The project is to purchase approximately 21.7% of TBC Bank’s shares (the “Bank”) from Messrs Badri Japaridze and Mamuka Khazaradaze, the founding shareholders of the Bank (the “Georgian Shareholders”), for up to US$8.5 million. IFC will retain 3.1% of the Bank’s shares for its long term holdings and will grant the Georgian Shareholders an option to repurchase the remainder of the shares over a 4 year time period. The project will increase IFC’s direct shareholding in the Bank and will enable the Georgian Shareholders to purchase additional shares from a financial investor which has chosen to exit the Bank. The purpose of the project is to consolidate the shareholding structure of the Bank, thus positioning the institution for growth through a possible future alliance with potential strategic investors. The opportunity for consolidation has arisen as a result of the recent exit of a financial investor from the Bank’s shareholding. IFC’s share purchase and will enable the Bank to give serious consideration to building alliances with strong strategic players. This strategy, when fully implemented, would provide the Bank with (a) expertise and know-how in offering the Georgian public new banking products, and (b) access to capital to support the Bank’s growth. TBC Bank, is the largest bank in Georgia, holding 25% of the country’s banking assets and 34% of deposits. TBC Bank was established on December 17, 1992 and provides a wide range of retail and corporate banking services. In recent years, TBC Bank has emerged as a leader in the Georgian banking sector and has been key in restoring the public’s confidence in the banking sector. Banks are the primary financial intermediaries in Georgia and play a significant and increasing role in financing economic growth.