TRANSACTION OVERVIEW

MERGER OF ECOBANK GHANA LIMITED & THE

TRUST BANK LIMITED

PRESENTATION TO BE MADE AT THE EXTRAORDINARY GENERAL

MEETING OF THE SHAREHOLDERS OF ECOBANK GHANA LIMITED TO
BE HELD IN ACCRA ON JANUARY 20, 2012
TRANSACTION BACKGROUND

To enhance shareholder value through:

OBJECTIVES 1
Economies of scale

2
Unleashing of synergistic value

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APPROACH

1 2 3

Share swap between

Transfer Sale of TTB to
ETI and Shareholders of Merger of EBG and TTB
EBG by ETI
TTB

Completed Subject to approval Subject to approval

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PROCESS

Transaction initiation discussions and preliminary approvals from Boards of all parties
1

Appointment of transaction advisors and due diligence reviews

2

Valuation and negotiations

3

Regulatory approvals and announcements – SEC, GSE and BoG

4

Signing of Agreements and share exchange between ETI and shareholders of TTB
5

Final shareholder approvals for merger of EBG and TTB

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PRICING MECHANISM

EBG TTB Transaction Price:

Transaction Price:
GHC 12.62 per
GHC 3.5 per share
share

P/B Multiple: 3.68 P/B Multiple: 1.78

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TRANSACTION DYNAMICS

PRE-TRANSACTION POST TRANSACTION

No. of shares % No. of shares %

Ecobank Transnational Incorporated 202,129,934 87.83% 202,129,934 68.93%

SSNIT 2,168,814 0.94% 40,748,154 13.90%

Ghana Reinssurance Company Ltd. 3,895,030 1.69% 9,801,190 3.34%

Nominee Account 1,969,296 0.86% 1,969,296 0.67%

Others 19,965,298 8.68% 19,965,298 6.81%

FMO - 0.00% 6,310,000 2.15%

COFIPA - 0.00% 8,518,500 2.91%

African Tiger Mutual Fund - 0.00% 3,786,000 1.29%

TOTAL 230,128,372 100.00% 293,228,372 100.00%

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BENEFITS OF THE MERGER

ƒ The enlarged Ecobank Ghana becomes No. 1 in terms of assets and No. 1 in terms of profitability
out of 26 banks operating in Ghana as at June 30, 2011.

ƒ Shareholders would have maximized their earnings potential in one of the countries accounting for
the large banking revenue pools in Africa.

ƒ The enlarged entity will have the ability to finance big ticket transactions (particularly oil and gas).
The enlarged entity increases the bank’s Single Obligor Limit (SOL) from approx. GHC 62 million
to over GHC 90 million.

ƒ The new entity will have an enhanced treasury base and stronger bargaining power for rates

ƒ The enlarged bank will have a wider geographical presence, with a stronger branch network for
unrivalled competition

ƒ The new Ecobank Ghana will have a harmonized strong corporate (EGH) and strong retail (TTB)
banking businesses, which will offer customers better operating systems and improved services.

ƒ Enhanced shareholder value through improved financial performance.

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THE NEW EBG – SNAPSHOT

Total Market Market No. of

Assets Share Rank Deposits Share Rank Branches Rank PBT Rank

GCB 2,240,478 11.30% 1 1 750,430 12.60% 1 157 1 51,773 3

EGH 1,897,235 9.70% 2 1,445,422 10.10% 2 53 4 52,688 2

SCB 1,833,036 9.40% 3 1,157,564 8.60% 4 22 10 55,988 1

BBG 1,764,473 9.10% 4 1,168,984 8.40% 3 72 2 44,223 4

SBL 1,201,521 6.20% 5 994,574 7.10% 5 21 12 18,899 6

TOTAL 8,936,743 45.80% 6,516,938 46.75% 325 223,581

TTB 533,485 2.70% 15 285,052 2.10% 19 20 14 11,050 11

EBG & TTB 2,430,720 12.50% 1 1,730,474 12.10% 2 73 2 63,738 1

** Position as at June 30, 2011

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KEY TAKEAWAYS

The merger of EBG and TTB represents a winning solution for all parties

GOVERNMENT/THE ECONOMY
• Enhanced tax revenue
SHAREHOLDERS • Employment creation as business
Enhanced dividend as a result of expands
scale • Better pension for Ghanaian retirees
from improved dividends to SSNIT

CUSTOMERS EMPLOYEES

• One-stop banking solution • Exposure to advantages of being

in 35 countries

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THANK YOU

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