NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION
London, 29 April 2022
Results of General Meeting
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, announces the results of todayÕs General Meeting, convened by the Notice of General Meeting dated 13 April 2022.
The results of the poll for each resolution were as follows:
Resolution |
For |
% |
Against |
% |
Withheld |
To approve the implementation of the Restructuring |
102,171,213 |
99.99 |
13,549 |
0.01 |
18,000 |
To approve the related party transaction arrangements with ICU and its affiliates |
68,179,202 |
99.98 |
13,549 |
0.02 |
39,299,748 |
As at the date of the General Meeting, the number of issued shares of the Company was 188,182,958 ordinary shares of 0.01 each.
A "Vote Withheld" is not a vote in law and is not counted in the calculation of proportion of votes "For" or "Against" a resolution. In respect of the resolution to approve the Restructuring, the total number of votes cast, excluding "Votes Withheld", was 102,184,762 and the percentage of votes cast was 54.30% of the issued share capital. In respect of the resolution to approve the related party transaction, the total number of votes cast, excluding "Votes Withheld", was 68,192,751 and the percentage of votes cast was 36.24% of the issued share capital (reflecting the votes of independent shareholders only).
As both of the resolutions were approved, the Company will now proceed with the implementation of the Restructuring by means of the Scheme on the basis of Scenario 1 (as outlined in the circular issued by the Company on 13 April 2022 (the " Circular " )). The implementation of the Restructuring remains subject to the satisfaction of certain other conditions precedent as outlined in the Circular.
In addition, the approval of the resolution in respect of the implementation of the Restructuring means that the Company will proceed to transfer its listing to the standard listing segment of the Official List, which is expected to become effective on 31 May 2022.
In accordance with Listing Rule 9.6.2, copies of all the resolutions passed, other than ordinary business, will be submitted to the National Storage Mechanism, and can be viewed at https://data.fca.org.uk/#/nsm/nationalstoragemechanism .
LEI: 2138007VWEP4MM3J8B29
Further information
For further information please visit www.nog.co.uk
Further enquiries:
Shane Drader - Chief Financial Officer
Instinctif Partners - UK
Tim McCall
Galyna Kulachek
Sarah Hourahane
+ 44 (0) 207 457 2020
Notifying person
Thomas Hartnett
Company Secretary
About Nostrum Oil & Gas
Nostrum Oil & Gas PLC is an independent oil and gas company currently engaging in the production, development and exploration of oil and gas in the pre-Caspian Basin. Its shares are listed on the London Stock Exchange (ticker symbol: NOG) and the Kazakhstan Stock Exchange (ticker symbol: GB_NTRM). The principal producing asset of Nostrum Oil & Gas PLC is the Chinarevskoye field, in which it holds a 100% interest and is the operator through its wholly-owned subsidiary Zhaikmunai LLP.
Forward-Looking Statements
Some of the statements in this document are forward-looking. Forward-looking statements include statements regarding the intent, belief and current expectations of the Company or its officers with respect to various matters. When used in this document, the words ÒexpectsÓ, ÒbelievesÓ, ÒanticipatesÓ, ÒplansÓ, ÒmayÓ, ÒwillÓ, ÒshouldÓ and similar expressions, and the negatives thereof, are intended to identify forward-looking statements. Such statements are not promises nor guarantees and are subject to risks and uncertainties that could cause actual outcomes to differ materially from those suggested by any such statements.
No part of this announcement constitutes, or shall be taken to constitute, an invitation or inducement to invest in the Company or any other entity, and shareholders of the Company are cautioned not to place undue reliance on the forward-looking statements. Save as required by the relevant listing rules and applicable law, the Company does not undertake to update or change any forward-looking statements to reflect events occurring after the date of this announcement.