Listing on LSE
Zhaikmunai LP
28 March 2008
This announcement is an advertisement and not a prospectus and investors should
not subscribe for or purchase any limited partnership interests comprising
common units in the form of global depositary receipts (GDRs) or other
securities referred to in this announcement except on the basis of information
in the prospectus to be published by Zhaikmunai L.P. on the date hereof in
connection with the admission of its GDRs or other securities to the Official
List of the Financial Services Authority. Copies of the prospectus will,
following publication, be available from Zhaikmunai L.P.'s principal place of
business. This document does not constitute or form part of any offer or
invitation to sell or issue, or any solicitation of any offer to purchase or
subscribe for, any GDRs or other securities of Zhaikmunai L.P., nor shall any
part of it nor the fact of its distribution form part of or be relied on in
connection with any contract or investment decision relating thereto, nor does
it constitute a recommendation regarding the securities of Zhaikmunai L.P.
Zhaikmunai L.P. to list on London Stock Exchange at US$10 per GDR
London, 28 March 2008: Zhaikmunai L.P. ('Zhaikmunai' or the 'Partnership'),
the holding entity of an independent oil and gas enterprise operating in
Northwestern Kazakhstan, today announces an offering of global depositary
receipts ('GDRs') at a price of US$10 per GDR and the commencement of
conditional dealings on the London Stock Exchange. This follows the successful
completion of bookbuilding among institutional investors and the granting of the
necessary waivers and approvals from Khazakstan's Ministry of Energy & Mineral
Resources and KazMunaiGaz National Company.
The offer takes the form of a primary offering of GDRs representing
approximately 9.1 per cent of the enlarged equity of the business. The GDRs have
been admitted to listing on the Official List of the UK Financial Services
Authority and admitted to trading on the London Stock Exchange under the symbol
'ZKM'.
Highlights of the Offering:
• Price of US$10 per GDR, corresponding to an offer size of US$100m
• Offer of 10 million GDRs representing 9.1 per cent of the enlarged equity
of Zhaikmunai L.P.
• Offer to value enlarged equity of Zhaikmunai L.P. at US$1.1bn
• Conditional dealings in GDRs of Zhaikmunai L.P. commences on 28 March,
2008
Background:
Zhaikmunai L.P. announced its intention to launch a global offering on 5
November, 2007. On 18 December, 2007 Zhaikmunai L.P. announced that it had
decided to extend its IPO schedule pending discussions with Kazakhstan's
Ministry of Energy and Natural Resources and KazMunaiGaz National Company.
The decision to extend the IPO schedule followed correspondence with
Kazakhstan's Ministry of Energy and Natural Resources and KazMunaiGas National
Company in respect of the Ministry's pre-emptive acquisition right granted under
Article 71 of the Subsoil Law. Pursuant to this correspondence, Zhaikmunai L.P.
made a formal application to the Ministry to waive the pre-emption right in
December 2007. The waiver was duly granted on 13 March 2008.
Frank Monstrey, Chairman of the general partner of Zhaikmunai, said:
'We have held constructive and necessary discussions with the Ministry. We
always said we were optimistic they would go well and that we would be able to
offer the international investment community the opportunity to take part in our
IPO. I am delighted that we are now able to proceed. This global offering marks
an exciting stage in Zhaikmunai's development. We have a strong, high-quality
reserve base, good upside potential and a proven management team. The listing
will help Zhaikmunai to achieve its goals of increasing oil production,
improving the existing reserve base, exploiting our gas reserves and developing
transport links.'
ING has acted as Lead Manager and Sole Bookrunner for the Offering. Mirabaud
Securities and UniCredit CAIB UK Ltd have acted as Co-lead Managers.
Notes to editors
About Kazakhstan
Kazakhstan ranks ninth in the world by oil reserves and eleventh by oil and gas
reserves and is the second biggest oil producer (after Russia) among the former
Soviet republics. It has the Caspian region's largest recoverable crude oil
reserves. Kazakhstan's proved oil and gas reserves amounted to 39.8 billion
barrels and 105.9 trillion cubic feet respectively as of 31 December 2006,
according to the BP Statistical Review.
About the Group
Zhaikmunai's name is derived from 'Zhaik', being the Kazakh name for the Ural
River, and 'munai' which means oil or hydrocarbon in Kazakh. The Partnership is
the indirect holding company of an independent oil and gas business (the
'Group') engaged in the exploration, production and sale of crude oil and gas
condensate in northwestern Kazakhstan. The Group's licence area is the
Chinarevskoye field, which is located in the northern part of the oil-rich Pre-
Caspian Basin. The Group entered into a Production Sharing Agreement with the
Republic of Kazakhstan in 1997.
The Chinarevskoye field is located near the Kazakhstan-Russian border and close
to several major pipelines. Based on a reserve report prepared by Ryder Scott
Company L.P., Zhaikmunai's estimated gross proven plus probable hydrocarbon
reserves as at 1 July 2007 were 397 million boe. 'Gross' refers to such amount
being inclusive of royalties and amounts due in kind or cash to the Kazakhstan
government under the Production Sharing Agreement. Zhaikmunai began its first
crude oil production in October 2000 and produced approximately 1,848,000
barrels of crude oil in 2007. Currently all crude oil production is exported.
Gas sales are expected to begin following completion of a gas treatment facility
by October 2008. The Group has 15 existing wells and four exploration wells
under drilling and has invested approximately US$386 million in drilling and
field infrastructure since its current management took control in 2004.
For the first eleven months of 2007, the Group had revenues of US$97.2m and
EBITDA of US$59.2m compared with revenues of US$51.9m and EBITDA of $32.2m for
the same period of 2006. The Group currently transports its crude oil by truck
to a rail loading terminal 100km away in Uralsk, close to the Russian border.
Zhaikmunai is constructing an oil pipeline from the Chinarevskoye field to the
rail connection near Uralsk along with a new receiving oil loading terminal at
this connection which will allow it to deliver its oil directly to the loading
terminal for export by rail.
About the management
Mr. Frank Monstrey, 42, chairman of Zhaikmunai L.P., has 20 years experience in
corporate finance and private equity and has been active in Kazakhstan since
1994. He is supported by a highly experienced management team led by
Zhaikmunai's chief executive Mr. Kai-Uwe Kessel. A graduate of the Moscow
Academy of Oil and Gas, the German-born Mr Kessel has worked in the industry for
22 years and has held senior positions with EEG (Germany), Gaz de France and the
Kazakhstan joint venture KazGermunai, where he was a member and chairman of the
board.
Enquiries:
Media Contact:
Brunswick +44 20 7404 5959
Michael Harrison (Mob: + 44 7834 502406)
Carole Cable (Mob: +44 7974 982458)
ING
Mark Martin
Chris Godman
+44 20 7767 6437
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.
These forward-looking statements speak only as of the date of this document. The
Partnership expressly disclaims any obligation or undertaking to release
publicly any updates or revisions to any forward-looking statement contained
herein to reflect any change in the Partnership's expectations with regard
thereto or any change in events, conditions or circumstances on which any
forward-looking statement is based.
These materials are not an offer for sale of the securities in the United
States. The securities may not be offered or sold in the United States absent
registration or an exemption from registration under the U.S. Securities Act of
1933, as amended. The Partnership does not intend to register any portion of the
offering in the United States or to conduct a public offering of the securities
in the United States.
This communication is directed only at (i) persons who are outside the United
Kingdom, (ii) investment professionals falling within Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the '
Order') and (iii) high net worth entities, and other persons to whom it may
lawfully be communicated, falling within Article 49(2) of the Order (all such
persons together being referred to as 'relevant persons'). Any investment
activity to which this communication relates will only be available to and will
only be engaged with, relevant persons. Any person who is not a relevant person
should not act or rely on this document or any of its contents.
ING, Mirabaud Securities and UniCredit CAIB UK Ltd are acting exclusively for
the Partnership and the interest holders and no one else in connection with the
Offering. They will not regard any other person (whether or not a recipient of
this announcement) as their respective clients and will not be responsible to
anyone other than the Partnership for providing the protections afforded to
their respective clients nor for giving advice in relation to the Offering, the
contents of this announcement or any transaction or arrangement referred to
herein.
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