SAMSON OIL & GAS LIMITED

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ABN 25 009 069 005

 

SUPPLEMENTARY PROSPECTUS

 

1.

IMPORTANT NOTICE

 

This Supplementary Prospectus is dated 9 April 2013 and is supplementary to the Prospectus issued by Samson Oil & Gas Limited (ABN 25 009 069 005) (Company) dated 26 March 2013 (Prospectus). This Supplementary Prospectus was lodged with ASIC on 9 April 2013. ASIC does not take any responsibility for the contents of this Supplementary Prospectus.

 

On 4 April 2013 the Company announced to ASX that it had completed a further placement of 19,182,812 Shares and 7,673,125 attaching Options. The shares issued under the placement carry rights to participate in the Offer. Accordingly, the placement will affect the Offer, as follows:

 

-

the number of New Shares comprised in the Offer will increase from 698,549,682 to 704,943,953;

-

the number of New Options comprised in the Offer will increase from 279,419,873 to 281,977,581; and

-

the proceeds raised, assuming the Offer is fully subscribed, will increase from US$18,127,364 to US$18,428,997.

 

Section 2 of this Supplementary Prospectus contains details of the changes to the Prospectus consequent upon this placement. This Supplementary Prospectus must be read together with the Prospectus. If there is a conflict between the Prospectus and this Supplementary Prospectus, this Supplementary Prospectus will prevail. Terms defined in this Supplementary Prospectus have the same meaning as in the Prospectus.

 

2.

UPDATES TO THE PROSPECTUS

 

2.1

Cover Page

 

The first paragraph after the heading ‘PROSPECTUS’ on the cover page is amended by replacing the number “698,549,682” with the number “704,943,953”.

 

2.2

Section 3.3

 

The first paragraph of Section 3.3 is amended by:

  

-

replacing the number “698,549,682” with “704,943,953”;

-

replacing the number “279,419,873” with “281,977,581”; and

-

replacing the number “18,127,364” with “18,428,997”.

    

2.3

Section 3.4

 

The first paragraph of Section 3.4 is amended by:

 

-

replacing the number “2,794,198,728” with “2,819,775,811”; and

-

replacing the number “394,820,903” with “405,051,736”.

 

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This is a Supplementary Prospectus and must be read in conjunction with the Prospectus dated 26 March 2013 issued by Samson Oil & Gas Limited

  

 

2.4

Section 5

 

The first table in Section 5 is amended by:

 

-

replacing the number “8,571,687” with “8,737,619”; and

-

replacing the number “18,127,364” with “18,428,997”.

 

2.5

Section 7.1

 

Section 7.1 is deleted and replaced with:

 

7.1

Effect on the Company’s balance sheet

 

Set out below is an unaudited pro forma consolidated balance sheet of the Group as at 31 December 2012, incorporating the effect of the Issue, assuming the Offer is fully subscribed.

 

Consolidated Balance Sheet (unaudited)

IFRS

 

						Fully Subscribed Rights Offering
		31-Dec-12				Effect of				Pro Forma 31
						Transaction				Dec 12
		$
Current assets
Cash and cash equivalents			9,725,162				18,213,997				27,939,159
Trade and other receivables			1,257,023				-				1,257,023
Pipe inventory			78,943				-				78,943
Tax receivable			6,383,492				-				6,383,492
Prepayments			240,400				-				240,400
Total current assets			17,685,020				18,213,997				35,899,017
Non-current assets
Other receivables			100,575								100,575
Plant and equipment			403,921								403,921
Exploration and evaluation assets			22,092,965								22,092,965
Oil and gas properties			12,696,274								12,696,274
Total non-current assets			35,293,735				-				35,293,735
Total assets			52,978,755				18,213,997				71,192,752
Current liabilities
Trade and other payables			2,405,324								2,405,324
Total current liabilities			2,405,324				-				2,405,324
Non-current liabilities
Borrowings			-								-
Provisions			1,305,406								1,305,406
Total non-current liabilities			1,305,406
Total Liabilities			3,710,730				-				2,405,324
Net assets			49,268,025				18,213,997				68,787,428
Equity
Contributed equity			80,900,807				18,428,997				99,329,804
Accumulated losses			(39,637,861	)			(215,000	)			(39,852,861	)
Reserves			8,005,079								8,005,079
Total equity			49,268,025				18,213,997				67,482,022

   

 

 

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This is a Supplementary Prospectus and must be read in conjunction with the Prospectus dated 26 March 2013 issued by Samson Oil & Gas Limited

 

  

NOTES

 

Presentation currency

 

The presentation currency for the Company is US$. When published, the Company’s unaudited financial statements, including the balance sheet as at 31 December 2012, was presented in US$. For this reason the pro forma balance sheet has been presented in US$. Any A$-denominated assets or liabilities have been converted to US$ at the spot rate as at 31 December 2012, being 1.0384. The A$ proceeds from the Issue have also been translated to US$ at 1.038 being the Reserve Bank of Australia’s published 4.00pm rate on 20 March 2013

 

Fully subscribed capital raising

 

If the Offer is fully subscribed, it would raise approximately US$18,428,997 before costs. Samson will use all proceeds of the Offer, after fees, to fund its upcoming development plan as detailed in Section 5.

 

2.6

Section 7.3

 

Section 7.3 is deleted and replaced with:

 

7.3

Effect on the Company’s capital structure

 

Set out below is a table showing the changes to the capital structure of the Company (assuming the Offer is fully subscribed):

 

	Shares						US$
	2,114,831,858			Existing issued capital as at 4 April 2013			80,900,807
	704,943,953			New Shares comprised in the Offer			18,428,997
	2,819,775,811			Total issued capital on completion of the Offer			99,329,804

 

	Options
	123,074,155(1)			Existing Options as at 4 April 2013
	281,977,581			New Options comprised in the Offer
	405,051,736			Total Options on issue on completion of the Offer

 

Notes

 

	(1) Includes:
	2,000,000			Options exercisable at 25 cents expiring on 11.05.2013
	1,000,000			Options exercisable at 20 cents expiring on 30.11.2013
	60,500,000			Options exercisable at 8 cents expiring on 31.12.2014
	4,000,000			Options exercisable at 16.4 cents expiring on 31.12.2014
	4,000,000			Options exercisable at 15.5 cents expiring on 31.10.2015
	51,574,155			Options exercisable at 3.8 cents expiring 31.03.2017
	123,074,155

 

2.7

Section 9.1

 

The table in Section 9.1 that follows the words “The following announcements have been lodged with the ASX in respect of the Company since the lodgement of the annual financial report for the year ended 30 June 2012:” is amended by adding the following rows to the top of that table:

 

 

 

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This is a Supplementary Prospectus and must be read in conjunction with the Prospectus dated 26 March 2013 issued by Samson Oil & Gas Limited

 

 

   

Date	Title
04.04.13	Notice Under Section 708A of the Corporations Act
04.04.13	Appendix 3B New Issue Announcement
04.04.13	Change of Director’s Interest Notice
04.04.13	Additional Placement
02.04.13	Investor Presentation
02.04.13	Operational Advisory
28.03.13	Despatch of Notice to Eligible Security Holders
26.03.13	Appendix 3B New Issue Announcement

 

2.8

Section 9.3

 

The table in Section 9.3 that follows the words “(a) Directors’ interests in Shares and Options as at the date of this Prospectus are:“ is deleted and replaced with:

 

Director	Shares		Options
	Direct	Indirect	Direct	Indirect
V Rudenno	4,536,502	-	6,500,000	-
TM Barr	12,044,062	495,040		10,000,000
K Skipper	736,502	-	6,500,000	-
D Craig	280,000	-	4,000,000	-

 

2.9

Section 10.0

 

Section 10.0 is amended by:

 

-

replacing the number “279,419,873” with “281,977,581”; and

-

replacing the number “698,549,682” with “704,943,953”.

 

3.

DIRECTORS’ AUTHORISATION

 

This Supplementary Prospectus is issued by the Company and its issue has been authorised by a resolution of the Directors.

 

In accordance with Section 720 of the Corporations Act, each Director has consented to the lodgement of this Prospectus with ASIC.

 

 

 

__________________________________

TERENCE BARR – MANAGING DIRECTOR

For and on behalf of Samson Oil & Gas Limited

 

Dated : 9 April 2013

 

 

Note: All other details in relation to the Prospectus remain unchanged. The Directors believe that the changes to the Prospectus noted in this Supplementary Prospectus are not materially adverse from the point of view of an investor.

 

 

 

 

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This is a Supplementary Prospectus and must be read in conjunction with the Prospectus dated 26 March 2013 issued by Samson Oil & Gas Limited