04.04.24 21:07
/KASE, April 4, 2024/ – Subsidiary organization of Halyk Bank of Kazakhstan "Halyk Finance" JSC (Almaty, in the heading – Halyk Finance JSC) as a joint bookrunner, today provided Kazakhstan Stock Exchange (KASE) with the following notice: quote THIS MESSAGE IS NOT INTENDED FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN THE TERRITORY OF THE UNITED STATES OF AMERICA (EXCEPT FOR QUALIFIED INSTITUTIONAL BUYERS (QIBs), WHO ARE ALSO QUALIFIED PURCHASERS (QPs) (AS DEFINITED BELOW), OF CANADA, AUSTRALIA OR JAPAN THIS MESSAGE IS NOT INTENDED FOR DISTRIBUTION AMONG AN UNDEFINED CIRCLE OF PERSONS AND IS ADDRESSED ONLY TO MEMBERS OF KAZAKHSTAN STOCK EXCHANGE JSC. THIS MESSAGE IS NOT AN ADVERTISING OF SECURITIES Hereby Halyk Finance JSC announces closing the order book for members of Kazakhstan Stock Exchange JSC participating in the initial offering of the dollar-denominated Eurobonds of Development Bank of Kazakhstan JSC (the Issuer), being issued in accordance with the legislation of a foreign state. All orders from investors were collected through the "Subscription" trading system on KASE. Ticker – BRKZe14. Collection of orders from potential investors through the "Subscription" trading system on KASE began simultaneously with the start of offering of Eurobonds on the territory of a foreign state, under the same conditions for determining the offering price of Eurobonds as for their offering on the territory of a foreign state. Joint Bookrunners: Citi, Halyk Finance, J.P. Morgan, Mashreq/Société Générale Development Impact Assessment (the Development Finance Structuring Agent): J.P. Morgan Sole Sustainability Structuring Bank: Citi BOND PARAMETERS: ------------------------------------------------------------------------------ Issuer's name: Development Bank of Kazakhstan JSC Expected issue ratings: Baa2 (Moody's) / BBB (Fitch) Issuer ratings: Baa2 (positive) / BBB- (stable) / BBB (stable) from Moody's / S&P / Fitch Brief description of bonds: Senior Unsecured Debt Eurobonds issued under English law and offered in accordance with Rule 144A and Regulation S Maturity: 3 years Security: unsecured Yield to maturity on Eurobonds: determined based on the results of collecting investor orders. The final yield to maturity on Eurobonds – 5.6% per annum Expected issue face value: up to USD500 mln Issue currency: US dollar Settlement currency: All settlements on Eurobonds (including settlements during the initial offering, coupon and principal payments are made in US dollars) Denomination: 200,000 (two hundred thousand) US dollars or a greater amount multiple of 1,000 (one thousand) US dollars Applicable law: English law Listing: Kazakhstan Stock Exchange JSC and Vienna MTF Clearing settlements: Euroclear / Clearstream / DTC Purpose: General corporate purposes ------------------------------------------------------------------------------------- PROCEDURE FOR OFFERING BONDS FOR PURCHASE IN KAZAKHSTAN: ------------------------------------------------------------------------------------- Order collection day: April 4, 2024 Order collection start time: 13:00 Almaty time Order collection end time: 20:30 Almaty time Expected date for determining April 4, 2024 (London time) the price and volume of executed investor orders: Expected settlement date: April 15, 2024 Settlements at the initial offering are carried out in US dollars Order price: 100 is indicated as the price in an order (for technical purposes only); the desired yield to maturity, expressed as a percentage per annum, is indicated in the "link" field. In case of market orders, the price value is not indicated. Order volume: Volumes of orders must be indicated in US dollars. The minimum order volume is 200,000 (two hundred thousand) US dollars or a greater amount multiple of 1,000 (one thousand) US dollars ------------------------------------------------------------------------------------- Conditions for Eurobond settlements: By submitting a purchase order, the buyer (trading participant who submitted the order) thereby confirms that he has money in payment for the Eurobonds he is purchasing in an existing brokerage account with Halyk Finance JSC or that he has a valid trading line for making settlements with the counterparty: - J.P. Morgan Securities Plc - Citigroup Global Markets Limited and assumes responsibility for making payments if his order is executed. If the submitted purchase order is executed, responsibility for execution (settlements) lies with the trading participant who submitted the purchase order. Additionally, on April 2, 2024, DBK announced an invitation to holders of its two issues of outstanding bonds: the first issue with a coupon rate of 5.75% and maturing in 2025 (Reg S: XS2472852610 / 144A: US48129VAA44); and the second issue with a coupon rate of 10.75% and maturing in 2025 (Reg S: XS2106835262) to take part in the tender for the redemption of bonds for cash in the amount of the principal amount of up to 500 million US dollars and 62.5 billion Kazakh tenge, respectively. The closing date for early bird orders is set at April 15, 2024 pursuant to the tender offer dated April 2, 2024. Citi, Halyk Finance, J.P. Morgan, Mashreq and Société Générale are acting as Joint Dealer Managers for the tender. For all questions, as well as for additional information, please contact representatives of Halyk Finance JSC at the following contacts: +7 (727) 339-43-77/88 (ext. 3373, 3327, 3356), ib@halykfinance.kz. THE MANUFACTURER'S TARGET MARKET (IN ACCORDANCE WITH UK MIFIR) ARE EXCLUSIVELY QUALIFIED COUNTERPARTS AND PROFESSIONAL CLIENTS (ALL DISTRIBUTION CHANNELS). NO KEY INFORMATION DOCUMENT HAS BEEN PREPARED FOR THE EUROPEAN ECONOMIC AREA AND THE UNITED KINGDOM FOR RETAIL AND INSURANCE STRUCTURED INVESTMENT PRODUCTS (PRIIPS) AS THE EUROBONDS ARE NOT AVAILABLE TO RETAIL SEGMENT IN THE EUROPEAN ECONOMIC AREA OR IN THE UNITED KINGDOM. THIS MESSAGE DOES NOT CONSTITUTE AN OFFER OF SECURITIES FOR SALE IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO DO SO. THE SECURITIES HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR OTHER JURISDICTION, AND SECURITIES CANNOT BE OFFERED OR SOLD WITHIN THE TERRITORY OF THE UNITED STATES OR TO US PERSONS (AS DEFINED IN REGULATION S OF THE SECURITIES ACT), OR ON THEIR ACCOUNT OR FOR THEIR BENEFITS, EXCEPT AS PROVIDED BY AN EXEMPTION FROM THE REQUIREMENTS OF THE SECURITIES ACT AND APPLICABLE LAWS OF OTHER JURISDICTIONS, OR IN TRANSACTIONS NOT SUBJECT TO THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND APPLICABLE LAWS OF OTHER JURISDICTIONS. THE SECURITIES WILL BE OFFERED FOR SALE IN THE UNITED STATES TO "QUALIFIED INSTITUTIONAL BUYERS" ("QIBs") ONLY, AS DEFINED IN AND PURSUANT TO RULE 144A OF THE SECURITIES ACT, WHICH ARE ALSO "QUALIFIED PURCHASERS" (QP), AS DEFINED IN SECTION 2(A)(51) OF THE SECURITIES ACT, U.S. INVESTMENT COMPANY ACT OF 1940, AS AMENDED, AND WILL BE OFFERED FOR SALE ONLY OUTSIDE THE UNITED STATES TO NON-U.S. CITIZENS, PURSUANT TO REGULATION S OF THE U.S. SECURITIES ACT OF 1933 AS AMENDED. THIS MESSAGE IS NOT AN OFFER FOR SALE OR ISSUANCE OF SECURITIES OR A SOLICITATION OF AN OFFER TO PURCHASE, NOR THE SECURITIES REFERRED HEREIN MAY BE SOLD IN ANY JURISDICTION IN WHICH SUCH OFFER OR SALE WOULD BE ILLEGAL PRIOR TO REGISTRATION, EXEMPTION FROM REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH JURISDICTION. THE OFFERING AND DISTRIBUTION OF THIS MESSAGE AND OTHER INFORMATION REFERRED HEREIN MAY BE RESTRICTED BY LAW, AND TO PERSONS WHO TAKE POSSESSION OF THIS MESSAGE OR SUCH OTHER INFORMATION MUST GET ACQUAINTED WITH THE APPROPRIATE LIMITATIONS AND MUST COMPLY WITH SUCH LIMITATIONS. FAILURE TO COMPLY WITH THESE LIMITATIONS MAY CONSTITUTE A VIOLATION OF SECURITIES LAWS IN ANY SUCH JURISDICTION. THIS MESSAGE IS INTENDED EXCLUSIVELY FOR PERSONS WHO ARE (A) LOCATED OUTSIDE THE UK OR (B) LOCATED WITHIN THE UK AND (I) ARE PROFESSIONALS IN TERMS OF INVESTMENTS AS DEFINED IN ARTICLE 19(5) OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 (FINANCIAL PROMOTION) OF THE ORDER 2005,AS AMENDED ("ORDER"), (II) COMPANIES WITH HIGH NET ASSETS VALUE AND OTHER PERSONS TO WHICH IT MAY BE LEGALLY DISCLOSED, SUBJECT TO ARTICLE 49(2)(A)-(D) OF THE ORDER OR (III) PERSONS WHO ARE INVITED OR INDUCED TO PARTICIPATE IN INVESTMENT ACTIVITIES (WITH THE PURPOSE OF ARTICLE 21 OF THE FINANCIAL SERVICES AND MARKETS ACT 2000) MAY BE OTHERWISE LAWFULLY INFORMED OR SOLICITED TO REPORT (ALL SUCH PERSONS IN PARAGRAPHS (I), (II) AND (III) ABOVE ARE "RELEVANT PERSONS"). PERSONS WHO ARE NOT RELEVANT PERSONS SHOULD NOT ACT OR RELY ON THIS MESSAGE. ANY INVESTMENT OR INVESTMENT ACTIVITY TO WHICH THIS MESSAGE REFERS IS AVAILABLE ONLY TO RELEVANT PERSONS AND WILL BE CONDUCTED ONLY WITH RELEVANT PERSONS. IN MEMBER STATES OF THE EUROPEAN ECONOMIC AREA, THIS ANNOUNCEMENT IS INTENDED ONLY FOR PERSONS WHO ARE "QUALIFIED INVESTORS" PURSUANT TO THE PROSPECTUS REGULATION (EU REGULATION 2017/1129). THIS ANNOUNCEMENT IS NOT AN ADVERTISING, NOR IS IT A SECURITIES PROSPECTUS FOR THE PURPOSE OF REGULATIONS. SINGAPORE SFA PRODUCT CLASSIFICATION: THE ISSUER HAS DETERMINED AND HEREBY NOTIFIES ALL RELEVANT PERSONS (AS DEFINED IN SECTION 309A(1) OF THE SFA) THAT THE SECURITIES REFERRED HEREIN ARE A "DESIGNATED PRODUCTS IN CAPITAL MARKETS" (AS DEFINED IN THE SINGAPORE SECURITIES AND FUTURES (CAPITAL MARKETS PRODUCTS) REGULATIONS 2018) AND EXEMPTED INVESTMENT PRODUCTS (AS DEFINED BY THE SINGAPORE MONETARY AUTHORITY, NOTICE SFA 04-N12: NOTICE OF SALE OF INVESTMENT PRODUCTS AND MAS NOTICE FAA-N16: NOTICE OF RECOMMENDATIONS FOR INVESTMENT PRODUCTS). A RATING DOES NOT CONSTITUTE A RECOMMENDATION TO BUY, SELL OR HOLD SECURITIES AND MAY BE REVIEWED, SUSPENDED OR WITHDRAWN AT ANY TIME BY THE ORGANIZATION ASSIGNING SUCH RATING. SIMILAR RATINGS FOR DIFFERENT TYPES OF ISSUERS AND DIFFERENT TYPES OF SECURITIES DO NOT NECESSARILY MEAN THE SAME THING. THE SIGNIFICANCE OF EACH RATING MUST BE ANALYZED INDEPENDENTLY OF ANY OTHER RATING. unquote [2024-04-04]