HALYK FINANCE NOTIFIES OF START OF COLLECTING ORDERS FOR
PARTICIPATION IN THE OFFERING OF DOLLAR-DENOMINATED
EUROBONDS OF DEVELOPMENT BANK OF KAZAKHSTAN
04.04.24 12:56
/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 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 the start of accepting orders from
members of Kazakhstan Stock Exchange JSC to participate in the initial offering
of bonds of Development Bank of Kazakhstan JSC (Issuer), issued in
accordance with the legislation of a foreign state (hereinafter – Eurobonds).
All orders from investors are accepted through the "Subscription" trading system
on KASE. Ticker – BRKZe14.
Collection of orders from potential investors through the "Subscription" trading
system on KASE begins 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:
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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 benchmark for indicative
yield to maturity on Eurobonds – ca.
5,875% 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: 18:00 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 BUYERS (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 FFERING 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]