Tag Archives: Listing Rule

Samson Oil & Gas Announces Equity Placement

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Samson Oil & Gas Announces Equity Placement

DENVER & PERTH, australia–(BUSINESS WIRE)– Samson Oil & Gas Limited (“Samson” or the “Company”) (ASX: SSN) (NYSE MKT: SSN) announced today it has placed 959,141 American Depositary Shares (ADSs) (representing 19,182,812 ordinary shares) with an institutional investor based in the United States, raising gross proceeds of A$479,570 (US$500,000). The SEC registered placement was completed at A$0.025 per ordinary share (approximately US$0.52 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$0.79 per ADS). The warrants will expire on 31 March 2017.

Conversion from Australian dollars to US dollars is based on the exchange rate on 28th March of A$1.00 per US$1.0426 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.

Samson intends to use the proceeds of this offerings, along with those from the previously announced placement and the Rights Offering commencing April 9, 2013, to fund a portion of the Company’s 2013 calendar year capital budget, which calls for drilling six infill development wells in the North Stockyard oilfield in Williams County, North Dakota, as well as for general corporate purposes, working capital needs and possible future acquisitions.

About Samson Oil & Gas Limited

Samson’s ordinary shares are traded on the Australian Securities Exchange under the symbol “SSN”. Samson’s ADSs are traded on the New York Stock Exchange MKT under the symbol “SSN”. Each ADS represents 20 fully paid ordinary shares. Samson has a total of 2,101 million ordinary shares issued and outstanding, which would be the equivalent of 105 million ADSs. Accordingly, based on the NYSE MKT closing price of US$0.53 per ADS on April 3rd, 2013, the Company has a current market capitalization of approximately US$53 million. Correspondingly, based on the ASX closing price of A$0.023 on April 3rd, 2013, the Company has a current market capitalization of A$46 million.

Samson Oil & Gas Announces Equity Placement and Planned 1 for 3 Non-Renounceable Rights Offering

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Samson Oil & Gas Announces Equity Placement and Planned 1 for 3 Non-Renounceable Rights Offering

DENVER & PERTH, Australia–(BUSINESS WIRE)– 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.

A U.S. prospectus and an Australian prospectus for the Rights Offering are expected to be sent to shareholders on or about 8 April 2013. The Rights Offering will be made to shareholders in both the USA and Australia. The rights to be issued in the Rights Offering will not trade on the ASX or the NYSE MKT as the …read more
Source: FULL ARTICLE at DailyFinance

Prime Acquisition Corp. Announces Receipt of Nasdaq Notification Letter

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Prime Acquisition Corp. Announces Receipt of Nasdaq Notification Letter

SHIJIAZHUANG, China–(BUSINESS WIRE)– Prime Acquisition Corp. (“Prime” or the “Company”) (NASDAQ: Common Stock: “PACQ”, Units: “PACQU”, Warrants: “PACQW”), a special purpose acquisition company, today announced that, on March 4, 2013, the Company received a letter from the Listing Qualifications Department of The NASDAQ Stock Market LLC (“Nasdaq”) stating that Nasdaq’s staff (the “Staff”) had determined that Prime was not in compliance with Listing Rule 5550(a)(3) (the “Rule”), which requires that the Company maintain a minimum of 300 public holders for the continued listing of its securities on Nasdaq.

The Staff acknowledged Prime’s February 20, 2013, submission to Nasdaq regarding its preliminary plan of compliance with respect to the Rule and the Company’s February 25, 2013, announcement of its plans to acquire a proposed target business and to seek shareholder approval to amend its memorandum and articles of association (the “Articles”) to continue the Company’s existence for an additional six months (the “Extension”) past the current March 30, 2013, termination date.

Based on the Staff’s review of this information and pursuant to Listing Rule 5810(c)(2), Nasdaq has granted Prime an initial extension of time, until April 12, 2013, to complete the issuer tender offer that the Company has commenced in connection with the approval of the Extension (the “Extension Tender Offer“), and to revisit the Company’s compliance with Listing Rule 5550(a)(3) following the completion of the Extension Tender Offer. Following the completion of the Extension Tender Offer, the Company will conduct a share range analysis to evaluate its compliance with the Rule and will communicate its findings to Nasdaq no later than April 12, 2013. If the Company believes it does not comply with the Rule, it will submit an updated plan of compliance to Nasdaq setting forth any additional steps it will take to regain compliance with the Rule.

About Prime Acquisition Corp.

Prime Acquisition Corp., a Cayman Islands corporation, is a special purpose acquisition company formed for the purpose of acquiring an operating business. Prime consummated its initial public offering on March 30, 2011, and generated aggregate gross proceeds of $36 million. Each unit issued in the IPO consists of one ordinary share, par value $0.001 per share, and one redeemable warrant. Each redeemable warrant entitles the holder to purchase one ordinary share at a price of $7.50. On May 25, 2011, the ordinary shares and warrants underlying the units sold in the IPO began to trade separately on a voluntary basis.

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Source: FULL ARTICLE at DailyFinance