White & Case
  Press Releases
Largest Emerging Market Corporate Bond in History
$3 Billion KazMunaiGas Debt Securities Offering

London, Almaty, July 3, 2008 ... Global law firm White & Case LLP advised ABN AMRO Bank N.V, Citigroup Global Markets Ltd and Credit Suisse Securities (Europe) Ltd as the Joint Arrangers on the establishment of a $3 billion Global Medium Term Note Programme (the programme) for KazMunaiGas ("KMG"), the Kazakh state oil and gas company. Shortly after establishment and following a successful roadshow which resulted in an order book of $6 billion, the debt issue under the programme of $3 billion, in two tranches of $1.6 billion and $1.4 billion, was completed, making it the largest emerging market corporate bond in history.

The notes were issued via KazMunaiGaz Finance Sub B.V. and guaranteed by KazMunaiGas and were sold in the US in reliance of Rule 144A under the Securities Act. The Notes will be listed on the Official List of the London Stock Exchange.

"With an order book reaching $6 billion it is clear that investors still have a healthy appetite for the right type of assets even in volatile markets, and this was both an attractive and rare opportunity for investors to gain exposure to a new emerging market name in the oil and gas sector," explained Stuart Matty, the White & Case partner advising on the deal. "To enable the current markets to absorb the largest emerging market corporate credit in history, the challenge was to develop an innovative covenant package which would provide maximum investor protection but still give KMG sufficient flexibility to operate, a problem not usually encountered in quasi-sovereign transactions. Having our emerging market, US and high yield securities lawyers working seamlessly under one roof ensured that we were able to achieve this first in quasi-sovereign credit in record time."

The White & Case team advising the Joint Arrangers on the deal was led by partner Stuart Matty, working alongside partners Sven Krogius and Jon Bloom and associates Dave Gossen, Michael Bark-Jones, Elena Andreeva, Denise Ryan and Henrikki Harsu in London and partner Yuriy Maltsev and associates Maxim Grekov and Vilen Adjivefayev in Almaty.

KazMunaiGas has vertically integrated upstream, midstream and downstream operations located principally in Kazakhstan. It has proven reserves of 4,236 million barrels of oil and produced approximately 109 million barrels in 2007. In 2006 White & Case acted for JSC KazMunaiGas Exploration Production, a subsidiary of KazMunaiGas, on its $2.03 billion IPO of shares and GDRs to institutional investors. This was the largest IPO in Kazakh history. In July 2007 White & Case also acted on an offering for Intergas Central Asia, the operator of the gas pipeline transportation network in Kazakhstan, also a subsidiary of KazMunaiGas.

White & Case regularly advises on landmark capital markets transactions involving the emerging markets. Examples of such work include:
  • representing Guaranty Trust Bank plc, one of Nigeria's major commercial banks, in its $750 million global offering of GDRs listed on the LSE, which was the first Nigerian GDR listing on the LSE;
  • representing leading Indian real estate company DLF Ltd. on its $2.25 billion Initial Public Offering (IPO) on the National Stock Exchange of India and the Bombay Stock Exchange, which was the largest flotation in Indian stock market history;
  • representing JPMorgan Securities Ltd., Lehman Brothers International (Europe) and Merrill Lynch International on the IPO of Oil Refineries Ltd., an Israeli corporation wholly owned by the State of Israel, on the Tel Aviv Stock Exchange (TASE). The flotation raised NIS6.43 billion (approximately $1.54 billion), making it the largest-ever IPO on the TASE, as well as being the largest-ever privatisation in the history of the State of Israel;
  • representing JSC Kazkommertsbank in its $845 million global offering of GDRs to institutional investors on the LSE; and
  • representing ABN AMRO Bank N.V. on a $200 million subordinated loan to OJSC Russian Agricultural Bank ("RAB"), which was the first ever Upper Tier 2 equivalent regulatory capital financing in Russia. 

About White & Case
White & Case LLP is a leading global law firm with more than 2,300 lawyers in 37 offices in 25 countries. Our clients value the breadth and depth of our US, English and local law capabilities and rely on us for their complex cross-border commercial and financial transactions and for international arbitration and litigation. Whether in established or emerging markets, the hallmark of White & Case is our complete dedication to the business priorities and legal needs of our clients.

Contact:
Sara McIlroy
Regional Media Relations Manager - EMEA
44 0 20 7532 2946


Alexandra Henderson
Media Relations Executive, White & Case
44 0 20 7532 2848