HALYK FINANCE NOTIFIES OF EXTENDING PERIOD OF ACCEPTANCE OF ORDERS FOR PARTICIPATION IN OFFERING OF USD-DENOMINATED EUROBONDS OF DEVELOPMENT BANK OF KAZAKHSTAN

05.05.22 18:09
/KASE, May 5, 2022/ – Subsidiary organization of Halyk Bank of Kazakhstan Halyk Finance (Almaty, in the heading and hereinafter – Halyk Finance), as a joint bookrunner today provided Kazakhstan Stock Exchange (KASE) with the following notice: quote THIS MESSAGE IS NOT INTENDED FOR ISSUE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR THROUGH INTERMEDIARIES, IN WHOLE OR IN PART, IN THE UNITED STATES OF AMERICA, EXCEPT QUALIFIED INSTITUTIONAL BUYERS (QIBs), WHO ARE ALSO QUALIFIED PURCHASERS (QPs) (ACCORDING TO THE FOLLOWING DEFINITION), AS WELL AS IN TH TERRITORY OF CANADA, AUSTRALIA OR JAPAN Hereby, Halyk Finance JSC informs you about extending the collection of orders from members of Kazakhstan Stock Exchange JSC for participation in the initial offering of Eurobonds of Development Bank of Kazakhstan JSC (Issuer), issued in accordance with the legislation of a foreign state (hereinafter – Eurobonds) until 20:00, Almaty time. All orders from investors are accepted through the "Subscription" trading system on KASE. Acceptance of orders from potential investors through the "Subscription" trading system on KASE begins simultaneously with the offering of Eurobonds on the territory of a foreign state, on the same terms for determining the offering price of Eurobonds as when offering them on the territory of a foreign state, taking into account possible peculiarities inherent in the respective securities markets. Joint Bookrunners: Citi, Halyk Finance, J.P. Morgan, MUFG Financial Development Structuring Agent: J.P. Morgan BOND PARAMETERS: ---------------------------------------------------------------------------- Issuer's name: Development Bank of Kazakhstan Expected issue ratings: BBB (Fitch) / Baa2 (Moody's) Issuer ratings: BBB (Fitch) / Baa2 (Moody's) / BBB- (S&P) Brief description of bonds: international senior unsecured bonds issued under English law and offered in accordance with Rule 144A and Regulation S Circulation term: 3 years Security: unsecured Indicative yield to maturity Benchmark of indicative yield on Eurobonds: to maturity on Eurobonds – ca. 5.95 % per annum. Expected nominal volume up to USD500 mln of issue: Issue currency: US dollar Settlement currency: All settlements on Eurobonds (including settlements at the initial offering, coupon and principal payments) are made in US dollars Face value of one security: 200,000 (two hundred thousand) US dollars or higher, multiple of 1,000 (one thousand) US dollars Coupon: fixed, semi-annual, settlement base 30/360 Covenant on control change: Retaining 100% state ownership (directly or indirectly) Purpose: Financing the buyback of 2022 Eurobonds in accordance with the tender offer and for general corporate purposes Listing: Kazakhstan Stock Exchange and Vienna MTF ----------------------------------------------------------------------------- PROCEDURE FOR OFFERING BONDS FOR PURCHASE IN KAZAKHSTAN: ----------------------------------------------------------------------------- Order collection date: May 5, 2022 Order collection start time: 14:15 o'clock, Almaty time Order collection end time: 20:00 o'clock, Almaty time Expected date for determining May 6, 2022 (London time) the price and volume of executed investor orders: Expected settlement date: May 12, 2022 Order price: yield to maturity, expressed as a percentage per annum, is indicated in the order as the price. In the case of market orders, the "yield at market" is indicated as the price Order volume: volumes of orders must be indicated in US Dollars at par. The minimum order volume is 200,000 (two hundred thousand) US dollars at par or with a large volume at par, multiple of 1,000 (one thousand) US dollars ----------------------------------------------------------------------------- Terms of settlement of Eurobonds: By submitting a purchase order, the buyer thereby confirms that he has money to pay for the Eurobonds he buys on an existing brokerage account with Halyk Finance JSC or that he has an active trading line with a counterparty as follows: •Citigroup Global Markets Limited •J.P. Morgan Securities plc •MUFG Securities EMEA plc and assumes responsibility for the implementation of settlements in the event that his order is executed. If the submitted purchase order is executed, the responsibility for the execution (settlement) lies with the trading participant who submitted the purchase order. For all questions, and for additional information please contact the following representatives of Halyk Finance: Oleg Khvan, tel. 8 (727) 331-59-73 (ext. 3373), e-mail: o.khvan@halykfinance.kz Zhuldyz Zharkenova, tel. 8 (727) 331-59-27 (ext. 3327), e-mail: zh.zharkenova@halykfinance.kz Altynai Ibraimova, tel. 8 (727) 331-59-56 (ext. 3356), e-mail: a.ibraimova@halykfinance.kz THE MANUFACTURER'S TARGET MARKET (IN ACCORDANCE WITH UK MIFIR) ARE EXCLUSIVELY QUALIFIED COUNTERAGENTS AND PROFESSIONAL CLIENTS (ALL DISTRIBUTION CHANNELS). NO KEY INFORMATION DOCUMENT IN THE EUROPEAN ECONOMIC AREA AND IN THE UNITED KINGDOM ON RETAIL AND INSURANCE STRUCTURED INVESTMENT PRODUCTS (PRIIPS) IS NOT PREPARED BECAUSE BONDS ARE NOT AVAILABLE FOR THE RETAIL SEGMENT IN THE EUROPEAN ECONOMIC ZONE OR IN THE UNITED KINGDOM. THIS MESSAGE IS NOT AN OFFER OF SECURITIES FOR SALE IN ANY JURISDICTION WHERE IT IS UNLAWFUL. THE SECURITIES WERE NOT AND WILL NOT BE REGISTERED ACCORDING TO THE 1933 US SECURITIES ACT ("SECURITIES ACT"), OR THE SECURITIES LAWS OF ANY US STATE OR OTHER JURISDICTION, AND THE SECURITIES MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR OTHER JURISDICTION, AND THE SECURITIES MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR, OR IN FAVOR OF THE USA. PERSONS (AS DEFINED IN REGULATION S OF THE SECURITIES ACT), EXCEPT FOR EXEMPTIONS FROM THE REQUIREMENTS OF THE SECURITIES ACT AND APPLICABLE LAWS OF OTHER JURISDICTIONS, OR IN TRANSACTIONS NOT SUBJECT TO REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND APPLICABLE LAWS OF OTHER JURISDICTIONS. THE SECURITIES WILL BE OFFERED FOR SALE IN THE USA ONLY TO "QUALIFIED INSTITUTIONAL BUYERS" (QIBs), AS IT IS DEFINED IN REGULATION 144A OF THE US SECURITIES ACT, 1933, AS AMENDED, WHICH ARE ALSO "QUALIFIED PURCHASERS" (QPs), AS DEFINED IN SECTION 2 (A) (51) OF THE INVESTMENT COMPANIES ACT OF 1940, AS AMENDED, AND WILL BE OFFERED FOR SALE OUTSIDE THE US ONLY TO NON-US CITIZENS, PURSUANT TO PROVISION S OF THE US SECURITIES ACT 1933, AS AMENDED. THIS ANNOUNCEMENT IS NOT AN OFFER FOR SALE OR ISSUE OF SECURITIES OR AN OFFER TO PURCHASE, AND THERE CAN ALSO BE NO SALE OF SECURITIES REFERRED TO IN THIS DOCUMENT IN ANY JURISDICTION, IN WHICH AN OFFER, OFFERING OR SALE WOULD BE UNLAWFUL PRIOR TO REGISTRATION, REGISTRATION EXEMPTION OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH JURISDICTION. THE OFFER AND DISTRIBUTION OF THIS NOTICE AND OTHER INFORMATION REFERRED TO IN THIS DOCUMENT MAY BE LIMITED BY LAW, AND PERSONS TO WHOSE OWNERSHIP THIS MESSAGE OR SUCH OTHER INFORMATION ARRIVE, MUST REVIEW THE APPLICABLE RESTRICTIONS AND MUST OBSERVE SUCH RESTRICTIONS. FAILURE TO OBSERVE THESE RESTRICTIONS MAY CONSTITUTE A VIOLATION OF SECURITIES LAW UNDER ANY SUCH JURISDICTION. THIS ANNOUNCEMENT IS GOING ONLY TO PERSONS WHO ARE (A) OUTSIDE THE UK OR (B) ARE IN THE TERRITORY OF THE UK AND (I) HAVE A PROFESSIONAL IN ISSUES REGARDING INVESTMENTS, SUBJECT TO ARTICLE 19 (5) OF THE ORDER (PROMOTION OF FINANCIAL SERVICES) 2005 OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 ("ORDER"), EITHER (II) SUBJECT TO ARTICLE 49(2)(A)-(D) OF THE ORDER (PERSONS WITH LARGE EQUITY AND OTHER PERSONS TO WHICH IT IS LEGALLY PERMITTED TO TRANSFER THIS ANNOUNCEMENT), EITHER (III) ARE PERSONS TO WHICH THIS ANNOUNCEMENT MAY BE DIRECTED WITHOUT VIOLATION OF SECTION 21 OF THE ACT (ALL SUCH PERSONS LISTED IN PARTS (I), (II) AND (III) ABOVE ARE REFERRED TO AS "RELEVANT PERSONS"). THIS ANNOUNCEMENT SHOULD NOT APPLY TO PERSONS WHO ARE NOT THE RELEVANT PERSONS, OR BE SENT TO PERSONS WHICH ARE NOT THE RELEVANT PERSONS. ANY INVESTMENT OR INVESTMENT ACTIVITIES TO WHICH THIS ANNOUNCEMENT RELATES, WILL BE AVAILABLE EXCLUSIVELY TO THE RELEVANT PERSONS AND WILL ONLY BE CARRIED OUT WITH THE RELEVANT PERSONS. IN THE MEMBER STATES OF THE EUROPEAN ECONOMIC AREA, THIS ANNOUNCEMENT IS INTENDED ONLY FOR PERSONS WHO ARE "QUALIFIED INVESTORS" IN ACCORDANCE WITH THE REGULATION ON PROSPECTUSES (EU REGULATION 2017/1129). THIS ANNOUNCEMENT IS NOT AN ADVERTISEMENT AND NOT A PROSPECTUS FOR PURPOSES OF REGULATION. PRODUCT CLASSIFICATION OF THE SINGAPORE SFA: THE ISSUER HAS DETERMINED AND HEREBY NOTIFIES ALL RELEVANT PERSONS (AS DEFINED IN SECTION 309A(1) SFA) THAT THE SECURITIES MENTIONED HEREIN ARE "PRESCRIBED PRODUCTS OF CAPITAL MARKETS" (AS DEFINED IN SINGAPORE SECURITIES AND FUTURES (CAPITAL MARKETS PRODUCTS) REGULATIONS 2018) AND EXCLUDED INVESTMENT PRODUCTS (AS DEFINED IN MONETARY AUTHORITY OF SINGAPORE NOTICE SFA 04-N12: INVESTMENT PRODUCTS SALE NOTICE AND MAS NOTICE FAA-N16: INVESTMENT PRODUCTS RECOMMENDATIONS NOTICE). THE RATING DOES NOT PROVIDE A RECOMMENDATION TO BUY, SELL OR HOLD SECURITIES AND MAY BE REVISED, SUSPENDED OR WITHDRAWN AT ANY TIME BY THE ORGANIZATION THAT ISSUED SUCH RATING. SIMILAR RATINGS FOR DIFFERENT ISSUERS AND DIFFERENT TYPES OF SECURITIES DO NOT NECESSARILY MEAN THE SAME. THE IMPORTANCE OF EACH RATING MUST BE ANALYZED REGARDLESS OF ANY OTHER RATING. unquote [2022-05-05]