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RESOLUTION OF THE CABINET OF MINISTERS OF UKRAINE

of December 1, 2025 No. 1554

About implementation in 2025 of the transaction with the state derivatives

According to Item 35 of the Section VI "Final and transitional provisions" of the Budget code of Ukraine and article 18 of the Law of Ukraine "About the Government budget of Ukraine for 2025" the Cabinet of Ministers of Ukraine decides:

1. Approve Terms of transaction with the state derivatives which is performed in 2025 which are applied (further - Terms of transaction).

2. Determine that provisions of the resolution of the Cabinet of Ministers of Ukraine of March 14, 2018 No. 186 "About placement (issue) of bonds of external state loans" (The Official Bulletin of Ukraine, 2018, No. 26, Art. 938; 2022, 39, Art. 2096) are not applied No. to bonds of external state loan of Ukraine of 2025 which conditions of placement (issue) are determined in terms of transaction, and bonds of external state loans of Ukraine of 2024 which conditions of additional placement (issue) are determined in Terms of transaction.

3. Bring in the resolution of the Cabinet of Ministers of Ukraine of July 31, 2024 No. 865 "About implementation in 2024 of transactions with public debt and the debt guaranteed by the state" (The Official Bulletin of Ukraine, 2024, No. 72, the Art. 4302, No. 81, the Art. 4790) the enclosed changes.

4. To the Ministry of Finance for the purpose of implementation of the transaction with the state derivatives issued according to the resolution of the Cabinet of Ministers of Ukraine of November 11, 2015 No. 912 "About implementation in 2015 of transactions with the state and guaranteed by the state debt for the purpose of its restructuring and partial write-off" (The Official Bulletin of Ukraine, 2015, No. 90, the Art. 3045):

1) to perform placement (issue) of bonds of external state loan of Ukraine of 2025 in accordance with the terms of the transaction;

2) to perform additional placement (issue) of bonds of external state loans of Ukraine of 2024 in accordance with the terms of the transaction;

To provide 3) in case of creation of the draft of the government budget of Ukraine for the corresponding year of means for repayment and servicing of bonds of external state loan of Ukraine of 2025 which conditions of placement (issue) are determined in Terms of transaction, and bonds of external state loans of Ukraine of 2024 which conditions of additional placement (issue) are determined in Terms of transaction;

4) to provide implementation of payment for exchange in the amount of, not exceeding 52701160 US dollars, in accordance with the terms, determined in the Terms of transaction and documents connected with implementation of the transaction with the state derivatives, in particular the memorandum in connection with the offer on exchange and receipt of consent;

5) to provide implementation of payment for consent and payments for result in the amount of, together not exceeding 129560950 US dollars, in accordance with the terms, determined in the documents connected with implementation of the transaction with the state derivatives, in particular the memorandum in connection with the offer on exchange and receipt of consent. If the amount which remained after introduction in full of payment for consent is payment for result insufficient for introduction in full, remaining balance of payment for result is paid by deduction from the amount of interest income on bonds of external state loan of Ukraine of 2025 which is subject to payment on February 1, 2026, in accordance with the terms, determined in the documents connected with implementation of the transaction with the state derivatives, in particular the memorandum in connection with the offer on exchange and receipt of consent. Such deduction in proportion reduces the amount of the interest income which is subject to payment to each holder on such bonds on February 1, 2026;

6) to perform the expenses connected with implementation of the transaction with the state derivatives, determined by subitems 4 and 5 of this Item within budget settings according to the budget program 3511350 "Servicing of public debt" according to the paragraph third Item 35 of the Section VI "Final and transitional provisions" of the Budget code of Ukraine;

7) to provide entering of corresponding changes into list of the government budget in accordance with the established procedure.

5. To the Minister of Finance (person fulfilling its duties) to sign contracts and to sign other documents connected with implementation of the transaction with the state derivatives in accordance with the terms of transactions, in particular agreements and other documents necessary for placement (issue) of bonds of external state loan of Ukraine of 2025, additional placement (issue) of bonds of external state loans of Ukraine of 2024 and modification of conditions of bonds of external state loans of Ukraine of 2024, in each case in accordance with the terms of the transaction.

Approved by the Resolution of the Cabinet of Ministers of Ukraine of December 1, 2025 No. 1554

Terms of transaction with the state derivatives which is performed in 2025

1. The transaction with the state derivatives issued according to the resolution of the Cabinet of Ministers of Ukraine of November 11, 2015 No. 912 "About implementation in 2015 of transactions with the state and guaranteed by the state debt for the purpose of its restructuring and partial write-off" (further - the state derivatives), in 2025 is performed on condition of receipt of consent of holders of the state derivatives in the way:

1) exchange of the state derivatives for bonds of external state loan of Ukraine of 2025, accommodation (issue) of which it is performed according to these Conditions (further - new bonds of part B), and payment for exchange (further - exchange of the state derivatives);

2) receipt of consent to obligatory exchange of the state derivatives which were not exchanged according to the subitem of 1 this Item on the bond of external state loans of Ukraine parts B of the first and second series of 2024, additional placement (issue) of which is performed according to these Conditions (further - additional bonds of part B);

3) modification of conditions of release and placement of the state derivatives and the agreement on trust management (Trust Deed) of rather state derivatives (further - changes in the state derivatives).

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