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AFRICAN BANK LIMITED - Timetable to publish the Supplement to the Information Memorandum and revision of the timeline to launch Good Bank

Release Date: 23/10/2015 08:00
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Timetable to publish the Supplement to the Information Memorandum and revision of the timeline to launch Good Bank

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

Timetable to publish the Supplement to the Information Memorandum and revision of
the timeline to launch Good Bank


Further to the Johannesburg Stock Exchange News Service (“SENS”) announcement on 16
October 2015 to continue the restructuring of the Bank without acquiring The Standard and
General Insurance Company Limited (“Stangen”), and feedback received from stakeholders
on the Information Memorandum released on 9 September 2015, the Curator is preparing a
Supplement to the Information Memorandum intended to provide an update on a number of
matters considered of interest to creditors in making a decision on the Proposed
Transaction.

In particular,

    -   the Curator is working with the Good Bank management team to conclude
        arrangements around an insurance cell captive structure to replace Stangen;
    -   engagement is ongoing to clarify the terms of the proposed indemnity arrangement
        between Good Bank and the residual African Bank business, backed up by a
        guarantee from the South African Reserve Bank (“SARB”);
    -   engagement to formalise the proposed terms of the exchange offer are ongoing with
        the Johannesburg Stock Exchange, London Stock Exchange and Swiss Stock
        Exchange with regard to the proposed new listed debt, and with the SARB on the
        terms of the proposed new sub-debt instruments; and
    -   engagement with the Reporting Accountants continues regarding their review of the
        projections for Good Bank.

The Curator has decided that the publication of the Supplement to the Information
Memorandum will be delayed until the above issues are sufficiently advanced, such that
interested parties have an opportunity to comment on any issues arising from the above
areas prior to the Curator concluding his recommendation on the Proposed Transaction.
It is anticipated that the above matters will be resolved on or before 30 November 2015,
subject to any additional issues arising. As a consequence, an update on the timetable to
publish the Supplement to the Information Memorandum will be provided during November
2015.

Overall timetable for the Proposed Transaction

The consequence of the decision to proceed without acquiring the Stangen business,
coupled with the issues set out in the previous paragraphs, means that the date for Good
Bank to commence is unlikely to be 1 February 2016. It should be anticipated that the
commencement date may be 1 April 2016, although work continues to seek to reduce this
timeframe. The comment period on the Information Memorandum will therefore not close on
30 October 2015, as previously announced. An update of the overall timetable will be
provided when the Supplement to the Information Memorandum is published.

On behalf of the Curator of the Bank

Midrand
23 October 2015

Debt 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.

Notes

Stakeholders are referred to the statement regarding the Curatorship of African Bank ("the
Curatorship") made by the then Governor of the South African Reserve Bank ("SARB"),
Ms. Gill Marcus, on 10 August 2014 ("the SARB statement").


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 regarding the Good Bank Restructuring Proposal has been communicated to
stakeholders via an information memorandum released on 9 September 2015 ("Information
Memorandum"), details of which were provided in the SENS announcement released by
African Bank on 9 September 2015 (“Publication of Information Memorandum for the Good
Bank Restructuring Proposal and Acquisition of The Standard and General Insurance
Company Limited”).

The reader is also referred to SENS announcements released by African Bank on 1 October
2015 (“Quarterly update in terms of Section 1.10(c) of the JSE Listings Requirements”), 9
October 2015 (“Extension of comment period on Information Memorandum”), and 16
October 2015 (“Termination of proposed acquisition of Stangen and Supplement to
Information Memorandum”).

Date: 23/10/2015 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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