KazMunayGas gets tenders for $15.67 million 6% notes, consents to amend four other series

By Sarah Lizee

Olympia, Wash., March 29 – Kazakhstan’s KazMunayGas announced results of its consent solicitation to amend four series of notes as well as its tender offer for its $30,112,000 of outstanding $1 billion 6% notes due 2044.

As of the expiration time of 6 a.m. ET on March 27, holders had tendered $15.67 million of the 6% notes. The issuer intends to purchase all of the validly tendered notes.

The issuer also asked for consents to amend the 2044 notes to provide for mandatory early redemption of the notes on April 4 at the tender offer price plus accrued interest.

As of the expiration time, holders of 82.76% of the notes consented to the amendment.

The total purchase price is $1,020 for each $1,000 principal amount of notes tendered by the early deadline of 11:59 p.m. ET on March 12.

The total amount includes an early tender premium of $20 per $1,000 principal amount. The early consent fee is also $20 per $1,000 principal amount.

Holders will also receive accrued interest.

Following settlement, $14,442,000 of the 6% notes will be outstanding.

The tender was conditional upon the noteholder concurrently submitting a vote to approve the extraordinary resolution consenting to the proposed changes.

However, holders could receive the early consent fee without tendering the notes by giving their consents to the proposal before the early participation deadline. The early consent fee would only be paid if the resolution is approved at the meeting set for March 29 in London. Noteholders who consented to the proposal without tendering their notes after the early deadline will not receive the early consent fee.

KazMunayGas was also soliciting consents for the following notes:

• $500 million 3 7/8% notes due 2022;

• $406,564,000 of outstanding $1 billion 4.4% notes due 2023;

• $1 billion 4¾% notes due 2027; and

• $1.25 billion 5¾% notes due 2047.

As of the voting deadline on March 27, holders of 79.7% of the 3 7/8% notes, 87.7% of the 4.4% notes, 82.7% of the 4¾% notes and 91.6% of the 5¾% notes voted in favor of the proposals.

The early consent fee per $1,000 of notes is $6.26 for the 3 7/8% notes, $5.47 for the 4.4% notes, $9.87 for the 4¾% notes and $15.80 for the 5¾% notes. Settlement is expected for April 2.

The issuer was looking to align the terms of the four series of notes with those of the 2018 notes, which are its $500 million 4¾% notes due 2025, $1.25 billion 5 3/8% notes due 2030 and $1.5 billion 6 3/8% notes due 2048, according to the notice.

The reason for the 2044 offer “is to contribute to the deleveraging strategy that the issuer has implemented and to repurchase and/or redeem the notes in whole given the illiquid nature of the negligible principal amount of the 2044 notes left outstanding,” the previous release said.

The conditions included all four extraordinary resolutions being duly passed at the meetings and the 2044 offer being completed.

The dealer managers and solicitation agents are ING Bank NV, London Branch (+31 20 563 2132 or liability.management@ing.com), J.P. Morgan Securities plc (+44 20 7134 2468 or em_europe_lm@jpmorgan.com) and MUFG Securities EMEA plc (+ 44 20 7577 4048 or DCM-LM@int.sc.mufg.jp).

The tender and tabulation agent is Lucid Issuer Services Ltd. (fax +44 20 3004 1590, +44 20 7704 0880, kmg@lucid-is.com and https://portal.lucid-is.com).

KazMunayGas is an Astana, Kazakhstan-based state-owned oil and gas company.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.