Unassociated Document
Filed
pursuant to Rule 433
Registration
Statement No. 333-164563
Zion
Oil & Gas Extends Rights Offering
Dallas,
Texas and Caesarea, Israel – July 1, 2010 – Zion Oil & Gas, Inc. (NASDAQ GM:
ZN) announced today that it has extended the expiration date for its rights
offering to Thursday July 15, 2010.
As the
current rights offering has not been fully subscribed and in the light of the
uncertain stock market conditions prevailing during the last few weeks, the
Company has decided to extend the duration of the offering by approximately two
weeks. The rights may now be exercised at any time prior to 5:00 p.m. Eastern
Daylight time on July 15, 2010, the new scheduled expiration of the
offer.
Zion’s
Chief Executive Officer, Richard Rinberg, said today, “I am pleased that we have
already raised significant amounts in this rights offering, but the uncertain
stock market conditions in the past few days appear to have impacted negatively
on our rights offering. By extending the offering, we are giving Zion's
stockholders a further opportunity to subscribe in our rights offering and
support our oil and gas exploration work in Israel."
Under the
terms of the rights offering, the Company distributed at no charge to the
holders of its common stock as of May 6, 2010, non-transferable subscription
rights to purchase one share of common stock for every two shares of stock
owned. Each subscription right will entitle the holder to purchase
one share of Zion stock at a price of $5.00, irrespective of the market price.
Other than the extension of the expiration date of the rights offering, the
offering terms described in Zion's Prospectus Supplement dated April 28, 2010,
remain the same and apply during the extended period of the offering. Zion
reserves the right to further extend the expiration date, though it has no
current intention of doing so.
Zion’s
common stock trades on the NASDAQ Global Market under the symbol “ZN” and Zion’s
warrants trade under the symbol “ZNWAW”.
This
announcement is neither an offer nor a solicitation of an offer. The
securities are offered by prospectus only, and only within the 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. The rights offering will be made by means of a prospectus
supplement (File No. 333-164563).
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 communication that are not historical fact, including statements
regarding Zion’s planned operations, geophysical and geological data and
interpretation, anticipated attributes of geological strata being drilled,
drilling efforts and locations, the presence or recoverability of hydrocarbons,
sufficiency of cash reserves, ability to raise additional capital, timing and
potential results thereof and plans contingent thereon 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.
NOTICE
Zion Oil & Gas, Inc. has filed a
registration statement (including a prospectus) with the SEC for the offering to
which this communication relates. Before you invest, you should read the
prospectus in that registration statement and other documents the issuer has
filed with the SEC for more complete information about Zion Oil & Gas and
its offering. You may get these documents for free by visiting EDGAR on the SEC
website at www.sec.gov. Alternatively, Zion Oil & Gas will send you the
prospectus if you request it by calling toll free 1-888-TX1-ZION
(1-888-891-9466).
Zion’s
homepage may be found at: www.zionoil.com
Contact:
Zion Oil
& Gas, Inc.
Mike
Williams, 214-221-4610
dallas@zionoil.com