BARCLAYS AFRICA GROUP LIMITED - Proposed placing by Barclays PLC of approximately 22% in Barclays Africa and withdrawal of cautionary

Proposed placing by Barclays PLC of approximately 22% in Barclays Africa and withdrawal of cautionary

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

ABSA BANK LIMITED
Incorporated in the Republic of South Africa
Registration number: 1986/004794/06
ISIN: ZAE000079810
JSE share code: ABSP
(“Absa Bank”)


PROPOSED PLACING BY BARCLAYS PLC OF APPROXIMATELY 187 MILLION (22%) ORDINARY
SHARES IN BARCLAYS AFRICA AND WITHDRAWAL OF CAUTIONARY ANNOUNCEMENT

Barclays Africa shareholders are referred to the announcement released by Barclays PLC in relation to the
launch of a proposed placing of approximately 187 million ordinary shares in Barclays Africa. The Barclays
PLC RNS announcement is set out below:

“PROPOSED PLACING OF APPROXIMATELY 187 MILLION ORDINARY SHARES IN BARCLAYS
AFRICA GROUP LIMITED ("BAGL")

Further to the announcement today, confirming that Barclays has received the necessary regulatory
approvals to further sell down its position in BAGL and enter into agreements with BAGL governing the
terms on which separation will occur, Barclays today announces its intention to sell approximately 187
million ordinary shares (the "Placing Shares") in BAGL (the "Placing"), representing approximately 22% of
BAGL's issued share capital. This follows the initial placing that Barclays undertook on 5 May 2016 of 103.5
million shares representing 12.2% of the issued share capital of BAGL.

As previously announced, Barclays’ intention is to divest its shareholding in BAGL to a level which will
permit Barclays to de-consolidate BAGL from a regulatory perspective and, prior to that, from an accounting
perspective. This Placing further progresses Barclays’ intentions in both these respects. Barclays’ target
long-term shareholding in BAGL is around 15%.

The Placing Shares are being offered to institutional investors by way of an accelerated bookbuild placing,
which is open with immediate effect. The Public Investment Corporation SOC Limited ("PIC") has confirmed
its participation as an anchor investor in the Placing for approximately 59 million shares, representing 7% of
BAGL's issued share capital. The terms of the PIC commitment reflect PIC’s requirement for regulatory
approvals in certain African jurisdictions. Delivery of the Placing Shares to be taken up by PIC is expected
to occur at a later date following receipt of the necessary regulatory approvals.

Barclays Bank PLC, acting through its investment bank ("Barclays Investment Bank") is acting as lead
global coordinator (the “Lead Global Co-ordinator”). Citigroup Global Markets Limited, Deutsche Bank AG,
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London branch, and UBS Limited are acting as co-global coordinators (the “Co-Global Co-ordinators”) and
J.P. Morgan Securities plc (which conducts its UK investment banking activities as J.P. Morgan Cazenove)
and Morgan Stanley & Co. International plc are acting as joint bookrunners (together with the Lead Global
Co-ordinator and the Co-Global Co-ordinators, the “Joint Bookrunners”). BNP Paribas and Société
Générale Corporate & Investment Banking are acting as co-bookrunners (the “Co-Bookrunners” and,
together with the Joint Bookrunners, the “Banks”).

All of the remaining ordinary shares in BAGL held by Barclays PLC or its subsidiaries (excluding the 1.5%
which Barclays has agreed to contribute towards the establishment of a black economic empowerment
scheme and any shares held by BAGL and its subsidiaries) not sold in the Placing will be subject to a lock-
up restriction from today until 90 days after settlement. During this period, the lock-up restriction may be
waived with the consent of the Co-Global Co-ordinators (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 Banks at the close of the bookbuild process, and the results of the Placing will be announced as
soon as practicable thereafter.”

Withdrawal of cautionary announcement

Barclays Africa shareholders are referred to the cautionary announcement released on SENS earlier today
and are advised that as the information disclosed above deals with all material outstanding matters, caution
is no longer required to be exercised when dealing in Barclays Africa securities.




Johannesburg
31 May 2017


Enquiries:
Alan Hartdegen (Head of Investor Relations)
(+2711) 350-2598
E-mail: Alan.Hartdegen@barclaysafrica.com

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




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