/KASE, January 20, 2022/ – NOSTRUM OIL & GAS PLC (United Kingdom), whose shares
are officially listed on Kazakhstan Stock Exchange (KASE), has provided KASE
with the following press release dated January 19, 2022:
quote
Nostrum Oil & Gas PLC (LSE: NOG) ("Nostrum", or "the Company"), an independent
oil and gas company engaging in the production, development and
exploration of oil and gas in the pre-Caspian Basin, today provides an update on
the related party transaction announced on 23 December 2021 in connection with
the execution of the lock-up agreement (the "Lock-up Agreement") and terms of a
restructuring agreed with holders of in excess of 54% of the aggregate principal
amount of the 8.0% Senior Notes due 2022 and 55% of the aggregate principal
amount of the 7.0% Senior Notes due 2025 in each case issued by Nostrum
Oil & Gas Finance B.V. (together, the "Notes"), including with a subsidiary of
ICU Holdings Limited ("ICU"), the Company's largest shareholder.
As part of the arrangements relating to the Lock-up Agreement, the Company
entered into an agreement with ICU’s legal counsel, to pay such legal counsel’s
costs in connection with the restructuring of the Notes up to GBP 350,000
(inclusive of any costs or disbursements (including costs of local counsel(s) if
any but exclusive of VAT) (the "Fee Letter").
The entry into the Fee Letter constitutes a related party transaction (within
the meaning of Listing Rule 11.1.5R (3)), for the benefit of ICU (being a
substantial shareholder of the Company). The Company is of the view that the
entry into the Fee Letter falls within the meaning of Listing Rule 11.1.10R.
The Company further notes that entry into the Lock-up Agreement with ICU and
the proposed issue of New Notes and issue of new shares to ICU in connection
with the Restructuring may constitute a related party transaction for the
purposes of Chapter 11 of the Listing Rules. If required by the Listing Rules,
the Company will seek shareholder approval of this related party transaction at
a general meeting before completing the
Restructuring.
As noted on 18 January 2022, holders of approximately 76.29% of the 2022 Notes
and 80.35% of the 2025 Notes have signed or acceded to the Lock-up Agreement,
which comprises approximately 77.73% of the total aggregate principal amount of
both series of Notes.
unquote
Complete press release is available on:
-
https://kase.kz/files/emitters/GB_NTRM/gb_ntrm_relizs_190122.pdf – in Russian;
-
https://kase.kz/files/emitters/GB_NTRM/gb_ntrm_relizs_.pdf – in English.
[2022-01-20]