$FRHC · Freedom Holding Corp.
On October 23, 2026, Freedom Holding Corp. and its wholly-owned AIFC subsidiary FRHC-IF.SPC Ltd. entered an investment agreement with Kokzhiyek Fund LP, a Baiterek-group fund, to subscribe for up to $1,160,000,000 of U.S. dollar-denominated bonds listed on the Astana International Exchange. The bonds mature in five years, pay 7.8% semi-annually, and proceeds fund seven specified projects (data centers, AI supercluster, telecom, media, urban tech, cross-border trade) via staged escrow releases through December 30, 2028. The obligations are guaranteed by the Company, Freedom Kazakhstan Ltd., and CEO/Chairman Timur Turlov, with financial covenants (debt/equity ≤3.5x, liquid assets/corporate debt ≥1.1x) beginning fiscal year ending March 31, 2027.
- Bonds total up to $1.16B at 7.8% annual interest, maturing in five years.
- Proceeds fund seven projects: data centers, AI supercluster, telecom, media, urban tech, cross-border trade.
- Company/Project Companies must contribute at least 20% of aggregate bond principal across projects.
- Guaranteed by Freedom Holding, Freedom Kazakhstan Ltd., and CEO Timur Turlov.
- Financial covenants start FY ending March 31, 2027: debt/equity ≤3.5x and liquid assets/corporate debt ≥1.1x.
Markets closed — no regular-session reaction yet; extended-hours move not captured here.
A $1.16B sovereign-linked debt facility funds Freedom's expansion into AI and data-center infrastructure while adding leverage covenants and a contingent equity-dilution mechanism.
The financing channels Kazakhstan sovereign-wealth-linked capital (Baiterek group) into AI and data-center infrastructure, mirroring regional sovereign investment in digital assets.
Events of default include sanctions listing of the Company, Issuer, Project Companies, or Mr. Turlov; Turlov ceasing to be a stockholder; and collateral confiscation. Unpaid coupons after 90 days (between years two and four) can convert into common stock at 85% of VWAP, a potential dilution trigger.