Samson Oil & Gas Limited ("Samson" or the "Company") (ASX: SSN) (NYSE MKT: SSN) announced today it has placed American Depositary Shares (ADSs) (representing 109,752,575 ordinary shares) with institutional investors based in the United States, raising gross proceeds of A$2,743,814 (US$2,850,000). The SEC registered placement was completed at A$0.025 per ordinary share (approximately US$0.51 per ADS), and includes transferable options, or warrants, to subscribe for an additional 4 shares for each 10 shares subscribed for, at an exercise price of A$0.038 (approximately US$0.78 per ADS). The warrants will expire on 31 March 2017.
Conversion from Australian dollars to US dollars is based on an exchange rate on March 19th of A$1.00 per US$1.0387 from the Reserve Bank of Australia.
The placement was made pursuant to Section 708 of the Australian Corporations Act and in accordance with Listing Rule 7.1 of the ASX Listing Rules. C&Co/PrinceRidge acted as financial advisor and placement agent for the placement of Samson's ADS in the United States.
Samson also announced that it will be making a pro rata rights offering (“Rights Offering”) to holders of its ordinary shares and ADSs as of the close of business on 4 April 2013 (the "Record Date"). Under the Rights Offering, shareholders will have the right to purchase one ordinary share at A$0.025, or approximately US$0.51 per ADS, variable with the exchange rate, for every three ordinary shares owned, directly or through ADSs owned on the Record Date. The Rights Offering will include 4 transferable options, or warrants (issued at no cost), per 10 shares applied for, which will be subject to the same terms and conditions as the warrants comprised in the completed institutional placement.
Holders of shares who exercise all their rights may also be entitled to acquire additional ordinary shares in the Rights Offering if and to the extent that other shareholders do not exercise their rights. The Directors will also have the discretion to place any remaining shares from the Rights Offering to third parties on the same terms and conditions after fulfilling all subscriptions and over-subscriptions from shareholders.