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AFRICAN BANK LIMITED - Further details on basel 3 compliant Tier II instruments to be issued by Good Bank

Release Date: 29/05/2015 08:00
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Further details on basel 3 compliant Tier II instruments to be issued by Good Bank

AFRICAN BANK LIMITED
(Incorporated in the Republic of South Africa)
(Registered bank)
(Registration number 1975/002526/06)
Company code: BIABL
(“African Bank” or “the Bank”)


Further details on Basel 3 compliant Tier II instruments to be issued by Good Bank

1.   Stakeholders are referred to the statement regarding the Curatorship of African Bank ("the
     Curatorship") that was made by the then Governor of the South African Reserve Bank
     ("SARB"), Ms. Gill Marcus, on 10 August 2014 ("the SARB statement") and to the Stock
     Exchange News Service ("SENS") announcements released by African Bank Investments
     Limited and African Bank on 26 September 2014, 10 December 2014, 3 March 2015, 31 March
     2015 and 28 May 2015("the Restructuring SENS Announcements").

2.   The SARB statement confirmed that Mr. Tom Winterboer was appointed as Curator of African
     Bank ("the Curator") in terms of the Banks Act No. 94 of 1990 (as amended) on 10 August
     2014. At the same time the SARB statement set out a proposal for the restructuring of African
     Bank, which entailed the creation of a new "Good Bank" ("the Good Bank Restructuring
     Proposal"). Further detail about the Good Bank Restructuring Proposal has been communicated
     to stakeholders in the Restructuring SENS Announcements.

3.   At the request of the Association for Savings and Investment South Africa (“ASISA”) and in order
     to assist the members of ASISA in pricing their existing African Bank Tier II debt instruments, the
     Curator hereby issues further details relating to the new subordinated 10 year (non-callable for 5
     years) Basel 3 compliant Tier II instruments in Good Bank as described in clause 3 (b) (i) of the
     SENS announcement issued on 28 May 2015 (“Good Bank Tier II debt instruments”).

4.   Pertinent details relating to the proposed Good Bank Tier II debt instruments are as follows:
       a. A single instrument totaling R 1.65 billion will be issued in terms of the Good Bank
          Domestic Medium Term Note Program and listed on the Johannesburg Stock Exchange;
       b. The applicable floating interest rate will be the 3 month JIBAR rate plus 7.25%, settled
          quarterly and will accrue from the earlier of the issuance of the Tier ll debt by Good Bank or
          1 December 2015;
       c. The maturity of the instruments will be 10 years from issue date, with an issuer call right
          after 5 years and one day from issue date;
       d. The issue date will be the transaction effective date, being the date of commencement of
          Good Bank,
       e. Existing Tier ll debt holders in African Bank will be allocated a portion of the Good Bank
          Tier II instruments, amounting to R 1.65 billion, in the proportion to which their African Bank
          claim, including accrued and unpaid interest, relates to the total African Bank Tier II claims,
          as at the date at which the Exchange Offer is made to them;
       f. The instruments will be compliant with the relevant provisions and Regulations to the Banks
          Act, Act 94 of 1990, and applicable directives and guidance notes.

The Curator will make further announcements related to the restructuring of African Bank in due
course.
On behalf of the Curator of the Bank

Midrand

29 May 2015

Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)

Footnote : T Winterboer was appointed as Curator of African Bank Limited on 10 August 2014 by the
Minister of Finance of the Republic of South Africa and pursuant to the Banks Act No. 94 of 1990 (as
amended) to manage the affairs of African Bank Limited subject to the supervision of the Registrar of
Banks. Please note that Mr Winterboer acts in the aforesaid capacity.

Date: 29/05/2015 08:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
 the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, 
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
 information disseminated through SENS.

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