BARCLAYS AFRICA GROUP LIMITED - Proposed placing by Barclays Plc of 103.6 million (12.2%) ordinary shares in Barclays Africa

Proposed placing by Barclays Plc of 103.6 million (12.2%) ordinary shares in Barclays Africa

BARCLAYS AFRICA GROUP LIMITED
Incorporated in the Republic of South Africa
Registration number: 1986/003934/06
ISIN: ZAE000174124
JSE share code: BGA
(Barclays Africa)

PROPOSED PLACING BY BARCLAYS PLC OF 103.6 MILLION (12.2%) ORDINARY SHARES IN
BARCLAYS AFRICA

Barclays Africa shareholders are referred to the announcement released by Barclays PLC in relation to the
launch of a proposed placing of 103.6 million ordinary shares in Barclays Africa. The Barclays PLC RNS
announcement is set out below:

“PROPOSED PLACING OF 103.6 MILLION ORDINARY SHARES IN BARCLAYS AFRICA GROUP
LIMITED (“BARCLAYS AFRICA”)
4 May 2016

On 1 March 2016, as part of a set of strategic initiatives, Barclays announced its intention to divest part of
its 62% shareholding in Barclays Africa over the next two to three years, to a level which will permit
Barclays to de-consolidate Barclays Africa from a regulatory perspective and, prior to that, from an
accounting perspective.

Following on from that announcement, Barclays announces its intention to sell 103.6 million ordinary shares
(the "Placing Shares") in the capital of Barclays Africa (the “Placing”). The Placing Shares represent
approximately 12.2% of Barclays Africa’s issued share capital.

The Public Investment Corporation SOC Limited (“PIC”) has confirmed its intention to be an anchor investor
in the Placing for up to 10.3 million shares, representing up to 1.2% of Barclays Africa’s issued share
capital, the maximum permitted without regulatory approvals.

The Placing Shares are being offered to institutional investors by way of an accelerated bookbuild placing,
which is open with immediate effect. Barclays Bank PLC, acting through its investment bank (“Barclays
Investment Bank”) is acting as sole global coordinator and joint bookrunner, together with Citigroup Global
Markets Limited, J.P. Morgan Securities plc (which conducts its UK investment banking activities as
J.P. Morgan Cazenove) and UBS Limited (the “Managers”) who, together with Barclays Investment Bank,
are acting as joint bookrunners on the Placing (together, the “Joint Bookrunners”).

All of the remaining ordinary shares in Barclays Africa held by Barclays PLC or its subsidiaries (excluding
Barclays Africa and its subsidiaries) not sold in the Placing will be subject to a 90 day lock-up restriction
from settlement. During this period, the lock-up restriction may be waived with the consent of the Managers
(such consent not to be unreasonably withheld or delayed).

The final number of Placing Shares to be placed and the price per Placing Share will be agreed by Barclays
and the Joint Bookrunners at the close of the bookbuild process, and the results of the Placing will be
announced as soon as practicable thereafter.
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Jes Staley, CEO of Barclays, commented:

“This is an important first step as we seek to reduce our shareholding in Barclays Africa to a level that
achieves accounting and regulatory deconsolidation. As we said at our Q1 results, we continue to explore
opportunities to reduce our shareholding, including capital market and strategic options. Barclays Africa is
an important partner, and we are working closely with local management, including planning for the
operational separation of the two businesses in a way that will preserve value for shareholders in both the
Barclays and Barclays Africa groups.””

Johannesburg
4 May 2016


Enquiries:
Nadine Drutman (Group Company Secretary)
Nadine.Drutman@barclaysafrica.com
Tel: 011 350 5347

Independent lead sponsor to Barclays Africa Group:
J.P. Morgan Equities South Africa Proprietary Limited

Joint sponsor to Barclays Africa Group:
Corporate and Investment Bank, a division of Absa Bank Limited




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