Astana Finance · 2. Developments since Term Sheet. January 15, 2010. Signing of MoU between JSC...

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December 2010 Astana Finance Presentation to International Creditors Committee – Supplemental Information

Transcript of Astana Finance · 2. Developments since Term Sheet. January 15, 2010. Signing of MoU between JSC...

Page 1: Astana Finance · 2. Developments since Term Sheet. January 15, 2010. Signing of MoU between JSC “SWF “Samruk-Kazyna” and the Company. March 19, 2010. FMSA has signed multilateral

December 2010

Astana FinancePresentation to International Creditors Committee – Supplemental Information

Page 2: Astana Finance · 2. Developments since Term Sheet. January 15, 2010. Signing of MoU between JSC “SWF “Samruk-Kazyna” and the Company. March 19, 2010. FMSA has signed multilateral

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Developments since Term Sheet

January 15, 2010 Signing of MoU between JSC “SWF “Samruk-Kazyna” and the Company

March 19, 2010 FMSA has signed multilateral agreement with participants of bank conglomerate that ban risky transactions between them;Resignation of CEO Ms. Ibatullina from the Management Board and BoD per her own request

May 5-14, 2010 BoD approved new members of the Management Board of 5 persons, CEO Mr. Shakibaev

May 19, 2010 Signing of agreement with JSC “SWF “Samruk-Kazyna” to transfer control over shareholder’s blocks of JSC “Astana-Finance Bank", JSC “Insurance Company “Astana-Finance” and JSC “Life insurance company "Astana-Finance"

June 16, 2010 Resignation of Chairman of the BoD, Mr. Islamov;Election of new BoD

June 22, 2010 Meeting with the International Creditors Committee (ICC) where new proposal was introduced;As a result new proposal was rejected by the ICC

July 3, 2010September 10, 2010

Meetings with the Domestic Creditors Committee (DCC) where preliminary and updated restructuring plan was presented;Domestic Creditors Committee requested some time to study the plan

October 7, 2010 Revised restructuring proposal was presented to the ICC and ECAs (lump sum payment of 15% of debt); As a result revised proposal was rejected by the ICC

October 8, 2010 JSC “Kazakhstan Stock Exchange” decided to delist debt securities of JSC “Astana Finance” due to failure to eliminate inconsistencies

November 2010 JSC “SWF “Samruk-Kazyna” offers support to the restructuring process;Ms. Marcia Favale Tarter engaged to lead restructuring process and EY was re-engaged as financial advisor

March 18, 2010 Letter from FMSA rejecting to support for the restructuring of the Company’s debt

Page 3: Astana Finance · 2. Developments since Term Sheet. January 15, 2010. Signing of MoU between JSC “SWF “Samruk-Kazyna” and the Company. March 19, 2010. FMSA has signed multilateral

Astana-Finance (brief overview of assets and liabilities)

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Assets as of Sept 30, 2010 Liabilities as of Sept 30, 2010

Shareholder's equity as of Sept 30, 2010

Net profit/loss as ofSept 30, 2010

AF (assets excluding investments) 555.4 1,949.3 (1,215.9) (72.8)Leasing company 278.2 252.5 25.7 63.4AF Bank (Russia) 200.3 158.6 41.7 (0.2)Mortgage company 104.8 45.2 59.5 1.2Bank AF 115.8 90.3 25.5 (13.7)Insurance company AF 14.0 7.3 6.7 0.0Life insurance company 12.7 5.6 7.1 0.8MCO 4.8 15.8 (11) (0.6)Brokerage company 2.1 0.3 1.8 0.5

Total 1,288.1 2,524.8 (1,058.9) (21.4)

Nominal as of Sept 30, 2010 Interest accrued as of Jan 1, 2011 Total as of Jan 1, 2011

Restructuring debt 1,714.1 253.8 1,967.9International creditors 892.1 158.2 1,050.3ECA loans of the Company stand alone 218.5 13.2 231.6ECA loans of AFL stand alone 55.0 4.4 59.4Barclays 62.8 62.8Secured debt 2.4 0.1 2.5Pension funds, senior debt 223.3 36.6 259.8Pension funds, subordinated debt 58.3 10.1 68.3Other domestic senior debt 103.1 13.5 116.5Other domestic subordinated debt 98.8 17.8 116.6

Non-restructuring debt * 42.1 0.8 42.9 Senior state debt 17.6 0.3 17.8Subordinated state debt 15.1 15.1 DAMU loans 9.5 0.5 10.0

Total debt 1,756.2 254.6 2,010.8

Numbers are rounded

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Financial resultsAF stand alone cash flows

Major cash items:

• Advances received were mainly represented by cash inflows from subsidiaries ( AFM, MCO, AFL) and borrowers.

• Sales revenues are represented by rent payments from the clients.

• Other inflows – dividends from subsidiaries and KASE

• Payments to utilities – communications, electricity, transportation and security.

• Advances paid mainly represent payments to services re restructuring process (consulting, legal, travel expenses) and software maintenance (payments for Temenos in the amount of USD 0.1 mln)

• In 2009 the Company recapitalized Brokerage subsidiary. In 2010 the Company recapitalized insurance subsidiaries.

• In 2009-2010 repayment of loan to DAMU , Eximbank, AF B.V and Akimatof Atyrau.

Run rate:

Major Company’s running costs are represented by following items:

• Payments for utilities, payroll, payments to pension fund, payments to budget, payments for maintenance of software.

Given actual figures the Company’s monthly running costs may amount to minimum USD 0.4-0.5 mln (or min USD 5-6 mln per annum).

It should be notedthat the Company will incur additional costs on legal procedures re problem loans, collateral registration and sale of assets (fixed assets and subsidiaries).

2H2009 9m2010

OPENING BALANCE 23.8 1.2

OPERATING ACTIVITIES 13.5 15.0

Cash inflows 26.3 22.1

Advances received 20.3 20.2

Rental payments 0.2 0.4

Other 5.6 1.4

Cash outflows 12.8 6.7

Payments for utilities 0.6 0.4

Payroll 1.2 1.6

Payments to pension fund 0.1 0.2

Payments to budget 0.9 1.4

Interest payments 2.1 0.1

Advances paid 6.7 2.9

Other payments 1.2 0.2

INVESTING ACTIVITIES -0.6 -0.6

Cash outflows 0.7 0.9

Purchase of FA and IA 0.2 0.0

Cash injections into subsidiaries 0.0 0.9

FINANCING ACTIVITIES -35.4 -7.3

Cash outflows 35.4 7.3

Repayments of long-term debt 35.4 7.3

CLOSING BALANCE 1.2 8.3

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Financial resultsAF stand alone balance sheets

mln USD Jun 30, 2009 Dec 31, 2009 Sep 30, 2010 DescriptionASSETS

Cash and cash equivalents 23.8 1.1 8.4 Inventories 5.7 7.8 7.7

Investment in securities 134.1 50.5 30.4 •Impairment of securities, repayments and sales. Some part of the portfolio was lost due to REPO deals default in 2009

Investments in subs 173.6 176.0 178.0 •Investments to Brokerage company in amount of 0.02 mln USD, Life insurance company - 0.2 mln USD, Insurance company - 0.7 mln USD

Loans to customers 851.1 288.8 290.3 •Additional provisions on loan portfolio in amount of 647 mln USD, accrued interest, exchange rate differences, repayments

Other assets 204.5 226.7 218.6 •About 90% is financial aid to subsidiaries

TOTAL ASSETS 1,392.8 750.9 733.4

LIABILITIES

Due to banks 362.5 366.5 377.0 •Growth due to amortization of discount and accrued interest

Payables to government organizations 108.4 29.2 23.5 •Repayment of loans to DAMU. Repayment of loans to SK in the second half of the year

in the amount of USD 61 mln by transferring projects.

Debt securities issued 1,107.1 1,166.4 1,232.7

•Growth due to amortization of discount and interest accrued. In July-Septembermarketmaker purchases and sales of domestic bonds took place. In December 2009 adeal with Atameken-Astyk JSC was realized, connected to repayment of loan debt on AF bonds in amount of 6.2 mln USD

Subordinated debt and subordinated issued securities 151.0 161.7 175.3 •Growth due to amortization of discount and accrued interest

Preferred shares 38.4 38.9 39.2 •In Pension Funds’ portfolios

Other liabilities 7.9 106.3 101.6 •Accounting provisions against guarantee of LLP Mangistau Stroi Invest and conditional liabilities re Barclays

EQUITY

Charter capital 200.6 203.3 204.6

Other adjustments (14.1) 5.7 (20.6 ) • Investment revaluation for nominal value sale

Retained earnings (569.0 ) (1,327.1 ) (1,399.9 ) •Substantial loss in the second half of 2009 due to additional charging of provisionsTOTAL LIABILITIES AND EQUITY 1,392.8 750.9 733.4

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Financial resultsAFL – balance sheets

mln USD Jun 30, 2009 Sep 30, 2010 Description

ASSETSCash and cash equivalents

2.3 12.5 Most part of inflows realized with leasing portfolio and realization of train coaches

Financial assets at fair value through profit and loss16.5 55.6

Recalculation of option to raise

Lease portfolio263.8 211.5

Decrease of principal because of unpaid financial leasing and collection of collateral from problem clients

Provisions(62.1) (45.9)

Decrease of provisions related to a decrease in principal amount, provision value 25% was set by new top management

Fixed and intangible assets4.6 5.1

Taking into account new fixed assets and collection of collaterallands, collateral apartments, building of heating main

Other assets74.6 39.4

Realization of collected equipment, partial payment to JSC National Kazakh Railways

TOTAL ASSETS 299.6 278.2

LIABILITIESDue to financial institutions

107.3 55.4 Repayment of obligations to foreign and Kazakhstan creditors.

Liabilities transferred from AF172.4 180.7

Increase is related to the revaluation of currency obligations

Other liabilities32.4 16.4

Decrease of advance payment (decrease of leasing of equipments), return of temporary financial aid.

EQUITYCommon shares

9.4 9.6 Change in authorized capital

Retained earnings(21.9) 16.1

Recognizing additional provisions

TOTAL LIABILITIES AND EQUITY 299.6 278.2

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Financial resultsBAF – balance sheets

mln USD Jun 30, 2009 Sept 30, 2010 Difference Description

ASSETSCash and cash equivalents 3.1 2.4 -0.7

Loan portfolio 68.1 50.2 -17.9

•Loan portfolio of the Bank is declining due to limitations in funding since the terms of many deposits are short (1-3 months) and oblige the Bank for redemption. Also accrued provisions in amount of 10 mln USD

Securities 18.4 14.7 -3.7•The part of the cash is placed in Government securities for liquidity purposes

FA 1.2 4.2 3

•The significant purchase is building branch in Almaty. Because of expanding business, opening new offices, Bank also purchased new equipment

Obligatory reserves 1 39.6 38.5

•Due to absence of eligible short term placements it is necessary amount on correspondent account in National Bank for liquidity purposes

Other assets 1.1 4.7 3.5

•The main change was affected with new debt of Credit Company to BAF in amount of 2.2 mln USD, which was generated due to transfer of loan portfolio

TOTAL ASSETS 93 115.8 22.8LIABILITIES

Debt to banks 0.5 3.4 2.9•There was debt financing from AF Bank (Ufa), which was needed to maintain normative on ratios Return on internal assets (cost -6%)

Debt to state funds 20.3 17.6 -2.8•Credit agreement with DAMU Fund, nominal amount - 3 bln. KZT. Decrease was affected because of repayment time-period terms

Debt to clients 37 68.2 31.1

•Contains deposit amount (60%) and current accounts (40%). From which 94% of funds comes from legal entities, where 23% are affiliated companies

Other liabilities 0.4 1.1 0.8EQUITY

Authorized capital 39.1 41.7 2.6•Deloitte accepted 1.7 mln USD agreement related with capitalization, which increased financial result in terms of capital and loan portfolio

Revaluation reserves 0.1 0.7 0.6•Revaluation reflects investment before fair value maturity and profit and losses from operations with foreign currency.

Retained earnings -4.4 -16.9 -12.4•Expenses in most of cases are related to recalculation of provisions on loan portfolio.

TOTAL LIABILITIES AND EQUITY 93 115.8 22.87

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mln USD Jun 30, 2009 Sep 30, 2010 DescriptionASSETS

Cash and cash equivalents 3.0 7.1 •Operations related to regulators’ requirement . Also increased dueto accrued interest of cash in banks of second level and deposits.

Securities 9.8 6.8 •Revaluation of option, which depends on exchange rate of foreign currency. Securities of JSC Astyk-Kazyna” was depreciated. New reformulation of securities provisions for 15% from May, 2010.

Mortgage portfolio 117.2 67.9 •The decrease due to transfer of rights for part of loan portfolio AF to CС AF JSC in amount of 30 mln USD. Also written-off loans in amount of 10 mln USD. Company dissolved agreements on renting of buildings with several individuals in 2009.

. Fixed and intangible assets 2.8 2.0 •Monthly calculation of depreciation, allowed for particular real-estate as long term assets for sale and the exploited ones in fixed assets.

Investing real estate 4.6 - •Reclassification to assets available for sale

Other assets 11.9 21.1 •Increased due to the transfer of partial loan portfolio AF to CС AFJSC which raised account receivables in amount 8 mln USD. Increase of fair value in December 2009. Also, account receivables from First Legal LTD in amount of 0.11 mln USD.

TOTAL ASSETS 149.3 104.8 LIABILITIES

Financial institutions 83.8 44.0 •Partial repayment of loan agreement and financial aid

Other liabilities 0.6 1.2 EQUITY

Share capital 66.5 67.8 •Exchange rate difference. No change in Authorized capital

Retained earnings (1.5) (8.3) •Due to income loss in 2009TOTAL LIABILITIES AND EQUITY 149.3 104.8

Financial resultsMortgage company – balance sheets sheets

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Page 9: Astana Finance · 2. Developments since Term Sheet. January 15, 2010. Signing of MoU between JSC “SWF “Samruk-Kazyna” and the Company. March 19, 2010. FMSA has signed multilateral

mln USD Jun 30, 2009 Sep 30, 2010 Description

ASSETS

Cash and cash equivalents 35.9 29.9 • Decrease due to expansion of interbank credit business with other correspondent banks, also free funds were used for interbank credits.

Loan portfolio 61.2 125.6

• Increase of interbank credits and loans to customers. Loan portfolio increased due to corporate business and small/medium business funding under programs of Russian Bank of Development RosBK and ZD (ZD is banks own program)

Securities 12.2 23.0 • Purchase of eurobonds and other trade securities in RF market in total 16.9 mln USD.

Fixed and intangible assets 14.0 14.9 • Bank building on balance (fair value of building in 2010)

Obligatory reserves 0.2 1.1 • Due to increase and quality deterioration of loan portfolio

Other assets 2.9 5.8

TOTAL ASSETS 126.4 200.3

LIABILITIES

Due to financial institutions - 8.7 •Receipt of loan from Russian Bank for Development in total amount of 8.7 mln. USD in Sept. 2010.

Debt securities 3.6 18.7 •Increase of Bill of Collection issue in 2010.

Debt to clients 75.4 130.4 •Increases in deposits, 33 biggest individuals keep deposit in amount of 17.9 mln. USD and 24 legal entities keep deposit in amount of 86.3 mln. USD as at 01/10/2010.

Other liabilities 0.4 0.8

EQUITY

Authorized capital 38.1 38.8 •Exchange rate difference. No change in Authorized capital

Revaluation reserves 0.3 0.8 •Revaluation of Atameken Agro

Retained earnings 8.5 2.1 •Due to income loss in 2009

TOTAL LIABILITIES AND EQUITY 126.4 200.3

Financial results AFB – balance sheets

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AF cash inflows from LP (plan-fact analysis for 2h2009 and 9m2010)

It should be noted that other inflows (USD 20 mln) contain USD 10 mln cash collections above expected amounts. These collections are mainly represented by: 1) USD 6 mln collections from a number of loans remained with the Company’- these loans are represented by DAMU program loans and were

supposed to be transferred to BAF per IBR forecasts. 2) USD 2 mln from two loans which were not expected to be repaid. 3) USD 0.7 mln from the new loan provided to Agrosoyuz Service LLP in October 2009 under refinancing program (this program assumed

prepayment of previous loan).

mln USD Actual Per IBR Diff DescriptionCash Inflows on LP, incl. 20 141 -121

Astana City Palace - 59 (59) Confiscation of collateral per court decision, no cash inflows per new forecasts

GeFest - 25 (25) Movement of expected cash inflows forward to 2012-2013. Total proceeds are expected to be lower than in IBR by USD 20.2 mln due to removal of expected proceeds from sale of confiscated land to be compensated by Akimat and changes in expected price of land plots.

Interra - 8 (8) Movement of expected cash inflows forward to 2011. Total proceeds are expected to be higher than in IBR by USD 20.2 mln based on valuation report.

UK Alem - 7 (7) Movement of expected cash inflows forward to 2012. Total proceeds are expected to be higher than in IBR by USD 3.5 mln due to changes in expected price of collateral.

Astana Land 0 6 (5) Movement of expected cash inflows forward to 2011 and 2013. Total proceeds inflows are expected to be lower than in IBR by USD 16.1 mln due to removal of expected proceeds from sale of confiscated land to be compensated by Akimat and changes in expected price for land plots.

Tsesna Corporation 1 7 (5) Change in payment schedule and expected proceeds moved forward to 2013. Total proceeds are expected to be lower than in IBR by USD 16.1 mln due to changes in expected price for land plots.

Tsesna Astyk Concern 1 6 (4) Proceeds are decreased due to transfer of main part of the loan to BAF and change in payment schedules. The Company lost banking license, therefore interest payments were decreased by VAT.

Skif Nedvizhimost - 3 (3)

Other inflows 17 20 (3)

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Page 11: Astana Finance · 2. Developments since Term Sheet. January 15, 2010. Signing of MoU between JSC “SWF “Samruk-Kazyna” and the Company. March 19, 2010. FMSA has signed multilateral

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Scenario A: Sales of Subsidiaries

Subsidiary Expected Average Equity by year of sale Multiple Valuation

resultPeriod of

sale Comments

AF Bank (Russia) 96.8 1.75 169.4 2016 Required capitalization of USD 16.7 mln in 2011-2012

Bank AF 91.9 1.25 114.9 2016Capitalization in 2010 = USD 12 mln and in 2011 = USD 40 mln from Mortgage company ( transfer of loan portfolio)

Insurance company AF 10.4 0.9 9.3 2012 Capitalized by USD 3 mln in 2010. Net loss in 2010 = USD 1 mln.

Life insurance company 9.0 0.9 8.1 2012 Capitalized by USD 2 mln

Mortgage company 31.0 1.0 31.0 2012 Transfer of part of portfolio in amount of USD 40 mlnto BAF

MCO - - - 2011

Brokerage company 1.8 0.9 1.6 2011

Total 334.4

Long-term strategy Proceeds are fully repaid to Domestic creditors (except for amounts for recapitalization of AFB)

• AF transfers ENKI and NERUD to AFL (USD 49.2 mln). • Cash injections to AFB in 2011 (USD 10.0 mln) and 2012 (USD 6.7 mln)• Cash injection to BAF in 2010 (USD 12 mln). Non-cash injection to BAF (USD 40 mln) by transfer of AFM portfolio.• BAF and AFB to be sold in year 2016

Page 12: Astana Finance · 2. Developments since Term Sheet. January 15, 2010. Signing of MoU between JSC “SWF “Samruk-Kazyna” and the Company. March 19, 2010. FMSA has signed multilateral

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Scenario B: Sales of Subsidiaries

Subsidiary Expected Average Equity by year of sale Multiple Valuation

resultPeriod of

sale Comments

AF Bank (Russia) 65.4 1.25 81.7 2013 Required capitalization of USD 16.7 mln in 2011-2012

Bank AF 78.6 1.0 78.6 2013Capitalization in 2010 = USD 12 mln and in 2011 = USD 40 mln from Mortgage company ( transfer of loan portfolio)

Insurance company AF 10.4 0.9 9.3 2012 Capitalized by USD 3 mln in 2010. Net loss in 2010 = USD 1 mln.

Life insurance company 9.0 0.9 8.1 2012 Capitalized by USD 2 mln

Mortgage company 31.0 1.0 31.0 2012

MCO - - - 2011

Brokerage company 1.8 0.9 1.6 2011

Total 210.3

Wind-down strategy Proceeds are fully repaid to Domestic creditors (except for amounts for recapitalization of AFB)

• AF transfers ENKI and NERUD to AFL (USD 49.2 mln). • Cash injections to AFB in 2011 (USD 10.0 mln) and 2012 (USD 6.7 mln)• Cash injection to BAF in 2010 (USD 12 mln). Non-cash injection to BAF (USD 40 mln) by transfer of AFM portfolio.• BAF and AFB to be sold in year 2013

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Page 13: Astana Finance · 2. Developments since Term Sheet. January 15, 2010. Signing of MoU between JSC “SWF “Samruk-Kazyna” and the Company. March 19, 2010. FMSA has signed multilateral

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List of confiscated assetsPrincipal and accrued interest as of Sept 30,

2010Comment Company's actions Possible risks

Astana City Palace

59.9

Confiscation of 100% collateral per court

decision

1. Appeal of Special court decision to transfer an asset to the Government belonged to Mr. A. A. Ismailov by AF IHL. 2. Filing a claim for judicial recovery of Astana City Palace property. 3. Revalue CIP and land plot. 4. Dispose through court auction.

1. Refuse on apeal and transfer property to the Government. 2. Refusal of court on judicial recovery of CIP due to absence of loan agreement.

BC Bolashak

41.6

Confiscation of 50% of collateral (Bolashak

business center) per court decision

1. Appeal of Special court decision to transfer collateral (belonged to Mr. A. A. Ismailov ) to the Government by AF IHL. 2. 50% of Business Center Bolashak in favor of AF. 3. Filing a claim for judicial recovery of 50% of business Center Bolashak. 4. Revalue 50% of business center Bolashak. 5. Dispose through judicial auction.

Refuse on appeal and possible forfeiture of the property to the Government.

TC SM

6.2

Confiscated 50% of collateral (3 levels at BC

Bolashak building)Astana Land

25.3

Confiscation of land plot by Akimat

Disposal of remaining land plot of 6,4022 ha in Astana at $7000 per ares. Before disposal of the land plot the following actions should be untaken: independent valuation of the land plot; as of today the claim is filed for the total amount of debt on behalf of authorities. Arrest the property to cover claim including collateral land plot. Disposal of the land plot through court auction.

GeFest

48.8

Confiscation of land plot by Akimat

IHLs of the Company developed claim on disposal of collaterals through court. Cooperate with legal executives on revaluation of the collateral. At the same time cooperation with Astana authorities on filing claim to recover debt from the lessee and claim on disposal of the collateral through court auction.

No possibility to dispose the land plot located in Almaty, Bostandyk region, Al Farabi Avenue, east direction from Dulati street, of 2,1813 ha, cadastral number – 20-313-021-490, that was seized for the government needs according to the Almaty Akimat decree with no propriatory right. However as of today court has issued decision on illegal actions of Almaty Akimat and deal on sale-purchase of land plot at market price and registration of the property.

Total debt 181.8

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Changes in forecasts – AF loan portfolio

Key points:

Decrease in inflows from loan portfolio may be explained with three major factors:

• Unexpected confiscations by local authorities

• Transfers of assets within the group of Astana Finance

• Change in Company’s view on market conditions (prices and demand)

Forecasts 2011 2012 2013 2014 2015-2024 Total % share

IBR forecasts 53.8 43.5 40.7 39.0 152.4 329.5

New forecasts 60.0 66.2 46.3 28.5 50.8 251.8

Difference 6.1 22.7 5.6 (10.6) (101.6) (77.7) 100%

Including:

Confiscation (3.0) 11.6 (0.3) (25.0) (51.0) (67.7) 87%

Revaluation of collateral 18.2 15.4 (0.4) 15.2 (13.7) 34.8 -45%

Problems with collateral (2.0) (7.4) (6.4) - (7.0) (22.9) 30%

Transfer to AFL (5.8) (6.0) (7.5) (8.4) (13.2) (40.9) 53%

Transfer to BAF 4.4 3.2 2.7 3.7 0.8 14.9 -19%

Non-cash swap with liabilities (1.3) (1.3) (2.3) (0.4) (1.6) (6.9) 9%

Other (4.2) 7.1 19.8 4.3 (15.9) 11.0 -14%

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Planned asset realisations

USD mlnPrincipal and

accrued interest

Total expected repayments (2011-2015)

Comments Company's actions

BC Bolashak

41.6 16.9 The loan was provided for investment purposes. At the moment of loan provision, lessee had no

operating activity (start-up business), at present documentation that could proove financial position of

the lessee are not available. Taking into consideration these fatcs the only avaiable option to repay the debt is disposal of BC Bolashak in 2019

with total area 28767 sq. m. located in Astana at $1 454 per 1 sq.m.

1) Appeal of Special court decision on transfer to the Government of all properties belonged to Mr. A. A. Ismailov by AF IHL. 2) Claim for 50%

of Business Center Bolashak in favoir of AF. 3) Filing a claim for judicial recovery of 50% of business Center Bolashak. 4) Revaluate 50% of

business center Bolashak. 5) Dispose through court auction.

Skif Real Estate

20.5 13.6 Share participation in construction of residential complex Akselkent, Share participation in

construction of "Imanova 4th quarter". In 2011 sale of 65 apartment with total area 5 060,21 sq.m. located in

Almaty at $1000 per 1 sq. m., in 2014 sale of land plot with area 3,1002 ha located in Astana at about

$60 per 1 sq.m.

1) Disposal of apartments located in residential complex Ahselkent(average area of one apartment is 77 sq. meters, totally there are 65

apartments. The cost of 1 sq. meter is $1200-$1600). Before the disposal the following actions should be taken: After the building owner

provides the lessee document of title, independent valuation of all apartments should be performed. As of today the claim has been filed

for the total debt amount on behalf of authorities. To secure loan distress all property of the lessee including apartments. Dispose the

apartments through court auction. Not disposed judicially apartments should be taken by the Company app. in Feb. 2011. After taking the apartments onto the books, the apartment should be disposed. 2)

Disposal of the land plot (Astana Land) of 6,4022 ha at $6000 per aresand land plot of 3,1002 ha at $7000 per ares. Before disposal the

following actions should be taken: claim has been filed for the debt amount of lessee including collateral land plots; Dispose land plots through court auction. Not disposed judicially land plots should be

taken by the Company. After taking the land plots onto the books, they should be disposed.

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Planned asset realisations (cont’d)

USD mlnPrincipal

and accrued interest

Total expected

repayments(2011-2015)

Comments Company's actions

Invest Land 23.5 7.6 n 2009 lessee had a loss for the toal amount, negative equity capital comprised. Repayment is planned by means of disposal of 26 appartments with a total area 3197 sq. m. in Astana in 2010 at $950 perа 1 sq.m.

1) Disposal of land plot of 27,3188 ha at $1700-$1800 located in Karaganda. Before disposal of land plots take the following actions: independent revaluation of land plots; As of today the claim has been filed for the total debt amount on behalf of authorities. To secure loan distress all property of the lessee including collateral land plots. Dispose land plots through court auction. Not disposed judicially land plots should be taken by the Company . After taking land plots onto the books, they should be disposed. 2) Disposal of remained 19 appartments with average square 124 sq meter at $1200-1300 per 1 sq.m. residential complex Capital. Before disposal of appartments take the following actions: obtain from the lessee the documents of title, carry out independent revaluation of appartments; Pledge on active liabilities. As of today the claim has been filed for the total debt amount on behalf of authorities. To secure loan distress all property of the lessee including appartments in residential complex Capital. Dispose appartments through court auction. Not disposed judicially appartments should be taken by the Company . Dispose the apartments after taking them onto the books.

Uly Zher 41.6 14.5 Disposal of 47 apartments with total area 5757,6 sq. m. during 2012-2014 at $2 000 up to $2 200 per 1 sq.m. and 134 parking places at $10 000.

Disposal of 44 apartments at 123 square meters at 2300-$2400 per 1 sq meter and 129 parking places at $15 000 in the residential complex Solnecnaya Dolina and lease of unsold parking places. Before disposal of the apartments and parking places the following actions should be taken: after the building owner provides the lessee with the documents of title for the apartments and parking places, independent valuation should be carried out. To pledge on current liabilities. As of today the claim has been filed for the total debt amount on behalf of authorities. To secure loan, distress all property of the lessee including apartments and parking in residential complex Solnechnaya Dolina. Dispose the apartments and parking through court auction. Not disposed judicially apartments and parking should be taken by the Company. Dispose the property after taking it on the books.

Page 17: Astana Finance · 2. Developments since Term Sheet. January 15, 2010. Signing of MoU between JSC “SWF “Samruk-Kazyna” and the Company. March 19, 2010. FMSA has signed multilateral

17

Planned asset realisations (cont’d)

USD mlnPrincipal and

accrued interest(2011-2015)

Total expected repayments(2011-2015)

Comments Company's actions

UK Alem 23.5 11.0 Disposal of land plot of 55,93 ha in 2013, located in Almaty region at around $18 per 1 sq.m.

Disposal of the land plot of 55,93 ha at $2000 per ares on Almaty region. Before disposal the following actions should be taken: independent valuation, file claim for the total debt amount on behalf of authorities. To secure claim distress all property of the lessee including collateral land plots. Dispose the land plot through court auction. In case of failed auction the Company should take the land plots and then dispose.

Rauan A 9.4 7.7 Sale of 92 appartment in 2013 with total area 6 576 sq.m., located in Astana

1. obtain decision of authorised agency of the Company to take appartments on the books. 2. conclude addendum with the building owner (lessee's rights are traferred to the Company) 3. Dispose the appartment upon completion of construction (expected construction completion date is the end of 2011).

Interra 73.0 28.7 sale of 66 250 ths. shares at par vaue RUB 13 per share

1. to obtain decision of AF Board of Directors to revalue shares and working out of plan on shares sale. 2. To carry our revaluation of shares by international valuation company KPMG to estimate current market value. 3. Carry out search for potential buyers at the value estimated during the valuation. 4. Sale of shares. Possible risks: 1 Valuation can show low value per share. 2. Absence of potential buyers due to current Fund situation. 3. Possible liquidation of the Fund prior to sale shares obtained by AF.

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18

Planned asset realisations (cont’d)USD mln

Principal and accrued interest

Total expected repayments(2011-2015)

Comments Company's actions

Rodnye Prostory 28.6 31.0 As of 01.07.09 lessee as negative equity capital, repayment is scheduled using sale of BC Isker located in Astana at $1000 per 1 sq. m.

To lease out Business Center Isker, 12 577,1 sq.m. at $25 per 1 sq.m. and further dispose for $1300 per 1 sq.m. and $11500 per 1 ares. Before leasing out the following actions should be taken: independent valuation of base; Disposal of collateral property through court auction. To secure loan, distress all property of the lessee including the base. In case of failed auction, take the property onto the books with aim of further leasing and disposal.

Astana Logistics 33.0 19.4 The main source of repayment is disposal of the asset. Individually the lessee is not able to repay the loan because of big leverage. In 2016 disposal of logistics center is planned for the total amount USD 9.9 mln

1) Legalization of 99,9% of Astana Logistics on AF 2) Resructuring of debt 3) Management decision of the Board on retirement from the project by sale of the Company.

Transfer to BAF (14 DAMU loans)

26.6 14.9 Repayment per schedule (about 52%), disposal of collaterals (48%)

Tsesna Corporation

14.2 17.1 During repayment of debt in 2009 the lessee had no overdues.

Repayment per schedule

AKM 17.4 18.9 Repayment per new scheduleEkoton + 7.1 11.3 Repayment is expected by means of

operating activity. Etokon + JSC will manage to repay its debt to Astana-Finance starting from 2012. By November 2016 the Company will repay the debt.

1) Obtain decision of the authorized body of the Company to carry out restructuring. 2) to sign partnership agreement between Astana Finance JSC and Ekoton+ JSC. Legal department will proceed with settlement and approval of the agreement with law courts of Kazakhstan on accepted cross liabilities of the parties. Signing of corresponding international agreements to settle legal proceedings between Ekoton + JSC and Astana-Finance JSC. Presentation and approval of changes introduced into Ekoton+ JSC Charter. Allocation of Ekoton+ JSC shares between Otau-k LLP and Astana-finance JSC (50/50%). 3) per restructuring plan correspondent changes into leasing and pledge agreements are to be introduces. Signing of pledge agreements connected with additional bid security. 4) Audit of financial statements of the Company. Possible risks: negative decision on restructuring of Ekoton + JSC debt by authorized body. Shares of Ekoton + JSC obtained by «Investment Company «Capital Management» secure liabilities of ISSM LLP in and before Eximbank JSC, Also as of today this shares are arrested.

Total 359.9 212.3Other 39.4Total inflows from loan portfolio

251.8

Page 19: Astana Finance · 2. Developments since Term Sheet. January 15, 2010. Signing of MoU between JSC “SWF “Samruk-Kazyna” and the Company. March 19, 2010. FMSA has signed multilateral

19

Valuation of banks – BAF

Assumptions justifying growth :

• Small size of the bank

• Dealing with the pre-restructuring and post-restructuring issues in attracting funding

• General excess liquidity in a short term in a market will drive average interest margin down

• BAF's net interest margins would squeeze even further as the bank will struggle to rebuild its reputation and retain deposit base and grow loan portfolio

• Expectations that by 2016 BAF under prudent and professional management in finding its market niche will generate median industry returns on equity

Basic assumptions on bank’s development:

• Managing mortgage portfolio from AFM.

• Providing loans to small and medium business, prepare platform for development of retail loans since 2012.

• Optimizing expenses through automation and modernization of business processes.

• Recovering equity to provide prudential norms through profits and shareholders’ support in 2011.

• Development in the following regions: Astana, Karaganda, Atyrau, Aktau due population and demand issues.

Sept 30, 2010

Dec 31, 2011

Dec 31, 2012

Dec 31, 2013

Dec 31, 2014

Dec 31, 2015

Dec 31, 2016

Opening equity balance 25.1 77.1 77.9 79.4 82.6 87.6

Recapitalization 52.0

Return on equity - 0.8 1.6 3.2 5.0 8.8

Closing equity balance 25.1 77.1 77.9 79.4 82.6 87.6 96.3

ROE 0.0% 1.0% 2.0% 4.0% 6.0% 10.0%

2013 2016

P/BV 1 1.25

MVE 78.6 114.9

Page 20: Astana Finance · 2. Developments since Term Sheet. January 15, 2010. Signing of MoU between JSC “SWF “Samruk-Kazyna” and the Company. March 19, 2010. FMSA has signed multilateral

20

Valuation of banks – AFB

Assumptions justifying growth :

• Strong deposit base

• Strong management that was able to maintain operations during crisis

• Concentrating on retail lending and develop project financing and investment banking

• Expectations that the bank will not have problems with meeting median industry returns on equity

• Assume multiples 1,25 in 2013 and 1.75 in 2016 as market recovers

Basic assumptions on bank’s development:

• Extending the range of products and services through the introduction of an overdraft, bank guarantees, factoring.

• Introduction of different financial instruments (project finance, investment banking, private equity funds).

• Expanding retail customers base to 40% of total loan portfolio.

• Reducing the cost of services to corporate customers by introducing a new system “Client-banking".

• Introduction of the institute of personal managers for clients.

Sept 30, 2010

Dec 31, 2011

Dec 31, 2012

Dec 31, 2013

Dec 31, 2014

Dec 31, 2015

Dec 31, 2016

Opening equity balance 38.8 50.4 61.1 69.6 79.4 90.5

Recapitalization 10.0 6.7

Return on equity 1.6 4.0 8.6 9.7 11.1 12.7

Closing equity balance 38.8 50.4 61.1 69.6 79.4 90.5 103.2

ROE 4.0% 8.0% 14.0% 14.0% 14.0% 14.0%

2013 2016

P/BV 1.25 1.75

MVE 81.7 169.4

Page 21: Astana Finance · 2. Developments since Term Sheet. January 15, 2010. Signing of MoU between JSC “SWF “Samruk-Kazyna” and the Company. March 19, 2010. FMSA has signed multilateral

Valuation of banks – value multiples

Source: Bloomberg

P/B1 ‘09

P/B ’10F

P/B ’11F

1. P/B – it is rate ratio of stock price to book

value of the equity

• Current multiples of banking

organizations in CIS (median):

– 1,7x on P/B ’09

– 1,4x on P/B ’10

– 1,2x on P/B ’11

• Analysts view is that multiples are

relatively fair due to:

– Remaining demand for credits and

slow recovery of the real estate

– Banks still experience limited

funding.

2,5x 2,1x 1,8x 1,7x 1,7x 1,6x 0,9x 0,8x 1,6x 1,7x 2,0x 2,1x0,0x

1,0x

2,0x

3,0x

Sberbank VTB Vozrozhdenie Bank

Bank St. Petersburg

Bank of Moscow

Halyk Bank KKB Center Credit Average (CIS)

Median (CIS) Average (EMEA)

Median (EMEA)

2,2x 1,7x 1,4x 1,0x 0,8x 1,4x 1,4x 2,0x 2,1x0,0x

0,5x

1,0x

1,5x

2,0x

2,5x

Halyk Bank Sberbank Bank of Moscow Center Credit KKB Average (CIS) Median (CIS) Average (EMEA) Median (EMEA)

1,8x 1,4x 1,2x 0,8x 0,7x 1,2x 1,2x 1,8x 1,9x0,0x

0,5x

1,0x

1,5x

2,0x

Halyk Bank Sberbank Bank of Moscow Center Credit KKB Average (CIS) Median (CIS) Average (EMEA) Median (EMEA)

Стр. 2121

Page 22: Astana Finance · 2. Developments since Term Sheet. January 15, 2010. Signing of MoU between JSC “SWF “Samruk-Kazyna” and the Company. March 19, 2010. FMSA has signed multilateral

22

Scenario A&B: Astana Finance MortgageValue:

• Cash and cash equivalents in amount of USD 10.5 mln

• Mortgage portfolio consists of doubtful and non-performing loans (USD 14.7 mln). Level of provisions is 86.5%

• About 1/3 of loan portfolio is presented by indexed loans (mainly USD indexation). Majority of which will be transferred to BAF, residual is immaterial. No value

• Administrative building in amount of USD 1 mln

• Repossessed collaterals assume to be sold with 50% discount (USD 4.8 mln)

• The company will accept loan portfolio in return of accounts receivable from Credit Company AF. Loan portfolio being transferred from Credit Company AF is supposed to be non-performing, hence 100% provisions. No value

• Other assets represented by inventory and tax expense. No value

Assumptions:

• Assume multiple 1 in year 2012

Valuation result:

• USD 31 mln

mln USD 01.01.2012

ASSETS

Cash and cash equivalents 10.5

Mortgage portfolio 14.7

Option (indexation) 3.5

Fixed and intangible assets 1.7

Repossessed collaterals 9.6

Accounts receivable 8.2

Other assets 0.4

TOTAL ASSETS 48.5

LIABILITIES

Financial institutions -

Other liabilities 0.3

TOTAL LIABILITIES 0.3

EQUITY

Share capital 66.7

Retained earnings -18.4

TOTAL EQUITY 48.2

TOTAL LIABILITIES AND EQUITY 48.5

mln USD 01.07.2009 01.10.2010 01.01.2012

Loan portfolio 117.2 67.9 14.7

Principal 140.9 91.3 46.0

Interest 6.1 7.4 8.5

Provisions -30.3 -30.9 -39.8

Level of provision -22% -34% -87%