OREANDA-NEWS. November 06, 2009. JSC Alliance Bank (the “Bank”) announced that it has chosen and finalised the appointment of Watson, Farley and Williams LLP as an independent trade finance adjudicator from a list of candidates provided by the Creditors’ Steering Committee, reported the press-centre of Alliance Bank.

Pursuant to the terms of the Bank’s information memorandum in respect of its restructuring (the “Information Memorandum”), the Bank will ask those creditors who believe that their claims fall within the definition of “Trade Finance Debt” to submit their claims and all pertinent evidence for adjudication. All claims purporting to be Trade Finance Debt will have to be submitted to the trade finance adjudicator within twenty-one days of the date of the Information Memorandum, currently expected to be dated 5 November 2009 by email at albadjudication@wfw.com

The trade finance adjudicator will consider every claim which purports to be Trade Finance Debt and will review all necessary documentation provided by the Bank and by the creditor. Claims that have been confirmed in their entirety by the trade finance adjudicator as being Trade Finance Debt will not be subject to the numbered restructuring options as envisaged by the Bank’s restructuring plan but shall instead be treated as follows:

There shall be no increase in the interest rate or applicable fees relating to any Trade Finance Debt or any improvement of terms which applied to such debt pre-restructuring.

If the existing documentation setting out the terms of any indebtedness comprising the Trade Finance Debt contains events of default (or their equivalents), as of the restructuring the events of default applicable to the new notes to be issued by the Bank in connection with the restructuring shall also apply to Trade Finance Debt in place of any events of default previously agreed in the documentation governing the terms of such Trade Finance Debt.

Claims determined to be Trade Finance Debt for which payment would otherwise fall due on or prior to 31 December 2009 shall be extended by 12 months from the original payment schedules. Creditors with claims determined to be Trade Finance Debt outstanding as of 31 October 2009 for which payment falls due after 31 December 2009 shall be repaid in accordance with the original terms of such claim.

Trade Finance Debt falling due after 31 December 2009 shall be repaid in accordance with its original terms. If the aggregate amount of Trade Finance Debt (as determined by the trade finance adjudicator) exceeds US100,000,000, each claim deemed to be Trade Finance Debt shall be reduced pro rata so that the aggregate amount of Trade Finance Debt equals US100,000,000.

In this case each creditor with a claim adjudged to be Trade Finance Debt shall have a subsequent claim equal to the amount by which its Trade Finance Debt was reduced. Such excess amount will not be Trade Finance Debt for purposes of the restructuring plan and creditors will instead be able to choose or be allocated to one or more of the restructuring options. No further claim form will need to be submitted in these circumstances. Similarly, no new claim form will need to be submitted in respect of any claims which have been wholly or partially rejected.

The Trade Finance Debt adjudication process shall be completed, and all creditors with claims purporting to be Trade Finance Debt shall be notified of the result of the adjudication, by no later than 7 December 2009 in advance of a meeting of certain creditors to approve the Bank’s restructuring plan. The date of this meeting has not been confirmed but is presently expected to be held on 15 December 2009.

The precise details of the Trade Finance Debt adjudication process, as well as the treatment of Trade Finance Debt, will be contained in the Information Memorandum. The Bank and the Creditor’s Steering Committee have agreed, solely for the purpose of the restructuring of the Bank, the following definition of “Trade Finance Debt”:

Trade Finance Debt shall be defined as the debt falling into any of the following categories:

1 All documentary letters of credit issued by the Bank;

2 Any discounting of documentary letters of credit issued by the Bank and promissory notes issued as part of deferred payment documentary letters of credit of the Bank;

3 The refinancing of the Bank's liability under a documentary letter of credit issued by it on the basis that such refinancing was specifically related to such documentary letter of credit and there was an underlying trade transaction; and

4 The provision of finance to the Bank in respect of the financing of a specific import or export where such financing was specifically tied to that underlying trade transaction.
Trade Finance Debt shall exclude the following:

(a) Financing for working capital purposes even where such working capital purposes included trade related debt but where there was no specific underlying import or export trade transaction;

(b) Standby letters of credit and letters of guarantee rather than documentary letters of credit where there is no underlying trade transaction; and

(c) Any debt where the underlying trade transaction does not involve the import or export of goods to or from Kazakhstan.

Point (c) above is a correction to the posted Term Sheet. Nothing contained in this press release constitutes an offer of or an invitation by or on behalf of Alliance Bank to subscribe for or purchase any securities of Alliance Bank.

This press release does not constitute or form part of any offer or solicitation to purchase or subscribe for securities, directly or indirectly, in any jurisdiction in which such offers or solicitations are unlawful prior to registration or qualification under the securities laws of such jurisdiction. In particular, the securities referred to herein have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), or under any applicable securities laws of any state of the United States, and may not be offered, sold, taken up, renounced, delivered or distributed, directly or indirectly, in or into the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. No public offering of any securities will be made in the United States.