JPMorgan - KASE

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MAYBULAK ARYSKUM QAM COMPANY FIELDS % of OWNERSHIP 50% 100% 65° QYZYLK KIYA To Dzhusaly Exploration Licenses Existing Pipeline Planned Pipeline AKSAI A M Pi ipeline (16" x 177 k i 6 k ) QA (16 6" x 177 km) KAZAKHSTAN KUMKOL SOUTH KUMKOL NORTH EAST KUMKOL SOUTH KUMKOL 20" and 28" Oil Pipelines to Shymkent (670 km) NURALI 46 ° AKSHABULAK KAZGERMUNAI A
THE ISSUER Hurricane Finance B.V. Schouwburgplein 30-34 3012 CL Rotterdam The Netherlands Hurricane Hydrocarbons Ltd. Sun Life Plaza, North Tower Suite 1460 140-4th Avenue S.W. Calgary, Alberta T2P 3N3 Canada THE GUARANTORS Hurricane Kumkol Munai OJSC 13 Kazybek Bi Street Qyzlorda 467001 Republic of Kazakhstan OUR LEGAL ADVISORS As to United States law Paul, Weiss, Rifkind, Wharton & Garrison LLP Alder Castle 10 Noble Street London EC2V 7JU United Kingdom Hurricane Oil Products OJSC Lengerskoye Shosse, 5th Kilometer Shymkent 486050 Republic of Kazakhstan As to Kazakhstani law Bracewell & Patterson L.L.P. 65 Kazybek bi Street Suite 400 Almaty 480091 Republic of Kazakhstan Davies Ward Phillips & Vineberg LLP P.O. Box 63, Suite 4400 1 First Canadian Place Toronto, Ontario Canada M5X 1B1 As to Canadian law Gowling Lafleur Henderson L.L.P. 1400 Scotia Centre 700 – 2nd Street S.W. Calgary, Alberta Canada T2P 4V5 As to Dutch law Stibbe Strawinskylaan 2001 1077 ZZ Amsterdam The Netherlands LEGAL ADVISORS TO THE INITIAL PURCHASERS As to United States law As to Kazakhstani law Linklaters Denton Wilde Sapte One Silk Street 273 Furmanova, 3rd Floor London EC2Y 8HQ Almaty 480099 United Kingdom Republic of Kazakhstan PRINCIPAL PAYING AGENT AND CO-REGISTRAR <strong>JPMorgan</strong> Chase Bank Trinity Tower 9 Thomas More Street London E1W 1YT United Kingdom OUR AUDITORS TOO Deloitte & Touche 81, Abylai Khan Av. 4th Floor Almaty 480091 Republic of Kazakhstan TRUSTEE J.P. Morgan Corporate Trustee Services Limited Trinity Tower 9 Thomas More Street London E1W 1YT United Kingdom REGISTRAR AND PAYING AGENT <strong>JPMorgan</strong> Chase Bank 4 New York Plaza, 15th Floor New York, New York 10004 U.S.A. LISTING AGENT, PAYING AGENT AND CO-REGISTRAR J.P. Morgan Bank Luxembourg S.A. 5 rue Plaetis L-2338 Luxembourg
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Offering Circular Hurricane Finance
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Moscow RUSSIA SAMARA Ufa OMSK RUSSI
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Š Š you have made certain acknowl
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Unless otherwise indicated, all ref
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Notice to New Hampshire Residents N
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Offering Memorandum Summary This su
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have a network of sales, storage an
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Š our QAM pipeline construction pr
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a senior intercompany loan to HKM.
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Organizational Structure The follow
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Nine Months Ended Year Ended Decemb
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Year Ended December 31, 2001 Nine M
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construction of the plant, anticipa
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Inadequate infrastructure could adv
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fully prohibit us from doing so. In
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Kazakhstan’s foreign investment,
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subsoil user and the Kazakhstani go
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In general, estimates of economical
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thereon and any other amounts owed
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Selected Historical Consolidated Fi
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Management’s Discussion and Analy
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(11,642 tonnes per day) in Septembe
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Adoption of Certain Accounting Stan
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The following table sets out the so
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The total royalty and tax expense f
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perform a quarterly ceiling test. T
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The increase in FCA differentials p
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In addition, we incurred production
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plan. The CCAA plan was implemented
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Royalties Royalties increased from
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Cash is managed centrally through t
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Š completion of the gas utilizatio
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Competitive Strengths We believe th
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Š refurbishing and recommissioning
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The daily business of Kazgermunai i
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Kumkol North. We have a 50% interes
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are currently five producing wells.
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Estimated Reserves and Present Wort
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The following table sets forth a re
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The following tables show our avera
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amended in April 1999, required Kaz
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price we paid for the shares of HKM
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expenditures or investments. The ag
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Several investments with high profi
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In addition, we have opened new rou
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On January 8, 2003, the President o
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As a result of these discussions, H
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Management Directors and Senior Man
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and managerial positions. In 1992,
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approved by our shareholders in Nov
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Related Party Transactions Set fort
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Indebtedness of Directors and Senio
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Prepayments HKM may voluntarily pre
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guarantees any Indebtedness of an O
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will also (i) make such withholding
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The Change of Control Offer will re
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shown on the most recent balance sh
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(a) no Default or Event of Default
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Disqualified Stock and will not per
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transaction are at least equal to t
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in HKM or HOP respectively, from th
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Restricted Subsidiary sell, assign,
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(2) reduce the rate of interest on
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Issuer may, at its option and at an
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(g) waive a redemption payment with
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issue date of the Notes within the
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Exchange of Global Notes for Defini
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Luxembourg or their respective dire
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the Company or to a Guarantor, (e)
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“Consolidated Net Income” means
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excluded, and (iii) the Fixed Charg
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shall be deemed to make an “Inves
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or is liquidated into, the Company
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Value, as appropriate, of such prop
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“Wholly Owned Restricted Subsidia
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Sale, Redemption or Retirement of t
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Tax on Income and Capital Gains A h
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Plan of Distribution Subject to the
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Pre-Issue Trades Settlement It is e
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Regulation S Notes By purchasing no
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The issuer’s principal activities
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Lengesskoe Shosse, Shymkent, Yuzhna
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4 The issue of the notes was author
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Hurricane Hydrocarbons Ltd. Interim
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Hurricane Hydrocarbons Ltd. Interim
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3 months ended September 30, 2002 U
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3 months ended September 30, 2001 U
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9 months ended September 30, 2001 T
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Repayment Long term debt principal
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14 Net Income Per Share The income
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accordingly no compensation cost ha
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Management’s Report All informati
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Comments by auditor for U.S. reader
Page 187 and 188: Hurricane Hydrocarbons Ltd. Consoli
Page 189 and 190: Hurricane Hydrocarbons Ltd. Notes t
Page 191 and 192: accordance with current legislation
Page 193 and 194: In addition the Corporation has now
Page 195 and 196: Upstream Downstream Eliminations Co
Page 197 and 198: The crude oil sales elimination of
Page 199 and 200: The Canadian Notes contained certai
Page 201 and 202: Interest expense Interest expense f
Page 203 and 204: 14 Income Taxes The Corporation and
Page 205 and 206: investments or other items that may
Page 207 and 208: 19 Related Party Transactions Durin
Page 209 and 210: Consolidated Balance Sheets The app
Page 211 and 212: Legal Proceedings The Corporation h
Page 213 and 214: Non-FCA sales ................ Oil
Page 215 and 216: APPENDIX B: The Republic of Kazakhs
Page 217 and 218: Under the Constitution, the Preside
Page 219 and 220: International Organizations and Int
Page 221 and 222: The Kazakhstan Economy Overview Kaz
Page 223 and 224: Principal Sectors of the Economy Hi
Page 225 and 226: Oil and Gas For Oil and Gas see Ann
Page 227 and 228: Public Finance Introduction Fiscal
Page 229 and 230: The exchange rate regime adopted in
Page 231 and 232: The following table sets forth data
Page 233 and 234: (This page has been left blank inte
Page 235 and 236: Exports General In 2001, the export
Page 237: ‰ preparing and implementing new
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JPMorgan - KASE

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