REG - JSC Kaspi.kz - Kaspi.kz Amends Deposit Agreement

Kaspi.kz AOAnnouncement

19/01/2024 08:00

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RNS Number : 2826A  JSC Kaspi.kz  19 January 2024

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

KASPI.KZ ANNOUNCES AMENDMENTS TO ITS DEPOSIT AGREEMENT AND APPLICATION FOR
AMENDMENT TO UK OFFICIAL LIST

January 18, 2024

Joint Stock Company Kaspi.kz (the "Company" or "Kaspi.kz") announces that the
amendments to its Regulation S/Rule 144A global depositary receipt ("GDR")
deposit agreement, dated March 28, 2019 (the "Deposit Agreement"), between
the Company and The Bank of New York Mellon, as depositary bank (the
"Depositary"), have become effective.

The Company made certain amendments to its Deposit Agreement, pursuant to
which, among others, it renamed Regulation S GDRs as ADSs, which amendments
became effective on January 18, 2024. Pursuant to the amendments, the Company
will have an Amended Level III ADS Deposit Agreement among the Company, the
Depositary and the Owners and Holders of ADSs, and an Amended Rule 144A GDR
Deposit Agreement between the Company and the Depositary. The Company has
filed an application to the Financial Conduct Authority to amend the Official
List for the existing Regulation S GDRs to reflect the change in name, which
is expected to become effective on January 22, 2024. The ADSs will retain the
same ISIN and CUSIP numbers as the Regulation S GDRs had (ISIN US48581R2058,
CUSIP 48581R205), and Rule 144A GDRs will continue to trade under
ISIN US48581R1068 and CUSIP 48581R106.

The Amended Level III ADS Deposit Agreement and Amended Rule 144A GDR
Deposit Agreement will be uploaded to the National Storage Mechanism. A
registration statement on Form F-6 relating to the ADSs has also been filed
by the Depositary with the U.S. Securities and Exchange Commission and was
declared effective on January 18, 2024.

About Kaspi.kz

Kaspi.kz operates a two-sided Super App business model: the Kaspi.kz Super App
for consumers and the Kaspi Pay Super App for merchants and entrepreneurs.
Kaspi.kz's offerings include payments, marketplace and fintech solutions for
both consumers and merchants.

Contacts

David Ferguson

david.ferguson@kaspi.kz

+44 7427 751 275

Important Notice

This announcement is not for distribution in any jurisdiction where its
publication, distribution or release would be unlawful.

This announcement and any offer of securities to which it relates is only
addressed to and directed at (a) in any Member State of the European Economic
Area, persons who are "qualified investors" within the meaning of Article 2(e)
of the Prospectus Regulation (EU) 2017/1129 (as amended) and (b) in the United
Kingdom, persons who are (a) "qualified investors", within the meaning of
Article 2(e) of the Prospectus Regulation as it forms part of United Kingdom
domestic law by virtue of the European Union (Withdrawal) Act 2018 who are
also (i) investment professionals within the meaning of Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the
"Order"); (ii) persons falling within Article 49(2)(a) to (d) of the Order
(high net worth entities, unincorporated associations, etc.), or (iii) persons
to whom an invitation or inducement to engage in investment activity (within
the meaning of section 21 of the FSMA) may otherwise lawfully be communicated
or caused to be communicated (all such persons together being referred to as
"relevant persons"). Any investment or investment activity in the United
Kingdom to which this announcement relates is only available to, and will be
engaged only with, relevant persons. Any person in the United Kingdom who is
not a relevant person should not act or rely on this announcement or any of
its contents.

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