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06.12.2005 Acquisition of Nelson

Acquisition of Nelson  

LUKOIL Overseas Holding Ltd. (LUKOIL) is pleased to announce that the requisite conditions precedent, including shareholder approval and Kazakhstan governmental approvals, have been obtained and that the acquisition of Nelson Resources Limited (Nelson) has been completed.
The Registrar of Corporate Affairs of the British Virgin Islands has approved the merger of Nelson Resources Limited, a Bermuda company, with and into Caspian Investments Resources Limited (Caspian), a wholly owned subsidiary of LUKOIL. 
As a result of the merger, Caspian as the surviving company has become the owner of all the rights and property of Nelson. In addition, all shares of Nelson have been cancelled and, in lieu thereof, all holders of Nelson shares (Nelson Shareholders) are entitled to receive a cash payment of US$ 2.19162 per Nelson share upon settlement.
As the sole owner, LUKOIL has assumed full management control over Nelson’s assets and projects, which include projects for production of hydrocarbons in the Western part of the Republic of Kazakhstan in the Alibekmola, Kozhasai, Karakuduk, North Buzachi and Arman fields, and options to acquire two exploration blocks in the Kazakhstani sector of the Caspian Sea – Zhambai South and South Zaburunie.
Computershare Investors Service Inc., as depositary for the transaction, will commence making payments by December 8, 2005, to Nelson Shareholders who have delivered all required documents in accordance with the instructions contained in the Management Information Circular of Nelson dated October 28, 2005. Payment will be forwarded to all other Nelson shareholders three business days after they have delivered the required documentation in compliance with those instructions.