您的浏览器禁用了JavaScript(一种计算机语言,用以实现您与网页的交互),请解除该禁用,或者联系我们。 [美股招股说明书]:Presidio Production Co-A美股招股说明书(2026-08-12版) - 发现报告

Presidio Production Co-A美股招股说明书(2026-08-12版)

2026-08-12 美股招股说明书 王擦
报告封面

1,962,240 SHARES OF CLASS A COMMON STOCK OFFERED BY THE SELLING STOCKHOLDERS This prospectus relates to the offer and sale from time to time by the selling stockholders named in this prospectus (the “SellingStockholders”), or their permitted transferees, of up to 1,962,240 shares of Class A Common Stock, par value $0.0001 (the “PresidioClass A Common Stock”) of Presidio Production Company (“Presidio,” “we,” “us” or the “Company”). The shares of Presidio Class A Common Stock offered for resale under this prospectus were issued to the Selling Stockholders asconsideration in connection with the Company’s acquisition of certain oil and gas leases and other assets pursuant to certain purchaseand sale agreements, dated May 7, 2026 (the “Purchase and Sale Agreements”), between the Selling Stockholders and the Company(the “Canyon Creek Acquisition”). The Canyon Creek Acquisition is described in greater detail in this prospectus. See“Prospectus Summary—Recent Developments—Canyon Creek Acquisition.” Pursuant to this prospectus, the Selling Stockholders are permitted to offer the securities from time to time, if and to the extent asthey may determine, through public or private transactions or through other means described in the section of this prospectus entitled“Plan of Distribution” at prevailing market prices, at prices different than prevailing market prices or at privately negotiated prices. We are registering the offer and sale of the shares of Presidio Class A Common Stock owned by the Selling Stockholders to satisfyregistration rights we have granted to the Selling Stockholders pursuant to a registration rights agreement dated as of July 1, 2026 (the“Registration Rights Agreement”). We have agreed to bear all of the expenses incurred in connection with the registration of thesesecurities. The Selling Stockholders will pay or assume brokerage commissions or similar charges, if any, incurred in the sale ofsecurities by them. The Selling Stockholders identified in this prospectus may offer, sell or distribute all or a portion of the Presidio Class A CommonStock included in this prospectus (as applicable to each Selling Stockholder) in the section entitled “Selling Stockholders.” We will notreceive any proceeds from the sale of securities by the Selling Stockholders. We may amend or supplement this prospectus from time to time by filing amendments or supplements as required. The Presidio Class A Common Stock is listed on the New York Stock Exchange under the symbol “FTW”. On July 27, 2026, theclosing price of the Presidio Class A Common Stock was $11.61 per share. We are an “emerging growth company” and a “smaller reporting company” as those terms are defined under applicablefederal securities laws, and as such, are subject to certain reduced public company reporting requirements. AN INVESTMENT IN OUR COMMON STOCK INVOLVES SIGNIFICANT RISKS. YOU SHOULD CAREFULLYCONSIDER THE RISK FACTORS BEGINNING ON PAGE 11 OF THIS PROSPECTUS BEFORE YOU MAKE YOURDECISION TO INVEST IN OUR COMMON STOCK. Neither the Securities and Exchange Commission nor any other regulatory body has approved or disapproved of thesesecurities or passed upon the accuracy or adequacy of this prospectus. Any representation to the contrary is a criminal offense. The date of this prospectus is August 12, 2026. TABLE OF CONTENTS ABOUT THIS PROSPECTUSiiGLOSSARY OF OIL AND GAS TERMSiiiSELECTED DEFINITIONSviMARKET AND INDUSTRY DATAxiTRADEMARKSxiCAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTSxiiPROSPECTUS SUMMARY1THE OFFERING10RISK FACTORS11USE OF PROCEEDS40SECURITIES MARKET INFORMATION41UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS42BUSINESS OF PRESIDIO PRODUCTION60MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OFOPERATIONS OF PRESIDIO PRODUCTION COMPANY81MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OFOPERATIONS OF THE PREDECESSOR93PRESIDIO’S EXECUTIVE OFFICER AND DIRECTOR COMPENSATION106MANAGEMENT OF PRESIDIO119CERTAIN RELATIONSHIPS AND RELATED PERSON TRANSACTIONS125DESCRIPTION OF SECURITIES128SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS140SELLING STOCKHOLDERS142PLAN OF DISTRIBUTION143SECURITIES ACT RESTRICTIONS ON RESALE OF PRESIDIO CLASS A COMMON STOCK146MATERIAL U.S. FEDERAL INCOME TAX CONSIDERATIONS FOR NON-U.S. HOLDERS147SHAREHOLDER COMMUNICATIONS150LEGAL MATTERS150EXPERTS150WHERE YOU CAN FIND MORE INFORMATION; INCORPORATION BY REFERENCE151INDEX TO FINANCIAL STATEMENTSF-1 ABOUT THIS PROSPECTUS This prospectus is part of a registration statement on Form S-1 that we filed with the Securities and Exchange Commission (the“SEC”) using the “shelf” registration process. Under this shelf registration process, the Selling Stockholders may, from time to time,sell the securities offered by them described in this prospectus. We will not receive any proceeds from the sale by such SellingStockholders of the securities offered by them described in this prospectus. Neither we no