Kazakhstan
About
Our on-the-ground team has been representing clients doing business in Kazakhstan since 1992. As our clients take advantage of the advances and investment opportunities taking place in Kazakhstan, which has the largest economy in the Central Asian region, they rely on our global footprint and local experience to realize their business objectives. Many of our deals are acknowledged "firsts" in the market, ranging from early privatization to major foreign investment, and including the entry of Kazakhstan companies into international markets.
Recent innovative examples include the debut offering of euronotes of Sovereign welfare fund "Samruk-Kazyna"; representation of national oil company KazMunayGas in its IPO on AIX and KASE, Kaspi.kz in relation to the largest IPO of a Kazakhstani company on LSE and AIX; in addition advising underwriters on recent IPO of kaspi.kz on Nasdaq; KazMunaiGas Exploration and Production JSC in relation to its buyback offer for shares and GDRs; and the development of the new Subsoil Use Code and the Commentary to it, a key legislation in a country rich in oil, gas and other minerals. Other "firsts" include work on Constitutional Law of the Republic of Kazakhstan "On the International Financial Centre Astana" (AIFC) and establishment of a new Astana International Stock Exchange within the AIFC territory—AIX, including the registration of the first foreign company there—China Development Bank, the first IPO on AIX by KazAtomProm.
For foreign investors operating in this vibrant business environment, we provide advice on areas including energy, oil & gas, minerals, banking, capital markets and project finance transactions. One of the largest and most successful projects for foreign investors was the completion of a two-year bid process for construction and operation of the highway "Big Almaty Ring Road (BAKAD)," the largest infrastructure project based on PPP, in favor of our clients. It is the first and largest road PPP in Kazakhstan.
To convey the best solutions in clients' interests, our lawyers work in close cooperation with other offices and key teams in London, Singapore and New York, in line with offices in China, combining the Firm's global cross-practice and industry-specific experience with deep knowledge of local law.
AWARDS & RECOGNITION
Band 1 ranking for Corporate and Finance
Band 3 ranking for Energy and Natural Resources
Chambers and Partners, Global 2024
Tier 2 ranking for Banking, Finance and Capital Markets; Commercial, Corporate and M&A; and Energy and Natural Resources
The Legal 500 2023
Tier 1 ranking for Banking and Finance; Capital Markets (Debt and Equity); and M&A
Tier 2 ranking for Project Development
IFLR1000 2023
"White & Case always approach the issue from several angles and provide the team with the most experience on the matter."
Chambers and Partners, Global 2024 (Energy and Natural Resources)
"The assessment of the competencies of the team includes the consideration of the skills, experience, knowledge and abilities of its members. When working with the White & Case team, we assess the team's competence as very strong."
"White & Case has a very educated team with an advanced knowledge of Kazakh, UK and US law working in synergy."
Chambers and Partners, Global 2024 (Corporate & Finance)
"Deep understanding of interfaces between European/North American investors and Republic of Kazakhstan"
The Legal 500, Commercial, Corporate and M&A, 2023
"Their detailed review of the risks and proposed mitigants make complex situations easy"
Chambers and Partners, Asia-Pacific 2023 (Energy and Natural Resources)
"The firm is able to quickly respond to our needs within very short timelines"
"They have a wide range of expertise"
Chambers and Partners, Asia-Pacific 2023 (Corporate & Finance)
"White & Case has a personable approach. They're really comfortable to work with and know how to consolidate and use their network,"
"White & Case has a practical approach in helping us. They are very flexible and respond quickly."
Chambers and Partners, Asia-Pacific 2022
"White & Case has a solid reputation for quality advice delivered efficiently."
"Well connected locally, very professional."
"Good knowledge of local regulatory landscape and key figures in the administration. Maxim Telemtayev is a stand-out partner in oil & gas."
"A good team on the ground in Kazakhstan, knowledge of local law and general practices, good contacts with local authorities and key market M&A players, strong staffing."
The Legal 500, Commercial, Corporate and M&A, 2022
Experience
Air Astana's IPO on LSE, Aix and KASE
Advising Citigroup and Jefferies as the joint global coordinators and bookrunners and WOOD & Company as joint bookrunner on the US$350 million IPO of Air Astana Joint Stock Company, Kazakhstan flag carrier and the largest airline group in Central Asia and the Caucasus region based on market share.
Kaspi.kz's IPO on Nasdaq
Advising Morgan Stanley & Co. LLC, J.P. Morgan Securities LLC and Citigroup Global Markets Inc., as representatives of the underwriters, on Joint Stock Company Kaspi.kz's US$1 billion initial public offering (IPO) and listing on Nasdaq.
IPO of KazMunayGas, a leading national oil & gas company
Representation of National Company KazMunayGas JSC, a leading national oil & gas company, and Samruk-Kazyna, Kazakhstan's national welfare fund as the selling shareholder on the IPO of approx. 18.3 million ordinary shares of KMG owned by Samruk-Kazyna on the Kazakhstan Exchanges (AIX and the Kazakhstan Stock Exchange). This is the first IPO on the AIX to be based on the prospectus prepared exclusively in accordance with the AIX regulations (all prior equity offerings on AIX followed a "dual listing" model where the AIX accepted prospectuses prepared in accordance with the regulations of exchanges the AIX recognizes as equivalent).
The very first in history issue by the Sovereign welfare fund Samruk- Kazyna
Representation of Citigroup Global Markets Limited, MUFG Securities EMEA plc, UBS AG London Branch, VTB Capital plc and Freedom Finance JSC, as managers, in the debut offering of US$500 million 2.00% notes due 2026.
Zhanatas wind farm financing
Representation of AIIB, EBRD, ICBC and the Green Climate Fund in relation to the project financing for the construction and operation of the 100 MW Zhanatas wind farm in Kazakhstan, the largest-of-its-kind wind turbines kind in Central Asia. The transaction was awarded "Deal of the Year" for 2021 by China Business Law Journal, and the "Projects & Energy Deal of the Year" by the In-House Community.
Almaty International Airport reconstruction
Representation of the senior international lenders EBRD and IFC in the secured financing of the Almaty International Airport reconstruction in the amount of US$450 million. The transaction was named "M&A/Acquisition Finance Deal of the Year" by Bonds, Loans & Sukuk Turkey Awards 2022.
Khorgos-Eastern Gateway
Representation of VPE Eurasia GP Limited, an SPV fully owned by private equity fund VPE Capital and Mubadala, in relation to the sale of a stake in KIF Warehouses LLP located in the Khorgos-Eastern Gateway logistics park in Kazakhstan.
The first and large road PPP in Kazakhstan
Representation of an international consortium of sponsors, Alsim Alarko Sanayi Tesisleri ve Ticaret A.Ş, Makyol İnşaat Sanayi Turizm ve Ticaret A.Ş., SK Engineering & Construction Co., Ltd.; and Korea Expressway Corporation, in the development and financing of the US$750 million Big Almaty Ring Motor Road (BAKAD). The BAKAD project is one of the largest non-oil infrastructure public-private partnership projects of the Kazakhstan government financed by the private sector. This project was named "Europe Transport Deal of the Year: BAKAD" by Project Finance International 2020.
US$1 billion IPO of Kaspi.kz on London Stock Exchange
Representation of JSC Kaspi.kz (Kaspi.kz), the largest payments, marketplace and fintech ecosystem in Kazakhstan, in its IPO of global depositary receipts on the London Stock Exchange (LSE) and AIX. The total value of the offering amounted to US$1 billion, and Kaspi.kz's market capitalization was approximately US$ 6.5 billion—making it the second-largest IPO on the LSE this year and the largest LSE IPO of a Kazakh company since Eurasian Natural Resources' IPO in 2007.
Nostrum Oil & Gas
Representation of Nostrum Oil & Gas, a premium listed company with oil & gas assets in Kazakhstan, in its proposed restructuring of US$1.1 billion of notes due in 2022 and 2025 by way of a debt-for-equity swap deal with noteholders.
Representation of Nostrum Oil & Gas in its proposed US$53 million acquisition of the Stepnoy Leopard license in Kazakhstan.
IPO of the world's largest producer of uranium
Representation of a syndicate of banks including Credit Suisse and J.P. Morgan, as joint global coordinators and joint bookrunners, China International Capital Corporation, Halyk Finance and Mizuho International plc, as joint bookrunners, and Numis Securities, as co-manager, in the IPO of JSC NAC Kazatomprom, the world's largest producer of uranium, on the newly established stock exchange AIX and LSE.
US$10 billion MTN Programme of the Republic of Kazakhstan
Representation of Citigroup Global Markets Limited, J.P. Morgan Securities plc and HSBC Bank plc, as lead managers, in the establishment of the Republic of Kazakhstan's US$10 billion medium term Note (MTN) Programme, and a subsequent issue of aggregate US$4 billion notes due 2024 and 2044; further update of the MTN Programme and issuance thereunder of €525 million 1.55% notes due 2023 and €525 million 2.375% notes due 2028—a series of offerings in indicative aggregate principal amount of US$1.2 billion.
Representation of the leading national telecommunication company
Representation of Kazakhtelecom JSC, Kazakhstan's state-controlled telecommunications company, in the acquisition of a 75 percent stake in Kcell JSC, the leading mobile operator in Kazakhstan, which is listed on the London Stock Exchange (LSE) and the Kazakhstan Stock Exchange (KASE).
Private investment of Resource Capital Fund VII L.P.
Representation of Resource Capital Fund VII L.P., a US-based private equity fund, in a 35 percent indirect equity acquisition of RG Gold, a gold mining company based in Kazakhstan.
Buyback offer of KazMunaiGas Exploration and Production
Representation of KazMunaiGas Exploration and Production JSC in relation to its buyback offer for shares and GDRs. This unique project required an innovative listing of the GDRs on KASE to permit a repurchase of GDRs in a tax-efficient manner for holders, and may become the first example of a company self-nationalizing.
Sale of one of the largest gold deposits in Kazakhstan
Representation of Kazzinc LLP, a subsidiary of Glencore plc, in its sale of Orion Minerals LLP, a company that owns the Komarovskoye gold deposit in the Republic of Kazakhstan, to Polymetal International plc. The total consideration payable to Orion Minerals at completion was US$100 million in cash.
Sovereign bond of Sukuk al-idjarah
Representation of the Ministry of Finance of the Republic of Kazakhstan in relation to drafting the legislation model for Islamic sovereign bond issuance of Sukuk al-idjarah and the relevant amendments to the existing legislation.
Astana International Financial Centre
Representation of the National Bank of the Republic of Kazakhstan in connection with the developing of the model, drafting the Constitutional Law "On the Astana International Financial Centre" and negotiations with the state officials and establishment of a new Astana International Stock Exchange within the AIFC territory – AIX.
Award-winning project finance deal
Representation of the project company and the sponsors in connection with the development and US$4 billion financing of a petrochemical facility in Atyrau, Kazakhstan, including financing from K-Exim and K-Sure.
The deal was recognized as the "Best Chemical Deal of the Year" by Project Finance Awards 2015 (CEE).
