A.C.N. 109 200 900‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌

NON RENOUNCEABLE RIGHTS ISSUE TRANSACTION-SPECIFIC PROSPECTUS‌‌‌‌‌‌

For a non-renounceable pro-rata Rights Issue of approximately 100,015,395 Shares on the basis of one (1) new Share for every ten (10) Shares held by Qualifying Shareholders as at 5:00pm WST on the Record Date, at an issue price of $0.055 per Share together with one (1) EDEO Option for every two (2) Shares acquired free of charge (each to acquire 1 Share at an exercise price of $0.03 per Share, exercisable at any time up to and including 30 September 2018). This Rights Issue, if fully subscribed, will raise up to approximately $5,500,847 (before expenses of the Offer).‌‌‌‌‌‌‌‌‌‌

IMPORTANT INFORMATION‌‌‌

This Prospectus is a transaction-specific prospectus issued under section 713 of the Corporations Act. This Prospectus is not required to, and does not, contain all of the information that is generally required to be set out in a prospectus, including general information in relation to the assets and liabilities, financial position, profits and losses or prospects of the Company. This Prospectus generally only contains information in relation to the effect of the Rights Issue on the Company and the rights and liabilities attaching to the New Shares and New EDEO Options offered to Qualifying Shareholders under this Prospectus.‌‌‌‌‌

This is an important document that should be read in its entirety. If you do not understand it you should consult your professional advisers.‌‌

This Offer is not underwritten as at the date of this Prospectus and there are no present plans for such underwriting.‌

THE SHARES AND OPTIONS OFFERED UNDER THIS PROSPECTUS ARE OF A SPECULATIVE NATURE.‌

IMPORTANT STATEMENT‌

This Prospectus is dated 18 December 2015.

A copy of this Prospectus was lodged with ASIC on 18 December 2015. Neither ASIC nor ASX take any responsibility for the contents of this Prospectus.

This Prospectus contains an offer to Qualifying Shareholders whose registered addresses are in Australia and New Zealand, and has been prepared to comply with the requirements of the securities laws of Australia and New Zealand. Distribution of this Prospectus in jurisdictions outside Australia and New Zealand may be restricted by law and persons who come into possession of this Prospectus should seek advice and observe any such restrictions. Any failure to comply with such restrictions may constitute a violation of applicable securities laws. This Prospectus does not constitute an offer in any place in which, or to any person to whom, it would not be lawful to make an offer. No action has been taken to register this Prospectus, the New Shares or New EDEO Options or the Rights, or otherwise permit an offering of the New Shares or New EDEO Options or the Rights, in any jurisdiction outside of Australia or New Zealand.

No New Shares or New EDEO Options will be issued on the basis of this Prospectus later than 13 months after the date of this Prospectus.

Application will be made within 7 days of the date of this Prospectus for permission for the New Shares and new EDEO Options offered by this Prospectus to be admitted to Quotation on the ASX.

The New Shares and New EDEO Options offered under this Prospectus are of a speculative nature. Qualifying Shareholders should read this Prospectus in its entirety and, if in any doubt, consult with their professional advisors before deciding whether to apply for New Shares and accompanying New EDEO Options. In particular, it is important that Qualifying Shareholders consider the risk factors set out in section 5 of this Prospectus. The New Shares and New EDEO Options offered under this Prospectus carry no guarantee in respect of return of capital, return on capital investment, payment of dividends or the future value of the Shares or Options.

DISCLAIMER

No person is authorised to give any information or to make any representation in connection with the Rights Issue which is not contained in this Prospectus. Any information or representation not contained in this Prospectus may not be relied on as having been authorised by Eden (or its Directors or advisers) in connection with this Rights Issue.

PROSPECTUS AVAILABILITY

This Prospectus is only available in a paper version. Qualifying Shareholders with registered addresses in Australia and New Zealand will be sent a copy of this Prospectus on 13 January 2016. In addition, Qualifying Shareholders can obtain a copy of this Prospectus during the Rights Issue on the Eden website at www.edenenergy.com.au or by calling Mr Greg Solomon, Executive Chairman by telephone on (+618) 9282 5889. A personalised Acceptance Form will accompany the paper copy of the Prospectus which will be mailed to Qualifying Shareholders on 13 January 2016.

Neither this Prospectus nor the accompanying Acceptance Form may be sent to Qualifying Shareholders outside of Australia and New Zealand or otherwise distributed outside of Australia and New Zealand.

TRANSACTION-SPECIFIC PROSPECTUS

This Prospectus is a transaction-specific prospectus issued in accordance with section 713 of the Corporations Act. This Prospectus is not required to, and does not, contain all the information that is generally required to be set out in a prospectus, including general information in relation to the assets and liabilities, financial position, profits and losses or prospects of the Company. This Prospectus generally only contains information in relation to the effect of the Rights Issue on the Company and the rights and liabilities attaching to the New Shares and New EDEO Options offered to Qualifying Shareholders under this Prospectus.

Section 7 of this Prospectus sets out further information in relation to the nature and contents of this Prospectus.

DEFINITIONS AND ABBREVIATIONS

Throughout this Prospectus abbreviations and defined terms are used. Defined terms are generally identified by the use of an uppercase first letter. Details of the definitions and abbreviations used are set out in section 8 of this Prospectus.

SUMMARY OF OFFER‌

This information is intended as a summary only and should be read in conjunction with the more detailed information appearing elsewhere in this Prospectus. Applicants should read this entire Prospectus, including the risks in section 5, in order to make an informed decision about acquiring New Shares and New EDEO Options.

1. KEYPOINTS

   
   

   New Share Issue Price	$0.055 per New Share
   Qualifying Shareholder Entitlement	1 New Share for every 10 Existing Shares held on the Record Date (together with 1 free accompanying New EDEO Option for every 2 New Shares acquired under this Prospectus)
   Approximate number of New Shares to be issued under this Rights Issue	Up to 100,015,395
   Approximate number of New EDEO Options to be issued under this Rights Issue	Up to 50,007,697
   Approximate amount to be raised under this Rights Issue (assuming this Rights Issue is fully subscribed and before expenses of the Offer)	Up to $5,500,847

   
   

   *These figures assume that none of the Existing EDEO Options are converted to Shares prior to the Record Date. If this occurs, the number of New Shares and New EDEO Options, and the amount raised, under this Rights Issue may increase.

   
   

2. SUMMARY OF IMPORTANT DATES

Offer announcement 15 December 2015

Lodgement of Prospectus at ASIC, and Prospectus and Appendix 3B with ASX 18 December 2015 Notice sent to shareholders 5 January 2016

Ex date 6 January 2016

Record Date for determining entitlements 8 January 2016

Offer document despatched to Qualifying Shareholders 13 January 2016

Closing date of the Offer 29 January 2016

Securities quoted on a deferred settlement basis 1 February 2016

Company notifies ASX of under subscriptions 3 February 2016

Issue Date and Despatch of holding statements 5 February 2016

This timetable is indicative only and subject to change. The Company reserves the right, subject to the Corporations Act and the Listing Rules, to vary the above dates (including, without limitation, to extend the Closing Date or to close this Rights Issue early), or to withdraw this Rights Issue and Prospectus at any time, without prior notice. Any extension of the Closing Date will have a consequential effect on subsequent milestones set out above.

CONTENTS

Page

IMPORTANT STATEMENT 1

SUMMARY OF OFFER 2

1. CHAIRMAN'S LETTER 4

2. DETAILS OF THE OFFER 5

3. ACTION REQUIRED BY QUALIFYING SHAREHOLDERS 10

4. COMPANY OVERVIEW 12

5. RISK FACTORS 14

6. EFFECT OF THE ISSUE 17

7. ADDITIONAL INFORMATION 22

8. GLOSSARY NAMES AND TERMS 29

9. CONSENT BY DIRECTORS 30

10. CORPORATE DIRECTORY 31

ACCEPTANCE FORM 32