TIDMPANR
RNS Number : 1042G
Pantheon Resources PLC
19 July 2019
THIS ANNOUNCEMENT, INCLUDING THE APPIX, AND THE INFORMATION
CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION
OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN,
INTO OR FROM THE UNITED STATES OF AMERICA, CANADA, JAPAN, THE
REPUBLIC OF SOUTH AFRICA OR AUSTRALIA, OR TO BE TRANSMITTTED OR
DISTRIBUTED TO, OR SENT BY, ANY NATIONAL OR RESIDENT OR CITIZEN OF
ANY SUCH COUNTRIES OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE,
PUBLICATION OR DISTRIBUTION MAY CONTRAVENE LOCAL SECURITIES LAWS OR
REGULATIONS. PLEASE SEE THE IMPORTANT NOTICE AT THE OF THIS
ANNOUNCEMENT.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES
OF THE MARKET ABUSE REGULATION (596/2014/EU) ("MAR"). UPON THE
PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW
CONSIDERED TO BE IN THE PUBLIC DOMAIN AND SUCH PERSONS SHALL
THEREFORE CEASE TO BE IN POSSESSION OF INSIDE INFORMATION.
Capitalised terms in this Announcement shall have the meanings
given to such terms in the Company's announcement of 16:58 on 18
July 2019.
19 July 2019
Pantheon Resources plc
("Pantheon" or "the Company")
Close of Capital Raising
Pantheon Resources plc (AIM:PANR), the AIM-quoted oil and gas
exploration company with working interests in several conventional
project areas in Tyler and Polk Counties, onshore East Texas, and
onshore North Slope of Alaska, announces that the Bookbuild has
been significantly oversubscribed and is now closed. Participants
in the Placing will be contacted by Arden Partners to confirm their
allocations. A further announcement will be made shortly confirming
details of the Capital Raising.
The Capital Raising will raise approximately US$10.7 million
(before expenses) at an issue price of 18 pence per share.
Jay Cheatham, CEO of Pantheon Resources, said:
"I am delighted with the incredible support received for this
fund raising, and I am pleased to welcome some new quality
institutional names to our share register. 2019 has been a
tremendous year for Pantheon, starting with the successful merger
with Great Bear Petroleum and followed more recently with the
announcement of a significant discovery at our Alkaid/Phecda
project, which we believe contains between 90 - 135 million barrels
of oil P50 Technically Recoverable Resource. This fundraising will
allow us to continue the permitting, engineering, geological and
geophysical work necessary to plan for drilling operations this
coming winter, and to position us better for farmout discussions,
which I am pleased to report have already commenced. Pantheon will
be seeking a significant up-front payment as well as a carried work
program on future operations.
I am pleased there was excess demand for this capital raise and
the price was done at a minimal discount to the close on 18 July of
2.1%."
Pantheon 020 7484 5361
Jay Cheatham, CEO
Justin Hondris, Director, Finance and Corporate
Development
Arden Partners plc (Nominated Adviser and
Broker) 0207 614 5950
Paul Shackleton / Dan Gee-Summons - Corporate
Finance
Simon Johnson - Corporate Broker
Fraser Marshall - Equity Sales
Blytheweigh (PR)
Tim Blythe
Julia Tilley
Jane Lenton 0207 138 3204
IMPORTANT NOTICE
This announcement is released by Pantheon and contains inside
information for the purposes of Article 7 of the Market Abuse
Regulation (EU) 596/2014 ("MAR") it is disclosed in accordance with
the Company's obligations under Article 17 of MAR.
For the purposes of MAR and Article 2 of Commission Implementing
Regulation (EU) 2016/1055, this announcement is being made on
behalf of the Company by Ben Harber, Company Secretary.
No action has been taken by the Company or Arden, or any of
their respective affiliates, that would, or which is intended to,
permit a public offer of the New Ordinary Shares in any
jurisdiction or the possession or distribution of this announcement
or any other offering or publicity material relating to the New
Ordinary Shares in any jurisdiction where action for that purpose
is required. Any failure to comply with these restrictions may
constitute a violation of the securities laws of such
jurisdictions. Persons into whose possession this announcement
comes shall inform themselves about, and observe, such
restrictions.
No prospectus has been made available in connection with the
matters contained in this announcement and no such prospectus is
required (in accordance with the Prospectus Directive (as defined
below) to be published.
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN, IS FOR
INFORMATION PURPOSES ONLY, AND IS NOT INTED TO AND DOES NOT
CONSTITUTE OR FORM PART OF ANY OFFER OR INVITATION TO PURCHASE OR
SUBSCRIBE FOR, UNDERWRITE, SELL OR ISSUE OR THE SOLICITATION OF AN
OFFER TO PURCHASE OR SUBSCRIBE, SELL, ACQUIRE, DISPOSE OF THE NEW
ORDINARY SHARES OR ANY OTHER SECURITY IN THE UNITED STATES
(INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED
STATES AND THE DISTRICT OF COLUMBIA, COLLECTIVELY THE "UNITED
STATES"), AUSTRALIA, CANADA, JAPAN OR SOUTH AFRICA OR IN ANY
JURISDICTION IN WHICH, OR TO ANY PERSONS TO WHOM, SUCH OFFERING,
SOLICITATION OR SALE WOULD BE UNLAWFUL.
The New Ordinary Shares have not been and will not be registered
under the United States Securities Act of 1933, as amended (the
"Securities Act") or under the securities laws of any state or
other jurisdiction of the United States, and may not be offered,
sold or transferred, directly or indirectly, in or into the United
States unless registered under the Securities Act or pursuant to an
exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act and in compliance
with applicable state laws. There will be no public offering of the
New Ordinary Shares in the United States or elsewhere other than in
the United Kingdom and certain other jurisdictions.
The relevant clearances have not been, and nor will they be,
obtained from the securities commission of any province or
territory of Canada; no prospectus has been lodged with, or
registered by, the Australian Securities and Investments Commission
or the Japanese Ministry of Finance; and the New Ordinary Shares
have not been, and nor will they be, registered under or offered in
compliance with the securities laws of any state, province or
territory of Canada, Australia, Japan or South Africa. Accordingly,
the New Ordinary Shares may not (unless an exemption under the
relevant securities laws is applicable) be offered, sold, resold or
delivered, directly or indirectly, in or into Canada, Australia,
Japan or South Africa or any other jurisdiction outside the United
Kingdom or to, or for the account or benefit of any national,
resident or citizen of Australia, Japan or South Africa or to any
investor located or resident in Canada.
Arden is authorised and regulated in the United Kingdom by the
Financial Conduct Authority and is acting exclusively for the
Company in connection with the Capital Raising and Admission and no
one else and will not be responsible to anyone other than the
Company for providing the protections afforded to its clients nor
for providing advice to any other person in relation to the Capital
Raising and Admission and/or any other matter referred to in this
announcement.
This announcement is being issued by and is the sole
responsibility of the Company. No representation or warranty,
express or implied, is or will be made as to, or in relation to,
and no responsibility or liability is or will be accepted by Arden
(apart from the responsibilities or liabilities that may be imposed
by the FSMA, as amended, or the regulatory regime established
thereunder) or any of its affiliates or any of its or respective
directors, officers, employees, advisers, representatives or
shareholders (collectively, "Representatives") for the contents of
this announcement, or any other written or oral information made
available to or publicly available to any interested party or its
advisers, or any other statement made or purported to be made by or
on behalf of the Company or Arden or any of their respective
affiliates or by any of their respective Representatives in
connection with the Company, the New Ordinary Shares, the Capital
Raising or Admission and any responsibility and liability whether
arising in tort, contract or otherwise therefore is expressly
disclaimed. Arden and its affiliates and each of their respective
Representatives accordingly disclaim all and any liability, whether
arising in tort, contract or otherwise (save as referred to above)
in respect of any statements or other information contained in this
announcement and no representation or warranty, express or implied,
is made by Arden or any of its affiliates or any of their
respective Representatives as to the accuracy, fairness,
verification, completeness or sufficiency of the information
contained in this announcement and nothing in this announcement is,
or shall be relied upon as, a promise or representation in this
respect, whether as to the past or future.
This announcement contains (or may contain) certain
forward-looking statements, beliefs or opinions, with respect to
certain of the Company's current expectations and projections about
future prospects, developments, strategies, performance,
anticipated events or trends and other matters that are not
historical facts. These forward-looking statements, which sometimes
use words such as "aim", "anticipate", "believe", "intend", "plan"
"estimate", "expect" and words of similar meaning, include all
matters that are not historical facts and reflect the directors'
beliefs and expectations and involve a number of risks,
uncertainties and assumptions that could cause actual results and
performance to differ materially from any expected future results
or performance expressed or implied by the forward-looking
statement. These statements are subject to unknown risks,
uncertainties and other factors that could cause actual results to
differ materially from those expressed or implied by such
forward-looking statements. Statements contained in this
announcement regarding past trends or activities should not be
taken as a representation that such trends or activities will
continue in the future. The information contained in this
announcement is subject to change without notice and, except as
required by applicable law, neither the Company nor Arden nor any
of their respective affiliates nor any of their respective
Representatives assumes any responsibility or obligation to update,
amend or revise publicly or review any of the forward-looking
statements contained in this announcement. You should not place
undue reliance on forward-looking statements, which speak only as
of the date of this announcement. Any indication in this
announcement of the price at which New Ordinary Shares have been
bought or sold in the past cannot be relied upon as a guide to
future performance. No statement in this announcement is or is
intended to be a profit forecast or profit estimate or to imply
that the earnings of the Company for the current or future
financial years will necessarily match or exceed the historical or
published earnings of the Company. Past performance of the Company
cannot be relied on as a guide to future performance and persons
reading this announcement are cautioned not to place undue reliance
on such forward-looking statements.
The New Ordinary Shares to be issued pursuant to the Capital
Raising will not be admitted to trading on any stock exchange other
than the AIM market operated by the London Stock Exchange.
Neither the content of the Company's website nor any website
accessible by hyperlinks on the Company's website is incorporated
in, or forms part of, this announcement.
Information for Distributors
Solely for the purposes of the product governance requirements
contained within: (a) EU Directive 2014/65/EU on markets in
financial instruments, as amended ("MiFID II"); (b) Articles 9 and
10 of Commission Delegated Directive (EU) 2017/593 supplementing
MiFID II; and (c) local implementing measures (together, the "MiFID
II Product Governance Requirements"), and disclaiming all and any
liability, whether arising in tort, contract or otherwise, which
any "manufacturer" (for the purposes of the Product Governance
Requirements) may otherwise have with respect thereto, the New
Ordinary Shares have been subject to a product approval process,
which has determined that such securities are: (i) compatible with
an end target market of investors who meet the criteria of retail
and professional clients and eligible counterparties, each as
defined in MiFID II; and (ii) eligible for distribution through all
distribution channels as are permitted by MiFID II (the "Target
Market Assessment").
Notwithstanding the Target Market Assessment, distributors
should note that: the price of the New Ordinary Shares may decline
and investors could lose all or part of their investment; the New
Ordinary Shares offer no guaranteed income and no capital
protection; and an investment in New Ordinary Shares is compatible
only with investors who do not need a guaranteed income or capital
protection, who (either alone or in conjunction with an appropriate
financial or other adviser) are capable of evaluating the merits
and risks of such an investment and who have sufficient resources
to be able to bear any losses that may result therefrom. The Target
Market Assessment is without prejudice to the requirements of any
contractual, legal or regulatory selling restrictions in relation
to the Proposals. Furthermore, it is noted that, notwithstanding
the Target Market Assessment, Arden will only procure investors who
meet the criteria of professional clients and eligible
counterparties.
For the avoidance of doubt, the Target Market Assessment does
not constitute: (a) an assessment of suitability or appropriateness
for the purposes of MiFID II; or (b) a recommendation to any
investor or Company of investors to invest in, or purchase, or take
any other action whatsoever with respect to the New Ordinary Shares
pursuant to the Capital Raising.
Each distributor is responsible for undertaking its own Target
Market Assessment in respect of the New Ordinary Shares and
determining appropriate distribution channels.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
IOESFFSWUFUSESW
(END) Dow Jones Newswires
July 19, 2019 03:06 ET (07:06 GMT)
Grafico Azioni Pantheon Resources (LSE:PANR)
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Da Mar 2024 a Apr 2024
Grafico Azioni Pantheon Resources (LSE:PANR)
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