November 18, 2021/NGX

On 8 November 2021, United Bank for Africa Plc (the “Offeror”) launched an invitation to eligible noteholders of the outstanding notes detailed in the table below (the “Notes”) to tender any and all such Notes for purchase by the Offeror for cash (such invitation, the “Offer”), subject to applicable offer and distribution restrictions. The Offer was made subject to satisfaction or waiver (at the sole discretion of the Offeror) of the New Financing Condition and on the terms and subject to the conditions set out in the Tender Offer Memorandum dated 8 November 2021 (the “Tender Offer Memorandum”) and the related notice of guaranteed delivery.

Copies of the Tender Offer Memorandum and any announcements relating to the Offer are available from the Tender Agent as set out below and may also be accessed on the website of the Offeror at: https://www.ubagroup.com. Capitalised terms used in this announcement but not defined have the meanings given to them in the Tender Offer Memorandum. The Offer expired at 5:00 p.m. (New York City time) on 16 November 2021 (the “Expiration Deadline”). The Offeror hereby informs the Noteholders that, as of the Expiration Deadline, the aggregate principal amount of Notes validly tendered and not withdrawn is as set out in the following table:

The New Financing Condition has been satisfied following the successful pricing of the issue of the New Notes on 10 November 2021. Subject to the satisfaction or waiver (at the sole discretion of the Offeror) of the other conditions described in the Tender Offer Memorandum, the Offeror will accept for purchase all Notes validly tendered and not validly withdrawn at or prior to the Expiration Deadline. The Offeror will make payment for the purchased Notes on the Tender Offer Settlement Date and Guaranteed Delivery Settlement Date (as applicable), which are both expected to occur on 19 November 2021.

In addition to the Purchase Price, Noteholders whose Notes are purchased in the Offer will be paid interest accrued and unpaid on the relevant Note or Notes from (and including) the interest payment date for the Notes immediately preceding the Tender Offer Settlement Date to (but excluding) the Tender Offer Settlement Date.

Citigroup Global Markets Limited, Mashreqbank psc, Renaissance Securities (Cyprus) Limited and Standard Chartered Bank are acting as Dealer Managers for the Offer and Citibank, N.A., London Branch is acting as Tender Agent.