TIDM67LN
RNS Number : 5767T
JSC NC KazMunayGas
13 October 2017
13 October 2017
THIS NOTICE IS NOT FOR DISTRIBUTION TO ANY PERSON LOCATED OR
RESIDENT IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE
SUCH NOTICE.
JSC NC "KazMunayGas" ("KMG" or the "Issuer") and KazMunaiGaz
Finance Sub B.V. ("KMG Finance") announce the outcome of meetings
with respect to the consent solicitation in relation to the
outstanding notes issued by KMG detailed in the table below (each
of the six 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.$1,500,000,000 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.$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.$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")
Capitalised terms used but not defined in this notice shall have
the same meaning given to them in the Consent Solicitation
Memorandum dated 21 September 2017.
KMG would like to thank Noteholders for their participation and
the feedback that they have provided. KMG is pleased that the terms
of both the 2023 Notes and the 2044 Notes will be aligned with the
recently issued U.S.$500,000,000 3.875% Notes due 2022,
U.S.$1,000,000,000 4.75% Notes due 2027 and U.S.$1,250,000,000
5.75% Notes due 2047.
2020 Notes Solicitation
NOTICE IS HEREBY GIVEN by KMG and KMG Finance to the holders of
the 2020 Notes that at the Meeting of the holders of the 2020 Notes
held at 10:00 a.m. (London time) on 13 October 2017 at the offices
of Allen & Overy LLP, One Bishops Square, London E1 6AD, the
Extraordinary Resolution in relation to the 2020 Notes detailed in
the Notice of Meeting dated 21 September 2017 was not passed.
Accordingly, the modifications to, and consent in respect of, the
2020 Note Conditions, all as contemplated in the Notice of Meeting
dated 21 September 2017 will not be implemented. The 2020 Note
Conditions will remain in their present form, unamended and no
Early Consent Fee will be paid or become payable to holders of the
2020 Notes who have delivered consents under the Consent
Solicitation.
2021 Notes Solicitation
NOTICE IS HEREBY GIVEN by KMG and KMG Finance to the holders of
the 2021 Notes that at the Meeting of the holders of the 2021 Notes
held at 10:15 a.m. (London time) on 13 October 2017 at the offices
of Allen & Overy LLP, One Bishops Square, London E1 6AD, the
Extraordinary Resolution in relation to the 2021 Notes detailed in
the Notice of Meeting dated 21 September 2017 was not passed.
Accordingly, the modifications to, and consent in respect of, the
2021 Note Conditions, all as contemplated in the Notice of Meeting
dated 21 September 2017 will not be implemented. The 2021 Note
Conditions will remain in their present form, unamended and no
Early Consent Fee will be paid or become payable to holders of the
2021 Notes who have delivered consents under the Consent
Solicitation.
2023 Notes Solicitation
NOTICE IS HEREBY GIVEN by KMG and KMG Finance to the holders of
the 2023 Notes that at the Meeting of the holders of the 2023 Notes
held at 10:30 a.m. (London time) on 13 October 2017 at the offices
of Allen & Overy LLP, One Bishops Square, London E1 6AD, the
Extraordinary Resolution in relation to the 2023 Notes detailed in
the Notice of Meeting dated 21 September 2017 was duly passed.
Accordingly, the modifications to, and consent in respect of, the
2023 Note Conditions, all as contemplated in the Notice of Meeting
dated 21 September 2017 will be implemented by means of the
Proposed 2013 Supplemental Trust Deed. The Effective Date for
modifications and consents in respect of the 2023 Note Conditions
listed above to take effect will be 16 October 2017 and the
Settlement Date in respect of payment of the Early Consent Fee will
be 20 October 2017.
2025 Notes Solicitation
NOTICE IS HEREBY GIVEN by KMG and KMG Finance to the holders of
the 2025 Notes that the Meeting of the holders of the 2025 Notes
held at 10:45 a.m. (London time) on 13 October 2017 at the offices
of Allen & Overy LLP, One Bishops Square, London E1 6AD was
adjourned for want of a quorum and dissolved. Accordingly, the
Extraordinary Resolution in relation to the 2025 Notes detailed in
the Notice of Meeting dated 21 September 2017 will not be passed.
Accordingly, the modifications to, and consent in respect of, the
2025 Note Conditions, all as contemplated in the Notice of Meeting
dated 21 September 2017 will not be implemented. The 2025 Note
Conditions will remain in their present form, unamended and no
Early Consent Fee will be paid or become payable to holders of the
2025 Notes who have delivered consents under the Consent
Solicitation.
2043 Notes Solicitation
NOTICE IS HEREBY GIVEN by KMG and KMG Finance to the holders of
the 2043 Notes that at the Meeting of the holders of the 2043 Notes
held at 11:00 a.m. (London time) on 13 October 2017 at the offices
of Allen & Overy LLP, One Bishops Square, London E1 6AD, the
Extraordinary Resolution in relation to the 2043 Notes detailed in
the Notice of Meeting dated 21 September 2017 was not passed.
Accordingly, the modifications to, and consent in respect of, the
2043 Note Conditions and, all as contemplated in the Notice of
Meeting dated 21 September 2017 will not be implemented. The 2043
Note Conditions will remain in their present form, unamended and no
Early Consent Fee will be paid or become payable to holders of the
2043 Notes who have delivered consents under the Consent
Solicitation.
2044 Notes Solicitation
NOTICE IS HEREBY GIVEN by KMG and KMG Finance to the holders of
the 2044 Notes that at the Meeting of the holders of the 2044 Notes
held at 11:15 a.m. (London time) on 13 October 2017 at the offices
of Allen & Overy LLP, One Bishops Square, London E1 6AD, the
Extraordinary Resolution in relation to the 2044 Notes detailed in
the Notice of Meeting dated 21 September 2017 was duly passed.
Accordingly, the modifications to, and consent in respect of, the
terms and conditions of the 2044 Notes and the 2014 Trust Deed
constituting the 2044 Notes will be implemented by means of the
Proposed 2014 Supplemental Trust Deed. The Effective Date for
modifications and consents in respect of the 2044 Note Conditions
listed above to take effect will be 16 October 2017 and the
Settlement Date in respect of payment of the Early Consent Fee will
be 20 October 2017.
This Notice is given by:
JSC NC "KAZMUNAYGAS"
In conjunction with:
KAZMUNAIGAZ FINANCE SUB B.V.
None of the Solicitation Agents, the Tabulation Agent or the
Trustee, takes any responsibility for the contents of this
notice.
This information is provided by RNS
The company news service from the London Stock Exchange
END
MSCFFUFSDFWSEES
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