Representative Matters 

Debt
KazMunaiGaz – represented the Issuer (KazMunaiGaz Finance B.V.) and the Guarantor (JSC National Company KazMunaiGaz) in connection with the establishment of a London listed U.S.$3,000,000,000 Global Medium Term Note Programme and issues of U.S.$1,600,000,000 9.125 per cent. Notes due 2018 and U.S.$1,400,000,000 8.375 per cent. Notes due 2013 thereunder. 

JSC Halyk Bank – represented the Issuer (HSBK (Europe) B.V.) and the Guarantor (JSC Halyk Bank) in connection with an issue of London listed U.S.$500,000,000 9.25% Notes due 2013.

Astana Finance – represented the Issuer (Astana Finance B.V.) and the Guarantors (JSC Astana Finance, JSC Astana Finance Leasing Company and JSC Astana Finance Mortgage Company) in relation to the restructuring of their London listed U.S.$2,000,000,000 Global Medium Term Note Programme and numerous financings thereunder.

JSC BTA Bank – represented the Issuer (TuranAlem Finance B.V.) and the Guarantor (JSC BTA Bank) in connection with various issues under their London listed U.S.$8,000,000,000 Global Medium Term Note Programme.

JSC Development Bank of Kazakhstan – represented JSC Development Bank of Kazakhstan in connection with the restructuring and update of its London listed U.S.$2,000,000,000 Medium Term Note Programme. 

MTN programmes – represented a wide range of corporate, supranational and sovereign issuers, arrangers and dealers in connection with establishments, updates and issues under MTN programmes.

OJSC SIBERIAN COAL ENERGY COMPANY (SUEK) – represented the arranger and original lender (Citibank, N.A.) and a credit derivative sub-participant (UBS Limited) in connection with a U.S.$200,000,000 term facility agreement.
 
TMK – represented the underwriters (led by Credit Suisse Securities (Europe) Limited) in connection with the issuance of London listed U.S.$300,000,000 Loan Participation Notes due 2009.

Eurobond Project Financing - represented Open Joint Stock Company Gazprom in connection with a U.S.$2 billion restructuring of a project financing, arranged in 2000, for the construction of a pipeline under the Black Sea.  Refinancing the existing syndicated bank loans by two eurobond issues, one guaranteed by SACE (Italian export credit agency).  First ever listing of a loan participation notes structure under the Prospectus Directive regime.

Regulatory capital issues for Russian banks – represented Sberbank and Vneshtorgbank, each in connection with unprecedented issues of regulatory capital debt by the Central Bank of Russia.

Gazprom - represented Open Joint Stock Company Gazprom and Gazprom International S.A. in connection with the issue of U.S.$1,250,000,000 Guaranteed Structured Export Notes due 2020.

Sberbank – represented Sberbank in connection with the issuance of U.S.$1,000,000,000 Floating Rate Loan Participation Notes due 2006.

Gazprom – represented Open Joint Stock Company Gazprom in connection with the establishment of U.S.$5,000,000,000 Programme for the Issuance of Loan Paricipation Notes, the first debt issuance programme of this kind.

WimmBillDann – represented the underwriters (led by UBS Warburg) in connection with the issuance of U.S.$150,000,000 8.5% Loan Participation Notes due 2008, the first listing of LPNs on the London Stock Exchange.

Malaysia – represented Malaysia Global Sukuk Inc., acting on behalf of Malaysia, in connection with the issuance of U.S.$600,000,000 Trust Certificates due 2007 issued on the principles of Islamic financing.

ABN AMRO Bank N.V. – represented ABN AMRO as the arranger on the establishment of the credit-derivative Limited Recourse Programme for the Issuance of Credit Linked Notes.

ABN AMRO Bank N.V. – represented ABN AMRO as dealer in connection with credit-derivative issues.

United Bank of Switzerland – represented CSFB in connection with an issue of regulatory capital.

European Investment Bank – represented a large number of London and EU based investment banks in connection with eurobond issues by EIB.

Equity and Equity Linked Products
MOL – represented Morgan Stanley & Co. International Limited in connection with the issue by Magnolia Finance Limited of EUR610,000,000 Perpetual Exchangeable Capital Securities, exchangeable for existing ordinary shares of MOL Hungarian Oil and Gas Public Limited Company.

Citigroup/Bank Handlowy – represented Citigroup Global Markets Limited and ING Bank N.V. as initial purchasers in connection with an issue by Citibank, N.A. of U.S.$ 436,500,000 Senior Exchangeable Notes due 2007, exchangeable into the shares of Bank Handlowy w Warszawie S.A.

Hermes SoftLab d.d. – represented Nomura International plc and Nova Ljublijanska Banka as Managers of a placement of shares of this Slovenian software company.

VNU N.V. – represented VNU, a Dutch media company, as issuer in an equity offering transacted on the basis of an accelerated global tender.

Softank S.A. – represented Creditanstalt as the global coordinator and the managers of the Initial Public Offering of this Polish software company.

Privatisations – represented both the coordinators/purchasers and the government on a number of privatizations in Poland.

Structured Finance and Derivatives
UBS LIMITED – represented UBS Limited in connection with an issue of U.S.$150,000,000 Mandatory Exchangeable Notes due 2009, for the purposes of a synthetic leveraged investment by a shareholder of Mechel OAO in additional equity of Mechel OAO.

Istithmar – represented Istithmar Media Investments Ltd. and Istithmar PJCS in connection with a synthetic leveraged investment in the shares of Time Warner Inc. (by way of an issue by UBS Limited of a U.S.$2,000,000,000 Mandatory Exchangeable Notes due 2007).

Citigroup – represented Citigroup in connection with an establishment of an English law governed Cross-Product Master Agreement to allow netting across a range of derivatives master agreements vis-à-vis a hedge fund counterparty.

Financial Security Assurance (U.K.) Ltd. – represented Financial Security Assurance (UK) Ltd. in connection with the establishment of the European Custody Receipts Programme allowing for insurance wrapping of bonds in order to increase their credit rating.

Korea First Bank – representing Korea First Bank as the Seller in connection with a series of issues by Korea First Mortgage No1 Limited of Mortgage-Backed Notes guaranteed by Ambac Assurance Corporation.

Northlake CDO I, Limited and Northlake CDO I Corp. – represented the issuers and Morgan Stanley as the Manager in connection with an issue of preferred shares and four series of collateralised floating rate notes.

Fuji Bank, Limited – represented Barlcays Capital (working at Barclays Capital on a transaction-specific secondment) as the arranger of the securitisation of a portfolio of corporate loan obligations.

Restructurings
JSC Intergas Central Asia – represented the issuer group in connection with two separate repurchases of its eurobonds, each effected by way of a modified Dutch auction combined with open market purchases: U.S.$100,000,000 of the U.S.$250,000,000 6.875%. Notes due 2011 and U.S.$60,000,000 of the U.S.$600,000,000 6.375%. Notes due 2017, each series issued by Intergas Finance B.V. and guaranteed by JCS Intergas Central Asia.

Market repurchases of eurobonds – represented a number of Kazakhstan banks, including  JSC Halyk Bank, JSC Tsesnabank and JSC BTA Bank, each in connection with a series of  partial repurchases of its eurobonds.

Astana Finance JSC – represented the Issuer Group in connection with a consent solicitation seeking amendments of terms of several issues of eurobonds to accommodate changes to the Issuer Group's ownership.

CYDSA, S.A. de C.V. – represented the bondholders of this Mexican petrochemicals manufacturer in connection with a proxy solicitation, debt for debt and debt for equity exchange.

American Family Life Assurance Company of Columbus (AFLAC) – represented AFLAC in connection with a restructuring of its Japanese branch’s portfolio of subordinated regulatory capital dual currency bonds into bilateral loans (total of 12 transactions).

Russian Federation – represented the Ministry Of Finance Of The Russian Federation in connection with an issuance of 2030 and 2010 series fungible bonds in exchange for foreign trade creditors debt incurred by the Soviet Foreign Trade Organisations, Vnesheconombank, the government of the USSR and certain other Russia state entities.

Korea Electric Power Corporation - represented The Korea Development Bank in connection with the Bank’s offering of guarantees in the form of deed poll guarantees of certain payment obligations of the Korea Electric Power Corporation.

Nigeria – represented Schroder Salomon Smith Barney as Dealer Manager and Citibank, N.A., London Branch as Tender Agent as Tender Agent in connection with a tender offer for Nigeria’s collateralised fixed rate bonds due 2020 and the related Payment Adjustment Warrants and the release of related collateral held by the Bank of England.

ExCel Plc – represented Schroder Salomon Smith Barney as an independent financial adviser in connection with London International Exhibition Centre Holdings Plc’s and London International Exhibition Centre Plc’s financial reorganisation, including waivers and amendments of the terms of the companies’ existing project bonds and equity issuance in exchange for certain classes of existing project bonds.

Allergan K.K. – represented Schroder Salomon Smith Barney as Tender Agent in connection with a tender offer and terms amendments in respect of JPY 5,000,000,000 1.845 per cent. Guaranteed Notes due of 2005 of Allergan K.K., guaranteed by Allergan, Inc.