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22.04.2026 16:09 #Corporate events

Teniz Capital Investment Banking JSC provided parameters of two issues of Eurobonds of National Company "Kazakhstan Temir Zholy" JSC

/KASE, April 22, 2026/ – Teniz Capital Investment Banking JSC (KASE ticker – TCIB) reported as follows:

quote

National Company "Kazakhstan Temir Zholy" JSC – two-tranche placement of senior unsecured guaranteed notes RegS/144A with a term of 5 and 10 years – Initial Price Thoughts (IPTs)

NOT FOR DISTRIBUTION, PUBLICATION OR RELEASE, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, EXCEPT TO QUALIFIED INSTITUTIONAL BUYERS (QIBs AS DEFINED BELOW), OR INTO ANY OTHER JURISDICTION WHERE SUCH DISTRIBUTION IS UNLAWFUL.

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Issuer:                                          Joint-Stock Company "National Company                      
                                                 "Kazakhstan Temir Zholy" ("KTZh")                          
Guarantors:                                      Joint-Stock Company "Kaztemirtrans",                       
                                                 KTZh-Freight Transportation LLP, as well as any            
                                                 additional guarantors that may be                          
                                                 appointed in accordance with the                           
                                                 Trust Deed.                                                
Documentation:                                   KTZh Global Medium Term Note Program with a                
                                                 guaranteed amount of US$3,000,000,000.                     
Expected credit                                  Moody's: Baa2 / Fitch: BBB-                                
ratings for the issue:                                                                                      
Status:                                          Senior unsecured guaranteed notes                          
Format:                                          Reg S / Rule 144A                                          
Coupon:                                          Fixed rate, interest payments are made twice a year (post  
                                                 factum), calculated on a 30/360 basis.                     
Currency and                                     USD Benchmark                 USD Benchmark                
issue volume:                                                                                               
Term (tenor):                                    5 years                       10 years                     
Initial Price                                    about 5,500%                  about 5,500%                 
Thoughts                                         (estimated yield).            (estimated yield).           
(IPTs):                                                                                                     
Settlement Date:                                 April 29, 2026 (T+5)                                       
Maturity Date:                                   April 29, 2031                April 29, 2036               
DFI Interest:                                    The development finance institution has expressed          
                                                 its intention to acquire up to 20% of each tranche, subject
                                                 to the final terms and conditions of the Notes.            
Listing:                                         Listing: London Stock Exchange (International              
                                                 Securities Market), Kazakhstan Stock Exchange              
                                                 (KASE) and Astana International Exchange (AIX).            
Applicable law:                                  English law                                                
Use of raised funds:                             Net proceeds will be used by the Issuer                    
                                                 for general corporate purposes.                            
Clearing:                                        Euroclear, Clearstream and DTC                             
Denominations:                                   Denominations: US$200,000 and                              
                                                 US$1,000.                                                  
Joint Global Coordinators and Joint Bookrunners: Citigroup Global Markets Limited (B&D), J.P. Morgan,       
                                                 Société General                                            
Joint Lead Managers and Joint                    Abu Dhabi Commercial Bank, Deutsche Bank, Oman             
Bookrunners:                                     Investment Bank and Standard Chartered Bank                
Lead managers in Kazakhstan                      Teniz Capital and Freedom Broker                           
ISIN:                                            XS3353982112 /                XS3353982385 /               
                                                 US48669DAC65                  US48669DAD49                 
Common code:                                     335398211                     335398238                    
Deadlines:                                       The order book is open, it is a working day.               
Stabilization:                                   Stabilization is applied in accordance with                
                                                 FCA/ICMA rules.                                            
------------------------------------------------------------------------------------------------------------

The manufacturer's target audience (in accordance with MiFID II / UK MiFIR product governance rules) is only qualified counterparties and professional clients (through all distribution channels). A key information document for retail investors (KID) in accordance with the PRIIPs for the European Economic Area (EEA) and the KID/CCI for the United Kingdom (UK) has not been prepared, as the offering is not intended for retail investors in the EEA or the UK.

This communication does not constitute, and shall not be construed as, an offer or solicitation of an offer to buy or subscribe for securities in the United States or any other jurisdiction. The securities to which this communication relates have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States except pursuant to an exemption from registration or in transactions not required to be registered under the Securities Act and applicable state securities laws. The securities will be offered for sale in the United States only to "qualified institutional buyers" (QIBs), as defined in Rule 144A of the Securities Act, in transactions exempt from registration under the Securities Act, and outside the United States pursuant to Regulation S of the Securities Act.

In the United Kingdom, this communication is being distributed only to persons who have professional experience in matters relating to investments falling within article 19(5) of the Financial Promotion Order 2005 (as amended) and persons falling within article 49(2) of that Order (all such persons together being referred to as "relevant persons"). In the United Kingdom, this communication must not be used or relied upon by any person who is not a relevant person. Any investment or investment activity to which this communication relates is available only to, and will be engaged in exclusively with, relevant persons.

In Member States of the European Economic Area, this communication is addressed exclusively to persons who are "qualified investors" within the meaning of Regulation (EU) 2017/1129 of the European Parliament and of the Council.

Product classification under the laws of Singapore (SFA): For the purposes of section 309B of the Securities and Futures Act 2001 (the "SFA") and the Securities and Futures (Capital Markets Products) Regulations 2018 (the "CMP Regulations 2018"), unless otherwise specified before the commencement of the offering of the Notes, 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" (within the meaning of the CMP Regulations 2018) and Excluded Investment Products as defined in MAS Notice SFA 04-N12 "Sale of Investment Products" and MAS Notice FAA-N16 "Regarding Recommendations for Investment Products".

The information contained in this announcement does not constitute an offer or an invitation to make offers to sell, purchase, exchange, or otherwise transfer securities in the Republic of Kazakhstan to any individuals or legal entities in Kazakhstan, except in cases stipulated by the local listing requirements in Kazakhstan, and also with the exception of individuals or organizations that are entitled to carry out such actions in accordance with the legislation of the Republic of Kazakhstan and other applicable laws governing the legal capacity of such individuals or organizations. This announcement should not be considered as advertising in the territory of the Republic of Kazakhstan and for the purposes of the legislation of the Republic of Kazakhstan, except in cases where such advertising is carried out in full compliance with the legislation of the Republic of Kazakhstan and the rules and regulations of the Astana International Financial Center (AIFC).

This announcement does not constitute an offer to sell securities or investments, nor does it constitute a solicitation of an offer to buy securities or investments in any jurisdiction in which such an offer or solicitation would be unlawful. No action has been taken to permit the offering of securities or the possession or distribution of this announcement in any jurisdiction where such action would be required. Persons into whose possession this announcement comes are responsible for informing themselves about and observing any such restrictions.

Credit ratings mentioned in this announcement should not be construed as recommendations to buy, sell, or hold securities and are subject to revision, suspension, or withdrawal at any time by the relevant rating agency. Similar ratings for different types of issuers and different types of bonds do not necessarily represent the same thing. The significance of each rating should be analyzed separately and independently of any other ratings.

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[2026-04-22]