Mergers and acquisitions

Voronov and Partners LLP provides full range of Mergers and Acquisitions practice services including international transactions. 

Our specialists render their support throughout the transaction process (from planning the structure till the date of transaction conclusion).  By virtue of the knowledge and practical experience our firm will render assistance in choosing an effective transaction structure taking into consideration the current legislation.

  • Comprehensive consulting in relation to M&A deals including corporate, financial, currency and anti-monopoly legislation issues.
  • Comprehensive and detailed legal diagnostics of assets;
  • M&A deals structuring;
  • Preparation and analysis of draft contractual documents prepared under foreign law for the compliance with the legislation of the Republic of Kazakhstan.
  • Preparating package of documents and approval of M&A deals with the anti-monopoly authority of the Republic of Kazakhstan.

Relevant experience includes:

  • Integrated (legal, tax, accounting and environmental) compliance analysis on behalf of Shell of the contractor’s compliance with the Pearl Production Sharing Agreement;
  • Conducted the integrated due diligence of a mining subsurface user and related factory asset on behalf of a national mining company;
  • Advised a major Malaysian financial institution on establishing an Islamic bank in Kazakhstan;
  • Advised on the establishment and reorganization of joint ventures in Kazakhstan, including analysis of issues on corporate, tax, antimonopoly and investment legislation; 
  • Participation in pre-investment due diligence of Kazakhstani oil, telecommunication, textile, pharmacologic, municipal and other industrial enterprises on behalf of strategic investors;  
  • Represented KCM as fund of funds in structuring and establishment of private equity funds (independent and captive financial sponsors) with such investors as EBRD, IFC, IPIC (UAE), Macquarie Renaissance, CITIC Capital Holdings, Aureous Central Asia Fund, Wolfensohn Capital Partners, Government of Tajikistan, Government of Kyrgyzstan and others with total commitments ranging from USD80,000,000 to USD1,500,000,000;
  • Due diligence and drafting of the offering circular for the initial public offering by Kazakhstan Kagazy PLC in 2007 on the London Stock Exchange in the form of global depositary receipts for USD 273,500,000;
  • Due diligence, representation of the interests of issuers and drafting the offering circulars for KazTransGas, Intergas Central Asia, Development Bank of Kazakhstan, Bank Turan Alem, Halyk Savings Bank, ATF Bank, Nurbank, Temirbank, CNPC Aktobemunaigas and Kazakhstan Temir Zholy for guaranteed proposals of Euronotes issues on international borrowing markets from USD 100,000,000 to USD 850,000,000;
  • Participated in the projects on mergers and acquisitions of Aral Petroleum Capital (oil – producing company in Aktobe region), Eurgan (oil producing company in Eastern Kazakhstan), Karazhanbasmunai (oil company in Mangystau region), Karazhyra Power (coal producer in Eastern Kazakhstan), Naftrans Capital Partners (oil terminal in Batumi), Nurbai (oil producing company in Eastern Kazakhstan), Petrokazakhstan Oil Products  (oil processing plant in Southern Kazakhstan), Zaisan (oil producing company in Eastern Kazakhstan).

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