REG - JSC NatCo Kaz.Temir - Tender Offer

Mitsubishi UFJ FinancialAnnouncement

04/06/2020 11:15

RNS Number : 9603O
  
JSC Nat.Co. Kazakhstan Temir Zholy
  
04 June 2020
  
 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN, OR INTO, THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS, ANY STATE OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA) OR TO ANY U.S. PERSON (AS SUCH TERM IS DEFINED IN REGULATION S UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED) OR IN, OR INTO, ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT. 
4 June 2020
JOINT STOCK COMPANY "NATIONAL COMPANY "KAZAKHSTAN TEMIR ZHOLY" ANNOUNCES RESULTS OF TENDER OFFER IN RESPECT OF ITS U.S.$1,100,000,000 6.950% GUARANTEED NOTES DUE 2042 (ISIN (REG S): XS0799658637; COMMON CODE 079965863)
On 26 May 2020, Joint Stock Company "National Company "Kazakhstan Temir Zholy" (the "Issuer") invited the holders (the "Holders") of its outstanding U.S.$1,100,000,000 6.950% Guaranteed Notes due 2042 (the "Notes") to tender such Notes held by it for purchase by the Issuer for cash (the "Tender Offer") (subject to certain offer and distribution restrictions).
The Tender Offer was made on the terms and subject to the conditions set forth in the Tender Offer Memorandum dated 26 May 2020 (the "Tender Offer Memorandum"). Capitalised terms used in this announcement but not otherwise defined have the meanings given to them in the Tender Offer Memorandum.
Final Results
The Tender Offer expired at 5:00 p.m. (London time) on 2 June 2020 (the "Expiration Deadline"). As at the Expiration Deadline, the Issuer had received valid Tender Instructions in respect of U.S.$217,022,000 in aggregate principal amount of Notes. The Issuer hereby informs the Holders that the Issuer has accepted for purchase all validly tendered Notes and set the Maximum Acceptance Amount to U.S.$217,022,000. The following table sets forth the results of the Tender Offer:




Description of the Notes




Regulation S ISIN / Common Code




Amount Issued




Purchase Price per U.S.$1,000 in principal amount of Notes




Principal Amount of Notes validly tendered




Maximum Acceptance Amount /Principal Amount of Notes accepted for purchase




Amount Outstanding following completion of the Tender Offer



 




U.S.$1,100,000,000 6.950% Guaranteed Notes due 2042


XS0799658637/ 079965863


U.S.$1,100,000,000


U.S.$1,280.00


U.S.$217,022,000


U.S.$217,022,000






U.S.$882,978,000

















On or about 10 June 2020 (the "Settlement Date"), subject to the conditions described in the Tender Offer Memorandum, including the New Financing Condition which has been satisfied, the Holders whose Notes have been accepted for purchase, will be paid (a) the Purchase Price for the validly tendered and accepted Notes and (b) the Accrued Interest from (and including) the interest payment date immediately preceding the Settlement Date to (but excluding) the Settlement Date. Tendered Notes will remain blocked until the Settlement Date.
The Tender Offer has now expired, and no further Notes may be tendered for purchase. 
It is the Issuer's current intention that Notes repurchased by the Issuer pursuant to the Tender Offer will be cancelled but the Issuer reserves the right to hold the Notes.
Notes that have not been successfully tendered for purchase and accepted by the Issuer pursuant to the Tender Offer and the terms and conditions set out in the Tender Offer Memorandum will remain outstanding and will remain subject to the terms and conditions of such Notes.
This announcement is made by:
Joint Stock Company "National Company "Kazakhstan Temir Zholy"

6 Kunayev Street,

Esil District, Nur-Sultan, 010000

Republic of Kazakhstan
This announcement is made by Dair Kusherov, Deputy Chairman of the Board for Finance, on behalf of Joint Stock Company "National Company "Kazakhstan Temir Zholy" and constitutes a public disclosure of inside information under Regulation (EU) 596/2014 (16 April 2014).




 
The Dealer Managers for the Tender Offer are:






MUFG Securities EMEA plc
Ropemaker Place
25 Ropemaker Street
London EC2Y 9AJ
United Kingdom
 
Attention: Liability Management Group
Telephone: +44 20 7577 4145
Email:  liability.management@mufgsecurities.com
 
 






Société Générale
One Bank Street,
Canary Wharf,
E14 4SG London
United Kingdom
 
Attention: Liability Management Group
Telephone: +44 20 7676 7951
Email: liability.management@sgcib.com



Sova Capital Limited
12th Floor, 88 Wood Street
EC2V 7RS, London
Attention:  Capital Markets Origination
Telephone: +44 20 7826 8200
Email:  cmo@sovacapital.com
 
The Tender Agent for the Tender Offer is:
 
Lucid Issuer Services Limited
Tankerton Works
12 Argyle Walk
London WC1H 8HA
 
Attention: David Shilson
Telephone: +44 20 7704 0880
Email: ktz@lucid-is.com
Website: https://portal.lucid-is.com
 
 




DISCLAIMER
This announcement is for informational purposes only. The Tender Offer was made only pursuant to the Tender Offer Memorandum and only in such jurisdictions as is permitted under applicable law. None of this announcement, the Tender Offer Memorandum nor any other documents or materials relating to the Tender Offer constitutes an offer to purchase or the solicitation of an offer to tender or sell Notes to or from any person located or resident in any jurisdiction where such offer or solicitation is unlawful.
 
 
 
 


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