Dealing in shares by Directors and Prescribed Officers

Sibanye-Stillwater (Tickers JSE: SSW and NYSE: SBSW) (https://www.commodity-tv.com/ondemand/companies/profil/sibanye-stillwater-ltd/) reminds shareholders that certain of its directors, directors of major subsidiaries, prescribed officers of Sibanye-Stillwater and its major subsidiaries and other senior employees accepted awards of conditional shares in March 2018 under the Sibanye‑Stillwater Share Plan 2017 (“the Share Plan”). These awards were subject to the fulfilment of various performance conditions and also to the requirement that the employee had to be in the employ of a member of the Sibanye-Stillwater group of companies on 1 March 2021. The conditions have now all been fulfilled as regards certain of those employees who are currently directors, directors of major subsidiaries or prescribed officers of Sibanye-Stillwater and its major subsidiaries (“the Specified Persons”).  As a result, Sibanye-Stillwater became obliged under the Share Plan to allot and issue the Shares.

The Shares were allotted and issued during a prohibited period as defined in terms of the JSE Listings Requirements. As such, Sibanye-Stillwater has sought and received the requisite JSE dispensation, under listings requirements 3.66 and 3.70 to permit Sibanye-Stillwater to allot and issue such Shares to the Specified Persons. The dispensation was granted by the JSE on the basis that the Specified Persons had no discretion as to the allotment and issue, since this was contractually mandated by the awards made and the terms of the Share Plan.

Sibanye-Stillwater allotted and issued the Shares on 16 March 2021.

No monetary consideration is payable under the Share Plan by the Specified Persons to Sibanye-Stillwater for the allotment and issue of the Shares. 

The aggregate value of the Shares on 16 March 2021 was based on the volume weighted average price of a Sibanye-Stillwater share on the JSE on 16 March 2021, which was R70.15.  The highest and lowest trading prices for that day were R 73.35 and R 67.02 respectively.

The aggregate value of the ADRs on 16 March 2021 was based on the volume weighted average price of the Sibanye-Stillwater’s ADR on the NYSE on 16 March 2021, which was US$ 18.9789.  The highest and lowest trading prices for that day were US$ 19.70 and US$18.40 respectively.

FORWARD LOOKING STATEMENTS

The information in this document may contain forward-looking statements within the meaning of the “safe harbour” provisions of the United States Private Securities Litigation Reform Act of 1995. These forward-looking statements, including, among others, those relating to Sibanye Stillwater Limited’s (“Sibanye-Stillwater” or the “Group”) financial positions, business strategies, plans and objectives of management for future operations, are necessarily estimates reflecting the best judgment of the senior management and directors of Sibanye-Stillwater and involve a number of risks and uncertainties that could cause actual results to differ materially from those suggested by the forward-looking statements. As a consequence, these forward-looking statements should be considered in light of various important factors, including those set forth in this document.

All statements other than statements of historical facts included in this document may be forward-looking statements. Forward-looking statements also often use words such as “will”, “forecast”, “potential”, “estimate”, “expect”, “plan”, “anticipate” and words of similar meaning. By their nature, forward-looking statements involve risk and uncertainty because they relate to future events and circumstances and should be considered in light of various important factors, including those set forth in this disclaimer. Readers are cautioned not to place undue reliance on such statements.

The important factors that could cause Sibanye-Stillwater’s actual results, performance or achievements to differ materially from estimates or projections contained in the forward-looking statements include, without limitation, Sibanye-Stillwater’s future financial position, plans, strategies, objectives, capital expenditures, projected costs and anticipated cost savings, financing plans, debt position and ability to reduce debt leverage; economic, business, political and social conditions in South Africa, Zimbabwe, the United States and elsewhere; plans and objectives of management for future operations; Sibanye-Stillwater’s ability to obtain the benefits of any streaming arrangements or pipeline financing; the ability of Sibanye-Stillwater to comply with loan and other covenants and restrictions and difficulties in obtaining additional financing or refinancing; Sibanye-Stillwater’s ability to service its bond instruments; changes in assumptions underlying Sibanye-Stillwater’s estimation of its current mineral reserves; any failure of a tailings storage facility; the ability to achieve anticipated efficiencies and other cost savings in connection with, and the ability to successfully integrate, past, ongoing and future acquisitions, as well as at existing operations; the ability of Sibanye-Stillwater to complete any ongoing or future acquisitions; the success of Sibanye-Stillwater’s business strategy and exploration and development activities; the ability of Sibanye-Stillwater to comply with requirements that it operate in ways that provide progressive benefits to affected communities; changes in the market price of gold and PGMs; the occurrence of hazards associated with underground and surface mining; any further downgrade of South Africa’s credit rating; a challenge regarding the title to any of Sibanye-Stillwater’s properties by claimants to land under restitution and other legislation; Sibanye-Stillwater’s ability to implement its strategy and any changes thereto; the occurrence of labour disruptions and industrial actions; the availability, terms and deployment of capital or credit; changes in the imposition of regulatory costs and relevant government regulations, particularly environmental, tax, health and safety regulations and new legislation affecting water, mining, mineral rights and business ownership, including any interpretation thereof which may be subject to dispute; the outcome and consequence of any potential or pending litigation or regulatory proceedings or environmental, health or safety issues; the concentration of all final refining activity and a large portion of Sibanye-Stillwater’s PGM sales from mine production in the United States with one entity; the identification of a material weakness in disclosure and internal controls over financial reporting; the effect of US tax reform legislation on Sibanye-Stillwater and its subsidiaries; the effect of South African Exchange Control Regulations on Sibanye-Stillwater’s financial flexibility; operating in new geographies and regulatory environments where Sibanye-Stillwater has no previous experience; power disruptions, constraints and cost increases; supply chain shortages and increases in the price of production inputs; the regional concentration of Sibanye-Stillwater’s operations; fluctuations in exchange rates, currency devaluations, inflation and other macro-economic monetary policies; the occurrence of temporary stoppages of mines for safety incidents and unplanned maintenance; Sibanye-Stillwater’s ability to hire and retain senior management or sufficient technically skilled employees, as well as its ability to achieve sufficient representation of historically disadvantaged South Africans (HDSAs) in its management positions; failure of Sibanye-Stillwater’s information technology and communications systems; the adequacy of Sibanye-Stillwater’s insurance coverage; social unrest, sickness or natural or man-made disaster at informal settlements in the vicinity of some of Sibanye-Stillwater’s South African-based operations; and the impact of HIV, tuberculosis and the spread of other contagious diseases, such as the coronavirus disease (COVID-19). Further details of potential risks and uncertainties affecting Sibanye-Stillwater are described in Sibanye-Stillwater’s filings with the Johannesburg Stock Exchange and the United States Securities and Exchange Commission, including the Integrated Annual Report 2019 and the Annual Report on Form 20-F for the fiscal year ended 31 December 2019.

These forward-looking statements speak only as of the date of the content. Sibanye-Stillwater expressly disclaims any obligation or undertaking to update or revise any forward-looking statement (except to the extent legally required). These forward-looking statements have not been reviewed or reported on by the Company’s external auditors.