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26 July 2011 JSC Astana Finance Management Presentation

JSC Astana Finance - London Stock Exchange · enhanced collections based on management’s actions and creditor support; and restoration of assets/collateral lost in recent Court

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Page 1: JSC Astana Finance - London Stock Exchange · enhanced collections based on management’s actions and creditor support; and restoration of assets/collateral lost in recent Court

26 July 2011

JSC Astana FinanceManagement Presentation

Page 2: JSC Astana Finance - London Stock Exchange · enhanced collections based on management’s actions and creditor support; and restoration of assets/collateral lost in recent Court

Limitations

WHILE JSC ASTANA FINANCE (“THE COMPANY”) HAS UNDERTAKEN ALL REASONABLE EFFORTS TO ENSURE THAT THEINFORMATION CONTAINED IN THIS PRESENTATION (THE "PRESENTATION") IS CORRECT, ACCURATE AND COMPLETEAT THE DATE OF PUBLICATION, NO REPRESENTATION OR WARRANTIES, EXPRESS OR IMPLIED, ARE MADE AS TO ANDNO RELIANCE SHOULD BE PLACED ON THE FAIRNESS, CORRECTNESS, ACCURACY OR COMPLETENESS OF SUCHINFORMATION. NO LIABILITY IS ACCEPTED FOR ANY SUCH INFORMATION OR OPINIONS BY THE COMPANY, OR ANY OFITS DIRECTORS, MEMBERS, OFFICERS, EMPLOYEES, AGENTS OR ADVISORS.

THIS PRESENTATION AND THE INFORMATION CONTAINED IN IT DOES NOT CONSTITUTE OR FORM PART OF ANY OFFEROR INVITATION TO SELL OR ISSUE, OR ANY SOLICITATION OF ANY OFFER TO PURCHASE OR SUBSCRIBE FOR, ANYSECURITIES OF THE COMPANY.

THIS PRESENTATION INCLUDES FORWARD-LOOKING STATEMENTS WHICH INCLUDE ALL STATEMENTS OTHER THANSTATEMENTS OF HISTORICAL FACT INCLUDED IN THIS PRESENTATION, INCLUDING, WITHOUT LIMITATION, THOSEREGARDING THE COMPANY’S FINANCIAL POSITION, PROSPECTS, BUSINESS STRATEGY AND PLANS AND OBJECTIVESOF MANAGEMENT FOR FUTURE OPERATIONS. SUCH FORWARD-LOOKING STATEMENTS INVOLVE KNOWN ANDUNKNOWN RISKS, UNCERTAINTIES AND OTHER FACTORS, WHICH MAY CAUSE THE COMPANY’S ACTUAL RESULTS,PERFORMANCE, ACHIEVEMENTS OR INDUSTRY RESULTS TO BE MATERIALLY DIFFERENT FROM THOSE EXPRESSED ORIMPLIED BY THESE FORWARD-LOOKING STATEMENTS. THESE FORWARD-LOOKING STATEMENTS ARE BASED ONNUMEROUS ASSUMPTIONS REGARDING THE COMPANY’S PRESENT AND FUTURE BUSINESS STRATEGIES AND THEENVIRONMENT IN WHICH THE COMPANY EXPECTS TO OPERATE IN THE FUTURE. AS A RESULT OF THESE FACTORS,YOU ARE CAUTIONED NOT TO RELY ON ANY FORWARD-LOOKING STATEMENT.

In addition, all figures contained in this presentation for 2010 and 2011 are based on preliminary, unaudited managementaccounts only and are subject to (i) review of the Company’s results for that period by the Company’s auditors and (ii) furtherinternal review of the adequacy of the levels of provisioning applied to the Company’s loan portfolio. Accordingly, all suchfigures contained herein are subject to change.All forecast figures contained in this presentation in USD amounts are calculated based on a USD/KZT exchange rate of USD1.00 to KZT 150 unless otherwise stated.

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Page 3: JSC Astana Finance - London Stock Exchange · enhanced collections based on management’s actions and creditor support; and restoration of assets/collateral lost in recent Court

Table of Contents

I Restructuring Plana. Restructuring Milestonesb. Update on the Financial

Situationc. Outline of the Restructuring

Plan

III Business Strategya. Post-restructuring Strategyb. Illustrative Settlement of

New Shareholders’ Structure

II Restructuring Termsa. Debt Eligible for the

Restructuringb. Description of the

Restructuring Terms

IV Next Steps and Timelinea. Process under the

Restructuring Lawb. Restructuring Roadmap

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I Restructuring Plana. Restructuring Milestonesb. Update on the Financial

Situationc. Outline of the Restructuring

Plan

Page 5: JSC Astana Finance - London Stock Exchange · enhanced collections based on management’s actions and creditor support; and restoration of assets/collateral lost in recent Court

Restructuring Milestones

ICC - International Creditors’ Committee DCC – Domestic Creditors’ CommitteeAFL – JSC Leasing Company “Astana Finance” AFM – JSC Mortgage Company “Astana Finance”

The beginning of the restructuring

19 May 2009

Voluntary return of AF’s licenses

June –September 2009

Establishment of ICC

16 September 2009

Signing of the MoU with ICC

16 October 2009

Establishment of DCC

19 October 2009

Signing of the Term Sheet with ICC

12 November 2009

Signing of the MoU with ECAs

17 November 2009

Appointment of the new management

May - June 2010

Delisting of AF’s debt securities from KASE

8 October 2010

Changes in legislation for AF’s restructuring

1 March 2011

Update of IBR on AF, AFL and AFM and Due Diligence on AFL

June 2011

Signing of Settlement Agreement with Barclays Bank

4 July 2011

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Page 6: JSC Astana Finance - London Stock Exchange · enhanced collections based on management’s actions and creditor support; and restoration of assets/collateral lost in recent Court

I Restructuring Plana. Restructuring Milestonesb. Update on the Financial

Situationc. Outline of the Restructuring

Plan

6

Page 7: JSC Astana Finance - London Stock Exchange · enhanced collections based on management’s actions and creditor support; and restoration of assets/collateral lost in recent Court

Notes USD/KZT exchange rate for 2009 is USD 1.00 to KZT 148.46, for 2010 is USD 1.00 to KZT 147.5, for 31 March 2011is USD 1.00 to KZT 145.7; Data on 2010 and 31 March 2011 are management numbers and subject to change based on audit; The provisioning level of Astana Finance on a unconsolidated basis is 88%; and Later we made 100% provisions on loans and financial aid to subsidiaries (principal debt) in the financial statement asof 31 March 2011. In result loans and financial aid to subsidiaries decreased to USD6.3 mln.

Update on the Financial Situation (unconsolidated)USD mln

7

Assets 31.03.2011 31.12.2010 31.12.2009 Liabilities / Equity 31.03.2011 31.12.2010 31.12.2009Cash and equivalents 0.4 0.5 0.8 Due to banks 395.3 379.5 366.3

Securities portfolio 31.3 30.0 41.1 Payable to state organizations 24.2 23.4 29.2 Loans and deposits to banks 6.6 1.0 1.1 Debt securities issued 1 269.2 1 221.4 1 165.6

Gross loan portfolio 705.1 694.0 722.5 Subordinated debt 185.8 179.4 161.5

Provisions 618.0 583.5- 570.1- Debt component of preferred shares 39.6 39.2 38.9

Net loan portfolio 87.2 110.4 152.5 Other liabilities 89.5 129.9 106.2 Loans and financial aid to subsidiaries 317.9 310.6 326.3 Investments to subsidiaries 197.7 195.3 185.2 Fixed and intangible assets 11.9 12.2 14.8 Other assets 99.3 52.1 28.8 Total 752.2 712.2 750.4 Total 752.2 712.2 750.4

Equity 1 251.4- 1 260.6- 1 117.3-

Total liabilities 2 003.6 1 972.7 1 867.7

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Update on the Financial Situation (consolidated)

USD mln

Notes Exchange rate for 2009 is USD 1.00 to KZT 148.46, for 2010 is USD 1.00 to KZT 147.5, for 31 March 2011 is USD 1.00 toKZT 145.7; and Data on 2010 and 31 March 2011 are management numbers and subject to change based on audit.

Assets 31.03.2011 31.12.2010 31.12.2009 Liabilities / Equity 31.03.2011 31.12.2010 31.12.2009Cash and equivalents 88.7 61.2 31.4 Due to banks 356.8 354.8 341.7 Securities portfolio 138.2 106.5 119.2 Payable to state organizations 40.4 41.0 49.8 Loans and deposits to banks 33.2 15.1 18.9 Debt securities issued 1 355.5 1 302.2 1 223.4 Net loan portfolio 605.5 576.2 624.9 Subordinated debt 185.8 179.4 161.5

Fixed and intangible assets 41.0 40.3 41.3 Debt component of preffered shares 39.6 39.2 38.9

Inventories 26.5 25.3 28.3 Other liabilities 398.5 298.6 223.8 Investments in real estate 12.4 12.4 12.7 Total liabilities 2 376.7 2 215.2 2 039.2 Other assets 56.7 54.1 47.3 Equity 1 374.5- 1 324.2- 1 115.2- Total 1 002.1 891.0 924.0 Total 1 002.1 891.0 924.0

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Current capital shortage

USD1,334 mln recapitalisation is needed to meet regulatory requirements inorder to proceed with any consensual framework and obtain tax benefits.

Data on Astana Finance on a consolidated basis as of 1 April 2011: RWA (risk weighted assets) = USD939 mln Required regulatory capital = 10% of RWA = USD94 mln Regulatory capital = negative USD1,240 mln Required recapitalization = USD1,334 mln

The Company also needs to meet KASE listing requirements to issue bonds postrestructuring: total equity to be more than authorised (paid-in) capital; and profitability to be sustained.

Page 10: JSC Astana Finance - London Stock Exchange · enhanced collections based on management’s actions and creditor support; and restoration of assets/collateral lost in recent Court

I Restructuring Plana. Restructuring Milestonesb. Update on the Financial

Situationc. Outline of the

Restructuring Plan

10

Page 11: JSC Astana Finance - London Stock Exchange · enhanced collections based on management’s actions and creditor support; and restoration of assets/collateral lost in recent Court

Potential settlement, using cash flows from the group’s assets: ECAs will receive 100% nominal amount of outstanding claims (principal and accruedinterest) with interest from AFL cash inflows; and All other creditors will receive new Zero Coupon Notes representing 20% of the nominalamount of outstanding claims (principal and accrued interest) as at 31 December 2010 andRecovery Loan Notes to capture potential upside should assets be realised for values overthose in management’s plan.

Recovery Loan Notes could potentially provide creditors with an additional return of up to 6%.Sources of potential outperformance include: enhanced collections based on management’s actions and creditor support; and restoration of assets/collateral lost in recent Court proceedings.

ECAs will receive 100% of the share capital of AFL and other creditors will receive 99.9% ofthe share capital of Astana Finance.

Outline of the Restructuring Plan

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II Restructuring Termsa. Debt Eligible for the

Restructuringb. Description of the

Restructuring Terms

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Excluded creditors Government loans from Astana and Atyrau city administrations and JSC “Entrepreneurshipdevelopment fund Damu”.

Debt eligible for the restructuring

Debt Eligible for the Restructuring

USD mln, as of 31/12/2010 Principal Interest

payable Total

Trade finance loans of AF 216.9 13.2 230.1 Trade finance loans of AFL 54.6 0.3 54.9 Senior unsecured bonds (excluding bonds held by AF B.V.) 308.3 49.1 357.4 Unsecured subordinated bonds 157.0 27.8 184.9 Unsecured bonds held by AF B.V., related to eurobonds 595.0 98.4 693.3 Loans from AF B.V., related to eurobonds 98.4 28.8 127.2 Notes 203.3 24.3 227.7 Bilateral loans 20.0 2.4 22.4 Debt to Investment Fund of Kazakhstan 17.9 17.9 Swap with Nomura 0.5 0.5 Total 1 672.0 244.3 1 916.3

(1) USD/KZT exchange rate is USD 1.00 to KZT147.5.(2) USD 19.3 million to JSC Bank CenterCredit (BCC) and JSC Temirbank under issued guarantees will be restructured should theclaim of Astana Finance to BCC to be rejected by the court decision legally enforced. Besides, it is also subject to potential demand bythe creditors, for enforcement of obligations under the guarantees and admission by Astana Finance of the legality and validity of thatdemand.

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II Restructuring Termsa. Debt Eligible for the

Restructuringb. Description of the

Restructuring Terms

Page 15: JSC Astana Finance - London Stock Exchange · enhanced collections based on management’s actions and creditor support; and restoration of assets/collateral lost in recent Court

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Restructuring Terms

Other eligible debt

No write-off; 100% shares of AFL to be transferred to

ECAs; AF’s guarantees to be waived, AF’s debt

owed to ECAs to be assumed by AFL andAFL will be the sole debtor; AF will transfer assets with a nominal value

(before provisions) of USD54 mln andforgive and cancel USD180 mln of debtowed by AFL to AF; Extension of repayment period to 2021 with

interest at 1.5% p.a.; and Total potential return of USD310 mln,

provided that AFL can obtain USD1billion of new financing over the perioduntil 2021.

Debt owed to ECAs

Write-off ~ 80%; 99.9% shares of AF will be sold to creditors

for USD1 (an approval of 75% of existingshareholders is required); AFL’s guarantees to be cancelled, AF will

be the sole debtor; Creditors’ existing claims exchanged for

new Zero Coupon Notes maturing in 2016with a principal amount equal to 20% of thenominal amount of the outstanding claims(principal and accrued interest) as at 31December 2010; Total return USD310 mln; and Creditors will also receive Recovery Loan

Notes with the potential to provide creditorswith an additional return of up to 6%.

Page 16: JSC Astana Finance - London Stock Exchange · enhanced collections based on management’s actions and creditor support; and restoration of assets/collateral lost in recent Court

Restructuring Plan - Outcome

16

USD mln Euro ECA Domestic Senior

Domestic Sub

Swap Nomura State Secured

Opening balance 1 016.8 280.2 351.4 218.4 0.5 41.6 2.453.2% 14.7% 18.4% 11.4% 0.0% 2.2% 0.1%

New loanRepayment method Portfolio

sales To be

transferred to AFL

Exchanged/written off NAV (818.3) - (282.8) (175.8) (0.4)

Total NAV 198.5 310.5 68.6 42.6 0.1 42.8 2.4

NAV return 20% 111% 20% 20% 20% 103% 100%

Enhanced returns from Recovery Loan Notes Euro ECA Domestic

SeniorDomestic

Sub Swap

Nomura

Proportion to creditors 100.0%Relative distributions to creditors 64.1% - 22.1% 13.8% 0.0%

Enhanced NAV return 26% 111% 26% 26% 26%

Outside restructuring Portfolio sales

NAV - nominal amount of outstanding claims (principal and accrued interest).

Page 17: JSC Astana Finance - London Stock Exchange · enhanced collections based on management’s actions and creditor support; and restoration of assets/collateral lost in recent Court

III Business Strategya. Post-Restructuring

Strategyb. Illustrative Settlement of

New shareholders’ Structure

17

Page 18: JSC Astana Finance - London Stock Exchange · enhanced collections based on management’s actions and creditor support; and restoration of assets/collateral lost in recent Court

Post-Restructuring Strategy

General strategy

• The Company will not continue credit activity and only concentrate on current loanportfolio collection

• Proceeds from collection would be used for creditor repayments and interest paymentseither through accumulation on separate accounts or within the Company undersupervision of the creditors

• Given less capability to support subsidiaries growth focus will be on properly managedsale of the subsidiaries to maximize proceeds from sale

• Optimize operating expenses

Astana Finance would remain its activity as the holding company concentrating on maximizingreturns for creditors. The value is created through enhanced collection processes andsubsidiaries management.

Loan portfolio

collection

• Aggressive recoveries through improved collection processes• Loan portfolio breakdown into working portfolio (restructuring as means of recovery)

and NPL’s (legal collection)• Negotiation with government bodies including Samruk-Kazyna and Prosecutor’s Office

to enhance recovery process• AF restructuring should improve recovery since many clients have put on hold their

current payments awaiting for a successful completion of the restructuring

18

Presenter
Presentation Notes
It is possible to apply this template to exiting document. Have the latest document template open Click on the View tab and select Normal Delete all unwanted slides Click on the Insert tab from the menu bar and select Slides from Files Click on Browse. Navigate to the document you wish to update with the new template. Highlight the document and click Open Wait for the slides from the document to load and click on Insert All. Then click Close Check the inserted slides to ensure that the most appropriate master slide has been used on each slide To change the master applied to a slide select the slide you wish to apply a different master to then click on the Format tab from the menu bar and select Slide Design From the Used in This Presentation Раздел choose the master you wish to apply to the slide and hover over it to reveal a drop-down arrow. Click on the arrow and select Apply to Selected Slides It is important to thoroughly check the presentation to ensure that no further formatting is needed.
Page 19: JSC Astana Finance - London Stock Exchange · enhanced collections based on management’s actions and creditor support; and restoration of assets/collateral lost in recent Court

AF is working to enhance return to creditors AF is lobbying for: Restoration of assets or collateral lost to AF; and The application of relief from taxation on the gain arising from any reduction in debt obligations – critical to any meaningful

return to creditors. Any waiver is effectively a government injection which Astana Finance estimates could be at leastUSD275 mln.

Work on NPLs – volume and quantum of loans: Collection – USD22 mln; Notice of Default – 100% on all NPLs; Arrest on banking accounts – 100% of NPLs, proceeds – USD0.9 mln; Legal claims:

Attorney general support: Already filed – 20 loans – USD362 mln (Economy on state duty – USD10.8 mln) Ready to file – 36 loans – USD472 mln (Expected economy on state duty – USD14.2 mln)

Company itself: Already filed – 12 loans – USD110 mln

Criminal suits to KNB and Financial Police: Already filed – 25 loans – USD400 mln

Restructuring – 5 clients – USD35 mln; and Work on confiscated property (Astana City Palace, Bolashak, etc) – has initiated legal proceedings.

Recapitalization of subsidiary companies to meet FMSA requirements: BAF – USD46 mln in 2010 - 2011; Insurance Company – USD3.7 mln in 2010; Life Insurance Company – USD2.2 mln in 2010; and Additionally BAF will be capitalized in 2011 by USD6 mln and AF Bank in 2011 – 2012 by USD16.7 mln.

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Page 20: JSC Astana Finance - London Stock Exchange · enhanced collections based on management’s actions and creditor support; and restoration of assets/collateral lost in recent Court

Underlying Cash Flows (Astana Finance)

20

USD mln 2011 2012 2013 2014 2015 2016 Total

Opening balance 0.5 77.7 149.4 277.6 296.6 357.2 0.5

Total inflows 103.7 126.2 134.9 25.9 71.6 - 462.3

Inflows from loan portfolio 55.3 45.0 42.5 24.9 47.5 - 215.2

Inflows from sale of asset portfolio 46.4 80.3 91.5 - - - 218.2

Inflows from securities portfolio 0.5 0.5 0.5 0.5 4.2 - 6.3

Other inflows 1.4 0.4 0.4 0.4 19.9 - 22.6

Total outflows (26.5) (54.5) (6.7) (6.9) (11.1) (2.1) (107.7)

Operating expenses (14.3) (47.6) (6.5) (6.7) (10.9) (2.1) (88.1)

Investments in subsidiaries (10.0) (6.7) - - - - (16.7)

Tax risks (2.1) (0.2) (0.2) (0.2) (0.2) - (2.9)

Net cash flow 77.2 71.7 128.2 19.0 60.6 (2.1) 354.6

Net cash available for distribution 77.7 149.4 277.6 296.6 357.2 355.0 355.0

Notes This forecast includes only Astana Finance cash flows without any cash inflows from AFL; and Remaining cash will be distributed among all creditors (incl. creditors excluded from restructuring) except ECAs.

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Underlying Cash Flows (AFL)

Notes This forecast includes only forecasted cash flow of AFL; and New financing for AFL is required.

2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022-2030 TotalOpening balance 42.9 81.5 92.7 54.5 12.9 1.3 1.3 1.3 1.3 1.3 1.3 4.0 42.9 Current activity 52.8 41.1 14.8- 22.9- 3.6 27.9- 31.1- 29.6- 27.3- 27.1- 22.6- 72.0- 177.9- Inflows 64.8 47.8 43.0 35.1 31.5 50.7 - - - - - - 272.9

Inflows from old leasing portfolio 54.7 45.7 38.3 30.0 22.0 5.4 - - - - - - 196.1 Inflows from assets received from AF 2.2 0.3 2.0 2.0 2.7 29.4 - - - - - - 38.7 Other inflows 7.9 1.8 2.7 3.1 6.9 15.8 - - - - - - 38.1 Outflows 12.0 6.7 57.8 58.0 27.9 78.6 31.1 29.6 27.3 27.1 22.6 72.0 450.9 Operational expenses 6.0 4.3 4.5 4.7 4.9 5.4 5.5 5.7 6.0 6.3 6.6 72.0 131.9 Repayment of current liabilities of AFL 6.1 2.3 8.3 10.7 4.6 14.7 5.2 4.8 4.3 4.2 3.2 - 68.4 Repayment of current liabilities received from AF - - 45.0 42.6 18.4 58.5 20.5 19.1 17.0 16.6 12.8 - 250.5 New activity 14.2- 30.0- 23.3- 18.7- 15.2- 27.9 31.1 29.6 27.3 27.1 25.3 69.9 136.9 Inflows 2.5 10.4 21.1 32.3 43.5 95.4 113.0 127.4 138.6 152.3 165.3 1 876.5 2 778.1 New loans from creditors - - - - - 40.0 46.7 53.3 56.7 63.3 70.0 760.0 1 090.0 Inflows from new loan portfolio 2.5 10.4 21.1 32.3 43.5 55.4 66.3 74.1 81.9 88.9 95.3 1 116.5 1 688.1 Outflows 16.7 40.3 44.4 51.0 58.7 67.5 81.9 97.8 111.3 125.1 140.0 1 806.7 2 641.2 Payments to exporters (on new loan portf.) 16.7 40.3 44.4 51.0 58.7 67.5 74.2 81.6 85.7 90.0 94.5 1 094.3 1 799.0 Repayment of new loans to creditors - - - - - - 7.6 16.2 25.6 35.1 45.4 712.4 842.3 Closing balance 81.5 92.7 54.5 12.9 1.3 1.3 1.3 1.3 1.3 1.3 4.0 1.9 1.9

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III Business Strategya. Post-Restructuring Strategyb. Illustrative Settlement of

New Shareholders’ Structure

22

Page 23: JSC Astana Finance - London Stock Exchange · enhanced collections based on management’s actions and creditor support; and restoration of assets/collateral lost in recent Court

Illustrative Settlement of New Shareholders’ Structure

99.9% shares of AF are planned to be distributed to creditors via: ordinary shares emission of 6.4 bn for price of ~0.0000000001564 per share for total sum of USD1. This proposal requires a decision of qualified majority (at least 75%) of the overall number of voting shares.

Total amount Ordinary shares

Privileged shares

Voting shares Total amount Ordinary shares Privileged

sharesVoting shares

LLP "COMPANY VNESHINVEST" 785 630 785 630 12.27% 785 630 785 630 - 0.01%JSC Accum. Pension Fund UlarUmit" 1 288 128 1 288 128 20.12% 1 288 128 - 1 288 128 0.02%Government Inst. "Committee for State Property and Privatization of the Ministry of Finance of the Republic of Kazakhstan" 943 500 943 500 14.74% 943 500 943 500 - 0.01%LLP “Firm Astana Stroyservice” 660 188 606 235 53 953 10.31% 660 188 606 235 53 953 0.01%LLP “Saya Invest” 635 608 635 608 9.93% 635 608 635 608 - 0.01%LLP "Logistic Technopark CM" 573 199 563 667 9 532 8.95% 573 199 563 667 9 532 0.01%JSC "Accum. Pension Fund BTA Kazakhstan" 456 790 456 790 7.13% 456 790 - 456 790 0.01%TOO “Kazakhstan Standard Invest” 349 691 233 438 116 253 5.46% 349 691 233 438 116 253 0.01%NWF Samruk Kazyna 260 635 260 635 4.07% 260 635 260 635 - 0.00%Others (less then 5%) 448 857 448 857 7.01% 448 857 448 857 - 0.01%AF's creditors 6 395 823 774 6 395 823 774 99.90%Total 6 402 226 4 477 570 1 924 656 100.00% 6 402 226 000 6 400 301 344 1 924 656 100.00%

Before restructuring After restructuring

Notes

23

Page 24: JSC Astana Finance - London Stock Exchange · enhanced collections based on management’s actions and creditor support; and restoration of assets/collateral lost in recent Court

IV Next Steps and Timelinea. Process under the

Restructuring Lawb. Restructuring Roadmap

24

Page 25: JSC Astana Finance - London Stock Exchange · enhanced collections based on management’s actions and creditor support; and restoration of assets/collateral lost in recent Court

Certain changes have been made to the laws of the Republic of Kazakhstan that will allow theCompany to take advantage of a restructuring regime previously not available to it. This restructuringregime has in the recent past been successfully used by certain large Kazakh banks. Under thisrestructuring regime, the Company can, under the supervision of the National Bank of Kazakhstan andthe Specialised Financial Court in Almaty, agree with two thirds of its creditors to a restructuring planwhich will bind all creditors and obtain a "stay" on any legal enforcement proceedings that may betaken by creditors.Certain steps must be undertaken:

1. The board of directors of AF made a decision on restructuring its financial indebtedness (22 June2011);

2. AF submitted this decision to the KFN of the National Bank; (23 June 2011);3. AF submitted a draft of the outline of the Restructuring Plan to the KFN of National Bank (23 June

2011);4. KFN of the National Bank and the Company signed an agreement on restructuring (1 July 2011);5. An application is to be submitted to the Specialised Financial Court of Almaty to initiate the

restructuring process (August 2011);6. The Claims of relevant creditors are stayed and AF's property is protected from execution and

attachment in Kazakhstan (will become effective August 2011);7. Meeting of creditors to approve a restructuring plan with approval of 2/3 in value of relevant debt

(expected to take place in 3Q 2011);8. Restructuring plan is submitted to the KFN of the National Bank to ensure it conforms to the original

restructuring plan (expected to take place in 3Q 2011);9. Submission to court for approval (expected to take place in 3Q 2011); and10. Court order confirming completion of the plan (expected to take place in 4Q 2011).

Changes in Legislation – Opportunity for AF

25

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The options to recover and distribute value to creditors are: Liquidation under Kazakh Law; or Rehabilitation under Kazakh Law; or A consensual solution with creditors so that an orderly restructuring is achieved.

Liquidation Liquidation process will be under Kazakh law There is a 5 stage “waterfall” to creditors Unsecured creditors rank 5th (i.e. last) Process will be handled by court appointed entities registered and licensed in Kazakhstan

Rehabilitation Rehabilitation offers a quasi debtor-in-possession route through a Kazakh “rehabilitation manager”

under which a rehabilitation period of up to 3 years (extendable by a further 6 months) may be imposed during which there is a moratorium on accrual of interest, fees and penalties, any payments to the creditors can be made only upon the approval of the creditors register by rehabilitation manager and all recovery proceedings are deemed to be stayed

Process will be handled by court appointed entities registered and licensed in Kazakhstan

Restructuring vs. Formal Procedures

AF believes that in case of either rehabilitation or liquidation, the return to creditors would be substantially lower than in the case of a consensual restructuring.

Page 27: JSC Astana Finance - London Stock Exchange · enhanced collections based on management’s actions and creditor support; and restoration of assets/collateral lost in recent Court

IV Next Steps and Timelinea. Process under the

Restructuring Lawb. Restructuring Roadmap

27

Page 28: JSC Astana Finance - London Stock Exchange · enhanced collections based on management’s actions and creditor support; and restoration of assets/collateral lost in recent Court

Decision of the Board on the restructuring June 2011

The decision on restructuring and the Restructuring Plan is submitted to the KFN of National Bank June 2011

Signing an agreement on restructuring with the KFN of National Bank July 2011

Application to the court on the restructuring July 2011

The decision of the court is executed within 5 days of application submit to the court. July 2011

The Term Sheet to be agreed with Creditors’ Committee August 2011

Information Memorandum August-September 2011

Investors’ presentation roadshow September 2011

Creditors meeting for approving the Restructuring Plan (the date to be determined by the court) September 2011

Restructuring Plan to be submitted to KFN of National Bank September 2011

Restructuring Plan to be submitted to the court for approval September 2011

Hearing at the court for approval and official press-release on court's decision October 2011

Official court's decision on restructuring completion to be released November 2011

Implementation of the restructuring plan December 2011

Restructuring roadmap

28