Nostrum Oil&gas Regulatory News (NOG)

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 and the Netherlands, 30 July 2025

Update relating to delayed interest payments and proposed actions to facilitate payment

Payment delay

As announced on 10 July 2025 and updated on 22 July 2025, Nostrum Oil & Gas Finance B.V. (the "Issuer"), a wholly-owned subsidiary of Nostrum Oil & Gas PLC (the "Parent"), was required by June 30, 2025 to have paid accrued interest in accordance with the terms and conditions of the Issuer's outstanding notes with ISIN USN64884AF16, US66978CAF95, USN64884AE41 and US66978CAD48 (the "Notes"). The Notes are guaranteed by, among other entities, the Parent. The Issuer hereby notifies that, as of 30 July 2025, it has not paid the due interest in accordance with the terms and conditions of the Notes. As such default has continued for 30 days, such default has become an "Event of Default" (as defined in the conditions of the Notes).

The delay continues to be a result of a payment administration issue which currently does not permit the Issuer to make a payment on the Notes, including payment-in-kind interest, through the clearing systems without additional regulatory licenses related to sanctioned bondholders and/or custodians that are not affiliated with the Parent. The delay in the interest payments does not reflect any issue of the Parent's or Issuer's solvency or liquidity. All underlying funds for making the interest payments are available and secured.

Proactive assessment of options

The Parent continues to proactively assess options to facilitate a payment to holders of the Notes as soon as possible in compliance with all applicable rules and regulations. In order to facilitate a positive outcome for holders of the Notes, the Parent intends to seek applicable regulatory licenses and in the meantime the Issuer intends to launch a consent solicitation in relation to the Notes primarily to:

(i) Permit payments of interest on the Notes outside of the clearing systems and/or amend the payment method through the clearing systems (for both cash and payment-in-kind interest or otherwise allow such payment-in-kind interest to accrue), to the extent this can be implemented under applicable laws;

(ii) Waive any default or event of default that may have occurred or may occur due to the delayed payment of interest on the Notes.

Any consent solicitation will be proposed to holders of the Notes by way of electronic consent and at a noteholder meeting and, if approved, authorised by an extraordinary resolution of each series of Notes.

As the above authorisations relating to the Notes are Reserved Matters (as defined in the conditions of the Notes), this requires either approval by 75% in principal amount of the Notes and/or by 75% of those attending at a quorate meeting (each series voting separately) with the requisite quorum for passing Reserved Matters.

Timing

It is expected that any regulatory license application and approval would take a number of weeks and the relevant approval would be at the discretion of relevant authorities.

The Issuer intends to launch a noteholder meeting as soon as practicable, with notice being required for at least 21 days for an initial meeting, and a subsequent 7 days for an adjourned meeting. This may be shortened to the extent 75% in principal amount of the Notes (each series voting separately) approve the terms of the extraordinary resolution relating to each series of Notes.

The Parent thanks holders of the Notes for their support and understanding as it seeks to proactively resolve these third party issues that are delaying the interest payment due on the Notes.

LEI: 2138007VWEP4MM3J8B29

Further information

For further information please visit www.nostrumoilandgas.com 

Further enquiries:

Nostrum Oil & Gas PLC

Thomas Hartnett - Chief Legal Officer / Company Secretary

ir@nog.co.uk

Instinctif Partners - UK

Galyna Kulachek

+ 44 (0) 207 457 2020

nostrum@instinctif.com

Notifying person

Thomas Hartnett

Company Secretary

About Nostrum Oil & Gas

Nostrum Oil & Gas PLC is an independent mixed-asset energy company with world-class gas processing facilities and export hub in north-west Kazakhstan. Its shares are listed on the London Stock Exchange (ticker symbol: NOG). The principal producing asset of Nostrum Oil & Gas PLC is the Chinarevskoye field which is operated by its wholly-owned subsidiary Zhaikmunai LLP, which is the sole holder of the subsoil use rights with respect to the development of the Chinarevskoye field. The Company also owns an 80% interest in Positiv Invest LLP, which holds the subsoil use rights for the "Kamenskoe" and "Kamensko-Teplovsko-Tokarevskoe" areas in the West Kazakhstan region (the Stepnoy Leopard fields).

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 "expects", "believes", "anticipates", "plans", "may", "will", "should" 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.