Samson Oil & Gas Limited (NYSE MKT: SSN) announced today that its Board
of Directors had approved a change in the number of its ordinary shares
represented by American Depositary Shares, issued by the Bank of New
York Mellon as depositary, from 20 ordinary shares per ADS to 200
ordinary shares per ADS. The change in exchange ratio for the ADSs will
have the same effect as a 1-for-10 reverse stock split of the ADSs,
reducing the number of outstanding ADSs from 102,900,833 to
approximately 10,290,000 ADSs. The ADSs will continue to trade on the
NYSE MKT. Samson’s ordinary shares, which are not affected by the
change, will continue to trade on the ASX.
The new ADS to ordinary share ratio of 1 for 200 will be effective prior
to the commencement of trading on the NYSE MKT on Monday, March 30th,
2015. Because each ADS will represent ten times the number of Samson’s
ordinary shares after the ratio change, and the total number of ordinary
shares remains the same, the trading price of the ADSs is expected to
increase by the same multiple, enhancing the suitability of the ADSs for
auction trading on the NYSE MKT.
Holders of Samson’s ordinary shares, which are traded on the Australian
Securities Exchange (ASX: SSN), are entirely unaffected by the new
exchange ratio for ADSs. Approximately 70% of Samson’s outstanding
equity is currently represented by ADSs, with the balance held directly
as ordinary shares.
No fractional ADSs will be issued. Holders who would otherwise receive
fractional ADSs will receive a cash payment in lieu of such fractional
ADS. The cash in lieu rate will be set when the depositary sells the
ADSs that would otherwise have been issued as fractional ADSs in one or
more market trades.
ADS holders with ADSs held in book-entry form or through a bank, broker
or other nominee are not required to take any action and will see the
impact of the change to the ADS ratio reflected in their accounts after
March 30th, 2015. Beneficial holders may contact their bank, broker or
nominee for more information. ADS holders with ADSs held in certificate
form may exchange their certificates for book-entry ADSs resulting from
the changed ADS ratio. Shortly after March 30th, 2015, such ADS holders
will receive a Letter of Transmittal and instructions for exchanging
their certificates from the depositary.
ABOUT SAMSON
Samson is an oil and gas producer and in February 2015 averaged 845
BOEPD from its producing properties largely in North Dakota.
Samson has a proven reserve of between 1.9 and 2.4 million BOEs valued
at between $39 and $67 million, as determined by Ryder Scott Company as
at December 31st, 2014 as follows:
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SEC Pricing
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Producing
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Non- Producing
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Undeveloped
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Total Proved
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NPV 10 millions
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Oil
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645.8
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809.8
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576.7
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2,032.3
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Plant products
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1.5
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0
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0
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1.5
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Gas
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878.1
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761.7
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557.3
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2,197.1
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BOE
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793.7
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936.8
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669.6
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2400.0
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$67.575
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SEC pricing
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Oil
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$94.99
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Plant Products
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$44.84
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Gas
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$4.37
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NYMEX Pricing
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Producing
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Non- Producing
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Undeveloped
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Total Proved
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NPV 10 millions
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Oil
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614.3.0
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783.5
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224.0
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1,621.8
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Plant products
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0.7
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0
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0
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0.7
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Gas
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825.0
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737.1
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212.7
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1,774.8
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BOE
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751.9
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906.4
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259.5
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1917.8
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$39.442
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NYMEX pricing as at December 31st, 2014 was:
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2015
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2016
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2017
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2018
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2019
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2020
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2021 thereafter
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Oil
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56.01
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62.63
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66.55
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68.50
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69.75
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70.52
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70.61
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Plant Products
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30.85
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29.63
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28.92
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28.45
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28.19
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28.18
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28.18
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Gas
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3.00
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3.46
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3.76
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3.96
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4.12
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4.21
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4.15
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Oil is as delivered at Cushing, plant products at Mont Belvieu, and gas
at Henry Hub and adjusted for local differentials.
In January 2014, Samson entered into a reserve based lending facility
with a 3 year term and an interest rate of 3.25% plus LIBOR. This
facility is currently drawn down to $19 million. As at December 31
Samson had a cash balance of $3.9 million.
Samson is pursuing two additional projects that it believes to be
economic even at current oil prices, namely development of the down dip
oil in the Bluff prospect and of the Hawks Springs project generally, as
well as an opportunity identified in a new basin.
The Bluff 1-11X well proved an excellent Permian aged reservoir along
with trap integrity; however, the flow test produced 94% nitrogen.
Whilst an unusual gas composition, gas caps are quite normal for oil
fields and based on various technical analyses, Samson believes it is
likely that an oil leg lies down dip that was not penetrated by the
initial well. It is expected that the Bluff 2 well will be drilled this
summer around 270 feet down dip of Bluff1-11X to investigate the fluid
content of the reservoir. Using a sophisticated simulator, Samson
currently projects a well in the Bluff oil leg to recover 550,000
barrels and have a NPV10 of $8.3 million using a flat $50 oil
price. Samson holds a working interest of 51% and a net revenue interest
of 42% in the Bluff Prospect
Samson is also pursuing an exploration opportunity in a new basin where
it has an executed option for 8,000 acres from a State institution that
requires a third party agreement to issue a 5 year lease. This third
party has an existing mineral lease outside of the energy mineral suite
that requires a mutual mineral development agreement such that both the
oil and gas can be exploited by Samson along with an existing non energy
mineral. Samson is confident that such an agreement can be settled based
on the very cooperative negotiations undertaken thus far. The viability
of the project is demonstrated by the immediately adjacent production
illustrating the potential flow capacity and economics of the project.
Samson’s Ordinary Shares are traded on the Australian Securities
Exchange under the symbol "SSN." Samson's American Depository Shares
(ADSs) are traded on the New York Stock Exchange MKT under the symbol
"SSN." Each ADS represents 20 fully paid Ordinary Shares of Samson.
Samson has a total of 2,837 million ordinary shares issued and
outstanding (including 230 million options exercisable at AUD 3.8
cents), which would be the equivalent of 141.85 million DSs.
Accordingly, based on the NYSE MKT closing price of US$0.19 per ADS on
March 19th, 2015, the Company has a current market capitalization of
approximately US$27.9 million (the options have been valued at an
exchange rate of 0.7732). Correspondingly, based on the ASX closing
price of A$0.012 for ordinary shares and a closing price of A$0.002 for
the 2017 options, on March 19th, 2015, the Company has a current market
capitalization of approximately A$34.5 million.
SAMSON OIL & GAS LIMITED
TERRY BARR
Managing Director
Statements made in this press release that are not historical facts may
be forward looking statements, including but not limited to statements
using words like “may,” “believe,” “expect,” “project,” “anticipate,”
“should” or “will.” Actual results may differ materially from those
projected in any forward-looking statement. There are a number of
important factors that could cause actual results to differ materially
from those anticipated or estimated by any forward looking information,
including uncertainties inherent in estimating the methods, timing and
results of exploration activities. A description of the risks and
uncertainties that are generally attendant to Samson and its industry,
as well as other factors that could affect Samson’s financial results,
are included in the prospectus and prospectus supplement for its recent
Rights Offering as well as the Company's report to the U.S. Securities
and Exchange Commission on Form 10-K, which are available at www.sec.gov/edgar/searchedgar/webusers.htm.
Copyright Business Wire 2015