As filed with the Securities and Exchange Commission on January 13, 2026

No. 333-290090

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_______________________

TO

FORM S-4
REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933

_______________________

PRESIDIO PUBCO INC.
(Exact name of registrant as specified in its charter)

_______________________

For co-registrants, see “Table of Co-Registrants” on the following page.

1090 Center Drive
Park City, UT 84098
(405) 870-3781

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

_______________________

Jerry Silvey
Chief Executive Officer
1090 Center Drive
Park City, UT 84098
(405) 870-3781

(Name, address, including zip code, and telephone number, including area code, of agent for service)

_______________________

Copies of all communications, including communications sent to agent for service, should be sent to:

_______________________

Approximate date of commencement of proposed sale to the public: As soon as practicable after (i) this Registration Statement becomes or is declared effective and (ii) upon completion of the applicable transactions described in the enclosed proxy statement/prospectus.

If the securities being registered on this Form are being offered in connection with the formation of a holding company and there is compliance with General Instruction G, check the following box. ☐

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐

If applicable, place an X in the box to designate the appropriate rule provision relied upon in conducting this transaction

Exchange Act Rule 13e-4(i) (Cross-Border Issuer Tender Offer)            ☐

Exchange Act Rule 14d-1(d) (Cross-Border Third-Party Tender Offer)  ☐

The registrant hereby amends this Registration Statement on such date or dates as may be necessary to delay its effective date until the registrant shall file a further amendment which specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until this Registration Statement shall become effective on such date as the Commission, acting pursuant to said Section 8(a), may determine.

TABLE OF CO-REGISTRANTS

____________

(1)      The Co-Registrant has the following principal executive office:

Presidio Investment Holdings LLC

500 W. 7th Street

Suite 1500

Fort Worth, Texas 76102

(2)      The agent for service for the Co-Registrant is:

Brett Barnes

Presidio Investment Holdings LLC

500 W. 7th Street

Suite 1500

Fort Worth, Texas 76102

(3)      The Co-Registrant has the following principal executive office:

EQV Resources LLC

9500 Westgate Road

Suite 200

Oklahoma City, Oklahoma 73162

(4)      The agent for service for the Co-Registrant is:

Jerry Silvey

EQV Resources LLC

9500 Westgate Road

Suite 200

Oklahoma City, Oklahoma 73162

The information in this preliminary proxy statement/prospectus is not complete and may be changed. The securities offered by this preliminary proxy statement/prospectus may not be issued until the registration statement filed with the Securities and Exchange Commission, of which this preliminary proxy statement/prospectus is a part, is declared effective. This preliminary proxy statement/prospectus does not constitute an offer to sell these securities and it is not soliciting an offer to buy these securities in any jurisdiction where the offer or sale of these securities is not permitted.

PRELIMINARY — SUBJECT TO COMPLETION, DATED JANUARY 13, 2026

PROXY STATEMENT FOR EXTRAORDINARY GENERAL MEETING OF
EQV VENTURES ACQUISITION CORP.

(A CAYMAN ISLANDS EXEMPTED COMPANY)

PROSPECTUS FOR UP TO 65,791,172 SHARES OF CLASS A COMMON STOCK AND
11,887,499 WARRANTS TO PURCHASE SHARES OF COMMON STOCK OF
PRESIDIO PUBCO INC. (F/K/A PROMETHEUS PUBCO INC.)

(PRESIDIO PUBCO INC. TO BE RENAMED “PRESIDIO PRODUCTION COMPANY”
IN CONNECTION WITH THE BUSINESS COMBINATION DESCRIBED HEREIN)

_______________________

To the Shareholders of EQV Ventures Acquisition Corp.:

On August 5, 2025, EQV entered into a Business Combination Agreement (as may be amended, supplemented or otherwise modified from time to time, the “Business Combination Agreement” and the transactions contemplated thereby, collectively, the “Business Combination”) by and among EQV, Presidio PubCo Inc. (f/k/a Prometheus PubCo Inc.), a Delaware corporation and a direct, wholly-owned subsidiary of EQV (“Presidio”), Prometheus PubCo Merger Sub Inc., a Delaware corporation and a direct, wholly-owned subsidiary of Presidio (“EQV Merger Sub”), Prometheus Holdings LLC, a Delaware limited liability company and a direct, wholly-owned subsidiary of EQV (“EQV Holdings”), Prometheus Merger Sub LLC, a Delaware limited liability company and a direct, wholly-owned subsidiary of EQV Holdings (“Presidio Merger Sub”) and Presidio Investment Holdings LLC, a Delaware limited liability company (“PIH”). For purposes of this document, “we” and “our” refers to EQV, PIH or Presidio, as the context may require.

Following the Business Combination, holders of EQV Holdings Common Units (other than Presidio) will have the right (an “exchange right”), subject to certain limitations, to exchange Presidio Interests (each consisting of one EQV Holdings Common Unit and one share of Class B common stock, par value $0.0001 per share, of Presidio (“Presidio Class B Common Stock” and, together with an EQV Holdings Common Unit, a “Presidio Interest”)) for, at Presidio’s option, (i) shares of Presidio Class A Common Stock on a one-for-one basis, subject to adjustment for stock splits, stock dividends, reorganizations, recapitalizations and the like (collectively, “adjustments”), or (ii) a corresponding amount of cash. Presidio’s decision to make a cash payment or issue shares upon an exercise of an exchange right will be made by Presidio’s independent directors.

Holders of EQV Holdings Common Units (other than Presidio) will generally be permitted to exercise the exchange right on a quarterly basis, subject to certain de minimis allowances. In addition, additional exchanges may occur in connection with certain specified events, and any exchanges involving more than a specified number of EQV Holdings Common Units (subject to Presidio’s discretion to permit exchanges of a lower number of units) may occur at any time with advanced notice. The exchange rights will be subject to certain limitations and restrictions intended to reduce the administrative burden of exchanges upon Presidio and ensure that EQV Holdings will continue to be treated as a partnership for U.S. federal income tax purposes.

If EQV does not complete the Business Combination with PIH for any reason, EQV would need to search for another target business with which to complete a business combination. If EQV does not complete the Business Combination with PIH or a business combination with another target business by August 8, 2026, or such later date as may be approved by EQV’s shareholders (if extended), EQV must cease all operations except for the purpose of winding up, as promptly as reasonably possible but not more than ten business days thereafter, redeem 100% of the outstanding public shares, at a per-share price, payable in cash, equal to the amount then held in EQV’s trust account (the “Trust Account”) that holds proceeds of EQV’s initial public offering (the “IPO”), including interest earned on funds held in the Trust Account (less permitted withdrawals, taxes payable and up to $100,000 of interest to pay dissolution expenses), divided by the number of then outstanding public shares, which redemption will completely extinguish the rights of holders of Class A Shares (including the right to receive further liquidation distributions, if any) and as promptly as reasonably possible following such redemption, subject to the approval of EQV’s remaining shareholders and the directors, liquidate and dissolve, subject in each case to its obligations under Cayman Islands law to provide for claims of creditors and other requirements of applicable law. The Sponsor has no redemption rights in the event a business combination is not effected in the required time period and, accordingly, its Class B Shares will be worthless. Additionally, in the event of such liquidation, there will be no distribution with respect to the EQV warrants. Accordingly, such EQV warrants will expire worthless.

On November 3, 2025, EQV changed the ticker symbols for its securities. As a result, the Class A Shares and EQV public warrants exercisable for Class A Shares are currently listed on the New York Stock Exchange (the “NYSE”) under the symbols “FTW” and “FTW WS,” respectively. Certain Class A Shares and certain EQV public warrants currently trade as units (the “Public Units”), each of which consists of one Class A Share and one-third of one redeemable EQV public warrant. The Public Units are listed on the NYSE under the symbol “FTW U.” The Public Units will automatically separate into their component securities upon consummation of the Business Combination and, as a result, will no longer trade as an independent security. We intend to apply to list the Presidio Class A Common Stock and the warrants exercisable for Presidio Class A Common Stock on the NYSE or any successor thereof under the symbols “FTW” and “FTW WS,” respectively, upon the Closing and the corresponding delisting of EQV in connection therewith.

Following the Closing, Presidio will acquire all of the issued and outstanding equity interests of EQV Resources LLC, a Delaware limited liability company (“EQVR”) via merger pursuant to and on the terms and subject to the conditions set forth in the agreement and plan of merger, dated as of August 5, 2025, by and among EQV, Presidio, EQVR Merger Sub LLC, a Delaware limited liability company and a direct wholly owned subsidiary of Presidio (“EQVR Merger Sub”), EQVR, EQV Resources Intermediate LLC, a Delaware limited liability company (“EQVR Intermediate”) and PIH, solely for the limited purposes set forth therein (the “EQVR Merger Agreement”).

Concurrently with the execution of the Business Combination Agreement, on August 5, 2025, EQV, the Sponsor, Presidio, EQV Holdings, PIH and certain members of EQV’s board of directors and/or management (the “Insiders”) entered into a letter agreement (the “Sponsor Letter Agreement”), pursuant to which (a) each of the Sponsor and the Insiders agreed to vote in favor of the Business Combination Agreement and the Business Combination, (b) each of the Sponsor and the Insiders agreed to be bound by certain restrictions on transfer with respect to their equity interests in EQV prior to Closing, (c) the Sponsor agreed to be bound by certain lock-up provisions during the post-Closing lock-up periods described therein with respect to its equity interests in EQV, (d) the Sponsor agreed to subject certain of its Class B ordinary shares, par value $0.0001 per share, of EQV (the “Class B Shares” and, together with the Class A Shares, the “Ordinary Shares”) to vesting (or forfeiture) on the basis of achieving certain trading price thresholds during the first five years following the Closing pursuant to an earnout program, (e) the Sponsor agreed to subject certain of its Class B Shares to time vesting during the first three years following the Closing pursuant to a dividend reinvestment program, which will fall away on the basis of achieving certain trading price thresholds during the first three years following the Closing and (f) the Sponsor and the Insiders agreed to waive any adjustment to the conversion ratio set forth in the respective governing documents of any of EQV, Presidio, EQV Merger Sub, EQV Holdings, and Presidio Merger Sub or any other anti-dilution or similar protection with respect to any equity interests in EQV, as more fully set forth in the Sponsor Letter Agreement.

Pursuant to the Sponsor Letter Agreement, 1,905,509 Class B Shares held by the Sponsor will be subject to forfeiture, and vest in two equal 50% increments if, over any 20 trading days within any 30 consecutive trading-day period during the five years following the Closing, the trading share price of the Presidio Class A Common Stock is greater than or equal to $12.50 per share and $15.00 per share, respectively (or if Presidio consummates a sale that would value such shares at the aforementioned thresholds).

Pursuant to the Sponsor Letter Agreement, immediately following the Closing, 3,811,019 Class B Shares held by the Sponsor, as may be adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like or exchanged for Presidio Class A Common Stock pursuant to the Business Combination Agreement and any newly issued Presidio Class A Common Stock resulting from dividends owed to the Sponsor pursuant to the terms of the Sponsor Letter Agreement, will vest in three tranches, with one-third of such shares vesting on the date that is 12 months following the Closing, one-half of the remainder of such shares vesting on the date that is 24 months following the Closing and the remaining of such shares vesting on the date that is 36 months following the Closing.

Sponsor and the Insiders also agreed to be bound by certain “lock-up” provisions. Pursuant to the terms and conditions of the Sponsor Letter Agreement, 1,905,509 of the Sponsor’s equity interests in EQV will be restricted from transfer for a period ending on the earlier of the date (i) that is 12 months following the Closing Date and (ii) upon which Presidio completes a liquidation, merger, share exchange or other similar transaction following the

Closing Date that results in all the equityholders of Presidio having the right to exchange their shares of Presidio Class A Common Stock for cash, securities or other property, subject to customary exceptions and potential early-release 150 days after the Closing based on the stock price sustaining specified price thresholds for 20 trading days within any 30 consecutive trading-day period.

Material Financing Transactions

PIPE Financing

Concurrently with the execution of the Business Combination Agreement, on August 5, 2025, EQV and Presidio entered into subscription agreements (each, a “Subscription Agreement”) with certain investors (the “PIPE Investors”) (and may enter into, before the Closing, additional agreements with additional PIPE Investors on the same forms, as applicable) pursuant to which, among other things, the PIPE Investors have agreed to subscribe for and purchase, and EQV and Presidio have agreed to issue and sell to the PIPE Investors, an aggregate of 8,750,000 shares of Presidio Class A Common Stock following the Domestication for a purchase price of $10.00 per share, on the terms and subject to the conditions set forth therein (the “PIPE Financing”). Each Subscription Agreement contains customary representations and warranties of EQV and Presidio, on the one hand, and the PIPE Investor, on the other hand, and customary conditions to closing, including the consummation of the Business Combination immediately following the consummation of the PIPE Financing.

Preferred Financing

Concurrently with the execution of the Business Combination Agreement, on August 5, 2025, EQV, Presidio and PIH entered into a Series A Preferred Securities Purchase Agreement (the “Securities Purchase Agreement”) with certain investors (the “Preferred Investors”), pursuant to which and subject to the satisfaction of the closing conditions contained therein, immediately prior to or substantially concurrently with the Closing, the Preferred Investors will purchase in a private placement from Presidio an aggregate of 125,000 Series A perpetual preferred shares with a stated value of $1,000 per preferred share (the “Preferred Shares”) and warrants to purchase 937,500 shares of Presidio Class A Common Stock with an exercise price of $0.01 per warrant (the “Preferred Investor Warrants”) for a cash purchase price of $123,750,000 (net of all applicable original issue discounts) (the “Preferred Financing”). The Preferred Shares will have the rights, preferences, and privileges set forth in Presidio’s Certificate of Designation of Preferences, Rights and Limitations of Series A Perpetual Preferred Stock (the “Certificate of Designation”) and certain holders of the Preferred Shares will have certain rights pursuant to the Preferred Stockholders’ Agreement.

At the closing of the Preferred Financing, each Preferred Investor will receive Preferred Shares and Preferred Investor Warrants to purchase a specified number of shares of Presidio Class A Common Stock, as set forth in the Securities Purchase Agreement. In addition, Presidio will enter into a Preferred Stockholders’ Agreement with certain Preferred Investors. The Preferred Investor Warrants will have an exercise price of $0.01, subject to adjustment as provided therein, and may be exercised for cash or on a cashless basis. The Preferred Investor Warrants will become exercisable in two tranches, with 50% exercisable six months following the Closing and 50% exercisable 12 months following the Closing, and have a term of exercise equal to five years from the applicable exercise date, as provided further in the Preferred Investor Warrants. Presidio shall use commercially reasonable efforts to file a resale registration statement within 45 days following the Closing to register the Presidio Class A Common Stock underlying the Preferred Investor Warrants, subject to certain conditions.

The Securities Purchase Agreement contains customary representations and warranties by EQV, PIH, and the Preferred Investors, including with respect to organization, authority, enforceability, compliance with laws, absence of conflicts, and the validity of the Preferred Shares and Preferred Investor Warrants to be issued. In addition, subject to certain conditions, so long as any Preferred Shares remain outstanding, Presidio’s Certificate of Designation will provide holders of a majority of the then issued and outstanding Preferred Shares the right to elect one Series A Director (as defined therein) and, in certain circumstances, two additional Preferred Stock Directors (as defined therein).

In connection with the Business Combination, contemporaneously with the execution and delivery of the Business Combination Agreement, EQV, EQV Holdings, PIH, certain existing investors and certain unitholders of PIH (the “PIH Rollover Holders”) entered into those certain rollover agreements, dated as of August 5, 2025 (each, a “Rollover Agreement”, and collectively, the “Rollover Agreements”), pursuant to which the Class A

ParentCo Rollover Units (as defined in the Rollover Agreement) of such PIH Rollover Holders will, in accordance with the terms of the Business Combination Agreement and the Rollover Agreement, convert into the right to receive a number of EQV Holdings Common Units and a number of shares of Presidio Class B Common Stock at par value. In addition, in connection with the Business Combination, contemporaneously with the execution and delivery of the Business Combination Agreement, EQV, Presidio, Sponsor, certain PIH Rollover Holders and certain PIPE Investors party thereto entered into Securities Contribution and Transfer Agreements (the “Securities Contribution and Transfer Agreements”) in order to reflect the intended ownership interests of the shareholders of Presidio following the Business Combination. Pursuant to and subject to the terms and conditions of the Securities Contribution and Transfer Agreements, (i) Sponsor agreed to contribute 562,746 Class B Shares to EQV as a contribution to capital at Closing and, in exchange, Presidio agreed to issue 562,746 shares of Presidio Class A Common Stock (or securities convertible into Presidio Class A Common Stock) having a value of approximately $5,914,460 (based on the January 8, 2026 Closing Price) to the PIH Rollover Holders and (ii) Sponsor agreed to contribute 565,217 Class B Shares to EQV as a contribution to capital at Closing and, in exchange, Presidio agreed to issue 565,217 shares of Presidio Class A Common Stock to such PIPE Investors.

Sponsor and Affiliates Compensation

The compensation received and to be received by the Sponsor and its affiliates upon the consummation of the Business Combination is: (i) up to 7,622,037 shares of Presidio Class A Common Stock, with an implied aggregate market value of approximately $80,107,609 based on the January 8, 2026 Closing Price (as defined in the proxy statement/prospectus), to be issued upon the conversion of 7,622,037 Class B Shares currently held by the Sponsor, which shares include 1,905,509 Earn-Out Shares (as defined in the proxy statement/prospectus) subject to vesting as though such shares were vested immediately upon the Closing and exclude 1,127,963 Class B Shares, which represents current assumptions of the amount of Class B Shares that the Sponsor may forfeit in connection with the Class B Contribution (as defined in the proxy statement/prospectus), (ii) 400,000 shares of Presidio Class A Common Stock, with an implied aggregate market value of approximately $4,204,000 based on the January 8, 2026 Closing Price, to be issued upon the conversion of 400,000 Class A Shares that form a part of the Private Placement Units, (iii) 133,333 Presidio private placement warrants, to be issued upon the conversion of 133,333 EQV private placement warrants held by the Sponsor, with a value of approximately $62,667 based on the January 8, 2026 Closing Price, each of which entitles the Sponsor to purchase one Class A Share at a price of $11.50 per share, subject to adjustment; and (iv) 40,000 shares of Presidio Class A Common Stock, with an implied aggregate market value of approximately $420,400 based on the January 8, 2026 Closing Price, to be issued upon the conversion of 40,000 Class A Shares currently held by Jerome C. Silvey, Jr., a director of EQV and an affiliate of the Sponsor.

In addition, Bryan Summers, Andrew Blakeman and Marc Peperzak, each of whom is an independent director of EQV, are expected to receive 40,000 shares of Presidio Class A Common Stock, each, with an implied aggregate market value of approximately $420,400 based on the January 8, 2026 Closing Price, to be issued upon the conversion of 40,000 Class A Shares currently held by them.

There are currently no specified circumstances or arrangements under which the Sponsor, its affiliates or its promoters, directly or indirectly, could transfer ownership of securities of EQV, or that could result in the surrender or cancellation of such securities. However, if additional investors participate through a financing, there may be arrangements where certain holders of securities of EQV may sell or transfer some of their securities to such investors.

Because the Sponsor acquired the Class B Shares at a nominal price, our public shareholders will incur an immediate and substantial dilution upon the Closing and would incur additional dilution upon the exercise of the Presidio private placement warrants that will be held by the Sponsor following the Closing.

The following table summarizes the pro forma ownership of Presidio immediately following the Business Combination and the EQVR Acquisition under (1) the No Redemption Scenario, (2) the Mid-Point Contractual Redemption Scenario and (3) the Maximum Redemption Scenario (each term as defined elsewhere in this proxy statement/prospectus), in each case excluding the dilutive effect of: (i) the Earn-Out Shares; (ii) the Presidio private placement warrants; (iii) the Presidio public warrants, (iv) the Preferred Investor Warrants and (v) shares underlying Restricted Stock Units.

____________

*        Amounts may not sum due to rounding.

(1)      Share ownership presented under each redemption scenario is presented for illustrative purposes. EQV and PIH cannot predict how many public shares will be redeemed. As a result, the redemption amount and the number of public shares redeemed in connection with the Business Combination may differ from the amounts presented above. The ownership percentages of current public shareholders may also differ from the presentation above if the actual redemptions are different from these assumptions. See “Risk Factors — Risks Related to Redemption.”

(2)      This scenario assumes that 15,611,072 Class A Shares, or approximately 44.6% of the public shares outstanding as of the date of this proxy statement/prospectus, are redeemed, which is approximately 50% of the public shares assumed to be redeemed under the scenario in which 100% of the public shares currently held by public shareholders and which may be redeemed while continuing to satisfy the Minimum Available Cash Condition are redeemed for cash from the Trust Account (the “Maximum Contractual Redemption Scenario”).

(3)      This scenario assumes that 31,222,144 Class A Shares, or approximately 89.2% of the public shares outstanding are redeemed, which is approximately 100% of the public shares assumed to be redeemed under the Maximum Contractual Redemption Scenario.

(4)      Represents shares of Presidio Class A Common Stock owned upon conversion of the Class B Shares. Includes 400,000 shares of Presidio Class A Common Stock owned upon conversion of the Class A Shares underlying the Private Placement Units (as defined herein) and excludes (i) the Class B Contribution and (ii) the Earn-Out Shares that are subject to vesting (or forfeiture) on the basis of achieving certain trading price thresholds during the first five years following the Closing.

(5)      Represents 40,000 Class A Shares held by Jerome C. Silvey, Jr., 40,000 Class A Shares held by Bryan Summers, 40,000 Class A Shares held by Andrew Blakeman and 40,000 Class A Shares held by Marc Peperzak.

(6)      Reflects shares of Presidio Class A Common Stock and Presidio Interests convertible into shares of Presidio Class A Common Stock, which are being reported together on an aggregated basis. Included within Presidio Interests are EQV Holdings Units which represent the economic interests of the combined company held by the non-controlling interests.

(7)      Reflects shares of Presidio Class A Common Stock to be issued to EQVR Intermediate in connection with the EQVR Acquisition.

(8)      Assumes completion of the contemplated $87.5 million PIPE Financing and includes the issuance of 565,217 shares of Presidio Class A Common Stock to certain PIPE Investors.

For more information, please see the sections of this proxy statement/prospectus entitled “Unaudited Pro Forma Condensed Combined Financial Information” and “Beneficial Ownership of Securities.”

Conflicts of Interest

Conflicts of Interest Related to the Sponsor and Certain of the Directors and Officers of EQV and EQVR

In considering the recommendation of the EQV Board to vote in favor of the Business Combination, shareholders should be aware that aside from their interests as shareholders, the Sponsor and certain directors and officers of EQV and EQVR have interests in the Business Combination that may be different from, or in addition to, those of

other shareholders generally. The EQV Board was aware of and considered these interests, among other matters, in evaluating and negotiating the Business Combination, approving the Business Combination and in recommending to shareholders that they approve the Business Combination. Shareholders should take these interests into account in deciding whether to approve the Business Combination. These interests include, among other things:

•        the fact that the Sponsor and EQV directors and officers have agreed not to redeem any Ordinary Shares held by them in connection with a shareholder vote to approve a proposed initial business combination;

•        the fact that our Sponsor paid an aggregate of $25,000 for the Class B Shares, and upon the completion of the Business Combination, the Class B Shares will convert into Presidio Class A Common Stock at a conversion rate that entitles the holders of such Class B Shares to continue to own, in the aggregate, approximately 10.0% of the Presidio Class A Common Stock (after giving effect to the Class B Contribution and assuming that (i) the Earn-Out Shares vest in full and (ii) no public shareholders exercise redemption rights with respect to their shares). As a result, our Sponsor ultimately expects to receive up to 7,622,037 shares of Presidio Class A Common Stock (giving effect to the Class B Contribution and assuming the Earn-Out Shares vest in full) in connection with the conversion of the Class B Shares in connection with the Business Combination and such securities will have a significantly higher value at the time of the Business Combination which, if unrestricted and freely tradable, would be valued at approximately $80,107,609 based on the January 8, 2026 Closing Price, resulting in a theoretical gain of approximately $80,082,609, but, given the restrictions on such shares, EQV believes such shares have less value. If the Business Combination is not consummated, the Sponsor will not realize such theoretical gain;

•        the fact that the Sponsor and EQV directors and officers have agreed to waive their rights to liquidating distributions from the Trust Account with respect to any Class B Shares held by them if EQV fails to complete an initial business combination by August 8, 2026 (unless extended);

•        the fact that our Sponsor paid an aggregate of $4,000,000 for its 400,000 Private Placement Units consisting of Class A Shares and EQV private placement warrants and that such EQV private placement warrants underlying such units will expire worthless if a business combination is not consummated by August 8, 2026 (unless extended);

•        the fact that up to an aggregate amount of $1,500,000 of any amounts outstanding under any working capital loans made by our Sponsor or any of its affiliates to EQV may be converted into Private Placement Units at a price of $10.00 per Private Placement Unit at the option of the lender;

•        the fact that certain of EQV’s officers and directors, other than EQV’s independent directors, collectively own, directly or indirectly, a material interest in the Sponsor;

•        the fact that the Sponsor will have the right to designate two directors so long as they own in the aggregate greater than 20% of Presidio’s common equity and one director so long as they own in the aggregate greater than 10% of Presidio’s common equity;

•        the fact that following the consummation of the Business Combination, Presidio will acquire all of the issued and outstanding equity interests of EQVR via merger pursuant to the EQVR Merger Agreement for consideration of (i) 3,422,260 shares of Presidio Class A Common Stock issued to EQVR Intermediate, which would be valued at approximately $35,967,953 based on the January 8, 2026 Closing Price and (ii) a cash payment sufficient to repay EQVR’s indebtedness at closing of the EQVR Acquisition, which the Company anticipates to be $25,000,000 as of the Closing Date (such figure includes an anticipated pre-Closing paydown of such indebtedness);

•        the fact that Jerry Silvey, Jerome C. Silvey, Jr. and Tyson Taylor, members of the EQV Board, also constitute the board of managers of the Sponsor and serve on the board of the entity that controls EQVR;

•        the fact that certain directors and officers of EQV and EQVR own indirect equity interests in EQVR, which have no liquid trading market, and as a consequence of the EQVR Acquisition will have an indirect interest in publicly tradeable securities, such that: (i) Jerry Silvey is expected to indirectly own 1,370,565 shares of Presidio Class A Common Stock, which would be valued at approximately $14,404,638 based on the January 8, 2026 Closing Price; (ii) Grant Raney is expected to indirectly own 99,246 shares of Presidio

Class A Common Stock, which would be valued at approximately $1,043,075 based on the January 8, 2026 Closing Price; and (iii) Tyson Taylor and Will Smith are each expected to indirectly own 41,532 shares of Presidio Class A Common Stock, which would be valued at approximately $436,501 based on the January 8, 2026 Closing Price;

•        the continued indemnification of EQV’s directors and officers under the Existing Governing Documents and the continuation of EQV’s directors’ and officers’ liability insurance after the Business Combination;

•        the fact that our Sponsor and EQV’s officers and directors will lose their entire investment of approximately $4,025,000 in EQV and will not be reimbursed for any loans extended, fees due or out-of-pocket expenses if an initial business combination is not consummated by August 8, 2026 (unless extended). As described above, following the Business Combination, our Sponsor ultimately expects to receive up to 7,622,037 shares of Presidio Class A Common Stock (giving effect to the Class B Contribution and assuming the Earn-Out Shares vest in full) in connection with the conversion of the Class B Shares in connection with the Business Combination and each of EQV’s independent directors held 40,000 Class A Shares. Additionally, our Sponsor purchased 400,000 Private Placement Units simultaneously with the consummation of the IPO for an aggregate purchase price of $4,000,000, which consists of 400,000 Class A Shares and 133,333 EQV private placement warrants. The 7,622,037 shares of Presidio Class A Common Stock expected to be owned by our Sponsor would have had an aggregate market value of approximately $80,107,609 based on the January 8, 2026 Closing Price. The 400,000 Class A Shares held by the Sponsor would have had an aggregate market value of approximately $4,204,000 based on the January 8, 2026 Closing Price, and the 133,333 EQV private placement warrants held by Sponsor would have had an aggregate market value of approximately $62,667 based on the January 8, 2026 Closing Price;

•        the fact that if the Trust Account is liquidated, including in the event EQV is unable to complete an initial business combination within the required time period, our Sponsor has agreed to indemnify EQV to ensure that the proceeds in the Trust Account are not reduced below $10.00 per public share, or such lesser per public share amount as is in the Trust Account on the liquidation date, by the claims of prospective target businesses with which EQV has entered into an acquisition agreement or claims of any third party for services rendered or products sold to EQV, but only if such a vendor or target business has not executed a waiver of any and all rights to seek access to the Trust Account;

•        the fact that the Sponsor will benefit from the completion of a business combination and may be incentivized to complete an acquisition of a less favorable target company or on terms less favorable to shareholders rather than liquidate;

•        the Sponsor and its affiliates can earn a positive rate of return on their investment, even if other EQV shareholders experience a negative rate of return in the post-business combination company; and

•        the terms and provisions of the Related Agreements (as defined herein) as set forth in detail in the accompanying proxy statement/prospectus.

These interests may influence our directors in making their recommendations that you vote in favor of the approval of the Business Combination.

For more information about the potential conflicts of interest, the nature of compensation and the potential dilutive impact of such interests held by the Sponsor, EQV’s directors and officers and their respective affiliates, see the following sections in the accompanying proxy statement/prospectus:

•        “Questions and Answers about our Extraordinary General Meeting — What equity stake will current EQV shareholders and PIH Rollover Holders hold in Presidio immediately after the Closing?”

•        “Questions and Answers about our Extraordinary General Meeting — Do any of EQV’s Sponsor, directors or officers or members of management or the Board of PIH have in the business combination that may differ from or be in addition to the interests of EQV Shareholders?”

•        “Risk Factors — Risks Related to the Business Combination and EQV — Some of the PIH and EQV officers and directors may be argued to have conflicts of interest that may influence them to support or approve the Business Combination without regard to your interests.”

•        “Risk Factors — Risks Related to the Business Combination and EQV — EQV Shareholders will experience dilution due to the issuance to PIH Rollover Holders of securities entitling them to a significant voting stake in Presidio.” and

•        “The Business Combination Proposal — Interests of Certain Persons in the Business Combination.”

Conflicts of Interest Relating to Certain Members of Management and the Board of Directors of PIH

In considering the recommendation of the EQV Board to vote in favor of the Business Combination, shareholders should also be aware that certain members of management and the board of directors of PIH may have interests in the Business Combination that are different from those of the public shareholders. These interests may include, among other things, the fact that certain members of management and the board of directors of PIH will be (i) issued an aggregate of 562,746 shares of Presidio Class A Common Stock (or securities convertible into Presidio Class A Common Stock) having a value of approximately $5,914,460 (based on the January 8, 2026 Closing Price) for no additional consideration in exchange for the Sponsor’s contribution of 562,746 Class B Shares to EQV as a contribution to capital at Closing, (ii) granted representation on the board at Closing, (iii) entering into employment agreements at Closing and (iv) granted customary indemnification rights.

At the extraordinary general meeting, in addition to approval of the Business Combination (such proposal, the “Business Combination Proposal”), you will also be asked to consider and vote upon and approve (i) the Domestication (such proposal, the “Domestication Proposal”), (ii) the proposed certificate of incorporation and bylaws of Presidio to be effective at the Closing, copies of which are attached to the accompanying proxy statement/prospectus as Annex H and Annex I, respectively (such proposal, the “Governing Documents Proposal”), (iii) on a non-binding advisory basis, proposals to approve material differences between the amended and restated memorandum and articles of association of EQV (the “EQV Articles”), a copy of which is attached to the accompanying proxy statement/prospectus as Annex B, and the proposed certificate of incorporation and bylaws of Presidio upon the Closing, copies of which are attached to the accompanying proxy statement/prospectus as Annex H and Annex I, respectively (such proposals, collectively, the “Governing Documents Advisory Proposals”), (iv) a proposal to approve and adopt the Presidio Production Company 2026 Equity Incentive Plan (the “Incentive Plan Proposal”), the form of which is attached to the accompanying proxy statement/prospectus as Annex P, (v) a proposal to approve the issuances of shares of Presidio Class A Common Stock in connection with the Business Combination, the EQVR Acquisition, the PIPE Financing and the Preferred Financing (the “Stock Issuance Proposal”) and (vi) a proposal to adjourn the extraordinary general meeting to a later date or dates to the extent necessary (the “Adjournment Proposal”). Each of these proposals is more fully described in the accompanying proxy statement/prospectus, which we urge you to read carefully in its entirety, including the annexes and accompanying financial statements of EQV and PIH.

After careful consideration, the board of directors of EQV (the “EQV Board”) has unanimously approved the Business Combination Agreement and the Business Combination and determined that each of the Business Combination Proposal, the Domestication Proposal, the Governing Documents Proposal, the Governing Documents Advisory Proposals, the Stock Issuance Proposal, the Incentive Plan Proposal, and the Adjournment Proposal are in the best interests of EQV and its shareholders, and unanimously recommends that you vote or give instruction to vote “FOR” each of those proposals. In considering the recommendation of the EQV Board to vote for these proposals, shareholders should be aware that aside from their interests as shareholders, the Sponsor, certain members of the EQV Board, certain EQV officers and certain PIH officers and directors have interests in the Business Combination that may be different from, or in addition to, those of other stockholders generally. See the sections entitled “The Business Combination Proposal — Interests of Certain Persons in the Business Combination,” “Risk Factors” and “Beneficial Ownership of Securities” in the accompanying proxy statement/prospectus for a further discussion.

Prior to the Business Combination, only holders of Class B Shares will have the right to vote on the election of directors of EQV. With respect to any vote on the Domestication Proposal, holders of Class B Shares will have ten votes for every Class B Share and holders of Class A Shares will have one vote for every Class A Share. With respect to any other matter submitted to a vote of EQV’s shareholders, including any vote in connection with the Business Combination, except as required by applicable law or stock exchange rule, holders of Class A Shares and holders of Class B Shares vote together as a single class, with each share entitling the holder to one vote.

Approval of the Domestication Proposal requires the affirmative vote of holders of at least two-thirds of the votes cast by the holders of the Ordinary Shares present virtually or represented by proxy at the extraordinary general meeting and entitled to vote on such matter. Approval of the Business Combination Proposal, the Governing Documents

Proposal, the Governing Documents Advisory Proposals, the Stock Issuance Proposal, the Incentive Plan Proposal, and the Adjournment Proposal, if presented at the extraordinary general meeting, each requires the affirmative vote of at least a majority of the votes cast by the holders of the Ordinary Shares present virtually or represented by proxy at the extraordinary general meeting and entitled to vote on such matter.

Pursuant to the Existing Governing Documents, we are providing our public shareholders (as defined below) with the opportunity to have all or a portion of their Class A Shares redeemed for cash upon the Closing (the “redemption rights”). Our “public shareholders” are holders of Class A Shares included as part of the Units (as defined herein) sold in the IPO (the “public shares”), whether such shares were purchased in the IPO or in the secondary market following the IPO. Holders of our outstanding warrants do not have redemption rights in connection with the Business Combination. You will be entitled to receive cash for any public shares to be redeemed only if you:

(i)     (a) hold public shares or (b) hold Public Units and you elect to separate your Public Units into the underlying public shares and EQV public warrants prior to exercising your redemption rights with respect to the public shares; and

(ii)    prior to 5:00 p.m. Eastern Time, on             , 2026 (two business days prior to the vote at the extraordinary general meeting) (the “redemption deadline”), (A) submit a written request to Continental Stock Transfer & Trust Company, our transfer agent (the “Transfer Agent”), that we redeem your public shares for cash and (B) deliver your public shares to the Transfer Agent.

Public shareholders may elect to redeem all or a portion of their public shares, whether they vote “FOR” the Business Combination Proposal or not. If the Business Combination is not consummated, the public shares will not be redeemed for cash. If the Business Combination is consummated and a public shareholder properly exercises its right to redeem its public shares and timely delivers its shares to the Transfer Agent, we will redeem each public share for a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, calculated as of two business days prior to the Closing, including interest earned on the funds held in EQV’s trust account that holds proceeds of the IPO (the “Trust Account”) and not previously released to fund EQV’s working capital requirements and income taxes of EQV or for permitted withdrawals, divided by the number of then-outstanding public shares. For illustrative purposes, as of January 8, 2026, this would have amounted to approximately $10.59 per issued and outstanding public share. If a public shareholder exercises its redemption rights, then it will be exchanging its redeemed public shares for cash and will no longer own such shares. The redemption will take place before the Domestication and, accordingly, it is the Class A Shares that will be redeemed. Any request to redeem public shares, once made, may be withdrawn at any time until the deadline for requesting to exercise redemption rights and thereafter, with our consent, until the Closing. Furthermore, if a holder of public shares delivers its certificate in connection with an election of its redemption and subsequently decides prior to the applicable date not to elect to exercise such rights, it may simply request that EQV instruct the Transfer Agent to return the certificate. The holder can make such request by contacting the Transfer Agent, at the address or email address listed in the accompanying proxy statement/prospectus. We will be required to honor such request only if made prior to the deadline for requesting to exercise redemption rights. See the section entitled “Extraordinary General Meeting of EQV Shareholders — redemption rights” in the accompanying proxy statement/prospectus for a detailed description of the procedures to be followed if you wish to redeem your Class A Shares for cash.

If you hold the public shares in “street name,” you will have to coordinate with your broker to have your public shares certificated or delivered electronically. Public shares that have not been tendered (either physically or electronically) in accordance with these procedures will not be redeemed for cash. There is a nominal cost associated with this tendering process and the act of certificating the public shares or delivering them through the Depository Trust Company’s (“DTC”) DWAC (Deposit and Withdrawal at Custodian) system. In the event the Business Combination is not consummated this may result in an additional cost to public shareholders for the return of their public shares.

Any request for redemption, once made by a public shareholder, may not be withdrawn following the redemption deadline, unless the EQV Board determines (in its sole discretion) to permit such withdrawal of a redemption request (which it may do in whole or in part).

Any corrected or changed written exercise of redemption rights must be received by the Transfer Agent prior to the redemption deadline and, following such deadline, with EQV’s consent, prior to the extraordinary general meeting. No request for redemption is guaranteed to be honored unless the public holder’s shares have been delivered (either physically or electronically through DTC) to the Transfer Agent by the redemption deadline.

Notwithstanding the foregoing, a public shareholder, together with any affiliate of such public shareholder or any other person with whom such public shareholder is acting in concert or as a “group” (as defined in Section 13 of the Securities Exchange Act of 1934 (the “Exchange Act”)), will be restricted from redeeming its Class A Shares with respect to more than an aggregate of 15% of the public shares, without EQV’s prior consent. Accordingly, if a public shareholder, alone or acting in concert or as a group, seeks to redeem more than 15% of the public shares, then any such shares in excess of that 15% limit would not be redeemed for cash, without our prior consent.

Each redemption of Class A Shares by public shareholders will decrease the amount in the Trust Account, which held total assets of approximately $370,528,054 as of January 8, 2026 and which EQV intends to use for the purposes of consummating the Business Combination within the time period described in the accompanying proxy statement/prospectus and to pay deferred underwriting commissions to BTIG. The Business Combination Agreement provides that EQV’s and PIH’s respective obligations to consummate the Business Combination is conditioned on EQV having Available Cash equaling or exceeding $140,197,687. “Available Cash” shall have the meaning ascribed to it in the Business Combination Agreement attached as an exhibit to the proxy statement/prospectus. The conditions to closing in the Business Combination Agreement are for the sole benefit of the parties thereto and may be waived by such parties. If, as a result of redemptions of Class A Shares by the public shareholders, these conditions are not met (or not waived), then EQV or PIH may elect not to consummate the Business Combination. Based on the amount of approximately $370,528,054 in the Trust Account as of January 8, 2026, and taking into account the anticipated gross proceeds of approximately $87.5 million from the PIPE Financing and approximately $123.8 million from the Preferred Financing, all 35,000,000 public shares currently outstanding may be redeemed and still enable us to have sufficient cash to satisfy the $140,197,687 Available Minimum Cash Condition contained in the Business Combination Agreement.

All EQV shareholders are cordially invited to attend the extraordinary general meeting, and we are providing the accompanying proxy statement/prospectus and proxy card to EQV shareholders in connection with the solicitation of proxies to be voted at the extraordinary general meeting (or any adjournments or postponements thereof). Whether or not you plan to attend the extraordinary general meeting, we urge you to read the accompanying proxy statement/prospectus carefully and submit your proxy to vote on the Business Combination and the other proposals contained therein. Please pay particular attention to the section entitled “Risk Factors” beginning on page 28 of the accompanying proxy statement/prospectus.

Only holders of record of Ordinary Shares at the close of business on          , 2026 are entitled to notice of and to vote and have their votes counted at the extraordinary general meeting and any adjournments or postponements thereof.

Your vote is important regardless of the number of shares you own. To ensure your representation at the extraordinary general meeting, whether you plan to attend the extraordinary general meeting or not, you are urged to complete, sign, date and return the enclosed proxy card as soon as possible. If your shares are held in an account at a brokerage firm or bank, you must instruct your broker or bank on how to vote your shares or, if you wish to attend the extraordinary general meeting and vote, obtain a proxy from your broker or bank.

If you sign, date and return your proxy card without indicating how you wish to vote, your proxy will be voted “FOR” each of the proposals presented at the extraordinary general meeting. If you fail to return a proxy card or fail to instruct a broker or other nominee how to vote, and do not attend the extraordinary general meeting virtually, your shares will not be counted for purposes of determining whether a quorum is present at the extraordinary general meeting. If a valid quorum is established, any such failure to vote or to provide voting instructions will have no effect on the outcome of any proposal in the accompanying proxy statement/prospectus.

On behalf of our board of directors, I would like to thank you for your support of EQV Ventures Acquisition Corp. and look forward to a successful completion of the Business Combination.

              , 2026

TO EXERCISE YOUR REDEMPTION RIGHTS, YOU MUST (i) IF YOU HOLD CLASS A SHARES THROUGH THE PUBLIC UNITS, ELECT TO SEPARATE YOUR PUBLIC UNITS INTO THE UNDERLYING CLASS A SHARES AND WARRANTS PRIOR TO EXERCISING YOUR REDEMPTION RIGHTS, (ii) SUBMIT A WRITTEN REQUEST TO THE TRANSFER AGENT, AT LEAST TWO BUSINESS DAYS PRIOR TO THE VOTE AT THE EXTRAORDINARY GENERAL MEETING, THAT YOUR CLASS A SHARES BE REDEEMED FOR CASH AND (iii) DELIVER YOUR CLASS A SHARES TO THE TRANSFER AGENT, PHYSICALLY OR ELECTRONICALLY USING THE DEPOSITORY TRUST COMPANY’S DWAC (DEPOSIT AND WITHDRAWAL AT CUSTODIAN) SYSTEM, IN EACH CASE IN ACCORDANCE WITH THE PROCEDURES AND DEADLINES DESCRIBED IN THE ACCOMPANYING PROXY STATEMENT/PROSPECTUS. IF THE BUSINESS COMBINATION IS NOT CONSUMMATED, THEN THE SHARES WILL NOT BE REDEEMED FOR CASH. IF YOU HOLD THE SHARES IN STREET NAME, YOU WILL NEED TO INSTRUCT THE ACCOUNT EXECUTIVE AT YOUR BANK OR BROKER TO WITHDRAW THE SHARES FROM YOUR ACCOUNT IN ORDER TO EXERCISE YOUR REDEMPTION RIGHTS. SEE THE SECTION ENTITLED “SPECIAL MEETING OF EQV SHAREHOLDERS — REDEMPTION RIGHTS” IN THE ACCOMPANYING PROXY STATEMENT/PROSPECTUS FOR MORE SPECIFIC INSTRUCTIONS.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of the transactions described in the accompanying proxy statement/prospectus, passed upon the merits or fairness of the Business Combination Agreement or the transactions contemplated thereby or passed upon the adequacy or accuracy of the accompanying proxy statement/prospectus. Any representation to the contrary is a criminal offense.

The accompanying proxy statement/prospectus is dated        , 2026 and is first being mailed to EQV shareholders on or about        , 2026.

EQV VENTURES ACQUISITION CORP.

A Cayman Islands Exempted Company
1090 Center Drive
Park City, Utah

NOTICE OF EXTRAORDINARY GENERAL MEETING
TO BE HELD ON          , 2026

To the Shareholders of EQV Ventures Acquisition Corp.:

NOTICE IS HEREBY GIVEN that an extraordinary general meeting of the shareholders (the “extraordinary general meeting”) of EQV Ventures Acquisition Corp., a Cayman Islands exempted company (“EQV,” “we,” “our” or “us”), will be held virtually at https://          at          a.m., Eastern Time, on          , 2026. To better meet practical needs, we have determined that the extraordinary general meeting will be a virtual meeting conducted exclusively via live webcast. You will be able to attend the extraordinary general meeting online, vote at the extraordinary general meeting and submit your questions during the extraordinary general meeting by visiting https://          . The meeting webcast will begin promptly at          a.m., Eastern Time. We encourage you to access the meeting prior to the start time, and you should allow ample time for the check-in procedures. Because the extraordinary general meeting will be a completely virtual meeting, there will be no physical location for shareholders to attend. If you are a beneficial owner of Ordinary Shares held in street name and wish to attend the extraordinary general meeting, you will need to follow the instructions on your voting instruction form provided by your bank, broker or other organization that holds your Ordinary Shares.

The extraordinary general meeting will be held for the following purposes:

•        Proposal No. 1 — The Business Combination Proposal — RESOLVED, as an ordinary resolution, that EQV’s entry into the Business Combination Agreement (as may be amended, supplemented or otherwise modified from time to time, the “Business Combination Agreement” and the transactions contemplated thereby, collectively, the “Business Combination”), by and among EQV, Presidio PubCo Inc. (f/k/a Prometheus PubCo Inc.), a Delaware corporation and a direct, wholly-owned subsidiary of EQV (“Presidio”), Prometheus PubCo Merger Sub Inc., a Delaware corporation and a direct, wholly-owned subsidiary of Presidio (“EQV Merger Sub”), Prometheus Holdings LLC, a Delaware limited liability company and a direct, wholly-owned subsidiary of EQV (“EQV Holdings”), Prometheus Merger Sub LLC, a Delaware limited liability company and a direct, wholly-owned subsidiary of EQV Holdings (“Presidio Merger Sub”) and Presidio Investment Holdings LLC, a Delaware limited liability company (“PIH”), a copy of which is attached to the proxy statement/prospectus as Annex A, be approved in all respects (the “Business Combination Proposal”), pursuant to which, among other things, following the de-registration of EQV as an exempted company in the Cayman Islands and the continuation and domestication of EQV as a corporation in the State of Delaware, EQV Merger Sub will merge with and into EQV, with EQV as the surviving company in the merger and with EQV shareholders receiving one share of Class A common stock, par value $0.0001 per share, of Presidio (“Presidio Class A Common Stock”) for each share of EQV Class A Common Stock held by such shareholder, in accordance with the terms of the Business Combination Agreement, and upon which Presidio will change its name to “Presidio Production Company.” After giving effect to such merger, EQV will survive as a wholly owned subsidiary of Presidio (“EQV Surviving Subsidiary”), following which, Presidio Merger Sub will merge with and into PIH, with PIH as the surviving company in the merger, all on the terms and subject to the conditions set forth in the Business Combination Agreement and in accordance with applicable law.

•        Proposal No. 2 — The Domestication Proposal — RESOLVED, as a special resolution, that: (i) EQV be de-registered in the Cayman Islands and registered by way of continuation as a corporation under the laws of the state of Delaware, pursuant to Part XII of the Companies Act (As Revised) of the Cayman Islands and Section 388 of the General Corporation Law of the State of Delaware and, immediately upon being de-registered in the Cayman Islands, EQV be continued and domesticated as a corporation; (ii) conditional upon, and with effect from, the registration of EQV as a corporation in the State of Delaware, the name of EQV be changed from “EQV Ventures Acquisition Corp.” to “Presidio MidCo Inc.”; and (iii) the New EQV Certificate of Incorporation, in the form appended to the accompanying proxy statement/prospectus as Annex R, to be effective upon the Domestication, and the New EQV Bylaws, in the form appended to the accompanying proxy statement/prospectus as Annex S, to be effective upon the Domestication, be approved in all respects (the “Domestication Proposal”).

•        Proposal No. 3 — The Governing Documents Proposal — RESOLVED, as an ordinary resolution, that the Proposed Certificate of Incorporation (as defined below), in the form appended to the accompanying proxy statement/prospectus as Annex H, to be effective upon the Closing, the Proposed Bylaws (as defined below), in the form appended to the accompanying proxy statement/prospectus as Annex I, to be effective upon the Closing, be approved in all respects (the “Governing Documents Proposal”).

•        Proposal No. 4 — Governing Documents Advisory Proposals — RESOLVED, as an ordinary resolution, on an advisory and non-binding basis, that the material differences between the Existing Governing Documents and the Proposed Governing Documents relating to approving provisions in the Proposed Certificate of Incorporation, providing: (i) for a change in the authorized share capital, (ii) that the Presidio Board may issue shares of preferred stock of Presidio, (iii) that certain provisions of the Proposed Certificate of Incorporation are subject to the Prometheus Holdings LLC Agreement (as defined below), (iv) that stockholders may only act at annual or special meetings, (v) that directors of Presidio may only be removed from office for cause by the affirmative vote of the holders of a majority of the then-outstanding shares of stock of Presidio entitled to vote generally for the election of directors and (vi) adopting Delaware as the exclusive forum for certain stockholder litigation and the United States District Courts as the exclusive forum for litigation arising out of the federal securities laws, as described in seven separate proposals, be approved in all respects (such proposals, the “Governing Documents Advisory Proposals”).

•        Proposal No. 5 — The Stock Issuance Proposal — RESOLVED, as an ordinary resolution, that, for the purposes of complying with the applicable provisions of Section 312.03 of the NYSE Listed Company Manual, the issuances of (i) shares of common stock of Presidio PubCo Inc. (“Presidio Common Stock”) in connection with the Business Combination, the EQVR Acquisition, the PIPE Financing and the Preferred Financing; and (ii) any other issuances of preferred stock, common stock and securities convertible into or exercisable for common stock pursuant to subscription, purchase or similar agreements that EQV has entered, or may enter, into prior to the Closing of the Business Combination, be approved in all respects (the “Stock Issuance Proposal”).

•        Proposal No. 6 — The Incentive Plan Proposal — RESOLVED, as an ordinary resolution, that, upon the Closing, the Presidio Production Company 2026 Equity Incentive Plan (the “Incentive Plan”), the form of which is attached to the proxy statement/prospectus as Annex P, be adopted and approved (the “Incentive Plan Proposal”).

•        Proposal No. 7 — The Adjournment Proposal — RESOLVED, as an ordinary resolution, that the extraordinary general meeting be adjourned to a later date or dates (i) to the extent necessary to ensure that any required supplement or amendment to the proxy statement/prospectus is provided to EQV shareholders or, if as of the time for which the extraordinary general meeting is scheduled, there are insufficient Ordinary Shares represented (either virtually or by proxy) to constitute a quorum necessary to conduct business at the extraordinary general meeting, (ii) in order to solicit additional proxies from EQV shareholders in favor of one or more of the proposals at the extraordinary general meeting or (iii) if EQV shareholders have elected to redeem an amount of public shares in the IPO such that the condition to consummation of the Business Combination that Available Cash (as defined in the Business Combination Agreement and described further herein) at Closing equal no less than $140,197,687 after deducting any amounts paid to EQV shareholders that exercise their redemption rights in connection with the Business Combination would not be satisfied (such condition to the consummation of the Business Combination, the “Minimum Available Cash Condition”) (the “Adjournment Proposal”). For the avoidance of doubt, if put forth at the extraordinary general meeting, the Adjournment Proposal will be the first and only proposal voted on and the Condition Precedent Proposals (as defined below) will not be submitted to the shareholders for a vote.

Each of the Business Combination Proposal, the Domestication Proposal, the Governing Documents Proposal, the Stock Issuance Proposal and the Incentive Plan Proposal (collectively, the “Condition Precedent Proposals”) is conditioned on the approval and adoption of each of the other Condition Precedent Proposals. The Adjournment Proposal is not conditioned upon the approval of any other proposal, and the Governing Documents Advisory Proposals are being submitted for approval on a non-binding advisory basis. Each of these proposals is described in this proxy statement/prospectus, which each shareholder is encouraged to read carefully and in its entirety before voting.

Only holders of record of Ordinary Shares at the close of business on          , 2026 are entitled to notice of and to vote and have their votes counted at the extraordinary general meeting and any adjournment of the extraordinary general meeting.

This proxy statement/prospectus and accompanying proxy card is being provided to EQV’s shareholders in connection with the solicitation of proxies to be voted at the extraordinary general meeting and at any adjournment of the extraordinary general meeting. Whether or not you plan to attend the extraordinary general meeting, all of EQV’s shareholders are urged to read this proxy statement/prospectus, including the annexes and the documents referred to herein carefully and in their entirety. You should also carefully consider the risk factors described in “Risk Factors” beginning on page 28 of this proxy statement/prospectus.

After careful consideration, the board of directors of EQV has unanimously approved the Business Combination Agreement and the Business Combination, and unanimously recommends that shareholders vote “FOR” the adoption of the Business Combination Agreement and approval of the Business Combination, and “FOR” all other proposals presented to EQV’s shareholders in the accompanying proxy statement/prospectus. When you consider the recommendation of these proposals by the board of directors of EQV, you should keep in mind that EQV’s directors and officers have interests in the Business Combination that may conflict with your interests as a shareholder. See the section entitled “The Business Combination Proposal — Interests of Certain Persons in the Business Combination” in the accompanying proxy statement/prospectus for a further discussion of these considerations.

Pursuant to its amended and restated memorandum and articles of association, EQV is providing its public shareholders with the opportunity to redeem all or a portion of their Class A Shares in connection with the Business Combination at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account as of two business days prior to the consummation of the Business Combination, including interest earned on the funds held in the Trust Account and not previously released to EQV to pay its taxes or for permitted withdrawals, divided by the number of then outstanding public shares. The per-share amount EQV will pay to investors who properly redeem their shares will not be reduced by the deferred underwriting commission totaling up to $12,250,000, assuming the No Redemption Scenario and including $3,500,000 of deferred underwriting fee that is payable in EQV’s sole discretion, that EQV will pay to BTIG or transaction expenses incurred in connection with the Business Combination. For illustrative purposes, based on the fair value of marketable securities held in the Trust Account of approximately $370,528,054 as of January 8, 2026, the estimated per share redemption price would have been approximately $10.59.

Public shareholders may elect to redeem their shares even if they vote for the Business Combination.

Holders must complete the procedures for electing to redeem their public shares in the manner described above prior to 5:00 p.m., Eastern Time, on          , 2026 (two business days before the extraordinary general meeting) in order for their shares to be redeemed.

Holders of Public Units must elect to separate the Public Units into the underlying public shares and EQV public warrants prior to exercising redemption rights with respect to the public shares. If holders hold their Public Units in an account at a brokerage firm or bank, holders must notify their broker or bank that they elect to separate the Public Units into the underlying public shares and EQV public warrants, or if a holder holds Public Units registered in its own name, the holder must contact Continental Stock Transfer & Trust Company, EQV’s transfer agent (the “Transfer Agent”), directly and instruct them to do so. The redemption rights include the requirement that a holder must identify itself in writing as a beneficial holder and provide its legal name, phone number and address to the Transfer Agent in order to validly redeem its public shares. Public shareholders may elect to redeem public shares regardless of if or how they vote in respect of the Business Combination Proposal. If the Business Combination is not consummated, the public shares will be returned to the respective holder, broker or bank. If the Business Combination is consummated, and if a public shareholder properly exercises its right to redeem all or a portion of the public shares that it holds and timely delivers its shares to the Transfer Agent, EQV will redeem such public shares for a per-share price, payable in cash, equal to the pro rata portion of Trust Account, calculated as of two business days prior to the consummation of the Business Combination including interest earned on the funds held in the Trust Account and not previously released to EQV to pay its taxes or for permitted withdrawals, divided by the number of then outstanding public shares. For illustrative purposes, as of January 8, 2026, this would have amounted to approximately $10.59 per issued and outstanding public share. If a public shareholder exercises its redemption rights in full, then it will be electing to exchange its public shares for cash and will no longer own public shares. The redemption will take

place before the Domestication and, accordingly, it is the Class A Shares that will be redeemed. See “Extraordinary General Meeting of EQV — redemption rights” in this proxy statement/prospectus for a detailed description of the procedures to be followed if you wish to redeem your public shares for cash.

A public shareholder, together with any of his, her or its affiliates or any other person with whom it is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming in the aggregate his, her or its shares or, if part of such a group, the group’s shares, in excess of 15% of the Class A Shares included in the Public Units without the prior consent of EQV. Any beneficial holder of Class A Shares on whose behalf a redemption right is being exercised must identify itself to EQV in connection with any redemption election in order to validly elect to redeem such Class A Shares. EQV has no specified maximum redemption threshold under its amended and restated memorandum and articles of association, other than the aforementioned 15% threshold. Each redemption of Class A Shares by EQV’s public shareholders will reduce the amount in the Trust Account.

The Business Combination Agreement provides that the obligation of PIH to consummate the Business Combination is conditioned upon meeting the Minimum Available Cash Condition. The conditions to closing in the Business Combination Agreement are for the sole benefit of the parties thereto and may be waived by such parties. If, as a result of redemptions of Class A Shares by holders of public shares and a failure to consummate the PIPE Financing and/or the Preferred Financing, this condition is not met or is not waived, then PIH may elect not to consummate the Business Combination. Holders of outstanding EQV public warrants do not have redemption rights in connection with the Business Combination. Unless otherwise specified, the information in the accompanying proxy statement/prospectus assumes that no holders of public shares exercise their redemption rights with respect to their Class A Shares.

EQV Ventures Sponsor LLC, a Delaware limited liability company (our “Sponsor”), and EQV’s officers and directors have agreed to waive their redemption rights with respect to any Ordinary Shares (as defined below) they may hold in connection with the consummation of the Business Combination, and the Class B Shares will be excluded from the pro rata calculation used to determine the per-share redemption price.

The Business Combination Agreement is subject to the satisfaction or waiver of certain other closing conditions as described in the accompanying proxy statement/prospectus. There can be no assurance that the parties to the Business Combination Agreement would waive any such provision of the Business Combination Agreement.

The approval the Domestication Proposal requires a special resolution, being the affirmative vote of at least a two-thirds majority of the votes cast by the holders of the issued ordinary shares present virtually or represented by proxy at the extraordinary general meeting and entitled to vote on such matter. The approval of each of the Business Combination Proposal, the Governing Documents Proposal, the Governing Documents Advisory Proposal, the Stock Issuance Proposal, the Incentive Plan Proposal and the Adjournment Proposal, if presented at the extraordinary general meeting, requires an ordinary resolution, being the affirmative vote of at least a majority of the votes cast by the holders of the issued ordinary shares present virtually or represented by proxy at the extraordinary general meeting and entitled to vote on such matter.

Your vote is very important.    Whether or not you plan to attend the extraordinary general meeting, please vote as soon as possible by following the instructions in this proxy statement/prospectus to make sure that your shares are represented at the extraordinary general meeting. If you hold your shares in “street name” through a bank, broker or other nominee, you will need to follow the instructions provided to you by your bank, broker or other nominee to ensure that your shares are represented and voted at the extraordinary general meeting. The Business Combination will be consummated only if the Condition Precedent Proposals are approved at the extraordinary general meeting. Each of the Condition Precedent Proposals is cross-conditioned on the approval of each other. The Adjournment Proposal is not conditioned upon the approval of any other proposal set forth in this proxy statement/prospectus, and the Governing Documents Advisory Proposals are being submitted for approval on a non-binding advisory basis.

TABLE OF CONTENTS

TRADEMARKS

This document contains references to trademarks, trade names and service marks belonging to other entities. Solely for convenience, trademarks, trade names and service marks referred to in this proxy statement/prospectus may appear without the ® or TM symbols, but such references are not intended to indicate, in any way, that the applicable licensor will not assert, to the fullest extent under applicable law, its rights to these trademarks and trade names. We do not intend our use or display of other companies’ trade names, trademarks or service marks to imply a relationship with, or endorsement or sponsorship of us by, any other companies.

•        “MBoe” means one thousand Boe.

•        “Mcf” means one thousand cubic feet of natural gas.

•        “MMbbl” means one million barrels of oil.

•        “MMBoe” means one million Boe.

•        “MMBtu” means one million Btu.

•        “MMcf” means one million cubic feet of natural gas.

•        “net acres” means the percentage of total acres an owner has out of a particular number of acres. An owner who has 50% interest in 100 acres owns 50 net acres.

•        “NGL” or “NGLs” means hydrocarbons found in natural gas which may be extracted as liquefied petroleum gas and natural gasoline.

•        “NYMEX” means the New York Mercantile Exchange.

•        “OPEC+” means Organization of the Petroleum Exporting Countries and its allies.

•        “probable reserves” means those additional reserves that are less certain to be recovered than proved reserves but which, together with proved reserves, are as likely as not to be recovered. When deterministic methods are used, it is as likely as not that actual remaining quantities recovered will exceed the sum of estimated proved plus probable reserves. When probabilistic methods are used, there should be at least a 50% probability that the actual quantities recovered will equal or exceed the proved plus probable reserves estimates. Probable reserves may be assigned to areas of a reservoir adjacent to proved reserves where data control or interpretations of available data are less certain, even if the interpreted reservoir continuity of structure or productivity does not meet the reasonable certainty criterion. Probable reserves may be assigned to areas that are structurally higher than the proved area if these areas are in communication with the proved reservoir. Probable reserves estimates also include potential incremental quantities associated with a greater percentage recovery of the hydrocarbons in place than assumed for proved reserves.

•        “Production Burdens” means any royalties (including lessor’s royalties), overriding royalties, production payments, net profit interests or other burdens upon, measured by or payable out of hydrocarbon production.

•        “productive well” means a well that is found to be capable of producing hydrocarbons in sufficient quantities such that proceeds from the sale of the production exceed production expenses and taxes.

•        “proved developed non-producing” or “PDNP” means reserves that can be expected to be recovered through existing wells with existing equipment and operating methods but are not yet producing.

•        “proved developed producing reserves” or “PDP” means reserves that can be expected to be recovered through existing wells with existing equipment and operating methods, according to the SEC’s or Society of Petroleum Engineers’ definitions of proved reserves.

•        “proved properties” or “proved oil and natural gas properties” means properties with proved reserves.

•        “proved reserves” or “proved oil and gas reserves” means those quantities of oil and natural gas, which, by analysis of geoscience and engineering data, can be estimated with reasonable certainty to be economically producible from a given date forward from known reservoirs under existing economic conditions, operating methods and government regulations prior to the time at which contracts providing the right to operate expire, unless evidence indicates that renewal is reasonably certain. The project to extract the hydrocarbons must have commenced or the operator must be reasonably certain that it will commence the project within a reasonable time. For a complete definition of proved crude oil and natural gas reserves, refer to Regulation S-X, Rule 4-10(a)(22).

•        “proved undeveloped reserves” or “PUDs” means proved reserves that are expected to be recovered from new wells on undrilled acreage or from existing wells where a relatively major expenditure is required for recompletion. Undrilled locations can be classified as having proved undeveloped reserves only if a development plan has been adopted indicating that such locations are scheduled to be drilled within five years unless specific circumstances justify a longer time.

•        “PV-10” means the estimated future gross revenue to be generated from the production of proved reserves, net of estimated production and future development and abandonment costs, using prices and costs in effect at the determination date, before income taxes, and without giving effect to non-property related expenses, discounted to a present value using an annual discount rate of 10%.

•        “recompletion” means the process of re-entering an existing wellbore that is either producing or not producing and completing reservoirs in an attempt to establish or increase existing production.

•        “reserves” means estimated remaining quantities of oil and gas and related substances anticipated to be economically producible, as of a given date, by application of development projects to known accumulations. In addition, there must exist, or there must be a reasonable expectation that there will exist, the legal right to produce or a revenue interest in the production, installed means of delivering oil and gas or related substances to market, and all permits and financing required to implement the project.

•        “reservoir” means a porous and permeable underground formation containing a natural accumulation of producible oil and/or natural gas that is confined by impermeable rock or water barriers and is individual and separate from other reservoirs.

•        “salt water disposal wells” means a disposal site for water produced as a result of the oil and gas extraction process.

•        “SEC pricing” means the oil and gas price parameters established by current SEC guidelines, including the use of an average effective price, calculated as prices equal to the 12-month unweighted arithmetic average of the first day of the month prices for each of the preceding 12 months as adjusted for location and quality differentials, unless prices are defined by contractual arrangements, excluding escalations based on future conditions.

•        “standardized measure” means our standardized measure of discounted future net cash flows, which is prepared using assumptions required by the SEC. Such assumptions include the use of 12-month average prices for oil and gas, based on the first-day-of-the-month price for each month in the period, and year end costs for estimated future development and production expenditures to produce year-end estimated proved reserves. Discounted future net cash flows are calculated using a 10% rate. No provision is included for federal income taxes since our future net cash flows are not subject to taxation. However, our operations are subject to the Texas franchise tax. Estimated well abandonment costs, net of salvage values, are deducted from the standardized measure using year-end costs and discounted at the 10% rate. The standardized measure does not represent management’s estimate of our future cash flows or the value of proved oil and natural gas reserves. Probable and possible reserves, which may become proved in the future, are excluded from the calculations. Furthermore, prices used to determine the standardized measure are influenced by supply and demand as effected by recent economic conditions as well as other factors and may not be the most representative in estimating future revenues or reserve data.

•        “undeveloped acreage” means lease acreage on which wells have not been drilled or completed to a point that would permit the production of commercial quantities of oil and natural gas, regardless of whether such acreage contains proved reserves.

•        “unproved properties” or “unproved oil and natural gas properties” means properties without proved reserves.

•        “wellbore” means the hole drilled by the bit that is equipped for oil and natural gas production on a completed well. Also called well or borehole.

•        “working interest” means the right granted to the lessee of a property to explore for and to produce and own oil and natural gas or other minerals. The working interest owners bear the exploration, development, and operating costs on either a cash, penalty, or carried basis.

•        “workover” means operations on a producing well to restore or increase production.

•        “WTI” means West Texas Intermediate.

SELECTED DEFINITIONS

Unless otherwise stated in this proxy statement/prospectus or the context otherwise requires, references to:

•        “amended and restated memorandum and articles of association” means the amended and restated memorandum and articles of association of EQV, effective August 6, 2024;

•        “Available Cash” means has the meaning ascribed to it in the Business Combination Agreement attached as Annex A to this proxy statement/prospectus;

•        “BTIG” means BTIG, LLC, the underwriter of the IPO;

•        “Broadridge” means Broadridge Financial Solutions, Inc., the virtual meeting host for the extraordinary special meeting;

•        “Business Combination Agreement” means that certain Business Combination Agreement, dated August 5, 2025, by and among EQV, Presidio, EQV Merger Sub, EQV Holdings, Presidio Merger Sub and PIH, as amended, supplemented or otherwise modified from time to time in accordance with its terms;

•        “Business Combination” means the Domestication, the Merger and other transactions contemplated by the Business Combination Agreement, collectively;

•        “Call Right” means the right, pursuant to the Prometheus Holdings LLC Agreement and upon the exercise of the EQV Holdings Redemption Right by an EQV Holdings Unitholder, for Presidio to acquire each tendered EQV Holdings Common Unit directly from such EQV Holdings Unitholder for, at Presidio’s election, (i) one share of Presidio Class A Common Stock, subject to conversion rate adjustments for stock splits, stock dividends and reclassification, or (ii) an equivalent amount of cash;

•        “Cayman Islands Companies Act” means the Companies Act (As Revised) of the Cayman Islands as the same may be amended from time to time;

•        “Class A Shares” means the Class A ordinary shares, $0.0001 par value in the capital of EQV, which will automatically convert, on a one-for-one basis, into shares of EQV Class A Common Stock in connection with the Domestication;

•        “Class B Contribution” means the Sponsor’s contribution at Closing of 1,127,963 Class B Shares to EQV in exchange for Presidio’s issuance of 562,746 shares of Presidio Class A Common Stock (or securities convertible into Presidio Class A Common Stock) having a value of approximately $5,914,460 (based on the January 8, 2026 Closing Price) to the PIH Rollover Holders and Presidio’s issuance of 565,217 shares of Presidio Class A Common Stock to certain PIPE Investors in connection with the Securities Contribution and Transfer Agreements;

•        “Class B Shares” means the Class B ordinary shares, $0.0001 par value in the capital of EQV, which will automatically convert, on a one-for-one basis, into shares of Class B Common Stock in connection with the Domestication;

•        “Closing Date” means the date on which the Closing occurs;

•        “Closing” means the closing of the transactions contemplated by the Business Combination Agreement;

•        “Condition Precedent Proposals” means the Business Combination Proposal, the Domestication Proposal, the Governing Documents Proposal, the Stock Issuance Proposal and the Incentive Plan Proposal, collectively;

•        “Domestication” means the transfer by way of continuation by way of the deregistration of EQV from the Cayman Islands and the continuation and domestication as a corporation registered in the State of Delaware;

•        “DRIP Shares” means the 3,811,019 Class B Shares (which will be exchanged for shares of Presidio Class A Common Stock in connection with the Closing) held by the Sponsor that are subject to time vesting during the first three years following the Closing pursuant to a dividend reinvestment program;

•        “Earn-Out Shares” means the 1,905,509 Class B Shares (which will be exchanged for shares of Presidio Class A Common Stock in connection with the Closing) held by the Sponsor that are subject to vesting (or forfeiture) on the basis of achieving certain trading price thresholds during the first five years following the Closing;

•        “Effective Time” means the time at which the Merger becomes effective;

•        “EQV” means EQV Ventures Acquisition Corp., a Cayman Islands exempted company;

•        “EQV Board” means EQV’s board of directors;

•        “EQV Class A Common Stock” means Class A common stock, $0.0001 par value, of EQV, following the Domestication;

•        “EQV Group” refers to EQV Resources Partners LLC, EQV Operating LLC, Peachtree OG LLC and their direct and indirect subsidiaries, including investment vehicles and funds managed and/or operated by affiliates of EQV Resources Partners LLC and EQV Operating LLC and their respective portfolio companies;

•        “EQV Holdings” means Prometheus Holdings LLC, a Delaware limited liability company and direct wholly owned subsidiary of EQV;

•        “EQV Holdings Redemption Right” means the right, pursuant to the Prometheus Holdings LLC Agreement, for EQV Holdings Unitholders (other than Presidio) to cause EQV Holdings to acquire all or a portion of their vested EQV Holdings Common Units and corresponding shares of Presidio Class B Common Stock for shares of Presidio Class A Common Stock at a redemption ratio of one share of Presidio Class A Common Stock for each EQV Holdings Common Unit redeemed, subject to conversion rate adjustments for stock splits, stock dividends and reclassification;

•        “EQV Holdings Common Units” means the common units of EQV Holdings;

•        “EQV Holdings Unitholder” means a holder of EQV Holdings Common Units;

•        “EQV Interest” means one Class B Share together with one Class A Unit or Class B Unit of EQV Holdings;

•        “EQV Merger Sub” means Prometheus PubCo Merger Sub Inc., a Delaware corporation and a direct, wholly-owned subsidiary of Presidio;

•        “EQV private placement warrants” means the 220,833 warrants outstanding as of the date of this proxy statement/prospectus that were issued to our Sponsor and BTIG (which may become exercisable for Class A Shares at an exercise price of $11.50 per share), which are substantially identical to the public warrants sold as part of the Public Units;

•        “EQV public warrants” means the currently outstanding 11,666,666 warrants to purchase Class A Shares that were issued as part of the Public Units (which may become exercisable for Class A Shares at an exercise price of $11.50 per share) and, after the Business Combination, the 11,666,666 warrants to purchase Presidio Class A Common Stock that will be exercisable for shares of Presidio Class A Common Stock at $11.50 per share;

•        “EQV Surviving Subsidiary” means the wholly owned subsidiary of Presidio resulting from the merger of EQV Merger Sub with and into EQV, with EQV surviving;

•        “EQV Surviving Subsidiary Common Shares” means the common shares of EQV Surviving Subsidiary;

•        “EQV shareholders” means holders of Class A Shares and holders of Class B Shares;

•        “EQV warrants” means the EQV private placement warrants and the EQV public warrants;

•        “EQVR” means EQV Resources LLC, a Delaware limited liability company;

•        “EQVR Acquisition” means the acquisition by Presidio of all of the issued and outstanding equity interests of EQVR via merger to occur following the Closing;

•        “EQVR Intermediate” means EQV Resources Intermediate LLC, a Delaware limited liability company;

•        “EQVR Merger Agreement” means the agreement and plan of merger, dated as of August 5, 2025, by and among EQV, Presidio, EQVR Merger Sub, EQVR, EQVR Intermediate and PIH, solely for the limited purposes set forth therein;

•        “EQVR Merger Sub” means EQVR Merger Sub LLC, a Delaware limited liability company and a direct wholly owned subsidiary of Presidio;

•        “Existing Governing Documents” means the amended and restated memorandum and articles of association of EQV;

•        “Existing PIH Holders” means the existing holders of equity securities of PIH;

•        “extraordinary general meeting” means the extraordinary general meeting of EQV to be held virtually at https://            on            , 2026 at            a.m., Eastern Time, and any adjournments or postponements thereof;

•        “Incentive Plan” means the Presidio Production Company 2026 Equity Incentive Plan to be considered for adoption and approval by the shareholders pursuant to the Incentive Plan Proposal;

•        “IPO” means EQV’s initial public offering that was consummated on August 8, 2024;

•        “January 8, 2026 Closing Price” means, as applicable, the closing price of the Class A Shares, the EQV public warrants and the Public Units of $10.51, $0.47 and $10.50, respectively, on the NYSE on January 8, 2026;

•        “Maximum Contractual Redemption Scenario” means a scenario in which 100% of the public shares currently held by public shareholders and which may be redeemed while continuing to satisfy the Minimum Available Cash Condition are redeemed for cash from the Trust Account, representing approximately 89.2% of the public shares currently held by the public shareholders;

•        “Merger” means the merger of EQV Merger Sub with and into EQV, with EQV surviving and becoming a wholly owned direct subsidiary of Presidio and with EQV shareholders receiving one share of Presidio Class A Common Stock for each share of EQV Class A Common Stock held by such shareholder, in accordance with the terms of the Business Combination Agreement;

•        “Mid-Point Contractual Redemption Scenario” means a scenario in which 50% of the public shares currently held by public shareholders and assumed to be redeemed under the Maximum Contractual Redemption Scenario are redeemed for cash from the Trust Account, representing approximately 44.6% of the public shares currently held by public shareholders;

•        “Minimum Available Cash Condition” means the condition in the Business Combination Agreement that states that Available Cash must equal no less than $140,197,687;

•        “New EQV Bylaws” means the bylaws of EQV to be effective immediately after the Domestication, attached to this proxy statement/prospectus as Annex S;

•        “New EQV Certificate of Incorporation” means the certificate of incorporation of EQV to be effective immediately after the Domestication, attached to this proxy statement/prospectus as Annex R;

•        “New EQV Governing Documents” means the New EQV Certificate of Incorporation and New EQV Bylaws;

•        “No Redemption Scenario” means a scenario in which none of the Class A Shares currently held by public shareholders are redeemed for cash from the Trust Account;

•        “NYSE” means the New York Stock Exchange;

•        “Ordinary Shares” means the Class A Shares and the Class B Shares together;

•        “PIH” means, prior to the Closing of the Business Combination, Presidio Investment Holdings LLC, a Delaware limited liability company;

•        “PIH Rollover Holder” means certain existing investors and certain unitholders of PIH party to a Rollover Agreement;

•        “PIPE Financing” means the transactions contemplated by the Subscription Agreements, pursuant to which the PIPE Investors agreed to subscribe for and purchase, and EQV and Presidio have agreed to issue and sell to the PIPE Investors, an aggregate of 8,750,000 shares of Presidio Class A Common Stock following the Domestication for a purchase price of $10.00 per share, on the terms and subject to the conditions set forth therein, which purchase and sale will be consummated immediately prior to the Business Combination;

•        “PIPE Investors” means the investors who participated in the PIPE Financing;

•        “Preferred Financing” means the transactions contemplated by the Securities Purchase Agreement, pursuant to which and subject to the satisfaction of the closing conditions contained therein, immediately prior to or substantially concurrently with the Closing, the Preferred Investors will purchase in a private placement from Presidio an aggregate of 125,000 Preferred Shares and 937,500 Preferred Investor Warrants for a cash purchase price of $123,750,000 (net of all applicable original issue discounts);

•        “Preferred Investors” means the investors who participated in the Preferred Financing;

•        “Preferred Investor Warrants” means the warrants to purchase 937,500 shares of Presidio Class A Common Stock for an exercise price of $0.01 per warrant held by certain Preferred Investors;

•        “Preferred Shares” means the Series A Perpetual Preferred Shares with a stated value of $1,000 per share of Presidio;

•        “Preferred Stockholders’ Agreement” means the agreement between certain Preferred Investors and Presidio to be entered into at the Closing;

•        “Presidio Board” means the board of directors of Presidio;

•        “Presidio Class A Common Stock” means the Class A common stock, par value $0.0001 per share, of Presidio;

•        “Presidio Class B Common Stock” means the Class B common stock, par value $0.0001 per share, of Presidio;

•        “Presidio Common Stock” means the Presidio Class A Common Stock and the Presidio Class B Common Stock together;

•        “Presidio Preferred Stock” means shares of Presidio’s Series A preferred stock, par value $0.0001;

•        “Presidio private placement warrants” means the EQV private placement warrants following the consummation of the Business Combination;

•        “Presidio public warrants” means the EQV public warrants following the consummation of the Business Combination;

•        “Presidio stockholder” means a holder of Presidio Class A Common Stock or a holder of Presidio Class B Common Stock;

•        “Presidio warrants” means the Presidio private placement warrants, the Preferred Investor Warrants and the Presidio public warrants;

•        “Private Financing” means the PIPE Financing and the Preferred Financing;

•        “Private Financing Agreement” means the Subscription Agreements and the Securities Purchase Agreement;

•        “Private Placement Units” means the units of EQV, each unit representing one Class A Share and one-third of one EQV private placement warrant to acquire one Class A Share, that were offered and sold by EQV to the Sponsor in a private placement at the time of the IPO;

•        “Prometheus Holdings LLC Agreement” means the Amended and Restated Limited Liability Company Agreement of EQV Holdings to be entered into in connection with the Closing;

•        “Proposed Bylaws” means the proposed bylaws of Presidio to be effective upon the Closing and be approved pursuant to the Governing Documents Proposal and attached to this proxy statement/prospectus as Annex I;

•        “Proposed Certificate of Incorporation” means the proposed certificate of incorporation of Presidio to be effective upon the Closing and be approved pursuant to the Governing Documents Proposal and attached to this proxy statement/prospectus as Annex H;

•        “Proposed Governing Documents” means the Proposed Certificate of Incorporation and the Proposed Bylaws;

•        “public shareholders” means holders of public shares;

•        “public shares” means the currently outstanding 35,000,000 Class A Shares issued as part of the Public Units in the IPO;

•        “Public Units” means the units of EQV, each unit representing one Class A Share and one-third of one EQV public warrant to acquire one Class A Share, that were offered and sold by EQV in its initial public offering;

•        “RBL Facility” means the Loan Agreement by and among Presidio WAB LLC, as borrower, PIH, as a guarantor, the subsidiary guarantors from time-to-time party thereto, and SouthState Bank, as lender, dated as of July 2, 2025;

•        “RBL Financing” means the new secured reserve-based lending revolving credit facility that is expected to replace the RBL Facility in connection with the Business Combination Agreement;

•        “Record Date” means            , 2026;

•        “redemption” means each redemption of public shares for cash pursuant to the Existing Governing Documents;

•        “Registration and Stockholders’ Rights Agreement” means that certain agreement by and among EQV, EQV Holdings, EQVR Intermediate, our Sponsor, certain members of Presidio’s management and certain PIH investors, to be entered into upon the Closing, pursuant to which certain registration and governing rights and obligations of the parties are set forth;

•        “Registration Rights Parties” means EQVR Intermediate, the Sponsor and certain holders of PIH equity and certain members of Presidio’s management;

•        “Rollover Agreement” means the Rollover Agreement, dated as of August 5, 2025, by and among EQV, EQV Holdings, PIH, certain existing investors and certain unitholders of PIH, pursuant to which the Class A ParentCo Rollover Units (as defined in the Rollover Agreement) of such PIH Rollover Holders will, in accordance with the terms of the Business Combination Agreement and the Rollover Agreement, convert into the right to receive a number of EQV Holdings Common Units and a number of shares of Presidio Class B Common Stock at par value;

•        “SEC” means the Securities and Exchange Commission;

•        “Securities Act” means the Securities Act of 1933, as amended;

•        “Securities Contribution and Transfer Agreements” means the Securities Contribution and Transfer Agreements, dated as of August 5, 2025, by and among EQV, Presidio, Sponsor, certain PIH Rollover Holders and certain PIPE Investors party thereto, pursuant to which EQV and Presidio agreed to effectuate the Class B Contribution;

•        “Securities Purchase Agreement” means the Series A Preferred Securities Purchase Agreement, dated as of August 5, 2025, by and among EQV, Presidio, PIH and the Preferred Investors in connection with the Preferred Financing, pursuant to which the Preferred Investors agreed to purchase the Presidio Preferred Stock and the Preferred Investor Warrants;

•        “Sponsor Letter Agreement” means the letter agreement, dated August 5, 2025, by and among EQV, our Sponsor, EQV Holdings, PIH, Presidio and certain of EQV’s directors and officers;

•        “Sponsor” means EQV Ventures Sponsor LLC, a Delaware limited liability company;

•        “Subscription Agreements” means the subscription agreements, entered into by EQV, Presidio and PIPE Investors in connection with the PIPE Financing;

•        “Transfer Agent” means Continental Stock Transfer & Trust Company, in its capacity as EQV’s transfer agent;

•        “Trust Account” means the trust account established at the consummation of the IPO that holds the proceeds of the initial public offering and is maintained by the Transfer Agent, acting as trustee; and

•        “Units” means the Private Placement Units and the Public Units.

•        changes in safety, health, environmental, tax, and other regulations or requirements (including those addressing air emissions, water management, or the impact of global climate change);

•        risks related to Presidio’s ability to meet its projections;

•        the possibility of damage to PIH’s properties as a result of natural disasters;

•        Presidio’s ability to comply with all applicable laws and regulations;

•        the impact of public perception of fossil fuel derived energy on Presidio’s business;

•        any political or other disruptions in oil producing nations;

•        Presidio’s ability to meet stock exchange listing standards following the consummation of the Business Combination;

•        the impact of macroeconomic events, such as inflation, recessions or depressions and, wars or fears of war;

•        Presidio’s ability to pay dividends;

•        Presidio’s ability to replace the reserves through acquisitions;

•        Presidio’s hedging strategy and results;

•        the timing and amount of Presidio’s future production of oil, NGLs and natural gas; and

•        Presidio’s decline rates of its oil and gas properties.

Reserve engineering is a method of estimating underground accumulations of crude oil, natural gas or NGLs that cannot be measured in an exact way. Crude oil, natural gas and NGL reserve engineering is not an exact science and requires subjective estimates of underground accumulations of crude oil, natural gas and NGLs and assumptions concerning future crude oil, natural gas and NGL prices, production levels, ultimate recoveries and operating and development costs. The accuracy of any reserve estimate depends on the quality of available data, the interpretation of such data and price and cost assumptions made by reserve engineers. In addition, the results of drilling, testing and production activities may justify revisions of previous estimates. As a result, estimated quantities of proved reserves, projections of future production rates and the timing of development expenditures may turn out to be incorrect.

Should one or more of these risks or uncertainties materialize, or should any of the assumptions made by the management of EQV, PIH, Presidio or EQVR prove incorrect, actual results may vary in material respects from those projected in the forward-looking statements contained in this proxy statement/prospectus. Accordingly, you should not place undue reliance on these forward-looking statements in deciding how to vote your shares on the proposals set forth in this proxy statement/prospectus.

Except to the extent required by applicable law or regulation, EQV, PIH, Presidio and EQVR disclaim any obligation to update the forward-looking statements contained herein to reflect events or circumstances after the date of this proxy statement/prospectus or to reflect the occurrence of unanticipated events.

QUESTIONS AND ANSWERS FOR SHAREHOLDERS OF EQV

The questions and answers below highlight only selected information from this document and only briefly address some commonly asked questions about the proposals to be presented at the extraordinary general meeting, including with respect to the Business Combination. The following questions and answers do not include all the information that may be important to EQV’s shareholders. We urge shareholders to read this proxy statement/prospectus, including the annexes and the other documents referred to herein, carefully and in their entirety to fully understand the Business Combination and the voting procedures for the extraordinary general meeting, which will be held virtually at https://            on            , 2026 at            , Eastern Time.

Q:     WHAT IS THE BUSINESS COMBINATION?

A:     Pursuant to the Business Combination Agreement, by and among EQV, Presidio, PIH and the other parties thereto, among other things:

(i)     EQV will change its jurisdiction of incorporation by deregistering as a Cayman Islands exempted company and registering by way of continuation and domesticating as a corporation incorporated under the laws of the State of Delaware, upon which (a) each then issued and outstanding Class A Share will convert automatically, on a one-for-one basis, to a share of EQV Class A Common Stock, (b) each issued and outstanding warrant to purchase one Class A Share at a price of $11.50 per share will convert automatically, on a one-for-one basis, into a whole warrant exercisable for one share of EQV Class A Common Stock and (c) the name of EQV will be changed from “EQV Ventures Acquisition Corp.” to “Presidio MidCo Inc.”; and

(ii)    Following the Domestication, EQV Merger Sub will merge with and into EQV, with EQV as the surviving company in the merger and with (a) EQV shareholders receiving one share of Presidio Class A Common Stock for each share of EQV Class A Common Stock held by such shareholder and (b) each EQV public warrant converting automatically, on a one-for-one basis, into a whole warrant exercisable for one share of Presidio Class A Common Stock, in accordance with the terms of the Business Combination Agreement, and upon which Presidio will change its name to “Presidio Production Company.” After giving effect to such merger, EQV will survive as a wholly owned subsidiary of Presidio, following which, Presidio Merger Sub will merge with and into PIH, with PIH as the surviving company in the merger, all on the terms and subject to the conditions set forth in the Business Combination Agreement and in accordance with applicable law.

At the Closing of the Business Combination (i) Presidio shall contribute to EQV Surviving Subsidiary all of its assets and liabilities (excluding its interest in EQV Surviving Subsidiary), (ii) in exchange therefor, EQV Surviving Subsidiary shall issue to Presidio (A) a number of EQV Surviving Subsidiary Common Shares which shall equal the number of total shares of Presidio Class A Common Stock issued and outstanding immediately after the Closing (giving effect to the redemption of public shares), (B) a number of Class A preferred shares of EQV Surviving Subsidiary equal to the number of shares of Presidio Preferred Stock outstanding and (C) a number of warrants to purchase EQV Surviving Subsidiary Common Shares which shall equal the number of Presidio warrants outstanding immediately after the Closing, (iii) EQV Surviving Subsidiary shall then contribute to EQV Holdings all of its assets and liabilities (excluding its interests in EQV Holdings and the shares being redeemed), including cash held by EQV, and (iv) in exchange therefor, EQV Holdings shall issue to EQV Surviving Subsidiary (A) a number of EQV Holdings Common Units which shall equal the number of total shares of EQV Class A Common Stock issued and outstanding immediately after the Closing (giving effect to the redemption of public shares), (B) a number of Class A preferred units of EQV Holdings equal to the number of shares of Preferred Shares outstanding and (C) a number of warrants to purchase EQV Holdings Common Units which shall equal the number of EQV warrants outstanding immediately after the Closing.

Following the Closing, Presidio will acquire all of the issued and outstanding equity interests of EQVR via merger pursuant to and on the terms and subject to the conditions set forth in the EQVR Merger Agreement.

Q:     WHY AM I RECEIVING THIS DOCUMENT?

A:     EQV is sending this proxy statement/prospectus to its shareholders to help them decide how to vote their Ordinary Shares with respect to the matters to be considered at the extraordinary general meeting.

The Business Combination cannot be completed unless EQV’s shareholders approve each of the Condition Precedent Proposals set forth in this proxy statement/prospectus. Information about the extraordinary general meeting, the Business Combination and the other business to be considered by shareholders at the extraordinary general meeting is contained in this proxy statement/prospectus.

This document constitutes a proxy statement of EQV and a prospectus of Presidio. It is a proxy statement because the board of directors of EQV is soliciting proxies using this proxy statement/prospectus from its shareholders. It is a prospectus because Presidio, in connection with the Business Combination, is offering shares of common stock in exchange for EQV’s outstanding Ordinary Shares and as part of the consideration to be received as part of the Business Combination. See “The Business Combination Proposal — The Business Combination Agreement — Consideration to be Received in the Mergers.”

Q:     WHEN WILL THE BUSINESS COMBINATION BE COMPLETED?

A:     The parties currently expect that the Business Combination will be completed in the first quarter of 2026. However, neither EQV nor PIH can assure you of when or if the Business Combination will be completed, and it is possible that factors outside of the control of EQV and PIH could result in the Business Combination being completed at a different time or not at all. The outside date for consummation of the Business Combination is February 5, 2026. Before the Business Combination can be completed, EQV must obtain the approval of EQV shareholders for each of the Condition Precedent Proposals, and EQV and PIH must also satisfy other closing conditions. See “The Business Combination Proposal — The Business Combination Agreement — Conditions to Closing of the Business Combination.”

Q:     WHAT HAPPENS IF THE BUSINESS COMBINATION IS NOT COMPLETED?

A:     If EQV does not complete the Business Combination with PIH for any reason, EQV would need to search for another target business with which to complete a business combination and the EQVR Acquisition would not occur. If EQV and PIH do not complete the Business Combination or a business combination with another target business by August 8, 2026, or such later date as may be approved by EQV’s shareholders (if extended), EQV must cease all operations except for the purpose of winding up, as promptly as reasonably possible but not more than ten business days thereafter, redeem 100% of the outstanding public shares, at a per-share price, payable in cash, equal to the amount then held in the Trust Account, including interest earned on funds held in the Trust Account (less permitted withdrawals, taxes payable and up to $100,000 of interest to pay dissolution expenses), divided by the number of then outstanding public shares, which redemption will completely extinguish the rights of holders of Class A Shares (including the right to receive further liquidation distributions, if any) and as promptly as reasonably possible following such redemption, subject to the approval of EQV’s remaining shareholders and the directors, liquidate and dissolve, subject in each case to its obligations under Cayman Islands law to provide for claims of creditors and other requirements of applicable law. The Sponsor has no redemption rights in the event a business combination is not effected in the required time period and, accordingly, its Class B Shares will be worthless. Additionally, in the event of such liquidation, there will be no distribution with respect to the EQV warrants. Accordingly, such EQV warrants will expire worthless.

Q:     WHAT AM I BEING ASKED TO VOTE ON AND WHY IS THIS APPROVAL NECESSARY?

A:     EQV shareholders are being asked to vote on the following Proposals:

(1)    the Business Combination Proposal;

(2)    the Domestication Proposal;

(3)    the Governing Documents Proposal;

(4)    the Governing Documents Advisory Proposal;

(5)    the Stock Issuance Proposal;

(6)    the Incentive Plan Proposal; and

(7)    the Adjournment Proposal.

The Business Combination is conditioned upon the approval of the Business Combination Proposal, the Domestication Proposal, the Governing Documents Proposal, the Governing Documents Advisory Proposal, the Stock Issuance Proposal, and the Incentive Plan Proposal and, subject to the terms of the Business Combination Agreement. The Business Combination is not conditioned on the approval of the Governing Documents Advisory Proposal or the Adjournment Proposal. If the Business Combination Proposal is not approved, the other proposals (except the Adjournment Proposal) will not be presented to the EQV shareholders for a vote. For the avoidance of doubt, if put forth at the extraordinary general meeting, the Adjournment Proposal will be the first and only proposal voted on and the Condition Precedent Proposals will not be submitted to the shareholders for a vote.

Q:     WHAT VOTE IS REQUIRED TO APPROVE EACH PROPOSAL AT THE EXTRAORDINARY GENERAL MEETING?

A:     The Business Combination Proposal:    The approval of the Business Combination Proposal requires an ordinary resolution, being the affirmative vote of the holders of at least a majority of the votes cast by the holders of the Ordinary Shares present virtually or represented by proxy and entitled to vote on such matter. EQV shareholders must approve the Business Combination Proposal in order for the Business Combination to occur. If EQV shareholders fail to approve the Business Combination Proposal, the Business Combination will not occur. Pursuant to the Sponsor Letter Agreement, the Sponsor and the Insiders have agreed to vote Ordinary Shares representing approximately 20.9% of the aggregate voting power of the Ordinary Shares in favor of the Business Combination Proposal. Except as otherwise disclosed under “Beneficial Ownership of Securities” in this proxy statement/prospectus, EQV’s officers and directors do not hold any public shares, but may purchase public shares at any time, subject to compliance with law and EQV’s trading policies. As a result, in addition to approval by the Sponsor, approval of the Business Combination Proposal will require the affirmative vote of at least 12,976,251 Ordinary Shares held by public shareholders (or approximately 29.1% of the public shares) if all Ordinary Shares are represented at the extraordinary general meeting and cast votes, and no affirmative vote of any holder of public shares will be required if only such shares as are required to establish a quorum are represented at the extraordinary general meeting and cast votes.

The Domestication Proposal:    The approval of the Domestication Proposal requires a special resolution, being the affirmative vote of at least a two-thirds majority of the votes cast by the holders of the Ordinary Shares present virtually or represented by proxy at the extraordinary general meeting and entitled to vote on such matter. EQV shareholders must approve the Domestication Proposal in order for the Business Combination to occur. If EQV shareholders fail to approve the Domestication Proposal, the Business Combination will not occur. Pursuant to the Sponsor Letter Agreement, the Sponsor and the Insiders have agreed to vote Ordinary Shares representing approximately 71.4% of the aggregate voting power of the Ordinary Shares in favor of the Domestication Proposal.

The Governing Documents Proposal:    The approval of the Governing Documents Proposal requires an ordinary resolution, being the affirmative vote of the holders of at least a majority of the votes cast by the holders of the Ordinary Shares present virtually or represented by proxy and entitled to vote on such matter. EQV shareholders must approve the Governing Documents Proposal in order for the Business Combination to occur. If EQV shareholders fail to approve the Governing Documents Proposal, the Business Combination will not occur. Pursuant to the Sponsor Letter Agreement, the Sponsor and the Insiders have agreed to vote Ordinary Shares representing approximately 20.9% of the aggregate voting power of the Ordinary Shares in favor of the Governing Documents Proposal.

The Governing Documents Advisory Proposals:    The approval of any of the Governing Documents Advisory Proposals requires an ordinary resolution, being the affirmative vote of the holders of at least a majority of the votes cast by the holders of the Ordinary Shares present virtually or represented by proxy and entitled to vote on such matter. The Governing Documents Advisory Proposals are not required by Cayman Islands law or Delaware law, but pursuant to SEC guidance, EQV is required to submit these provisions to its shareholders for approval as an ordinary resolution. However, the shareholder votes regarding these proposals are advisory votes, and are not binding on EQV or the board of directors of EQV. Furthermore, the Business Combination is not conditioned on the approval of the Governing Documents Advisory Proposals. Pursuant to the Sponsor Letter Agreement, the Sponsor and the Insiders have agreed to vote Ordinary Shares representing approximately 20.9% of the aggregate voting power of the Ordinary Shares in favor of the Governing Documents Advisory Proposals.

The Stock Issuance Proposal:    The approval of the Stock Issuance Proposal requires an ordinary resolution, being the affirmative vote of the holders of at least a majority of the votes cast by the holders of the Ordinary Shares present virtually or represented by proxy and entitled to vote on such matter. EQV shareholders must

approve the Stock Issuance Proposal in order for the Business Combination and the EQVR Acquisition to occur. If EQV shareholders fail to approve the Stock Issuance Proposal, the Business Combination and the EQVR Acquisition will not occur. Pursuant to the Sponsor Letter Agreement, the Sponsor and the Insiders have agreed to vote Ordinary Shares representing approximately 20.9% of the aggregate voting power of the Ordinary Shares in favor of the Stock Issuance Proposal.

The Incentive Plan Proposal:    The approval of the Incentive Plan Proposal requires an ordinary resolution, being the affirmative vote of the holders of at least a majority of the votes cast by the holders of the Ordinary Shares present virtually or represented by proxy and entitled to vote on such matter. EQV shareholders must approve the Incentive Plan Proposal in order for the Business Combination to occur. If EQV shareholders fail to approve the Incentive Plan Proposal, the Business Combination will not occur. Pursuant to the Sponsor Letter Agreement, the Sponsor and the Insiders have agreed to vote Ordinary Shares representing approximately 20.9% of the aggregate voting power of the Ordinary Shares in favor of the Incentive Plan Proposal.

The Adjournment Proposal:    The approval of the Adjournment Proposal requires an ordinary resolution, being the affirmative vote of the holders of at least a majority of the votes cast by the holders of the Ordinary Shares present virtually or represented by proxy and entitled to vote on such matter. The Adjournment Proposal is not conditioned upon any other proposal. If put forth at the extraordinary general meeting, the Adjournment Proposal will be the first and only proposal voted on and the Condition Precedent Proposals will not be submitted to the shareholders for a vote.

None of the proposals are conditioned on the approval of at least a majority of the unaffiliated security holders of EQV.

Q:     WHAT ARE THE RECOMMENDATIONS OF THE EQV BOARD?

A:     The EQV Board believes that the Business Combination Proposal and the other proposals to be presented at the extraordinary general meeting are in the best interest of EQV. Accordingly, the EQV Board unanimously recommends that EQV’s shareholders vote “FOR” the approval of the Business Combination Proposal, “FOR” the approval of the Domestication Proposal, “FOR” the approval of the Governing Documents Proposal, “FOR” the approval of the Governing Documents Advisory Proposals, “FOR” the approval of the Stock Issuance Proposal, “FOR” the approval of the Incentive Plan Proposal, and “FOR” the approval of the Adjournment Proposal, in each case, if presented to the extraordinary general meeting.

The existence of financial and personal interests of one or more of EQV’s directors may result in a conflict of interest on the part of such director(s) between what such director may believe is in the best interests of EQV and its shareholders and what such director may believe is best for themselves in determining to recommend that shareholders vote for the proposals. EQV’s officers have interests in the Business Combination that may be different from, or in addition to, your interests as an EQV shareholder. The EQV Board was aware of and considered these interests, among other matters, in approving the Business Combination and in determining to recommend to the EQV shareholders to vote in favor of the Business Combination Proposal and the other proposals to be presented at the extraordinary general meeting. See the section of this proxy statement/prospectus entitled “The Business Combination Proposal — Interests of Certain Persons in the Business Combination.”

Q:     WHY IS EQV PROPOSING THE BUSINESS COMBINATION PROPOSAL?

A:     EQV was incorporated to effect a merger, share exchange, asset acquisition, share purchase, reorganization or other similar business combination with one or more businesses or entities. On August 8, 2024, EQV completed its IPO and a private placement, generating gross proceeds of $350,000,000. Since the IPO, EQV’s activity has been limited to the evaluation of business combination candidates.

Founded in 2017, PIH is an independent energy company headquartered in Texas, primarily engaged in oil and gas exploration and production, with operations concentrated across the Western Anadarko Basin of Texas, Oklahoma, and Kansas. PIH’s strategy is centered on acquiring existing producing assets and applying engineering expertise to enhance performance and extend asset life. PIH’s management team possesses extensive operational and industry experience and PIH leverages this experience to create sustainable value by investing in long-lived reserves, reducing emissions, improving asset integrity, and generating consistent, hedged-protected cash flow.

The EQV Board and the board of PIH have approved the proposed Business Combination.

Based on its due diligence investigation of PIH and the industry in which it operates, including the financial and other information provided by PIH in the course of its negotiations in connection with the Business Combination Agreement, EQV believes that the Business Combination with PIH will provide EQV shareholders with an opportunity to participate in the ownership of a company with significant growth potential.

Q:     WHAT IS INVOLVED WITH THE DOMESTICATION?

A:     The Domestication will require EQV to file certain documents in the Cayman Islands and the State of Delaware. At the effective time of the Domestication, EQV will de-register as an exempted company incorporated under the laws of the Cayman Islands and will continue as a Delaware corporation. EQV’s existing organizational documents will be replaced by a certificate of incorporation and bylaws and your rights as a shareholder will cease to be governed by the laws of the Cayman Islands and will be governed by Delaware law.

Q:     HOW WILL THE DOMESTICATION AFFECT MY PUBLIC SHARES, WARRANTS AND UNITS?

A:     On the effective date of the Domestication, (a) each outstanding Class A Share will automatically convert into one share of EQV Class A Common Stock, (b) each outstanding Class B Share will automatically convert into one share of EQV Class B Common Stock, (c) the outstanding EQV warrants will be converted to become exercisable, 30 days following the Closing, at the same per share exercise price and for the same number of shares of Class A Shares as in effect immediately prior to the Domestication. At a moment in time after the effectiveness of the Domestication and before the closing of the Business Combination, each outstanding Unit (each of which currently consists of one Class A Share and one-third of one EQV warrant to purchase one Class A Share) will be separated into its component Class A Share and one-third of one warrant.

Q:     WHAT ARE THE MATERIAL U.S. FEDERAL INCOME TAX CONSEQUENCES OF THE DOMESTICATION TO U.S. HOLDERS OF ORDINARY SHARES?

A:     For a description of the material U.S. federal income tax consequences of the Domestication, see the description in the section entitled “Material U.S. Federal Income Tax Considerations — U.S. Holders —  Effects of the Domestication on U.S. Holders.”

Q:     WHAT ARE THE MATERIAL U.S. FEDERAL INCOME TAX CONSEQUENCES OF THE MERGER TO U.S. HOLDERS OF CLASS A SHARES AND EQV WARRANTS?

A:     Subject to the limitations set forth under the section entitled “Material U.S. Federal Income Tax Considerations of the Merger,” the Merger should qualify as a tax-deferred transaction under Section 351 of the Code, and the parties intend for U.S. federal income tax purposes that the Merger qualifies as a tax-deferred reorganization under Section 368 of the Code. However, there is no authority directly on point with respect to a transaction involving the same facts. If the Merger so qualifies, holders of Class A Shares would not recognize gain or loss for U.S. federal income tax purposes as a result of the exchange of Class A Shares solely for Presidio Class A Common Stock, and holders of EQV warrants would not recognize gain or loss for U.S. federal income tax purposes as a result of the exchange of EQV warrants for Presidio warrants. If the Merger only qualifies as a tax-deferred transaction under Section 351 of the Code and does not qualify as a tax-deferred reorganization under Section 368 of the Code, then the exchange of EQV warrants for Presidio warrants in the Merger would not qualify for tax-deferred treatment and would be taxable. You are strongly urged to consult your tax advisor to determine the particular U.S. federal, state or local or foreign income or other tax consequences of the Business Combination (including the Merger) to you. Please see the section entitled “Material U.S. Federal Income Tax Considerations of the Merger.”

Q:     DID THE EQV BOARD OBTAIN A THIRD-PARTY VALUATION OR FAIRNESS OPINION IN DETERMINING WHETHER OR NOT TO PROCEED WITH THE BUSINESS COMBINATION AS A WHOLE?

A:     No. The EQV Board determined it was not necessary to obtain a third-party valuation or fairness opinion given the due diligence it conducted in consultation with its financial and legal advisors and the expertise of its management team. The officers and directors of EQV have substantial experience in evaluating the operating and financial merits of companies from the oil and gas industry. Consequently, the EQV Board concluded that such experience and background enabled it to make the necessary analyses and determinations regarding the Business Combination as a whole and its fairness to EQV shareholders. The EQV Board did, however, obtain a fairness opinion with respect to the EQVR Acquisition.

Q:     ARE THERE MATERIAL DIFFERENCES BETWEEN MY RIGHTS AS AN EQV SHAREHOLDER AND A PRESIDIO SHAREHOLDER?

A:     Yes. There are certain material differences between your rights as an EQV shareholder and your rights as a Presidio shareholder. Please read the sections entitled “Description of Presidio Securities” and “Comparison of Corporate Governance and Shareholder Rights.”

Q:     DO I HAVE REDEMPTION RIGHTS?

A:     If you are a holder of public shares, you have the right to demand that EQV redeem such shares for a pro rata portion of the cash held in the Trust Account, which holds the proceeds of the IPO, as of two business days prior to the consummation of the Business Combination (including interest earned on the funds held in the Trust Account and not previously released to EQV for permitted withdrawals or to pay its taxes) upon the Closing (such rights, “redemption rights”).

Notwithstanding the foregoing, a public shareholder, together with any affiliate of such holder or any other person with whom such holder is acting in concert or as a “group” (as defined in Section 13(d)(3) of the Exchange Act), will be restricted from seeking redemption with respect to more than 15% of the public shares. Accordingly, all public shares in excess of 15% held by a public shareholder, together with any affiliate of such holder or any other person with whom such holder is acting in concert or as a “group,” will not be redeemed.

Q:     IF I AM A HOLDER OF UNITS, CAN I EXERCISE REDEMPTION RIGHTS WITH RESPECT TO MY UNITS?

A:     No. Holders of issued and outstanding Units must elect to separate the Units into the underlying public shares and EQV public warrants prior to exercising redemption rights with respect to the public shares. If you hold your Units in an account at a brokerage firm or bank, you must notify your broker or bank that you elect to separate the Units into the underlying public shares and EQV public warrants, or if you hold Units registered in your own name, you must contact the Transfer Agent, directly and instruct them to do so. You are requested to cause your public shares to be separated and tendered or delivered to the Transfer Agent, along with the redemption forms by 5:00 p.m., Eastern Time, on            , 2026 (two business days before the scheduled date of the extraordinary general meeting) in order to exercise your redemption rights with respect to your public shares.

Q:     IF I AM A HOLDER OF EQV PUBLIC WARRANTS, CAN I EXERCISE REDEMPTION RIGHTS WITH RESPECT TO MY EQV PUBLIC WARRANTS?

A:     No. The holders of EQV public warrants have no redemption rights with respect to such securities.

Assuming that no more than 15,611,072 public shares, representing the number of public shares outstanding as of the date of this proxy statement/prospectus that are subject to possible redemption under the Mid-Point Contractual Redemption Scenario are redeemed for an aggregate payment of approximately $164,072,367 from the Trust Account, which is a potential amount of redemptions, and assuming that each redeeming public shareholder holds one-third of one EQV public warrant for each public share being redeemed (representing the number of EQV public warrants included in each Unit) and using the January 8, 2026 Closing Price, the aggregate fair value of EQV public warrants that can be retained by redeeming public shareholders is approximately $3,538,510. Assuming the Maximum Contractual Redemption Scenario, resulting in public shares redeemed for an aggregate payment of approximately $328,144,734 from the Trust Account, and assuming that each redeeming public shareholder holds one-third of one EQV public warrant for each public share being redeemed (representing the number of EQV public warrants included in each Unit) and using the January 8, 2026 Closing Price, the aggregate fair value of EQV public warrants that can be retained by redeeming public shareholders is approximately $4,891,469. The actual market price of the EQV public warrants may be higher or lower on the date that warrant holders seek to sell such EQV public warrants. Additionally, EQV cannot assure the holders of EQV public warrants that they will be able to sell their EQV public warrants in the open market as there may not be sufficient liquidity in such securities when warrant holders wish to sell their EQV public warrants. Further, while the level of redemptions of public shares will not directly change the value of the warrants because the warrants will remain outstanding regardless of the level of redemptions, as redemptions of public shares increase, all holders of Presidio warrants following the Closing who exercise such Presidio warrants will ultimately own a greater interest in Presidio because there would be fewer shares outstanding overall.

Q:     WILL HOW I VOTE AFFECT MY ABILITY TO EXERCISE REDEMPTION RIGHTS?

A:     No. You may exercise your redemption rights whether you vote your public shares for or against, or if you abstain from voting on, the Business Combination Proposal or any other proposal. As a result, the Business Combination Proposal can be approved by shareholders who will redeem their public shares and no longer remain shareholders and subject to the terms and conditions of the Business Combination Agreement, the Business Combination may be consummated even though the funds available from the Trust Account and the number of public shareholders are substantially reduced as a result of redemptions by public shareholders. Also, with fewer EQV ordinary shares and public shareholders, the trading market for shares of Presidio Class A Common Stock may be less liquid than the market for public shares prior to the Business Combination and Presidio may not be able to meet the listing standards of a national securities exchange. In addition, with fewer funds available from the Trust Account, the capital infusion from the Trust Account into PIH’s business will be reduced.

Q:     HOW DO I EXERCISE MY REDEMPTION RIGHTS?

A:     If you are a holder of public shares and wish to exercise your redemption rights, you must demand that EQV redeem your public shares for cash no later than 5:00 p.m., Eastern Time on,            , 2026 by delivering your share certificates (if any), and other redemption forms to the Transfer Agent physically or electronically using Depository Trust Company’s DWAC (Deposit and Withdrawal at Custodian) system prior to the vote at the extraordinary general meeting. Holders of Units must elect to separate the underlying public shares and EQV public warrants prior to exercising redemption rights with respect to the public shares. If holders hold their Units in an account at a brokerage firm or bank, holders must notify their broker or bank that they elect to separate the Units into underlying public shares and EQV public warrants, or if a holder holds Units registered in its own name, the holder must contact the Transfer Agent, directly and instruct them to do so. Any holder of public shares will be entitled to demand that such holder’s shares be redeemed for a full pro rata portion of the amount then in the Trust Account (which, for illustrative purposes, was approximately $370,528,054, or $10.59 per share, as of January 8, 2026). Such amount, including interest earned on the funds held in the Trust Account and not previously released to EQV for permitted withdrawals or to pay its taxes, if any, will be paid promptly upon consummation of the Business Combination. However, the proceeds deposited in the Trust Account could become subject to the claims of EQV’s creditors, if any, which could have priority over the claims of EQV’s public shareholders, regardless of whether such public shareholders vote for or against the Business Combination Proposal. Therefore, the per-share distribution from the Trust Account in such a situation may be less than originally anticipated due to such claims. Your vote on any proposal will have no impact on the amount you will receive upon exercise of your redemption rights.

Any written demand of redemption rights must be received by the Transfer Agent prior to the vote taken on the Business Combination Proposal at the extraordinary general meeting. No demand for redemption will be honored unless the holder’s share certificates (if any) and other redemption forms have been delivered (either physically or electronically) to the Transfer Agent prior to the vote at the extraordinary general meeting.

If a holder of public shares properly makes a request for redemption and the certificates for the EQV ordinary shares (if any) along with the redemption forms are delivered as described to the Transfer Agent as described herein, then, if the Business Combination is consummated, EQV will redeem these shares for a pro rata portion of funds deposited in the Trust Account. The redemption will take place before the Domestication and, accordingly, if you exercise your redemption rights, then you will be exchanging your Class A Shares for cash.

Any request to redeem public shares, once made, may be withdrawn at any time, with EQV’s consent, until the closing of the Business Combination. If EQV receives valid redemption requests from holders of public shares prior to the redemption deadline, EQV may, at its sole discretion, following the redemption deadline and until the date of Closing, seek and permit withdrawals by one or more of such holders of their redemption requests. EQV may select which holders to seek such withdrawals of redemption requests from based on any factors we may deem relevant, and the purpose of seeking such withdrawals may be to increase the funds held in the Trust Account. If a holder of public shares delivered its public shares for redemption to the Transfer Agent and decides within the required timeframe not to exercise its redemption rights, it may request that the Transfer Agent return the shares (physically or electronically). The holder can make such request by contacting the Transfer Agent, at the address or email address listed in this proxy statement/prospectus.

Q:     HOW DO THE PRESIDIO PUBLIC WARRANTS DIFFER FROM THE PRESIDIO PRIVATE PLACEMENT WARRANTS, AND WHAT ARE THE RELATED RISKS FOR HOLDERS OF PRESIDIO PUBLIC WARRANTS AFTER THE BUSINESS COMBINATION?

A:     The Presidio public warrants (into which the EQV public warrants will convert in connection with the Business Combination) are identical to the Presidio private placement warrants (into which the EQV private placement warrants will convert in connection with the Business Combination) in all material terms and provisions, except that the Presidio private placement warrants (including the shares of Presidio Class A Common Stock issuable upon exercise of the Presidio private placement warrants): (i) are not redeemable by Presidio; (ii) may not be transferred, assigned or sold by the holders until 30 days after the Closing, subject to certain limited exceptions; (iii) may be exercised by the holders on a cashless basis; and (iv) are entitled to registration rights.

Following the Closing, we may redeem your unexpired Presidio public warrants prior to their exercise at a time that is disadvantageous to you, making your warrants worthless. Presidio may redeem outstanding Presidio public warrants at any time after they become exercisable and prior to their expiration, at a price of $0.01 per Presidio public warrant. To exercise such redemption right: (i) the last reported sale price of Presidio Class A Common Stock must equal or exceed $18.00 per share (as may be adjusted in certain circumstances including in the event of a share dividend, or recapitalization, reorganization, merger or consolidation) for any 20 trading days within a 30 trading-day period ending on the third trading day prior to the date on which we send notice of redemption to the Presidio public warrant holders; and (ii) certain other conditions must be met. If and when the Presidio public warrants become redeemable by Presidio, we may exercise our redemption right even if we are unable to register or qualify the underlying securities for sale under all applicable state securities laws. As a result, Presidio may redeem the Presidio public warrants as set forth above even if the holders are otherwise unable to exercise the Presidio public warrants. Redemption of the outstanding Presidio public warrants could force you to: (A) exercise your Presidio public warrants and pay the exercise price at a time when it may be disadvantageous for you to do so; (B) sell your Presidio public warrants at the then-current market price when you might otherwise wish to hold your Presidio public warrants; or (C) accept the nominal redemption price which, at the time the outstanding Presidio public warrants are called for redemption, is likely to be substantially less than the market value of your Presidio public warrants.

If Presidio calls the Presidio public warrants for redemption, management of Presidio will have the option to require all holders that wish to exercise the Presidio public warrants to do so on a “cashless basis,” as described in the warrant agreement between the Transfer Agent, as warrant agent, and EQV. The exercise price and number of shares of Presidio Class A Common Stock issuable upon exercise of the Presidio public warrants may be adjusted in certain circumstances including in the event of a share dividend, or recapitalization, reorganization, merger or consolidation. However, the Presidio public warrants will not be adjusted for issuance of Presidio Common Stock at a price below its exercise price. Additionally, in no event will Presidio be required to net cash settle the Presidio public warrants.

If EQV is unable to complete the Business Combination before August 8, 2026 (unless extended), and EQV liquidates the funds held in the Trust Account, holders of the EQV public warrants will not receive any of such funds with respect to their EQV public warrants, nor will they receive any distribution from EQV’s assets held outside of the Trust Account with the respect to such EQV public warrants. Accordingly, the EQV public warrants may expire worthless.

Q:     WHAT ARE THE MATERIAL U.S. FEDERAL INCOME TAX CONSEQUENCES TO U.S. HOLDERS THAT EXERCISE THEIR REDEMPTION RIGHTS?

A:     For a description of the material U.S. federal income tax consequences to U.S. Holders that exercise their redemption rights, see the description in the section entitled “Material U.S. Federal Income Tax Considerations — U.S. Holders — Effects to U.S. Holders of Exercising redemption rights.”

Q:     FOLLOWING THE BUSINESS COMBINATION, WILL EQV’s SECURITIES CONTINUE TO TRADE ON A STOCK EXCHANGE?

A:     No. EQV anticipates that, following consummation of the Business Combination, the Units will automatically separate into their component parts, the Class A Shares will be exchanged for Presidio Class A Common Stock, the EQV warrants will automatically become Presidio warrants, and EQV will deregister its securities under

the Exchange Act. Presidio has applied to list the Presidio Class A Common Stock and Presidio public warrants on NYSE under the symbols “FTW” and “FTW WS,” respectively, upon the Closing and the corresponding delisting of EQV in connection therewith. It is a condition to PIH’s obligations to consummate the Business Combination that the Presidio Class A Common Stock is approved for listing on NYSE. Presidio, PIH, and EQV believe that Presidio will satisfy the initial listing requirements of NYSE at the Closing, but there can be no assurance such listing condition will be met. If such listing condition is not met, the Business Combination may not be consummated unless such condition is waived by PIH. PIH may waive the NYSE listing condition at any time prior to the Closing, including after the extraordinary general meeting. If PIH waives such condition, EQV intends to file a Current Report on Form 8-K within four business days of such event, however you should know that given such timing you may not be notified before the extraordinary general meeting.

Q:     DO EQV SHAREHOLDERS OR WARRANT HOLDERS OR EXISTING PIH HOLDERS HAVE APPRAISAL RIGHTS IN CONNECTION WITH THE DOMESTICATION OR THE BUSINESS COMBINATION?

A:     Public shareholders, holders of EQV warrants and Existing PIH Holders do not have appraisal rights or dissenters’ rights in connection with the Domestication or the Business Combination under Cayman Islands law, the DGCL or the DLLCA.

Q:     WHAT HAPPENS TO THE FUNDS DEPOSITED IN THE TRUST ACCOUNT AFTER CONSUMMATION OF THE BUSINESS COMBINATION?

A:     The net proceeds of the IPO, together with funds raised from the sale of private placement units simultaneously with the consummation of the IPO, was placed in the Trust Account immediately following the IPO. After consummation of the Business Combination, the funds remaining in the Trust Account will be used to pay public shareholders who exercise redemption rights, to pay fees and expenses incurred in connection with the Business Combination (including aggregate fees of $12,250,000 as deferred underwriting commissions related to the IPO, assuming the No Redemption Scenario and including $3,500,000 of deferred underwriting fee that is payable in EQV’s sole discretion) and will be deposited with Presidio to be used for general corporate purposes.

Q:     WHAT EQUITY STAKE WILL CURRENT EQV SHAREHOLDERS AND PIH ROLLOVER HOLDERS HOLD IN PRESIDIO IMMEDIATELY AFTER THE CLOSING?

A:     As of January 8, 2026, there are 35,000,000 public shares issued and outstanding which may be redeemed in connection with the extraordinary general meeting, and 822,500 shares of non-redeemable Class A Shares issued and outstanding. In addition, there are 11,887,499 EQV warrants issued and outstanding, consisting of 11,666,666 EQV public warrants and 220,833 EQV private placement warrants. Each EQV warrant is exercisable for one Class A Share (or, following the Business Combination, one share of Presidio Class A Common Stock).

EQV cannot predict how many public shares will be redeemed. As a result, EQV is presenting three different redemption scenarios with respect to the public shares, each of which presents a different allocation of total Presidio equity following the Closing. To illustrate potential dilution in each such scenario, the tables below present the post-Closing share ownership of Presidio under each of: (1) the No Redemption Scenario; (2) the Mid-Point Contractual Redemption Scenario; and (3) the Maximum Contractual Redemption Scenario.

The first table excludes the dilutive effect of: (i) the Earn-Out Shares; (ii) the Presidio private placement warrants; (iii) the Presidio public warrants; (iv) the Preferred Investor Warrants and (v) shares underlying Restricted Stock Units. The second table includes the dilutive effect of such items.

____________

*        Amounts may not sum due to rounding.

(1)      Share ownership presented under each redemption scenario is presented for illustrative purposes. EQV and PIH cannot predict how many public shares will be redeemed. As a result, the redemption amount and the number of public shares redeemed in connection with the Business Combination may differ from the amounts presented above. The ownership percentages of current public shareholders may also differ from the presentation above if the actual redemptions are different from these assumptions. See “Risk Factors — Risks Related to Redemption”.

(2)      This scenario assumes that 15,611,072 Class A Shares, or approximately 44.6% of the public shares outstanding as of the date of this proxy statement/prospectus, are redeemed, which is approximately 50% of the public shares assumed to be redeemed under the Maximum Contractual Redemption Scenario.

(3)      This scenario assumes that 31,222,144 Class A Shares, or approximately 89.2% of the public shares outstanding are redeemed, which is approximately 100% of the public shares assumed to be redeemed under the Maximum Contractual Redemption Scenario.

(4)      Represents shares of Presidio Class A Common Stock owned upon conversion of the Class B Shares. Includes 400,000 shares of Presidio Class A Common Stock owned upon conversion of the Class A Shares underlying the Private Placement Units and excludes (i) the Class B Contribution and (ii) the Earn-Out Shares that are subject to vesting (or forfeiture) on the basis of achieving certain trading price thresholds during the first five years following the Closing.

(5)      Represents 40,000 Class A Shares held by Jerome C. Silvey, Jr., 40,000 Class A Shares held by Bryan Summers, 40,000 Class A Shares held by Andrew Blakeman and 40,000 Class A Shares held by Marc Peperzak.

(6)      Reflects shares of Presidio Class A Common Stock and Presidio Interests convertible into shares of Presidio Class A Common Stock, which are being reported together on an aggregated basis. Included within Presidio Interests are EQV Holdings Units which represent the economic interests of the combined company held by the non-controlling interests.

(7)      Assumes completion of the contemplated $87.5 million PIPE Financing and includes the issuance of 565,217 shares of Presidio Class A Common Stock to certain PIPE Investors.

(8)      Represents shares issuable upon the exercise of Presidio private placement warrants. Includes (i) 133,333 Presidio private placement warrants that will be held by Sponsor following the Closing and (ii) 87,500 Presidio private placement warrants that will be held by BTIG following the Closing. Presidio private placement warrants will be exercisable beginning 30 days following the Closing for one share of Presidio Class A Common Stock at an exercise price of $11.50 per share in accordance with the terms of the Presidio private placement warrants. Each redemption scenario assumes that all outstanding Presidio private placement warrants are exercised for cash.

(9)      Represents 1,905,509 Class B Shares, which are Earn-Out Shares that are subject to vesting (or forfeiture) on the basis of achieving certain trading price thresholds during the first five years following the Closing.

(10)    Represents 937,500 shares of Presidio Class A Common Stock underlying Preferred Investor Warrants.

(11)    Reflects shares of Presidio Class A Common Stock to be issued to EQVR Intermediate in connection with the EQVR Acquisition.

For more information, please see the sections of this proxy statement/prospectus entitled “Unaudited Pro Forma Condensed Combined Financial Information” and “Beneficial Ownership of Securities.”

Q:     WILL EQV OBTAIN NEW FINANCING IN CONNECTION WITH THE BUSINESS COMBINATION?

A:     Yes. On August 5, 2025, EQV and Presidio entered into subscription agreements with certain PIPE Investors (and may enter into, before the Closing, additional agreements with additional PIPE Investors on the same forms, as applicable) pursuant to which, among other things, the PIPE Investors have agreed to subscribe for and purchase, and EQV and Presidio have agreed to issue and sell to the PIPE Investors, an aggregate of 8,750,000 shares of Presidio Class A Common Stock following the Domestication for a purchase price of $10.00 per share, on the terms and subject to the conditions set forth therein. Each subscription agreement contains customary representations and warranties of EQV and Presidio, on the one hand, and the PIPE Investor, on the other hand, and customary conditions to closing, including the consummation of the Business Combination immediately following the consummation of the PIPE Financing. In addition, on August 5, 2025, EQV, Presidio and PIH entered into the Securities Purchase Agreement with the Preferred Investors pursuant to which and subject to the satisfaction of the closing conditions contained therein, immediately prior to or substantially concurrently with the Closing, the Preferred Investors will purchase in a private placement from Presidio an aggregate of 125,000 Preferred Shares and 937,500 Preferred Warrants for a cash purchase price of $123,750,000 (net of all applicable original issue discounts).

Q:     HOW DOES THE SPONSOR INTEND TO VOTE ON THE PROPOSALS?

A:     The Sponsor and the Insiders control approximately 20.9% of the voting power of the outstanding Ordinary Shares (except, with respect to the Domestication Proposal for which the Class B Shares are entitled to ten votes per share, the Sponsor and the Insiders control 71.4% of the voting power of the outstanding Ordinary Shares). The Sponsor and the Insiders have agreed, among other things, to (i) vote all Ordinary Shares held by them at any meeting of the shareholders of EQV in favor of the approval and adoption of the Business Combination Agreement and the Business Combination; and (ii) not to redeem or transfer any of the Ordinary Shares held by them, or deposit into a voting trust or enter into a voting agreement in a manner inconsistent with the Sponsor Letter Agreement. See also “Certain Relationships and Related Person Transactions — Sponsor Letter Agreement.”

Q:     HOW DO I ATTEND THE EXTRAORDINARY GENERAL MEETING?

A:     To better meet practical needs, the EQV Board determined that the extraordinary general meeting will be a virtual meeting conducted exclusively via live webcast. You will be able to attend the extraordinary general meeting online, vote at the extraordinary general meeting and submit your questions during the extraordinary general meeting by visiting https://            . The meeting webcast will begin promptly at            a.m., Eastern Time. We encourage you to access the meeting prior to the start time, and you should allow ample time for the check-in procedures. Because the extraordinary general meeting will be a completely virtual meeting, there will be no physical location for shareholders to attend.

Q:     WHO IS ENTITLED TO VOTE AT THE EXTRAORDINARY GENERAL MEETING?

A:     EQV has fixed            , 2026 as the Record Date for the extraordinary general meeting. If you were a holder of Ordinary Shares at the close of business on the Record Date, you are entitled to vote on matters that come before the extraordinary general meeting. However, an EQV shareholder may only vote such shareholder’s shares if such shareholder is present virtually or is represented by proxy at the extraordinary general meeting.

Q:     HOW MANY VOTES DO I HAVE?

A:     In respect of the Domestication Proposal, holders of Class B Shares will have ten votes for every Class B Share held and holders of Class A Shares will have one vote for every Class A Share held. With respect to any other matter submitted to a vote of EQV shareholders at the extraordinary general meeting, including any vote in connection with the Business Combination, holders of Class A Shares and holders of Class B Shares will be entitled to one vote for each Ordinary Share held of record as of the Record Date. As of the close of business on the Record Date for the extraordinary general meeting, there were 44,572,500 Ordinary Shares issued and outstanding, of which 35,000,000 were issued and outstanding public shares.

Q:     WHAT CONSTITUTES A QUORUM AT THE EXTRAORDINARY GENERAL MEETING?

A:     One or more holders of Ordinary Shares holding at least one-third of the paid up voting share capital of EQV entitled to vote at the extraordinary general meeting must be present, virtually or represented by proxy, or if a corporation or other non-natural person, by its duly authorized representative or proxy at the extraordinary general meeting, to constitute a quorum and in order to conduct business at the extraordinary general meeting. Abstentions and broker non-votes will be counted as present for the purpose of determining a quorum. The Sponsor and the Insiders, who currently own approximately 20.9% of the issued and outstanding Ordinary Shares, will count towards this quorum. In the absence of a quorum, the chairman of the extraordinary general meeting has power to adjourn the extraordinary general meeting.

Q:     DO ANY OF EQV’S SPONSOR, DIRECTORS OR OFFICERS OR MEMBERS OF MANAGEMENT OR THE BOARD OF PIH OR EQVR HAVE INTERESTS IN THE BUSINESS COMBINATION THAT MAY DIFFER FROM OR BE IN ADDITION TO THE INTERESTS OF EQV SHAREHOLDERS?

A:     In considering the recommendation of our Board to vote in favor of the Business Combination, shareholders should be aware that aside from their interests as shareholders, our Sponsor and certain of directors and officers of EQV and EQVR have interests in the Business Combination that may be different from, or in addition to, those of other shareholders generally. Our Board was aware of and considered these interests, among other matters, in evaluating and negotiating the Business Combination, approving the Business Combination and in recommending to shareholders that they approve the Business Combination. Shareholders should take these interests into account in deciding whether to approve the Business Combination. These interests include, among other things:

•        the fact that the Sponsor and EQV directors and officers have agreed not to redeem any Ordinary Shares held by them in connection with a shareholder vote to approve a proposed initial business combination;

•        the fact that our Sponsor paid an aggregate of $25,000 for the Class B Shares, and upon the completion of the Business Combination, the Class B Shares will convert into Presidio Class A Common Stock at a conversion rate that entitles the holders of such Class B Shares to continue to own, in the aggregate, approximately 10.0% of the Presidio Class A Common Stock (after giving effect to the Class B Contribution and assuming that the Earn-Out Shares vest in full and assuming a No Redemption Scenario). As a result, our Sponsor ultimately expects to receive up to 7,622,037 shares of Presidio Class A Common Stock (giving effect to the Class B Contribution and assuming the Earn-Out Shares vest in full) in connection with the conversion of the Class B Shares in connection with the Business Combination and such securities will have a significantly higher value at the time of the Business Combination which, if unrestricted and freely tradable, would be valued at approximately $80,107,609 based on the January 8, 2026 Closing Price, resulting in a theoretical gain of approximately $80,082,609, but, given the restrictions on such shares, EQV believes such shares have less value. If the Business Combination is not consummated, the Sponsor will not realize such theoretical gain;

•        the fact that the Sponsor and EQV directors and officers have agreed to waive their rights to liquidating distributions from the Trust Account with respect to any Class B Shares held by them if EQV fails to complete an initial business combination by August 8, 2026 (unless extended);

•        the fact that our Sponsor paid an aggregate of $4,000,000 for its 400,000 Private Placement Units consisting of Class A Shares and EQV private placement warrants and that such EQV private placement warrants underlying such units will expire worthless if a business combination is not consummated by August 8, 2026 (unless extended);

•        the fact that up to an aggregate amount of $1,500,000 of any amounts outstanding under any working capital loans made by our Sponsor or any of its affiliates to EQV may be converted into Private Placement Units at a price of $10.00 per Private Placement Unit at the option of the lender;

•        the fact that certain of EQV’s officers and directors, other than EQV’s independent directors, collectively own, directly or indirectly, a material interest in the Sponsor;

•        the fact that the Sponsor will have the right to designate two directors so long as they own in the aggregate greater than 20% of Presidio’s common equity and one director so long as they own in the aggregate greater than 10% of Presidio’s common equity;

•        the fact that following the consummation of the Business Combination, Presidio will acquire all of the issued and outstanding equity interests of EQVR via merger pursuant to the EQVR Merger Agreement for consideration of (i) 3,422,260 shares of Presidio Class A Common Stock issued to EQVR Intermediate, which would be valued at approximately $35,967,953 based on the January 8, 2026 Closing Price and (ii) a cash payment sufficient to repay EQVR’s indebtedness at closing of the EQVR Acquisition, which the Company anticipates to be $25,000,000 as of the Closing Date (such figure includes an anticipated pre-Closing paydown of such indebtedness);

•        the fact that Jerry Silvey, Jerome C. Silvey, Jr. and Tyson Taylor, members of the EQV Board, also constitute the board of managers of the Sponsor and serve on the board of the entity that controls EQVR;

•        the fact that certain directors and officers of EQV and EQVR own indirect equity interests in EQVR, which have no liquid trading market, and as a consequence of the EQVR Acquisition will have an indirect interest in publicly tradeable securities, such that: (i) Jerry Silvey is expected to indirectly own 1,370,565 shares of Presidio Class A Common Stock, which would be valued at approximately $14,404,638 based on the January 8, 2026 Closing Price; (ii) Grant Raney is expected to indirectly own 99,246 shares of Presidio Class A Common Stock, which would be valued at approximately $1,043,075 based on the January 8, 2026 Closing Price; and (iii) Tyson Taylor and Will Smith are each expected to indirectly own 41,532 shares of Presidio Class A Common Stock, which would be valued at approximately $436,501 based on the January 8, 2026 Closing Price;

•        the continued indemnification of EQV’s directors and officers under the Existing Governing Documents and the continuation of EQV’s directors’ and officers’ liability insurance after the Business Combination;

•        the fact that our Sponsor and EQV’s officers and directors will lose their entire investment of approximately $4,025,000 in EQV and will not be reimbursed for any loans extended, fees due or out-of-pocket expenses if an initial business combination is not consummated by August 8, 2026 (unless extended). As described above, following the Business Combination, our Sponsor ultimately expects to receive up to 7,622,037 shares of Presidio Class A Common Stock (giving effect to the Class B Contribution and assuming the Earn-Out Shares vest in full) in connection with the conversion of the Class B Shares in connection with the Business Combination and each of EQV’s independent directors held 40,000 Class A Shares. Additionally, our Sponsor purchased 400,000 Private Placement Units simultaneously with the consummation of the IPO for an aggregate purchase price of $4,000,000. The 7,622,037 shares of Presidio Class A Common Stock expected to be owned by our Sponsor would have had an aggregate market value of approximately $80,107,609 based on the January 8, 2026 Closing Price. The 400,000 Class A Shares held by the Sponsor would have had an aggregate market value of approximately $4,204,000 based on the January 8, 2026 Closing Price, and the 133,333 EQV private placement warrants held by Sponsor would have had an aggregate market value of approximately $62,667 based on the January 8, 2026 Closing Price;

•        the fact that if the Trust Account is liquidated, including in the event EQV is unable to complete an initial business combination within the required time period, our Sponsor has agreed to indemnify EQV to ensure that the proceeds in the Trust Account are not reduced below $10.00 per public share, or such lesser per public share amount as is in the Trust Account on the liquidation date, by the claims of prospective target businesses with which EQV has entered into an acquisition agreement or claims of any third party for services rendered or products sold to EQV, but only if such a vendor or target business has not executed a waiver of any and all rights to seek access to the Trust Account;

•        the fact that the Sponsor will benefit from the completion of a business combination and may be incentivized to complete an acquisition of a less favorable target company or on terms less favorable to shareholders rather than liquidate;

•        the Sponsor and its affiliates can earn a positive rate of return on their investment, even if other EQV shareholders experience a negative rate of return in the post-business combination company; and

•        the terms and provisions of the Related Agreements as set forth in detail under “Business Combination Proposal — Related Agreements”.

These interests may influence our directors in making their recommendations that you vote in favor of the approval of the Business Combination.

In addition, shareholders should also be aware that certain members of management and the board of directors of PIH may have interests in the Business Combination that are different from those of the public shareholders. These interests may include, among other things, the fact that certain members of management and the board of directors of PIH will be (i) issued an aggregate of 562,746 shares of Presidio Class A Common Stock (or securities convertible into Presidio Class A Common Stock) having a value of approximately $5,914,460 (based on the January 8, 2026 Closing Price) for no additional consideration in exchange for the Sponsor’s contribution of 562,746 Class B Shares to EQV as a contribution to capital at Closing, (ii) granted representation on the board at Closing, (iii) entering into employment agreements at Closing and (iv) granted customary indemnification rights.

For more information, see “The Business Combination Proposal — Interests of Certain Persons in the Business Combination.”

Q:     WHAT UNDERWRITING FEES ARE PAYABLE IN CONNECTION WITH THE BUSINESS COMBINATION?

A:     Pursuant to the Underwriting Agreement, dated August 6, 2024 (the “Underwriting Agreement”), by and among EQV and BTIG, LLC (“BTIG”), acting as representative of the several underwriters in connection with the IPO, EQV paid a cash underwriting fee to BTIG of $5,250,000 and agreed to pay BTIG a deferred underwriting fee of $0.35 per Unit sold in the IPO (assuming the No Redemption Scenario and including $3,500,000 of deferred underwriting fee that is payable in EQV’s sole discretion), totaling $17.5 million, upon the consummation of an initial business combination, payable from amounts held in the Trust Account. The following table illustrates the effective underwriting discount on a percentage basis of the amount of cash in the Trust Account available to Presidio at each redemption level identified below, and includes: (i) the cash underwriting fee that was paid in connection with the IPO; and (ii) the payment of the deferred underwriting fees payable upon the consummation of the Business Combination, each of which are not adjusted for redemptions:

____________

(1)      Share numbers presented under each redemption scenario are presented for illustrative purposes. EQV and PIH cannot predict how many public shares will be redeemed. As a result, the Trust Account cash to Presidio and the number of public shares redeemed in connection with the Business Combination may differ from the amounts presented above. Amounts are based on 35,000,000 public shares outstanding as of the date of this proxy statement/prospectus.

(2)      This scenario assumes that 15,611,072 Class A Shares, or approximately 44.6% of the public shares outstanding as of the date of this proxy statement/prospectus, are redeemed, which is approximately 50% of the public shares assumed to be redeemed under the Maximum Contractual Redemption Scenario.

(3)      This scenario assumes that 31,222,144 Class A Shares, or 89.2% of the public shares outstanding are redeemed, which is approximately 100% of the public shares assumed to be redeemed under the Maximum Contractual Redemption Scenario.

(4)      Based on the amount of cash in the Trust Account as of January 8, 2026. The Mid-Point Contractual Redemption Scenario and Maximum Contractual Redemption Scenario each assume that public shares are redeemed from the Trust Account at a price of $10.59 per share.

(5)      Amount includes (i) adjustments made to reflect each redemption scenario and (ii) $3,500,000 of deferred underwriting fee that is payable in EQV’s sole discretion.

Q:     WHAT HAPPENS IF A SUBSTANTIAL NUMBER OF THE PUBLIC SHAREHOLDERS VOTE IN FAVOR OF THE BUSINESS COMBINATION PROPOSAL AND EXERCISE THEIR REDEMPTION RIGHTS?

A:     Public shareholders are not required to vote in respect of the Business Combination in order to exercise their redemption rights. Accordingly, the Business Combination may be consummated even though the funds available from the Trust Account and the number of public shareholders are reduced as a result of redemptions by public shareholders.

If a public shareholder exercises its redemption rights, such exercise will not result in the loss of any warrants that it may hold. Assuming that all public shares held by public shareholders and able to be redeemed while continuing to maintain the Minimum Available Cash Condition were redeemed (the maximum amount permitted under the Maximum Contractual Redemption Scenario), the EQV public warrant holders will retain the 11,666,666 EQV public warrants. If a substantial number of public shareholders exercise their redemption rights, and the holders of the 11,666,666 EQV public warrants choose to exercise their warrants, any non-redeeming public shareholders would experience dilution to the extent such warrants are exercised.

In the event of significant redemptions, with fewer public shares and public shareholders, the trading market for Presidio Class A Common Stock may be less liquid than the market for Class A Shares was prior to the Business Combination, and Presidio may not be able to meet the listing standards for a stock exchange.

Q:     WHAT DO I NEED TO DO NOW?

A:     After carefully reading and considering the information contained in this proxy statement/prospectus, please submit your proxies as soon as possible so that your shares will be represented at the extraordinary general meeting. Please follow the instructions set forth on the proxy card or on the voting instruction form provided by your broker, bank or other nominee if your shares are held in the name of your broker, bank or other nominee.

Q:     HOW DO I VOTE?

A:     If you are a shareholder of record of EQV as of the Record Date, you may submit your proxy before the extraordinary general meeting in any of the following ways, if available:

•        use the toll-free number shown on your proxy card;

•        visit the website shown on your proxy card to vote via the internet; or

•        complete, sign, date and return the enclosed proxy card in the enclosed postage-paid envelope.

If you are a shareholder of record of EQV as of the Record Date, you may also cast your vote at the extraordinary general meeting.

If your shares are held in “street name” through a broker, bank or other nominee, your broker, bank or other nominee will send you separate instructions describing the procedure for voting your shares.

“Street name” shareholders who wish to vote at the extraordinary general meeting will need to obtain a proxy form from their broker, bank or other nominee.

Q:     WHEN AND WHERE IS THE EXTRAORDINARY GENERAL MEETING?

A:     To better meet practical needs, the EQV Board determined that the extraordinary general meeting will be a virtual meeting conducted exclusively via live webcast. You will be able to attend the extraordinary general meeting online, vote at the extraordinary general meeting and submit your questions during the extraordinary general meeting by visiting https://            . The meeting webcast will begin promptly at            a.m., Eastern Time, or such other date, time, and place to which such meeting may be adjourned. We encourage you to access the meeting prior to the start time, and you should allow ample time for the check-in procedures. Because the extraordinary general meeting will be a completely virtual meeting, there will be no physical location for shareholders to attend. All EQV shareholders as of the Record Date, or their duly appointed proxies, may attend the extraordinary general meeting.

Q:     IF MY SHARES ARE HELD IN “STREET NAME” BY A BROKER, BANK OR OTHER NOMINEE, WILL MY BROKER, BANK OR OTHER NOMINEE VOTE MY SHARES FOR ME?

A:     If your shares are held in “street name” in a stock brokerage account or by a broker, bank or other nominee, you must provide the record holder of your shares with instructions on how to vote your shares. Please follow the voting instructions provided by your broker, bank or other nominee. Please note that you may not vote shares held in “street name” by returning a proxy card directly to EQV or by voting at the extraordinary general meeting unless you provide a “legal proxy,” which you must obtain from your broker, bank or other nominee.

Brokers who hold shares in “street name” for a beneficial owner of those shares typically have the authority to vote in their discretion on “routine” proposals when they have not received instructions from beneficial owners. However, brokers are not permitted to exercise their voting discretion with respect to the approval of matters that are “non-routine” without specific instructions from the beneficial owner. It is expected that all of the Proposals are “non-routine” matters. Broker non-votes occur when a broker or nominee is not instructed by the beneficial owner of shares to vote on a particular proposal for which the broker does not have discretionary voting power.

If you are an EQV shareholder holding your shares in “street name” and you do not instruct your broker, bank or other nominee on how to vote your shares, your broker, bank or other nominee will not vote your shares on the Business Combination Proposal, the Domestication proposal, the Governing Documents Proposal, the Governing Documents Advisory Proposals, the Stock Issuance Proposal, the Incentive Plan Proposal, or the Adjournment Proposal. Such abstentions and broker non-votes will have no effect on the vote count for any of the proposals.

Q:     WHAT IF I ATTEND THE EXTRAORDINARY GENERAL MEETING VIRTUALLY AND ABSTAIN OR DO NOT VOTE?

A:     For purposes of the extraordinary general meeting, an abstention occurs when a shareholder attends the meeting and does not vote or returns a proxy with an “abstain” vote.

If you are an EQV shareholder that attends the extraordinary general meeting virtually and fails to vote, or if you respond to the proposals with an “abstain” vote, your failure to vote or “abstain” vote in each case will have no effect on the vote count for the proposals.

Q:     WHAT WILL HAPPEN IF I RETURN MY PROXY CARD WITHOUT INDICATING HOW TO VOTE?

A:     If you sign and return your proxy card without indicating how to vote on any particular proposal, the Ordinary Shares represented by your proxy will be voted as recommended by the EQV Board with respect to such proposal.

Q:     MAY I CHANGE MY VOTE AFTER I HAVE DELIVERED MY PROXY OR VOTING INSTRUCTION CARD?

A:     Yes. You may change your vote at any time before your proxy is voted at the extraordinary general meeting. You may do this in one of three ways:

•        notify EQV or its proxy solicitor prior to the extraordinary general meeting;

•        mailing a new, subsequently dated proxy card; or

•        by attending the extraordinary general meeting and electing to vote your shares.

If you are a shareholder of record of EQV and you choose to send a written notice or to mail a new proxy, you must submit your notice of revocation or your new proxy to EQV Ventures Acquisition Corp., 1090 Center Drive, Park City, Utah, 84908, and it must be received at any time before the vote is taken at the extraordinary general meeting. Any proxy that you submitted may also be revoked by submitting a new proxy by mail, or online or by telephone, not later than 5:00 p.m. Eastern Time on,            , 2026, or by voting at the extraordinary general meeting. Simply attending the extraordinary general meeting will not revoke your proxy. If you have instructed a broker, bank or other nominee to vote your Ordinary Shares, you must follow the directions you receive from your broker, bank or other nominee in order to change or revoke your vote.

Q:     WHAT HAPPENS IF I SELL MY ORDINARY SHARES BEFORE THE EXTRAORDINARY GENERAL MEETING?

A:     The Record Date for the extraordinary general meeting is earlier than the date of the extraordinary general meeting and earlier than the date that the Business Combination is expected to be completed. If you transfer your public shares after the applicable Record Date, but before the extraordinary general meeting, unless you grant a proxy to the transferee, you will retain your right to vote at the extraordinary general meeting but the transferee, and not you, will have the right to redeem such shares.

Q:     HOW CAN I VOTE MY SHARES WITHOUT ATTENDING THE EXTRAORDINARY GENERAL MEETING?

A:     If you are a shareholder of record of Ordinary Shares as of the close of business on the Record Date, you can vote by proxy by mail by following the instructions provided in the enclosed proxy card or at the extraordinary general meeting. If you are a beneficial owner of Ordinary Shares, you may vote by submitting voting instructions to your broker, bank or nominee, or otherwise by following instructions provided by your broker, bank or nominee. Telephone and internet voting will be available to beneficial owners. Please refer to the vote instruction form provided by your broker, bank or nominee.

Q:     WHAT HAPPENS IF I FAIL TO TAKE ANY ACTION WITH RESPECT TO THE EXTRAORDINARY GENERAL MEETING?

A:     If you fail to take any action with respect to the extraordinary general meeting and the Business Combination is approved by shareholders and consummated, you will become a stockholder and/or warrant holder of Presidio. Failure to take any action with respect to the extraordinary general meeting will not affect your ability to exercise your redemption rights. If you fail to take any action with respect to the extraordinary general meeting and the Business Combination is not consummated, you will continue to be a shareholder of EQV while EQV searches for another target business with which to complete a business combination.

Q:     WHAT SHOULD I DO IF I RECEIVE MORE THAN ONE SET OF VOTING MATERIALS?

A:     Shareholders may receive more than one set of voting materials, including multiple copies of this proxy statement/prospectus and multiple proxy cards or voting instruction cards. For example, if you hold your shares in more than one brokerage account, you will receive a separate voting instruction card for each brokerage account in which you hold shares. If you are a holder of record and your shares are registered under more than one name, you will receive more than one proxy card. Please complete, sign, date and return each proxy card and voting instruction card that you receive in order to cast a vote with respect to all of your shares.

Q:     ARE THERE RISKS ASSOCIATED WITH THE BUSINESS COMBINATION THAT I SHOULD CONSIDER IN DECIDING HOW TO VOTE?

A:     Yes. There are a number of risks related to the Business Combination and other transactions contemplated by the Business Combination Agreement, that are discussed in this proxy statement/prospectus. Please read with particular care the detailed description of the risks described in “Risk Factors” beginning on page 28 of this proxy statement/prospectus.

Q:     WHO WILL SOLICIT AND PAY THE COST OF SOLICITING PROXIES FOR THE EXTRAORDINARY GENERAL MEETING?

A:     EQV will pay the cost of soliciting proxies for the extraordinary general meeting. EQV has engaged Sodali & Co. to assist in the solicitation of proxies for the extraordinary general meeting. EQV has agreed to pay Sodali & Co. a fee of $50,000, plus disbursements. EQV will also reimburse banks, brokers and other custodians, nominees and fiduciaries representing beneficial owners of Class A Shares for their expenses in forwarding soliciting materials to beneficial owners of Class A Shares and in obtaining voting instructions from those owners. EQV’s directors and officers may also solicit proxies by telephone, by facsimile, by mail, on the Internet or in person. They will not be paid any additional amounts for soliciting proxies.

Q:     WHERE CAN I FIND THE VOTING RESULTS OF THE EXTRAORDINARY GENERAL MEETING?

A:     The preliminary voting results are expected to be announced at the extraordinary general meeting. EQV will publish final voting results of the extraordinary general meeting in a Current Report on Form 8-K within four business days after the extraordinary general meeting.

Q:     WHOM SHOULD I CONTACT IF I HAVE ANY QUESTIONS ABOUT THE PROXY MATERIALS OR VOTING?

A:     If you have questions about the proposals or if you need additional copies of the proxy statement/prospectus or the enclosed proxy card you should contact EQV’s proxy solicitor at:

Sodali & Co.
333 Ludlow Street, 5th Floor, South Tower
Stamford, CT 06902
Individuals call toll-free: (800) 662-5200
Banks and brokers call: (203) 658-9400
Email: EQV@investor.sodali.com

To obtain timely delivery, EQV’s shareholders must request the materials no later than five business days prior to the extraordinary general meeting.

You may also obtain additional information about EQV from documents filed with the SEC by following the instructions in the section entitled “Additional Information.”

If you intend to seek redemption of your public shares, you will need to send a letter demanding redemption and deliver your shares (either physically or electronically) to the Transfer Agent at least two business days prior to the extraordinary general meeting in accordance with the procedures detailed under the question “How do I exercise my redemption rights?” If you have questions regarding the certification of your position or delivery of your shares, please contact:

Continental Stock Transfer & Trust Company
One State Street, 30th Floor
New York, New York 10004
Attention: SPAC Redemptions
E-mail: spacredemptions@continentalstock.com

RISK FACTORS

Investing in our shares of common stock involves a high degree of risk. You should carefully consider the risks described below with all of the other information included in this proxy statement/prospectus before deciding to invest in our shares of common stock. Additionally, new risks may emerge at any time and we cannot predict those risks or estimate the extent to which they may affect financial performance.

If any of the following risks actually occur, our business, financial condition or results of operations could be materially adversely affected. In that case, we might not be able to pay dividends on our shares of common stock, the trading price of our shares of common stock could decline and our shareholders could lose all or part of their investment.

Risks Related to PIH’s Business and to Presidio’s Business Following the Business Combination

Unless the context otherwise requires, any reference in the below sections of this proxy statement/prospectus to the “Company,” “we,” “us,” “our,” and “PIH” refers to Presidio Investment Holdings LLC and its consolidated subsidiaries prior to the consummation of the Business Combination, which will be the business of Presidio following the consummation of the Business Combination. Accordingly, the risks described below relating to PIH could also materially and adversely affect Presidio after the consummation of the Business Combination.

Oil, natural gas and NGL prices are volatile. Even though a significant portion of our production is hedged, extended declines in such prices have adversely affected, and could in the future adversely affect, our business, financial position, results of operations and cash flow.

Our revenues, operating results, cash flow and liquidity depend primarily upon the prices we receive for the natural gas, oil and NGL we sell. We require substantial expenditures to replace our natural gas, oil and NGL reserves, sustain production and fund our business plans, including our development efforts. Historically, the markets for natural gas, oil and NGL have been volatile, and they are likely to continue to be volatile. Wide fluctuations in natural gas, oil and NGL prices may result from relatively minor changes in the supply of or demand for natural gas, oil and NGL, market uncertainty and other factors that are beyond our control, including:

•        worldwide and regional economic conditions impacting the supply and demand for oil, natural gas and NGLs;

•        political and economic conditions and events in foreign oil and natural gas producing countries, including embargoes, continued hostilities in the Middle East and other sustained military campaigns, the war in Ukraine and associated economic sanctions on Russia, conditions in South America, Central America, China and Russia, and acts of terrorism or sabotage;

•        actions of the Organization of the Petroleum Exporting Countries and its allies (“OPEC+”), including the ability and willingness of the members of OPEC+ and other exporting nations to agree to and maintain oil price and production controls;

•        changes in seasonal temperatures, including the number of heating degree days during winter months and cooling degree days during summer months;

•        the level of oil, natural gas and NGL exploration, development and production;

•        the level of oil, natural gas and NGL inventories;

•        the level of U.S. Liquefied Natural Gas (“LNG”) exports;

•        the impact on worldwide economic activity of an epidemic, outbreak or other public health events,

•        prevailing prices on local price indexes in the areas in which we operate;

•        the proximity, capacity, cost and availability of gathering and processing facilities;

•        localized and global supply and demand fundamentals and transportation availability;

•        the cost of exploring for, developing, producing and transporting reserves;

•        the spot price of LNG on world markets;

•        changes in ocean freight capacity, which could adversely impact LNG shipping capacity or lead to material interruptions in service or stoppages in LNG transportation;

•        political and economic conditions in or affecting major LNG consumption regions or countries, particularly Asia and Europe;

•        weather conditions and natural disasters, including those influenced by climate change;

•        technological advances affecting energy consumption;

•        the impact of energy conservation efforts;

•        the price and availability of alternative fuels;

•        activities that restrict the exploration, development and production of oil and natural gas to minimize greenhouse gas (“GHG”) emissions;

•        speculative trading in oil and natural gas derivative contracts;

•        increased end-user conservation;

•        U.S. trade policies and their effect on U.S. oil and natural gas exports;

•        expectations about future commodity prices; and

•        U.S. federal, state and local and non-U.S. governmental regulation and taxes, including legislation or regulations addressing GHG emissions or requiring the reporting of GHG emissions or climate-related information.

These factors and the volatility of the energy markets make it extremely difficult to predict future oil and natural gas price movements accurately. Lower commodity prices may reduce our operating margins, cash flow and borrowing ability. If we are unable to obtain needed capital or financing on satisfactory terms, our ability to make acquisitions could be adversely affected. Also, using lower prices in estimating proved and probable reserves may result in a reduction in proved and probable reserve volumes due to economic limits. In addition, sustained periods with oil and natural gas prices at levels lower than current WTI and Henry Hub strip prices may adversely affect our cash flow and our ability to raise capital. As a result, a substantial or extended decline in commodity prices may materially and adversely affect our future business, financial condition, results of operations, cash flow, liquidity and ability to meet our financial commitments or cause us to delay any planned capital expenditures.

Our derivatives activities could adversely affect our cash flow, results of operations and financial condition.

To achieve more predictable cash flows and reduce our exposure to adverse fluctuations in the prices of oil and natural gas, and (a) as required by our ABS II Notes and (b) as may be required by any secured reserve-based lending revolving credit facility that we may from time to time be a party to, we enter into derivative contracts in relation to a significant portion of our projected oil and natural gas production, primarily consisting of swaps. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Quantitative and Qualitative Disclosures About Market Risk — Commodity price risk.” Accordingly, our earnings may fluctuate significantly as a result of changes in the fair value of our derivative instruments.

Derivative instruments also expose us to the risk of financial loss in some circumstances, including when:

•        production is less than the volumes covered by the derivative instruments and applicable commodity prices rise;

•        the counterparty to a derivative instrument defaults on its contractual obligations; or

•        references a commodity price source in respect of which prices increase more (or decrease less) than the corresponding.

The use of derivatives may, in some cases, require the posting of cash collateral with counterparties. If we enter into derivatives that require us to post cash collateral and commodity prices change in a manner adverse to our position under those derivatives, our cash otherwise available for use in our operations would be reduced, which could limit our ability to make future capital expenditures, make payments on our indebtedness and pay dividends to our shareholders,

and which could also limit the size of our borrowing base, under any secured reserve-based lending revolving credit facility that we may from time to time be a party to. Future collateral requirements will depend on arrangements with our counterparties and oil and natural gas prices.

During periods of declining commodity prices, our derivative contract receivable positions would generally increase, which increases our counterparty credit exposure. If the creditworthiness of our counterparties deteriorates and results in their nonperformance, we could incur a significant loss with respect to our derivative contracts.

Our price hedging strategy and future hedging transactions will be determined at our discretion, subject to the terms of certain agreements governing our indebtedness. The prices at which we hedge our production in the future will be dependent upon commodity prices at the time we enter into the hedges. Our hedges will limit our ability to realize the full benefits from commodity price increases relative to the prices at which we establish our hedges. On the other hand, any portion of our natural gas, NGL and oil production that is not hedged would expose that production to commodity price fluctuations.

Our ability to make and sustain regular cash dividends on the Presidio Class A Common Stock following the Business Combination may be limited.

We currently expect to pay a dividend from available funds and future earnings on the Presidio Class A Common Stock following the completion of the Business Combination, at the discretion of the Presidio Board and subject to compliance with contractual restrictions and covenants in the agreements governing our current and future indebtedness. Based on current estimates of future production from our existing reserves at current prices, we estimate that we would be unable to sustain paying dividends at the initial level we expect to begin paying immediately following the closing of the Business Combination for periods beyond 2027. In addition, we intend to use a portion of the proceeds of the Business Combination to restrike certain of our existing derivative contracts covering periods through the end of 2027 in order to support our cash flows over such time. In order to sustain our anticipated initial dividend level, if any, for periods beyond 2027, we expect we would be required to acquire additional producing reserves at favorable prices. See “— Unless we replace our produced reserves with acquired or developed new reserves, our reserves and production will decline, which would adversely affect our future cash flows, results of operations and dividends.”

Unless we replace our produced reserves with acquired or developed new reserves, our reserves and production will decline, which would adversely affect our future cash flows, results of operations and dividends.

Producing oil and natural gas reservoirs generally are characterized by declining production rates that vary depending upon reservoir characteristics and other factors. Unless we continually acquire properties containing proved reserves or conduct successful ongoing development activities, our proved reserves will decline as those reserves are produced. Our future reserves and production, and therefore our future cash flow and results of operations, are highly dependent on our success in economically finding or acquiring additional recoverable reserves and efficiently developing our current reserves. We may not be able to find, acquire or develop sufficient additional reserves to replace our current and future production. If we are unable to replace our current and future production, the value of our reserves will decrease, and our business, financial condition and results of operations would be materially and adversely affected.

We could experience periods of higher costs if commodity prices rise. These increases could reduce our profitability, cash flow and ability to complete development activities as planned.

Historically, our capital and operating costs have risen during periods of increasing oil, natural gas and NGL prices and drilling activity in our areas of operation and other major shale basins throughout the U.S. These cost increases result from a variety of factors beyond our control, such as increases in the cost of sand and other proppant used in hydraulic fracturing operations; steel and other raw materials that we and our vendors rely upon; increased demand for labor, services and materials as drilling activity increases; and increased taxes. Such costs may rise faster than increases in our revenue if commodity prices rise, thereby negatively impacting our profitability, cash flow and ability to complete development activities as scheduled and on budget. This impact is magnified to the extent that our ability to participate in the commodity price increases is limited by our hedging activities. Furthermore, high oil prices have historically led to more development activity in oil-focused shale basins and resulted in service cost inflation across all U.S. shale basins, including our areas of operation. Higher levels of development activity in oil-focused shale basins have also historically resulted in higher levels of associated gas production that places downward pressure on natural gas prices. To the extent natural gas prices decline due to a period of increased associated gas production and we experience service cost inflation during such period, our cash flow and profitability may be materially adversely impacted.

Our development projects and acquisitions require substantial capital expenditures. We may be unable to obtain any required capital or financing on satisfactory terms, which could lead to a decline in our production and reserves.

The oil and gas industry is capital-intensive. A number of factors could cause our cash flow to be less than we expect. Moreover, our capital budgets are based on a number of assumptions, including expected elections by working interest partners, midstream service costs, and oil and natural gas prices, and are therefore subject to change. If our cash flows are less than we expect, we decide to pursue acquisitions, or we change our capital budgets, we may be required to borrow more under the RBL Facility than we expect or issue debt or equity securities to consummate such acquisitions. The incurrence of additional indebtedness, either through borrowings under the RBL Facility, the issuance of additional debt securities or otherwise, would require that a portion of our cash flow from operations be used for the payment of interest and principal on our indebtedness, thereby reducing our ability to use cash flow from operations to fund capital expenditures, our development plan, acquisitions and dividends to shareholders. The issuance of additional equity securities may be dilutive to our shareholders. The actual amount and timing of our future capital expenditures may differ materially from our estimates as a result of, among other things: oil and natural gas prices; the availability and cost of drilling rigs and labor and other services and equipment; the availability, cost and adequacy of midstream gathering, processing, compression and transportation infrastructure; and regulatory, technological and competitive developments.

Our cash flow from operations and access to capital are subject to a number of variables, including:

•        the prices at which our production is sold;