OREANDA-NEWS. Kazkommertsbank JSC (Almaty), whose securities are officially listed on Kazakhstan Stock Exchange (KASE), has provided KASE with the following press-release of May 6, 2015:

JSC Kazkommertsbank ("KKB") is soliciting the consent (the "Consent Solicitation") of the holders (the "Noteholders") of the U.S.\$750,000,000 5.50 per cent. Notes due 2022 of KKB (Reg S ISIN: XS0867478124 / 144A ISIN: XS0867573890; Reg S Common Code 086747812 / 144A Common Code 086757389) (the "Notes") by an extraordinary resolution (the "Extraordinary Resolution").

Pursuant to the Consent Solicitation, KKB is requesting the Noteholders’ consent to the amendment of the U.S.\$1,592,000,000 4 per cent. loan due 2024 made by Samruk-Kazyna to BTA (the "SK Loan"), through the substitution of KKB, in the place of BTA, as borrower thereunder (the "SK Loan Substitution"), as summarised below and detailed in the Consent Solicitation Memorandum.

Capitalised terms used in this announcement and not otherwise defined herein have the meanings ascribed to them in the Consent Solicitation Memorandum. The Extraordinary Resolution requires the consent of the Noteholders representing a majority of not less than 75 per cent. of the votes cast at a Meeting duly convened and comprised of a quorum of two or more persons representing a clear majority of the aggregate principal amount of the Notes outstanding.

As more fully described in the Consent Solicitation Memorandum dated 6 May 2015 issued by KKB (the "Consent Solicitation Memorandum"), the consent of the Noteholders is being sought to substitute KKB in the place of BTA as borrower under the SK Loan. Pursuant to the terms of the Extraordinary Resolution, Noteholders are also being asked to acknowledge and agree that the SK Loan Substitution shall not result in a breach or violation of any term or provision of the Notes, including (without limitation) Condition 5(f) of the Notes.

The Early Solicitation Deadline is 3:00 p.m. (London time) on 19 May 2015 and the Solicitation Deadline is 3:00 p.m. (London time) on 26 May 2015 (unless extended or earlier terminated by the KKB). The Meeting will take place on 28 May 2015 unless adjourned.

Noteholders wishing to participate in the Consent Solicitation should submit, or arrange to have submitted on their behalf, no later than 3:00 p.m. (London time) on the Solicitation Deadline (unless extended or earlier terminated by KKB) Electronic Voting Instructions through the relevant Clearing System in accordance with the procedures of, and within the time limits specified by, the relevant Clearing System regarding the appointment of the Tabulation and Information Agent as proxy and instructions as to how it wishes the votes in respect of the Notes beneficially owned by it to be cast at the Meeting.

If such Electronic Voting Instructions are delivered after the Early Solicitation Deadline, they will remain valid unless amended or revoked. If Noteholders do not properly revoke Electronic Voting Instructions on or before the Solicitation Deadline (or the Adjourned Solicitation Deadline, as applicable), such Electronic Voting Instructions will remain valid until the conclusion of the Meeting (or any adjourned Meeting, as the case may be).

If (i) the Extraordinary Resolution is approved, and (ii) all conditions precedent are satisfied, then KKB will pay, or procure to be paid, on the Settlement Date:

- A cash payment of U.S.\$2.50 for each U.S.\$1,000 in principal amount of Notes to Noteholders who completed and delivered (and did not revoke) valid Consents on or before the Early Solicitation Deadline; or

- A cash payment of U.S.\$1.00 for each U.S.\$1,000 in principal amount of Notes to Noteholders who completed and delivered (and did not revoke) valid Consents after the Early Solicitation Deadline but on or before the Solicitation Deadline. Noteholders who attend and vote at the Meeting will not be eligible to receive the Early Consent Fee or the Consent Fee.

Consummation of the Consent Solicitation is conditioned upon the satisfaction of the conditions precedent set forth in the Consent Solicitation Memorandum, including receipt of the Requisite Consent. If the Extraordinary Resolution is approved at the Meeting and the other conditions precedent thereto are satisfied, each Noteholder will be bound by the Extraordinary Resolution, whether or not a particular Noteholder delivered a related valid Consent, or was present at the Meeting and voted in respect of such Extraordinary Resolution.