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NEDBANK GROUP LIMITED - Disclosure of beneficial interests in securities

Release Date: 15/10/2018 17:00
Code(s): NED     PDF:  
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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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