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Disclosure of beneficial interests in securities
NEDBANK GROUP LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 1966/010630/06
JSE share code: NED
NSX share code: NBK
ISIN: ZAE000004875
(‘Nedbank Group’)
DISCLOSURE OF BENEFICIAL INTERESTS IN SECURITIES
Today, Old Mutual Limited (‘OML’) completed the unbundling of the majority of its shareholding in
Nedbank Group (the ‘Unbundling’), which marks the completion of the final step in the managed
separation of the Old Mutual plc group. The OML group has retained (in its shareholder funds) a
strategic minority shareholding in Nedbank Group of 19.9% to underpin the ongoing commercial
relationship between Nedbank Group and OML.
The abovementioned shareholding is held by Old Mutual Life Assurance Company (South Africa)
Limited (‘OMLACSA’), an indirect wholly-owned subsidiary of OML. In order to achieve this
shareholding structure, certain internal transfers of Nedbank Group ordinary shares had to be
undertaken by indirect wholly-owned subsidiaries of OML. Where such transfers comprised 5% or more
of the issued ordinary share capital of Nedbank Group, OML advised Nedbank Group thereof.
Accordingly, in compliance with paragraph 3.83 of the JSE Limited Listings Requirements and Section
122(1) of the Companies Act, 71 of 2008, shareholders are advised that Nedbank Group has received
formal notification that:
- Step 1: OMLACSA disposed of 74 740 222 Nedbank Group ordinary shares to Old Mutual Portfolio
Holdings (SA) Pty Ltd (‘OMPH’), such that the total beneficial interest in Nedbank Group held by
OMLACSA amounted to 2.04% of the total issued Nedbank Group ordinary shares, and the total
beneficial interest in Nedbank Group held by OMPH amounted to 49.59% of the total issued
Nedbank Group ordinary shares;
- Step 2: OMPH disposed of 89 340 242 Nedbank Group ordinary shares to OMLACSA, such that
the total beneficial interest in Nedbank Group held by OMPH amounted to 31.73% of the total issued
Nedbank Group ordinary shares, and the total beneficial interest in Nedbank Group held by
OMLACSA amounted to 19.90% of the total issued Nedbank Group ordinary shares;
- Step 3: OMPH distributed 158 726 732 Nedbank Group ordinary shares to Old Mutual Group
Holdings (SA) Ltd (‘OMGH’), such that the total beneficial interest in Nedbank Group held by OMPH
amounted to 0% of the total issued Nedbank Group ordinary shares, and the total beneficial interest
in Nedbank Group held by OMGH amounted to 31.73% of the total issued Nedbank Group ordinary
shares;
- Step 4: OMGH distributed 158 726 732 Nedbank Group ordinary shares to OML, such that the total
beneficial interest in Nedbank Group held by OMGH amounted to 0% of the total issued Nedbank
Group ordinary shares, and the total beneficial interest in Nedbank Group held by OML amounted
to 31.73% of the total issued Nedbank Group ordinary shares; and
- Step 5: OML distributed 158 726 732 Nedbank Group ordinary shares to OML shareholders in
terms of the Unbundling, such that the total beneficial interest in Nedbank Group held by OML now
amounts to 0% of the total issued Nedbank Group ordinary shares.
Nedbank Group will, as required by section 122 (3)(a) of the Companies Act, 71 of 2008, file the required
notices with the Takeover Regulations Panel.
Sandton
15 October 2018
Sponsors to Nedbank Group:
Nedbank CIB
Merrill Lynch South Africa (Pty) Ltd
Date: 15/10/2018 05:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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