April 27 (Reuters) - North Energy NORTH.OL says:
* The board has adopted a proposal for a new corporate and
management structure
* The Board of Directors has therefore decided to hold an
Extraordinary General Meeting on 18 May 2016
* The planned new structure is also in part subject to
approval from the Ministry of Petroleum and Energy
* The purpose of the reorganisation is to create a more
flexible and robust corporate structure which includes
organizing its existing and new business segments in separate
subsidiaries
* Initially the Company will transfer all of its E&P related
activities to North E&P AS (formerly Explora Petroleum AS)
* Will outsource certain strategic, financial and business
advisory services to North Advisors AS ("North Advisors"), which
is an advisory company to be owned by a group of key
stakeholders of the Company, consisting of Anders Onarheim,
Rachid Bendriss and Didrik Leikvang
* The management team of North Advisors currently owns
directly and indirectly 14.3 per cent of the shares in North
Energy
* To facilitate the new corporate structure North Energy, a
new subsidiary of North Energy to be named North Energy Capital
AS ("NE Capital"), and North Advisors will enter into a
transaction agreement whereby North Energy will transfer
substantially all of its financial and operational assets to NE
Capital
* Settlement of the transaction shall be made through a
consideration of new preference shares and 80 per cent of the
ordinary shares in NE Capital
* North Advisors will hold the remaining 20 per cent of the
ordinary shares
* The preference shares held by North Energy will be
redeemed over three years and the Company intends to use the
proceeds received as dividend payments to shareholders in North
Energy
* The Board of Directors of North Energy believes the
current dislocation in energy markets will present attractive
investment opportunities and will evaluate opportunities within
the new scope of its articles of association including
activities within other energy forms and oil services
Source text for Eikon: ID:nHUGYswWR
(Reporting By Stine Jacobsen)
((stine.jacobsen@thomsonreuters.com;))