 
THE LAND AND AGRICULTURAL DEVELOPMENT BANK OF SOUTH AFRICA - BILB-Buy- Offer to buy back 10% of nominal amount outstanding on notes issuedRelease Date: 11/01/2021 17:11:00 Code(s): LBK15 LBK32 LBK27 LBK18 LBK37 LBK33 LBK26 LBK29 LBK30 LBK31 LBK20 LBK23 LBK38 LBK35 LBK28 LBK24 PDF(s):  BILB-Buy- Offer to buy back 10% of nominal amount outstanding on notes issued
The Land and Agricultural Development Bank of South Africa
(JSE Code: BILB)
(“Land Bank” or the “Issuer”)
For release: Monday 11 January 2021
Land Bank Buy-Back Offer Invitation: Offer to buy back 10% of nominal amount outstanding on notes issued in terms of Domestic Medium Term Note
(“DMTN”) programmes listed on the JSE
Defined terms used in this SENS announcement shall bear the meaning as defined in Land Bank's ZAR20 Billion DMTN Programme dated 18 October 2010
(“2010 DMTN Programme”) and its ZAR30 Billion DMTN Programme dated 13 March 2017 (“2017 DMTN Programme”) listed on the Interest Rate Market of the
Johannesburg Stock Exchange, unless inconsistent with the context or separately defined herein.
In the SENS announcements of 22 September 2020 and 23 November 2020, Land Bank confirmed that it would be making payment of the (5%) Part Capital Reduction
Repayment (as defined in, and) on the basis described in the SENS of 22 September 2020. The payment would be made by the end of February 2021.
Increase in Capital Repayment
Land Bank has certain semi-annual capital amortisation loan repayments that it is obliged to pay to its international funders during February and March 2021, and to
uphold the INSOL principles and align the South African lenders, Land Bank has decided to make an additional repayment of 5% of the nominal capital outstanding to
financial creditors who are not receiving such an amortisation loan repayment. A commitment was provided to South African Lenders that the first 5% Part Capital
Reduction Repayment would be paid out before end February 2021. The next of these semi-annual capital amortisation payments to Land Bank’s international funders
are due during February and March 2021 and Land Bank has therefore decided to increase the 5% capital repayment amount to a 10% capital repayment amount and
to implement such payment before end February 2021.
Land Bank is therefore hereby offering to buy back, directly from each holder of the Buy-Back Offer Notes (as defined below), 10% of the Nominal Amount of all Buy-
Back Offer Notes, held by each Noteholder, plus provide as additional consideration, any accrued, but unpaid interest (calculated in accordance with the Terms and
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Conditions of the relevant Notes) from the last Interest Payment Date to the Settlement date (“Accrued, but Unpaid Interest”) on such 10% of the aggregate Nominal
Amount of the relevant Buy-Back Offer Notes held by each Noteholder (“Purchase Price”) (the Purchase Price shall be determined on Trade Date for each relevant
Buy-Back Offer Note), subject to certain terms and conditions set out below (the “Buy-Back Offer Invitation”).
Land Bank has today, via the CSD, and annexed hereto, issued a buy-back instruction form (the “Buy-Back Instruction Form”) relating to an invitation to noteholders
of listed, non-matured, notes issued by Land Bank under the 2010 DMTN Programme and the 2017 DMTN Programme (together the “Noteholders”).
The Buy-Back Offer Invitation is open to existing holders of Buy-Back Offer Notes, as recorded in the register and the records of the CSD, on the
Participation Date (as defined below), only.
Only the following notes are included in the Buy-Back Offer Invitation (the “Buy-Back Offer Notes”):
2010 DMTN Programme
Bond Code ISIN Contractual Maturity Date Total Issued Nominal Amount 10% of the aggregate Nominal Amount (ZA
R) of the relevant Buy-Back Offer Notes hel
(ZAR) d by each Noteholder
LBK15 ZAG000139890 12 October 2021 1 375 000 000 137 500 000
2017 DMTN Programme
Bond Code ISIN Contractual Maturity Date Total Issued Nominal Amount 10% of the aggregate Nominal Amount (ZA
R) of the relevant Buy-Back Offer Notes he
(ZAR) ld by each Noteholder
LBK18 ZAG000142795 22 March 2022 733 000 000 73 300 000
LBK23 ZAG000146325 05 September 2022 611 000 000 61 100 000
LBK26 ZAG000150327 23 March 2021 245 000 000 24 500 000
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LBK27 ZAG000150335 23 March 2023 2 020 000 000 202 000 000
LBK30 ZAG000154196 20 September 2021 306 000 000 30 600 000
LBK31 ZAG000154204 20 September 2023 920 000 000 92 000 000
LBK32 ZAG000155243 08 November 2023 500 000 000 50 000 000
LBK33 ZAG000155953 07 December 2025 750 000 000 75 000 000
LBK35 ZAG000158064 26 March 2024 1 000 000 000 100 000 000
LBK37 ZAG000160540 25 June 2024 800 000 000 80 000 000
LBK38 ZAG000166240 16 February 2023 513 251 611 51 325 161
LBK41 ZAG000167164 16 March 2021 815 000 000 81 500 000
LBK28 ZAG000151275 15 May 2028 925 000 000 92 500 000
LBK29 ZAG000151853 07 June 2023 765 000 000 76 500 000
LBK20 ZAG000144627 08 June 2022 795 000 000 79 500 000
LBK24 ZAG000147364 10 October 2024 805 000 000 80 500 000
The terms and conditions of the Buy-Back Offer Invitation are set out below.
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Terms and conditions applicable to the Buy-Back Offer Invitation
Rationale for Buy-Back Offer The initial 5% Part Capital Reduction Repayment was based on the August and
September 2020 capital amortisations paid to international funders. Due to the
upcoming February and March 2021 capital amortisation payments to the same
international funders, Land Bank has decided to increase the 5% amount to 10%
and continue such implementation and payment before end February 2021
Note Purchaser Land Bank
Relevant Noteholders The Buy-Back Offer Invitation is directed only at those persons who are the
existing holders of the Buy-Back Offer Notes as recorded in the register and the
records of the CSD, as at the Participation Date, and must not be acted on or
relied upon by any other persons. This Buy-Back Offer Invitation does not
constitute an invitation to participate in the Buy-Back Offer in or from any
jurisdiction in or from which, or to or from any person to or from whom, it is
unlawful to make such Buy-Back Offer Invitation under applicable securities laws.
Each holder of Buy-Back Offer Notes participating in the Buy-Back Offer will be
deemed to have represented that it is not a person to whom it is unlawful to make
a Buy-Back Offer Invitation or for whom it is unlawful to make a Buy-Back Offer
under applicable securities laws
Purchase Price 10% of the aggregate Nominal Amount, of the relevant Buy-Back Offer Notes
held by each Noteholder on the Participation Date plus any accrued, but unpaid
interest (calculated in accordance with the Terms and Conditions) from the last
Interest Payment Date to the Settlement date on such 10% of the total Nominal
Amount of the relevant Buy-Back Offer Notes held by each Noteholder on the
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Participation Date. To be noted that the Purchase Price will be rounded off to
the nearest Rand (the Purchase Price will not include cents).
Amendment, withdrawal, termination or extension Land Bank, may, in its sole discretion, amend the terms of or extend the duration
of the Buy-Back Offer by further announcement published on SENS, provided
that there shall be no amendment to the Purchase Price. If Land Bank terminates
the Buy-Back Offer, any Buy-Back Offer Notes offered for sale will not be
purchased
To tender your offer, email the duly completed Buy-Back Instruction Form to Land TenderOffer@landbank.co.za
Bank, with a copy to the relevant CSDP, prior to the Buy-Back Offer Closing Date
Copy to be sent to the relevant CSDP
Buy-Back Offer Process Buy-Back Offer at Purchase Price
Buy-Back Offer Launch Date for all Buy-Back Offer Notes Monday 18 January 2021
Buy-Back Offer Period At least 15 Business Days from Buy-Back Offer Launch Date per table below
Buy-Back Offer Closing Date and Time 12pm on the Buy-Back Offer Closing Date: Refer to table below
Participation Date Close of business Friday 15 January 2021
Announcement of the results of the Buy-Back Offer Land Bank will announce, via the SENS news service of the JSE, within 2
Business Days of the Buy-Back Offer Closing Date, the results of the Buy-Back
Offer Invitation.
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Trade Date Date on which the relevant trade is booked by both the Note Purchaser and the
Relevant Noteholders which shall constitute the date that Land Bank accepts the
valid Buy-Back Offer by the Noteholders in respect of a particular note
Refer table below for specified dates
Settlement Date Trade Date +3 Business Days
Key Dates relevant to Buy-Back Offer Notes
Bond Code Buy-Back Offer Close Date Trade Date Settlement Date
LBK15 08 February 2021 09 February 2021 12 February 2021
LBK18 08 February 2021 09 February 2021 12 February 2021
LBK23 09 February 2021 10 February 2021 15 February 2021
LBK33 09 February 2021 10 February 2021 15 February 2021
LBK26 10 February 2021 11 February 2021 16 February 2021
LBK27 11 February 2021 12 February 2021 17 February 2021
LBK30 12 February 2021 15 February 2021 18 February 2021
LBK41 12 February 2021 15 February 2021 18 February 2021
LBK31 15 February 2021 16 February 2021 19 February 2021
LBK28 15 February 2021 16 February 2021 19 February 2021
LBK32 16 February 2021 17 February 2021 22 February 2021
LBK29 16 February 2021 17 February 2021 22 February 2021
LBK20 17 February 2021 18 February 2021 23 February 2021
LBK35 18 February 2021 19 February 2021 24 February 2021
LBK24 18 February 2021 19 February 2021 24 February 2021
LBK37 19 February 2021 22 February 2021 25 February 2021
LBK38 22 February 2021 23 February 2021 26 February 2021
1. The Buy-Back Offer Invitation is open to existing holders of Buy-Back Offer Notes, as recorded in the register and the records of the CSD, on the Participation
Date, only. For the avoidance of doubt, any trades on the Buy-Back Offer Notes done after the Participation Date will not be eligible to participate in this Buy-
Back Offer.
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2. Noteholders will offer to sell the relevant Buy-Back Offer Notes at the Purchase Price by submission of the duly completed Buy-Back Instruction Form via
email instruction to Land Bank TenderOffer@landbank.co.za with a copy being sent to the relevant CSDP, and no instruction sent through any other form of
delivery will be accepted.
3. Noteholders may not offer to sell more, nor may they offer to sell less than 10% of the Nominal Amount, of the relevant Buy-Back Offer Notes held by each
Noteholder, and must be held for delivery on the Settlement Date.
4. Noteholders to take note that the Purchase Price shall not be the market value of the note, the Purchase Price shall be as defined herein.
5. Noteholders must accept the offer to tender each Buy-Back Offer Note on an ISIN by ISIN basis.
6. The Purchase Price due to each relevant Noteholder shall be paid to the CSD. Each of the persons shown in the records of the CSD on the Participation Date,
shall look solely to the CSD for the Purchase Price due to be made by the Issuer to the registered holder of the relevant Buy-Back Offer Notes on the
Participation Date.
7. Land Bank will only trade with the relevant Noteholders as recorded in the register and the records of the CSD, on the Participation Date, and only such
Noteholders shall be entitled to participate in this Buy-Back Offer.
8. Land Bank shall have no liability to any person for any refusal to accept an offer of Buy-Back Offer Notes for purchase pursuant to the Buy-Back Offer and
Land Bank is under no obligation to Noteholders to furnish any reason or justification for refusing to accept any such offer. In particular, offers of Buy-Back
Offer Notes for purchase may be rejected if, the Buy-Back Offer does not comply with the relevant laws or requirements of a particular jurisdiction, or any Buy-
Back Instruction Form is incomplete or inaccurate, or for any other reason. Land Bank shall release an announcement via the SENS news service of the JSE
of the results of the Buy-Back Offer within 2 Business Days after Buy-Back Offer Closing Date.
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Acceptance and Settlement Process
1. Only Noteholders that have submitted the duly completed Buy-Back Instruction Form by email to Land Bank and acknowledged by a return email from Land
Bank by 17h00 on the Buy-Back Offer Closing Date for that particular Note will be considered for acceptance.
2. Buy-Back Offer Notes accepted for purchase by Land Bank will be traded with the particular Noteholder at the respective Purchase Price on the Trade Date
for that particular Note.
3. By close of business on the relevant Trade Date for that particular note, a trade confirmation email will be sent by Land Bank to the relevant Noteholders.
4. Buy-Back Offer Notes accepted for purchase will settle on the Settlement Date for that particular Note.
Important Information
1. Land Bank is making this Buy-Back Offer Invitation for Buy-Back Offers at the Purchase Price.
2. Land Bank undertakes to have sufficient funds available to carry out the Buy-Back Offer and settlement of Buy-Back Offer Notes tendered to and accepted for
repurchase by Land Bank on the Settlement Date.
3. Any decision to sell notes in the context of this Buy-Back Offer Invitation, should be made solely on the basis of information contained within this SENS
announcement and the Buy-Back Instruction Form. For the avoidance of doubt, where any Buy-Back Offer Notes are traded after the Participation Date, the
purchaser of such traded Buy-Back Offer Notes will not be eligible to participate in this Buy-Back Offer.
4. Land Bank (and its directors, employees, affiliates and its advisers) does not make any recommendations whatsoever regarding this Buy-Back Offer Invitation
or the Buy-Back Offer.
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The required information necessary to execute an offer in terms of the Buy-Back Offer Invitation are set out in the Buy-Back Instruction Form, sent to the CSD via the
Strate messaging system. The Buy-Back Instruction Form is also available by emailing TenderOffer@landbank.co.za at Land Bank or by contacting the relevant CSDP.
Noteholders who are interested in tendering an offer to sell will need to fully complete the Buy-Back Instruction Form and send via email to Land Bank, with a copy
being sent to the relevant CSDP, before 12h00 on the Buy-Back Offer Closing Date:
To:
The Land and Agricultural Bank of South Africa
Attention: GM: Treasury
Re: Land Bank Buy-Back Offer
E-mail address: TenderOffer@landbank.co.za
CC: Relevant CSDP
Re: Land Bank Buy-Back Offer
No other form of communicating an offer will be accepted.
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Enquiries
Land and Agricultural Development Bank of South Africa
Attention: GM: Treasury
Re: Land Bank Buy-Back Offer
E-mail address: TenderOffer@landbank.co.za
Debt Sponsor
The Standard Bank of South Africa Limited, acting through its Corporate and Investment Banking division (registration number: 1962/000738/06)
Contacts: Ms Natalie Di-Sante
Email: Natalie.di-sante@standardbank.co.za
Tel: +27 (0) 11 721 6125
End
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BUY-BACK INSTRUCTION FORM
The Land and Agricultural Development Bank of South Africa (“Land Bank")
RELATING TO THE BUY-BACK OFFER INVITATION TO NOTEHOLDERS TO OFFER TO SELL THE BUY-BACK OFFER NOTES:
Important Information
Please Note:
1. Words and expressions defined in the SENS announcement of the Issuer dated 11 January 2021 shall bear the same meanings where used in this Buy-Back
Instruction Form, except where the context requires otherwise or unless otherwise stated.
2. For a Noteholder to validly tender, Buy-Back Offer Notes, this Buy-Back Instruction Form must be completed in full and sent by email to Land Bank by 12h00
on the Buy-Back Offer Closing Date to:
To: The Land and Agricultural Development Bank of South Africa
Attention: GM: Treasury
Re: Land Bank Buy-Back Offer
E-mail address: TenderOffer@landbank.co.za
CC: Relevant CSDP
Re: Land Bank Buy-Back Offer
3. Settlement of the Buy-Back Offer Notes accepted for purchase by Land Bank through the Buy-Back Offer will take place on the relevant Settlement Date
designated in the Buy-Back Offer Invitation for that Buy-Back Offer Note.
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Give Instruction as follows
To:
Land Bank
Name of Issuer The Land and Agricultural Bank of South Africa
E-mail address TenderOffer@landbank.co.za
Attention GM: Treasury: Land Bank Buy-Back Offer
Fund Manager of the Noteholder (if applicable)
Fund Manager contact person
Fund Manager email address
Fund Manager telephone number
CSDP
CSDP SCA Number
1. I/We, being the registered owner of beneficial interests / authorised representative of the holder(s) of the Buy-Back Offer Notes, specified in paragraph 2
below, as at the Participation Date, hereby:
1.1. warrant to the best of my/our knowledge and belief that I/we am/are the registered holder / authorised representative of the beneficial interests, duly
authorised to act on behalf of the Beneficial Owner, of the Buy-Back Offer Notes specified in paragraph 2 below; and
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1.2. warrant and undertake that I/we will not sell or otherwise transfer those notes that are offered to Land Bank as part of the Buy-Back Offer process, to
anyone other than Land Bank; and
1.3. irrevocably elect to tender such Buy-Back Offer Notes on the terms set out in the Buy-Back Offer Invitation per the SENS announcement of the Issuer
dated 11 January 2021.
2. The total Nominal Amount of the Buy-Back Offer Notes, held by each Noteholder, (per fund, if applicable) per ISIN on the Participation Date, to which the Buy-
Back Instruction applies, is set out below:
Buy-Back Offer Notes Beneficial Owner SCA Number Registered Account Nominal Amount 10% Nominal tendered (ZAR) per
(RA) or Beneficiary Beneficial Owner
(Bond Code or ISIN) (ZAR) at the
Account (BA)
Participation Please note that this amount must
Date be 10% of the Nominal Amount, of
the relevant Buy-Back Offer Notes
held by each Noteholder on the
Participation Date, included in the
first section of this document
2010 DMTN Programme
[e.g. LBK15 / [ABC INVESTMENTS LIMITED DEF [e.g. 800XXXXX] [e.g. RA: [e.g. R8,000,000] [e.g. R800,000]
ZAG000139890] MONEY MARKET BANKER AM] ZA0000XXXXXX]
[e.g. LBK15 / [ABC ITF DEF INCOME FUND] [e.g. 8XX; [e.g. RA: ABC000XX; [e.g. R5,000,000] [e.g. R500,000]
ZAG000139890] BA: 1XXXXXXXXXX]
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[Bond Code/ISIN] [?] [?] [?] [?] [?]
2017 DMTN Programme
[e.g. LBK22] [e.g. ABC ITF DEF INCOME [e.g. 8XX] [e.g. BA: [e.g. R2,000,000] [e.g. R200,000]
PORTFOLIO] 12XXXXXXX]
[Bond Code/ISIN] [?] [?] [?] [?] [?]
Please note:
1. Payment will only be made to Beneficial Owners accounts already verified with the CSD. No third party payments will be accommodated.
2. Any Buy-Back Instruction Form not duly completed and delivered to the Land Bank and acknowledged by the Land Bank by email shall be deemed not to
have been delivered and shall be null and void.
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For and on behalf of myself/each of the Beneficial Owners set out above
Fund Manager / Beneficial Owner
Name
Signature:
who warrants that he / she is duly authorised thereto
Name of signatory:
Capacity (e.g. Director)
Date:
Place:
Date: 11-01-2021 05:11:00
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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