DALLAS and CAESAREA, Israel, Oct. 13, 2009 (GLOBE NEWSWIRE) -- Zion Oil & Gas, Inc. (Nasdaq:ZN) announced today that the registration statement for its previously announced common stock rights offering was declared effective by the Securities and Exchange Commission on October 9, 2009. The offering will be open to all holders of record on October 19, 2009 (the "Record Date").
Under the terms of the rights offering described in the prospectus contained in the registration statement, Zion will distribute to each person who own shares of Zion common stock on the Record Date non-transferable subscription rights to purchase shares of Zion's common stock. Each shareholder of record on the Record Date will receive 0.23 of a subscription right for each share of common stock owned on the Record Date. This is equivalent to twenty three (23) subscription rights for every one hundred (100) shares of common stock owned on the Record Date. The Company will not distribute any fractional rights; fractional subscription rights will be rounded up to the next largest whole number. Each whole subscription right entitles the holder to purchase one share of common stock at a purchase price of $5.00 per share.
Shareholders who fully exercise their rights will be permitted to subscribe for additional shares of common stock, if available, that were not subscribed for by other rights holders. The subscription rights are non-transferable. The aggregate amount of stock available in the rights offering is 3.6 million shares.
As soon as possible after the Record Date, Zion plans to mail to holders of its common stock (as of the close of business on the Record Date) a prospectus and other items necessary for exercising the rights. Shareholders who hold their shares in a bank or broker name will receive the rights offering material from their bank or broker. The prospectus will contain a description of the rights offering and other information. The subscription rights will be exercisable until the close of business on November 30, 2009, unless Zion elects to terminate the offering prior to the scheduled expiration date by giving two business days notice or unless Zion elects to extend the offering.
More information about the offering is available at www.zionoil.com. A copy of the prospectus can be obtained on request, by calling toll free 1-888-TX1-ZION (1-888-891-9466) or by contacting the Dallas Office at Zion Oil & Gas, Inc., 6510 Abrams Rd., Suite 300, Dallas, TX 75231; telephone 1-214-221-4610; email: dallas@zionoil.com.
The securities are offered by prospectus only, and only within those States and other jurisdictions in which the securities may be sold, and this announcement is neither an offer to sell nor a solicitation of any offer to buy in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities of any such state or jurisdiction.
Zion Oil & Gas, a Delaware corporation, explores for oil and gas in Israel in areas located on-shore between Haifa and Tel Aviv. It currently holds two petroleum exploration licenses, the Joseph and the Asher-Menashe Licenses, between Netanya, in the south, and Haifa, in the north, covering a total of approximately 162,000 acres and the Issachar-Zebulun Permit Area, adjacent to and to the east of Zion's Asher-Menashe license area, covering approximately 165,000 acres. Zion's total petroleum exploration rights area is approximately 327,000 acres.
FORWARD-LOOKING STATEMENTS: Statements in this press release that are not historical fact, including statements regarding Zion's planned operations, drilling efforts and potential results thereof and plans contingent thereon and the gross proceeds of the rights offering, are forward-looking statements as defined in the "Safe Harbor" provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on assumptions that are subject to significant known and unknown risks, uncertainties and other unpredictable factors, many of which are described in Zion's periodic reports filed with the SEC and are beyond Zion's control. These risks could cause Zion's actual performance to differ materially from the results predicted by these forward-looking statements. Zion can give no assurance that the expectations reflected in these statements will prove to be correct and assumes no responsibility to update these statements.
Zion's homepage may be found at: www.zionoil.com