London/Almaty, November 4, 2025—Dentons has advised ForteBank JSC on its debut issuance of Rule 144A/Regulation S US$400 million 9.75% perpetual subordinated callable additional tier 1 notes. This was the first issuance of international perpetual AT1 instruments under Basel III standards by an issuer from Kazakhstan. The bonds are listed on the Vienna MTF of the Wiener Börse AG (Vienna Stock Exchange) and Astana International Exchange. The transaction was priced on October 27, 2025, and completed on November 3, 2025.
ForteBank is the fifth largest bank in Kazakhstan by total assets, with a well-diversified portfolio across retail, corporate and SME segments. As a leading financial institution, it plays a strategic role in supporting the country’s economic activity and financial sector development. ForteBank has agreed to acquire Kazakhstan-based JSC Home Credit Bank by the end of 2025, subject to regulatory approval.
This transaction reinforces Dentons’ leading role in debt capital markets in Central Asia. Dentons previously advised Forte Bank on its debut issuance of US$400 million Rule 144A/Regulation S 7.75% notes due 2030 in January 2025, the first international bond offering by a privately owned Kazakh bank in over a decade and a significant milestone for Kazakhstan’s capital markets and banking sector. This transaction was awarded “Debut Financial Institutions Bond of the Year” at the GBM CEE Central Asia and Türkiye Awards 2025. ForteBank’s current offering is the sixth major international bond issuance from Central Asia on which Dentons has advised in the past year. Most recently, Dentons advised Uzbek Industrial and Construction Bank on the first AT1 issuance by an Uzbek bank.
A cross-border Dentons team acted as English, US securities and Kazakh law counsel to ForteBank in both issuances. Milan-based capital markets partner Tamer Amara, London-based capital markets and US securities partner Cameron Half and Almaty-based partner and head of the Banking and Finance practice Vassiliy Zenov led the team on both transactions, which included Amsterdam-based senior associate Ali Imanalin, London-based associate Pichrotanak Bunthan, Almaty-based senior consultant Alexandra Fasakhova, senior associate Nargiz Suleimenova, associate Ivan Ivanov and paralegal Arina Akhat. San Francisco-based partner Linda Pfatteicher provided US tax advice.
ForteBank’s Chairman of the Board of Directors, Timur Issatayev said: “The AT1 issuance is an investment in the future. This instrument lays the foundation for the bank’s continued growth and will enable us to expand lending to the real economy and support Kazakhstan’s business community. We continue to pursue our sustainable development strategy while maintaining our main focus—supporting the real sector and creating long-term value for the country.”
Tamer Amara highlighted, “This debut subordinated issuance by ForteBank is a milestone for Kazakhstan’s debt capital markets. By opening the door to a new asset class, it enhances the country’s financial architecture and offers investors a differentiated risk-return profile. We are delighted to have been able to advise ForteBank on this pioneering transaction.”
Dentons Kazakhstan managing partner Abai Shaikenov commented, “This first-ever AT1 issuance under Basel III standards from Kazakhstan showcases the continuing sophistication of the country’s financial sector and the growing investor confidence in the region. Forte is truly at the forefront of the market and we are proud to support it in strengthening its leadership position.”