FIRSTRAND BANK LIMITED - FRS194 - Notice of Request for Written Consent of Noteholders in Accordance With Condition 24 of the Firstrand Bank

FRS194 - Notice of Request for Written Consent of Noteholders in Accordance With Condition 24 of the Firstrand Bank

FirstRand Bank Limited
(Incorporated in the Republic of South Africa)
(Registration number: 1929/001225/06)
Issuer code: FRII
LEI: ZAYQDKTCATIXF9OQY690
Bond code: FRS194       ISIN: ZAG000160516
(FRB or the Issuer)


NOTICE OF REQUEST FOR WRITTEN CONSENT OF NOTEHOLDERS IN ACCORDANCE WITH
CONDITION 24 OF THE FIRSTRAND BANK LIMITED ZAR60,000,000,000 NOTE PROGRAMME



As a result of the global initiative to discontinue the quoting of LIBOR rates, the publication of the remaining
USD LIBOR tenors has ceased after 30 June 2023. USD LIBOR has been replaced with the new alternative,
risk-free reference rate for USD, the Secured Overnight Financing Rate (SOFR). This includes the notes
issued by the Issuer that reference USD LIBOR rates.

1.    This notice of request for consent (this Consent Request) is delivered by the Issuer to each holder of
      Notes (as defined below) (the Noteholders) issued under the FirstRand Bank Limited
      ZAR60,000,000,000 Note Programme (the Programme) established pursuant to a programme
      memorandum dated 29 November 2011, as amended (the Programme Memorandum) in accordance
      with Condition 22 (Notices) of the section headed “Terms and Conditions of the Notes” in the
      Programme Memorandum (the Terms and Conditions), for purposes of obtaining the Noteholders’
      written consent required in terms of Condition 24 (Meeting of Noteholders) to amend and restate the
      Terms and Conditions of the FRS194 applicable pricing supplement dated 24 June 2019 (the
      Applicable Pricing Supplement) in relation to the issue of ZAR6,367,051 Currency Linked Notes
      with a Scheduled Termination Date of 19 June 2026 (Stock Code FRS194) (the Notes).

2.    Capitalised terms used herein which are not otherwise defined shall bear the meaning ascribed
      thereto in the Terms and Conditions where the context requires.

3.    The Issuer seeks the Noteholders’ consent in accordance with Condition 23.3 (Amendment of These
      Conditions) of the Terms and Conditions to amend and restate the Terms and Conditions of the
      Applicable Pricing Supplement to reflect the changes highlighted in the attached revised versions of
      the Applicable Pricing Supplement annexed as Schedule 1 of the notice disseminated by Strate
      Proprietary Limited (Strate) (the Proposed Amendments), by completing the Consent Notice
      annexed hereto as Schedule 2 of the notice disseminated by Strate and delivering the same to the
      registered office of the relevant Participant that provided said Noteholder with the Consent Notice, and
      providing a copy thereof to Strate on Strate-CDAdmin@strate.co.za, FirstRand Bank Limited, acting
      through its Rand Merchant Bank division (as Dealer) on sorelle.gross@rmb.co.za and the Issuer on
      lynette.fortuin@rmb.co.za by no later than 12h00 on Friday, 15 September 2023 in accordance with
      the terms and conditions of Schedule 2. The relevant Participant will then notify Strate of the total
      number of consent notices received, both in favour and not in favour of the Proposed Amendments.
      The rationale for the Proposed Amendments is to reflect the changes to the new alternative, risk-free
      reference rate for USD, which will apply, following the consent from the Noteholders, for all remaining
      Interest Periods commencing from 19 June 2023 until the Maturity Date.

4.    This Notice is being delivered to the Noteholder in accordance with Condition 23 (Amendment of
      These Conditions) as read with Condition 22 (Notices) of the Terms and Conditions.


17 August 2023

Debt sponsor
RAND MERCHANT BANK (a division of FirstRand Bank Limited)

Date: 17-08-2023 05:34:00
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