Pantheon Resources – Result of Capital Raise

Pantheon Resources plc the AIM-quoted oil and gas company with 100% working interests in certain projects located adjacent to transportation and pipeline infrastructure on the Alaska North Slope, today announces the results of the Fundraise and Retail Offer which was announced yesterday.

The Fundraise was oversubscribed and the Company, having taken into account the strong support received from existing and new investors, decided to increase the size of the Fundraise, and when combined with the Retail Offer, raised gross proceeds of approximately $22 million.

A total of 104,179,027 New Ordinary Shares have been placed and subscribed for pursuant to the Placing, Subscription and Retail Offer at a price of 17 pence per Ordinary Share (the “Issue Price”). Canaccord Genuity acted as Nominated Adviser and Sole Bookrunner in respect of the Placing with Olivetree Financial and WH Ireland Limited acting as UK placing agents.

The additional funds raised in the Fundraise will be applied towards general corporate purposes.

The New Ordinary Shares represent 11.68 per cent of the issued voting Ordinary Share capital of the Company following the Fundraise and Retail Offer.

Application will be made to London Stock Exchange plc for the 104,179,027 New Ordinary Shares to be admitted to trading on AIM. Subject, amongst other things, to the satisfaction or waiver of the conditions of the Placing Agreement, it is expected that Admission will take place and dealings in the New Ordinary Shares will commence on AIM on or around 8.00 a.m. on 24 May 2023.

Immediately following Admission, the Company’s issued share capital will be 892,034,079 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 892,034,079 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.

Directors’ participation in the Fundraise

Pursuant to the Subscription, the following Directors have agreed to subscribe for the following Subscription Shares at the Issue Price:

 ¹Mr Brest does not have a direct interest in Pantheon and has an indirect interest in the Company as described below: Mr Brest’s interest results from the direct and indirect holding of Pantheon by Westman Management Limited (“Westman”), of which Mr Brest is the sole director. Westman holds 673,821 ordinary shares of Pantheon and holds approximately 5.2% interest in Ursa Major Holdings LLC (“UMH”). UMH holds approximately 19.8 million ordinary shares.

 ²In addition to Mr. Rosenthal’s direct holding, he also holds an indirect interest through an approximate 2.8% interest in Ursa Major Holdings LLC (“UMH”). UMH holds approximately 19.8 million ordinary shares.

 Jay Cheatham, CEO of Pantheon Resources, said:

 “I’m pleased the market has rewarded our efforts in maturing this significant asset on the North Slope. The offering was materially oversubscribed, allowing Pantheon to raise approximately $22 million in a difficult market at a small discount to yesterday’s close. In particular we are delighted to welcome to our shareholder list some well known investing institutions; some for the first time and some as they return. The funds raised will be applied to a number of catalysts over the short to medum term which we will discuss in detail in a webinar planned for June.

 We will also update the market on the recent reservoir analysis of the Alkaid #2 horizontal production test, preliminary work on the updip Theta West acreage awarded in last year’s State lease sale and the ongoing work by SLB and NSAI.”

 All defined and capitalised terms have the same meaning as set out in the Company’s announcement on 16 May 2023 at 16:59 p.m.