Freedom Holding plans to place shares outside United States
ASTANA. April 9 (Interfax) - Freedom Holding Corp., whose shares trade on the U.S. NASDAQ exchange, is considering the possibility of placing shares outside the United States, the founder and main shareholder of Freedom Holding Timur Turlov said.
"We are currently considering the possibility of a partial share placement, and this could be an excellent opportunity from which both Freedom and our investors will benefit," Turlov said at the Freedom Inside 2026 forum on Thursday.
The offering will be conducted in accordance with Regulation S and will be directed to investors in Kazakhstan and other jurisdictions, he said. The sale of shares in the United States is not planned this time.
"Starting tomorrow, we will begin collecting non-binding bids through our Freedom Global application in Kazakhstan and through the Freedom SuperApp," Turlov said.
"The share offering will be available exclusively outside the U.S. and only to persons who are not U.S. citizens or residents. This is our way of focusing opportunities on our partners here in Kazakhstan and in the region," Turlov said.
Freedom Holding is conducting pre-marketing to determine demand before the placement.
"We haven't yet decided on a price range; we are actually doing pre-marketing right now. Essentially, we are trying to do price discovery," Turlov told an Interfax correspondent on the sidelines of the Freedom Inside 2026 forum.
The securities may be offered at a slight discount to the market price, he said. After the final terms are announced, the order book will close within 24 hours. The minimum participation amount will be approximately $10,000, and the securities themselves will be subject to resale restrictions. Investors will not be able to sell them on the open market for around six months.
Turlov expects high demand, noting that the key goal of the transaction is to develop the ecosystem. The final level of the placement will depend on investor interest.
"The total number of shares outstanding will not change radically. I don't want to announce it yet. We will assess demand now; it will depend on how aggressively we can move forward," Turlov said.
The company's shares have traded on the U.S. OTC Markets over-the-counter platform since 2018, and on NASDAQ since October 2019. The shares were placed through a direct listing process.
Freedom Holding Corp. is registered in the U.S. and has subsidiaries in more than 20 countries, including Kazakhstan, Cyprus, Poland, Spain, Uzbekistan and Azerbaijan. The corporation operates in the financial sector, including retail brokerage services, investment consulting, securities trading, market making, corporate investment banking, underwriting and insurance. At the beginning of 2026, Turlov owned 69.31% of the holding's shares.
Freedom Holding Corp.'s net profit for the first nine months of the 2026 fiscal year (April 1 - December 31, 2025) fell almost 37.5% compared to the same period of the 2025 fiscal year and amounted to $145.4 million.
