Pantheon Resources plc (LON:PANR), the oil and gas company with a 100% working interest in the Kodiak and Ahpun fields, has provided the following update:
Highlights:
· Quarterly Bond Payment
o The Company has elected to make the quarterly principal and interest payment of US$2.72 million through the issuance of 7,471,153 new ordinary shares at a price of US$0.364 per share.
· Private Placement
o Private placement of approximately US$3.36 million to two existing long term shareholders through the issuance of 9,230,080 new ordinary shares (the “Placement Shares”) at a price of US$0.364 per share to provide additional working capital, (the “Placement”), and to increase the Company’s flexibility in advancing funding discussions per the overall strategy outlined below.
· Funding Strategy
o Long term funding – the Gas Sales Precedent Agreement (“GSPA”), executed on 5 June 2024 opens a potential path to funding of post Ahpun FID expenditures without further equity dilution.
o Interim funding – the Company estimates the funding up until the point of Ahpun FID (referred to above) is in the range US$60 – US$85 million. This includes costs required to complete the Environmental Impact Statement (“EIS”), G&A, US IPO preparation costs, hot-tap into the TAPS pipeline, as well as the cost of drilling and testing the planned Megrez-1 well to assess the Ahpun East project area which the Company estimates to contain a Prospective Resource of c. 609 million barrels (“mmbbl”) of marketable liquids. At the upper end of the range this would also include the cost of drilling and testing an additional Ahpun appraisal well if required.
o Funding options being presently under consideration include a suite of alternatives including farm-out, equity, debt, hybrid and a US listing targeted for 2025. The Company believes a US listing is an important step into providing greater access to the US institutional investment community, and to enhance market depth and liquidity in the Company’s shares.
· Webinar Planned
o Update on corporate strategy following will be provided to shareholder in a webinar later this month. Precise timing of the webinar to be confirmed in due course.
David Hobbs, Pantheon Resources Executive Chairman, said: “A year ago, Pantheon embarked on a refreshed strategy to drive progress towards financial self-sufficiency as quickly as possible and at minimum possible value dilution to existing shareholders. The progress of the past twelve months – independently certifying the contingent resource estimates and securing a significant agreement for the potential long term gas supply with the State of Alaska – have the potential to significantly de-risk the Company, and could at the same time, shrink the remaining funding requirement to manageable proportions.“
Quarterly Convertible Bond Payment
Pantheon has elected to satisfy (i) the quarterly principal repayment of US$2.45 million and (ii) the quarterly interest payment of US$0.27 million (collectively, the “Quarterly Repayment”) in respect of its senior unsecured convertible bonds due December 2026 (the “Convertible Bonds”), through the issuance of new shares. Pursuant to the terms of the Convertible Bond agreement, a total of 7,471,153 Bond Shares will be issued in settlement of this Quarterly Repayment.
After settlement of the Quarterly Repayment, the principal remaining under the Convertible Bond will be reduced by US$2.45 million to US$24.5 million.
Private Placement and Additional Liquidity
In addition to the Convertible Bond repayment, the Company is issuing 9,230,080 Placement Shares to existing supportive shareholders to further bolster its cash position, on the same terms as the Convertible Bond.
Admission and Total Voting Rights
In aggregate, 16,701,233 Bond Shares and Placement Shares (together the “New Ordinary Shares”) will be issued. Application will be made to the London Stock Exchange for the New Ordinary Shares to be admitted to trading on AIM at 8.00 a.m. on or around 20 June 2024. The New Ordinary Shares will represent 1.74 per cent of the outstanding issued ordinary share capital of the Company upon Admission.
Immediately following Admission, Pantheon Resources’ issued share capital will be 960,919,660 Ordinary Shares, with each share carrying the right to one vote. The Company does not hold any Ordinary Shares in treasury. The total voting rights figure immediately following Admission, of 960,919,660 may be used by shareholders (and others with notification obligations) as the denominator for the calculations by which they will determine whether they are required to notify their interest in, or a change to their interest in, the Company under the Disclosure Guidance and Transparency Rules.
