AFRICAN BANK LIMITED - ABKI - Notification of a Supplement to the Programme Memorandum

ABKI - Notification of a Supplement to the Programme Memorandum

AFRICAN BANK LIMITED
(Incorporated in the Republic of South Africa)
(Registration No. 2014/176899/06)
Company code: ABKI
(“African Bank”)

NOTIFICATION OF A SUPPLEMENT TO THE PROGRAMME MEMORANDUM

African Bank has received approval from the JSE Limited (“JSE”) in respect of its supplement
(“the Supplement”) to the programme memorandum dated 22 March 2016 (“the 2016 Programme Memorandum”),
established in relation to its ZAR25 000 000 000 Domestic Medium Term Note Programme.

A summary of the changes effected in Supplement is provided below:
-   the terms and conditions have been updated for the following:
    •  for amendments to the JSE Debt Listings Requirements (“the Requirements”), which
       include but are not limited to, amendments to cater for the Part 1A of 2018
       amendments to the Requirements and for paragraphs 7.26 and 7.27 of the
       Requirements; and
-   technical amendments were made to give effect to the changes described herein as well
    as updates required to reflect, amongst others, the change of the Paying Agent and the
    latest credit rating of African Bank;
-   all forecast financial information contained in the 2016 Programme Memorandum has
    been withdrawn and removed, with the approval of the JSE, and the following financial
    information is now incorporated by reference:
    •  the audited annual financial statements of African Bank for the financial years ended
       30 September 2015, 2016 and 2017 and the unaudited interim financial statements
       as at and for the six months ended on 31 March 2017 and 2018; and
    •  the pro forma statements of financial position and profit or loss for African Bank for
       the financial year ended 30 September 2015, (prepared and presented in early 2016
       assuming the implementation of the restructuring leading to the creation of African
       Bank following from the curatorship of the old “African Bank”) together with the
       report dated 16 March 2016 by Deloitte & Touché in its capacity as Reporting
       Accountant on such pro forma statements, provided that once the unaudited
       financial information of African Bank for the six-month period ended 31 March 2019
       is made available on African Bank’s website as, such pro forma statements and report
       will no longer be incorporated by reference into the 2016 Programme Memorandum;
-   the information included in the sections of the 2016 Programme Memorandum under the
    following headings has been removed from the 2016 Programme Memorandum:
    •  Risk Factors;
    •  Presentation of Financial and other Information;
    •  Glossary of Terms;
    •  Curatorship of African Bank and Summary of Restructuring;
    •  Capitalisation and Indebtedness;
    •  Selected Financial and other Information;
    •  Description and Governance Structures of New Holdco Group;
    •  Description of the Issuer;
    •  The Banking Sector and Relevant Regulations in South Africa;
    •  Annexure A – Financial Information;
-   the disclosures regarding African Bank including, but not limited to, its business,
    management, directors and corporate governance disclosure, and risks and are now
    contained in the following documents incorporated by reference:
    1. the Business Risk and Information Memorandum available at www.africanbank.co.za
       under the “Investors” – “Corporate Information” “Debt investor information” path in
       such website;
    2. the Pillar 3 Disclosures available at www.africanbank.co.za under the “Investors” –
       “Regulatory Announcements” “Basel Pillar III announcements” path in such website;
    3. the King IV schedule available at www.africanbank.co.za under the “Investors” –
       “Corporate Information” “King IV” path in such website; and
    4. the Officers’ Information Schedule available at www.africanbank.co.za under the
       “Investors” – “About Us” “Our Company”– “The Board” path in such website.

The Supplement is available for inspection at the registered office of African Bank and has
also been made available for inspection on the African Bank website at
www.africanbank.co.za under the “Investors” – “Corporate Information” “Debt investor
information” path in such website

The Supplement will also be available for inspection on the JSE’s website at www.jse.co.za.


5 November 2018

Debt Sponsor
RAND MERCHANT BANK
(A division of FirstRand Bank Limited)
Think Precinct, 1 Merchant Place
Cnr Fredman Drive & Rivonia Road
Sandton 2196, South Africa
P O Box 786273, Sandton, 2146, South Africa

Date: 05/11/2018 04:56:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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