BNP PARIBAS ISSUANCE B.V. - Notice of Extraordinary Fund Event - ZA074

Notice of Extraordinary Fund Event - ZA074

BNP Paribas Issuance B.V.
(formerly BNP Paribas Arbitrage Issuance B.V.)


Dated: 19 September 2017
Stock Code: ZA074
ISIN Code: ZAE000191755

Notice of Extraordinary Fund Event

Notice to Holders of ZAR 2,000,000,000 Prosperity MEF Notes,
Series EI1204SAD issued by BNP Paribas Arbitrage Issuance B.V.
(the “Issuer”) and guaranteed by BNP Paribas under the Note,
Warrant and Certificate Programme (the “Notes”)

We refer to the Notes and the Pricing Supplement of the Notes
dated 20 March 2015 (the “Pricing Supplement”) documented under
the Issuer’s Note, Warrant and Certificate Programme pursuant to
a base prospectus dated 5 June 2014 as supplemented from time to
time (the “Base Prospectus”) read together with the JSE
Placement Document dated 21 November 2013. The Notes are linked
to a Fund Basket comprised of various fund shares including
those of Momentum Equity Fund Class C1 (the “Affected Fund”)

Notice is hereby given of the following Extraordinary Fund Event
in respect of the Notes.

BNP Paribas Arbitrage S.N.C., in its capacity as Calculation
Agent in connection with the Notes wishes to advise holders of
the Notes that it has been informed by a communication from
Momentum Collective Investments dated 25 August 2017 of a
proposed amalgamation of the Momentum Equity Fund with the
Momentum Real Growth Equity Fund, the date of such amalgamation
being 26 September 2017. As a result, the Affected Fund has been
replaced with Momentum Real Growth Class C1 Fund            (the
“Substitution Fund”) on 18 September 2017.

This constitutes an “Extraordinary Fund Event”, as described in
Condition 2 “Extraordinary Fund Events” of Annex 9 “Additional
Terms and Conditions for Fund Securities” (“Annex 9”) of the
Base Prospectus.
The Issuer determined under the provisions of Condition 4
“Consequences of an Extraordinary Fund Event” of Annex 9 of the
Base Prospectus that the action to be taken in respect of the
Extraordinary Fund Event should constitute a “Substitution” (as
defined in the Base Prospectus).         As a consequence the
Calculation Agent determined that on 18 September 2017 (the
“Substitution Date”), the Affected Fund be removed from the
calculation of the Dynamic Basket and replaced with the
Substitution Fund (i) in respect of the Substitution Date and
(ii) thereafter for the term of the Notes

Copies of the documentation referred to above and the amended
and restated Pricing Supplement will be available in due course
upon request from the Calculation Agent.

Capitalised terms not otherwise defined herein shall have the
meanings given to them in the Pricing Supplement and the Base
Prospectus.

This notice shall be governed and construed in accordance with
the laws of England and nothing in this notice shall be
construed as a waiver of any rights we may have with respect to
the Notes.


For further information on the Securities issued please contact:

Michael Schneider        BNP               Tel:(+33)140 1496 15

Debt Sponsor: The Standard Bank of South Africa Limited, acting
through its Corporate and Investment Banking division

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