FNBB009

FIRST NATIONAL BANK OF BOTSWANA LIMITED

Incorporated in the Republic of Botswana on 4 July 1972

Company Number BW00000790476

Amended and Restated Pricing Supplement dated 12th July 2022 in respect of Issue of up to

BWP 126,350,000 Unsecured Senior Floating Rate Notes FNBB009 Notes

Under its BWP 3,000,000,000 Medium Term Note Programme Contractual Terms

On the 8th of December 2017, the Issuer issued BWP 126,350,000 Unsecured Senior Floating Rate Notes FNBB009 Notes due 8th December 2024 (common code FNBB009) (Notes) under the First National Bank Botswana Limited BWP 3,000,0000,000 Note Programme (Programme) pursuant to the Programme Memorandum dated 1 December 2011 and the Supplemental Programme Memoranda then in issue. The complete list of Supplementary Memoranda issued to date are those dated 11 July 2015, 4 December 2016, 4 December 2017, 30 January 2018 and 19 November 2019, (together the Programme Memorandum).

The Issuer wishes to amend and restate the applicable pricing supplement in respect of the Notes dated 5th December 2017 (the Previous Applicable Pricing Supplement) as set forth in this amended and restated applicable pricing supplement (the Amended and Restated Applicable Pricing Supplement). This Amended and Restated Applicable Pricing supplement will apply to the Notes from 8th June 2022 and will in respect of such Notes supersede and replace the Previous Applicable Pricing supplement in its entirety.

This document constitutes the Pricing Supplement relating to the issue of Notes described herein. Terms used herein shall be deemed to be defined as set forth in the Programme Memorandum The Notes described in this Amended and Restated Pricing Supplement are subject to the Terms and Conditions of the Notes in the Programme Memorandum. This Amended and Restated Pricing Supplement must be read in conjunction with such Programme Memorandum. To the extent that there is any conflict or inconsistency between the contents of this Amended and Restated Pricing Supplement and the Programme Memorandum, the provisions of this Amended and Restated Pricing Supplement shall prevail.

FNBB009

DESCRIPTION OF THE NOTES

  1. Issuer
  2. Status of Notes
  3. Date Board Approval for issuance of Notes obtained
  4. Date Bank of Botswana approval for issue of the Notes obtained
  5. Series No.
  6. Tranche No.
  7. Aggregate Nominal Amount
  8. Interest/Payment Basis
  9. Automatic/Optional Conversion from one Interest/ Payment Basis to another
  10. Form of Notes
  11. Issue Date
  12. Business Centre
  13. Additional Business Centre
  14. Minimum Denomination
  15. Minimum Subscription
  16. Issue Price
  17. Interest Commencement Date
  18. Maturity Date
  19. Specified Currency
  20. Applicable Business Day Convention
  21. Final Redemption Amount
  22. Interest Payment Dates
  23. Last Date to Register
  24. Books Closed Period(s)

First National Bank of Botswana Limited

Unsecured Senior Notes

14 April 2015

3 November 2017

FNBB009

1

BWP 126,350,000 Floating Rate N/A

Listed Notes (Registered Uncertificated Notes)

8 December 2017 Gaborone Johannesburg

In multiples of BWP 1,000 BWP 100,000

100%

8th December 2017

8th December 2024

BWP

Modified Following Business Day 100% of the Nominal Amount

8th March, 8th June, 8th September, 8th December of each year commencing on the Interest Commencement Date to the Maturity Date

10 Business Days prior to each Interest Payment Date

The Register will be closed as from 17h00 on the Last Date to Register up to and including the Interest Payment Date in respect of each Interest Period

FNBB009

FLOATING RATE NOTES

  1. Floating Interest Payment Date(s)
  2. Interest Period(s)
  1. Definition of Business Day (if different from that set out in Condition 8.2)
  2. Minimum Rate of Interest
  3. Maximum Rate of Interest
  4. Other terms relating to the method of calculating interest (e.g; day count fraction, rounding up provision)
  5. Manner in which the Rate of Interest is to be determined
  6. Margin
    1. Original Margin at Issue Date
    2. additional Margin required as a result of structural changes
    3. Final Margin to apply as from Reset Date
    4. Reset Date
  7. If ISDA Determination;
  1. Floating Rate
  2. Floating Rate Option
  3. Designated Maturity
  4. Reset Date(s)
  5. ISDA Definitions to apply

8th March, 8th June, 8th September, 8th December

Each period from and including one Interest Payment Date to, but excluding the next Interest Payment Date provided that the first Interest Period shall commence on the Interest Commencement Date (8 December 2017) and end on the day before the next Interest Payment Date, each Interest Payment Date as adjusted in accordance with the applicable Business Day Convention

N/A

N/A

N/A

Actual/365

Screen Rate Determination

95 basis points to be added to the Reference Rate (where the Reference Rate was previously the Bank Rate)

261 basis points to be added to the relevant Reference Rate (where the Reference Rate is now MoPR)

356 basis points to be added to the relevant Reference Rate

8 June 2022

N/A

FNBB009

  1. If Screen Determination;
    1. Reference Rate (including releveant period by reference to which the Rate of Interest is to be calculated)
    2. Interest Rate Determination Date(s)
    3. Relevant Screen Page and Reference Code
  2. If Rate of Interest to be calculated otherwise than by ISDA Determination, insert basis for determining Rate Interest/Margin/Fallback provisons
  3. Calculation Agent, responsible for calculating amount of principal and interest

PROVISIONS REGARDING

REDEMPTION/MATURITY

  1. Prior consent of Central Bank, Bank of Botswana required for any redemption prior to Maturity Date
  2. Issuer's Optional Redemption:
    If yes:
    1. Optional Redemption Date(s)
    2. Optional Redemption Amount(s) and method, if any, of calculation of such amount
    3. Minimum Period of Notice (if different from Condition 10.3)
    4. If redeemable in part:
      Minimum Redemption Amount(s) Higher Redemption Amount(s)
    5. Other terms applicable on Redemption
  3. Redemption at the Option of the Noteholders: If yes:
    1. Optional Redemption Date(s)
    2. Optional Redemption Amount(s)

MoPR (Monetary Policy Rate)

Quarterly in arrears on 8th March, 8th June, 8th September, 8th December of each year, being the rate equal to the Rate of Interest payable in arrears on the Interest Payment Date in respect of each Interest Period up to the Maturity Date.

Bank of Botswana Reuters Page "PULE"

N/A

Calculating Agent (being the Issuer)

N/A

No

N/A

N/A

N/A

N/A

N/A

N/A

N/A

No

N/A

N/A

FNBB009

    1. Minimum Period of Notice (if different from Condition 10.4)
    2. If redeemable in part:
      Minimum Redemption Amount(s) Higher Redemption Amount(s)
    3. Other terms applicable on Redemption
    4. Attach pro forma put notice(s)
  1. Early Redemption Amount(s) payable on redemption by Issuer for taxation reasons or on Event of Default (if required)
    1. Amount payable; or
    2. Method of calculation of amount payable
  2. Early Redemption Amount(s) payable on redemption by Issuer for regulatory reasons
    1. Amount payable; or
    2. Method of calculation of amount payable

GENERAL

  1. Nature of Offer
  2. Offer to the public
  3. Date offer open
  4. Date offer closed
  5. Settlement Date
  6. Exchange
  7. Calculation Agent
  8. Paying Agent
  9. Specified office of the Paying Agent
  10. Transfer Secretary
  11. Provisions relating to stabilisation

N/A

N/A

N/A

N/A

N/A

N/A

Yes

100% of Nominal Amount plus any accrued interest

N/A

N/A

N/A

N/A

Private Placement

No

5th December 2017 (9.00am)

5th December 2017 (11.00am)

8th December 217 (T+3)

BSE

Issuer

Issuer

First Place

Plot 54362

Gaborone CBD

Contact: Lolo Molosi

PricewaterhouseCoopers

N/A

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First National Bank of Botswana Limited published this content on 15 July 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 15 July 2022 12:03:08 UTC.