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    Nedcor Empowerment Transaction 
[NOTE: THIS IS AN EXTRACT FROM THE FULL OLD MUTUAL PLC ANNOUNCEMENT]
   
    Direct black shareholding as a result of the Nedcor Transaction
     
   

Further to the cautionary announcement of 4 April 2005 Nedcor is pleased to announce that, as part of its ongoing programme of transformation, and subject to the fulfilment of the conditions precedent set out in Conditions precedent to the Nedcor Transaction, Nedcor is proposing the introduction of direct, broad-based black ownership into the Nedcor Group by way of the issue of new ordinary shares in the share capital of Nedcor ranking pari passu in all respects with the existing issued ordinary shares of Nedcor. Accordingly a diverse group of black stakeholders consisting of employees, clients, community interest groups, non-executive directors and strategic Black Business Partners, have been selected to participate as shareholders.

The proposed transaction achieves strong alignment with the overall strategic objectives of Nedcor in a number of key respects. These include:

  • positioning of Nedbank as a “bank for all”;
  • repositioning of the Nedbank brand in the retail segment with a potential increase in retail clients;
  • assisting in the attainment of employment equity targets, particularly at senior employee levels;
  • repositioning the bank internally and culturally to better serve the requirements of a changing external market;
  • improving market share in the public sector;
  • assisting with targeted expansion and growth into Africa and specifically sub-Saharan Africa;
  • protecting existing business and market share by meeting and exceeding the ownership and control requirements of the FSC;
  • participating in a meaningful way in the development of emerging BEE corporates and securing future growth together with these corporates;
  • building on a leading position in the BEE financing market;
  • rewarding employee and client loyalty; and
  • aligning with Nedcor’s overall programme of promotion of women’s interests.

The table below sets out the total deal size at Nedcor as well as the black ownership at Nedcor using the enlarged issued share capital of Nedcor to facilitate the Nedcor Transaction.

 
 
Total deal
 
Black ownership
 
   
As a % of 
 
Share-
 
Share-
Nedcor's 
 
holding
 
holding
South 
 
(post issue
 
(post issue
African 
 
No of
 
of new
 
of new
 
business 
 
shares
Deal value
shares)
 
shares)
value 
 
m
Rm
 
Employee and Management Schemes
9.7
725
2.23%
 
2.09%
2.57%
Eyethu Black Executive Trust
2.1
156
0.48%
 
0.48%
0.59%
Eyethu Black Management Scheme
5.3
393
1.21%
 
1.21%
1.49%
Eyethu Broad-based Scheme
1.4
107
0.33%
 
0.19%
0.23%
Eyethu Evergreen Trust
0.9
69
0.21%
 
0.21%
0.26%
 
 
Client-orientated Schemes
21.3
1 593
4.89%
 
4.89%
6.03%
Eyethu Retail Client Scheme
9.5
708
2.17%
 
2.17%
2.68%
Eyethu Corporate Client Scheme
11.8
885
2.72%
 
2.72%
3.35%
 
 
Nedcor Non-executive directors
0.8
59
0.18%
 
0.18%
0.22%
 
 
Black Business Partners
7.9
590
1.81%
 
1.81%
2.23%
WIPHOLD Consortium*
3.9
295
0.91%
 
0.91%
1.12%
BRIMSTONE Consortium*
3.9
295
0.91%
 
0.91%
1.12%
 
 
Eyethu Community Trust
1.6
118
0.36%
 
0.36%
 
0.45%
Total
41.3
3 085
9.47%
 
9.33%
 
11.50%
               
* Figures rounded up to 2 decimal places