HALYK FINANCE JSC NOTIFIES ABOUT CLOSING ACCEPTING OF ORDERS FOR PARTICIPATION IN PLACEMENT OF TENGE EUROBONDS OF DEVELOPMENT BANK OF KAZAKHSTAN JSC
/KASE, June 26, 2025/ – Halyk Bank Subsidiary Halyk Finance JSC (in the title – Halyk Finance JSC) as a joint bookrunner provided the Kazakhstan Stock Exchange (KASE) with a following notification:
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THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR THROUGH INTERMEDIARIES, IN WHOLE OR IN PART, IN THE UNITED STATES OF AMERICA, EXCEPT FOR QUALIFIED INSTITUTIONAL BUYERS (QIBs) WHO ARE ALSO THE QUALIFIED PURCHASERS (QPs) (AS DEFINED BELOW), CANADA, AUSTRALIA OR JAPAN
THIS ANNOUNCEMENT IS NOT INTENDED FOR DISTRIBUTION TO THE PUBLIC AND IS ADDRESSED ONLY TO MEMBERS OF KAZAKHSTAN STOCK EXCHANGE JSC. THIS ANNOUNCEMENT IS NOT AN ADVERTISEMENT OF SECURITIES
Halyk Finance JSC hereby announces closing of accepting the orders from members of Kazakhstan Stock Exchange JSC for participation in placement of tenge Eurobonds of Development Bank of Kazakhstan JSC (the Issuer), issued in accordance with legislation of a foreign state (hereinafter, the Eurobonds).
All orders from investors are accepted through the Subscription trading system on KASE (ticker - BRKZe20).
Acceptance of orders from potential investors through the Subscription trading system on KASE begins simultaneously with the start of placement of the Eurobonds in the territory of a foreign state, under the same conditions for placement of the Eurobonds (including conditions for determining the price of their placement) as when they are placed in the territory of a foreign state.
Joint Bookrunners: Citi, Halyk Finance, Societe Generale
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EUROBONDS PARAMETERS:
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Issuer name: Development Bank of Kazakhstan JSC
Issuer ratings: Baa1 (stable) / BBB- (stable) / BBB
(stable) from Moody’s / S&P / Fitch
Expected ratings of BBB- (S&P) / BBB (Fitch)
Eurobond issue:
Brief description of Eurobonds: Senior unsecured Eurobonds
issued under the English law
and placed in accordance with Rule 144A
and Regulation S
Circulation period: 3 years
Collateral: unsecured
Yield to maturity on determined after collecting the orders
Eurobonds: from investors. The final benchmark yield
to maturity for Eurobonds is 17.3% per annum
Expected nominal volume Will be determined after collection of orders
of issue:
Issue currency: Kazakhstani tenge
Settlement currency: All settlements on Eurobonds (including settlements
at the initial placement, coupon and
principal payments) are made in US dollars
Denomination: 100,000,000 (one hundred million) tenge or a larger
amount multiple of 500,000 (five hundred thousand) tenge
Applicable law: English law
Listing: Kazakhstan Stock Exchange JSC and Vienna MTF
Clearing settlement: Euroclear / Clearstream
Intended purpose: General corporate goals
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PROCEDURE FOR OFFERING THE EUROBONDS FOR PURCHASE IN KAZAKHSTAN:
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Order acceptance day: June 26, 2025
Order acceptance start time: 14:00 Almaty time
Order acceptance end time: 19:15 Almaty time
Expected date for determining June 26, 2025 (London time)
the price and volume of executed
investor orders:
Expected Settlement Date for July 3, 2025
additional placement of Eurobonds: Settlement for the initial placement are carried out
in US dollars at the official exchange rate
of US dollar to tenge at 518.50,
set on June 26, 2025, and
published on the RK National Bank's website
Order price: The "reference" field is for the yield
to maturity expressed as percentage per annum.
The "note" field is for equivalent of
an order amount in tenge.
Order volume: Order volumes must be specified in US dollars
using the US dollar to tenge exchange rate
of 518.50. The minimum order volume is 100,000,000
(one hundred million) tenge or a larger amount multiple
of 500,000 (five hundred thousand) tenge in an equivalent amount
at the official exchange rate of US dollar
to tenge at 518.50, set on June 26,
2025 and published on the website
of the RK National Bank.
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Conditions of Eurobonds settlement:
If a submitted purchase order is executed, the responsibility for delivery of money to the CCP's account in the CD no later than 18:00 on July 2, 2025 (T+4) lies with the trading participant that submitted the purchase order.
The buyer is responsible for accuracy of the information specified in the buyer's order, including in terms of meeting the criteria.
By submitting a purchase order, a trading participant thus confirms availability of money on the CCP's account in the CD or agrees to blocking by the CCP of the single-limit collateral with subsequent delivery of money by the trading participant to the CCP's account in the CD no later than 16:00 on July 2, 2025 (T+4) if the submitted purchase order is executed.
For all questions and additional information please contact the representatives of Halyk Finance JSC using the following contact details: 7 (727) 339-43-77/88 (ext. 3373, 3327, 3448, 3419), ib@halykfinance.kz.
THE PRODUCER'S TARGET MARKET (IN ACCORDANCE WITH UK MIFIR) IS EXCLUSIVELY THE QUALIFIED COUNTERPARTIES AND PROFESSIONAL CUSTOMERS (ALL DISTRIBUTION CHANNELS). NO KEY INFORMATION DOCUMENT HAS BEEN PREPARED IN THE EUROPEAN ECONOMIC AREA OR THE UK ON PACKAGED RETAIL AND INSURANCE-BASED INVESTMENT PRODUCTS (PRIIPS) AS THE EUROBONDS ARE NOT AVAILABLE TO THE RETAIL SEGMENT IN THE EUROPEAN ECONOMIC AREA OR THE UK.
THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF SECURITIES FOR SALE IN ANY JURISDICTION WHERE IT IS UNLAWFUL. THE SECURITIES HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE SECURITIES ACT) OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR OTHER JURISDICTION, AND THE SECURITIES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO, FOR THE ACCOUNT OR BENEFIT OF, THE U.S. PERSONS (AS DEFINED IN REGULATION S OF THE SECURITIES ACT), EXCEPT FOR CASES COVERED BY EXEMPTION FROM REQUIREMENTS OF THE SECURITIES ACT AND APPLICABLE LAWS OF OTHER JURISDICTIONS, OR IN TRANSACTIONS NOT SUBJECT TO THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND APPLICABLE LAWS OF OTHER JURISDICTIONS. THE SECURITIES WILL BE OFFERED FOR SALE IN THE UNITED STATES ONLY TO THE QUALIFIED INSTITUTIONAL BUYERS (QIBs), AS DEFINED IN AND PURSUANT TO RULE 144A OF THE SECURITIES ACT, THAT ARE ALSO THE QUALIFIED PURCHASERS (QPs), AS DEFINED IN SECTION 2(A)(51) OF THE SECURITIES ACT. THE U.S. INVESTMENT COMPANY ACT OF 1940, AS AMENDED, AND WILL BE OFFERED FOR SALE ONLY OUTSIDE THE UNITED STATES TO NON-U.S. CITIZENS IN COMPLIANCE WITH REGULATION S OF THE U.S. SECURITIES ACT OF 1933, AS AMENDED.
THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR ISSUE THE SECURITIES OR AN OFFER TO BUY, AND THE SECURITIES REFERRED TO HEREIN MAY NOT BE SOLD IN ANY JURISDICTION IN WHICH SUCH OFFER OR SALE WOULD BE UNLAWFUL PRIOR TO REGISTRATION, EXEMPTION FROM REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH JURISDICTION. THE OFFERING AND DISTRIBUTION OF THIS ANNOUNCEMENT AND OTHER INFORMATION REFERRED TO HEREIN MAY BE RESTRICTED BY LAW, AND PERSONS RECEIVING INTO POSSESSION THIS ANNOUNCEMENT OR SUCH OTHER INFORMATION SHOULD INFORM THEMSELVES OF THE RELEVANT RESTRICTIONS AND OBSERVE SUCH RESTRICTIONS. FAILURE TO COMPLY WITH THESE RESTRICTIONS MAY CONSTITUTE A VIOLATION OF SECURITIES LAWS IN ANY SUCH JURISDICTION.
THIS ANNOUNCEMENT IS INTENDED ONLY FOR PERSONS THAT (A) ARE OUTSIDE THE UK OR (B) PERSONS WITHIN THE UK THAT ARE (I) PERSONS WITH PROFESSIONAL EXPERIENCE IN MATTERS RELATED TO INVESTMENTS SUBJECT TO ARTICLE 19(5) OF THE FINANCIAL SERVICES AND MARKETS ACT OF 2000 (FINANCIAL INCENTIVES) ORDER 2005, AS AMENDED (THE ORDER), (II) HIGH NET WORTH COMPANIES AND OTHER PERSONS TO WHICH IT MAY LAWFULLY BE COMMUNICATED, SUBJECT TO ARTICLE 49(2)(A)-(D) OF THE ORDER OR (III) PERSONS TO WHOM AN INVITATION OR ENCOURAGEMENT TO PARTICIPATE IN INVESTMENT ACTIVITIES (WITHIN THE MEANING OF ARTICLE 21 OF THE FINANCIAL SERVICES AND MARKETS ACT OF 2000) MAY OTHERWISE LAWFULLY BE COMMUNICATED OR CAUSED TO BE COMMUNICATED (ALL SUCH PERSONS IN PARAGRAPHS (I), (II) AND (III) ABOVE ARE THE RELEVANT PERSONS). PERSONS WHO ARE NOT RELEVANT PERSONS SHOULD NOT ACT ON OR RELY ON THIS ANNOUNCEMENT. ANY INVESTMENT OR INVESTMENT ACTIVITIES TO WHICH THIS ANNOUNCEMENT RELATES ARE AVAILABLE ONLY TO THE RELEVANT PERSONS AND WILL ONLY BE ENGAGED IN WITH THE RELEVANT PERSONS.
IN MEMBER STATES OF THE EUROPEAN ECONOMIC AREA, THIS ANNOUNCEMENT IS ONLY INTENDED FOR PERSONS THAT ARE QUALIFIED INVESTORS WITHIN THE MEANING OF THE PROSPECTUS REGULATION (REGULATION (EU) 2017/1129). THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN ADVERTISEMENT OR A SECURITIES PROSPECTUS FOR REGULATORY PURPOSES.
SINGAPORE SFA PRODUCT CLASSIFICATION: THE ISSUER HAS DETERMINED AND HEREBY NOTIFIES ALL RELEVANT PERSONS (AS DEFINED IN SECTION 309A(1) OF SFA) THAT THE SECURITIES REFERRED TO HEREIN ARE "PRESCRIBED CAPITAL MARKETS PRODUCTS" (AS DEFINED IN THE SECURITIES AND FUTURES (CAPITAL MARKETS PRODUCTS) RULES OF 2018 OF SINGAPORE) AND EXCLUDE INVESTMENT PRODUCTS (AS DEFINED IN THE MONETARY AUTHORITY OF SINGAPORE NOTICE SFA 04-N12: INVESTMENT PRODUCT SALE NOTICE AND MAS NOTICE FAA-N16: NOTICE OF INVESTMENT PRODUCT RECOMMENDATIONS).
A RATING DOES NOT CONSTITUTE A RECOMMENDATION TO PURCHASE, SELL OR HOLD SECURITIES AND MAY BE REVISED, SUSPENDED OR WITHDRAWN AT ANY TIME BY THE RATING ORGANIZATION. SIMILAR RATINGS FOR DIFFERENT TYPES OF ISSUERS AND FOR DIFFERENT TYPES OF SECURITIES DO NOT NECESSARILY MEAN THE SAME THING. THE MEANING OF EACH RATING SHOULD BE ANALYZED INDEPENDENTLY OF ANY OTHER RATING.
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[2025-06-26]