15 July 2008Company Announcements PlatformASX LimitedExchange...

15 July 2008
Company Announcements Platform
ASX Limited
Exchange Centre
20 Bond Street
SYDNEY NSW 2000

Via ASX Online

ADELPHI ENERGY LIMITED

Notice under Section 708AA

On 15 July 2008, Adelphi Energy Limited (Company)announced that it will be offering eligible shareholders the opportunity to acquire fully paid ordinary shares in the capital of the Company (Shares) via a non-renounceable rights issue on the basis of one Share for every six Shares held at the record date of 23 July 2008 at an issue price of $0.32 per Share (Rights Issue).

The maximum number of Shares which may be issued under the Rights Issue is estimated to be approximately 17,744,000 (assuming no existing options are exercised).

An Appendix 3B in relation to the Rights Issue is attached to this notice.

Notice under section 708AA of the Corporations Act
The Company hereby notifies that:

(a) the Company will offer the Shares for issue without disclosure to investors under Part 6D.2 of the Corporations Act 2001 (the Act);

(b) the Company is providing this notice under paragraph 2f) of section 708AA of the Act;

(c) as at 15 July 2008, the Company has complied with the provisions of Chapter 2M of the Act as they apply to the Company;

(d) as at 15 July 2008, the Company has complied with section 674 of the Act;

(e) as at 15 July 2008, there is no information:

(i) that has been excluded from a continuous disclosure notice in accordance with the ASX Listing Rules; and
(ii) that investors and their professional advisers would reasonably require for the purpose of making an informed assessment of:
(A) the assets and liabilities, financial position and performance, profits and losses and prospects of the Company; or (B) the rights and liabilities attaching to the Shares; and

(f) the impact that the Rights Issue may have on the control of the Company is as follows:

The following table shows the number of Shares on issue as at the date of this notice and the total number of Shares on issue as at the close of the Rights Issue based on the maximum total Shares to be issued under the Rights Issue (assuming no existing options are exercised).
Shares on issue as at the date of this notice 106,458,662
Shares offered pursuant to the Rights Issue 17,744,000
Total Share on issue at completion of the Rights Issue 124,202,662

ARC Energy Limited (ACN 009 204 031) (ARC) has confirmed its intention to the Company to take up its full entitlement to subscribe for Shares pursuant to the Rights Issue with respect to its holding of 33,900,000 Shares.