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Freshfields advises BAE Systems on Air Astana IPO

Global law firm Freshfields Bruckhaus Deringer (‘Freshfields’) is advising BAE Systems on Air Astana’s US$847 million initial public offering (IPO) of shares and global depositary receipts representing shares (GDRs) and their admissions to listing and trading on the London Stock Exchange, Astana International Exchange and Kazakhstan Stock Exchange.

The IPO involved a global offer of GDRs to institutional investors and a domestic offer of shares and GDRs to retail and institutional investors in Kazakhstan, which included an issue of new shares by Air Astana, the sale of GDRs by BAE Systems and the sale of existing shares by Sovereign Wealth Fund Samruk-Kazyna. BAE Systems also provided a stock lending facility and over-allotment option (corresponding to an additional 15% of GDRs sold in the global offering) to Citigroup to conduct stabilisation transactions in accordance with applicable regulations.

The IPO is part of a programme of economic reform designed to establish a free market economy through privatisation of government-owned enterprises in Kazakhstan. The IPO will provide free float and liquidity for Air Astana’s shares and GDRs, diversify Air Astana’s shareholder base with global institutional investors, provide proceeds to support Air Astana’s growth strategy, and allow Air Astana to gain access to the international capital markets. This was the first IPO and listing on the Main Market of the London Stock Exchange in 2024.

The Freshfields team was led by counsel Richard Ho and partner Piers Prichard Jones and included teams advising on corporate, tax and regulatory issues.