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Absa / Barclays - Court Hearing
Absa Group Limited
(Registration number 1986/003934/06)
(Incorporated in the Republic of South Africa)
JSE share code: ASA
ISIN: ZAE000013389
(`Absa`)
Barclays Bank PLC
(Registration number 1026167)
(Incorporated in England)
(`Barclays`)
POSTPONEMENT OF COURT HEARING
1. Introduction
Shareholders are referred to the joint announcements released on 9 May 2005
and 21 June 2005, the SENS announcements released on 4 and 5 July 2005 and
the circular to shareholders dated 20 May 2005 (the `Circular`) regarding the
Barclays proposed acquisition of up to 60% of the Absa ordinary shares at
R82.50 per share (the `Recommended Acquisition`). Shareholders are reminded
that the Recommended Acquisition is being effected through two
inter-conditional processes:
(i) the scheme of arrangement proposed by Barclays between Absa and the
Absa Ordinary Shareholders, excluding the Absa Group Limited Share
Incentive Scheme Trust and the Barclays Group (save to the extent that
members of that group may hold Absa Ordinary Shares on behalf of third
parties), pursuant to which Barclays will acquire 32% of each such
Ordinary Shareholder`s shares (the `Scheme`); and
(ii) the partial offer by Barclays to all Absa Ordinary Shareholders and
Preference Shareholders (together `Shareholders`) to acquire from each
such Shareholder an additional 28% of his or her shares (the
`Recommended Offer`).
Shareholders of Absa are advised that:
* at the meeting held on 13 June 2005, the requisite majority of Absa
shareholders approved the Scheme; and
* the Recommended Offer was declared unconditional as to acceptances on
Monday 4 July 2005.
2. Judgement on application to intervene expected tomorrow
At the hearing to sanction the Scheme held today at the High Court of South
Africa (Witwatersrand Local Division) (the `Court`) arguments were heard from
all parties on an application to intervene in the sanctioning of the Scheme.
The Court indicated that it will rule on this matter tomorrow.
At this stage the timetable of the Recommended Acquisition remains unchanged.
If there is a change to the timetable it will be announced.
For further information, please contact:
Absa Group Limited Barclays PLC
Investor Relations Investor Relations
Willie Roux Mark Merson/James Johnson
+27 (0) 11 350 4061 +44 (0) 20 7116 5752/2927
Media Relations Media Relations - London
Nick Cairns Chris Tucker
+27 (0) 11 350 6565 +44 (0) 20 7116 6223
Media Relations - Johannesburg
Liz Hooper
+27 (0) 11 328 3160
Johannesburg
6 July 2005
Financial advisors to Absa Financial advisors to Barclays
Goldman Sachs International JPMorgan
Merrill Lynch International Barclays Capital
Absa Corporate & Merchant Bank
Attorneys to Absa Attorneys to Barclays
Webber Wentzel Bowens Deneys Reitz Inc.
International Attorneys to Absa International Attorneys to Barclays
Linklaters Clifford Chance LLP
Independent Advisor to Absa`s Board
N.M. Rothschild
Sponsor to Absa
Merrill Lynch South Africa (Pty) Ltd
Co-sponsor to Absa
Absa Corporate & Merchant Bank
Reporting Accountants to Absa
Ernst & Young
KPMG
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