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SIBANYE STILLWATER LIMITED - Dealing in securities

Release Date: 04/03/2020 16:34
Code(s): SSW     PDF:  
Wrap Text
Dealing in securities

Sibanye Stillwater Limited
Incorporated in the Republic of South Africa
Registration number 2014/243852/06
Share code: SSW
ISIN – ZAE000259701
Issuer code: SSW
(“Sibanye-Stillwater” or “the Group” or “the Company”)

Director Dealings

Johannesburg, 4 March 2020: Sibanye-Stillwater (Tickers JSE: SSW and NYSE: SBSW)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.


Name                            NJ Froneman
Position                        Chief Executive Officer
Company                         Sibanye Stillwater Limited
Nature of interest              Direct and Beneficial
Nature of transaction           On market sale of performance shares to cover
                                associated tax liability
Transaction Date                2 March 2020
Number of Shares                242 155
Class of Security               Ordinary shares
Market Price per share:
Low –                           R32.2250
High –                          R34.4000
sell price -                    R33.0537
Total Value                     R8 004 118,72
Vesting Period                  The Performance Shares vest       on   the   third
                                anniversary of the Grant Date

Name                            NJ Froneman
Position                        Chief Executive Officer
Company                         Sibanye Stillwater Limited
Nature of interest              Direct and Beneficial
Nature of transaction           Retention of performance shares awarded on 1
                                March 2017
Transaction Date                2 March 2020
Number of Shares                278 610
Class of Security               Ordinary Shares
Market Price per share:
Low –                           R32.2250
High –                          R34.4000
sell price -                    R33.0537
Total Value                     R9 209 091,357
Vesting Period                  The Performance Shares vest       on   the   third
                                anniversary of the Grant Date


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


Name                            C Keyter
Position                        Chief Financial Officer
Company                         Sibanye Stillwater Limited
Nature of interest              Direct and Beneficial
Nature of transaction           On market sale of performance shares to cover
                                associated tax liability
Transaction Date                2 March 2020
Number of Shares                150 756
Class of Security               Ordinary shares
Market Price per share:
Low –                           R32.2250
High –                          R34.4000
sell price -                    R33.0537
Total Value                     R4 983 043,60
Vesting Period                  The Performance Shares vest on the third
                                anniversary of the Grant Date

Name                            C Keyter
Position                        Chief Financial Officer
Company                         Sibanye Stillwater Limited
Nature of interest              Direct and Beneficial
Nature of transaction           Retention of performance shares awarded on 1
                                March 2017
Transaction Date                2 March 2020
Number of Shares                173 451
Class of Security               Ordinary shares
Market Price per share:
Low –                           R32.2250
High –                          R34.4000
sell price -                    R33.0537
Total Value                     R5 733 197,32
Vesting Period                  The Performance Shares vest on the third
                                anniversary of the Grant Date

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.

Name                            RA Stewart
Position                        Executive Director of Stillwater Mining Company
                                and EVP: Business Development
Company                         Sibanye Stillwater Limited
Nature of interest              Direct and Beneficial
Nature of transaction           On market sale of performance shares to cover
                                associated tax liability
Transaction Date                2 March 2020
Number of shares                115 211
Class of Security               Ordinary shares
Market Price per share:
Low –                           R32.2250
High –                          R34.4000
sell price -                    R33.0537
Total Value                     R3 808 149,83
Vesting Period                  The Performance Shares vest        on   the   third
                                anniversary of the Grant Date

Name                            RA Stewart
Position                        Executive Director of Stillwater Mining Company
                                and EVP: Business Development
Company                         Sibanye Stillwater Limited
Nature of interest              Direct and Beneficial
Nature of transaction           Retention of performance shares awarded on 1
                                March 2017
Transaction Date                2 March 2020
Number of shares                132 556
Class of Security               Ordinary shares
Market Price per share:
Low –                           R32.2250
High –                          R34.4000
sell price -                    R33.0537
Total Value                     R4 381 466,26
Vesting Period                  The Performance Shares vest        on   the   third
                                anniversary of the Grant Date


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.
Name                      JD Mostert
Position                  EVP: Organisational Effectiveness
Nature of interest        Direct and Beneficial
Nature of transaction     On market sale of performance shares awarded on
                          1 March 2017
Transaction Date          2 March 2020
Number of shares          184 959
Class of Security         Ordinary shares
Market Price per share:
Low –                     R32.2250
High –                    R34.4000
sell price -              R33.0537
Total Value               R6 113 579,30
Vesting Period            The Performance Shares vest     on   the   third
                          anniversary of the Grant Date

Name                      H Dikgale
Position                  EVP: Legal and Compliance
Nature of interest        Direct and Beneficial
Nature of transaction     On market sale of performance shares to cover
                          associated tax liability
Transaction Date          2 March 2020
Number of shares          85 844
Class of Security         Ordinary shares
Market Price per share:
Low –                     R32.2250
High –                    R34.4000
sell price -              R33.0537
Total Value               R2 837 461,82
Vesting Period            The Performance Shares vest     on   the   third
                          anniversary of the Grant Date

Name                      H Dikgale
Position                  EVP: Legal and Compliance
Nature of interest        Direct and Beneficial
Nature of transaction     Retention of performance shares awarded on 1
                          March 2017
Transaction Date          2 March 2020
Number of shares          98 768
Class of Security         Ordinary shares
Market Price per share:
Low –                     R32.2250
High –                    R34.4000
sell price -              R33.0537
Total Value               R3 264 647,84
Vesting Period            The Performance Shares vest     on   the   third
                          anniversary of the Grant Date


Name                      S Bessit
Position                  EVP: SA Gold Operations
Nature of interest        Direct and Beneficial
Nature of transaction     On market sale of performance shares to cover
                          associated tax liability
Transaction Date          2 March 2020
Number of shares          80 879
Class of Security         Ordinary shares
Market Price per share:
Low –                     R32.2250
High –                    R34.4000
sell price -              R33.0537
Total Value               R2 673 350,20
Vesting Period            The Performance Shares vest     on   the   third
                          anniversary of the Grant Date

Name                      S Bessit
Position                  EVP: SA Gold Operations
Nature of interest        Direct and Beneficial
Nature of transaction     Retention of performance shares awarded on 1
                          March 2017
Transaction Date          2 March 2020
Number of shares          93 055
Class of Security         Ordinary shares
Market Price per share:
Low –                     R32.2250
High –                    R34.4000
sell price -              R33.0537
Total Value               R3 075 812,05
Vesting Period            The Performance Shares vest     on   the   third
                          anniversary of the Grant Date

Name                      T Nkosi
Position                  EVP: Corporate Affairs
Nature of interest        Direct and Beneficial
Nature of transaction     On market sale of performance shares awarded on
                          1 September 2016
Transaction Date          2 March 2020
Number of shares          12 711
Class of Security         Ordinary shares
Market Price per share:
Low –                     R32.2250
High –                    R34.4000
sell price -              R33.0537
Total Value               R420 145,58
Vesting Period            The Performance Shares vest     on   the   third
                          anniversary of the Grant Date

Name                      T Nkosi
Position                  EVP: Corporate Affairs
Nature of interest        Direct and Beneficial
Nature of transaction     On market sale of performance shares to cover
                          associated tax liability
Transaction Date          2 March 2020
Number of shares          76 915
Class of Security         Ordinary shares
Market Price per share:
Low –                     R32.2250
High –                    R34.4000
sell price -              R33.0537
Total Value               R2 542 325,34
Vesting Period            The Performance Shares vest     on   the   third
                          anniversary of the Grant Date


Name                      T Nkosi
Position                  EVP: Corporate Affairs
Nature of interest        Direct and Beneficial
Nature of transaction     Retention of performance shares awarded on 1
                          March 2017
Transaction Date          2 March 2020
Number of shares          88 494
Class of Security         Ordinary shares
Market Price per share:
Low –                     R32.2250
High –                    R34.4000
sell price -              R33.0537
Total Value               R2 925 054,13
Vesting Period            The Performance Shares vest     on   the   third
                          anniversary of the Grant Date

Name                      W Robinson
Position                  EVP: Group Technical
Nature of interest        Direct and Beneficial
Nature of transaction     On market sale of performance shares to cover
                          associated tax liability
Transaction Date          2 March 2020
Number of shares          96 511
Class of Security         Ordinary shares
Market Price per share:
Low –                     R32.2250
High –                    R34.4000
sell price -              R33.0537
Total Value               R3 190 045,64
Vesting Period            The Performance Shares vest     on   the   third
                          anniversary of the Grant Date

Name                      W Robinson
Position                  EVP: Group Technical
Nature of interest        Direct and Beneficial
Nature of transaction     Retention of performance shares awarded on 1
                          March 2017
Transaction Date          2 March 2020
Number of shares          111 041
Class of Security         Ordinary shares
Market Price per share:
Low –                     R32.2250
High –                    R34.4000
sell price -              R33.0537
Total Value               R3 670 315,90
Vesting Period            The Performance Shares vest     on   the   third
                          anniversary of the Grant Date

Name                      R van Niekerk
Position                  EVP: SA Platinum Operations
Nature of interest        Direct and Beneficial
Nature of transaction             On market sale of performance shares awarded on
                                  1 March 2017
Transaction Date                  2 March 2020
Number of shares                  243 325
Class of Security                 Ordinary shares
Market Price per share:
Low –                             R32.2250
High –                            R34.4000
sell price -                      R33.0537
Total Value                       R8 042 791,55
Vesting Period                    The Performance Shares vest          on   the   third
                                  anniversary of the Grant Date

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.


Contact:
Email: ir@sibanyestillwater.com

James Wellsted
Head of Investor Relations
+27 (0) 83 453 4014

Sponsor: J.P. Morgan Equities South Africa (Proprietary) Limited

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).

Date: 04-03-2020 04:34:00
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