HALYK FINANCE ANNOUNCES START OF COLLECTION OF ORDERS FOR PARTICIPATION IN OFFERING OF KZT-DENOMINATED EUROBONDS OF DEVELOPMENT BANK OF KAZAKHSTAN

05.02.20, 16:40
/KASE, February 5, 2020/ – Subsidiary organization of Halyk Bank of Kazakhstan Halyk Finance (Almaty, in the heading and hereinafter – Halyk Finance), a member of Kazakhstan Stock Exchange (KASE), today provided KASE with the following notice: quote NOT INTENDED FOR PUBLIC DISTRIBUTION, DIRECTLY OR IMMEDIATELY, IN THE TERRITORY OF THE UNITED STATES OF AMERICA (including all controlled territories), AUSTRALIA, CANADA, JAPAN OR OTHER JURISDICTION, WHERE EXECUTION OF SUCH ACTIONS IS ILLEGAL. Hereby, Halyk Finance announces starting to collect orders from members of Kazakhstan Stock Exchange JSC for participating in the initial offering of Eurobonds of Development Bank of Kazakhstan (the Issuer) being issued under laws of a foreign country (hereinafter – Eurobonds). All orders from investors are accepted through the trading system "Subscription" on KASE. Acceptance of orders from prospective investors through the trading system "Subscription" will start simultaneously with the offering of the Eurobonds on the territory of the foreign country, and on the same terms of Eurobonds pricing, as during their offering on the territory of the foreign country, taking into account possible specifics inherent to the relevant securities markets. Joint managers and Joint Book-runners: Halyk Finance, J.P. Morgan (B&D), UBS Investment Bank, Societe General. BONDS' PARAMETERS: -------------------------------------------------------------------------------- Issuer name: Development Bank of Kazakhstan Expected issue ratings: Baa3 (Moody's) / BBB- (Fitch) Issuer's Ratings: Baa3 (Moody's) / BBB- (Fitch) / BB+ (S&P) Bonds' short description: international bonds of senior, unsecured debt issued according to the English law and offered in accordance with Reg S of the US Securities Act Expected term to maturity: 5 years Security: unsecured Yield to maturity on Eurobonds: Determined upon results of collection of investors orders. The indicative yield to maturity benchmark on Eurobonds is the range from 10.95%–11.05% p.a. The final yield will be set within said range. Expected nominal amount up to KZT100 bn of issue Issue currency: Kazakh tenge Settlement currency: All settlements on Eurobonds (incl. settlements at initial offering, coupon and principal debt payments) are carried out in US dollars Face value of one security KZT50,000,000 (fifty million), or the higher face value dividable by KZT250,000 (two hundred fifty thousand) Listing: Kazakhstan Stock Exchange (KASE) and London Stock Exchange ----------------------------------------------------------------------------------- PROCEDURE OF OFFERING OF BONDS IN KAZAKHSTAN: ----------------------------------------------------------------------------------- Order collection day: 5 February 2020 Order collection start time: 15:30 o'clock (Almaty time) Order collection end time: 18:30 o'clock (Almaty time) Expected date of price 5 February 2020 (London time) and executed investor orders amount fixing: Expected settlement date: 12 February 2020 settlements at initial offering are executed in US dollars at the official USD/KZT exchange rate of KZT379.3, fixed on February 5, 2020 and released on the website of the National Bank of Republic of Kazakhstan Order price: The order price is represented by the yield to maturity expressed in annual percentage. In case of market orders "the market yield" is indicated as the price Order volume: Order volumes must be indicated in tenge at the face value. The minimum order volume is KZT50,000,000 (fifty million) at the face value, or with the higher volume at face value dividable by KZT250,000 (two hundred fifty thousand) ----------------------------------------------------------------------------------- Terms of settlement of Eurobonds: By submitting a purchase order, the buyer thus confirms the availability of funds in payment of Eurobonds he buys in an operational brokerage account at Halyk Finance or the availability of operational trade facilities with the counterpart below: - J.P. Morgan Securities plc and takes over the responsibility for execution of settlement in case of execution of his order. In case of execution of a submitted purchase order, the responsibility for execution (settlement) rests with the trade participant who submitted the purchase order. With queries, as well as for additional information, please contact the following representatives of Halyk Finance: Oleg Khvan, tel. +7 (727) 357-31-77 (ext. 3392), e-mail: O.Khvan@halykfinance.kz Zhuldyz Zharkenova, tel. +7 (727) 357-31-77 (ext. 3327), e-mail: Zh.Zharkenova@halykfinance.kz Sanzhar Ospanov, tel. +7 (727) 357-31-77 (ext. 3379), e-mail: S.Ospanov@halykfinance.kz Nursultan Alibaev, tel. +7 (727) 357-31-77 (ext. 3326), e-mail: N.Alibayev@halykfinance.kz Halyk Finance, J.P. Morgan (B&D), UBS Investment Bank, Societe General act as Joint Bookrunners. THIS ANNOUNCEMENT DOES NOT CONSTITUTE OR FORM A PART OF ANY OFFER OR SOLICITATION TO PURCHASE OR SUBSCRIBE FOR SECURITIES IN THE UNITED STATES OR IN ANY OTHER JURISDICTION. THE SECURITIES TO WHICH THIS ANNOUNCEMENT RELATES HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE US SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, US PERSONS (AS SUCH TERM IS DEFINED IN REGULATION S UNDER THE SECURITIES ACT), EXCEPT PURSUANT TO REGISTRATION OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. THERE WILL BE NO PUBLIC OFFER OF SECURITIES IN THE UNITED STATES. THIS ANNOUNCEMENT DOES NOT CONSTITUTE OR FORM PART OF AN OFFER OR INVITATION TO SELL OR ISSUE, OR ANY SOLICITATION OF AN OFFER TO BUY OR SUBSCRIBE FOR, ANY SECURITIES, IN THE UNITED STATES OR ANY OTHER JURISDICTION NOR SHALL IT (OR ANY PART OF THIS ANNOUNCEMENT) OR THE FACT OF ITS DISTRIBUTION FORM THE BASIS OF, OR BE RELIED UPON IN CONNECTION WITH, OR ACT AS ANY INDUCEMENT TO ENTER INTO, ANY CONTRACT OR COMMITMENT OR INVESTMENT DECISION WHATSOEVER. THE DISTRIBUTION OF THIS ANNOUNCEMENT IN CERTAIN JURISDICTIONS MAY BE RESTRICTED BY LAW AND PERSONS INTO WHOSE POSSESSION ANY DOCUMENT OR OTHER INFORMATION REFERRED TO HEREIN 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. RECIPIENTS OF THIS ANNOUNCEMENT WHO INTEND TO PURCHASE ANY SECURITIES IN THE FUTURE ARE REMINDED THAT ANY SUCH PURCHASE OR SUBSCRIPTION MUST BE MADE SOLELY ON THE BASIS OF THE INFORMATION CONTAINED IN ANY FINAL FORM BASE PROSPECTUS AND DRAWDOWN PROSPECTUS PUBLISHED IN CONNECTION WITH ANY SUCH SECURITIES. THIS ANNOUNCEMENT IS NOT BEING MADE, AND THIS ANNOUNCEMENT HAS NOT BEEN APPROVED, BY AN AUTHORISED PERSON FOR THE PURPOSES OF SECTION 21 OF THE FINANCIAL SERVICES AND MARKETS ACT 2000, AS AMENDED (THE "FSMA")(UNITED KINGDOM). THIS ANNOUNCEMENT IS NOT BEING DISTRIBUTED TO, AND MUST NOT BE PASSED ON TO, THE GENERAL PUBLIC IN THE UNITED KINGDOM OR TO PERSONS IN THE UNITED KINGDOM SAVE IN THE CIRCUMSTANCES WHERE SECTION 21(1) OF THE FSMA DOES NOT APPLY. THIS ANNOUNCEMENT IS DIRECTED ONLY AT PERSONS WHO (A) ARE OUTSIDE THE UNITED KINGDOM OR (B) 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, AS AMENDED) MAY OTHERWISE LAWFULLY BE COMMUNICATED OR CAUSED TO BE COMMUNICATED (ALL SUCH PERSONS IN (A) AND (B) 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 ARTICLE 2(1)(E) OF DIRECTIVE 2003/71/EC (THE "PROSPECTUS DIRECTIVE") ("QUALIFIED INVESTORS"). THIS ANNOUNCEMENT IS AN ADVERTISEMENT FOR THE PURPOSES OF APPLICABLE MEASURES IMPLEMENTING THE PROSPECTUS DIRECTIVE. THE BASE PROSPECT OF THE PROGRAM OF JANUARY 27, 2020 AND THE FINAL VERSION OF THE USSUE PROSPECTUS, AFTER THE PUBLICATION, WILL BE AVAILABLE ON: HTTP://WWW.LONDONSTOCKEXCHANGE.COM/EXCHANGE/PRICES-AND- NEWS/NEWS/MARKET-NEWS/MARKET-NEWS-HOME.HTML 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. unquote [2020-02-05]