Exhibit 99.2
SAMSON OIL & GAS LIMITED
ABN 25 009 069 005
| | SUPPLEMENTARY PROSPECTUS |
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| 1. | IMPORTANT NOTICE |
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| | This Supplementary Prospectus is dated 19 August 2013 and is supplementary to the Prospectus issued by Samson Oil & Gas Limited (ABN 25 009 069 005) (Company) dated 26 March 2013 and the Supplementary Prospectus issued by the Company dated 9 April 2013 (Prospectus). This Supplementary Prospectus was lodged with ASIC on 19 August 2013. ASIC does not take any responsibility for the contents of this Supplementary Prospectus. |
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| | On 19 August 2013 the Company announced to the ASX that Samson Shares would be placed in a trading halt to pending the announcement of a proposed placement. |
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| | Section 2 of this Supplementary Prospectus contains details of the changes to the Prospectus necessary to reflect events that have occurred since the Prospectus was issued. 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. Capitalised terms used in this Supplementary Prospectus have the same meanings as in the Prospectus. |
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| 2. | UPDATES TO THE PROSPECTUS |
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| 2.1 | Section 6.6A |
| | Insert a new section 6.6A as follows: |
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| | 6.6A Apply for New Shares and attaching New Options comprising the Shortfall |
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| | Investors who are not currently Shareholders and wish to participate in the Shortfall may apply for New Shares and attaching New Options comprised in the Shortfall by using the Shortfall Application Form and following the instructions set out on that form. |
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| | Send the completed form, together with a single cheque or bank draft for the amount due in respect of the portion of the Shortfall for which you are applying, to reach the Company’s share registry, Security Transfer Registrars, 770 Canning Highway, Applecross WA 6153, no later than 5.00pm Perth time on 27 August 2013. |
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| | The Directors have determined that the Shortfall Placement will be limited to318,452,166 NewShares and127,380,866attaching New Options in order to comply with the rules of the New York Stock Exchange. Accordingly, in the event that the aggregate of the Shortfall applications exceeds this maximum, the Directors reserve the right to allot to applicants a lesser number of New Shares and attaching New Options than the number applied for or none at all. In that event, excess application monies (without interest) will be refunded by the Company in accordance with the provisions of the Corporations Act. |
| 2.2 | Section 9.1 |
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| | The table in Section 9.1 is amended by adding the following rows to the top of that table: |
| Date | Title |
| 19.08.13 | Trading Halt |
| 16.08.13 | Corporate Presentation August 2013 |
| 16.08.13 | Update North Stockyard and Roosevelt |
| 13.08.13 | Roosevelt County Update |
| 09.08.13 | Operational Update North Stockyard |
| 02.0813 | Amended Roosevelt Sale Agreement and Operations Update |
| 02.07.13 | Roosevelt Sale Agreement and Operations Update |
| 31.07.13 | June 2013 Quarterly Report and Appendix 5B |
| 30.07.13 | Operational Advisory North Stockyard |
| 26.07.13 | North Stockyard Operational Advisory |
| 19.07.13 | Operational Advisory |
| 17.07.13 | Operational Advisory |
| 12.07.13 | Operational Advisory South Prairie Project |
| 25.06.13 | Sale agreement Roosevelt Project |
| 18.06.13 | Change of Director’s Interest Notice – Keith Skipper |
| 18.06.13 | Change of Director’s Interest Notice – Victor Rudenno |
| 18.06.13 | Change of Director’s Interest Notice – Terence Barr |
| 18.06.13 | Appendix 3B |
| 18.06.13 | Operational Advisory |
| 17.06.13 | Allotment of Shares and Options |
| 12.06.13 | Operational Advisory |
| 12.06.13 | Currency exchange rate for ADS in Rights Issue |
| 11.06.13 | Closure of non renounceable rights issue |
| 04.06.13 | Operational Advisory |
| 31.05.13 | Rights Issue Closing Friday 31 May 2013 |
| 29.05.13 | North Stockyard Operational Advisory |
| 24.05.13 | Rights Offer Closing Date Reminder |
| 21.05.13 | Operational Advisory |
| 17.05.13 | Non Renounceable Rights Offer Timetable |
| 15.05.13 | Increase in proved reserve volume and rights offer extension |
| 14.05.13 | Operational Advisory |
| 07.05.13 | Operational Advisory |
| 06.05.13 | Rights Issue Extension of Closing Date |
| 06.05.13 | Rights Issue Extension of Closing Date |
| 30.04.13 | March 2013 Quarterly Report and Appendix 5B |
| 30.04.13 | Operational Advisory |
| 23.04.13 | Operational Update |
| 22.04.13 | Extension of Closing Date of Rights Issue |
| 17.04.13 | IPAA OGIS Presentation New York |
| 16.04.13 | Samson extends Central Bakken Acreage |
| 11.04.13 | Despatch of Supplementary Prospectus |
2.3 Section 9.3(c)
The following paragraph is included following the table in section 9.3(c):
In addition, in its capacity as lead manager for the Shortfall Placement, Patersons will receive (i) a management fee of up to 2% of the gross amount raised from all sources under the Shortfall Placement; (ii) a selling fee equal to 4% of the gross amount raised by Patersons pursuant to the Shortfall Placement and (iii) 5 million New Options, to be issued to Patersons or its nominee. Further, Patersons has been or is entitled to be paid corporate advisory fees totalling approximately $30,000 in connection with its role as lead manager.
2.4 Section 9.4
The table in section 9.4 is replaced with the following table:
| | | US$ | |
| ASIC fees | | | 2,253 | |
| ASX fees | | | 42,547 | |
| Legal and accounting fees | | | 32,000 | |
| Corporate advisory fees* | | | 30,000 | |
| Printing and other costs | | | 43,200 | |
| Total: | | | 150,000 | |
*These fees are payable to Patersons, who in addition is entitled to receive the fees described in section 9.3(c) for its role in arranging the Shortfall Placement.
2.5 Section 9.5
The following is added to the list of persons in section 9.5:
| · | Patersons Securities Limited – Lead Manager for the Shortfall Placement |
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2.6 Section 10
The following additional definitions are inserted in section 10:
Patersons
means Patersons Securities Limited (ABN 69 008 896 311);
Shortfall Application Form
means the Shortfall Application Form attached to this Prospectus;
Shortfall Placement
means the placement of all or a portion of the Shortfall, as described in section 6.6A;
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 Supplementary Prospectus with ASIC.
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DENIS RAKICH _ COMPANY SECRETARY
For and on behalf of Samson Oil & Gas Limited
Dated : 19 August 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.
This is a Supplementary Prospectus and must be read in conjunction with the Prospectus dated 26 March 2013 and the Supplementary Prospectus dated 9 April 2013 issued by Samson Oil & Gas Limited 9
