TIDM67LN
RNS Number : 6962K
JSC NC KazMunayGas
11 July 2017
11 July 2017
THIS ANNOUNCEMENT IS NOT FOR DISTRIBUTION TO ANY PERSON LOCATED
OR RESIDENT IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE
SUCH ANNOUNCEMENT.
JSC NC "KazMunayGas" ("KMG" or the "Issuer") and KazMunaiGaz
Finance Sub B.V. ("KMG Finance") announce the termination of the
consent solicitation in relation to the outstanding notes issued by
KMG detailed in the table below (each of the ten series of notes
referred to below, a "Series", and all outstanding notes of all
Series collectively, the "Notes")
Rule 144A
Regulation Global
S Global Note ISIN
Note ISIN / Common
Description / Common Code /
of Notes Code CUSIP Amount Issued Amount Outstanding
------------------- ------------- ------------- ------------------- -------------------
U.S.$1,600,000,000 XS0373641009 US48667QAA31 U.S.$1,600,000,000 U.S.$1,600,000,000
9.125% notes / 037364100 / 037371971
due 2018 / 48667QAA3
(the "2018
Notes")
U.S.$1,500,000,000 XS0506527851 US48667QAE52 U.S.$1,500,000,000 U.S.$1,371,437,000
7.000% notes / 050652785 / 050653145
due 2020 / 48667QAE5
(the "2020
Notes")
U.S.$1,250,000,000 XS0556885753 US48667QAF28 U.S.$1,250,000,000 U.S.$1,130,274,000
6.375% notes / 055688575 / 055708223
due 2021 / 48667QAF2
(the "2021
Notes")
U.S.$500,000,000 XS1595713279 US48667QAM78 U.S.$500,000,000 U.S.$500,000,000
3.875% notes / 159571327 / 159943119
due 2022 / 48667QAM7
(the "2022
Notes")
U.S.$1,000,000,000 XS0925015074 US46639UAA34 U.S.$1,000,000,000 U.S.$406,564,000
4.400% notes / 092501507 / 092527441
due 2023 / 46639UAA3
(the "2023
Notes")
U.S.$500,000,000 XS1132166031 US48667QAH83 U.S.$500,000,000 U.S.$123,177,000
4.875% notes / 113216603 / 113217545
due 2025 / 48667QAH8
(the "2025
Notes")
U.S.$1,000,000,000 XS1595713782 US48667QAN51 U.S.$1,000,000,000 U.S.$1,000,000,000
4.75% notes / 159571378 / 159943038
due 2027 / 48667QAN5
(the "2027
Notes")
U.S.$2,000,000,000 XS0925015157 US46639UAB17 U.S.$2,000,000,000 U.S.$512,249,000
5.750% notes / 092501515 / 092527425
due 2043 / 46639UAB1
(the "2043
Notes")
U.S.$1,000,000,000 XS1134544151 US48667QAK13 U.S.$1,000,000,000 U.S.$30,112,000
6.000% notes / 113454415 / 113454202
due 2044 / 48667QAK1
(the "2044
Notes")
U.S.$1,250,000,000 XS1595714087 US48667QAP00 U.S.$1,250,000,000 U.S.$1,250,000,000
5.75% notes / 159571408 / 159943127
due 2047 / 48667QAP0
(the "2047
Notes")
On 20 June 2017, the Issuer, in conjunction with KMG Finance,
announced and launched a consent solicitation (the "Consent
Solicitation") to approve certain modifications of the terms and
conditions of the Notes as set out in a consent solicitation
memorandum dated 20 June 2017 (the "Memorandum"). Capitalised terms
used in this announcement, but not defined herein have the same
meaning ascribed to them in the Memorandum.
Following the Final Consent Expiration Time, based on the votes
that have been cast the Extraordinary Resolutions would have passed
in respect of the Noteholders meetings for a few Series of Notes
but as the Extraordinary Resolutions would not have passed at the
meetings in respect of all the Series, KMG has resolved not to
proceed with the Consent Solicitation. Consequently, any Electronic
Voting Instructions or Forms of Sub-Proxy previously given by
Noteholders in respect of the Proposal will be disregarded and have
no effect, and any Notes previously blocked in the Clearing Systems
in respect of such instructions / forms will be released and
returned to Noteholders. It is not intended that the Extraordinary
Resolutions set out in the Memorandum will be presented to the
Meetings scheduled to take place on 12 July 2017 and accordingly
each Meeting scheduled to take place on 12 July 2017 will be
adjourned sine die. Accordingly, each Trust Deed will remain in its
present form, unamended. As a result of the withdrawal of the
Consent Solicitation, no Early Consent Fee will be paid or become
payable to holders of Notes who have delivered consents under the
Consent Solicitation.
This announcement confirms the formal withdrawal of the Consent
Solicitation. KMG and KMG Finance reserve the right to initiate a
new consent solicitation at a later date, but they are under no
obligation to do so.
KMG would like to thank Noteholders for their participation and
the feedback that they have provided.
Solicitation Agents
Any questions from any person (other than persons located and/or
resident in Kazakhstan) regarding the terms of the termination or
the Consent Solicitation may be directed to the Solicitation Agents
at the addresses and telephone numbers specified below:
SOLICITATION AGENTS
CITIGROUP GLOBAL CREDIT SUISSE SECURITIES
MARKETS LIMITED (EUROPE) LIMITED
Citigroup Centre One Cabot Square
Canada Square London E14 4QJ
London E14 5LB United Kingdom
United Kingdom
Attention: Liability Tel: +44 (0) 20 7883 8763
Management Group Email: liability.management@credit-suisse.com
Tel: +44 20 7986 8969
Email: liabilitymanagement.europe@citi.com
Tabulation Agent
Noteholders may obtain copies of the Memorandum, the Notices of
Meetings and any announcements in connection with the Solicitation
from the Tabulation Agent:
TABULATION AGENT
Lucid Issuers Services Limited
Tankerton Works
12 Argyle Walk
London WC1H 8HA
United Kingdom
Attention: David Shilson / Alexander Yangaev
By telephone: +44 207 704 0880
By email: kmg@lucid-is.com
Neither the Solicitation Agents, the Tabulation Agent, Citicorp
Trustee Company Limited (the "Trustee"), KMG nor KMG Finance takes
any responsibility for the contents of this announcement and none
of KMG, KMG Finance, the Solicitation Agents, the Tabulation Agent,
the Trustee or any of their respective directors, employees or
affiliates makes any representation or recommendation whatsoever
regarding the Solicitation, or any recommendation as to whether
Noteholders should provide their consent in the Solicitation. This
announcement must be read in conjunction with the Memorandum. This
announcement and the Memorandum contain important information which
should be read carefully before any decision is made with respect
to the Solicitation. If any Noteholder is in any doubt as to the
action it should take, it is recommended to seek its own advice,
including as to any tax consequences, from its stockbroker, bank
manager, solicitor, accountant or other independent adviser.
Within the United Kingdom, this announcement is directed only at
persons having professional experience in matters relating to
investments who fall within the definition of "investment
professionals" in Article 19(5) of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005 ("relevant
persons"). The investment or investment activity to which this
announcement relates is only available to and will only be engaged
in with relevant persons and persons who receive this announcement
who are not relevant persons should not rely or act upon it.
This announcement is not a solicitation of consent with respect
to any Notes and does not constitute an invitation to participate
in the Solicitation in or from any jurisdiction in or from which,
or to or from any person to or from whom, it is unlawful to make
such invitation under applicable securities laws. The Consent
Solicitation is being made solely pursuant to the Memorandum, which
sets forth a detailed statement of the terms of the
Solicitation.
The distribution of this announcement in certain jurisdictions
may be restricted by law. Persons into whose possession this
announcement comes are required to inform themselves about, and to
observe, any such restrictions.
This information is provided by RNS
The company news service from the London Stock Exchange
END
MSCDMGMNNMKGNZG
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