TR-1: Notification of major holdings

RNS Number : 3533Z

Pantheon Resources PLC

20 May 2021

 

TR-1: S tandard form for notification of major holdings

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible) i
1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached ii :			PANTHEON RESOURCES PLC
1b. Please indicate if the issuer is a non-UK issuer   (please mark with an "X" if appropriate)
Non-UK issuer
2. Reason for the notification (please mark the appropriate box or boxes with an "X")
An acquisition or disposal of voting rights						X
An acquisition or disposal of financial instruments
An event changing the breakdown of voting rights						X
Other (please specify)iii:
3. Details of person subject to the notification obligation iv
Name			1.  Farallon Capital Management, L.L.C. ("Farallon") acting in concert with 2.  Great Bear Petroleum Holdings LLC 3.  Great Bear Petroleum Operating GP LLC 4.  Great Bear Petroleum Operating LLC (together, "GBPO")
City and country of registered office (if applicable)			Farallon: San Francisco, California, USA GBPO: Anchorage, Alaska, USA
4. Full name of shareholder(s) (if different from 3.) v
Name			CHONS LLC [1]
City and country of registered office (if applicable)			Wilmington, Delaware, USA
5. Date on which the threshold was crossed or reached vi :			18/05/2021
6. Date on which issuer notified (DD/MM/YYYY):			20/05/2021
7. Total positions of person(s) subject to the notification obligation
	% of voting rights attached to shares (total of 8. A)	% of voting rights through financial instruments (total of 8.B 1 + 8.B 2)		Total of both in % (8.A + 8.B)	Total number of voting rights held in issuer vii
Resulting situation on the date on which threshold was crossed or reached	20.83%	0%		20.83%	659,368,196
Position of previous notification (if applicable)	17.87%	0%		17.87%

8. Notified details of the resulting situation on the date on which the threshold was crossed or reached viii
A: Voting rights attached to shares
Class/type of shares ISIN code (if possible)		Number of voting rights ix					% of voting rights
		Direct (DTR5.1)		Indirect  (DTR5.2.1)			Direct (DTR5.1)		Indirect (DTR5.2.1)
GB00B125SX82		0		137,314,669			0%		20.83%
SUBTOTAL 8. A		137,314,669					20.83%
B 1: Financial Instruments according to DTR5.3.1R (1) (a)
Type of financial instrument		Expiration date x	Exercise/ Conversion Period xi			Number of voting rights that may be acquired if the instrument is exercised/converted.			% of voting rights
			SUBTOTAL 8. B 1
B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b)
Type of financial instrument	Expiration date x		Exercise/ Conversion Period xi		Physical or cash settlement xii			Number of voting rights	% of voting rights
					SUBTOTAL 8.B.2

9. Information in relation to the person subject to the notification obligation (please mark the applicable box with an "X")
Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer xiii				X (Farallon)
Full chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held starting with the ultimate controlling natural person or legal entity xiv (please add additional rows as necessary)				X (GBPO)
Name xv	% of voting rights if it equals or is higher than the notifiable threshold	% of voting rights through financial instruments if it equals or is higher than the notifiable threshold	Total of both if it equals or is higher than the notifiable threshold
GBPO structure:
Great Bear Petroleum Holdings LLC	20.83%	N/A	20.83%
Great Bear Petroleum Operating GP LLC	20.83%	N/A	20.83%
Great Bear Petroleum Operating LLC	20.83%	N/A	20.83%
10. In case of proxy voting, please identify:
Name of the proxy holder
The number and % of voting rights held
The date until which the voting rights will be held
11. Additional information xvi
· Farallon and GBPO (each as defined in section 3 of this form) are acting in concert in respect of Pantheon Resources PLC.  As such, the disclosure in sections 7 to 9 of this form reflects their aggregated position, and the aggregated position has been attributed in full to each of Farallon and GBPO. As at the date of this disclosure, GBPO does not directly hold any disclosable position in Pantheon Resources PLC. · Farallon is the investment manager of CHONS LLC, which is the beneficial owner of the Farallon positions. · GBPO has authorised Farallon to make a joint disclosure on its behalf.  · This filing reflects the conversion, on a one to one basis, of 30,000,000 of the ordinary shares not carrying voting rights ("Non-Voting Shares") into ordinary shares carrying voting rights ("Voting Ordinary Shares") in Pantheon Resources PLC.  The new Voting Ordinary Shares were admitted to trading on AIM on 18 May 2021.  Pantheon Resources PLC's enlarged issued share capital following Admission consists of 659,368,196 Voting Ordinary Shares.

Place of completion	San Francisco, United States
Date of completion	20 May 2021

 

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[1]NB - CHONS LLC is the shareholder only in respect of the Farallon position.  The shareholder of the GBPO position is Great Bear Petroleum Operating LLC (albeit, as at the date of this disclosure, GBPO does not directly hold any disclosable position in Pantheon Resources PLC)

 

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