XSTATE RESOURCES LIMITED — Capital/Financing Update 2015

Aug 20, 2015

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ABN 96 009 217 154
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Not for distribution or release into the United States or any other jurisdiction in which its distribution would be unlawful

21 August 2015

ASX Release

Electronic lodgement ASX Code: XST

XSTATE ANNOUNCES SHARE PURCHASE PLAN TO RAISE UP TO $150,000

Perth, Western Australia: Xstate Resources Limited (ASX: XST, Xstate or the Company ) announces that eligible shareholders as at 7.00 pm (Sydney time) on Thursday 20 August 2015 ( Record Date ) with registered addresses in Australia and New Zealand will have the opportunity to subscribe for up to $15,000 worth of shares under a Share Purchase Plan ( SPP ). The SPP will be capped at $150,000. Directors will have the discretion to accept applications in excess of this amount. The issue price under the SPP is $0.003 per share.. This price is a 32% discount to the volume weighted average market price of shares in the Company sold on the ASX during the previous five trading days ending on the Record Date. The shares under the SPP will be purchased free of brokerage and no prospectus will be issued.

The funds from the SPP will be used to meet costs in relation to the Company’s oil and gas interests in California as well pursuing and assessing new venture opportunities which are complimentary with its existing asset position. The Company intends to focus its new venture efforts on conventional producing assets with further development potential in an environment where management believes other companies will continue to shed noncore assets. Funds will also be used for day to day working capital purposes.

Details of the SPP will be distributed to eligible shareholders on or about 26 August 2015.

New shares issued under the SPP will rank equally with the Company's existing ordinary shares on issue. Application will be made for all new shares issued under the SPP to be quoted on the ASX.

An indicative timetable for the SPP is set out below.

Event	Date
Record date for determining	7.00 pm Sydney time Thursday 20 August 2015
entitlement
SPP opens	Wednesday 26 August 2015

Level 2, 55 Carrington Street, Nedlands WA 6009 PO Box 985, Nedlands, WA 6909 Tel + 61 8 9423 3200 Fax +61 8 9389 8327 www.xstate.com.au

5.00 pm Sydney time Friday 11 September 2015

SPP closes

Issue of new shares	Friday 18 September 2015
Trading of new share issued under the	Tuesday 22 September 2015
SPP expected
to commence trading
Dispatch of holding statements	Tuesday 22 September 2015

Subject to its obligations under the ASX Listing Rules, the Company may change, at any time, any of the above dates by lodging a revised timetable with ASX. The commencement of trading new shares is subject to confirmation from ASX.

For further information, please contact our Company Secretary, David McArthur, on +61 8 9423 3200.

On behalf of the Board of Directors

www.xstate.com.au