Hail Mary! (And let's see if we can con some more money out of our existing marks using the ZN affinity scam):
"Prospectus Filed Pursuant to Rule 424(b)(5) (424b5)
PROSPECTUS SUPPLEMENT
(To Prospectus dated March 27, 2014)
Filed Pursuant to Rule 424(b)(5)
Registration No. 333-193336
Zion Oil & Gas, Inc.
7,280,000 Nontransferable Subscription Rights to subscribe for securities of Zion Oil & Gas, Inc., each Right consisting of four (4) shares of common stock par value $0.01 per share.
Up to 29,120,000 Shares of Common Stock Issuable upon Exercise of Nontransferable Subscription Rights to purchase such Shares of Common Stock of Zion Oil & Gas, Inc.
ZION OIL & GAS, INC. is distributing, at no cost, non-transferable subscription rights of its securities, to persons who owned shares of our Common Stock on June 19, 2015 (the “Record Date”). Each whole subscription right entitles you to purchase four (4) shares of Common Stock at a purchase price of $1.75 per share.
You will receive 0.20 (one fifth) of a subscription right (i.e., ONE subscription right for each FIVE shares) for each share of Common Stock that you owned on June 19, 2015. For example, if you own 100 shares of Zion Common Stock, you will be entitled to 20 Rights under this offering. This gives you the right to exercise up to 80 shares of Common Stock at $1.75 per share, or $140.00. A total of 29,120,000 shares of Common Stock have been set aside by Zion Oil & Gas, Inc. for this Subscription Rights Offering.
The subscription rights will expire, if they are not exercised by 5:00 p.m., Eastern Standard Time, on September 30, 2015. To participate in the rights offering, you must submit your subscription documents to us before that deadline. If you hold shares through a broker or a bank, we recommend that you submit your subscription documents to your broker or bank at least 10 days before the September 30, 2015 deadline. Please see page S-40 for further instructions on submitting subscriptions. All subscriptions will be deposited into accounts maintained by us. We may, in our sole discretion, extend the period for exercising rights. There is no minimum subscription amount required for consummation of this rights offering.
If you exercise your rights in full, you may also exercise an over-subscription right to exercise additional shares that remain unsubscribed at the expiration of the rights offering, subject to availability and allocation of Rights among persons exercising this over-subscription right. Subscription rights that are not exercised by the expiration date will expire and have no value. Shareholders who do not participate in the rights offering will continue to own the same number of shares, but will own a smaller percentage of the total shares outstanding to the extent that other shareholders participate in the rights offering. The subscription rights may not be sold or transferred except for being transferable to affiliates of the recipient and by operation of law.
The shares of Common Stock included in the Rights are quoted on the NASDAQ Global Market under the symbol “ZN.” The closing price of our common stock on the NASDAQ Global Market on June 18, 2015 was $2.17 before our record date on June 19, 2015. Based on the reported closing price of $2.17 of our common stock on the NASDAQ Global Market on June 18, 2015, the aggregate market value of our outstanding common stock held by non-affiliates, or the public float, is approximately $76,448,433, calculated in accordance with General Instruction I.B.6 of Form S-3.
Investing in the securities offered by this prospectus is risky. You should read this prospectus carefully before you invest. You should carefully consider the “Risk Factors” section beginning on page S-13 before deciding whether to exercise your subscription rights.
Subscription Exercise
Price Per Right
Total Possible Proceeds to ZION OIL & GAS, INC.(1)
Per Four (4) Shares of Common Stock
$
7.00
$
50,960,000
Total
$
7.00
$
50,960,000
____________
(1) Assumes that all shares under the subscription rights being offered are exercised and before deducting expenses payable by us, estimated to be $50,000.
The securities are not being offered in any jurisdiction where the offer is not permitted under applicable local laws.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
The date of this prospectus supplement is July 6, 2015"
