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Notice to shareholders in terms of section 45(5) of the Companies Act
Sibanye Stillwater Limited
Incorporated in the Republic of South Africa
Registration number 2014/243852/06
Share codes: SSW (JSE) and SBSW (NYSE)
ISIN – ZAE000259701
Issuer code: SSW
("Sibanye-Stillwater", "the Company" and/or "the Group")
Website: www.sibanyestillwater.com
Notice to shareholders in terms of section 45(5) of the Companies Act
Johannesburg, 3 June 2026: Sibanye-Stillwater (Tickers JSE: SSW and NYSE: SBSW)
advises that Sibanye-Stillwater has agreed to guarantee various environmental
requirements and supplier contracts entered into by Keliber Technology Oy.
As required in terms of the provisions of Section 45(5) of the Companies Act 71
of 2008 (the "Companies Act"), Sibanye-Stillwater advises that pursuant to the
special resolution passed at the general meeting of the Company held on 28 May
2026 (the "General Meeting"), the board of directors of the Company (the "Board")
has adopted a resolution to provide guarantees for up to EUR 50 million for
various environmental requirements and supplier contracts entered into by Keliber
Technology Oy, which constitutes the giving of direct and/or indirect financial
assistance to related and inter-related companies and corporations of the Company
(the "Financial Assistance"). Shareholders are notified for purposes of section
45(5)(a) of the Act that the Financial Assistance exceeds one-tenth of one
percent of the Company's net worth.
Having considered all reasonable financial circumstances of the Company in terms
of and pursuant to the provisions of Section 45 as read with Section 4 of the
Companies Act, the Board satisfied itself that:
• immediately after providing the Financial Assistance referred to above, the
Company would satisfy the solvency and liquidity test contemplated in Section 4
of the Companies Act;
• all relevant conditions and restrictions relating to the granting of such
Financial Assistance by the Company contained in the Company's memorandum of
incorporation are satisfied; and
• the terms and conditions on which such Financial Assistance is to be given
are fair and reasonable to the Company.
About Sibanye-Stillwater
Sibanye-Stillwater is a global mining and metals processing group with a diverse
portfolio of operations, projects and investments across five continents. The
Group is also one of the foremost global recyclers of a suite of metals and has
interests in leading secondary mining operations.
Sibanye-Stillwater is one of the largest producers and refiners of platinum group
metals (PGMs: platinum, palladium, rhodium, iridium and ruthenium) and is a top-
tier gold producer. It also produces nickel, chrome, copper, silver, cobalt and
zinc. The Group has also diversified into mining and processing battery metals
and has increased its presence in the circular economy by expanding its recycling
and secondary-mining exposure globally. For more information, see
www.sibanyestillwater.com.
Investor relations contact:
Email: ir@sibanyestillwater.com
Website: www.sibanyestillwater.com
LinkedIn: https://www.linkedin.com/company/sibanye-stillwater
Facebook: https://www.facebook.com/SibanyeStillwater
YouTube: https://www.youtube.com/@sibanyestillwater/videos
X: https://twitter.com/SIBSTILL
Sponsor: J.P. Morgan Equities South Africa Proprietary Limited
DISCLAIMER
FORWARD LOOKING STATEMENTS
This announcement contains forward-looking statements within the meaning of the
"safe harbour" provisions of the United States Private Securities Litigation
Reform Act of 1995. All statements other than statements of historical fact
included in this presentation may be forward-looking statements. Forward-looking
statements may be identified by the use of words such as "will", "would",
"expect", "forecast", "potential", "may", "could", "believe", "aim",
"anticipate", "intend", "target", "estimate" and words of similar meaning.
These forward-looking statements, including among others, those relating to
Sibanye Stillwater Limited's (Sibanye-Stillwater or the Group) future financial
position, business strategies and other strategic initiatives, business
prospects, industry forecasts, production and operational guidance, climate and
ESG-related targets and metrics, and plans and objectives for future operations,
project finance and the completion or successful integration of acquisitions, are
necessarily estimates reflecting the best judgement of Sibanye-Stillwater's
senior management. Readers are cautioned not to place undue reliance on such
statements. Forward-looking statements involve a number of known and unknown
risks, uncertainties and other factors, many of which are difficult to predict
and generally beyond the control of Sibanye-Stillwater that could cause its
actual results and outcomes to be materially different from historical results or
from any future results expressed or implied by such forward-looking statements.
As a consequence, these forward-looking statements should be considered in light
of various important factors, including those set forth in Sibanye-Stillwater's
2025 Integrated Report and annual report on Form 20-F filed with the Securities
and Exchange Commission (SEC) on 24 April 2026 (SEC File no. 333-234096). These
forward-looking statements speak only as of the date of this presentation.
Sibanye-Stillwater expressly disclaims any obligation or undertaking to update or
revise any forward-looking statement (except to the extent legally required).
Websites
References in this announcement to information on websites (and/or social media
sites) are included as an aid to their location and such information is not
incorporated in, and does not form part of, this announcement.
Date: 03-06-2026 01:44:00
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