FORTEFINANCE JSC NOTIFIES OF OPENING ORDER BOOK FOR PARTICIPATION IN EUROBONDS OFFERING OF DEVELOPMENT BANK OF KAZAKHSTAN JSC FROM 13:00
/KASE, October 8, 2025/ – ForteFinance JSC, as Kazakhstan manager, has provided the following notification to Kazakhstan Stock Exchange (KASE):
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THIS MESSAGE IS NOT INTENDED FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN THE UNITED STATES OF AMERICA (EXCEPT FOR QUALIFIED INSTITUTIONAL BUYERS (QIBs), WHO ARE ALSO QUALIFIED PURCHASERS (QPs), (AS DEFINED BELOW) OF CANADA, AUSTRALIA OR JAPAN
THIS MESSAGE IS NOT INTENDED FOR DISTRIBUTION AMONG AN UNDEFINED CIRCLE OF PERSONS AND IS ADDRESSED ONLY TO MEMBERS OF KAZAKHSTAN STOCK EXCHANGE JSC. THIS MESSAGE IS NOT AN ADVERTISING OF SECURITIES IN THE REPUBLIC OF KAZAKHSTAN
Hereby ForteFinance JSC announces the start of collecting orders from members of Kazakhstan Stock Exchange JSC to participate in the initial offering of bonds of Development Bank of Kazakhstan JSC (the Issuer), being issued in accordance with the legislation of a foreign state (hereinafter – Eurobonds).
All orders from investors are collected through the ASTS+ trading and clearing system (stock market) (hereinafter – the trading and clearing system) on KASE.
Collection of orders from potential investors through the trading and clearing system on KASE begins simultaneously with the start of offering of Eurobonds in the territory of a foreign state, on the same terms for the Eurobonds offering (including the terms for determining their offering price) as when they are offered on the territory of a foreign state, as well as on Astana Stock Exchange (AIX).
Joint Bookrunners: Citi, J.P. Morgan, Societe Generale, Mashreq and ForteFinance.
EUROBOND PARAMETERS:
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Issuer name: DBK JSC
Expected issue ratings: BBB- (S&P) / BBB (Fitch)
Issuer's ratings: Baa1 (stable) on Moody's scale,
BBB (stable) on Fitch scale
BBB- (positive) on S&P scale
Brief description of Eurobonds: Senior Unsecured Debt Eurobonds issued under
English law and offered in accordance with
Rule 144A and Regulation S
Maturity: 5 years/3 years
Security: unsecured
Yield to maturity on Eurobonds: determined based on the results of collecting
investor orders
Issue's expected face value: no more than 1 billion US dollars / no more than 300 billion tenge
Issue currency: US dollar / Kazakhstan tenge
Settlement currency: all settlements on Eurobonds (incl.
settlements during the initial offering,
coupon and principal payments are
made in US dollars)
Denomination: 200,000 (two hundred thousand) US dollars or a larger
amount, a multiple of 1,000 (one thousand) US dollars /
100,000,000 (one hundred million) tenge or a larger
amount, a multiple of 500,000 (five hundred thousand) tenge
Applicable law: English law
Listing: Kazakhstan Stock Exchange JSC, Vienna MTF, Astana Stock
Exchange (AIX)
Clearing settlements: Euroclear / Clearstream / DTC
Purpose: General corporate purposes, including for financing
of investment, infrastructure and export projects,
as well as for refinancing of existing debt
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PROCEDURE FOR OFFERING OF EUROBONDS FOR PURCHASE IN KAZAKHSTAN:
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Order collection day: October 8, 2025
Order collection start time: 13:00 Almaty time
Order collection end time: 20:00 Almaty time
Expected date for determining October 9, 2025 (London time)
the price and volume of executed
investor orders:
Expected settlement date: October 16, 2025
Settlements at the initial offering
are carried out in US dollars
Order price: The yield to maturity is indicated, expressed as a
percentage per annum (in the "Link" field). The price
in the order is indicated as 100 (for technical purposes only).
In case of submitting market orders, the price is indicated as
"At the counterparty's price".
Order volume: Volumes of orders must be indicated in US dollars.
The minimum order volume is 200,000 (two hundred
thousand) US dollars or a larger amount, a multiple of 1,000
(one thousand) US dollars / 100,000,000 (one hundred million)
tenge or a larger amount, a multiple of 500,000 (five hundred
thousand) tenge
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Eurobond settlement terms:
By submitting a buy order, a trading participant agrees to the blocking of the single limit's collateral by KASE Clearing Centre JSC (hereinafter – the CCP) with the trading participant subsequently delivering cash to the CCP's account at the CD no later than 12:00 on October 16, 2025 (T+5) if the submitted buy order is executed.
Information on the successful execution of orders (allocation) will be provided to trading participants who submitted orders on October 9, 2025 (T+1) via KASE's trading and clearing system.
If the submitted buy order is executed, the trading participant who submitted the buy order, is responsible for cash delivery to the CCP's account at the CD no later than 12:00 on October 16, 2025 (T+5).
The buyer is responsible for the accuracy of the information provided in the purchase order.
Investors wishing to submit an order to purchase Eurobonds in compliance with 144A should contact J.P. Morgan Securities Plc directly at emea_syndicate@jpmorgan.com attention: Head of International Syndicate
For any questions or additional information, please contact ForteFinance representatives at the following address:
ForteFinance: +7 (707) 202 2287, +7 (777) 966 6799, +7 (701) 712 7186 dd@finance.forte.kz
MANUFACTURER TARGET MARKET (MIFID II/UK MIFIR PRODUCT GOVERNANCE) IS ELIGIBLE COUNTERPARTIES AND PROFESSIONAL CLIENTS ONLY. NO EEA OR UK PRIIPS KEY INFORMATION DOCUMENT ("KID") HAS BEEN PREPARED AS NOT AVAILABLE TO RETAIL IN THE EEA OR THE UK.
THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF SECURITIES FOR SALE IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO DO SO. THE NOTES 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 OR OTHER JURISDICTION OF THE UNITED STATES, AND THE NOTES MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS (AS DEFINED IN REGULATION S UNDER THE SECURITIES ACT), EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND APPLICABLE LAWS OF OTHER JURISDICTIONS. THE SECURITIES WILL ONLY BE OFFERED FOR SALE IN THE UNITED STATES TO "QUALIFIED INSTITUTIONAL BUYERS" ("QIBs") AS DEFINED IN, AND IN RELIANCE UPON, RULE 144A UNDER THE SECURITIES ACT, THAT ARE ALSO "QUALIFIED PURCHASERS" ("QPs") AS DEFINED IN SECTION 2(A)(51) OF THE U.S. INVESTMENT COMPANY ACT OF 1940, AS AMENDED AND WILL ONLY BE OFFERED FOR SALE OUTSIDE THE UNITED STATES TO PERSONS OTHER THAN U.S. PERSONS UNDER REGULATION S UNDER THE SECURITIES ACT.
THE INFORMATION CONTAINED HEREIN SHALL NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY, NOR SHALL THERE BE ANY SALE OF THE NOTES REFERRED TO HEREIN IN ANY JURISDICTION IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL PRIOR TO REGISTRATION, EXEMPTION FROM REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH JURISDICTION.
FOR A DESCRIPTION OF THESE AND CERTAIN FURTHER RESTRICTIONS ON OFFERS, SALES AND TRANSFERS OF THE NOTES AND THE DISTRIBUTION OF THE BASE INFORMATION MEMORANDUM (INCLUDING ANY SUPPLEMENT THERETO) AND THE PRELIMINARY DRAWDOWN INFORMATION MEMORANDUM, SEE "TRANSFER RESTRICTIONS" AND "SUBSCRIPTION AND SALE" IN THE BASE INFORMATION MEMORANDUM.
THE DISTRIBUTION OF THIS ANNOUNCEMENT, THE BASE INFORMATION MEMORANDUM (INCLUDING ANY SUPPLEMENT THERETO) AND THE PRELIMINARY DRAWDOWN INFORMATION MEMORANDUM IN CERTAIN JURISDICTIONS MAY BE RESTRICTED BY LAW AND PERSONS INTO WHOSE POSSESSION THIS ANNOUNCEMENT OR SUCH OTHER INFORMATION COMES SHOULD INFORM THEMSELVES ABOUT AND OBSERVE ANY SUCH RESTRICTIONS.
ANY FAILURE TO COMPLY WITH THESE RESTRICTIONS MAY CONSTITUTE A VIOLATION OF THE SECURITIES LAWS OF ANY SUCH JURISDICTION.
THIS ANNOUNCEMENT IS DIRECTED ONLY AT PERSONS WHO (A) ARE OUTSIDE THE UNITED KINGDOM OR (B) PERSONS INSIDE THE UNITED KINGDOM WHO ARE (I) PERSONS WITH PROFESSIONAL EXPERIENCE IN MATTERS RELATING TO INVESTMENTS FALLING WITHIN ARTICLE 19(5) OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 (FINANCIAL PROMOTION) ORDER 2005, AS AMENDED (THE "ORDER"), (II) HIGH NET WORTH ENTITIES, AND OTHER PERSONS TO WHOM IT MAY LAWFULLY BE COMMUNICATED, FALLING WITHIN ARTICLE 49(2)(A) TO (D) OF THE ORDER OR (III) PERSONS TO WHOM AN INVITATION OR INDUCEMENT TO ENGAGE IN INVESTMENT ACTIVITY (WITHIN THE MEANING OF SECTION 21 OF THE FINANCIAL SERVICES AND MARKETS ACT 2000) MAY OTHERWISE LAWFULLY BE COMMUNICATED OR CAUSED TO BE COMMUNICATED (ALL SUCH PERSONS IN (I), (II) AND (III) ABOVE BEING "RELEVANT PERSONS"). THIS ANNOUNCEMENT MUST NOT BE ACTED ON OR RELIED ON BY PERSONS WHO ARE NOT RELEVANT PERSONS. ANY INVESTMENT OR INVESTMENT ACTIVITY TO WHICH THIS ANNOUNCEMENT RELATES IS AVAILABLE ONLY TO RELEVANT PERSONS AND WILL BE ENGAGED IN ONLY WITH RELEVANT PERSONS.
IN MEMBER STATES OF THE EUROPEAN ECONOMIC AREA, THIS ANNOUNCEMENT IS DIRECTED ONLY AT PERSONS WHO ARE "QUALIFIED INVESTORS", WITHIN THE MEANING OF PROSPECTUS REGULATION (REGULATION (EU) 2017/1129).
THIS ANNOUNCEMENT IS NOT A PROSPECTUS FOR THE PURPOSE OF REGULATION (EU) 2017/1129 AS IT FORMS PART OF DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 (THE "UK PROSPECTUS REGULATION"). THE BASE OFFERING MEMORANDUM, THE SUPPLEMENT THERETO AND THE PRICING SUPPLEMENT, WHEN PUBLISHED, WILL BE AVAILABLE, AT: see more
SINGAPORE SFA PRODUCT CLASSIFICATION: THE ISSUER HAS DETERMINED, AND HEREBY NOTIFIES ALL RELEVANT PERSONS (AS DEFINED IN SECTION 309A(1) OF THE SFA), THAT THE NOTES ARE 'PRESCRIBED CAPITAL MARKETS PRODUCTS' (AS DEFINED IN THE SECURITIES AND FUTURES (CAPITAL MARKETS PRODUCTS) REGULATIONS 2018 OF SINGAPORE) AND EXCLUDED INVESTMENT PRODUCTS (AS DEFINED IN MONETARY AUTHORITY OF SINGAPORE NOTICE SFA 04-N12: NOTICE ON THE SALE OF INVESTMENT PRODUCTS AND MAS NOTICE FAA-N16: NOTICE ON RECOMMENDATIONS ON INVESTMENT PRODUCTS).
A RATING IS NOT A RECOMMENDATION TO BUY, SELL OR HOLD SECURITIES AND MAY BE SUBJECT TO REVISION, SUSPENSION OR WITHDRAWAL AT ANY TIME BY THE ASSIGNING RATING ORGANISATION. SIMILAR RATINGS FOR DIFFERENT TYPES OF ISSUERS AND ON DIFFERENT TYPES OF SECURITIES DO NOT NECESSARILY MEAN THE SAME THING. THE SIGNIFICANCE OF EACH RATING SHOULD BE ANALYSED INDEPENDENTLY FROM ANY OTHER RATING.
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[2025-10-08]