Bond Absa Bank 9.965% ( ZAG000169855 ) in ZAR

Absa Bank

100 % ⇌

South Africa

ZAG000169855 ( in ZAR )

9.965% per year ( payment 1 time a year)

31/03/2032

Prospectus brochure of the bond Absa Bank ZAG000169855 en ZAR 9.965%, maturity 31/03/2032

1 000 ZAR

60 000 000 ZAR

31/03/2025 ( In 54 days )

Absa Bank is a leading African financial services group offering a range of banking, wealth, and insurance solutions across various countries, primarily in Africa.

The Bond issued by Absa Bank ( South Africa ) , in ZAR, with the ISIN code ZAG000169855, pays a coupon of 9.965% per year.
The coupons are paid 1 time per year and the Bond maturity is 31/03/2032

DocuSign Envelope ID: 5184E987-5A8D-4B76-B599-3078B5DE036B

APPLICABLE PRICING SUPPLEMENT

ABSA BANK LIMITED
(Incorporated in the Republic of South Africa with limited liability with company registration
number 1986/004794/06)

Issue of ZAR 60,000,000 R2032 Credit-Linked Notes
under its ZAR40,000,000,000 Master Structured Note Programme approved by the JSE Limited t/a The
Johannesburg Stock Exchange

This Applicable Pricing Supplement must be read in conjunction with the Master Structured Note
Programme Memorandum dated 7 November 2018 and registered with the JSE on or about 31 October
2018, as amended and/or supplemented from time to time ("the Master Programme Memorandum"),
prepared by Absa Bank Limited in connection with the Absa Bank Limited ZAR40,000,000,000 Master
Structured Note Programme.
With effect from the date on which this Applicable Pricing Supplement is signed, this Applicable Pricing
Supplement shall replace and supersede the any previous Applicable Pricing Supplement in all respects and
this Applicable Pricing Supplement shall constitute the only pricing supplement relating to the Notes of this
Tranche.
Any capitalised terms not defined in this Applicable Pricing Supplement have the meanings ascribed to
them in Section II-A of the Master Programme Memorandum headed "Terms and Conditions of the Notes",
as amended by the Applicable Product Supplement.
This document constitutes the Applicable Pricing Supplement ("this Applicable Pricing Supplement")
relating to the issue of Notes described herein. The Notes described herein are issued on and subject to
the Terms and Conditions as replaced, amended and/or supplemented by the Applicable Product
Supplement and/or this Applicable Pricing Supplement. To the extent that there is any conflict or
inconsistency between the provisions of this Applicable Pricing Supplement and the provisions of the
Master Programme Memorandum and/or the Applicable Product Supplement, the provisions of this
Applicable Pricing Supplement will prevail for purposes of the Notes described herein.
This Applicable Pricing Supplement supersedes any previous pricing supplement, confirmation, term sheet
or other communication with respect to the Notes described herein.

150323v1

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The Holders of the Notes should ensure that: (i) they fully understand the nature of the Notes and the
extent of their exposure to risks, and (ii) they consider the suitability of the Notes as an investment in the
light of their own circumstances and financial position.
The Notes involve a high degree of risk, including the risk of losing some or a significant part of the
Noteholder's initial investment. A Noteholder should be prepared to sustain a total loss of its investment
in the Notes. The Notes represent general, unsecured, unsubordinated, contractual obligations of the
Issuer and rank pari passu in all respects with each other.
Noteholders are reminded that the Notes constitute obligations of the Issuer only and of no other person.
Therefore, potential Noteholders should understand that they are relying on the credit worthiness of the
Issuer.
DESCRIPTION OF THE NOTES
1.
Issuer:
Absa Bank Limited ("Absa")
2.
Applicable Product Supplement: 2014 Credit Linked Notes Applicable Product Supplement contained
in Section IV-B of the Master Programme Memorandum.
3.
Status of Notes:
Unsubordinated and Unsecured. (The default status of the Notes
under the Master Structured Note Programme is `unsubordinated
and unsecured' per Condition 5 (Status of Notes) of the Master
Programme Memorandum.)
4.
Listing:
Listed Notes
5.
Issuance Currency:
ZAR (South African Rand)
6.
Series Number:
2020-69
7.
Tranche Number:
1
8.
Aggregate Nominal Amount:

a)
Series:
ZAR 60,000,000 (Sixty Million South African Rand)
b)
Tranche:
ZAR 60,000,000 (Sixty Million South African Rand)
9.
Interest:
Interest-bearing
10.
Interest Payment Basis:
Fixed Rate Notes
11.
Automatic/Optional Conversion
Not Applicable
from one

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Interest/Redemption/Payment
Basis to another:
12.
Form of Notes:
Registered Listed Notes: The Notes in this Tranche will be issued in
uncertificated form and held by the CSD
13.
Issue Date:
29 July 2020
14.
Trade Date:
22 July 2020
15.
Specified Denomination:
ZAR1,000,000 per Note.
16.
Issue Price:
100%
17.
Interest Commencement Date
Issue Date
18.
Maturity Date:
31 March 2032
19.
Applicable
Business
Day Following Business Day Convention
Convention:
20.
Business Days:
Johannesburg
21.
Final Redemption Amount:
ZAR 60,000,000 (Sixty Million South African Rand)
22.
Credit Event Backstop Date:
Applicable
23.
Last Date to Register:
The 11th (eleventh) calendar day before each Fixed Interest Payment
Date, i.e. each of the 20th March and the 19th September of each
calendar year or if such day is not a business day then the close of
business on the business day immediately preceding the first day of
a books closed period during the period commencing on the Issue
Date and ending on the Maturity Date
24.
Books Closed Periods:
The Register will be closed for a period of 10 (ten) calendar days prior
to each Fixed Interest Payment Date and prior to the Maturity Date,
i.e. each of the following periods, the 21st of March to the 31th March
and the 20th September to the 30th September of each calendar year
during the term of the Notes, the first 10 calendar days period being
the 20th September 2020 to the 30th September 2020 and the last
period being the 10 day period ending with the Maturity Date
25.
Value of aggregate Nominal ZAR 24,313,087,887.96
Amount of all Notes issued

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under the Structured Note
Programme as at the Issue Date:
FIXED RATE NOTES:

26.
a) Fixed Interest Payment Dates: Each of 31st March and 30th September of each calendar year
during the term of the Notes, commencing on 30th September 2020
and ending on the Maturity Date or, if such day is not a Business
Day, the Business Day on which interest will be paid, as determined
in accordance with the Applicable Business Day Convention (as
specified in this Applicable Pricing Supplement)
b) Fixed Interest Rate:
9.965% per annum payable semi-annually on the Fixed Interest
Payment Dates
c) Day Count Fraction:
The Day Count Fraction is Actual/365 (Fixed).
d) Calculation
Agent Absa Corporate and Investment Banking (a division of Absa Bank
responsible for calculating Limited) or an affiliate thereof, acting in good faith and in a
amount of principal and commercially reasonable manner.
interest:
CREDIT EVENT REDEMPTION:

27.
Type of Credit Linked Note:
Single Name CLN
28.
Redemption at Maturity:
Final Redemption Amount
29.
Redemption following the
Applicable
occurrence of Credit Events:
30.
Extension interest:
Not Applicable
31.
Reference Entity:
Republic of South Africa
The Issuer of the Reference Obligation is listed on the interest rate
32.
Financial Statements of the
market of JSE and as per rule 4.22(cc)(iv)(1) of the JSE Debt Listings
Reference Entity:
Requirements, no additional information is required to be provided
herein
33.
Standard Reference Obligation:
Not Applicable
34.
Reference Obligation:
The obligation identified as follows:
Primary Obligor: Republic of South Africa

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Maturity Date: 31 March 2032
Coupon: 8.25%
CUSIP/ISIN: ZAG000107004
35.
Substitute Reference Obligation: Applicable
36.
Transaction Type:
Not Applicable
37.
All Guarantees:
Applicable
38.
Conditions to Settlement:
Applicable
Credit Event Notice: Applicable
Notice of Publicly Available Information: Applicable
39.
Credit Events:
The following Credit Events apply:
Bankruptcy
Failure to Pay
Grace Period Extension: Applicable
Grace Period: 30 calendar days
Payment Requirement: ZAR 10,000,000
Obligation Acceleration
Repudiation/Moratorium
Restructuring
Default Requirement: ZAR 25,000,000
Mod R: Not Applicable
Mod Mod R: Not Applicable
Multiple Holder Obligation: Not Applicable
Governmental Intervention
40.
Credit Event Accrued Interest:
Not Applicable
41.
Obligations:
Obligation Category: Reference Obligation Only
Obligation Characteristics: None
42.
Excluded Obligations:
None

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43.
Issuer CLN Settlement Option:
Not Applicable
SETTLEMENT:

44.
(a) CLN Settlement Method:
Cash Settlement
Means in respect of each Note an amount equal to the CLN Cash
b) Credit Event Redemption Settlement Amount (as defined below) minus such Note's pro rata
Amount:
share of the Settlement Expenses.
(c) CLN Cash Settlement
Means an amount in ZAR calculated by the Calculation Agent, which
Amount:
amount shall not be less than zero, equal to:
(i)
The amount equal to: the product of (a) the Reference
Obligation Aggregate Nominal Amount and (b) Final
Price; plus

(ii)
the Hedging Costs (as defined below).

"Hedging Costs" means in respect of the Notes, an amount
determined by the Calculation Agent in a commercially reasonable
manner equal to any expense, loss or costs (in which case expressed
as a negative number) or gain (in which case expressed as a positive
number) incurred (or expected to be incurred) by or on behalf of the
Issuer as a result of its terminating, liquidating, modifying, obtaining
or re-establishing any hedge term deposit, related interest rate swap
position or funding arrangements entered into by it (including with
its internal treasury function) specifically in connection with the
Notes.

"Reference Obligation Aggregate Nominal Amount" means ZAR
66,704,703.
PROVISIONS REGARDING REDEMPTION

/ MATURITY
45.
Redemption at the option of the Yes in the event of an Optional Call Redemption Event as described
Issuer:
below.

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If yes:

A) Optional Call Redemption

Event:
(a) Optional Call Redemption
The Issuer may elect, in its sole and absolute discretion, to redeem
Event:
the Notes on the Optional Call Redemption Dates, as notified by the
Issuer to the Noteholder(s) in an Optional Call Redemption Notice
and at the Optional Call Redemption Amount as determined in
accordance with paragraph (c) below:

(b) Optional Call Redemption
31 March 2024 and 31 March 2028, subject to Following Business
Date:
Day Convention
(c) Optional Call Redemption
An amount in ZAR as determined by the Calculation Agent equal to
Amount:
the sum of:
(i)
The Aggregate Nominal Amount of the Note multiplied
by two; plus
(ii)
Any accrued interest from the last Fixed Interest
Payment Date until (but excluding) the Optional Call
Redemption Date.
(d) Minimum period of notice
The minimum period of written or oral notice for the purposes of
this provision shall be seven (7) Business Days and the notice shall
be called an "Optional Call Redemption Notice".

46.
Redemption at the Option of
No
Noteholders:

47.
Early Redemption Amount(s)
Yes
payable on redemption for
taxation reasons, Change in Law
or on Event of Default (if
required):
If yes:

(a)
Amount payable; or
The Early Redemption Amount determined and calculated by the
Calculation Agent in accordance with Condition 8.5 of the Terms
and Conditions of the Notes
(b)
Method of calculation
Not Applicable
of amount payable:

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GENERAL

48.
Financial Exchange:
JSE Limited t/a The Johannesburg Stock Exchange
49.
Calculation & Paying Agent
Absa Corporate and Investment Banking (a division of Absa Bank
Limited) or an affiliate thereof.
50.
Calculation Agent City:
Johannesburg
51.
Paying Agent:
Absa Corporate and Investment Banking (a division of Absa Bank
Limited) or an affiliate thereof.
52.
Specified office of the
15 Alice Lane
Calculation & Paying Agent:
Sandton
2196
Gauteng
Republic of South Africa
53.
Settlement Agent:
Standard Chartered Bank
54.
Specified office of the
4 Sandown Valley Crescent, Sandton, South Africa
Settlement Agent:
55.
Additional selling restrictions:
Not Applicable
56.
ISIN No.:
ZAG000169855
57.
Stock Code:
ASN473
58.
Method of distribution:
Private Placement
59.
If syndicated, names of
Not Applicable
Managers:
60.
If non-syndicated, name of
Absa Corporate and Investment Banking (a division of Absa Bank
Dealer:
Limited) or an affiliate thereof.
61.
Governing law:
The laws of the Republic of South Africa
62.
Issuer Rating on Issue Date:
Issuer Rating: zaAA being the National Long-Term Credit Rating as
assigned by Standard & Poor's on 26 November 2019 and to be
reviewed by Standard & Poor's from time to time.

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63.
Issuer Central Securities
Standard Chartered Bank
Depositary Participant (CSDP):
64.
Debt Listing Requirements:
In accordance with Section 4.22 of the Debt Listing Requirements,
the Issuer confirms that the Programme Amount has not been
exceeded at the time of the issuing of the Notes.
Condition 9 titled "Taxation" in the section II-A of the Master
65.
Other Provisions:
Programme Memorandum titled "Terms and Conditions of the
Notes" is amended in relation to this Tranche of Notes by (i) the
replacement of the words after the dash in Condition 9.3 with the
words "provided that this exception shall only apply to that portion
of the withholding or deduction which could lawfully have been so
reduced", (ii) the deletion of Condition 9.8 and (iii) the insertion of
the following additional paragraphs immediately after Condition
9.7:
"9.8
where such withholding or deduction is imposed on a
payment to an individual and is required to be made
pursuant to European Council Directive 2003/48/EC (or any
other directive implementing the conclusions of the 2312th
Economic and Financial Affairs Council (ECOFIN) meeting of
26 and 27 November 2000) on the taxation of savings
income or any law implementing or complying with, or
introduced in order to conform to, such directive; or
9.9
held by or on behalf of a Noteholder in circumstances
where such party could lawfully reduce the amount of
taxation otherwise levied or leviable upon the principal or
interest by virtue of any tax treaty or non-South African tax
laws applicable to such Noteholder, whether by way of a
tax credit, rebate deduction or reduction equal to all or part
of the amount withheld or otherwise, and whether or not it
is actually claimed and/or granted and/or allowed; or
9.10
in respect of any present or future taxes, duties,
assessments or governmental charges of whatever nature
which are payable otherwise than by withholding from
payment of principal or interest, if any, with respect to such
Note; or
9.11
where any combination of the scenarios or occurrences
contemplated in Conditions 9.1 to 9.10 above occurs.
The Issuer is not liable for or otherwise obliged to pay any taxes that
may arise as a result of the ownership, transfer or redemption of
any Note.
If the Issuer becomes subject generally at any time to any taxing
jurisdiction, authority or agency other than or in addition to South
Africa, references in Conditions 8.2 (Redemption for Tax Reasons or

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due to a Change in Law) and 9 (Taxation) to South Africa shall be
read and construed as references to South Africa and/or to such
other jurisdiction, authority or agency."
66.
Material Change in Financial or The Issuer confirms that as at the date of this Applicable Pricing
Trading Position
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 audited financial statements for the twelve months
ended 31 December 2019. This statement has not been confirmed
nor verified by the auditors of the Issuer.

Responsibility:
The Issuer certifies that to the best of its knowledge and belief there are no facts that have been omitted
which would make any statement false or misleading and that all reasonable enquiries to ascertain such facts
have been made as well as that this Applicable Pricing Supplement contains all information required by law
and the JSE Debt Listing Requirements. The Issuer accepts full responsibility for the accuracy of the
information contained in this Applicable Pricing Supplement and the annual financial report, the amendments
to the annual financial report or any supplements from time to time, except as otherwise stated therein.
The JSE takes no responsibility for the contents of the Applicable Pricing Supplement and the annual financial
report of the Issuer and any amendments or supplements to the aforementioned documents. The JSE makes
no representation as to the accuracy or completeness of the Applicable Pricing Supplement and the annual
financial report of the Issuer and any amendments or supplements to the aforementioned documents and
expressly disclaims any liability for any loss arising from or in reliance upon the whole or any part of the
aforementioned documents. The JSE's approval of the registration of the Programme Memorandum and
listing of the debt securities is not to be taken in any way as an indication of the merits of the Issuer or of the
debt securities and that, to the extent permitted by law, the JSE will not be liable for any claim whatsoever.
Application is hereby made to list this issue of Notes on 29 July 2020

ABSA BANK LIMITED

_____________________________

_______________________________
Letitia Roux
Shamila Thomas
Name:

Name:
Capacity:

Capacity:
Head of Derivatives Mkt Confirmation Mng, FICC OPERATIONS
Confirmations Specialist
Date:

24-07-2020 | 13:11:13 PM SAST

Date:
24-07-2020 | 13:07:04 PM SAST