Announcements 2023

Interest payment notification - NHM016

Northam bondholders are advised of the following interest payment due on Friday, 11 August 2023:


Northam bondholders are advised of the following interest payment due on Friday, 11 August 2023:

Bond Code: NHM016
ISIN: ZAG000167750
Coupon: 12.267%
Interest Period: 11 May 2023 to 10 August 2023
Interest Amount Due: R114 260 205.15
Payment Date: 11 August 2023
Date Convention: Following Business Day
   

Johannesburg
7 August 2023

Debt Sponsor
One Capital

Acceptance of the mandatory offer from Impala Platinum Holdings Limited (“Implats”) in respect of Northam Holdings’ total 34.5% interest in Royal Bafokeng Platinum Limited (“RBPlat”)

Northam Shareholders are hereby advised that Northam Holdings has submitted its acceptance of the Implats Mandatory Offer in accordance with the instructions set out in the Implats Mandatory Offer Circular.


INTRODUCTION

Shareholders of Northam Holdings (“Northam Shareholders”) are referred to, inter alia:

  • the various SENS announcements published by Northam Holdings in relation to Northam Holdings’ investment in RBPlat;

  • the mandatory offer by Implats to the shareholders of RBPlat (“RBPlat Shareholders”), to acquire the remaining ordinary shares in RBPlat (“RBPlat Shares”) not already held by Implats (“Implats Mandatory Offer”), as set out in the offer circular issued by Implats dated 17 January 2022 (“Implats Mandatory Offer Circular”); and

  • the SENS announcement published by Implats on 30 June 2023 (“Implats Announcement”) wherein RBPlat Shareholders were advised that the Implats Mandatory Offer has become unconditional.

Northam Shareholders are hereby advised that Northam Holdings has submitted its acceptance of the Implats Mandatory Offer in accordance with the instructions set out in the Implats Mandatory Offer Circular in respect of all of the 100 219 552 RBPlat Shares held by Northam Holdings (“Disposal Shares”) (representing c. 34.5% of all RBPlat Shares in issue), for purposes of tendering the Disposal Shares into the Implats Mandatory Offer for acquisition by Implats in terms thereof (“Disposal”).

RATIONALE FOR THE DISPOSAL

Adverse changes in PGM prices

Subsequent to Northam Holdings announcing its initial acquisition of a 32.8% interest in RBPlat on 9 November 2021 (“Announcement Date”), the platinum group metals (“PGM”) market strengthened significantly, resulting in a peak increase of c. 41% in the ZAR 4E basket price based on the average prill split across RBPlat’s operations (“Basket Price”) from the Announcement Date to 8 March 2022.

The Basket Price remained strong throughout 2022, with a net increase of c. 10% from the Announcement Date to the date of Northam Holdings announcing its firm intention to make a voluntary, conditional offer to RBPlat Shareholders to acquire the remaining RBPlat Shares not already held by Northam Holdings (“Northam Offer”) on 9 November 2022 (“Northam FIA”).

Subsequent to the Northam FIA, the Basket Price declined materially, from R36 404 per 4E oz as at the Northam FIA date to R23 652 per 4E oz as at 18 July 2023, representing a decrease of 35.0%. The net decrease in the Basket Price from the Announcement Date to 18 July 2023 is 28.6%.

These adverse market developments have resulted in a material contraction in profit margins and cash generation capacity across the PGM industry (including at RBPlat). As a consequence, equity valuations across the entire PGM sector have declined substantially.

Against this backdrop, Northam’s wholly-owned operations continue to perform well, as reflected in the production update published on SENS on 13 July 2023.

Northam Holdings terminated the Northam Offer following the occurrence of material adverse changes in PGM prices, further details of which are set out in the SENS announcement published by Northam Holdings on 5 April 2023 (“Termination Announcement”).

From the date of the Termination Announcement to 18 July 2023, the Basket Price has further deteriorated by 17.6%.

Opportunity to lock in substantial value and significantly strengthen the balance sheet

The Implats Mandatory Offer has provided Northam with full optionality since December 2021. In light of the prevailing market conditions and negative medium-term outlook, the Implats Mandatory Offer presents a unique and attractive opportunity for Northam to lock in substantial value in relation to the Disposal Shares, with a strong cash underpin that has not been adversely affected by the steep decline in PGM equity valuations across the sector.

The Disposal also presents Northam with an opportunity to significantly strengthen its balance sheet and liquidity position, which in turn provides additional flexibility and optionality for Northam to, subject to the relevant regulatory requirements and approvals necessary, inter alia, potentially:

  • consider the declaration of a maiden dividend;

  • introduce a formal dividend policy;

  • implement share buy-backs; and/or

  • reduce Northam’s third-party debt.

DETAILS OF THE DISPOSAL

In accordance with the terms of the Implats Mandatory Offer as contained in the Implats Mandatory Offer Circular, the offer consideration per RBPlat Share tendered into the Implats Mandatory Offer is R90.00 in cash and 0.3 new ordinary shares in Implats (“Implats Shares”), (“Implats Mandatory Offer Consideration”). Having regard to the Implats Mandatory Offer Consideration, Northam Holdings will receive, in aggregate, c. R9.0 billion in cash (“Cash Consideration”) and 30 065 866 Implats Shares (“Share Consideration”). The Share Consideration will represent a shareholding of at least c. 3.3% in Implats, depending on the level of acceptance by RBPlat Shareholders of the Implats Mandatory Offer.

Based on the closing Implats Share price of R136.28 as at 19 July 2023, the Share Consideration represents c. R4.1 billion of value.

Northam Holdings continues to assess the PGM market and Northam’s operational and cash flow requirements and will evaluate its options in relation to the application of the Cash Consideration and the Share Consideration in due course.

The Disposal amounts to a category 2 transaction for Northam Holdings in terms of paragraph 9.5(a) of the JSE Limited Listings Requirements and is not subject to any conditions precedent. Based on the information contained in the Implats Announcement, the Implats Mandatory Offer (and therefore the Disposal) is expected to be implemented on 24 July 2023.

INFORMATION PERTAINING TO RBPLAT AND IMPLATS

RBPlat

RBPlat is an independently operated, mid-tier PGM producer listed on the exchange operated by the JSE Limited (“JSE”) and originates from a joint venture between Anglo American Platinum Limited and the Royal Bafokeng Holdings Proprietary Limited group, known as the Bafokeng Rasimone Platinum Mine Joint Venture.

RBPlat mines PGMs in the Merensky and UG2 reefs on the Boschkoppie, Styldrift and Frischgewaagd farms in the Rustenburg area of the Bushveld Complex in South Africa.

The value of RBPlat’s total net assets as at 31 December 2022 was R24.7 billion and the total profit after tax for the year ended 31 December 2022 was R3.3 billion.

The aforementioned values attributable to the net assets and profit after tax for RBPlat have been extracted from RBPlat’s audited consolidated annual financial statements for the year ended 31 December 2022, which have been prepared in accordance with the International Financial Reporting Standard (IFRS) as issued by the International Accounting Standards Board (IASB), including interpretations issued by the IFRS Interpretation Committee (IFRS IC), the South African Institute of Chartered Accountants (SAICA) Financial Reporting Guidelines as issued by the Accounting Practices Committee and Financial Pronouncements as issued by the Financial Reporting Standards Council (FRSC).

Implats

Implats is a producer of PGMs and is structured around seven mining operations and Impala Refining Services, a toll refining business. The mining operations are located within the Bushveld Complex in South Africa, the Great Dyke in Zimbabwe and the Canadian Shield. Implats has its primary listing on the JSE and a secondary listing on A2X Markets in South Africa, as well as a level 1 American Depositary Receipt programme in the United States of America.

The value of Implats’ total net assets as at 31 December 2022 was R125.9 billion and the total profit after tax for the six months ended 31 December 2022 was R14.8 billion.

The aforementioned values attributable to the net assets and profit after tax for Implats have been extracted from Implats’ reviewed condensed consolidated interim financial statements for the six months ended 31 December 2022, which have been prepared in accordance with the framework concepts and the measurement and recognition requirements of IFRS, the SAICA Financial Reporting Guidelines as issued by the Accounting Practices Committee, Financial Pronouncements as issued by the FRSC and the minimum requirements of International Accounting Standards (IAS) 34 Interim Financial Reporting.

Paul Dunne, Northam’s Chief Executive Officer, said “The prevailing PGM market conditions and the material decline in the PGM basket price during, in particular, the last four months may signal a potentially protracted cyclical downturn. Relative positioning on the industry cost curve and the ability to retain operational flexibility and balance sheet strength will become increasingly important over time. Northam has always maintained inherent optionality and flexibility in executing its growth strategy and these considerations remain key drivers to all decisions.

The impending closing of the Implats Mandatory Offer, with a substantial cash underpin not affected by substantially lower equity valuations across the sector, presents a well-timed opportunity for Northam to secure a very significant cash injection that will materially strengthen Northam’s balance sheet and liquidity position. It will also positively affect Northam’s ability to continue to return value to its shareholders in the short to medium-term, including through potential dividends and/or share buy-backs, following on from the c. 30% share buy-back which was implemented in 2021.

Northam’s growth strategy initiated in 2015 remains on track and we are pleased with the operational performance and contribution of all our assets”.

Johannesburg
20 July 2023

Corporate Advisor and Sponsor to Northam Holdings

One Capital

Corporate Advisor and Debt Sponsor to Northam Platinum

One Capital

Attorneys to Northam Holdings and Northam Platinum

Webber Wentzel

Interest payment notification - NHM023

Northam bondholders are advised of the following interest payment due on Friday, 21 July 2023:


Northam bondholders are advised of the following interest payment due on Friday, 21 July 2023:

Bond Code: NHM023
ISIN: ZAG000190968
Coupon: 10.958%
Interest Period: 21 April 2023 to 20 July 2023
Interest Amount Due: R6 638 746.68
Payment Date: 21 July 2023
Date Convention: Following Business Day

Johannesburg
18 July 2023

Debt Sponsor
One Capital

Voluntary production update

Northam is pleased to report a 13.0% increase in total equivalent refined metal production from own operations, and a 19.5% increase in total production (including purchased material), for the 30 June 2023 financial year (F2023), compared to the 30 June 2022 financial year (F2022). A key feature for F2023 has been the strong production performance and contribution from all our operations.


Northam is pleased to report a 13.0% increase in total equivalent refined metal production from own operations, and a 19.5% increase in total production (including purchased material), for the 30 June 2023 financial year (F2023), compared to the 30 June 2022 financial year (F2022). A key feature for F2023 has been the strong production performance and contribution from all our operations.

Key production metrics for F2023 compared to F2022 are as follows:

  F2023
oz 4E
F2022
oz 4E
 
% variance
Equivalent refined production from own operations at Zondereinde 321 901 321 962 (0.0%)
Concentrate production from own operations at Booysendal 452 903 372 623 21.5%
Concentrate production from own operations at Eland 48 800 33 086 47.5% 
Total equivalent refined metal production from own operations 809 775 716 488 13.0% 
Equivalent refined metal purchased from third parties 120 407 61 961 94.3% 
Total equivalent refined metal production from own operations including refined metal purchased from third parties 930 182 778 449 19.5% 

Significant production growth has been achieved during F2023 as a result of focussed execution of the group’s growth strategy, which continues to deliver against set targets. Challenges remain, particularly in respect of high mining inflation and the potential for further and possibly more severe Eskom load curtailment events. However, our growth and operational diversification programmes remain on-track and continue to demonstrate the value of our counter cyclical investments and execution capacity across the group, as well as our flexibility in dealing with these challenges.

Johannesburg
13 July 2023

Debt Sponsor
One Capital

Restructure of Northam’s banking facilities

Northam is pleased to announce that it has successfully concluded and implemented an agreement to restructure its existing banking facilities, whereby (i) the R2.445 billion term loan facility (“Term Loan”) has been fully settled and cancelled, and (ii) the existing R7.155 billion five-year revolving credit facility (“RCF”) has been increased by R2.845 billion to R10 billion


SETTLEMENT AND CANCELLATION OF THE TERM LOAN FACILITY AND
INCREASE TO THE REVOLVING CREDIT FACILITY FROM R7.2 BILLION TO R10 BILLION

Northam is pleased to announce that it has successfully concluded and implemented an agreement to restructure its existing banking facilities, whereby (i) the R2.445 billion term loan facility (“Term Loan”) has been fully settled and cancelled, and (ii) the existing R7.155 billion five-year revolving credit facility (“RCF”) has been increased by R2.845 billion to R10 billion (“Restructure”).

As a result of the Restructure, Northam’s total available banking facilities now amount to R11 billion, comprising the increased RCF of R10 billion and existing general banking facilities of R1 billion.

The remaining terms of the RCF remain unchanged, including the maturity date being August 2027.

The Term Loan had a staggered maturity profile of four equal tranches, commencing in February 2026 and ending in August 2027. Consequently, the Restructure has both increased Northam’s available banking facilities and removed the early staggered maturity profile, thereby enhancing the Group’s liquidity and financial flexibility until August 2027.

As at 30 June 2023, all Northam’s banking facilities were fully undrawn and available.
Alet Coetzee, Northam’s Chief Financial Officer, said “The restructured and increased banking facilities provide the Group with additional liquidity and financial flexibility. Northam remains appreciative of the continued support and additional commitment from its consortium of lenders.

Johannesburg
3 July 2023

Corporate Advisor and Sponsor to
Northam Holdings

One Capital

Corporate Advisor and Debt Sponsor to
Northam Platinum

One Capital

Attorneys to Northam Holdings and
Northam Platinum

Webber Wentzel

Global Coordinator and Facility Agent
in respect of the RCF

Nedbank Limited (acting through its Nedbank Corporate and Investment Banking division)

Interest payment notification - NHM022

Northam bondholders are advised of the following interest payment due on Friday, 23 June 2023:


Northam bondholders are advised of the following interest payment due on Friday, 23 June 2023:

Bond Code: NHM022
ISIN: ZAG000190133
Coupon: 11.3%
Interest Period: 23 March 2023 to 22 June 2023
Interest Amount Due: R99 687 671.23
Payment Date: 23 June 2023
Date Convention: Following Business Day

Johannesburg
20 June 2023

Debt Sponsor
One Capital

Interest payment notification - NHM015

Northam bondholders are advised of the following interest payment due on Tuesday, 13 June 2023:


Northam bondholders are advised of the following interest payment due on Tuesday, 13 June 2023:

Bond Code: NHM015
ISIN: ZAG000164922
Coupon: 10.8%
Interest Period: 13 March 2023 to 12 June 2023
Interest Amount Due: R13 610 958.90
Payment Date: 13 June 2023
Date Convention: Following Business Day

Johannesburg
8 June 2023

Debt Sponsor
One Capital

Acceptance of awards

Shareholders are advised of the following acceptances of awards of conditional shares in terms of the Northam Platinum Share Incentive Plan, 2011 (“SIP”), by directors and the company secretary of the company, as well as a director of a major subsidiary of the company


Shareholders are advised of the following acceptances of awards of conditional shares in terms of the Northam Platinum Share Incentive Plan, 2011 (“SIP”), by directors and the company secretary of the company, as well as a director of a major subsidiary of the company:

Nature of transactions: Acceptance of awards of conditional shares which are subject to performance conditions in terms of the SIP (“awards”)
Class of securities: The awards provide participants with the right to settlement, after the vesting date, by way of the equivalent rand value of Northam Holdings shares, determined in accordance with the SIP rules, subject to, inter alia, the achievement of performance conditions
Vesting date: 31 October 2025
Transactions completed on market: No
Clearance obtained in terms of the JSE Listings Requirements: Yes
Transaction 1  
Name of director of the company: PA Dunne
Date of acceptance of awards: 26 May 2023
Total number of Northam Holdings shares covered by the awards: 90 800 performance shares
Strike price and value of transaction: Rnil
Deemed value of transaction*: R14 495 312
Nature and extent of interest: Direct beneficial
Transaction 2  
Name of director of the company: AH Coetzee
Date of acceptance of awards: 26 May 2023
Total number of Northam Holdings shares covered by the awards: 42 700 performance shares
Strike price and value of transaction: Rnil
Deemed value of transaction*: R6 816 628
Nature and extent of interest: Direct beneficial
   
Transaction 3  
Name of company secretary of the company: PB Beale
Date of acceptance of awards: 26 May 2023
Total number of Northam Holdings shares covered by the awards: 22 200 performance shares
Strike price and value of transaction: Rnil
Deemed value of transaction*: R3 544 008
Nature and extent of interest: Direct beneficial
 
Transaction 4  
Name of director of a major subsidiary of the company: LC van Schalkwyk
Name of major subsidiary: Booysendal Platinum Proprietary Limited
Date of acceptance of awards: 26 May 2023
Total number of Northam Holdings shares covered by the awards: 33 100 performance shares
Strike price and value of transaction: Rnil
Deemed value of transaction*: R5 284 084
Nature and extent of interest: Direct beneficial

*The deemed value of the transaction is illustrative and based on all relevant performance shares awarded (priced at the Northam Holdings share price of R159.64 on 25 May 2023). For the avoidance of doubt, the final number of performance shares that will vest, after the vesting date, remains subject to, inter alia, the achievement of performance conditions.

Johannesburg
29 May 2023

Corporate Advisor and Sponsor to Northam Holdings

One Capital

Attorneys to Northam Holdings and Northam Platinum
Webber Wentzel

Corporate Advisor and Debt Sponsor to Northam Platinum
One Capital

Disclosure of an acquisition of a beneficial interest in Northam holdings securities

Northam Holdings shareholders are advised that the company received notification, in the prescribed form, from BlackRock Inc. (“BlackRock”), advising that it has acquired a beneficial interest in the securities of Northam Holdings, such that BlackRock now holds a beneficial interest of 5.04% in the company’s total issued share capital.


In accordance with section 122(3)(b) of the Companies Act, No. 71 of 2008, as amended (“Companies Act”), and paragraph 3.83(b) of the JSE Limited Listings Requirements (“JSE Listings Requirements”), Northam Holdings shareholders are advised that the company received notification, in the prescribed form, from BlackRock Inc. (“BlackRock”), advising that it has acquired a beneficial interest in the securities of Northam Holdings, such that BlackRock now holds a beneficial interest of 5.04% in the company’s total issued share capital.

The company has filed the relevant notification with the Takeover Regulation Panel, as required in terms of section 122(3)(a) of the Companies Act.

The board of directors of Northam Holdings (“Board”) accepts responsibility for the information contained in this announcement and certifies that, to the best of the Board’s knowledge and belief, the information contained in this announcement is true and that there are no facts that have been omitted which would make any statement in this announcement false or misleading and that this announcement contains all information required by law and the JSE Listings Requirements.

Johannesburg
26 May 2023

Corporate Advisor and Sponsor to Northam Holdings
One Capital

Attorneys to Northam Holdings and Northam Platinum

Webber Wentzel

Corporate Advisor and Debt Sponsor to Northam Platinum
One Capital

Listing of new financial instruments – NHM024, NHM025 AND NHM026

The JSE Limited (“JSE”) has granted approval for the listing of Senior Unsecured Floating Rate Notes (“Notes”) under series NHM024, NHM025 and NHM026, respectively, issued under the Northam Platinum Limited ZAR15 000 000 000 Domestic Medium Term Note Programme (“Programme”), dated 29 October 2020, as amended and/or supplemented from time to time (“Programme Memorandum”), as guaranteed by Booysendal Platinum Proprietary Limited, with effect from 25 May 2023.


The JSE Limited (“JSE”) has granted approval for the listing of Senior Unsecured Floating Rate Notes (“Notes”) under series NHM024, NHM025 and NHM026, respectively, issued under the Northam Platinum Limited ZAR15 000 000 000 Domestic Medium Term Note Programme (“Programme”), dated 29 October 2020, as amended and/or supplemented from time to time (“Programme Memorandum”), as guaranteed by Booysendal Platinum Proprietary Limited, with effect from 25 May 2023.

Any capitalised terms not defined in this announcement shall have the meanings ascribed thereto in the section of the Programme Memorandum headed “Terms and Conditions of the Notes”.

The details pertaining to the issue of the NHM024 Notes are as follows:

Instrument Type:

Senior Unsecured Floating Rate Notes

Total Notes in Issue:

ZAR14 999 336 845 (inclusive of this issue of Notes, the NHM025 Notes and the NHM026 Notes, all settling on 25 May 2023)

Instrument Code:

NHM024

Nominal Amount:

ZAR100 000 000

Issue Price:

100%

Interest Rate:

3 Month ZAR-JIBAR plus 200 bps per annum

Interest Rate Determination Date(s):     

25 August 2023, 25 November 2023 and 25 February 2024 (or the first Business Day of each Interest Period) with the first Interest Rate Determination Date being 22 May 2023

Coupon Rate Indicator:

Floating Rate

Issue Date:

25 May 2023

Interest Commencement Date:

25 May 2023

Maturity Date:

25 May 2024

Final Redemption Amount:

100% of Nominal Amount

Last Day to Register:

By 17h00 on 14 August 2023, 14 November 2023, 14 February 2024 and 14 May 2024 or if such day is not a Business Day, the Business Day immediately preceding the Books Closed Period

Books Closed Period:

15 August 2023 to 24 August 2023, 15 November 2023 to 24 November 2023, 15 February 2024 to 24 February 2024 and 15 May 2024 to 24 May 2024 (all dates inclusive), or if any early redemption occurs, 10 Days prior to the actual Redemption Date

Floating Interest Payment Date(s):

25 August 2023, 25 November 2023, 25 February 2024 and 25 May 2024 or, if such day is not a Business Day, the Business Day on which interest will be paid, as determined in accordance with the Applicable Business Day Convention, with the first Floating Interest Payment Date being 25 August 2023

International Securities Identification Number (ISIN):

ZAG000195926

Applicable Business Day Convention:

Following Business Day

Other:

The applicable pricing supplement (“APS”) does not contain additional terms and conditions or changes to the Terms and Conditions. The APS is available on Northam’s website:
https://www.northam.co.za/downloads/send/169-2023/1507-aps-nhm024

The details pertaining to the issue of the NHM025 Notes are as follows:

Instrument Type:

Senior Unsecured Floating Rate Notes

Total Notes in Issue:

ZAR14 999 336 845 (inclusive of this issue of Notes, the NHM024 Notes and the NHM026 Notes, all settling on 25 May 2023)

Instrument Code:

NHM025

Nominal Amount:

ZAR900 000 000

Issue Price:

100%

Interest Rate:

3 Month ZAR-JIBAR plus 300 bps per annum

Interest Rate Determination Date(s):     

25 August, 25 November, 25 February and 25 May (or the first Business Day of each Interest Period) of each year until the Maturity Date with the first Interest Rate Determination Date being 22 May 2023

Coupon Rate Indicator:

Floating Rate

Issue Date:

25 May 2023

Interest Commencement Date:

25 May 2023

Maturity Date:

25 May 2026

Final Redemption Amount:

100% of Nominal Amount

Last Day to Register:

By 17h00 on 14 August, 14 November, 14 February and 14 May of each year until the Maturity Date or if such day is not a Business Day, the Business Day immediately preceding the Books Closed Period

Books Closed Period:

15 August to 24 August, 15 November to 24 November, 15 February to 24 February and 15 May to 24 May of each year until the Maturity Date (all dates inclusive), or if any early redemption occurs, 10 Days prior to the actual Redemption Date

Floating Interest Payment Date(s):

25 August, 25 November, 25 February and 25 May of each year until the Maturity Date or, if such day is not a Business Day, the Business Day on which interest will be paid, as determined in accordance with the Applicable Business Day Convention, with the first Floating Interest Payment Date being 25 August 2023

ISIN:

ZAG000195934

Applicable Business Day Convention:

Following Business Day

Other:

The APS does not contain additional terms and conditions or changes to the Terms and Conditions. The APS is available on Northam’s website:
https://www.northam.co.za/downloads/send/169-2023/1508-aps-nhm025

 

The details pertaining to the issue of the NHM026 Notes are as follows:

Instrument Type:

Senior Unsecured Floating Rate Notes

Total Notes in Issue:

ZAR14 999 336 845 (inclusive of this issue of Notes, the NHM024 Notes and the NHM025 Notes, all settling on 25 May 2023)

Instrument Code:

NHM026

Nominal Amount:

ZAR1 290 000 000

Issue Price:

100%

Interest Rate:

3 Month ZAR-JIBAR plus 375 bps per annum

Interest Rate Determination Date(s):     

25 August, 25 November, 25 February and 25 May (or the first Business Day of each Interest Period) of each year until the Maturity Date with the first Interest Rate Determination Date being 22 May 2023

Coupon Rate Indicator:

Floating Rate

Issue Date:

25 May 2023

Interest Commencement Date:

25 May 2023

Maturity Date:

25 May 2028

Final Redemption Amount:

100% of Nominal Amount

Last Day to Register:

By 17h00 on 14 August, 14 November, 14 February and 14 May of each year until the Maturity Date or if such day is not a Business Day, the Business Day immediately preceding the Books Closed Period

Books Closed Period:

15 August to 24 August, 15 November to 24 November, 15 February to 24 February and 15 May to 24 May of each year until the Maturity Date (all dates inclusive), or if any early redemption occurs, 10 Days prior to the actual Redemption Date

Floating Interest Payment Date(s):

25 August, 25 November, 25 February and 25 May of each year until the Maturity Date or, if such day is not a Business Day, the Business Day on which interest will be paid, as determined in accordance with the Applicable Business Day Convention, with the first Floating Interest Payment Date being 25 August 2023

ISIN:

ZAG000195942

Applicable Business Day Convention:

Following Business Day

Other:

The APS does not contain additional terms and conditions or changes to the Terms and Conditions. The APS is available on Northam’s website:
https://www.northam.co.za/downloads/send/169-2023/1509-aps-nhm026

The Notes will be dematerialised in the Central Securities Depository (CSD) and settlement will take place electronically in terms of the JSE rules.

Johannesburg
24 May 2023

Sole Arranger, Dealer and Debt Sponsor to Northam in respect of the Programme

One Capital

Attorneys to Northam, the Arranger and the Dealer in respect of the Programme

Bowman Gilfillan Inc.