Pantheon Resources Plc (AIM:PANR) entered into a conditional agreement to acquire Great Bear Petroleum Ventures I LLC/Great Bear Petroleum Ventures II LLC from Great Bear Petroleum Operating LLC for $46.1 million on December 20, 2018. The consideration consists of a cash payment of $2.5 million plus 50% per cent of gross funds raised in the capital raising above $16 million, up to a maximum cash payment of $5 million, the issuance by Pantheon Resources to Great Bear Petroleum Operating LLC of 100 million ordinary shares, and the issuance of 115 million non-voting B shares of Great Bear Petroleum Operating LLC for an aggregate value of $22.3 million. In a related transaction, Pantheon Resources intends to conduct a placing and subscription of shares to raise a minimum of $16 million. Following the acquisition and the capital raising, the existing Pantheon's shareholders will own approximately 43% of the enlarged share capital of Pantheon Resources. The gross proceeds of $16 million from capital raising will be used to fund the cash portion of the consideration. As on December 28, 2018, under the revised terms of transaction, Pantheon will pay $6.1 million in cash, issue 100 million new ordinary shares and 102.5 million non-voting convertible shares. The number of consideration shares will be increased in the ratio of 49/51 up to but not exceeding a maximum amount of 4.9 million additional new ordinary shares or non-voting convertible shares. Pantheon Resources intends to appoint Bob Rosenthal, Jeremy Brest and Carl Williams to the Board of Pantheon Resources. The Board also intends to appoint Robert Rosenthal as Technical Director of Pantheon. As at December 31, 2017, the Great Bear Companies had assets of approximately $24.5 million and revenue of $2.2 million. The acquisition is conditional upon completion of the capital raising by Great Bear Petroleum Operating LLC, the admission of the new ordinary shares to trading on AIM, the issue of the consideration shares to Great Bear Petroleum Operating LLC, approval by the State of Alaska, Department of Natural Resources, the agreement becoming unconditional in all respects, and the approval of the shareholders of Pantheon Resources at a general meeting to be held on January 9, 2019. As on January 9, 2018, the transaction has been approved by the State of Alaska, Department of Natural Resources. As on January 14, 2019, the transaction has been approved by the shareholders of Pantheon Resources. The transaction is expected to complete on January 10, 2019. On December 28, 2018, transaction is expected to close on January 15, 2018. Paul Shackleton, Paul Brotherhood and Dan Gee-Summons Arden Partners plc acted as financial advisor and Simon Johnson of Arden Partners plc acted as broker to Pantheon Resources. Pantheon Resources Plc (AIM:PANR) completed the acquisition of Great Bear Petroleum Ventures I LLC/Great Bear Petroleum Ventures II LLC from Great Bear Petroleum Operating LLC on January 17, 2019.