UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): November 24, 2014

 

Samson Oil & Gas Limited

(Exact name of registrant as specified in its charter)

 

Australia		001-33578		N/A
(State or other jurisdiction of incorporation or organization)		(Commission file number)		(I.R.S. Employer Identification Number)

 

Level 16, AMP Building, 140 St Georges Terrace Perth, Western Australia 6000
(Address of principal executive offices)		(Zip Code)

 

Registrant’s telephone number, including area code:  011 61 8 9220 9830

 

(Former name or former address, if changed since last report)

 

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Item 1.01 Entry into a Material Definitive Agreement

 

Effective November 24, 2014, Samson Oil and Gas USA, Inc. as borrower, with its parent, Samson Oil & Gas Limited (the “Company”), entered into the First Amendment to the Company’s Credit Agreement with Mutual of Omaha Bank to increase the borrowing base of the reserve based lending facility to $19 million, increase the maximum available under the facility to $50 million and decrease the interest rate to 90 day LIBOR plus 3.25%, which is approximately 3.48% at this time.

 

The original $25 million facility was initiated in January of 2014 and has a current balance of $15.5 million.

 

The additional borrowing base was developed from the June 30th 2014 Proved Reserve report which was estimated by the Company’s independent reserve engineer to have a value of approximately $54.4 million based on a net present value calculation with a 10% discount rate. No fees were paid in respect to this facility increase other than legal fees associated with the drafting of the documentation and a commitment fee based on the increase in the borrowing base.

 

On November 26, 2014, the Company issued a press release announcing entry into the First Amendment to the Credit Agreement (see Exhibit 99.1).

  

Item 9.01 Financial Statements and Exhibits.

 

(d)

Exhibits

 

The following exhibit is being filed with this report:

 

Exhibit
Number		Description
99.1		Press Release dated November 26, 2014.

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: 28 November, 2014

 

	Samson Oil & Gas Limited
	By:	/s/ Robyn Lamont
		Robyn Lamont
		Chief Financial Officer

 

 

 

Exhibit 99.1

 

SAMSON OIL & GAS ADVISORY Denver 1700 hours 26th November 2014, Perth 0800 hours 27th November 2014

 

DEBT FACILITY

Samson Oil & Gas (SSN NYSEMKT, SSN ASX) advises that effective November 24, 2014 it executed, closed and updated its credit agreement with Mutual of Omaha Bank to increase the borrowing base of the reserve based lending facility to $19 million, increase the maximum available under the facility to $50 million and decreased the interest rate to 90 day LIBOR plus 3.25%, which is approximately 3.48%.

 

The original $25 million facility was initiated in January of this year and has a current balance of $15.5 million.

 

The additional borrowing base has been developed from the June 30^th 2014 Proved Reserve report which was estimated by the Company’s independent reserve engineer to have a value of approximately $54.4 million based on a net present value calculation with 10% discount rate. No fees were paid in respect to this facility increase other than legal fees associated with the drafting of the documentation and a commitment fee based on the increase in the borrowing base.

 

 

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 ADSs. Accordingly, based on the NYSE MKT closing price of US$0.29 per ADS on November 25th, 2014 the Company has a current market capitalization of approximately US$42.2 million (the options have been valued at an exchange rate of 0.8593). Correspondingly, based on the ASX closing price of A$0.016 for ordinary shares and a closing price of A$0.008 for the 2017 options, on November 25th, 2014, the Company has a current market capitalization of approximately A$46.5 million.

 

SAMSON OIL & GAS LIMITED

 

For further information please contact, Terry Barr, CEO on 303 296 3994 (US office) or 970 389 5047 (US cell)

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”, “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.