Dechert Advises on Two Major Debt Capital Markets Transactions in Kazakhstan

Dechert’s emerging markets team has advised on another two important capital markets transactions involving Kazakhstan issuers.

Dechert advised KazMunaiGaz Finance Sub B.V. (“KMG Finance”) and JSC National Company KazMunayGas (“KMG”), the largest oil & gas company in Kazakhstan, on the update of the US$10,500,000,000 Global Medium Term Note Programme established by KMG Finance and KMG and the issuances by KMG of US$500,000,000 4.875% Notes due 2025 (Series 8) and US$1,000,000,000 6.00% Notes due 2044 (Series 9) under the Programme.

The Notes have been listed on both the London Stock Exchange (LSE) and the Kazakhstan Stock Exchange (KASE). Citigroup Global Markets Limited, Credit Suisse Securities (Europe) Limited, Deutsche Bank AG, London Branch and UBS AG London Branch acted as Joint Bookrunners and Joint Lead Managers. JSC Skybridge Invest and JSC Kazkommerts Securities acted as Kazakhstan Bookrunners and Kazakhstan Lead Managers.

This dual-tranche offering represents the largest corporate eurobond deal in the CIS in 2014.

Dechert also advised JSC Kazkommertsbank (“KKB”), one of the largest commercial banks in the CIS and the largest commercial bank by total assets in Kazakhstan, on the invitation to the holders of the US$750,000,000 5.50% Notes due 2022 issued by JSC BTA Bank (“BTA”) to approve (i) the substitution of KKB in place of BTA as the principal debtor under the Notes and under the Trust Deed; and (ii) certain amendments to the terms and conditions of the Notes and corresponding changes to the Trust Deed.

Dechert previously advised KKB on its acquisition of a 46.5% equity stake in BTA from JSC Sovereign Wealth Fund “Samruk-Kazyna”, the Kazakhstan sovereign wealth fund, which closed earlier this year.

Partner Louise Roman led on both of the above debt transactions, assisted by associates Jennifer Buckett and Blake Hovander. Almaty partner Victor Mokrousov advised on Kazakhstan law matters on both deals, with Almaty associate Yelena Pestereva also advising on the KMG transaction. Mokrousov led the team on the acquisition, with support from Roman and Buckett on cross-border matters.

Source:  www.dechert.com