Alexander Forbes Initial Shares Offering

Davis Polk advised Alexander Forbes Group Holdings Limited in connection with the ZAR 3.2 billion (US$310 million) initial offering of its ordinary shares. The offering consisted of 431,940,542 shares at a price to investors of ZAR 7.50. In addition, the joint bookrunners have an over-allotment option with respect to 64,791,081 ordinary shares of Alexander Forbes.

The offering consisted of an offer for subscription by Alexander Forbes and an offer for sale by certain of its shareholders to institutional and other selected investors in South Africa and in other jurisdictions, including the United States. Alexander Forbes’ shares are listed on JSE Limited under the symbol “AFH”.

Deutsche Bank AG, London Branch, Morgan Stanley & Co. International plc and Rand Merchant Bank, a division of FirstRand Bank Limited, acted as joint bookrunners and joint global coordinators.

Alexander Forbes is a specialized financial services group headquartered in South Africa. The main services provided by the Group include retirement funds and asset consulting, actuarial consulting, investment and administration services, employee risk benefits and healthcare consulting, multi-manager investment and platform solutions, individual financial advice and personal lines insurance. Alexander Forbes’ principal geographic focus is South Africa, where it has been operating since 1935, sub-Saharan Africa, the United Kingdom and other selected jurisdictions.

The Davis Polk corporate team included partner Paul E. Kumleben and associates Radoslaw Michalak and Cherie H. Yang. Partner Simon Witty and associates William Tong and Nick Gilling provided English law advice. Partner John D. Paton and associate Omer Harel provided tax advice. Partner Gregory S. Rowland and associates Vanessa K. Rakel and Denise Yablonovich provided Investment Company Act advice. Members of the Davis Polk team are based in the London and New York offices.

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