ELIXIR ENERGY LIMITED — Capital/Financing Update 2012

Mar 1, 2012

ASX ANNOUNCEMENT

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ABN 51 108 230 995

2 March 2012

Company Announcements Platform Australian Securities Exchange Level 4 20 Bridge Street SYDNEY NSW 2000 By E-Lodgement

Elixir to Raise $2.2 million via Placement and Fully Underwritten Entitlement Issue

Elixir Petroleum Limited (“Elixir”) is pleased to announce a capital raising by way of a placement and a pro-rata, non-renounceable entitlement issue to eligible Elixir shareholders to raise approximately $2.2m (before the costs of the issue). The placement will be made to New Standard Energy (ASX:NSE) ( NSE ) who have also agreed to fully underwrite the entitlement issue for no fee.

At the conclusion of the placement and the entitlement issue, should NSE’s shareholding interest in Elixir be below 15%, NSE may at its election seek to top-up its shareholding to a maximum of 15% on an as enlarged basis ( Top-Up ). Details of the placement, entitlement issue and Top-Up are provided below.

DETAILS OF CAPITAL RAISING

Placement

NSE has agreed to subscribe for 6,400,000 fully paid ordinary shares in Elixir ( Placement Shares ) at $0.0625 per share raising $400,000 ( Placement ). This represents a premium to the closing price of $0.056 of Elixir’s shares on 28 February, being the last trading day before the announcement of this capital raising. The Placement is also at a premium to the volume weighted average price ( VWAP ) of Elixir’s shares of $0.055 over the 5 prior trading days on the ASX.

The Placement will be made under section 708 of the Corporations Act without the issue of a prospectus. The Placement Shares will be issued within Elixir’s current 15% placement capacity. No placement, corporate advisory or other fundraising fee will apply to the Placement.

Entitlement Issue

Elixir will offer ( Offer ) eligible shareholders the opportunity to subscribe for one (1) share ( Entitlement Shares ) for every six (6) shares held at 5:00pm (AEDT) on Tuesday, 13 March 2012 ( Record Date ) at the issue price of $0.05 per new Share.

ASX CODE: EXR www.elixirpetroleum.com

Elixir Petroleum Limited

Level 20, 77 St George’s Terrace PERTH WA 6000, AUSTRALIA T: +61 8 9440 2650 F: +61 8 9440 2699 E: info@elixirpetroleum.com

The issue price of $0.05 per Entitlement Share represents a discount to the closing price of $0.056 of Elixir’s shares on 28 February, being the last trading day before the announcement of this capital raising. The Offer is also at a discount to the VWAP of Elixir’s shares of $0.055 over the 5 prior trading days on the ASX.

Based on the existing capital structure of the Company, the maximum number of ordinary shares which may be issued under the Offer is approximately 36.2 million to raise approximately $1.81 million.

Trading in the Entitlement Shares will commence on the first business day following the dispatch of holding statements.

Underwriting Agreement

The Company has entered into an underwriting agreement with NSE ( Underwriter ) pursuant to which the Offer has, subject to certain terms and conditions, been fully underwritten. No underwriting, corporate advisory or other fundraising fee will be payable in respect of the Offer.

The Underwriter has the right to terminate the underwriting agreement on the occurrence of certain events ( Termination Events ). These Termination Events include the following specific events:

• Material Adverse Change - a change occurs after the date of the underwriting agreement affecting, or relating to, the: o Company or a subsidiary; or

• the industry in which the Company or a subsidiary operates;

• which in the reasonable opinion of the Underwriter has, or is likely to have, a material adverse effect, or materially change the operations of the Company.

• Market Movement – at any time after the date of the agreement the S&P ASX 200 Index is 15% or more below its level immediately preceding the date of the underwriting agreement.

• Oil Price Movement – at any time after the date of the underwriting agreement the WTI spot price for oil is 25% or more below its level as at the date immediately preceding the date of the underwriting agreement.

Other Termination Events include contravention of applicable laws and regulations, insolvency, outbreak of war or hostilities in various locations, misleading statements in announcements or the Offer document, criminal charges or convictions relating to any Director, suspension of quotation and new circumstances that in the reasonable opinion of the Underwriter has, or is likely to have, a material adverse effect.

Should the underwriting agreement be terminated, the Directors reserve the right to place any shortfall at their discretion at the entitlement issue price of $0.05.

Further details of the terms and conditions of the Offer are set out in the attached ASX Appendix 3B in respect of the Entitlement Shares.

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Eligibility

To be eligible to participate in the Offer, applicants must be registered as a shareholder on the Company’s register of members at 5.00 pm (AEDT) on the Record Date and have an address in Australia or New Zealand as recorded on the Share Registry as at the Record Date.

Please note that shareholders at the Record date with a registered address outside of Australia or New Zealand will not be eligible to participate in the Entitlement Offer.

NSE will not be entitled to participate in the Offer in respect of the Placement shares.

An offer document setting out the terms of the Offer will be lodged with ASX on, or about, 15 March 2012. Eligible shareholders will also be sent a copy of the offer document and entitlement and acceptance form on 16 March 2012. The offer document will not constitute an offer in any place in which or to any person to whom it would be unlawful to make such an offer.

The directors have indicated their intention to apply for their entitlements under the Offer.

Timetable for the Entitlements Issue

Key dates of the Offer are as follows:

Timetable for the Entitlement Issue	Date
Announcement of Entitlements Issue, Appendix 3B and first Cleansing Notice	2 March 2012
Notice sent to securityholders	5 March 2012
Ex Date (date from which securities commence trading without the entitlement to participateintheEntitlementIssue)	6 March 2012
Record Date (date for determining entitlements of Eligible Shareholders to participateintheEntitlementIssue)	13 March 2012
Offer Documentlodgedwith ASX	15 March 2012
Offer Document Despatched to Eligible Shareholders (expected date of despatch ofOffer Document andEntitlement andAcceptanceForms)	16 March 2012
OpeningDate	16 March 2012
ClosingDate (5pm AEDT)*	30 March 2012
Securities quoted ona deferred settlement basis	2 April 2012
Company tonotifyASXofundersubscriptions (ifany)**	4 April 2012
Allotment Date**	5 April 2012
Cleansing statement lodged with ASX**	5 April 2012
Despatch holding statements**	5 April 2012

• Subject to the Listing Rules, the Directors reserve the right to extend the Closing Date for the Offer at their discretion. Should this occur, the extension will have a consequential effect on the anticipated date of issue for the Entitlement Shares.

** These dates are indicative only.

Top Up Facility

NSE has also been offered the right, to be exercised at its election, to top-up its shareholding in Elixir post the Placement and acceptance of any shortfall shares under the Offer ( Top-Up ).

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If the Top-Up right accrues to NSE and is exercised, NSE will at their discretion be able to take up further shares ( Top-Up Shares ) after the closure of the Offer to increase its shareholding to a maximum of 15% of the enlarged share capital of Elixir. Any Top-Up Shares issued will be issued within Elixir’s 15% placing capacity at $0.0625 per share, being a premium to the last closing price of $0.056 before announcement of the capital raising, and otherwise on the same terms as the Placement Shares.

Use of Funds

Elixir intends to use the funds from the capital raising to progress well planning and the farmout of the Moselle Permit in France. In addition, funds will be used to investigate new asset acquisition opportunities and for general working capital purposes.

Elixir’s Managing Director, Andrew Ross said:

“We are pleased to be able to announce the offer of a fully underwritten, pro rata entitlement issue and placement which has been supported by New Standard Energy Ltd.

“The funds will provide Elixir with added certainty, whilst allowing us to continue to progress ongoing farmout discussions on the Moselle Permit and also to advance our well planning activities there.”

Enclosures

The attached Appendix 3B and a Notice pursuant to s.708AA(2)(f) of the Corporations Act 2001 (Cth) provide further details concerning the Placement and the terms and conditions of the Entitlements Issue.

Yours faithfully,

ELIXIR PETROLEUM LIMITED

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Andrew Ross Managing Director

Encl.2

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NOTIFICATION UNDER s.708AA OF THE ACT

The Company hereby notifies ASX under paragraph 708AA (7) of the Corporations Act 2001 ( Act ) that:

1. the Company will offer the Shares for issue under the Entitlement Issue without disclosure to investors under Part 6D.2 of the Act; and

2. the Company is providing this notice under paragraph (2)(f) of section 708AA of the Act; and

3. as at 2 March 2012, the Company has complied with the provisions of Chapter 2M of the Act as they apply to the Company;

4. as at 2 March 2012, the Company has complied with section 674 of the Act;

5. as at 2 March 2012, there is no information:

6. a. that has been excluded from a continuous disclosure notice in accordance with the ASX Listing Rules; and

7. b. that investors and their professional advisers would reasonably require for the purpose of making an informed assessment of:

   • i. the assets and liabilities, financial position and performance, profits and losses and prospects of the Company; or

   • ii. the rights and liabilities attaching to the Shares; and

8. the issue of Shares under the Entitlement Issue is not expected to have any effect on the control of Elixir.

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Appendix 3B New issue announcement

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.

Name of entity

ELIXIR PETROLEUM LIMITED

ABN

51 108 230 995

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

1 +Class of+securities issued or to be issued 2 Number of+securities issued or to be issued (if known) or maximum number which may be issued 3 Principal terms of the+securities (eg, if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)	Ordinary Shares
	36,214,745
	Fully Paid Ordinary shares

• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 1

Appendix 3B New issue announcement

4 Do the+securities rank equally in all respects from the date of allotment with an existing+class of quoted+securities? If the additional securities do not rank equally, please state: • the date from which they do • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 5 Issue price or consideration 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) 7 Dates of entering +securities into uncertificated holdings or despatch of certificates 8 Number and +class of all +securities quoted on ASX (including the securities in clause 2 if applicable)	Yes	Yes
	$0.05 per share
	To progress well planning and the farmout of the Moselle Permit in France, to investigate new asset acquisition opportunities and for general working capital purposes.
	5 April 2012
	Number	+Class
	253,503,216	Ordinary fully paid shares

• See chapter 19 for defined terms.

Appendix 3B Page 2

24/10/2005

Appendix 3B New issue announcement

9 Number and +class of all +securities not quoted on ASX (including the securities in clause 2 if applicable) 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)	Number	+Class
	3,250,000 2,750,000	Options: Exercise price $0.30, expiry date 31 March 2012. Options: Exercise price $0.35, expiry date 31 March 2013.
	As with existing shares

Part 2 - Bonus issue or pro rata issue

11 Is security holder approval required? 12 Is the issue renounceable or non- renounceable? 13 Ratio in which the+securities will be offered 14 +Class of+securities to which the offer relates 15 +Record date to determine entitlements 16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements? 17 Policy for deciding entitlements in relation to fractions 18 Names of countries in which the entity has+security holders who will not be sent new issue documents Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7.	No
	Non-renounceable
	1 for 6
	Fully paid ordinary shares
	13 March 2012
	No
	Round up
	The offer will not be made to security holders outside of Australia and New Zealand

• See chapter 19 for defined terms.

Appendix 3B Page 3

1/1/2003

Appendix 3B New issue announcement

19 Closing date for receipt of acceptances or renunciations 20 Names of any underwriters 21 Amount of any underwriting fee or commission 22 Names of any brokers to the issue 23 Fee or commission payable to the broker to the issue 24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of+security holders 25 If the issue is contingent on +security holders’ approval, the date of the meeting 26 Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled 27 If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders 28 Date rights trading will begin (if applicable) 29 Date rights trading will end (if applicable) 30 How do+security holders sell their entitlementsin fullthrough a broker?	30 March 2012
	New Standard Energy Limited (ASX: NSE)
	Nil
	N/A
	N/A
	N/A
	N/A
	No prospectus will be issued. Entitlement forms are expected to be issued on 16 March 2012
	N/A
	N/A
	N/A
	N/A

• See chapter 19 for defined terms.

Appendix 3B Page 4

1/1/2003

Appendix 3B New issue announcement

31 How do[+] security holders sell N/A part of their entitlements through a broker and accept for the balance? 32 How do[+] security holders dispose N/A of their entitlements (except by sale through a broker)?

33 +Despatch date 5 April 2012

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

• 34 Type of securities (tick one)

• (a) Securities described in Part 1

• (b) All other securities

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

• 35 If the[+] securities are[+] equity securities, the names of the 20 largest holders of the additional[+] securities, and the number and percentage of additional[+] securities held by those holders

• 36 If the[+] securities are[+] equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories 1 - 1,000

1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over

• 37 A copy of any trust deed for the additional[+] securities

• See chapter 19 for defined terms.

Appendix 3B Page 5

1/1/2003

Appendix 3B New issue announcement

Entities that have ticked box 34(b)

38 Number of securities for which N/A +quotation is sought 39 Class of +securities for which N/A quotation is sought 40 Do the[+] securities rank equally in N/A all respects from the date of allotment with an existing[+] class of quoted[+] securities? If the additional securities do not rank equally, please state: • the date from which they do • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 41 Reason for request for quotation N/A now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another security, clearly identify that other security) Number +Class 42 Number and +class of all N/A N/A +securities quoted on ASX (including the securities in clause 38)

• See chapter 19 for defined terms.

Appendix 3B Page 6

1/1/2003

Appendix 3B New issue announcement

Quotation agreement

• 1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.

• 2 We warrant the following to ASX.

• The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.

• There is no reason why those[+] securities should not be granted +quotation.

• An offer of the[+] securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any[+] securities to be quoted and that no-one has any right to return any[+] securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the[+] securities be quoted.

• If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the[+] securities be quoted.

• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

• 4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Sign here: ............................................................ Date: 2 MARCH 2012 ( ~~Director/~~ Company secretary)

Print name: JULIE FOSTER

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• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 7