Try our mobile app

Sibanye-Stillwater off-market takeover offer for New Century Resources Limited at A$1.10 per share

Published: 2023-02-21 08:06:08 ET
<<<  go to JSE:SSW company page
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” or the “Group” or the “Company”)
Website: www.sibanyestillwater.com

Sibanye-Stillwater off-market takeover offer for New Century Resources Limited at A$1.10
per share

Johannesburg, 21 February 2023: Sibanye-Stillwater (JSE: SSW and NYSE: SBSW) is the
largest shareholder in New Century Resources Limited (ASX:NCZ) (ACN 142 165 080) (New
Century) with an interest of 19.9% after participating in an equity capital raising
that was completed in December 2021.

Today we have launched an off-market takeover offer for all of the shares in New Century
that we do not already own, in accordance with Australian takeovers requirements
(Takeover). The proposed Takeover is in line with our strategy to invest in the circular
economy and be a global leader in tailings retreatment and recycling.

The offer price implies an equity value for New Century of US$103 million (A$149
million)¹ on a fully diluted basis. In the event that Sibanye-Stillwater acquires all
of the securities in New Century that it does not already own, Sibanye-Stillwater will
pay up to US$83 million (A$120 million)¹ under the transaction.

For further information on the transaction please refer to the Bidder’s Statement and
announcement released on the Australian Securities Exchange today, available on Sibanye-
Stillwater's    website   at    https://www.sibanyestillwater.com/business/new-century-
resources-australia/.

Ends.

¹AUD/USD: 0.69.


About New Century

New Century is an Australian base metal producer with significant zinc assets and a
brownfield copper development project. New Century is a top-15 global and top-five
domestic zinc producer, operating Australia's largest hydraulic mine at the Century
Mine in Queensland; extracting, processing and marketing zinc recovered from historical
tailings. New Century is actively progressing life extension opportunities at Century
and studying the potential to restart copper production at the historically significant
Mt Lyell Copper Mine in Tasmania. New Century is also pursuing opportunities with
industry peers to reprocess and rehabilitate contemporary and historical mineralised
waste assets at operational and legacy mine sites.


About Sibanye-Stillwater

Sibanye-Stillwater is a multinational mining and metals processing Group with a diverse portfolio
of mining and processing operations, projects and investments across five continents. The Group
is also one of the foremost global recyclers of PGM autocatalysts and has interests in leading
mine tailings retreatment operations.

Sibanye-Stillwater has established itself as one of the world’s largest primary producers of
platinum, palladium, and rhodium and is also a top tier gold producer. It produces and refines
iridium and ruthenium, nickel, chrome, copper and cobalt. The Group has recently begun to build
and diversify its asset portfolio into battery metals mining and processing and is increasing
its presence in the circular economy by growing and diversifying its recycling and tailings
reprocessing operations globally. For more information refer to www.sibanyestillwater.com.
Investor relations contact:
Email: ir@sibanyestillwater.com
James Wellsted
Executive Vice President: Investor Relations and Corporate Affairs
Tel: +27 (0) 83 453 4014
Website: www.sibanyestillwater.com
YouTube: www.youtube.com/channel/UCl9UZT87nncSvSvJ8i7az8Q

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 (“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. 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, 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; 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 the spread of other contagious diseases, such as coronavirus (“COVID-19”). Further details of potential
risks and uncertainties affecting Sibanye-Stillwater are described in Sibanye-Stillwater’s filings with
the Johannesburg Stock Exchange and the United States Securities and Exchange Commission, including the
Integrated Annual Report and the Annual Report on Form 20-F.

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).

NON-IFRS MEASURES

The information contained in this announcement may contain certain non-IFRS measures, including adjusted
EBITDA, AISC and AIC. These measures may not be comparable to similarly titled measures used by other
companies and are not measures of Sibanye-Stillwater’s financial performance under IFRS. These measures
should not be considered in isolation or as a substitute for measures of performance prepared in accordance
with IFRS. Sibanye-Stillwater is not providing a reconciliation of the forecast non-IFRS financial
information presented in this report because it is unable to provide this reconciliation without
unreasonable effort.

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.