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PUBLIC ANNOUNCEMENT

PUBLIC ANNOUNCEMENT

(Made pursuant to Regulation 19 and Paragraph a. 01(b) of the Fifth Schedule of the Capital Markets (Securities) (Public Offers Listings and Disclosures) Regulations 2002 and Paragraph 17 of Schedule 2 to the Trust Deed dated 19th July 2012)

At a meeting of the holders (the Noteholders) of the Kshs. 1,520,000,000.00 Medium Term Notes issued by the Bank pursuant to the Trust Deed dated 19th July 2002 (the Notes) held on Tuesday 3rd September 2019 at 10.00 a.m. at the CROWNE PLAZA HOTEL NAIROBI, the Noteholders PASSED the following Extra Ordinary Resolutions relating to a Reserved Matter:

  1. THAT the Pricing Supplement (issued pursuant to the Information Memorandum dated 19th July 2012 and the Notes Trust Deed dated 19th July 2012 for purposes of specifying the relevant issue details of the Notes including but without limitation the Maturity Date and Interest Payment Dates) be amended (with effect from 22nd July 2019 0000hrs) as follows:
    1. Paragraph 8 of the Pricing Supplement is amended by deleting the Maturity Date of “22nd July 2019” and replacing it with the following new Maturity Date: “22nd October 2019”;
    2. Paragraph 15 (Fixed Rate Note Provisions) of the Pricing Supplement under sub-heading “Interest Payment Dates” is amended by the insertion thereto of the following additional Interest Payment Date: Tuesday, October 22, 2019;
    3. Paragraph 15 (Fixed Rate Note Provisions) of the Pricing Supplement under the sub-heading “Determination Dates” is amended by the insertion thereto of the following additional Determination Date: Tuesday, October 22, 2019;
    4. Paragraph 16 (Floating Rate Note Provisions Relating only to Senior Notes) of the Pricing Supplement under the sub-heading “Interest Period” is amended to read as follows:
      1. Interest Period Monday, 30th July 2012- Monday July 22, 2019- 182 day; Tuesday, July 23, 2019- Tuesday October 22, 2019- 91 day
    5. Paragraph 16 (Floating Rate Note Provisions Relating only to Senior Notes) of the Pricing Supplement under the sub-heading “Specified Interest Payment Dates” is amended by the insertion thereto of the following additional Interest Payment Date: Tuesday, October 22, 2019;
    6. Paragraph 16 (Floating Rate Note Provisions Relating only to Senior Notes) of the Pricing Supplement under the sub-heading “Manner in which the Rate of Interest is/are to be determined” is amended to read as follows:

      Interest Period: Monday, July 30, 2012- Monday July 22, 2019- 182 day
      The Kenyan Government 182-day Treasury bill rate, re-priced semi-annually, plus the Margin, applied to the following Interest Period. The average of the Kenyan Government 182-day Treasury bill rate will be the published rate from the weekly auction held by the Central Bank of Kenya 1 week preceding the Interest Period.

      Interest Period: Tuesday, July 23, 2019- Tuesday October 22, 2019- 91 day
      The Kenyan Government 91-day Treasury bill rate, re-priced quarterly, plus the Margin, applied to the following Interest Period. The average of the Kenyan Government 91-day Treasury bill rate will be the published rate from the weekly auction held by the Central Bank of Kenya 1 week preceding the Interest Period.

    7. Paragraph 21 (Redemption Dates) is amended by the deletion of the date 22nd July 2019 as the Redemption Date of the Senior Notes and replacing it with 22nd October 2019, as the new Redemption Date of the Senior Note. Further, the Redemption Date of the fifth and last installment of the Subordinated Notes, being 22nd July 2019, is deleted and replaced with 22nd October 2019, being the new Redemption Date of the fifth and last installment of the Subordinated Notes