Bond Absa Group 0% ( ZAG000164906 ) in ZAR

Absa Group

100 % ⇌

South Africa

ZAG000164906 ( in ZAR )

Perpetual

Prospectus brochure of the bond Absa Group ZAG000164906 en ZAR 0%, maturity Perpetual

1 000 000 ZAR

1 376 000 000 ZAR

Absa Group Limited is a leading African financial services group offering banking, wealth, and insurance solutions across twelve countries in Africa, with significant operations in South Africa, and international presence in several key global financial centres.

Absa Group issued a perpetual ZAR 1,376,000,000 bond (ISIN: ZAG000164906) in South Africa, currently trading at 100% of face value with a 0% coupon rate and a minimum trading lot size of ZAR 1,000,000, paying interest annually.

APPLICABLE PRICING SUPPLEMENT OF THE ADDITIONAL TIER 1 NOTES

Absa Group Limited
(Incorporated with limited liability in South Africa under registration number 1986/003934/06)
Issue of ZAR1,376,000,000 Additional Tier 1 Notes with Stock Code AGT03
Under its ZAR50,000,000,000 Domestic Medium Term Note Programme
This document constitutes the Applicable Pricing Supplement relating to the issue of the Tranche of Notes
described in this Applicable Pricing Supplement.
This Applicable Pricing Supplement must be read in conjunction with the Programme Memorandum issued
by Absa Group Limited dated 15 November 2019, as amended. To the extent that there is any conflict or
inconsistency between the contents of this Applicable Pricing Supplement and the Programme
Memorandum, the provisions of this Applicable Pricing Supplement shall prevail.
Any capitalised terms not defined in this Applicable Pricing Supplement shall have the meanings ascribed
to them in the Additional Tier 1 Terms and Conditions. References in this Applicable Pricing Supplement
to the Additional Tier 1 Terms and Conditions are to the section of the Programme Memorandum "Terms
and Conditions of the Additional Tier 1 Notes". References to any Condition in this Applicable Pricing
Supplement are to that Condition of the Additional Tier 1 Terms and Conditions.
DESCRIPTION OF THE NOTES
1.
Issuer
Absa Group Limited
2.
Status of Notes
Subordinated Notes: Additional Tier 1 Notes
3.
(a)
Tranche Number
1
(b)
Series Number
25
4.
Aggregate Principal Amount
ZAR1,376,000,000
5.
Interest/Payment Basis
Floating Rate
6.
Form of Notes
Registered Notes
7.
Security
Unsecured
8.
Automatic/Optional Conversion from one Not Applicable
Interest/Payment Basis to another
9.
Issue Date
5 December 2019
10.
Business Centre
Johannesburg
11.
Additional Business Centre
Not Applicable
12.
Principal Amount per Note
ZAR1,000,000

13.
Specified Denomination
Notes are subject to a minimum
denomination of ZAR1,000,000
14.
Issue Price
100%
15.
Interest Commencement Date
5 December 2019
16.
Specified Currency
ZAR
17.
Applicable Business Day Convention
Modified Following Business Day
18.
Calculation Agent
Absa Bank Limited, acting through its
Corporate and Investment Banking division
19.
Specified Office of the Calculation Agent
15 Alice Lane, Sandown, Sandton, 2196
20.
Paying Agent
Absa Bank Limited, acting through its
Corporate and Investment Banking division
21.
Specified Office of the Paying Agent
15 Alice Lane, Sandown, Sandton, 2196
22.
Transfer Agent
Absa Bank Limited, acting through its
Corporate and Investment Banking division
23.
Specified Office of the Transfer Agent
15 Alice Lane, Sandown, Sandton, 2196
24.
Settlement Agent
Standard Chartered Bank, Johannesburg
Branch
25.
Specified Office of the Settlement Agent
5th Floor, No. 4 Sandown Valley Crescent,
Sandton, 2196
26.
Redemption Amount
Redemption Amount as per definition of
"Redemption Amount" in Condition 1
(Interpretation)
FIXED RATE NOTES
Not Applicable
FLOATING RATE NOTES

27.
Floating Rate Note Provisions:
Applicable
(a)
Interest Payment Date(s)
5 March, 5 June, 5 September and 5
December, in each year, commencing on 5
March 2020 or, if such day is not a Business
Day, the Business Day on which the interest
will be paid, as determined in accordance
with
the
applicable
Business
Day
Convention (as specified in this Applicable
Pricing Supplement)
(b)
Interest Period(s)
Each period commencing on (and including)
an Interest Payment Date and ending on (but
excluding) the following Interest Payment
Date; provided that the first Interest Period
will commence on (and include) the Interest
Commencement Date and end on (but
exclude) the following Interest Payment
Date (each Interest Payment Date as adjusted

in accordance with the applicable Business
Day Convention)
(c)
Definitions of Business Day (if different Not Applicable
from that set out in Condition 1
(Interpretation) of the Terms and
Conditions)
(d)
Minimum Interest Rate
Not Applicable
(e)
Maximum Interest Rate
Not Applicable
(f)
Other terms relating to the method of Not Applicable
calculating interest (e.g., Day Count
Fraction, rounding up provision, if
different from Condition 7 (Interest) of
the Terms and Conditions)
28.
Manner in which the Interest Rate is to be Screen Rate Determination
determined
29.
Margin
425bps per annum to be added to the
Reference Rate
30.
If ISDA Determination
Not Applicable
31.
If Screen Determination

(a)
Reference Rate (including relevant 3 (three) month ZAR-JIBAR-SAFEX
period by reference to which the Interest
Rate is to be calculated)
(b)
Interest Rate Determination Date(s)
5 March, 5 June, 5 September and 5
December, in each year, with the first
Interest Determination Date being 2
December 2019
(c)
Relevant Screen Page and Reference Reuters Screen SAFEY page under caption
Code
"Yield" (or on the SAFEX nominated
successor screen for JIBAR)
32.
If Interest Rate to be calculated otherwise than Not Applicable
by reference to the previous 2 sub-paragraphs,
insert
basis
for
determining
Interest
Rate/Margin/Fall back provisions
33.
If different from the Calculation Agent, agent Not Applicable
responsible for calculating amount of principal
and interest
INDEXED NOTES
Not Applicable

MIXED RATE NOTES
Not Applicable
OTHER ADDITIONAL TIER 1 NOTES
Not Applicable
PROVISIONS REGARDING REDEMPTION

34.
Prior consent of Prudential Authority required Yes
for any redemption
35.
Redemption at the option of the Issuer (Call Yes
Option): if yes:
(a)
First Optional Redemption Date (Call)
5 June 2025
(b)
Optional Redemption Date(s) (Call)
The First Optional Redemption Date or any
Interest Payment Date after the First
Optional Redemption Date
(c)
Optional Redemption Amount(s) (Call) Principal Amount plus accrued interest (if
and method, if any, of calculation of any) to the date fixed for redemption
such amount(s)
(d)
Minimum period of notice (if different Not Applicable
to Condition 11.4 (Redemption at the
option of the Issuer (Issuer Call) of the
Terms and Conditions)
(e)
If redeemable in part:
Not Applicable
(f)
Approval(s) of Prudential Authority
Applicable
(g)
Other terms applicable on Redemption
Not Applicable
36.
Early Redemption Amount(s)
Yes
(a)
Early Redemption Amount (Regulatory) Principal Amount plus accrued interest (if
any) to the date fixed for redemption
(b)
Early Redemption Amount (Tax)
Principal Amount plus accrued interest (if
any) to the date fixed for redemption
(c)
Early Termination Amount
Principal Amount plus accrued interest (if
any) to the date fixed for redemption
37.
Do the Additional Tier 1 Terms and Conditions No
or the provisions of this Applicable Pricing
Supplement provide for automatic redemption of
the Notes upon the occurrence of a trigger
event(s)?
NON-VIABILITY LOSS ABSORPTION

38.
Conversion upon the occurrence of a Non- Not Applicable
Viability Trigger Event
39.
Write-off upon the occurrence of a Non- Yes, Condition 9.3 (Write-off of Additional
Viability Trigger Event
Tier 1 Notes upon a Non-Viability Trigger
Event) applies

40.
Option to dis-apply Non-Viability Loss Applicable
Absorption Condition pursuant to Condition 9.4
(Disapplication
of
Non-Viability
Loss
Absorption Condition)
GENERAL

41.
Additional selling restrictions
Not Applicable
42.
Additional terms or special conditions
Not Applicable
43.
(a)
International Securities Identification ZAG000164906
Number (ISIN)
(b)
Stock Code
AGT03
44.
Financial Exchange
JSE Limited
45.
Clearing System
Strate Proprietary Limited
46.
Method of distribution
Dutch Auction
47.
If syndicated, names of managers
Not Applicable
48.
Credit Rating assigned to the Issuer (if any), date Moody's National Long Term: Aa3.za
of such rating and date for review of such rating affirmed on 6 November 2019, and reviews
are expected annually
49.
Issuer rating and date of issue
As per paragraph 48 above
50.
Governing law (if the laws of South Africa are Not Applicable
not applicable)
51.
Other Banking Jurisdiction
Not Applicable
52.
Last Day to Register, which shall mean that the By 17h00 on 22 February, 25 May, 25
"Books Closed Period" (during which the August and 24 November or if such day is
Register will be closed) will be from each Last not a Business Day, the Business Day before
Day to Register to the applicable Payment Day each Books Closed Period, in each year
until the date of redemption
53.
Books Closed Period
The Register will be closed from 23 February
to 4 March, 26 May to 4 June, 26 August to
4 September and from 25 November to 4
December (all dates inclusive) in each year
54.
Debt Sponsor
Absa Bank Limited, acting through its
Corporate and Investment Banking division
55.
Stabilisation Manager (if any)
Not Applicable
56.
Pricing Methodology
Auction
57.
Authorised amount of the Programme
ZAR50,000,000,000
58.
Aggregate Outstanding Principal Amount of all ZAR17,221,000,000
Notes in issue on the Issue Date (excluding the
current issue and any other Note(s) issued on the
Issue Date)

59.
Set out the relevant description of any Not Applicable
additional/other Terms and Conditions relating
to the Notes (including covenants, if any)
60.
Material Changes
The Issuer confirms that as at the date of this
Applicable Pricing Supplement, there has
been no material change in the financial or
trading position of the Issuer and its
subsidiaries since the date of the Issuer's
latest unaudited interim financial statements
for the reporting period ended 30 June 2019,
dated 13 August 2019. As at the date of this
Applicable Pricing Supplement, there has
been no involvement by Ernst & Young, the
auditor of the Issuer, in making the
aforementioned statement
61.
Shareholders' approval
The Issuer will not issue and list a Tranche
of Additional Tier 1 Notes to which
Conversion is applicable unless the Issuer
shall
have
obtained
the
required
shareholders' approval in accordance with
the JSE Listings Requirements applicable to
the Main Board of the JSE
62.
Exchange control approval
Not Applicable
RESPONSIBILITY
The Issuer certifies that to the best of its knowledge and belief there are no facts that have been omitted
from this Programme Memorandum and this Applicable Pricing Supplement which would make any
statement false or misleading and that all reasonable enquiries to ascertain such facts have been made and
that this Applicable Pricing Supplement contains all information required by Applicable Law and, in
relation to any Tranche of Notes listed on the Interest Rate Market of the JSE, the JSE Debt Listings
Requirements. The Issuer accepts full responsibility for the accuracy of the information contained in this
Programme Memorandum, this Applicable Pricing Supplement, the annual financial statements and the
annual financial report of the Issuer and any amendments or supplements to the aforementioned documents
from time to time, except as otherwise stated therein.
The JSE takes no responsibility for the contents of this Programme Memorandum, any Applicable Pricing
Supplements, the annual financial statements and/or the annual report of the Issuer (and any amendments
or supplements to the aforementioned documents from time to time). The JSE makes no representation as
to the accuracy or completeness of any of the foregoing documents and expressly disclaims any liability
for any loss arising from or in reliance upon the whole or any part of this Programme Memorandum, any
Applicable Pricing Supplements, the annual financial statements and/or the annual report of the Issuer (any
amendments or supplements to the aforementioned documents from time to time).
The JSE's approval of the registration of this Programme Memorandum and listing of the Notes is not to
be taken in any way as an indication of the merits of the Issuer or of the Notes and that, to the extent
permitted by law, the JSE will not be liable for any claim whatsoever.

As at the date of this Applicable Pricing Supplement, the Issuer confirms that the aggregate Principal
Amount of all Notes Outstanding under this Programme does not exceed ZAR50,000,000,000, being the
maximum aggregate Principal Amount of the Notes that may be issued under the Programme.
Application is hereby made to list this issue of Notes on 5 December 2019 pursuant to the Absa Group
Limited Domestic Medium Term Note Programme. The Programme was registered with the JSE on 15
November 2019.

ABSA GROUP LIMITED

By:
______________________________
By:
___________________________
Name:
Name:
Capacity: Authorised Signatory
Capacity: Authorised Signatory
Date: ____________________________
Date: _________________________