BE SO APPROVED.
28 July 2017
Pantheon Resources plc
Results of Placing
Pantheon Resources plc ("Pantheon" or "the Company"), the
AIM-quoted oil and gas exploration and development company with a
working interest of 50%-58% in several conventional projects in
Tyler and Polk Counties, onshore East Texas, is pleased to announce
the successful completion of the placing announced on 27 July 2017
(the "Placing").
A total of 22,216,100 new Ordinary Shares in Pantheon (the
"Placing Shares") were placed, raising gross proceeds of US$12.5
million at a price of 43 pence per Placing Share.
The Placing Shares will represent, in aggregate, approximately
9.4 per cent. of Pantheon's issued ordinary share capital
immediately following Admission. The Placing Shares will, when
issued, be credited as fully paid and rank pari passu with the
existing Ordinary Shares, including the right to receive all future
dividends and distributions, made or paid.
Jay Cheatham, CEO of Pantheon Resources, said:
"I am delighted with the overwhelming vote of confidence shown
by existing and new institutional shareholders in recognising the
potential of our company in a heavily oversubscribed
fundraising.
"Whilst we have had a number of operational issues over the past
12 months, we have learned from these and have greatly strengthened
our operational capabilities with the appointment of Phillip Gobe
to the board, and with the appointment of Sierra Hamilton, one of
the world's leading oil and gas technical and engineering
consultancies.
"With the newly raised funds, Pantheon will be able to
accelerate its drilling programme in both Polk and Tyler counties,
as well as enabling it to drill high impact exploration and
appraisal wells. The potential of the Eagle Ford sandstone on our
acreage has been well documented, however the past 7 months have
added an additional layer of excitement with the discovery of the
Wilcox, which, if successful, has the potential to be very
significant indeed. Today's announcement demonstrates that our
partner Bobby Gray clearly shares this belief, in increasing his
own personal interest in the play.
"Cashflow from operations from Polk County are due later this
year, and production in Tyler County is anticipated to follow
thereafter. I remind shareholders that in a low oil price
environment, first principles tell us that it is those assets with
low drilling and production costs, in regions of low sovereign risk
and abundant infrastructure, that are the most desirable. We look
forward to the future with great optimism."
Admission
Application will be made for the Admission of 22,379,097 new
Ordinary Shares (comprising the Placing Shares and 162,997 new
Ordinary Shares issued in lieu of fees) to trading on AIM and it is
expected that such Admission will become effective at 8.00 a.m. on
1 August 2017.
The Placing is conditional, inter alia, upon Admission becoming
effective and the Placing Agreement becoming unconditional and not
being terminated.
Total Voting Rights
Following Admission, the total number of voting rights in the
Company will be 237,336,555. No Ordinary Shares are held in
treasury. This figure may be used by shareholders in the Company as
the denominator for the calculations by which they will determine
if they are required to notify their interest in, or a change in
their interest in, the share capital of the Company under the UK
Disclosure and Transparency Rules.
Director participation
Number
Number of Placing Resultant
of Existing Shares holding % of enlarged
Ordinary subscribed following share capital
Director Shares for Admission post-Placing*
John Bishop
Cheatham 3,554,249 116,279 3,670,528 1.55%
Justin Hondris** 1,135,000 46,511 1,181,511 0.50%
*Including the Additional Shares (being the 162,997 new Ordinary
Shares which will be issued in lieu of fees)
**Some shares are beneficially owned held by the spouse of the
particular director.
Stifel acted as Sole Bookrunner and Panmure Gordon acted as
Co-Lead Manager in respect of the Placing.
Definitions used in the announcement of the Company on 27 July
2017 apply to this announcement unless the context requires
otherwise.
Further information:
+44 20 7484
Pantheon Resources plc 5359
Jay Cheatham, CEO
Justin Hondris, Director, Finance
and Corporate Development
+44 20 7710
Stifel Nicolaus Europe Limited 7600
Callum Stewart
Nicholas Rhodes
Ashton Clanfield
+44 20 7886
Panmure Gordon (UK) Limited 2500
Adam James
Atholl Tweedie
Tom Salvesen
+44 20 3727
FTI Consulting 1000
Ed Westropp
James Styles
The information contained within this announcement is deemed by
the Company to constitute inside information as stipulated under
the Market Abuse Regulation ("MAR"). Upon the publication of this
announcement via Regulatory Information Service ("RIS"), this
inside information is now considered to be in the public domain. If
you have any queries on this, then please contact Jay Cheatham,
Chief Executive Officer of the Company (responsible for arranging
release of this announcement) on +44 20 7484 5359.
Important notice
Neither the contents of the Company's website nor the contents
of any website accessible from hyperlinks on the Company's website
(or any other website) is incorporated into, or forms part of, this
announcement.
This announcement does not constitute, or form part of, a
prospectus relating to the Company, nor does it constitute or
contain any invitation or offer to any person, or any public offer,
to subscribe for, purchase or otherwise acquire any shares in the
Company or advise persons to do so in any jurisdiction, nor shall
it, or any part of it form the basis of or be relied on in
connection with any contract or as an inducement to enter into any
contract or commitment with the Company.
The content of this announcement has not been approved by an
authorised person within the meaning of the Financial Services and
Markets Act 2000 ("FSMA"). This announcement has been issued by and
is the sole responsibility of the Company. The information in this
announcement is subject to change.
This announcement is not an offer of securities for sale into
the United States. The securities referred to herein have not been
and will not be registered under the U.S. Securities Act of 1933,
as amended (the "Securities Act"), and may not be offered or sold,
directly or indirectly, in or into the United States, except
pursuant to an applicable exemption from registration. No public
offering of securities is being made in the United States. This
announcement is not for release, publication or distribution,
directly or indirectly, in or into the United States, Australia,
Japan, the Republic of South Africa or any jurisdiction where to do
so might constitute a violation of local securities laws or
regulations (a "Prohibited Jurisdiction"). This announcement and
the information contained herein are not for release, publication
or distribution, directly or indirectly, to persons in a Prohibited
Jurisdiction unless permitted pursuant to an exemption under the
relevant local law or regulation in any such jurisdiction.
This announcement is directed only at persons whose ordinary
activities involve them in acquiring, holding, managing and
disposing of investments (as principal or agent) for the purposes
of their business and who have professional experience in matters
relating to investments and: (i) if in a member state of the
European Economic Area, are, unless otherwise agreed with Stifel,
qualified investors within the meaning of article 2(1)(e) of the
Prospectus Directive ("Qualified Investors"); and (ii) if in the
United Kingdom, fall within: (a) article 19(5) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005, as
amended (the "Order"); (b) article 49 of the Order; or (d) any
other person to whom it may lawfully be communicated (all such
persons together being referred to as "Relevant Persons"). This
announcement must not be acted on or relied on by persons who are
not Relevant Persons. Any investment or investment activity to
which this announcement relates is available only to Relevant
Persons and will be engaged in only with Relevant Persons.
Stifel is authorised and regulated by the Financial Conduct
Authority in the United Kingdom. Stifel is acting solely as
nominated adviser, sole bookrunner and co-lead manager exclusively
for the Company and no one else in connection with the contents of
this announcement and will not regard any other person (whether or
not a recipient of this announcement) as its client in relation to
the contents of this announcement nor will it be responsible to
anyone other than the Company for providing the protections
afforded to its clients or for providing advice in relation to the
contents of this announcement. Apart from the responsibilities and
liabilities, if any, which may be imposed on Stifel by FSMA or the
regulatory regime established thereunder, Stifel accepts no
responsibility whatsoever, and makes no representation or warranty,
express or implied, for the contents of this announcement including
its accuracy, completeness or verification or for any other
statement made or purported to be made by it, or on behalf of it,
the Company or any other person, in connection with the Company and
the contents of this announcement, whether as to the past or the
future. Stifel accordingly disclaims all and any liability
whatsoever, whether arising in tort, contract or otherwise (save as
referred to above), which it might otherwise have in respect of the
contents of this announcement or any such statement.
Panmure Gordon is authorised and regulated by the Financial
Conduct Authority in the United Kingdom. Panmure Gordon is acting
solely as co-lead manager exclusively for the Company and no one
else in connection with the contents of this announcement and will
not regard any other person (whether or not a recipient of this
announcement) as its client in relation to the contents of this
announcement nor will it be responsible to anyone other than the
Company for providing the protections afforded to its clients or
for providing advice in relation to the contents of this
announcement. Apart from the responsibilities and liabilities, if
any, which may be imposed on Panmure Gordon by FSMA or the
regulatory regime established thereunder, Panmure Gordon accepts no
responsibility whatsoever, and makes no representation or warranty,
express or implied, for the contents of this announcement including
its accuracy, completeness or verification or for any other
statement made or purported to be made by it, or on behalf of it,
the Company or any other person, in connection with the Company and
the contents of this announcement, whether as to the past or the
future. Panmure Gordon accordingly disclaims all and any liability
whatsoever, whether arising in tort, contract or otherwise (save as
referred to above), which it might otherwise have in respect of the
contents of this announcement or any such statement.
Forward-Looking Statements
This announcement includes "forward-looking statements" which
include all statements other than statements of historical facts,
including, without limitation, those regarding the Company's
business strategy, plans and objectives of management for future
operations, or any statements proceeded by, followed by or that
include the words "targets", "believes", "expects", "aims",
"intends", "will", "may", "anticipates", "would", "could" or
similar expressions or negatives thereof. Such forward-looking
statements involve known and unknown risks, uncertainties and other
important factors beyond the Company's control that could cause the
actual results, performance or achievements of the Company to be
materially different from future results, performance or
achievements expressed or implied by such forward-looking
statements. Such forward-looking statements are based on numerous
assumptions regarding the Company's present and future business
strategies and the environment in which the Company will operate in
the future. No undue reliance should be placed upon forward-looking
statements. These forward looking statements speak only as at the
date of this announcement. The Company expressly disclaims any
obligation or undertaking to disseminate any updates or revisions
to any forward-looking statements contained herein to reflect any
change in the Company's expectations with regard thereto or any
change in events, conditions or circumstances on which any such
statements are based, unless required to do so by applicable law or
the AIM Rules for Companies.
This information is provided by RNS
The company news service from the London Stock Exchange
END
IOEGLGDRLBDBGRI
(END) Dow Jones Newswires
July 28, 2017 02:18 ET (06:18 GMT)
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