HALYK FINANCE NOTIFIES OF RESUMING ACCEPTANCE OF ORDERS FOR PARTICIPATION IN OFFERING OF EUROBONDS OF NATIONAL COMPANY KAZAKHSTAN TEMIR ZHOLY

12.06.14 10:29
/KASE, June 12, 14/ – Kazakhstan Stock Exchange (KASE) based on a notice from "Halyk Finance", a subsidiary of Halyk Bank of Kazakhstan, JSC (Almaty), which is the joint lead manager and book-runner of the Eurobond issue by National company "Kazakhstan Temir Zholy" JSC, notifies of resuming acceptance of orders from KASE members to participate in the proposed offering of Eurobonds by National company "Kazakhstan Temir Zholy" JSC being issued and registered in compliance with the legislation of a foreign state. Below are parameters of the mentioned notes as well as the procedure of offering of notes for purchase in Kazakhstan provided to KASE by "Halyk Finance", a subsidiary of Halyk Bank of Kazakhstan. quote NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN JSC "Kazakhstan Stock Exchange" announces reopening of order collection from the KASE's members for participation in a proposed two-tranche Eurobond offering of JSC "National Company "Kazakhstan Temir Zholy" (the "Issuer"), registered in compliance with the legislation of a foreign state (the "Notes"). Collection of orders from potential investors on Kazakhstan regulated market starts simultaneously with the placement of the Notes on the territory of a foreign state, and on the same pricing terms, taking into account specifics inherent to the relevant securities markets. NOTES: -------------------------------------------------------------------------------- Issuer: JSC "National Company "Kazakhstan Temir Zholy" Guarantors: JSC "Kaztemirtrans" and JSC "Lokomotiv" Ranking of each tranche: Senior unsecured Notes Distribution of each tranche: In reliance on Regulation S under the US Securities Act; TEFRA C Denomination of each tranche: CHF 5,000 and integral multiples thereof Tenor of the 1st tranche: 5 years Tenor of the 2nd tranche: 8 years Maturity of the 1st tranche: 20 June 2019 Maturity of the 2nd tranche: 20 June 2022 Pricing (area) of the 1st tranche: At par (yield of 2.590%, Mid-Swaps + 224 bps area) Pricing (area) of the 2nd tranche: At par (yield of 3.638%, Mid-Swaps + 280 bps area) Expected ratings of each tranche: BBB- (S&P), Baa3 (Moody's), BBB (Fitch) Currency: Swiss Franc Additional information: The English version of the preliminary offering circular can be found at the KASE's website at http://www.kase.kz/files/emitters/TMJL/tmjlf9e2_2014.pdf Issuer: -------------------------------------------------------------------------------- PROCEDURE FOR OFFERING OF THE NOTES IN KAZAKHSTAN: -------------------------------------------------------------------------------- Date of order collection: 12 June 2014 Starting time for order collection: 10:30 Almaty time Ending time for order collection: 19:00 Almaty time Method of order submission: closed Expected date for announcement 13 June 2014 of final price and allocations: Settlement date: 20 June 2014 Settlement conditions: When submitting his order the investor shall ensure sufficient funds on its brokerage account with JSC Halyk Finance or confirm in writing the availability of trade lines with either of Credit Suisse AG, UBS AG, Deutsche Bank AG or HSBC Bank PLC, as well as provide the necessary payment instructions. -------------------------------------------------------------------------------- The orders filled in per the form published on the KASE's website (at http://www.kase.kz/files/mix/tmjle_order_form_020614.doc), must be signed and sent to: KASE Trade Department, 050000, Almaty, 280 Baizakov st., BC "Almaty Towers", northern tower, 8th floor with copies faxed to +7 (727) 237 6020 and emailed to trade@kase.kz. Credit Suisse, Deutsche Bank, Halyk Finance, HSBC and UBS act as Joint-Lead Managers, and Tsesna Capital acts as Co-Manager. For more information please contact the following representatives of JSC Halyk Finance and JSC Tsesna Capital: Farkhad Okhonov, tel. 8 (727) 330-01-52, fax 8 (727) 259-05-93, e-mail: F.Okhonov@halykfinance.kz Oleg Khvan, tel. 8 (727) 330-09-82, fax 8 (727) 259-05-93, e-mail: O.Khvan@halykfinance.kz Stanislav Li, tel. 8 (727) 244-65-37, fax 8 (727) 259-05-93, e-mail: S.Li@halykfinance.kz Anuar Zhakupov, tel. 8 (727) 311-56-75, fax 8 (727) 311-56-75, e-mail: Zh_Anuar@tscapital.kz This communication does not constitute, and should not be construed as an offer to buy or invitation to purchase or acquire securities and nothing herein shall form the basis of any contract or commitment. This communication does not constitute an offer for sale of securities in the United States or an invitation or an offer to the public or form an application to subscribe for securities. The securities described herein and the guarantees in respect thereof have not been, and will not be, registered under the United States Securities Act 1933, as amended (the "Securities Act"), or with any securities regulatory authority of any state or other jurisdiction of the United States and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. Persons (as defined in Regulation S under the Securities Act) absent registration under the Securities Act or an available exemption from it. The securities referred to herein and the guarantees in respect thereof are in bearer form and subject to U.S. tax law requirements. Subject to certain exceptions, neither the securities nor the guarantees in respect thereof may be offered, sold or delivered within the United States or to U.S. Persons. This communication is distributed and directed only at (i) persons who are outside the United Kingdom, (ii) investment professionals falling within Article 19 (5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") (iii) 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 (iv) persons to whom an invitation or inducement to engage in an investment activity (within the meaning of section 21 of the Financial Services and Markets Act 2000) in connection with the issue and sale of any securities by the company or any member of its group may otherwise lawfully be communicated or caused to be communicated (all such persons (i) to (iv) being referred to as "relevant persons"). Any person who is not a relevant person should not act or rely on this communication. Specified rating is not a recommendation to buy, sell or hold securities and may be suspended, reduced or withdrawn at any time at the discretion of the relevant rating agency. unquote [2014-06-12]