Statement re Absa

Barclays PLC 25 July 2005 BARCLAYS PLC 25 July 2005 Shareholders are advised that Absa have today made the further announcement set out below regarding the acquisition by Barclays Bank PLC of a majority stake in Absa. Absa Group Limited (Registration number 1986/003934/06) (Incorporated in the Republic of South Africa) JSE share code: ASA ISIN: ZAE000067237 ('Absa') Barclays Bank PLC (Registration number 1026167) (Incorporated in England) ('Barclays') RESULTS OF THE RECOMMENDED ACQUISITION AND CHANGES TO THE BOARD OF ABSA 1. Introduction Shareholders are referred to the Finalisation Date Announcement - Recommended Acquisition Unconditional In Every Respect released on 7 July 2005 and the circular to shareholders dated 20 May 2005 regarding Barclays proposed acquisition of up to 60% of the Absa ordinary shares (the 'Recommended Acquisition') at R82.50 per share (the 'Consideration'). Shareholders are reminded that the Recommended Acquisition was effected through two inter-conditional processes: (i) the scheme of arrangement proposed by Barclays between Absa and the Absa Ordinary Shareholders, excluding the Absa Group Limited Share Incentive Scheme Trust and the Barclays Group (save to the extent that members of that group may hold Absa Ordinary Shares on behalf of third parties), pursuant to which Barclays would acquire 32% of each such Ordinary Shareholder's shares (the 'Scheme'); and (ii) the partial offer by Barclays to Absa Ordinary Shareholders and Preference Shareholders (together 'Shareholders') to acquire from each such Shareholder an additional 28% of his or her shares (the 'Recommended Offer'). 2. Implementation of the Scheme and settlement of the Consideration 2.1 The Scheme will be implemented with effect from Monday, 25 July 2005 (the 'Scheme Operative Date') in respect of Absa Ordinary Shares held by Absa Ordinary Shareholders ('Scheme Participants') registered as such on Friday, 22 July 2005 (the 'Scheme Consideration Record Date'). 2.2 Dematerialised Scheme Participants will have their relevant account with their Central Securities Depository Participant ('CSDP') or Broker debited with the Absa Ordinary Shares disposed of pursuant to the Scheme on the Scheme Operative Date and will have their relevant account credited with the Consideration on Wednesday, 27 July 2005. 2.3 The Consideration will be posted to Certificated Scheme Participants or deposited directly into their bank accounts should there be an existing mandate (if Documents of Title have been received on or prior to the Scheme Consideration Record Date) on Wednesday, 27 July 2005. 3. Results of Recommended Offer and settlement of the Consideration 3.1 Tenders for the Recommended Offer were received in respect of 133 152 609 Absa Ordinary Shares held by Absa Ordinary Shareholders ('Offer Participants') registered as such on Friday, 22 July 2005 (the 'Record Date'). This represents 19.97% of Absa's current issued ordinary share capital. 3.2 All valid tenders in respect of the Recommended Offer have been accepted in full. 3.3 Dematerialised Offer Participants will have their relevant account with their CSDP or Broker debited with the Absa Ordinary Shares disposed of pursuant to the Recommended Offer and credited with the Consideration on Wednesday, 27 July 2005. 3.4 The Consideration will be posted to Certificated Offer Participants or deposited directly into their bank accounts should there be an existing mandate (if Documents of Title are received on or prior to the Record Date) and balance certificates will be posted to them on Wednesday, 27 July 2005. 4. Barclays holding in Absa When aggregating the Absa Ordinary Shares acquired pursuant to the Recommended Acquisition and the Absa Ordinary Shares acquired by way of on market purchases up to Friday, 22 July 2005, Barclays holds 53.96% of Absa's current issued ordinary share capital. 5. Changes to the board of Absa As a result of the successful completion of the Recommended Acquisition, Shareholders are advised that with effect from Wednesday, 27 July 2005: 5.1 Mr Dominic Bruynseels, currently Chief Executive Officer of Barclays Africa, will be appointed as the fourth executive director of Absa and as an executive director on the board of Absa Bank Limited; 5.2 Mr David L Roberts, Director of Barclays PLC and Chief Executive of Barclays International Retail and Commercial Banking and Mr Naguib Kheraj, Group Finance Director of Barclays PLC will be appointed as non-executive directors of Absa and Absa Bank Limited; and 5.3 Dr Johan van Zyl and Mr Patrice Motsepe, the Sanlam nominees to the boards of Absa and Absa Bank Limited, and Mr Theo van Wyk, the Remgro nominee to the boards of Absa and Absa Bank Limited, will resign as directors of Absa and Absa Bank Limited. All required approvals and regulatory clearances in respect of the above have been obtained. For further information, please contact: Absa Group Limited Barclays PLC Investor Relations Investor Relations Willie Roux Mark Merson/James Johnson +27 (0) 11 350 4061 +44 (0) 20 7116 5752/2927 Media Relations Media Relations - London Nick Cairns Chris Tucker +27 (0) 11 350 6565 +44 (0) 20 7116 6223 Media Relations - Johannesburg Liz Hooper +27 (0) 11 328 3160 Johannesburg 25 July 2005 Financial advisors to Absa Financial advisors to Barclays Goldman Sachs International JP Morgan Merrill Lynch International Barclays Capital Absa Corporate & Merchant Bank Attorneys to Absa Attorneys to Barclays Webber Wentzel Bowens Deneys Reitz Inc. International Attorneys to Absa International Attorneys to Barclays Linklaters Clifford Chance LLP Independent Advisor to Absa's Board N.M. Rothschild Sponsor to Absa Merrill Lynch South Africa (Pty) Ltd Co-sponsor to Absa Absa Corporate & Merchant Bank Reporting Accountants to Absa Ernst & Young KPMG This information is provided by RNS The company news service from the London Stock Exchange

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