EXX - Exxaro acquires remaining 50% stake of Cennergi from Tata Power EXXARO RESOURCES LIMITED Incorporated in the Republic of South Africa (Registration Number: 2000/011076/06) JSE share code: EXX ISIN code: ZAE000084992 ADR code: EXXAY (Exxaro) EXXARO ACQUIRES REMAINING 50% STAKE OF CENNERGI FROM TATA POWER Announcement - Exxaro is pleased to announce that it has concluded an agreement with Khopoli Investments Ltd (“Khopoli”), wholly owned by the Tata Power Company Ltd (“Tata”), to acquire Khopoli’s 50% shareholding in Cennergi (Pty) Ltd (“Cennergi”) for an amount of R1,550 million, subject to normal working capital adjustments. - Post the conclusion of the agreement, Exxaro will have 100% ownership of Cennergi. Conditions Precedent The agreement will be subject to, amongst others, the normal regulatory approvals customary for this type of transaction. About Cennergi - Cennergi owns 2 wind farms which were originally bid as part of Window 2 of the Department of Energy’s Renewable Energy Independent Power Producer Procurement Programme (REIPPPP) namely: - o Amakhala Emoyeni Wind Farm situated near Cookhouse in the Eastern Cape with an installed capacity of 134 Megawatts; and o Tsitsikamma Community Wind Farm located close to Tsitsikamma in the Eastern Cape with an installed capacity of 95 Megawatts. Rationale for the transaction The acquisition of Tata’s 50% shareholding follows Exxaro’s ambitions of growing its presence in the energy sector. Finances - Both Cennergi’s projects are financed via limited non-recourse funding to the amount of circa 75% of the initial project capital. o Outstanding debt is projected to be circa R4.9bn by December 2019, repayable over a 15-year period commencing from 2016; o The debt will be excluded from the Exxaro debt covenant ratios as it is limited recourse funding with no additional security from Exxaro. - Projected EBITDA for 2019 is estimated to be circa R850m. “the collaboration between Exxaro and Tata Power over the past seven years to develop these projects to their current status has been commendable and an outstanding success in South Africa’s implementation of its energy strategy. As a South African-based company, Exxaro is pleased with this opportunity to consolidate its interest in this renewable energy asset at a time in South Africa where we need energy security as we respond to increasing negative sentiment towards coal-based electricity generation,” said Mr Mxolisi Mgojo, CEO of Exxaro Resources. SE VAN LOGGERENBERG GROUP COMPANY SECRETARY 17 September 2019 Sponsor Absa Bank Limited, acting through its Corporate and Investment Banking Division Legal advisers Inlexso (Pty) Ltd Tshisevhe Gwina Ratshimbilani Incorporated, TGR Attorneys Date: 17/09/2019 07:05:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.