JSC Halyk Bank announces the outcome of meetings with respect to the consent solicitation
12 Mar 2020
THIS NOTICE IS NOT FOR DISTRIBUTION TO ANY PERSON LOCATED OR RESIDENT IN ANY JURISDICTION WHERE IT IS UNLAWFUL T O DISTRIBUTESUCH NOTICE.
JSC Halyk Bank (the «Issuer») announces the outcome of meetings with respect to the consent solicitation in relation to the outstanding notes detailed in the table below (each of the series of notes referred to below, a «Series», and all outstanding notes of both Series collectively, the «Notes»)
Description of Notes
ISIN / Common Code / CUSIP (Rule 144A 2021 Notes)
Amount Issued
Amount Outstanding Consent Fee*
U.S.$500,000,000 7.25% notes due 2021 (the «2021 Notes»)
Regulation S: XS0583796973 / 058379697 Rule 144A: US46627JAB08 / 058444251 / 46627JAB0
U.S.$500,000,000 U.S.$500,000,000
0.25 per cent. of the principal amount of the Qualifying Notes (as defined in the Memorandum)
U.S.$750,000,000 5.50% notes due 2022 (the «2022 Notes»)
Regulation S: XS0867478124 / 086747812 Rule 144A: XS0867573890 / 086757389
U.S.$750,000,000 U.S.$548,012,457
0.25 per cent. of the principal amount of the Qualifying Notes (as defined in the Memorandum) * The applicable Consent Fee payable to a Noteholder on the Settlement Date (subject to the terms of the Memorandum) in respect of each Series of Notes.
Capitalised terms used but not defined in this notice shall have the same meaning given to them in the Consent Solicitation Memorandumdated 19 February2020 (the «Memorandum»). The Issuerwould like to thank Noteholders for their participation and the feedback that they have provided. 2021Notes Solicitation NOTICE IS HEREBY GIVEN by the Issuer to the holders of the 2021 Notes that at the Meeting of the holders of the 2021 Notes held at 10:00 a.m. (London time) on 12March 2020 at the offices of Linklaters LLP, One Silk Street, London EC2Y 8HQ, United Kingdom, the Extraordinary Resolution in relation to the 2021 Notes detailed in the Notice of Meeting dated 19 February 2020 was duly passed. Accordingly, the modifications and amendments to, and consent in respect of, the 2021 Note Conditions, all as contemplated in the Notice of Meeting dated 19 February 2020 will be implemented by means of the Proposed 2021 Supplemental Trust Deed. The Effective Date for modifications and amendments to, and consents in respect of, the 2021 Note Conditions listed above to take effect will be 13 March 2020 and the Settlement Date in respect of payment of the Consent Fee will be 16 March 2020. 2022Notes Solicitation NOTICE IS HEREBY GIVEN by the Issuer to the holders of the 2022 Notes that at the Meeting of the holders of the 2022 Notes held at 10:15 a.m. (London time) on 12March 2020 at the offices of Linklaters LLP, One Silk Street, London EC2Y 8HQ, United Kingdom, the Extraordinary Resolution in relation to the 2022 Notes detailed in the Notice of Meeting dated 19 February 2020 was duly passed. Accordingly, the modifications and consents to, and consent in respect of, the 2022 Note Conditions, all as contemplated in the Notice of Meeting dated 19 February 2020 will be implemented by means of the Proposed 2022 Supplemental Trust Deed. The Effective Date for modifications and amendments to, and consents in respect of, the 2022 Note Conditions listed above to take effect will be 13 March 2020 and the Settlement Date in respect of payment of the Consent Fee will be 16 March 2020. This Notice is given by: JSC HALYK BANK None of the SolicitationAgent, the Tabulation Agent or the Trustees (as defined in the Memorandum) takes any responsibility for the contents of this announcement and none of the Solicitation Agent, the Tabulation Agent, the Trustees or any o f their respective directors, officers, employees or affiliates makes any representation or recommendation whatsoever regarding the Solicitation. This announcement must be read in conjunction with the Memorandum. Within the United Kingdom, this announcement is directed only at persons having professional experience in matters relating to investments who fall within the definition of «investment professionals» in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 («relevant persons»). The investment or investment activity to which this announcement relates is only available to and will only be engaged in with relevant persons and persons who receive this announcement who are not relevant persons should not rely or act upon it. The distribution of this announcement in certain jurisdictions may be restricted by law. Persons into whose possession this announcement comes are required to inform themselves about, and to observe, any such restrictions.
