Nu-Oil and Gas PLC (LON:NU) has revealed a restructuring amid a debt purchase by C4 Energy Ltd and a share placing.
C4 has acquired US$2.5mln worth of debt previously issued to Shard Capital, beginning in 2013, and its shareholders - which include former Aminex chief executive Jay Bhattacherjee - are participating in a £500,000 placing to provide short-term working capital. They will purchase 1bn new shares, priced at 0.05p, in the placing.
Additionally, post-acquisition, Nu will issue C4 with new loan notes that carry equity conversion rights priced at 0.05p giving it the opportunity to acquire up to 29.9% of the company.
Bhattacherjee is joining the company as non-executive chairman-elect along with fellow C4 shareholder Andrew Dennan, and, at the same time, chief financial officer Damian Minty has agreed to resign.
Damian Minty is joint managing director of the Marginal Field Development Company (MFDevCo) with Alison Pegram, who is also resigning. Non-executive directors Michael Bowman and Tejvinder Minhas have left the company with immediate effect.
Graham Scotton, previously executive chairman, transitions to non-executive chairman and non-executive director Frank Jackson remains with the board.
In the statement, Nu noted that it is now “actively conducting a review of all aspects of the company's business”.
Marginal field exit
Concurrently, Nu has agreed a deal to sell its 50% stake in MFDevCo to its partner RMRI Limited, a vehicle tied to former chief executive Alan Minty, in exchange for the release of Nu’s £1.23mln debt to RMRI.
Nu added that the JV partner will also be given £55,000 worth of Nu shares in relation to ongoing services rendered to the company.
The AIM-quoted firm noted that the arrangements represent a significant discount on the existing liability due to RMRI Limited for work undertaken by it on MFDevCo activities.
A general meeting will be called to seek shareholder approval for the restructuring.