HALYK FINANCE ANNOUNCES THE RESULTS OF PRICING OF ZHAIKMUNAI INTERNATIONAL B.V.’S EUROBOND ISSUE
06.11.12 18:47
/KASE, November 6, 12/ - JSC "Subsidiary organization of Halyk Bank of
Kazakhstan "Halyk Finance" (Almaty, in the heading - JSC "Halyk Finance"), a
member of Kazakhstan Stock Exchange (KASE), provided today to KASE the
following communique:
quote
NOT FOR PUBLIC DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY,
IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA.
JSC "Halyk Finance", acting as a Joint Lead Manager in the new Eurobond issue of
Zhaikmunai International B.V. (hereinafter - the "Issuer"), which is a subsidiary
of Zhaikmunai L.P., announces the results of pricing of the Issuer's notes issued
in accordance with the foreign legislation.
On November 2, 2012, Zhaikmunai International B.V. successfully priced a long-
term Eurobond issue (hereinafter ? the "Notes"). The global guaranteed senior
unsecured notes were offered in accordance with Regulation S / Rule 144A of the
U.S. Securities Act 1933. The transaction is expected to close on or about
November 13, 2012.
The books opened with an initial price guidance of "7.25-7.5% area" but on the
back of a strong investor response the price guidance was revised down to a
tighter 7.125-7.25% range. With the total book being oversubscribed by more than 4
times, the Issuer has set the final offering yield to maturity at the lowest level
of the revised price guidance with the total issue size of U.S.$560,000,000.
Kazakhstan's investors, who submitted their order for the total of
U.S.$21,250,000, were allocated the Notes for the total nominal amount of
U.S.$18,250,000 (or 3.26% of the total issue). All orders from Kazakhstan's
investors were submitted by broker-dealers and their clients.
Jan-Ru Muller, Chief Financial Officer of Zhaikmunai commented:
"This new bond issue proved a major success for Zhaikmunai. The reaction from
investors was very positive and the book was over four times oversubscribed. It
corroborates the important progress we have made operationally since we issued
our first bond in October 2010. Over that period, Zhaikmunai has increased its
total production over five times and reduced its leverage on a Net Debt to EBITDA
basis from 3 times down to below 1. This financing provides an ideal platform as
Zhaikmunai continues its development programme. The excellent result of this
transaction has allowed us to extend over 80% of our existing liabilities to 2019
and to reduce our existing interest rate of 10.5% down to 7.125% on the US$ 560
million raised. We are also happy to see Kazakhstan institutional investors once
again proving their interest in Zhaikmunai's new issue and thus further
diversifying our global investor base".
Earlier, the Issuer announced a tender offer (the "Tender Offer") to purchase for
cash any and all Zhaikmunai LLP's outstanding U.S.$ 450,000,000 10.50% senior
notes due 2015. As of the early tender date - November 1 - an aggregate principal
amount of Zhaikmunai LLP's notes of approximately U.S.$348 million has been
validly tendered pursuant to the Tender Offer.
A brief summary of the final pricing terms follows below.
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Issuer: Zhaikmunai International B.V.
(Netherlands)
Security type: Global guaranteed senior unsecured
notes
Guarantors: Zhaikmunai LLP, Zhaikmunai L.P.,
Zhaikmunai Netherlands B.V., Zhaikmunai
Finance B.V., Claydon Industrial Limited,
Condensate-Holding LLP and Jubilata
Investments Limited
Aggregate principal amount of the U.S.$560,000,000
Issue:
Distribution: REG S / 144A (without registration rights)
Expected rating of the Notes: B2 / B (Moody's/S&P)
Maturity: 7 years (non-callable for the first 4 years)
(7NC4)
Maturity date: 13 November 2019
Coupon rate, %: 7.125%
Settlement date: 13 November 2012
Offering price: 100%
Interest payment dates: 14 May and 13 November, beginning
on 14 May, 2013
Yield to maturity: 7.125%
Day counting: 30/360
Identification numbers (ISIN): USN97716AA72 (REG S),
US98953VAA08 (144A)
Joint Bookrunners: Citigroup Global Markets Limited,
Merrill Lynch, Pierce, Fenner & Smith
Incorporated and VTB Capital plc
Joint Lead Managers: JSC Halyk Finance and GMP Securities
Europe LLP
Denomination: U.S.$200,000 and integral multiples of
U.S.$1,000 in excess thereof
Governing law: New York
Listing: Irish Stock Exchange
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About Zhaikmunai
Zhaikmunai is an independent oil and gas enterprise currently engaging in the
exploration and development and production of oil and gas. It is listed on the
London Stock Exchange (Ticker symbol: ZKM). Its principal producing asset is the
Chinarevskoye Field located in northwestern Kazakhstan. Zhaikmunai L.L.P., a
wholly-owned subsidiary of Zhaikmunai L.P., holds a 100% interest in and is the
operator of the Production Sharing Agreement for the Chinarevskoye Field.
Forward-Looking Statements
Some of the statements in this document are forward-looking. Forward-looking
statements include statements regarding the intent, belief and current
expectations of the Partnership or its officers with respect to various matters.
When used in this document, the words "expects," "believes," "anticipates,"
"plans," "may," "will," "should" and similar expressions, and the negatives
thereof, are intended to identify forward-looking statements. Such statements are
not promises or guarantees, and are subject to risks and uncertainties that could
cause actual outcomes to differ materially from those suggested by any such
statements.
The information contained herein shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of the Notes referred
to herein (the "Securities") in any jurisdiction in which such offer, solicitation
or sale would be unlawful absent registration, an exemption from registration or
qualification under the securities laws of any such jurisdiction. The distribution
of this press release may be restricted by law in certain jurisdictions and
persons into whose possession this press release or other information referred to
herein comes should inform themselves about and observe any such restriction. This
document is not a prospectus and, to the extent that it may constitute an
advertisement, does not constitute an offer to sell or the solicitation of an
offer to purchase Securities. Investors should not subscribe for any Securities
referred to herein except on the basis of the information contained in the
offering memorandum (as amended or supplemented) relating to the offering of the
Securities.
This press release does not constitute or form a part of an offer of Securities
for sale in the United States (including its territories and possessions, any
State of the United States and the District of Columbia). Securities may not be
offered or sold into the United States absent registration or an exemption from
registration as provided in the Securities Act, and the rules and regulations
thereunder. There is no intention to register any portion of any offering of
Securities in the United States or to conduct a public offering of Securities in
the United States.
This communication is only being distributed to and is only directed at (i)
persons who are outside the United Kingdom or (ii) to investment professionals
falling within Article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005 (the "Order") or (iii) high net worth entities,
and other persons to whom it may lawfully be communicated, falling within Article
49(2)(a) to (d) of the Order (all such persons together being referred to as
"relevant persons"). Any offering of Securities will only be made available to,
and any invitation, offer or agreement to subscribe, purchase or otherwise acquire
such Securities will be engaged in only with, relevant persons.
ANY DISCLAIMERS OR OTHER NOTICES THAT MAY APPEAR BELOW ARE
NOT APPLICABLE TO THIS COMMUNICATION AND SHOULD BE
DISREGARDED. SUCH DISCLAIMERS OR OTHER NOTICES WERE
AUTOMATICALLY GENERATED AS A RESULT OF THIS COMMUNICATION
BEING SENT VIA BLOOMBERG OR ANOTHER EMAIL SYSTEM.
unquote
[2012-11-06]