Information  X 
Enter a valid email address

JSC Dev Bk of Kazakh (17GG)

  Print      Mail a friend

Wednesday 07 December, 2016

JSC Dev Bk of Kazakh

Results of Tender Offer

RNS Number : 2087R
JSC Development Bank of Kazakhstan
07 December 2016
 

Announcement

 

 

NOT FOR DISTRIBUTION TO ANY U.S. PERSON OR ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS OR IN ANY OTHER JURISDICTION WHERE TO DO SO WOULD BE UNLAWFUL

 

7 December 2016

 

JSC Development Bank of Kazakhstan announces Tender Offer Results

 

On 28 November 2016, JSC Development Bank of Kazakhstan (the "Offeror") launched an offer to the holders of its outstanding U.S.$1,425,000,000 4.125 per cent. Notes due 2022 (the "Notes") (Reg S ISIN XS0860582435 and Common Code 086058243) to tender the Notes for purchase by the Offeror for cash in an amount up to a total consideration of U.S.$200,000,000 (the "Maximum Acceptance Amount") (the "Offer").

Capitalised terms used in this announcement but not otherwise defined have the meanings given to them in the Tender Offer Memorandum dated 28 November 2016 (the "Tender Offer Memorandum").

The Tender Offer expired at 4:00 p.m. (London time) on 6 December 2016. As of the Expiration Deadline, an aggregate nominal amount of Notes equal to U.S.$193,255,000 has been validly tendered in the Offer. The Offeror hereby announces that it has accepted for purchase an aggregate nominal amount of Notes equal to U.S.$160,996,000 as set out in the table below at the Purchase Price of U.S.$965 per U.S.$1,000 in principal amount of Notes. All Notes validly tendered at or below the Purchase Price have been accepted in full. The results of the Offer are set out in the table below:

Description of the Notes

ISIN /
Common Code

Outstanding principal amount on launch of the Offer

Minimum Denomination

Notes Accepted for Purchase

Purchase Price

Outstanding principal amount following settlement of the Tender Offer

U.S.$1,425,000,000 4.125 per cent. Notes due 2022

Reg S: XS0860582435/ 086058243

U.S.$1,425,000,000

U.S.$200,000 and integral multiples of U.S.$1,000 thereafter

U.S.$160,996,000 in aggregate principal amount of Notes

U.S.$965 per U.S.$1,000 in principal amount of Notes

U.S.$1,264,004,000

 

All the Notes accepted for purchase have been accepted in full without pro-ration.

The Offeror will also pay the Accrued Interest Payment in respect of all Notes accepted for purchase.

The expected Settlement Date for the Offer is 13 December 2016.

Contact Details:

THE DEALER MANAGER

ING Bank N.V., London Branch

8-10 Moorgate

London EC2R 6DA

United Kingdom

 

Fax: +31 20 563 2132

Attention: Liability Management Team

Email:  [email protected]

 

THE TENDER AGENT

Lucid Issuer Services Limited

Tankerton Works

12 Argyle Walk

London WC1H 8HA

United Kingdom

 

Telephone: +44 20 7704 0880
Attention:  Thomas Choquet
Email: [email protected]

 

THE OFFEROR

JSC Development Bank of Kazakhstan
10, Orynbor Street

"Kazyna Tower" Building

Yesil District

Astana

Republic of Kazakhstan

 

Fax:        +77 172 792 638

Attention: Managing Director - Director Funding and Investor Relations
- Botagoz Abisheva

Email: [email protected]

 

OFFER AND DISTRIBUTION RESTRICTIONS

 

THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THE UNITED STATES OR IN ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DO SO.

 

Republic of Kazakhstan

The Tender Offer Memorandum has not been and will not be submitted for clearance to nor approved by the National Bank of Kazakhstan (the "NBK").

United States

The Offer is not being made, and will not be made, directly or indirectly in or into, or by use of the mail of, or by any means or instrumentality of interstate or foreign commerce of, or of any facilities of a national securities exchange of, the United States or to any U.S. Person (as defined in Regulation S of the United States Securities Act of 1933, as amended). This includes, but is not limited to, facsimile transmission, electronic mail, telex, telephone, the internet and other forms of electronic communication. Accordingly, copies of the Tender Offer Memorandum and any other documents or materials relating to the Offer are not being, and must not be, directly or indirectly mailed or otherwise transmitted, distributed or forwarded (including, without limitation, by custodians, nominees or trustees) in or into the United States or to U.S. Persons, and tenders of Notes cannot be submitted by any such use, means, instrumentality or facilities or from within the United States or by U.S. persons. Any purported tender of Notes in the Offer resulting directly or indirectly from a violation of these restrictions will be invalid, and any purported tender of Notes made by a U.S. Person, a person located in the United States or any agent, fiduciary or other intermediary acting on a non-discretionary basis for a principal giving instructions from within the United States or for a U.S. Person will be invalid and will not be accepted.

Each Noteholder participating in the Offer will represent that it is not located in the United States and is not participating in the Offer from the United States and that it is not a U.S. Person or it is acting on a non-discretionary basis for a principal located outside the United States that is not submitting instructions from the United States and is not a U.S. Person.

As used herein and elsewhere in the Tender Offer Memorandum, "United States" means the United States of America, its territories and possessions, any state of the United States of America and the District of Columbia.

United Kingdom

The communication of the Tender Offer Memorandum by the Offeror and any other documents or materials relating to the Offer is not being made, and such documents and/or materials have not been approved, by an authorised person for the purposes of section 21 of the Financial Services and Markets Act 2000 (the "FSMA"). Accordingly, such documents and/or materials are not being distributed to, and must not be passed on to, the general public in the United Kingdom. The communication of such documents and/or materials is exempt from the restriction on financial promotions under section 21 of the FSMA on the basis that it is only directed at and may be communicated to (1) those persons who are existing members or creditors of the Offeror or other persons within Article 43 of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, and (2) to any other persons to whom these documents and/or materials may lawfully be communicated.

Italy

None of the Offer, the Tender Offer Memorandum or any other documents or materials relating to the Offer have been or will be submitted to the clearance procedure of the Commissione Nazionale per le Società e la Borsa (CONSOB) pursuant to Italian laws and regulations. The Offer is being carried out in Italy as an exempted offer pursuant to article 101-bis, paragraph 3-bis of the Legislative Decree No. 58 of 24 February 1998, as amended (the "Financial Services Act") and article 35-bis, paragraph 4 of CONSOB Regulation No. 11971 of 14 May 1999, as amended. Holders or beneficial owners of the Notes that are located in Italy can tender Notes for purchase in the Offer through authorised persons (such as investment firms, banks or financial intermediaries permitted to conduct such activities in the Republic of Italy in accordance with the Financial Services Act, CONSOB Regulation No. 16190 of 29 October 2007, as amended from time to time, and Legislative Decree No. 385 of 1 September 1993, as amended) and in compliance with applicable laws and regulations or with requirements imposed by CONSOB or any other Italian authority. Each intermediary must comply with the applicable laws and regulations concerning information duties vis-à-vis its clients in connection with the Notes or the Offer.

France

The Offer is not being made, directly or indirectly, to the public in the Republic of France ("France"). Neither the Tender Offer Memorandum nor any other document or material relating to the Offer have been or will be distributed to the public in France and only (i) providers of investment services relating to portfolio management for the account of third parties (personnes fournissant le service d'investissement de gestion de portefeuille pour compte de tiers) and/or (ii) qualified investors (investisseurs qualifiés), acting for their own account, all as defined in, and in accordance with, Articles L.411-1, L.411-2 and D.411-1 of the French Code monétaire et financier, are eligible to participate in the Offer. The Tender Offer Memorandum has not been and will not be submitted for clearance to the Autorité des marchés financiers.

Belgium

Neither the Tender Offer Memorandum nor any other documents or materials relating to the Offer have been or will be submitted for approval or recognition to the Belgian Financial Services and Markets Authority (Autorité des services et marchés financiers / Autoriteit voor financiële diensten en markten) and, accordingly, the Offer may not be made in Belgium by way of a public offering, as defined in Articles 3 and 6 of the Belgian Law of 1 April 2007 on public takeover bids, as amended or replaced from time to time (the "Takeover Law"). Accordingly, the Offer may not be advertised and the Offer will not be extended, and neither the Tender Offer Memorandum nor any other documents or materials relating to the Offer (including any memorandum, information circular, brochure or any similar documents) have been or shall be distributed or made available, directly or indirectly, to any person in Belgium other than (i) to "qualified investors" within the meaning of Article 10 of the Belgian Law of 16 June 2006 on the public offer of placement instruments and the admission to trading of placement instruments on regulated markets (as amended or replaced from time to time), acting on their own account, or (ii) in any other circumstances set out in Article 6, §§ 3 and 4 of the Takeover Law. Insofar as Belgium is concerned, the Tender Offer Memorandum has been issued only for the personal use of investors in the above circumstances and exclusively for the purpose of the Offer. Accordingly, the information contained in the Tender Offer Memorandum may not be used for any other purpose or disclosed to any other person in Belgium.


This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
RTEFSIFFWFMSEDE

a d v e r t i s e m e n t