Statement re Nedcor Ltd

Old Mutual PLC 18 May 2000 OLD MUTUAL plc Nedcor Ltd wins the bid for South African FBC Fidelity Bank Old Mutual plc announces that its banking subsidiary Nedcor Ltd. has today been selected by the Curator of Banks in South Africa to acquire control of FBC Fidelity Bank (FBC Fidelity). Under a scheme of arrangement agreed with the former shareholders Nedcor will inject approximately R500million of new capital and merge FBC Fidelity with its own Peoples Bank to form South Africa's biggest empowerment bank. The merger will consolidate Nedcor's position as one of the pre-eminent lenders to the underbanked consumer and emerging business markets. The purchase price will be the positive net asset value (NAV) of FBC Fidelity at the effective date of acquisition, after providing for Nedcor's assessment of the value of advances and loans and the cost of the merger with Peoples Bank. A final NAV (with a reassessment of provisions at the effective date) will be determined as at 30 June 2001. If the final NAV is positive, FBC Fidelity Bank Holdings Ltd (the current holding company of FBC Fidelity) will receive ordinary shares in the merged Peoples Bank/FBC. If the final NAV is negative, Nedcor will draw upon subordinated loans to restore the NAV to a neutral position. Nedcor has been given assurance by the appropriate regulators that the FBC Fidelity transaction will not affect their assessment of Nedcor's proposed Stanbic transaction in any way. The merged bank will have strong management capacity taken from both its existing resources and those of its empowerment shareholders, and will in no way affect Nedcor's ability to manage the integration of the merged Nedcor/ Stanbic entity. The FBC transaction is subject to the approval of creditors, the High Court, and other regulatory bodies. Richard Laubscher, Nedcor chief executive, said: 'Our due diligence shows that FBC Fidelity is trading profitably and the acquisition is based on sound business principles. Nedcor is well capitalised with a capital adequacy ratio of 12% which exceeds both current legislation and the anticipated new capital adequacy requirements. Nedcor would therefore not require any capital raising for its existing businesses or for this transaction.' 18 May 2000 Enquiries Old Mutual Tel: +44 20 7569 0100 James Poole College Hill Tel: +44 20 7457 2020 Nicholas Williams Tony Friend College Hill, South Africa Tel: +27 11 447 3030 Graham Fiford Notes to editors FBC Fidelity Bank The bank's parent company is FBC Fidelity Bank Holdings Ltd. The bank was formed in August 1998 when Future Bank merged with Fidelity Bank. After experiencing liquidity problems, the bank was put under curatorship in October 1999. The bank's retail focus is on the lower- and middle-income market where it holds a strong position in home loans and microlending with over 110 000 customers.
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