ING Bank N.V. London Branch
24 November 2006
Not for distribution, directly or indirectly, in or into the United States or
any jurisdiction in which such distribution would be unlawful.
24 November 2006
JSC Bank of Georgia - Offering of 7,721,919 Global Depositary Receipts ('GDRs')
(with each GDR representing one ordinary share (the 'Shares')), subject to an
over-allotment option in respect of up to an additional 1,158,288 GDRs
This stabilisation notice is given pursuant to Core Trading Rule 3060 of the
London Stock Exchange and Article 9(1) of Commission Regulation (EC) No. 2273/
2003 implementing the Market Abuse Directive (2003/6/EC).
ING Bank N.V., London Branch hereby gives notice that it may stabilise the
offering of the GDRs representing existing Shares of JSC Bank of Georgia, as
1. Security to be stabilised: GDRs representing existing Shares of JSC Bank of
Georgia. No other associated securities are to be stabilised;
2. Security Identifiers: Reg S: ISIN US0622692046; Sedol B1GJ6T8;
Rule 144A: ISIN US0622691055; Sedol B1GJ6N2
3. Stabilising Manager: ING Bank N.V., London Branch (a member firm);
(Contact - Sadiq Razak, +44 20 7767 8283)
4. Stabilisation period commences: 24 November 2006 (being the date of
commencement of conditional trading of the GDRs on the London Stock
Exchange) at approximately 9.00 am London time;
5. Stabilisation period ends: Expected to end no later than the close of
business (London time) on 22 December 2006;
6. Offer price: US Dollar 18 per GDR; and
7. Over-allotment Option: Equivalent to 15% of the offer size, amounting to
1,158,288 GDRs representing existing 1,158,288 Shares in aggregate.
The Over-allotment Option is exercisable at the option of the Stabilising
Manager for 30 days, commencing on 24 November and ending on 22 December
The Over-allotment Option is solely to cover over-allotments (if any) of
GDRs and to cover short positions relating to stabilisation activities.
In connection with the offering of the GDRs, the Stabilising Manager may
over-allot the GDRs with a view to supporting the market price of the GDRs at a
level higher than that which might otherwise prevail. However, there is no
assurance that the Stabilising Manager will take any stabilisation action and
any stabilisation action, if begun, may be ended at any time.
This announcement is for information purposes only and does not constitute an
invitation or offer to underwrite, subscribe for or otherwise acquire or dispose
of any securities of the Issuer in any jurisdiction.
This announcement and the offer of the GDRs to which it relates are only
addressed to and directed at persons outside the United Kingdom and persons in
the United Kingdom who have professional experience in matters related to
investments or who are high net worth persons within article 12(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 and
must not be acted on or relied on by other persons in the United Kingdom.
In addition, if and to the extent that this announcement is communicated in, or
the offer of the GDRs to which it relates is made in, any EEA Member State that
has implemented Directive 2003/71/EC (together with any applicable implementing
measures in any Member State, the 'Prospectus Directive') before the publication
of a prospectus in relation to the securities which has been approved by the
competent authority in that Member State in accordance with the Prospectus
Directive (or which has been approved by a competent authority in another Member
State and notified to the competent authority in that Member State in accordance
with the Prospectus Directive), this announcement and the offer are only
addressed to and directed at persons in that Member State who are qualified
investors within the meaning of the Prospectus Directive (or who are other
persons to whom the offer may lawfully be addressed) and must not be acted on or
relied on by other persons in that Member State.
This announcement is not an offer of securities for sale in or into the United
States. The GDRs have not been, and will not be, registered under the United
States Securities Act of 1933 (the 'Securities Act') and may not be offered or
sold within the United States absent registration or except pursuant to an
exemption from, or in a transaction not subject to, the registration
requirements of the Securities Act and applicable state securities laws. There
will be no public offer of the GDRs in the United States.
This information is provided by RNS
The company news service from the London Stock Exchange