Request for Proposal (RfP) in relation to a Eurobond issuance

To whom it may concern:

“Uzautomotors” Joint-Stock Company, is the largest car manufacturer in the region, producing passenger vehicles under “Chevrolet” brand in alliance with General Motors being a 100% owned by government through “Uzautosanoat” JSC that holds 85 companies, engaged in OEM vehicle production, parts and component production, financial and educational activities with an annual production output of 300 thousand motorized vehicles and turnover of more than $4 billion.

“Uzautomotors” has successfully established long-lasting partnerships with General Motors and many others. For additional information about “Uzautomotors” JSC you may visit our website retrieved at https://uzautomotors.com/.

We are pleased to inform that “Uzautomotors” JSC is currently considering expanding its funding options through the issuance of Eurobonds in 2021. The indicative possible issuance terms:

• Currency: U.S.dollars;
• Size: USD 300 mn but subject to adequate demand;
• Maturity: 5-7 years
• Format: Reg S
• Status: Senior unsecured
• Law: English

We are pleased to invite you to submit a written proposal to act as lead manager in relation to the potential transaction. Your proposal should be prepared in Power Point or Word format in English up to 30 pages and include your capabilities to support the execution of the offering. In particular, the proposals should comprise of the following information:

• Relationship with the Government, banks and corporates of the Republic of Uzbekistan in relevant capacities (i.e. relationship with local state owned enterprises (SOEs), state owned banks (SOBs) and private sector);
• Your firm's presence, experience in the Republic of Uzbekistan. Description of your commitment to the Republic of Uzbekistan, your strategy to work with Uzbek entities, current cooperation areas and future plans;
• Your firm's expertise and involvement in similar offerings in the CIS countries and CEEMEA region including offerings of Uzbekistan issuers;
• Your firm’s position in international rankings as Chambers &Partners, Legal 500, Bloomberg League table, IFRL 1000 and etc.
• Team members which will be involved, including for each team member:
• oPosition;
• oRole in the execution;
• oRelevant experience, considering the areas referenced above;
• Proposed execution timeline and work-plan starting from November 2020;
• Capped fee proposal for the provision of your services as a Legal Counsel as to English and Uzbek Law. If your firm does not have a presence in Uzbekistan, please also advise your partner local firm as to Uzbek Law and their capped fees;
• Evidence of registration with relevant foreign and local authorities to render services.
• Confirmation that your Firm has received all internal authorisations to act as a Legal Counsel on Eurobond transaction by an Uzbekistan issuer;
• Confirmation of no potential conflict of interest;

The legal Counsel(s) shall be expected to render the following services commencing from December 2020:

• Assisting the Issuer in updating the GMTN programme and the legal documentation;
• Advising on regulatory and corporate approvals;
• Liaising with London Stock Exchange during the transaction;
• Drafting Publicity Guidelines for the transaction participants;
• Draw up final legal documentations and other appropriate services within the scope;
• Issuing Legal Opinion(s) confirming that the Transaction and its documentation are compliant with relevant international and local laws and regulations;
• Any additional information which you deem relevant to consider under the selection process for the proposed transaction.

A written Proposal with respect to the proposed Offering should be submitted by email by November 06^th 2020 at 5 PM Tashkent time and should be in English language and include your capabilities to support the execution of the Offering, with a focus on your relevant credentials and track record in similar offerings as well as key differentiating factors.

Some important notices:

• This request for proposals is not a commitment on the part of Uzautomotors JSC to accept proposals;
• Uzautomotors JSC reserves the right to reject any or all of the proposals without assigning any reason there to and to negotiate the terms as may be considered appropriate in the interest of the MoF;
• The Legal Counsel(s) will be selected based on the Uzautomotors JSC evaluation criteria in relation to the potential transaction;
• Uzautomotors JSC will not be responsible for any expenses in the preparation and/or presentation of the proposals and costs related to negotiating contracts.

Please send your written proposals to Kamoliddin.Umurzakov@uzautomotors.comand to Bakhtiyor.mirzaev@uzavtosanoat.uz by the indicative above time.

We look forward to receiving your proposal.