TIDM67LN
RNS Number : 4607G
JSC National Company Kazmunaygas
20 November 2015
NOT FOR DISTRIBUTION IN, OR TO ANY PERSON LOCATED OR RESIDENT
IN, ANY JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS
ANNOUNCEMENT
JSC NATIONAL COMPANY KAZMUNAYGAS
ANNOUNCES EARLY TENDER RESULTS
Astana, Kazakhstan, 20 November 2015.
On 5 November 2015, JSC National Company KazMunayGas ("KMG"), on
behalf of itself and KazMunaiGaz Finance Sub B.V. ("KMG Finance"),
launched a cash tender offer (the "Offer") inviting all holders of
Notes (as defined below) in any Series (as defined below) to tender
their Notes, subject to the conditions set out in the Offer to
Purchase Memorandum dated 5 November 2015 (the "Offer to Purchase
Memorandum"). The Notes targeted by the Offer are: (i) any and all
of the outstanding U.S.$2,000,000,000 5.75% Notes due 2043 issued
by KMG (the "2043 Notes"); (ii) any and all of the outstanding
U.S.$1,000,000,000 6.00% Notes due 2044 issued by KMG (the "2044
Notes" and, together with the 2043 Notes, the "First Priority
Notes"); (iii) the outstanding U.S.$1,000,000,000 4.40% Notes due
2023 issued by KMG (the "2023 Notes"); (iv) the outstanding
U.S.$500,000,000 4.875% Notes due 2025 issued by KMG (the "2025
Notes" and, together with the 2023 Notes, the "Second Priority
Notes"); (v) the outstanding U.S.$1,500,000,000 7.00% Notes due
2020 issued by KMG (the "2020 Notes"); and (vi) the outstanding
U.S.$1,250,000,000 6.375% Notes due 2021 issued by KMG (the "2021
Notes" and, together with the 2020 Notes, the "Third Priority
Notes" and, collectively with the First Priority Notes and the
Second Priority Notes, the "Notes"). Each of the 2043 Notes, the
2044 Notes, the 2023 Notes, the 2025 Notes, the 2020 Notes and the
2021 Notes are herein referred to as a "Series" of Notes.
Capitalised terms used and not otherwise defined in this
announcement have the meanings given in the Offer to Purchase
Memorandum.
Further to the announcement of the Offer on 5 November 2015, KMG
hereby informs Noteholders that, as at the Early Expiration Time
(being 5:00 p.m. (New York time) on 19 November 2015), the
aggregate principal amount of Notes in each Series, respectively,
validly tendered (and not validly withdrawn), and received by the
Tender Agent at or prior to the Early Expiration Time, is set out
in the ninth column of the table below under the heading "Aggregate
Principal Amount Validly Tendered at the Early Expiration Time",
representing approximately U.S.$5.1 billion of principal amount of
the Notes. Validly tendered Notes are irrevocable after the Early
Expiration Time with any future valid tenders of Notes to be
considered irrevocable after that time.
The following table sets forth details of the Offer applicable
to Notes in each Series, as well as the aggregate principal amount
of Notes validly tendered at the Early Expiration Time,
respectively:
Relevant Price Aggregate
Principal
Amount Validly
Tendered at
the Early
Expiration
Time
-------------------------------------------------------------------------------------- ------------------- ---------------
Priority Series ISIN (Reg S/ Cusip (Rule Maturity Principal Early Standard
Acceptance of 144A): 144A): Amount Price Price
Level Notes Outstanding(1)
:
------------ -------- ---------------- -------------- ---------- ---------------- -------- --------- ---------------
First
Priority 2043 XS0925015157 / 30 April U.S.$2,000,000 U.S.$1,487,551
Notes Notes US46639UAB17 46639UAB1 2043 ,000 88.50% 85.50% ,000
------------ -------- ---------------- -------------- ---------- ---------------- -------- --------- ---------------
7
2044 XS1134544151 / November U.S.$969,388,0
Notes US48667QAK13 48667QAK1 2044 U.S.$1,000,000,000 90.50% 87.50% 00
-------- ---------------- -------------- ---------- ----------------------------- -------- --------- ---------------
Second
Priority 2023 XS0925015074 / 30 April U.S.$1,000,000 U.S.$589,019,0
Notes Notes US46639UAA34 46639UAA3 2023 ,000 95.50% 92.50% 00
------------ -------- ---------------- -------------- ---------- ---------------- -------- --------- ---------------
2025 XS1132166031 / 7 May U.S.$376,823,0
Notes US48667QAH83 48667QAH8 2025 U.S.$ 500,000,000 95.50% 92.50% 00
-------- ---------------- -------------- ---------- ----------------------------- -------- --------- ---------------
Third
Priority 2020 XS0506527851 / 5 May U.S.$1,500,000 U.S.$848,106,0
Notes Notes US48667QAE52 48667QAE5 2020 ,000 107.75% 104.75% 00
------------ -------- ---------------- -------------- ---------- ---------------- -------- --------- ---------------
2021 XS0556885753 / 9 April U.S.$819,433,0
Notes US48667QAF28 48667QAF2 2021 U.S.$1,250,000,000 104.75% 101.75% 00
-------- ---------------- -------------- ---------- ----------------------------- -------- --------- ---------------
__________
Note:
(1) Aggregate principal amount of Notes outstanding as at the date of this announcement.
No Notes purchased pursuant to the Offer will be reissued or
resold.
First Priority Notes Accepted for Purchase and Early Settlement
Date
KMG hereby announces that it has accepted for purchase all the
First Priority Notes validly tendered (and not validly withdrawn)
at the Early Expiration Time (representing an aggregate principal
amount of U.S.$$2,456,939,000).
Subject to the terms of the Offer to Purchase Memorandum, KMG
will pay to Holders of such First Priority Notes accepted for
purchase at the Early Expiration Time the applicable Early
Consideration (including amounts of Accrued Interest) for their
Notes, in cash, on 24 November 2015 ("Early Settlement Date").
The following table sets forth the details of the aggregate
principal amount of First Priority Notes accepted for purchase at
the Early Expiration Time and the Early Consideration payable
(including amounts of Accrued Interest) in respect of such First
Priority Notes:
Series of ISIN (Reg S/ Cusip (Rule Aggregate Aggregate Accrued Early
Notes 144A): 144A): Principal Principal Interest Consideration
Amount Amount Payable (including
Accepted for Outstanding Accrued Interest)
Purchase following
settlement on
Early
Settlement
Date
--------------- --------------- -------------- --------------- -------------- -------------- -------------------
2043 Notes XS0925015157 / 46639UAB1 U.S.$1,487,551 U.S.$512,449, U.S.$5,702,27 U.S.$1,322,184,913
US46639UAB17 ,000 000 8.97 .97
--------------- --------------- -------------- --------------- -------------- -------------- -------------------
2044 Notes XS1134544151 / 48667QAK1 U.S.$969,388,0 U.S.$30,612,0 U.S.$2,746,59 U.S.$880,042,739.4
US48667QAK13 00 00 9.46 6
--------------- --------------- -------------- --------------- -------------- -------------- -------------------
Second Priority Notes and Third Priority Notes
Details of Second Priority Notes and Third Priority Notes
accepted for purchase will be announced following the expiry of the
Offer at the Standard Expiration Time (as defined below). Holders
of Second Priority Notes and Third Priority Notes that were validly
tendered (and not validly withdrawn) at or prior to the Early
Expiration Time and accepted for purchase will be eligible to
receive the applicable Early Consideration for their Notes, which
will be payable on or about 10 December 2015 (the "Standard
Settlement Date").
Expiration Time
(MORE TO FOLLOW) Dow Jones Newswires
November 20, 2015 06:46 ET (11:46 GMT)
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