Sibanye-Stillwater (Tickers JSE: SSW and NYSE: SBSW - https://www.commodity-tv.com/play/sibanye-stillwater-company-teaser-2019/ )in compliance with paragraphs 3.63 to 3.74 of the JSE Limited Listings Requirements ("the Listings Requirements") hereby advises shareholders that Messrs NJ Froneman and C Keyter, Chief Executive Officer and Chief Financial Officer of Sibanye Stillwater Limited have retained and/ or sold Performance Shares which were granted on 1 March 2017 (“the Grant Date”) in terms of The Sibanye Stillwater Limited 2017 Share Plan. Performance Shares awarded to Messrs Froneman and Keyter were sold in order to settle the associated tax liability.
In addition, Neal Froneman has bought call options over 2,976,548 Sibanye-Stillwater shares with a strike price of R33.35 expiring on 8 October 2020. This new trade done at a premium effectively buys back upside to a previous collar transaction that was executed as part of a funding arrangement, in such a manner that is structure is no longer capped and now retains full upside to the SSW share price.
Name : Neal Froneman
Position : Chief Executive Officer
Company : Sibanye Stillwater Limited
Date of transaction : 2 March 2020
Date of expiry of the collar : 8 October 2020
Class of securities : Ordinary shares
Nature of transaction : Off-market Purchase of call options over 2,976,548 Sibanye-Stillwater shares with a strike price of R33.35 and expiring on 8 October 2020
Nature of interest : Direct beneficial
In terms of paragraph 3.66 of the Listings Requirements, the necessary clearance to deal in the above securities has been obtained.
Dealing in securities by a director of major subsidiary
In compliance with paragraphs 3.63 to 3.66 of the Listings Requirements, shareholders are further advised that Dr Richard Stewart, Executive Director of Stillwater Mining Company and a prescribed officer of the Company has retained and/ or sold Performance Shares which were granted on 1 March 2017 (“the Grant Date”) in terms of The Sibanye Stillwater Limited 2017 Share Plan. Performance Shares awarded to Mr Stewart were sold in order to settle the associated tax liability.
Dealing in securities by prescribed officers of the Company
In compliance with paragraphs 3.63 to 3.66 of the Listings Requirements, shareholders are further advised that the following prescribed officers of the Company have retained and/ or sold Performance Shares which were granted on 1 September 2016 and 1 March 2017 (“the Grant Date”) in terms of The Sibanye Stillwater Limited 2017 Share Plan. Performance Shares awarded were sold in order to settle the associated tax liability.
In addition, Robert van Niekerk has entered into a new financing structure in which 257 732 of Mr van Niekerk’s ordinary shares were pledged and subject to scrip lending, security loan of R7.7 million, have been used as collateral under this arrangement.
Name : Robert Van Niekerk
Position : EVP: SA Platinum Operations
Company : Sibanye Stillwater Limited
Date of transaction : 28 February 2020
Date of expiry of the collar : 1 March 2021
Class of securities : Ordinary shares
Nature of transaction : Off-market collar arrangement over 257 732 ordinary shares of the Company with a put strike price of R30.00 and a call strike price of R39.00
Nature of interest : Direct beneficial
Clearance obtained : Yes
In terms of paragraph 3.66 of the Listings Requirements, the necessary clearance to deal in the above securities has been obtained.
Ends.
Sponsor: J.P. Morgan Equities South Africa (Proprietary) Limited
In Europe:
Swiss Resource Capital AG
www.resource-capital.ch
FORWARD LOOKING STATEMENTS
The information in this announcement 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 (trading as Sibanye-Stillwater) (“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.
All statements other than statements of historical facts included in this announcement may be forward-looking statements. Forward-looking statements also often use words such as “will”, “forecast”, “potential”, “estimate”, “expect” 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 and in the Group’s Annual Integrated Report and Annual Financial Report, published on 29 March 2019, and the Group’s Annual Report on Form 20-F filed by Sibanye-Stillwater with the Securities and Exchange Commission on 5 April 2019 (SEC File no. 001-35785), and the Form F-4 filed by Sibanye Stillwater Limited with the Securities and Exchange Commission on 4 October 2019 (SEC File no. 333-234096) and any amendments thereto. 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 those in the forward-looking statements include, among others, our future business prospects; financial positions; debt position and our ability to reduce debt leverage; business, political and social conditions in the United States, United Kingdom, South Africa, Zimbabwe and elsewhere; plans and objectives of management for future operations; our ability to obtain the benefits of any streaming arrangements or pipeline financing; our ability to service our bond Instruments (High Yield Bonds and Convertible Bonds); changes in assumptions underlying Sibanye-Stillwater’s estimation of their current mineral reserves and resources; the ability to achieve anticipated efficiencies and other cost savings in connection with past, ongoing and future acquisitions, as well as at existing operations; our ability to achieve steady state production at the Blitz project; the success of Sibanye-Stillwater’s business strategy; exploration and development activities; the ability of Sibanye-Stillwater to comply with requirements that they operate in a sustainable manner; changes in the market price of gold, PGMs and/or uranium; the occurrence of hazards associated with underground and surface gold, PGMs and uranium mining; the occurrence of labour disruptions and industrial action; the availability, terms and deployment of capital or credit; changes in relevant government regulations, particularly environmental, tax, health and safety regulations and new legislation affecting water, mining, mineral rights and business ownership, including any interpretations thereof which may be subject to dispute; the outcome and consequence of any potential or pending litigation or regulatory proceedings or other environmental, health and safety issues; power disruptions, constraints and cost increases; supply chain shortages and increases in the price of production inputs; 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; the ability to hire and retain senior management or sufficient technically skilled employees, as well as their ability to achieve sufficient representation of historically disadvantaged South Africans’ in management positions; failure of information technology and communications systems; the adequacy of insurance coverage; any social unrest, sickness or natural or man-made disaster at informal settlements in the vicinity of some of Sibanye-Stillwater’s operations; and the impact of HIV, tuberculosis and other contagious diseases. 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).
In addition, Neal Froneman has bought call options over 2,976,548 Sibanye-Stillwater shares with a strike price of R33.35 expiring on 8 October 2020. This new trade done at a premium effectively buys back upside to a previous collar transaction that was executed as part of a funding arrangement, in such a manner that is structure is no longer capped and now retains full upside to the SSW share price.
Name : Neal Froneman
Position : Chief Executive Officer
Company : Sibanye Stillwater Limited
Date of transaction : 2 March 2020
Date of expiry of the collar : 8 October 2020
Class of securities : Ordinary shares
Nature of transaction : Off-market Purchase of call options over 2,976,548 Sibanye-Stillwater shares with a strike price of R33.35 and expiring on 8 October 2020
Nature of interest : Direct beneficial
In terms of paragraph 3.66 of the Listings Requirements, the necessary clearance to deal in the above securities has been obtained.
Dealing in securities by a director of major subsidiary
In compliance with paragraphs 3.63 to 3.66 of the Listings Requirements, shareholders are further advised that Dr Richard Stewart, Executive Director of Stillwater Mining Company and a prescribed officer of the Company has retained and/ or sold Performance Shares which were granted on 1 March 2017 (“the Grant Date”) in terms of The Sibanye Stillwater Limited 2017 Share Plan. Performance Shares awarded to Mr Stewart were sold in order to settle the associated tax liability.
Dealing in securities by prescribed officers of the Company
In compliance with paragraphs 3.63 to 3.66 of the Listings Requirements, shareholders are further advised that the following prescribed officers of the Company have retained and/ or sold Performance Shares which were granted on 1 September 2016 and 1 March 2017 (“the Grant Date”) in terms of The Sibanye Stillwater Limited 2017 Share Plan. Performance Shares awarded were sold in order to settle the associated tax liability.
In addition, Robert van Niekerk has entered into a new financing structure in which 257 732 of Mr van Niekerk’s ordinary shares were pledged and subject to scrip lending, security loan of R7.7 million, have been used as collateral under this arrangement.
Name : Robert Van Niekerk
Position : EVP: SA Platinum Operations
Company : Sibanye Stillwater Limited
Date of transaction : 28 February 2020
Date of expiry of the collar : 1 March 2021
Class of securities : Ordinary shares
Nature of transaction : Off-market collar arrangement over 257 732 ordinary shares of the Company with a put strike price of R30.00 and a call strike price of R39.00
Nature of interest : Direct beneficial
Clearance obtained : Yes
In terms of paragraph 3.66 of the Listings Requirements, the necessary clearance to deal in the above securities has been obtained.
Ends.
Sponsor: J.P. Morgan Equities South Africa (Proprietary) Limited
In Europe:
Swiss Resource Capital AG
www.resource-capital.ch
FORWARD LOOKING STATEMENTS
The information in this announcement 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 (trading as Sibanye-Stillwater) (“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.
All statements other than statements of historical facts included in this announcement may be forward-looking statements. Forward-looking statements also often use words such as “will”, “forecast”, “potential”, “estimate”, “expect” 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 and in the Group’s Annual Integrated Report and Annual Financial Report, published on 29 March 2019, and the Group’s Annual Report on Form 20-F filed by Sibanye-Stillwater with the Securities and Exchange Commission on 5 April 2019 (SEC File no. 001-35785), and the Form F-4 filed by Sibanye Stillwater Limited with the Securities and Exchange Commission on 4 October 2019 (SEC File no. 333-234096) and any amendments thereto. 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 those in the forward-looking statements include, among others, our future business prospects; financial positions; debt position and our ability to reduce debt leverage; business, political and social conditions in the United States, United Kingdom, South Africa, Zimbabwe and elsewhere; plans and objectives of management for future operations; our ability to obtain the benefits of any streaming arrangements or pipeline financing; our ability to service our bond Instruments (High Yield Bonds and Convertible Bonds); changes in assumptions underlying Sibanye-Stillwater’s estimation of their current mineral reserves and resources; the ability to achieve anticipated efficiencies and other cost savings in connection with past, ongoing and future acquisitions, as well as at existing operations; our ability to achieve steady state production at the Blitz project; the success of Sibanye-Stillwater’s business strategy; exploration and development activities; the ability of Sibanye-Stillwater to comply with requirements that they operate in a sustainable manner; changes in the market price of gold, PGMs and/or uranium; the occurrence of hazards associated with underground and surface gold, PGMs and uranium mining; the occurrence of labour disruptions and industrial action; the availability, terms and deployment of capital or credit; changes in relevant government regulations, particularly environmental, tax, health and safety regulations and new legislation affecting water, mining, mineral rights and business ownership, including any interpretations thereof which may be subject to dispute; the outcome and consequence of any potential or pending litigation or regulatory proceedings or other environmental, health and safety issues; power disruptions, constraints and cost increases; supply chain shortages and increases in the price of production inputs; 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; the ability to hire and retain senior management or sufficient technically skilled employees, as well as their ability to achieve sufficient representation of historically disadvantaged South Africans’ in management positions; failure of information technology and communications systems; the adequacy of insurance coverage; any social unrest, sickness or natural or man-made disaster at informal settlements in the vicinity of some of Sibanye-Stillwater’s operations; and the impact of HIV, tuberculosis and other contagious diseases. 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).
