Development Bank of Kazakhstan offers to buy $700 million 4 1/8% notes

By Marisa Wong

Los Angeles, April 29 – JSC Development Bank of Kazakhstan is offering to purchase for cash up to $700 million of its $1,264,004,000 outstanding 4 1/8% notes due 2022 (ISIN: XS0860582435, US25159XAB91), according to a press release.

The offer began on April 26 and will expire at 11:59 p.m. ET on May 23.

The bank is offering a total consideration of $1,001.50 per $1,000 principal amount of notes tendered by 5 p.m. ET on May 9, the early tender participation deadline. The total consideration includes an early tender premium of $30 per $1,000 of notes.

Holders tendering after the early deadline will be eligible to receive only the tender offer consideration of $971.50 per $1,000 of notes.

In addition, the company will also pay accrued interest to but excluding the applicable settlement date.

The issuer said it reserves the right to increase the maximum tender amount at its discretion.

Notes may be subject to proration if the total amount tendered exceeds the offer cap.

Notes tendered by the early participation date will have priority in acceptance over notes tendered after the early deadline.

Tenders may be withdrawn at any time before 5 p.m. ET on May 9.

Early tendered notes are expected to settle on May 11, and final settlement is slated for May 25.

The bank said it is making the tender offer, in combination with an offering of dollar-denominated eurobonds to be issued under its medium-term note program, as a way to manage its financial liabilities and debt maturity profile.

The new notes are expected to price before the early participation deadline and close on or about May 11.

Proceeds from the new notes are expected to be used to partially fund the tender offer. Existing cash on hand will be used to fund the remaining portion of the tender offer.

The tender offer is conditioned on, among other things, completion of the new notes offering.

Citigroup Global Markets Ltd. (+44 20 7986 8969, liabilitymanagement.europe@citi.com), J.P. Morgan Securities plc (+44 20 7134 2468, em_europe_lm@jpmorgan.com), JSC Halyk Finance (+7 727 339 43 73, ib@halykfinance.kz) and MUFG Securities EMEA plc (+44 20 7577 2766, liability.management@mufgsecurities.com) are dealer managers for the tender offer.

Kroll Issuer Services Ltd. (+44 20 7704 0880 or by email at: dbk@is.kroll.com) is information and tender agent.

The bank is based in Nur-Sultan, Kazakhstan.

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