SAPPI LIMITED - Sappi Prices EUR450 Million Senior Secured Notes Offering

Sappi Prices EUR450 Million Senior Secured Notes Offering

Sappi Limited
Reg No 1936/008963/06
(Incorporated in the Republic of South Africa)
JSE Code SAP
ISIN code ZAE000006284
(“Sappi” or “the Company”)


SAPPI PRICES €450 MILLION SENIOR SECURED NOTES OFFERING


Further to Sappi’s announcement on March 10, 2015 in connection with a bond issue, Sappi
Limited announced today that it priced its bond offering to raise €450 million of new senior
secured notes due 2022 with a coupon of 3.375% per annum.

The net proceeds of the offering, together with drawings under credit facilities and cash on
hand, will be used to redeem all of Sappi Papier Holding GmbH’s €250 million senior secured
notes due 2018 and US$300 million senior secured notes due 2019.

Steve Binnie, CEO of Sappi Limited, commented as follows on the bond offering: “We are
delighted with the result of this refinancing and achieving this next step in our objective of
reducing interest costs and extending our maturity profile. The material over-subscription
indicates strong support from the bond investor community, resulting in a historically low
coupon for Sappi of 3.375%. Furthermore, this refinancing reduces our annual interest charge
by approximately US$25 million.”

This press release is for information purposes only and does not constitute any offer to sell or
the solicitation of an offer to buy any security in the United States or in any other jurisdiction.
The notes have not been and will not be registered under the U.S. Securities Act of 1933, as
amended (the “Securities Act”) or applicable state or foreign securities laws and may not be
offered or sold in the United States absent registration under federal or applicable state
securities laws or an applicable exemption from such registration requirements. Any public
offering of securities to be made in the United States will be made by means of a prospectus
that may be obtained from the issuer and that will contain detailed information about the
company and management, as well as financial statements.


This press release shall not be considered an “offer of securities to the public” for purposes of
the Luxembourg law on prospectus for public offering dated 10 July 2005. Furthermore, this
press release constitutes neither an offer to sell nor a solicitation to buy securities nor shall it
give rise to or require the publication of a prospectus in any EU member state which has
implemented the Prospectus Directive.

This announcement does not constitute an invitation or offer to underwrite, subscribe for or
otherwise acquire or dispose of any securities nor is it intended to be an inducement to engage
in investment activity for the purpose of Section 21 of the Financial Services and Markets Act
2000 of the United Kingdom (the “FSMA”).

This announcement is directed only at (i) persons who are outside the United Kingdom; (ii)
persons in the United Kingdom who have professional experience in matters relating to
investments and who are investment professionals within the meaning of Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) of
the United Kingdom (the “Financial Promotion Order”); (iii) persons who fall within Articles
49(2)(a) to (d) (“high net worth companies, unincorporated associations etc.”) of the Financial
Promotion Order; and (iv) any other person to whom this announcement may be lawfully
directed (all such persons together being referred to as “relevant persons”). Any investment or
investment activity to which this announcement relates is only available to relevant persons
and will be engaged in only with relevant persons. This announcement must not be acted on
or relied on by persons who are not relevant persons.

The offer of the notes does not, nor is it intended to, constitute an “offer to the public” (as that
term is defined in the South African Companies Act, 2008 (the “SA Companies Act”)) and does
not, nor is it intended to, constitute a prospectus prepared and registered under the SA
Companies Act. No South African resident or offshore subsidiary of a South African resident
may subscribe for or purchase any of the notes or beneficially own or hold any of the notes
unless specific approval has been obtained from the South African Reserve Bank by such
person or such subscription, purchase or beneficial holding or ownership is otherwise
permitted under the South African exchange control regulations or the rulings promulgated
thereunder.

Forward looking statements

Certain statements in this release that are neither reported financial results nor other historical
information, are forward-looking statements, including but not limited to statements that are
predictions of or indicate future earnings, savings, synergies, events, trends, plans or
objectives.

The words “believe”, “anticipate”, “expect”, “intend”, “estimate”, “plan”, “assume”, “positioned”,
“will”, “may”, “should”, “risk” and other similar expressions, which are predictions of or indicate
future events and future trends and which do not relate to historical matters, identify forward-
looking statements. You should not rely on forward-looking statements because they involve
known and unknown risks, uncertainties and other factors which are in some cases beyond
our control and may cause our actual results, performance or achievements to differ materially
from anticipated future results, performance or achievements expressed or implied by such
forward-looking statements (and from past results, performance or achievements). Certain
factors that may cause such differences include but are not limited to:

       -   the highly cyclical nature of the pulp and paper industry (and the factors that
           contribute to such cyclicality, such as levels of demand, production capacity,                          
           production, input costs including raw material, energy and employee costs, and
           pricing);

       -   the impact on our business of a global economic downturn;

       -   unanticipated production disruptions (including as a result of planned or
           unexpected power outages);

       -   changes in environmental, tax and other laws and regulations;

       -   adverse changes in the markets for our products;

       -   the emergence of new technologies and changes in consumer trends including
           increased preferences for digital media;

       -   consequences of our leverage, including as a result of adverse changes in credit
           markets that affect our ability to raise capital when needed;

       -   adverse changes in the political situation and economy in the countries in which we
           operate or the effect of governmental efforts to address present or future economic
           or social problems;

       -   the impact of restructurings, investments, acquisitions, dispositions and other
           strategic initiatives (including related financing), any delays, unexpected costs or
           other problems experienced in connection with dispositions or with integrating
           acquisitions or implementing restructurings or other strategic initiatives, and
           achieving expected savings and synergies; and

       -   currency fluctuations.


We undertake no obligation to publicly update or revise any of these forward-looking
statements, whether to reflect new information or future events or circumstances or otherwise.




Sponsor: UBS South Africa (Pty) Ltd





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