NUOG.L Regulatory News (NUOG)

Share Conversion

Enegi entered into a consultancy agreement with Risk Management Research Institute (RMRI) Limited ("RMRI") on 1 October 2007 (the "Consultancy Agreement") pursuant to which RMRI and its associate companies (the "RMRI Companies"), some of which are controlled by Alan Minty, Chairman and Chief Executive of the Company, have provided services to Enegi, including geological, financial, legal and administrative services. The terms of the Consultancy Agreement were outlined in paragraph 11.11.13 of Part V of the Company's Admission Document. The value of invoices received by the Company in respect of services provided by the RMRI Companies pursuant to the Consultancy Agreement between October 2010 and December 2011 amount to £534,000. It has been agreed between the Company and the RMRI Companies that these invoices are to be satisfied by the issue of new ordinary shares in Enegi to the RMRI Companies. The terms of these arrangements have been agreed as follows:-

1. 4,450,000 new ordinary shares ("New Shares") have been issued to the relevant RMRI Companies in full and final settlement of the invoices (which equates to an average issue price of 12.0 pence per share, which is in excess of the closing price of the Company's ordinary shares on the dates of the relevant invoices from the RMRI Companies); and

2. A one half purchase warrant per New Share issued. Each full purchase warrant will allow the RMRI Companies to purchase one additional new ordinary share in the Company at an exercise price of 21 pence per new share, for a period of 18 months from 11th January 2012 (the "Warrant").

Alan Minty has a controlling interest in some of the RMRI Companies and, as such, these arrangements constitute a related party transaction for the purposes of Rule 13 of the AIM Rules. The Directors, excluding Alan Minty, consider, having consulted with Cenkos Securities plc, the Company's nominated adviser, that the terms of the transaction are fair and reasonable insofar as its shareholders are concerned.

Following this transaction and admission of the New Shares, Alan Minty will have an interest in 14,970,288 ordinary shares in the Company, representing 14.55 per cent. of the Company's enlarged issued share capital.

An application for admission of the New Shares has been made and Admission is expected to occur at 8.00 a.m. on 17 January 2012.

In conformity with the FSA's Disclosure and Transparency Rules, the Company notifies the market of the following:

Following Admission of the new ordinary shares on 17 January 2012, the Company's issued share capital consists of 102,873,832 ordinary shares with a nominal value of 1 pence each, with voting rights.

The Company does not hold any ordinary shares in Treasury.

The above figure of 102,873,832 ordinary shares may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the FSA's Disclosure and Transparency Rules.