Hereby, Joint Stock Company 'Nurbank' (state re-registration certificate No. 3868-1900-АО dated November 9, 2004) (hereinafter - the Bank), located at: A15E2D3, Almaty, Abay Ave., 10 'V', in accordance with Article 16 of the Law of RK 'On Joint Stock Companies', notifies its shareholders of the opportunity to acquire the issued subordinated bonds convertible into common shares of JSC 'Nurbank', the issuance of which, with amendments and additions, is registered by the Agency of the Republic of Kazakhstan for the Regulation and Development of the Financial Market on April 15, 2020, according to their preemptive purchase right under the following conditions:
1. Number and types of offered (sold) securities – 46,829,031 subordinated bonds convertible into common shares of JSC 'Nurbank' (ISIN KZ2C00006070).
2. The ratio of 10,526,030 - number of issued (minus repurchased by the company) common shares to 46,829,031 - number of issued bonds - 0.224775738 (hereinafter - coefficient k).
The number of bonds that current shareholders are entitled to acquire under the preemptive purchase right is determined by dividing the number of common shares owned by them on the date of record by coefficient k. If the division results in a fractional number, the whole number rounded to the nearest whole applies, whereby if the digit after the decimal is 0-4, the number is rounded down, and if it's 5-9, it is rounded up.
3. The list of shareholders entitled to preemptive purchase of the issued bonds is recorded based on the data of the securities holders registry system of JSC 'Nurbank' at 00:00 hours on '16' April 2020 (hereinafter - 'Record Date').
4. The period during which a shareholder can submit an application to purchase the offered bonds under the preemptive right is 5 working days from the date of publication of this bond offering announcement (hereinafter - 'Period') - until '23' April 2020 inclusive.
5. Placement price - 1000.00 tenge per bond (hereinafter - Placement Price). The placement price is uniform for all persons acquiring bonds within this offering.
6. Terms for acquiring offered bonds – placement is carried out among shareholders - holders of common shares of the Bank as of the Record Date, as well as for investors in the following order:
(1) current shareholders have the right to submit an application to acquire offered bonds (hereinafter - application) on equal terms proportionate to the number of common shares they hold at the Placement Price;
(2) shareholders' applications for bond acquisition are submitted during the Period to the Underwriter as per the form posted on the corporate website of JSC 'Nurbank';
(3) fulfillment of received applications and transfer of bonds to shareholders under the preemptive right is performed after the payment for bonds by shareholders;
(4) if the bonds are not paid within 5 working days from the application submission date, the application is deemed invalid;
(5) upon expiration of the Period, the remainder of bonds, left undistributed after the shareholders realized their preemptive right, will be offered at the Placement Price to investors within 30 calendar days;
(6) transfer of bonds to investors is performed after payment for the bonds by investors.
(7) shareholders intending to purchase bonds must comply with the requirements of Article 17 of the Law of the Republic of Kazakhstan 'On Banks and Banking Activities in the Republic of Kazakhstan'.
The Underwriter for bond placement on behalf of JSC 'Nurbank' will be JSC 'Subsidiary organization of JSC 'Nurbank' 'Money Experts'.
Prospectus of the issue of emission securities or other information can be reviewed on the website of the Financial Reporting Depository and JSC 'Kazakhstan Stock Exchange', with the Underwriter (at the address Almaty, Republic Square, 13, tel. 250-20-15, 2-666-053, contact person: Lyazzat Shaikhieva) or at JSC 'Nurbank' (at the address A15E2D3, Almaty, Abay Ave., 10 'V', Contact Financial Director – Member of the Board of JSC 'Nurbank', Zhakambaev Rishat Selmarovich, tel. 2500-000, ext. 5300 or in the Capital Management Department of JSC 'Nurbank', Salkenova Tauyla Kazizovna, tel. 2500-000, ext. 5692).