TIDM31HB
RNS Number : 2079E
African Bank New
14 July 2016
NOT FOR DISTRIBUTION DIRECTLY OR INDIRECTLY TO ANY U.S. PERSON
(AS DEFINED IN REGULATION S OF THE UNITED STATES SECURITIES ACT OF
1933, AS AMENDED) OR ANY PERSON LOCATED OR RESIDENT IN THE UNITED
STATES OF AMERICA, ITS TERRITORIES AND POSSESSIONS OR IN ANY OTHER
JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS NOTICE.
14 July 2016
African Bank Limited
(the "Bank")
(Registration Number 2014/176899/06)
(incorporated with limited liability in the Republic of South
Africa)
Announces the FINAL results of a tender offer
FOR its outstanding NOTES AS DESCRIBED BELOW
CHF 140,000,000 5.0 per cent. Notes due April 2022 (ISIN
CH0310140600) issued on 4 April 2016 (the "CHF 2022 Notes");
CHF 84,000,000 5.50 per cent. Notes due June 2021 (ISIN
CH0310140584) issued on 4 April 2016 (the "CHF 2021 Notes"));
CHF 100,000,000 4.0 per cent. Notes due July 2020 (ISIN
CH0310140568) issued on 4 April 2016 (the "CHF 2020 Notes");
CHF 120,000,000 4.750 per cent. Notes due March 2019 (ISIN
CH0310140543) issued on 4 April 2016 (the "CHF 2019 Notes");
U.S.$280,000,000 8.125 per cent. Notes due October 2020 (ISIN
XS1390060546) issued on 4 April 2016 (the "USD October 2020
Notes");
U.S.$280,000,000 6.000 per cent. Notes due February 2020 (ISIN
XS1390059969) issued on 4 April 2016 (the "USD February 2020
Notes"); and
U.S.$25,600,000 2.4 per cent. Fixed Rate Notes due November 2018
(ISIN XS1390060207) issued on 4 April 2016 (the "USD 2018
Notes"),
(together, the "Notes" and each a "Series").
This notice must be read in conjunction with the tender offer
memorandum dated 1 July 2016 (the "Tender Offer Memorandum") which
has been prepared by the Bank in relation to the Tender Offer.
Capitalised terms used in this notice and not otherwise defined
herein shall have the meanings ascribed to them in the Tender Offer
Memorandum.
On 1 July 2016, the Bank announced the launch of a Tender Offer
to Qualifying Holders of the Notes issued by the Bank, who were
invited to tender (i) any and all of the First Priority Notes for
purchase for cash and (ii) the Second Priority Notes for purchase
for cash up to an aggregate Tender Consideration paid for the
Second Priority Notes of U.S.$500,000,000 (the "Maximum Tender
Consideration") less the aggregate Tender Consideration (converted
(in the case of the CHF Notes) into the USD equivalent of such
aggregate Tender Consideration using the CHF/USD Exchange Rate)
paid for the First Priority Notes accepted for purchase by the Bank
subject to the Bank's right in its sole and absolute discretion to
increase or decrease such amount.
The Tender Offer expired at 4:00 p.m. (London time) on 13 July
2016.
Results of the Tender Offer
Title of Final aggregate Pro-ration Tender Accrued Aggregate
Security principal factor Price Interest principal
amount of amount
Notes accepted of Notes
for purchase outstanding
after the
Settlement
Date(1)
---------------- ---------------- --------------- ----------- --------------- -----------------
First Priority
Notes
---------------- ---------------- --------------- ----------- --------------- -----------------
CHF 2022 CHF 86,452,000 Not Applicable 94.50 1.25 per CHF 50,396,000
Notes per cent. cent.
CHF 2021 CHF 28,268,000 Not Applicable 97.50 0.72 per CHF 53,704,000
Notes per cent. cent.
CHF 2020 CHF 39,832,000 Not Applicable 94.00 0.20 per CHF 53,200,000
Notes per cent. cent.
CHF 2019 CHF 48,716,000 Not Applicable 98.50 1.43 per CHF 71,144,000
Notes per cent. cent.
USD 2018 U.S.$0 Not Applicable 90.50 Not Applicable U.S.$25,600,000
Notes per cent.
Second Priority
Notes
---------------- ---------------- --------------- ----------- --------------- -----------------
USD October U.S.$22,487,200 Not Applicable 99.00 2.10 per U.S.$248,244,800
2020 Notes per cent. cent.
USD February U.S.$46,956,800 Not Applicable 96.00 1.80 per U.S.$205,690,400
2020 Notes per cent. cent.
---------------- ---------------- --------------- ----------- --------------- -----------------
The Bank is pleased to announce the pricing and results of the
Tender Offer as follows:
[1] Notes of any Series which are held by or on behalf of the
Bank are deemed not to be outstanding and will be cancelled.
All First Priority Notes that have been validly tendered in the
Tender Offer have been accepted for purchase without pro-ration.
The aggregate principal amount of each Series of First Priority
Notes validly accepted for purchase and the relevant Tender Price
in respect of each Series of First Priority Notes so accepted are
set out in the table above.
All Second Priority Notes that have been validly tendered in the
Tender Offer at or below the relevant Tender Price have been
accepted for purchase without pro-ration as set out in the table
above. The aggregate principal amount of each Series of Second
Priority Notes validly accepted for purchase and the relevant
Tender Price in respect of the relevant Notes of each Series of
Second Priority Notes so accepted are set out in the table
above.
General
The Bank hereby announces that the Settlement Date for the
Tender Offer will now be 22 July 2016.
All Notes purchased by the Bank will be immediately cancelled
and will not be re-issued or re-sold.
Contact Information
The Dealer Managers of the Tender Offer are:
DEALER MANAGERS
Goldman Sachs International Rand Merchant Bank, a
Peterborough Court division of FirstRand
133 Fleet Street Bank Limited (London
London EC4A 2BB Branch)
United Kingdom 2 - 6 Austin Friars
Attn: Liability Management London EC2N 2HD
Group United Kingdom
Tel: +44 (0) 207 774 Attn: Martin Richardson
9862 Tel: +44 (0) 207 939
Email: liabilitymanagement.eu@gs.com 1731
Email: Martin.Richardson@rmb.co.uk
The Tender and Information Agent for the Tender Offer is:
Lucid Issuer Services Limited
Tankerton Works
12 Argyle Walk
London WC1H 8HA
United Kingdom
Attn: Sunjeeve Patel / Paul Kamminga
Tel: +44 20 7704 0880
Email: africanbank@lucid-is.com
Bank contact:
African Bank Limited
59, 16th Road
Midrand, 1685
South Africa
OFFER RESTRICTIONS
The distribution of this notice in certain jurisdictions may be
restricted by law. Persons into whose possession this notice or the
Tender Offer Memorandum comes are required by each of the Bank, the
Dealer Managers and the Tender and Information Agent to inform
themselves about, and to observe, any such restrictions. Please
also see the Tender Offer Memorandum for a fuller description of
such restrictions.
DISCLAIMER
The Dealer Managers do not take responsibility for the contents
of this notice. This notice must be read in conjunction with the
Tender Offer Memorandum. This notice and the Tender Offer
Memorandum do not constitute an offer to buy or the solicitation of
an Offer to Sell the Notes, and tenders of the Notes for purchase
pursuant to the Tender Offer have not been accepted from Qualifying
Holders, in any circumstances in which such offer or solicitation
is unlawful. This notice and the Tender Offer Memorandum contain
important information.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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