Barclays Bank PLC - Acquisition by Barclays Bank P
Barclays Bank PLC - Acquisition by Barclays Bank Plc of a controlling stake in
Absa Group Limited: request for submissions
Barclays Bank PLC
(Registered in England)
(Registration number: 1026167)
ACQUISITION BY BARCLAYS BANK PLC OF A CONTROLLING STAKE IN ABSA GROUP LIMITED:
REQUEST FOR SUBMISSIONS
Introduction
Shareholders of Absa Group Limited (`shareholders`) are referred to the results
announcement released by Absa Group Limited (`Absa`) and Barclays Bank PLC
(`Barclays`) on 25 July 2005, informing shareholders that as at that date
Barclays held 54% of the ordinary shares in Absa representing 48.2% of the total
voting rights. As at the date of this announcement Barclays has 56.1% ordinary
share holding in Absa which, taking into account the voting rights attached to
the redeemable cumulative option holding preference shares issued by Absa,
affords Barclays voting control of Absa.
In terms of Rule 32.2 of the Securities Regulation Code (the `Code`), an offeror
who has acquired at least 35% but not more than 50% of the voting right of a
company will, in the absence of a waiver of the provisions of these rules by the
Securities Regulation Panel (`SRP`), be restricted from obtaining securities
carrying more than 5% of the voting rights in such company`s total issued share
capital for a period of 12 months as from the date an offer has become or been
declared unconditional (the `5% Rule`). In addition, should an offeror so
acquire more than 5% of the voting rights in such company`s total issued share
capital, Rule 8 of the Code would require a mandatory offer to be made to all
shareholders. (the `Mandatory Offer Rule`).
Request for submissions
Shareholders are advised that Barclays has applied to the SRP for a formal
waiver of the 5% Rule and the Mandatory Offer Rule on the basis that Barclays
has effective control of Absa and consequently that insistence upon adherence to
the 5% Rule and the Mandatory Offer Rule would not be necessary and
inappropriate in the circumstances. Shareholders are invited to provide the SRP
with written submissions by 17:00 on Friday 19 August 2005 as to why such waiver
should not be granted. Written submissions may be faxed to the SRP on fax
number +27 11 482 5635. Written submissions may also be delivered by hand to
the SRP at the following address:
Reeva House
2 Sherborne Road
Parktown, 2193.
Shareholders will be advised of the outcome of the application.
17 August 2005
Parktown
Date: 17/08/2005 09:00:13 AM
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