Zhaikmunai (Kazakhstan) announces Consent Solicitation regarding bonds USN97708AA49, US98951QAA31 (ZHMNe1)

22.02.12 17:04
/KASE, February 22, 12/ - LLP "Zhaikmunai" (Oral), whose securities are officially listed at Kazakhstan Stock Exchange (KASE), today provided KASE with the following communique of February 21, 2012: quote Zhaikmunai L.P. (the "Parent"), a limited partnership established under the laws of Isle of Man announces that Zhaikmunai LLP (the "Issuer"), having its registered office at 59/2 Prospekt Evrazia, Uralsk, West Kazakhstan Oblast, 090002 Kazakhstan has today commenced the solicitation (the "Solicitation") of consents (the "Consents" and each, a "Consent") from Holders of the US$450,000,000 10.50% Senior Notes due 2015 (the "Notes") (ISIN: (RegS)USN97708AA49/(144A)US98951QAA31) (CUSIP:(RegS)N97708AA4/(144A)98951QAA3). The terms and conditions of the Solicitation are described in the Consent Solicitation Statement dated February 21, 2012 (the "Consent Solicitation Statement"). Capitalised terms used in this announcement have the meanings ascribed to them in the Consent Solicitation Statement. The Parent is considering seeking a listing (the "Listing") of all or a portion of its Capital Stock (or all or a portion of the Capital Stock of a new (direct or indirect) holding company of the Issuer ("NewCo")) on either the London Stock Exchange plc (the "London Stock Exchange") or another recognized stock exchange (which may be an unregulated market for purposes of European Union legislation) or alternatively, to list its GDRs on another recognized stock exchange which may, in each case, require the termination of its GDR listing on the London Stock Exchange. In addition, in connection with the Listing and/or in connection with a reorganization of the corporate structure of the Parent and its Restricted Subsidiaries, the Parent and its Restricted Subsidiaries may undertake certain reorganization transactions, which may require the implementation of one or more transactions (the "Reorganization Transactions", as more fully described in the Consent Solicitation Statement). The Issuer, subject to the terms and conditions set forth in the Consent Solicitation Statement, is soliciting the Consents of Holders of Notes to (a) amend and/or waive certain provisions of the Indenture to permit the Parent or Newco to effect the Listing; (b) permit the Parent and/or its Restricted Subsidiaries to undertake certain of the Reorganization Transactions; (c) authorize and direct the Trustee and the Collateral Agent and authorize and direct the Trustee to instruct the Collateral Agent to enter into a supplemental indenture (the "Supplemental Indenture") to amend the Indenture to permit the Listing and/or the Reorganization Transactions; and (d) to the extent necessary under the Indenture, authorize and direct the Trustee and the Collateral Agent and authorize and direct the Trustee to instruct the Collateral Agent to enter into any amendments to or waive any provisions of the Indenture that would prohibit the Listing and/or the Reorganization Transactions. unquote The full press-release is available on KASE website, at: - http://www.kase.kz/files/emitters/ZHMN/zhmn_reliz_210212.pdf - in Russian; - http://www.kase.kz/files/emitters/ZHMN/zhmn_reliz_210212_e.pdf - in English. [2012-02-22]