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:
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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
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PROCEDURE FOR OFFERING BONDS FOR PURCHASE IN KAZAKHSTAN:
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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
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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]