/IRBIS, December 3, 03/ - Following is the characteristics of bonds of
Kazakhstan Mortgage Company CJSC (Almaty) of the third issue published
in connection with their admittance into Kazakhstan Stock Exchange's
(KASE) official "A" listing category. Data is presented based on conclusion of
the Listing committee of KASE.
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Type of securities: coupon indexed
mortgage bonds
Securing: Secured
Issue currency: Kazakhstani tenge (KZT)
Servicing currency: Kazakhstani tenge (KZT)
Character of indexation: Of coupon rate depending on
inflation rate in Kazakhstan
Features of indexation: investor's income is protected
against deflation; coupon rate
depends on amount of fixed margin
National identification number: KZ2CKY10A986
Issue number in state register: А98
Register maintenance: Fondoviy center LLP (Almaty)
Date of issue registration: November 19, 03
Circulation term: 10 years and 121 days
Floatation term: within the whole circulation period
Maturity date: April 1, 14 regular partial advance
repayment, callable option
Coupon rate: Floating
Dates of interest payment: April 1 and October 1 of
each year
Time basis at all calculations: 30/360, European method
Register fixation dates for March 31 and September 30
coupon payment: of each year
Register fixation date for
repayment (at maturity): March 31, 14
Issue's underwriters:
Lead-manager: KIB ASSET MANAGEMENT Ltd LLP
Co-manager: Bank CenterCredit OJSC
Auditor (pawn condition control): ELTAL-UVEMAN consulting LLP (Almaty)
Bondholders' representative: Bank TuranAlem OJSC (Almaty)
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Date of admittance in trade lists of KASE: December 3, 03
Trade code of KASE: KZIKb3
Date of first trades: Will be determined later
Accuracy of price change at quoting: 4 decimal figures
Market-maker at KASE: KIB ASSET MANAGEMENT Ltd LLP
Minimal volume of mandatory quotation: 1,700,000 bonds
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Credit ratings of issue: Absent as of issue date
Credit ratings of issuer: Absent as of issue date
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BONDHOLDER'S REPRESENTATIVE
Bondholders' representative is not affiliated person of the company, auditor,
registrar and other persons, which take part in the process of preparation,
issue, floatation and redemption of bonds. The representative carries out its
obligations exceptionally for the sake of bondholders.
WAYS OF SECURING OF OBLIGATIONS ON BONDS
The bonds have been secured by the pawn of the company's movables -
purchased from banks-partners of the requirement rights on borrowers;
credit obligations (certified by means of mortgage certificate purchasing on
the loan or signing of assignment agreement), and also securities, which are
acceptable for refinancing by the National Bank of Kazakhstan.
The bonds have been secured by the pawn of the company's movables -
purchased from partner - enterprises of the requirement rights on borrowers;
credit obligations (certified by means of mortgage certificate purchasing on
the loan or signing of assignment agreement), and also securities, which are
acceptable for refinancing by the National Bank of Kazakhstan (hereinafter -
"securities").
Pawn agreement is made between the company and bondholders, on behalf
and on the instructions of whom the Representative acts. Bondholders
realize their rights of pawn holders through the Representative.
The issuer accounts for preparation of information on the pawn content,
including making of changes and additional and their including into the
pawn's register. Operation of substitution, retirement and replenishment of
pawn property is fixed by the company in the following way:
- on requirement rights - by means of making corresponding writings in the
register of the pawn and presenting it to RSE "Center on real estate in
Almaty city";
- On securities - in Central Depository of securities CJSC or Independent
registrar in accordance with the legislation.
The company must uphold the cost of the pawned property during the whole
circulation term of bonds on the level of no lower than 100% of bonds; total
face value, which are in circulation, taking into account any accumulated
interest. While calculation of the pawn's cost there will be taken into account
the principal debt on credit agreements, face value (on coupon securities), or
purchasing cost (on discount securities).
In order to keep the cost of pawned property on the mentioned level the
company replenishes it mortgage certificates, which it purchases from
banks-partners and/or requirement rights on mortgage credits, or securities.
The issuer must change property rights, which are a part of the pawned
property, when anything of the following occurs:
- non-fulfillment or improper fulfillment by the borrower of bill of debt on
credit agreement;
- advance fulfillment by the borrower of the bill of debt on credit agreement;
- loss of the subject of mortgage, which serves as securing of the bill of
debt on credit agreement;
- coming into effect of the court's decision решения суда about
recognizing of credit or mortgage agreement as invalid, or its breaking..
For controlling timely content of the pawn the company every month till the
fifteenth of each calendar month presents to the Representative information
about the pawn's content.
The company, with the purpose of the pawned property controlling, which is
securing for bonds, makes agreement with auditing company ELTAL-
UVEMAN consulting LLP (hereinafter "auditor"), which provides order of
controlling the pawned property condition by the auditor by means of spot
check of the pawn's condition.
Every six months the auditor conducts procedures on checking twenty
occasionally chosen credit agreements out of the pawn register, which is
presented by the company. Auditor makes selective pawned credits' quality
control, for what it:
- receives from the company credit dossiers on chosen credit agreements;
- compares information, which is in the pawn register, with initial
documentation, which is maintained by the company;
- studies information concerning pawns registrations;
- studies documentation to find out the fact of conducting of the procedure
on credit estimation and its approval;
- checks up payments on chosen agreements ion order to make sure that
credit agreements are classified in accordance with the National Bank's
requirements.
The auditor checks accuracy and correctness of arithmetic calculation on
credit agreements list, on which requirement rights are subject of pawns.
Checking by the auditor of twenty occasionally chosen credit agreements out
of pawn register every six months is sufficient guarantee of the company's
obligations fulfillment during next six calendar months. The auditor finishes
all procedures concerning the pawn checking during 14 calendar days and
presents report to the Representative and the company. The company must
provide the auditor with all documents, which are necessary for the control.
Procedures, which are made by the auditor are not auditing, which is made
in compliance with international auditing standards, and are not an
expression of any guarantees. The control, which is made by the auditor is
meant exceptionally for notifying the Representative about the pawned
property condition.
PAWN
The pawn is to pass compulsory state registration in the order, which has
been set by the legislation. Right of pawn appears since its state
registration. Pawn property registration is in effect till stoppage of the
pawn. Expenses on payment for the state registration of the pawn are levied on
the issuer.
The pawned property provides with fulfillment of the company's obligations
on bonds redemption and, in case of the company's default, paying of
Representative's expenses, connected with imposing a penalty and sale of
the pawned property.
INTEREST PAYMENT AND REDEMPTION
Interest rate on bonds (percentage) is calculated in the following way:
inflation index in annual expression (during the last twelve months) per
month, which precedes the month, in which rate is set (for the term till April
1, 2004) or its reexamination is made, minus 10 basis points (inflation in a
given formula is expressed in form of consumer prices, e.g. 107.3, what
corresponds to price increase by 7.3%; in order to get 7.3% form 107.3 one
need to deduct 100 basis points - IRBIS note) plus fixed margin.
Fixed margin for the period till April 1, 2007 is set by the results of the
first deal on bonds primary floatation The issuer has a right to reset the
amount of fixed margin twice during security circulation term - April 1, 2007
and April 1, 2010. At the same time the amount of fixed margin cannot be reset
by more than one point at once.
Interest arte is reconsidered on April 10 and October 10 of each calendar
year in accordance with changing of inflation index according to the data of
Kazakhstan statistics agency. In case of changing coupon rate during the
periods between mentioned dates accumulation and actual payment of
interest on the bonds by the issuer since the moment of the last
reexamination of interest till new date of reexamination comes is made on
the basis of interest rate of the last reexamination of interest rate. If the
value becomes negative (inflation rate negative 100), i.e. deflation takes
place, to calculate coupon the inflation rate is assumed to be zero.
Value of the fixed margin cannot be lower than 0.5 percent points. The
announcement on fixed margin reconsideration is published at KASE site not
later than February 1, 2007 and February 1, 2010. If date of publication falls
on week end or holiday, announcement is to be published in first working
day, following after that week end or holiday.
In case of coupon rate change, accumulation and actual payment of interest
by the issuer on its bonds from the moment of the last reexamination of
coupon rate till new reexamination should be made is made based on rate
established during the last reexamination of coupon rate.
There are set upper and lower limits of interest rate on bonds.
The value of upper interest rate limit by the date of circulation starting is:
inflation index in annual expression (for the last 12 months) as of November
of 2003 minus 100 percent points, plus fixed margin, which is determined by
the results of floatation, plus 4.5% APR.
Value of the lower interest rate limit by the date of circulation starting is:
inflation index in annual expression (for the last 12 months) as of November
of 2003 plus fixed margin, which is determined by the results of floatation,
minus 4.5% APR.
In the future values of the upper and the lower limits are reexamined on
October 1 of each calendar year. Order of reexamination of interest rates is
similar with the mentioned above one.
Interest accumulation on bonds begins since the day of their circulation
starting, and is made during the whole circulation period and ends on the
day, which precedes maturity date.
Interest payment and principal repayment are made by means of money
transfer by the company to bondholders' accounts in accordance with the
date of bondholders' register.
PARTIAL ADVANCE REPAYMENT OF BONDS
On April 1 of each calendar year of bonds circulation (until April 1, 2012)
partial advance repayment of bonds principal is made on annual basis.
Partial advance repayment of bonds is made based on their face values at
the same time when interest is paid. The amount of advance repayment is
determined by formula:
Pi = Vi/10, where
i - the year of circulation (from 1 to 9);
Pi - the amount of advance repayment by results of ith circulation year, KZT;
Vi - volume of bonds in circulation as of March 1 ot ith year, KZT.
Partial advance repayment is made in proportion to volume of bonds, which
each holder possesses. The amount of annual advance bond repayment
should not be less than value of Pi.
Bondholders, who disagree with the amount of reviewed fixed margin, have
right to present bonds they possess for advance repayment. Requests for
advance repayment of bonds are accepted before March 1, 2007 and March
1, 2010, and principal repayment is made in full (requests - IRBIS note)
based on face value at the same time when interest is paid on April 1, 2007
and April 1, 2010.
If the volume of bonds which were submitted for advance repayment by
holders who disagree with the amount of reset fixed margin, equals less than
value of Pi, no advance repayment is made.
Bonds redemption is made based on nominal value at the same time when
interest on bonds is paid. The date of last payment made by the issuer on
bond redemption is considered to be the last principal repayment date.
Bonds are to be redeemed by means of money transfer to bondholders'
accounts, who have been registered by the registrar as of 30 days before
bonds maturity.
If dates of interest payments or bonds redemption coincide with a day off or
a holiday, payment will be made on the first working day, which follows the
day off or a holiday. Bondholders have no right to demand interest imposing
of other compensation for such the delay in payment. All payments (interest
payment and bonds maturity) are made by the issuer by cashless settlement.
More detailed information on securities, including conclusion of the Listing
committee of the Exchange, will be published at KASE' official web site
at:
http://www.kase.kz/emitters/kzik.asp in the nearest future.
[2003-12-03]