REG-Zhaikmunai LP Zhaikmunai receives Article 71 Waiver

Released: 10/09/2009

  com:20090910:RnsJ8134Y
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RNS Number : 8134Y  
  
Zhaikmunai LP  
  
10 September 2009  
  
 NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR 
into AUSTRALIA, CANADA, JAPAN OR THE UNITED STATES  
  
ZHAIKMUNAI L.P.  
  
Zhaikmunai receives Article 71 Waiver   
  
London, 10 September 2009: Zhaikmunai L.P. (LSE:ZKM) ("Zhaikmunai"), the oil and 
gas exploration, development and production business based in northwestern 
Kazakhstan, today announces that it has received all necessary regulatory 
approvals from the Kazakh authorities required for its placing to raise US$300 
million through the sale of 75,000,000 new common units (the "Placing") in the 
form of global depositary receipts ("GDRs").    
  
The relevant Kazakh authorities have confirmed to Zhaikmunai that they do not 
intend to exercise their priority right to purchase the GDRs in accordance with 
Article 71 of the Kazakh Subsurface and Subsurface Use Law and that they approve 
the Placing. The Placing was conditional upon, inter alia, the receipt of such 
regulatory approval.  
  
As previously announced, on 27 August 2009 Zhaikmunai signed an amendment 
agreement with BNP Paribas pursuant to which Zhaikmunai's existing loan facility 
will be amended and the outstanding defaults under the facility will be waived, 
subject to the satisfaction of certain conditions including completion of the 
Placing.   
  
Zhaikmunai expects that all remaining conditions to the Placing will be 
satisfied and that the closing of the Placing and admission of the GDRs to the 
Official List of the UK Financial Services Authority and admission to trading of 
the GDRs on the main market of the London Stock Exchange will occur on 15 
September 2009.   
  
Further enquiries    
  
Zhaikmunai                    info@zhaikmunai.com    
  
Brunswick                     +44 (0)20 7404 5959            
  
Michael Harrison  
  
Carole Cable    
  
About Zhaikmunai    
  
Zhaikmunai L.P. is a limited partnership engaged in oil and gas exploration, 
development and production that is quoted on the London Stock Exchange PLC 
(Ticker symbol: ZKM). Its principal producing asset is the Chinarevskoye Field 
located in northwestern Kazakhstan.    
  
Zhaikmunai L.L.P., a wholly-owned subsidiary of Zhaikmunai L.P., holds a 100% 
interest in and is the operator of the Production Sharing Agreement for the 
Chinarevskoye Field.    
  
www.zhaikmunai.com    
  
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 Zhaikmunai 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.  
  
This announcement is not an offer of securities for sale in the United States. 
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. Zhaikmunai has not registered and does not intend to register any 
portion of the Placing in the United States, and Zhaikmunai does not intend to 
make any public offering of securities in the United States.  
  
This announcement and any Placing mentioned herein if made subsequently are only 
addressed to and directed at persons in member states of the European Economic 
Area who are "qualified investors" within the meaning of Article 2(1)(e) of the 
Prospectus Directive (Directive 2003/71/EC) ("Qualified Investors"). In 
addition, this announcement is for distribution in the united kingdom only to 
(i) investment professionals falling within article 19(5) of the Financial 
Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or 
(ii) high net worth entities and other persons to whom it may lawfully be 
communicated, falling within article 49(2)(a) to (d) of the Order (all such 
persons together being referred to as "relevant persons"). This announcement is 
directed only at relevant persons and it is not intended to be distributed, 
directly or indirectly, to any other person in the United Kingdom. Any person 
who is not a relevant person should not act or rely on this announcement or any 
of its contents. Any investment or investment activity to which this 
communication relates is available only to relevant persons and will be engaged 
in only with relevant persons. Other persons should not act or rely on this 
document or any of its contents.  
  
Neither this announcement nor any copy of it may be taken or transmitted into 
the United States, Australia, Canada or Japan or to a resident, national or 
citizen of the United States, Australia, Canada or Japan. This announcement does 
not constitute or form part of any offer or invitation to sell, or any 
solicitation of any offer to purchase nor shall it (or any part of it) or the 
fact of its distribution, form the basis of, or be relied on in connection with, 
any contract therefor. The Placing and the distribution of this announcement and 
other information in connection with the Placing in certain jurisdictions may be 
restricted by law and persons into whose possession any document or other 
information referred to herein comes should inform themselves about and observe 
any such restriction. Any failure to comply with these restrictions may 
constitute a violation of the securities laws of any such jurisdiction.  
  
Common Units in Zhaikmunai have not been and will not be registered under the 
applicable securities laws of Australia, Canada or Japan and, subject to certain 
exceptions, may not be offered or sold within Australia, Canada or Japan or to, 
or for the account or benefit of, citizens or residents of Australia, Canada or 
Japan except under circumstances which will result in the full compliance with 
the applicable laws and regulations promulgated by the relevant regulatory 
authorities in effect at the relevant time.   
  
ING Bank NV, FirstEnergy Capital Corp., Mirabaud Securities LLP and Renaissance 
Securities (Cyprus) Limited are acting exclusively for Zhaikmunai 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 Zhaikmunai for providing the 
protections afforded to their respective clients nor for giving advice in 
relation to the Placing and, the contents of this announcement or any 
transaction or arrangement referred to herein.  
  
 
This information is provided by RNS  
  
The company news service from the London Stock Exchange  
  
  END  
  
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