«National Company «Kazakhstan Engineering» JSC announces on holding of electronic tender for sale of 100 % of ordinary shares of «Petropavlovsk Heavy Engineering Plant» JSC (hereinafter – «PZTM» JSC), which will commence at 12:00 p.m. (Astana time) on January 17, 2023 on the web portal of the State Property Register www.gosreestr.kz.

The sale is carried out in accordance with the Rules for Sale and Restructuring of Assets of «NC «Kazakhstan Engineering» JSC, approved by the decision of the Board of Directors of the Company dated October 15, 2018 (Report No. 6) and the Rules for electronic bidding for the sale of property on the web-portal of the State Property Register, approved by the decision of the Board of Directors of «Information and Accounting Center» JSC (Report No. 66 dated May 23, 2014).

The following items for electronic bidding:

Name of the Asset: 100 % of ordinary shares of «Petropavlovsk Heavy Machine Building Plant» JSC (hereinafter referred to as the Asset).

Owner of the Asset: «National Company «Kazakhstan Engineering» JSC

Products manufactured and services rendered by «PZTM» JSC:

• mobile drilling and hoisting units. They are used for drilling and repairing wells;
• special service equipment (tanker trucks, cementing and repair trucks, acid-feeding mobile unit);
• spare parts of hoisting units and special equipment (cementing and triplex pumps, hydraulic spider, hydro-rotor, wrenches - chain, rod, pipe);
• power equipment (gas-tight boiler panels, air heaters, gas and air coolers, steam superheated packages);
• heat-exchange equipment (sections to the air cooling unit, heat exchangers, tanks, separator, unit for lower discharge of viscous oil products);
• railway equipment (rail hoist, hydraulic spreader, railway jack, air tank, sleeper blocks).

Location of the Asset: the Republic of Kazakhstan, North-Kazakhstan region, Petropavlovsk city, Gashek Street, building 1.

Starting price of the Asset: 6,332,742,260 (six billion three hundred thirty-two million seven hundred forty-two thousand two hundred sixty) tenge.

Special conditions for sale of the Asset:

1) Preservation of activity profile (specialization) of «PZTM» JSC;

2) Preservation of all the staff of «PZTM» JSC, who are the citizens of the Republic of Kazakhstan;

3) Preservation or creation of new work places in «PZTM» JSC;

4) Limitation of transactions (resale, pledge, transfer for management and other) and (or) prohibition of certain actions in respect of the Asset within 12 (twelve) calendar months after the transfer of title to the purchaser;

5) Repayment of accounts payable of «PZTM» JSC to the Company on payment of the loan principal, loan interest, fine (penalty, forfeit), dividends and other debt within 36 (thirty-six) calendar months;

6) Before the title to the Asset is transferred to the Buyer, the Buyer undertakes to appoint an individual recommended by the Company to the position of Deputy General Director of «PZTM» JSC for special products, who forms and supervises the structural subdivision responsible for the development and production of defense products, and in case the structure or name of the position changes to a similar above-mentioned position;

7) the Buyer consents to assist and does not prevent the transfer to other(s) subsidiaries and affiliates of the Company of defense (special) projects of «PZTM» JSC, including design and technological documentation, tooling, intellectual property, equipment and other machinery, as well as any other documentation, technical means, etc., used in production and services for defense (special) projects (the list is available upon request of the potential Buyer);

8) Retention of the civilian production profile for oil & gas production, oil refining, energy, railroad industries, as well as organization of work on monitoring of public procurement and other tenders for all subjects and categories of procurement related to the activity of PZTM JSC;

9) Expansion of the range of civilian products (creation of at least one new production facility) with the possibility of entering new markets for civilian products;

10) Organization of service maintenance of special-purpose equipment produced in PZTM JSC.

The installment payment is allowed within 24 calendar months from the date of the Asset purchase agreement. The down payment amount is at least 30% (thirty percent) of the purchase price, which is payable within ten (10) calendar days from the date of the Asset purchase agreement. Upon payment of subsequent amounts, the seller (the Company) shall accrue interest on amounts not yet paid, based on the prime rate of the National Bank of the Republic of Kazakhstan as of the date of actual payment.

Registration of participants of the electronic contest is made on the web-portal of the Registry from the date of publication of the notice on the web-portal of the Registry and ends two hours before the start of the electronic contest.

You can find the requirements for the participants of the electronic tender on the web-portal of the Registry of the State Property www.gosreestr.kz.

Additional information about the Assets can be found by sending an official request to NC Kazakhstan Engineering JSC (the Seller) to the following email addresses: ke@ke.kz, mdkr@ke.kz. The request is accepted during the period of acceptance of electronic tender applications. The information is provided with the condition of signing a confidentiality agreement.

The guarantee fee in the amount of 91 890 000 (ninety-one million eight hundred ninety thousand) tenge shall be paid to the account of «Information and Accounting Center» JSC: BIN: 050540004455, «Halyk Bank of Kazakhstan» JSC: KZ946017111000000330; BIN: HSBKKZKX. Purpose of payment: guarantee fee for participation in the electronic tender (the amount of guarantee fee does not include payment for banking services). A bank guarantee is not accepted as a security deposit.

In order to ensure timely receipt of the guarantee fee to the «Information and Accounting Center» JSC account, it is recommended to pay the guarantee fee not later than three days before the end of the bid acceptance period.

If the participant who won the electronic tender does not sign the protocol on the results of the tender, the seller will not return the guarantee fee.

The protocol on the results of the auction is a document recording the results of the electronic tender and the obligations of the winner and the seller to sign a contract of sale of the Asset at the sale price.

The provisions on the procedure for conducting the electronic bidding, the procedure for registration of participation in the electronic bidding, the conditions for determining the Winner can be found in the Regulations, which are publicly available on the website of JSC Information and Accounting Center www.gosreestr.kz.

Additional information about the bidding can be found on the website www.gosreestr.kz or by phone +7 (7172) 55-29-81 («ITC» JSC) and +7 (7172) 72 52 52 (ext. 1957, 1610) («NC «Kazakhstan Engineering» JSC).