JSC Kazkommertsbank (“KKB" or “the Bank") (LSE: KKB; KASE: KKGB), one of the largest banks in Kazakhstan and Central Asia, and JSC BTA Bank (“BTA") today announce they have signed an Agreement on the simultaneous transfer of assets and liabilities (“the Agreement") between the two banks.
Under the Agreement, a part of BTA's assets and liabilities was transferred to KKB, and a portion of KKB's distressed assets was transferred to BTA, Kazkommertsbank said.
The Agreement was signed in accordance with the resolutions of the joint Extraordinary General Meeting (“EGM") , the legislation on the integration process, as well as the shareholders' resolutions regarding the integration of KKB and BTA (See 'Summary of the Integration Process').
The following assets and liabilities of BTA were transferred to KKB:
1. All current and savings account balances of the legal entities and private individuals - existing account details remained the same;
2. Balances on active card accounts, together with the corresponding payment cards - existing account details remained the same;
3. Claims on loans to SMEs, corporate and retail clients. Notifications shall be sent to the borrowers' addresses as per credit reports;
4. BTA's existing branches and offices;
5. Part of BTA's fixed assets, inventories, securities and cash;
6. Shares in BTA subsidiaries: JSC BTA Insurance, JSC BTA Zhizn, JSC SK Leasing, JSC BTA Securities, JSC BTA Ipoteka, JSC London-Almaty, Alem Card Ltd and Titan Inkassatsiya Ltd.
The preliminary book value of the BTA assets transferred to KKB amounted to KZT 413,337,489,004, while the book value of the BTA liabilities amounted to KZT 383,148,900,356.
In turn, the following assets of KKB were transferred to BTA:
1. Claims on loans to corporate clients;
2. Equity interest in Kazkom Realty Ltd, the Bank's subsidiary that manages real estate-related distressed assets.
The preliminary book value of the KKB assets transferred to BTA amounted to KZT 1,171,671,682,766.
KKB and BTA shall undertake a reconciliation of the transferred assets and sign reconciled acts of delivery and acceptance. The acts are to be submitted for an independent valuation to determine the fair market value of the assets. The balance of counter claims adjusted for the fair market value of the transferred assets is to be submitted to the Boards of Directors of KKB and BTA for approval.
KKB shall fulfill the legal responsibilities/obligations received from BTA in accordance with the legislation of the Republic of Kazakhstan and the terms and conditions set out in existing contracts between BTA and its clients.