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ELIXIR ENERGY LIMITED — Share Issue/Capital Change 2008
Jan 8, 2008
64893_rns_2008-01-08_974a0df1-5b70-4586-9954-46ec269dcd2b.pdf
Share Issue/Capital Change
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ASX RELEASE
9 January, 2008
EXPIRY OF UNLISTED OPTIONS
Elixir Petroleum Limited (ASX: EXR, AIM: ELP, “Elixir” or “the Company”) advises that the unlisted options issued to Gawler Resources Ltd optionholders upon implementation of the merger by schemes of arrangement between the Company and Gawler Resources Ltd are due to expire on 5 February 2008. Holders of these options must exercise the options prior to that date otherwise the options will expire. These options have an exercise price of 0.1 cents per option.
Attached is a sample copy of a letter sent to the holders of these unlisted option advising them of the impending expiry and providing them with a form to facilitate the exercise of these options.
For further information in relation to the exercise of unlisted options, please call the Company on (08) 9440 2650 or our registrars, Advanced Share Registry Services, on (08) 9389 8033.
Yours faithfully,
ELIXIR PETROLEUM LIMITED
Alex Neuling Company Secretary
Golden Cross House 8 Duncannon Street London WC2N 4JF Tel: +44 207 484 5019 Fax: +44 207 484 4992 Website: www.elixirpetroleum.com
Level 20 77 St George’s Terrace Perth WA 6000 Western Australia +61 8 9440 2650 +61 8 9440 2699 ABN 51 108 230 995
9 January 2008
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«REG_ADDRESS_LINE_1»
Number of Options Held: «OPT_CLASS_TOTAL» Amount Payable at $0.001 per Option: «Price»
Dear Optionholder,
Notice to Unlisted Optionholders
We write to you as the registered holder of the above number of options as at today's date. These options entitle you to acquire ordinary fully paid shares in Elixir Petroleum Limited (ASX: EXR, AIM: ELP, “Elixir” or “the Company”). Each option held is for the acquisition of one ordinary fully paid share, and the exercise price is 0.1 cents per share.
You are formally advised that these options will expire at 5.00pm Western Standard Time ("WST") on 5 February 2008 . A parcel of Options may be exercised wholly or in part by completing a 'Notice of Exercise of Options and Application for Shares' form (a copy of which is enclosed) and payment of 0.1 cents for each option exercised, by no later than Tuesday, 5 February 2008. If the Notice of Exercise form and payment is not received by 5.00pm WST on Tuesday 5 February 2008, the options will automatically lapse.
The Company provides the information contained in this notice.
Market Sale Price
The market sale price of ordinary fully paid shares in Elixir on the ASX was $0.295 on 8 January 2008, being the last trading day prior to the date of this notice. During the three months preceding the date of this notice:
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the highest market price on the ASX was $0.39 on 31 October 2007; and,
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the lowest market price was $0.24 on 19 December 2007.
How to Exercise your Options
Once your 'Notice of Exercise of Options and Application for Shares' is complete, please forward it together with a cheque for 0.1 cents per option exercised, to be received prior to 5.00pm WST on Tuesday, 5 February 2008, to:
By hand: Advanced Share Registry Services By post: Advanced Share Registry Services 110 Stirling Highway, PO Box 1156, Nedlands WA 1156 Nedlands WA 6909
Payments must be in Australian dollars only, and cheques should be made payable to Elixir Petroleum Limited, crossed "Not Negotiable" and drawn on an Australian bank.
Yours faithfully, ELIXIR PETROLEUM LIMITED
Alex Neuling Company Secretary
Golden Cross House 8 Duncannon Street London WC2N 4JF Tel: +44 207 484 5019 Fax: +44 207 484 4992 Website: www.elixirpetroleum.com
Level 20 77 St George’s Terrace Perth WA 6000 Western Australia +61 8 9440 2650 +61 8 9440 2699 ABN 51 108 230 995
EXR77421
Elixir Petroleum Limited
ABN 51 108 230 995
APPLICATION FOR SHARES UPON EXERCISE OF OPTIONS
I/ We, Mr/ Mrs/ Miss
First Names/ Company Name
Surname/ Australian Company Number
Address
Postcode
Contact Telephone Number
The registered holder(s) of the Options hereby exercise my/our Option for___ ______ In figures In words Fully paid ordinary shares at a price of $0.001 each and enclose application money of $ ________
(amount payable on exercise)
I/We whose full name(s) and address(es) appear above hereby apply for the number of Shares shown above (or shares allocated to me/us by the Company in respect of this application). I/We agree to be bound by the Constitution of Elixir Petroleum Limited.
Securityholder Reference Number (S.R.N.)
Holder Identification Number (H.I.N.)
Complete this only if you are Issuer Sponsored.
Complete this only if you are CHESS Sponsored.
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Signature Of Shareholder(s) Companies Only - Executed in accordance with the Company’s Constitution and the Corporations
(All joint holders must sign) Act 2001
�------------------------------------------- �----------------------------------------------------------------------
Signature Date Sole Director and Sole Secretary Date
�------------------------------------------- �-----------------------------------------�-------------------------------------------
Signature Date Director Date Secretary Date
�------------------------------------------- �-----------------------------------------�-------------------------------------------
Signature Date Director Date Director Date
Note : If signed under Power of Attorney, a Certified Copy of the relevant Power of Attorney document must be exhibited to the Registry.
The Attorney declares that he/she has had no notice of revocation of the Power of Attorney.
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Terms and conditions of the Options
Entitlement
The Options entitle the holder to subscribe for one share in Elixir Petroleum Limited (ACN 108 230 995) ("Elixir") upon exercise of each Option.
Exercise Price
The exercise price of each Option is $0.001 ("Exercise Price").
Expiry Date
Each Option has an expiry date of 5:00pm (WST) on 5 February 2008 ("Expiry Date").
Exercise Period
The Options are exercisable at any time on or prior to the Expiry Date.
Notice of Exercise
The Options may be exercised by notice in writing to Elixir and payment of the Exercise Price for each Option being exercised. Any notice of exercise of an Option received by Elixir will be deemed to be a notice of the exercise of that Option as at the date of receipt.
Shares issued on exercise
Shares issued on exercise of the Options rank equally with the then issued shares of Elixir.
Quotation of Shares on exercise
Applications will be made by Elixir to ASX and AIM for quotation of the shares issued upon the exercise of the Options.
Timing of issue of Shares
After an Option is validly exercised, Elixir must as soon as possible:
(a) issue and allot the Share the subject of the Option; and
(b) do all such acts matters and things to obtain the grant of quotation of the Share on AIM and
ASX no later than five Business Days from the date of exercise of the Option and receipt of cleared funds equal to the sum payable on the exercise of the Option.
Participation in new issues
There are no participation rights or entitlements inherent in the Options and holders of Options will not be entitled to participate in new issues of capital offered to shareholders during the currency of the Options.
However, Elixir will ensure that for the purposes of determining entitlements to any such issue, the record date will be at least seven Business Days after the issue is announced. This will give the holders of Options the opportunity to exercise their Options prior to the date for determining entitlements to participate in any such issue.
Adjustment for bonus issues of Shares
If Elixir makes a bonus issue of Shares or other securities to existing shareholders (other than an issue in lieu or in satisfaction, of dividends or by way of dividend reinvestment):
EXR77421
(a) the number of Shares which must be issued on the exercise of an Option will be increased by the number of Shares which the holder of the Option would have received if the holder of the Option had exercised the Option before the record date for the bonus issue; and
(b) no change will be made to the Exercise Price.
Adjustment for rights issue
If Elixir makes an issue of Shares pro rata to existing Shareholders (other than an issue in lieu of or in satisfaction of dividends or by way of dividend reinvestment) the Exercise Price of a Option will be reduced according to the following formula:
- New exercise price = O - E [P (S+D)]
N+1
-
O = the old Exercise Price of the Option.
-
E = the number of underlying Shares into which one Option is exercisable.
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P = average market price per Share weighted by reference to volume of the underlying Shares during the 5 trading days ending on the day before the ex rights date or ex entitlements date.
-
S = the subscription price of a Share under the pro rata issue.
-
D = the dividend due but not yet paid on the existing underlying Shares (except those to be issued under the pro rata issue).
-
N = the number of Shares with rights or entitlements that must be held to receive a right to one new Share.
Adjustments for reorganisation
If there is any reconstruction of the issued share capital of Elixir, the rights of the holders of Options may be varied to comply with the ASX or AIM Listing Rules which apply to the reconstruction at the time of the reconstruction.
Quotation of Options
The Options will not be listed for Quotation on the ASX or AIM.
Options transferable
Subject to the Corporations Act, ASX and AIM Listing Rules and the Constitution, the Options are transferable.
Cheques should be made payable to ELIXIR PETROLEUM LIMITED and crossed “Not Negotiable” and drawn on an Australian Bank and posted to Advanced Share Registry Services, PO Box 1156, Nedlands, Western Australia 6909.