OREANDA-NEWS. JSC BTA Bank ("BTA") and JSC Kazkommertsbank ("KKB") announce the results of the invitation to the holders (the "Noteholders") of the U.S.USD 750,000,000 5.50% Notes due 2022 issued by BTA (Reg S ISIN: XS0867478124 / 144A ISIN: XS0867573890; Reg S Common Code 086747812 / 144A Common Code 086757389) (the "Notes") to approve, by Extraordinary Resolutions, (i) the proposed substitution of KKB in place of BTA as the principal debtor under the Notes and under the Trust Deed (the "Proposed Substitution"); and (ii) certain proposed amendments (the "Proposed Amendments") to the terms and conditions (the "Terms and Conditions") of the Notes and corresponding changes to the Trust Deed, as more fully described in the Consent Solicitation Memorandum dated 17 October 2014 (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 Proposed Amendments and the Proposed Substitution were considered and duly passed at a meeting of the Noteholders held on 10 November 2014 at the offices of Dechert LLP. Noteholders holding approximately 94% of the outstanding principal amount of the Notes participated in the Consent Solicitation. Each of the Extraordinary Resolutions relating to the Proposed Amendments and the Proposed Substitution were passed by votes representing 94.4% of the votes cast at the meeting.

Accordingly, the Proposed Amendments and the Proposed Substitution will be implemented with effect from the receipt of the approval of the National Bank of Kazakhstan to the Proposed Substitution and execution of the supplemental trust deed. Although no assurance can be given as to when (or if) the approval of the National Bank of Kazakhstan will be obtained, BTA and KKB expect that the Proposed Amendments and the Proposed Substitution will be completed on or about 14 November 2014 (the "Settlement Date").

Subject to satisfaction of the Conditions Precedent, including receipt of the approval of the National Bank of Kazakhstan to the Proposed Substitution, on the Settlement Date, BTA will pay, or procure to be paid, the Consent Fee to each Noteholder, who either completed and delivered (and did not revoke) valid Consents to both the Proposed Substitution and the Proposed Amendments on or before the Solicitation Deadline or who attended the Meeting and cast votes approving both Extraordinary Resolutions.