Pantheon Resources Share Discussion Threads

[scot126] 14/11/2021 20:13

Aye, fordtin, looks that way indeed.

Suggestion? Apart from the "funding for winter programme" news we're all waiting to drop any time now, IMO it's probably worth keeping an eye out for potential increased volume as a result of the promotion of PANR to the MSCI Global Small Cap Index. I *suspect* Friday's enhanced volume was just the first of many days where we witness index funds attempting to right-size their holdings and weightings within their portfolios in advance of the changes coming into effect on 1/12/21. GLA

[fordtin] 14/11/2021 19:16

Evening scot, thanks for your response.

It seems we’ve been on the same page regarding the “ *controlled and disciplined* sell-down of the position.”



fordtin - 7 Apr '21 - 16:03 – 10399

I have wondered why Pantheon/Farallon/Canaccord didn’t try to place Farallon’s holding as a single block, or a few large blocks.
Could it be possible the rest of the concert party made it a condition of their cooperation, for the holding to be fragmented in order to make it more difficult for a potential acquirer to grossly undervalue PANR.

With that thought in mind, I’ve been hoping Farallon manage to distribute their entire holding to as many individual investors as possible.

It’s taken them months to ease about 10% of the shares in issue, into the market.

Hopefully it would take a predator just as long to accumulate a substantial holding ...... unless they are prepared to chase the share price up!.

[scot126] 14/11/2021 17:09

Hi fordtin - firstly, I recognise the reading and research required in order to put together your Farallon/CHONS/GB/Brest posts of the last day or so. Many thanks.

I have a couple of *observations* only.

a) the massive variable (which I *think* you acknowledge directly and which has thwarted my own efforts to arrive at a definitive understanding of the CHONS structure), is the moving part of the calculation which sees the capitalised (presumably?) interest rate charged on top of the initial debt, the specific quantum of interest rate applied, the potential application and timing of any penalties for non-repayment of the loan in cash by x date (or dates), etc, etc. This means, for me anyway, I've pretty much reached an impasse on the end calculation. You may very well be able to work back from Mr Brest's notifications, and well done if you do.

b) more philosophically (and perhaps more practically?) I've become less concerned about Farallon/CHON's selling than I was, say, in Q1 and Q2 this year. We have all observed Farallon has not "followed their money" by supporting the two post-merger fundraises. So their natural and consistent bias is to reduce their exposure over time. We also know the genesis of their involvement with Great Bear was a purchase of the GB debt (from BoAML) on behalf of a credit fund managed by a credit desk. I think we all "get" that by now? There is also 10 months of hard evidence proving Farallon is *perfectly capable* of managing a *controlled and disciplined* sell-down of the position.

I appreciate the CHONS selling has been incredibly frustrating and, personally, I suspect the share price would be higher than currently had they behaved with a tad more finesse, especially around the April webinar. That said, we must accept Farallon *could* have been a great deal more destructive if they had elected to act with less discipline.

It appears to me, fordtin, you are attempting to arrive at a logical/mathematical conclusion which would intimate, with reasonable confidence, CHONS is no longer selling GB-associated stock but has moved on to selling their own "equity shares"? I *think* that's where you're heading by undertaking this exercise, is that correct? Hmmmm, that was my intention in H1 this year too, no question. However, my attitude has shifted somewhat as H2 has unfolded.

How come? A few reasons, I guess. For starters, there's the certainly frustrating but *disciplined* selling approach of Farallon's instructions to their selling broker(s). Farallon/their selling broker(s) have proved reasonably adept, especially in the last 3-4 months or so, at varying their selling to match the ebbs and flows of natural demand. To be clear, they aren't obliged to behave that way but they appear to have actively opted for that strategy. During this period, the market's understanding of the investment case has, IMHO, improved as a result of the August webinar and Proactive interview. In addition, there's no question in my mind the addressable market of potential investors has widened as a result of the dissemination of the PANR investment case across multiple platforms, resonating most noticeably (and logically) in the US.

And at this point I'm going to overlay a *personal* view. Concomitant with my increased understanding and confidence in the underlying asset throughout 2021 has risen a concern that a predator *could* pick up a proper-sized strategic stake by purchasing the bulk of the CHONS holding. Accordingly, I have been quietly content the CHONS sell down has been absorbed as *comparatively* smoothly as it has been in the last 4 months or so. That's not to say I don't have sympathy for the GB founders'n'funders, because I do, and have stated so repeatedly since the merger. However I suspect, if asked *today*, even those GB-associated individuals would prefer an opportunistic predator *didn't* arrive on the scene *prior* to the results from the anticipated 21/22 winter programme at the very earliest. I say this because my experience suggests it's always easier to stage a genuinely competitive asset/corporate sale process when all interested parties begin at 0% ownership v's a scenario where one of the interested parties has a head start by owning, say, 20% of the asset owner's stock.

Put more plainly? I'm far less fussed about Farallon selling in H2 than I was in H1 '21. It has permitted me and "my" group of like-minded investors to own a far greater percentage of PANR shares than would have been possible *ordinarily* after the results from Talitha #A were published. I suspect I am not alone on this thread in thinking that way, and having increased his/her holding too. So, fordtin, if I could snap my fingers and tomorrow we woke up knowing for a fact Farallon had started selling their "equity" shares two weeks ago, I genuinely don't think it would alter my stance towards PANR one iota. In fact, provided they continue to sell with the discipline they have thus far, my attitude is more one of, "Fair enough, keep selling in a controlled manner, it reduces both the impact and likelihood of an opportunistic predator getting in the way of a genuinely competitive corporate/asset sale in the future."

I hope this makes sense?

[fordtin] 14/11/2021 15:48

unlikely2 - having failed to come to a conclusion so far, it's unlikely to influence my own investment in Pantheon unless/until I actually manage to reach a conclusion!

Playing around with the numbers again;
adding the 4,807,843 warrants exercisable into convertible non-voting shares not attributable to GBPO, to the 111,078,994 reported as at 10/11/21,
would give CHONS 115,886,837.

Subtracting the 114,000,000 reported as attributable to GBPO would leave CHONS with 1,078,994 (as at 10/11/21) to dispose of before they are presumably eating into Pantheon Directors’ interest (with no more options or warrants attributable to CHONS to replace borrowed shares with).

Before I have any chance of drawing any conclusions I need to do a lot more research regarding Directors' obligation to report changes affecting their interests.

[unlikely2] 14/11/2021 14:27

Fordtin - I admire the work which you have put into determining Mr Brests holdings. My question is whether it has enabled you to come to any conclusion which would influence your own investment in Pantheon?

[cezuan] 14/11/2021 11:53

@ringsing1 Comparing cop26 to the statements made around Biden's inauguration, the results imo point toward a "phasing (back) in" of o&g rather than a p/o.
Over the last 4 weeks Germany/the EU revealed their pro-gas stance in the medium term and the US reversed its "going all in on solar/wind/electricity" and phasing-out of ICE vehicles. That allows everybody else to do the same which they'll gladly do (India, China, Russia).
I got the impression that clean efforts were reduced and the o&g acceptance enhanced; esp. by the US giving up its ultra-strong position. And the less money gets invested into battery research etc., the longer that will take to become the dominant solution. So oil can relax imo.

[gp1948] 14/11/2021 11:27

Worth reading again Sadworm, but already posted here by dhb368 - see 18635

[sadworm] 14/11/2021 11:05

Dates for this Winter's drilling. No one seems to have picked this up - or have I missed something. From the PANR thread on Mike Walters website.




Releasing planned sequence and dates of events this winter suggests to me that funding or farm out is secured or expected.

Pantheon have secured the Nordic-Calista rig for a second season

Theta West paperwork completed well ahead of the season

LEASE PLAN OF OPERATIONS APPLICATION

15 Dec - 16 Jan. Prepack then construct Ice Road and Ice Drillpad to Talitha A then continue construction to Theta West #1 location
4 Jan - 15 Jan. Move Rig to Talitha A and Rig Up
15 Jan - 16 Jan. Rig Moved to Theta West #1 Coil Unit Moved In at Talitha A
18 Jan - 18 Jan. Theta West #1 well spudded
18 Jan - 15 Apr. Theta West #1 well drilled, cased, tested, and suspended
15 Apr - 30 Apr. Rig downTheta West and move out
28 Apr-30 Apr. Clean-Up both sites (Winter)
30 Jun - 3 Jul. Clean-Up both site (Summer Stick Picking) – 2 days in June or July
Enter Date.

[ringsing1] 14/11/2021 11:01

Re COP26, BBC had a climate chap on last night who said COP26 became the start of phasing out coal, and COP27 (Egypt) will probably follow same trajectory be for O&G. If I was big-oil and sat in a buying negotiation on a multi-billion barrel opportunity, I am not sure what value I’d apply to the portion of oil not yet produced in 5 years time. The idea that recent multi billion barrel finds will be produced for the next 20-30 years, to a layman observer as me, sounds pretty absurd. Time is working against O&G in my amateurish view.

[fordtin] 14/11/2021 10:27

Number of Ordinary Shares

% of Share Capital






Goldman Sachs Securities (Nominees) Limited

130,899,537

18.83


Vidacos Nominees Limited

73,516,228

10.57


Interactive Brokers LLC

46,252,068

6.65


Lynchwood Nominees Limited

43,756,494

6.29


The Bank of New York (Nominees) Limited

40,737,319

5.86


As of 29 September 2021







==========================================================



NOTIFICATION OF MAJOR HOLDINGS








5. Date on which the threshold was crossed or reached

24/09/21




6. Date on which issuer notified (DD/MM/YYYY)

28/09/21











8. Notified details of the resulting situation on the date on which the threshold was crossed or reached

125,079,113

17.99%



------------------------------------------------------------------------------------------------ From the above, could we assume the Farallon/Great Bear concert party have entrusted all of their shares to Goldman Sachs, or is it more likely they have entrusted them to two or more of the nominee accounts? Has anyone monitored the Pantheon shareholding page to see if any of the nominee holdings have fluctuated in line with conversion of non-voting shares and Farallon Tr1's? ------------------------------------------------------------------------------------------------ . edited to add the following historic holdings;



The Company has been notified, in accordance with Chapter 5 of the FCA Disclosure and Transparency Rules, of
 
 
 
 
 




The under noted interests in its ordinary shares as at 20 February 2020:
 
 
 
 
 


 
 
 
 
 
 


Shareholder
 
 
Ordinary Shares
 
% of Share Capital


Chons LLC
 
 
101,681,373
 
20.22%


Jim Nominees Limited
 
 
57,428,699
 
11.42%


Vidacos Nominees Limited
 
 
29,187,420
 
5.81%


Vidacos Nominees Limited
 
 
16,450,000
 
3.27%


Rock (Nominees) Limited
 
 
15,442,190
 
3.07%


 
 
 
 
 




------------------------------------------------------------------------------------------------ Second addition ------------------------------------------------------------------------------------------------ - The WHIreland note of 11 November 2020 shows GS holding 17% voting shares and Chons holding 17% non voting shares. Would it seem reasonable to assume some, if not all of the concert party shares are held by GS? Does anyone know which nominee accounts Michael Spencer and the Directors use?



Table 12 Shareholder structure
 
 
 
 




 
 
Number
 
Percent


CHONS (holder of non voting shares)
 
102,471,055
 
17%


Goldman Sachs Securities (Nominees) Limited
 
101,420,585
 
17%


The Bank of New York (Nominees) Limited
 
44,884,366
 
7%


Vidacos Nominees Limited
 
43,620,840
 
7%


Lynchwood Nominees Limited
 
24,075,634
 
4%


Jim Nominees Limited
 
16,577,963
 
3%


Other
 
374,650,380
 
62%


Total
 
605,229,768
 
100%


 
 
 
 
 


Pantheon Resources has 502,758,713 ordinary shares and 102,471,055 non-voting
 
 
 
 


shares which rank pari passu to ordinary shares except for the lack of voting rights
 
 
 
 


As at 20 February 2020, the number of Pantheon Resources shares not in public hands
 
 
 
 


 
 
 
 

[antique7879] 14/11/2021 09:47

Fact - The PANR BoD have been hard at work in the recent past to improve visibility and believability in the PANR investment case.
Opinion - I believe the following factors (outlined below), that may motivate the farmee’s decision, are being carefully evaluated as the PANR BoD work towards closing out the farmout agreement.
Farmee’s potential motivating factors in entering a farmout deal -
(1) quickly acquiring an acreage position or obtaining reserves;
(2) using available cash, equipment, or personnel;
(3) positively evaluating a prospect that the farmor has temporarily shelved; and (4) desiring to become active in the area while sharing the risks.

[phsarkandalpp] 14/11/2021 09:00

PANR OTC price closed Friday US$1.21 = £0.90

[bit coin] 14/11/2021 08:38

Cop finished with little impact on oil gas or goal production.......... How long before Big oil table a bid ??

[inteligentia8] 13/11/2021 15:59

Just on a different note an article on Mr Armstrong...who still just can't quit it...🤔ԍ00; So will Jay, Bob and the others who have been in the industry or even Scot, Telemachus, Darcon etc be able to sit idle after cashing in 😳😜🤗🥂9346;🥂Ӿ81;hxxps://www.wsj.com/articles/the-last-prospector-a-texas-wildcatter-is-tempted-by-a-final-quest-11575049890

[pharmawotsit] 13/11/2021 09:35

 Re- post 18993. No worries.

 Glad that decades of scientific research and teaching are not without some merit !

[fordtin] 13/11/2021 09:32

As Farallon are now down to 111,078,994 shares,it might be an opportune moment to

Revisit Darcon’s post 30 Mar '21 - 19:08 – 9337

“sporazene2 - thanks!

So according to the 2 Oct 19 RNS:

GBPO held a beneficial interest in 28 mln ordinary shares + approx 88 mln non-voting shares plus approx. half of the consideration warrants.

If we assume GBPO have not been selling (if they were then Mr. Brest would need to be making a Director announcement about a reduction in his personal beneficial interest exposure) then we may subtract at least 110mln shares from the shares number held by Farallon, which may suggest only 70mln shares remain to be sold by Farallon

As for the option over approx 49 mln shares held by Chons. If it was still valid then surely it ought to have been included in the TR-1s issued by Farallon. On the other hand if it had been exercised then surely the GBPO directors (Mr. Brest and Mr. Rosenthal) ought to have made announcements about increases in their beneficial interests.”


=============================

Related info below. Extracted from page15 of Final Results for the Year Ended 30 June 2020 - released 28 Feb 2021;


"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 327,869 ordinary shares of Pantheon and holds approximately 5.3% interest in Ursa Major Holdings LLC ("UMH"). UMH has an indirect interest in Pantheon through Great Bear Petroleum Operating LLC ("GBPO") as a result of the acquisition of the Great Bear Companies by Pantheon announced on 21 December 2018.
UMH holds an approximately 50% interest in GBPO.
GBPO has a beneficial interest in approximately 28 million ordinary shares.
26 million of these ordinary shares are held by CHONS LLC on behalf of GBPO.
GBPO also owns approximately 88 million non- voting shares convertible into ordinary shares,
4.8 million warrants exercisable into convertible non-voting shares in the Company with strike price of £0.30 per share,
and options over approximately 49 million shares in the Company presently owned by CHONS LLC,
of which approximately 30.7 million are currently exercisable into ordinary shares

and 13.3 million are exercisable into convertible non-voting shares.

Mr Brest's interest in the shares held by GBPO is variable based on the distribution mechanisms established by the limited liability company agreements of UMH and Great Bear Petroleum Holdings LLC ("GBPH", a parent company of GBPO). This interest changes with fluctuations of exchange rates, the Company's share price, and other factors."

[officerdigby] 12/11/2021 23:10

You could also say almost all buys on OTC 500k volume. Useful to take up any slack.

[markfrankie] 12/11/2021 21:34

Looks like we hit a few sell triggers at the end of the day today, roll on next week

[scot126] 12/11/2021 21:13

FYI - the price of ANS West Coast crude was $83.77 on 10/11/21 v's Brent at $82.64

US OTC quote closed at the equivalent of a touch over 90p. In case anyone is wondering, index funds will not be dealing in the OTC quote. The index funds will be sourcing volume directly from AIM.

[scot126] 12/11/2021 19:47

Hi pharmawotsit, post #18990: I was today years old when I learned about the correct use of the word "decrement". Many thanks indeed.

[chris0805] 12/11/2021 18:31

I think the meaning is that if F are still selling & the share price is increasing... then a third party is accumulating a stake. Also saw a post on Reddit or Discord, can't share a link as I find both platforms equally awkward to navigate personally, of a recent screenshot of the share register which shows several other holders have sold sizeable share blocks of PANR in recent times. All of these plus the F sale ones are clearly being gobbled up somewhere... GLA C

[hiddendepths] 12/11/2021 18:07

Well maybe, scot, but in my experience quite a few "strategic" investors like to remain invisible and accumulate quietly in the background. With one stocks years ago, early in my broking career, my dealer was buying up a 4.99% stake in a company through gentle market action and discovered that other brokers were engaged in the same process. I called our client, who was confused and asserted that we were the only brokers instructed. There was a large block of shares available at the time but they had not been contacted by anyone. At the end of the day, it transpired that no fewer than 5 holdings of 4.99% had been quietly built up by would-be acquirers of the company. It was swallowed up by one of them shortly afterwards.

[pharmawotsit] 12/11/2021 17:57

 scot - The change in CHONS' holding is strictly a 1% decrement, not an increment.

 At this rate, folks will be encouraging further sales by that lot !