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Quarterly Report March 2024

Published: 2024-04-22 08:32:28 ET
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South32 Limited
(Incorporated in Australia under the Corporations Act 2001 (Cth))
(ACN 093 732 597)
ASX / LSE / JSE Share Code: S32; ADR: SOUHY
ISIN: AU000000S320




QUARTERLY REPORT MARCH 2024
QUARTERLY REPORT
•   FY24 production and operating unit cost guidance is unchanged, with the exception of Australia Manganese due to the impacts of
    Tropical Cyclone Megan.

March 2024
•   Achieved major milestones in our portfolio transformation, announcing final investment approval for the Taylor zinc-lead-silver
    deposit at Hermosa1, and the sale of Illawarra Metallurgical Coal for up to US$1.65B2.

•   Aluminium production increased 1% year to date, as Hillside Aluminium achieved record production and                   Brazil Aluminium
    continued to ramp up toward nameplate capacity.

•   Alumina production decreased by 1% year to date, as we completed planned calciner maintenance at                       Worsley Alumina,
    while Brazil Alumina remains on track to achieve production guidance.

•   Cannington payable zinc equivalent3 production increased by 15% year to date, as the operation realised higher average metal grades,
    and mitigated the impact of heavy rainfall following Tropical Cyclone Kirrily.

•   Sierra Gorda payable copper equivalent4 production decreased by 13% year to date, as higher throughput was offset by lower planned
    copper grades, and lower molybdenum recoveries in the current phase of the mine plan.

•   Cerro Matoso payable nickel production decreased by 5% year to date, while increasing by 8% in the quarter due to higher planned
    nickel grades.

•   Illawarra Metallurgical Coal saleable coal production increased by 60% in the quarter, as the operation completed two planned longwall
    moves in the prior quarter, and delivered improved longwall performance at the Appin mine.

•   Operations at Australia Manganese were temporarily suspended in March 2024 due to Tropical Cyclone Megan 5, with recovery plans
    underway to enable a safe return to operations and ore exports.

•   South Africa Manganese achieved record production, delivering an 8% uplift in year to date production.



South32 Chief Executive Officer, Graham Kerr: “During the quarter, we achieved significant milestones aligned with our strategy to transform
our portfolio toward commodities critical in the transition to a low-carbon future.

"We approved development of the Taylor zinc-lead-silver deposit at our Hermosa project, which is expected to deliver attractive returns over
multiple decades and unlock further value as the first phase of our regional scale opportunity.

“We also announced our decision to sell Illawarra Metallurgical Coal for up to US$1.65 billion, which will realise significant value, further
streamline our portfolio and unlock capital to invest in our high-quality base metals projects.

“This quarter, we delivered improved operating results, highlighted by record year to date production at Hillside Aluminium and South Africa
Manganese and a 60 per cent uplift in quarterly volumes at Illawarra Metallurgical Coal.

“Operations at Australia Manganese remain temporarily suspended following Tropical Cyclone Megan, while we progress recovery plans to
enable a safe return to operations. We remain focused on the safety and wellbeing of our workforce and the Groote Eylandt community.

“With the exception of Australia Manganese, our FY24 production and Operating unit cost guidance is unchanged, placing us in a strong
position to capitalise on strengthening market conditions for many of our key commodities."
 Production summary

 South32 share                                                  9M YTD23            9M YTD24                     YoY                 3Q23              2Q24               3Q24                QoQ
 Alumina production (kt)                                               3,852               3,814                (1%)                 1,239             1,284              1,240                (3%)
 Aluminium production (kt)                                               847                  853                 1%                   279                287               278                (3%)
 Payable copper production (kt)                                          53.4                45.5             (15%)                   15.5               15.6              13.9               (11%)
 Payable silver production (koz)                                       8,291             10,049                 21%                  2,479             3,624              3,050               (16%)
 Payable lead production (kt)                                            73.4                83.6               14%                   21.0               30.3              24.8               (18%)
 Payable zinc production (kt)                                            43.0                43.3                 1%                  12.6               15.8              14.3                (9%)
 Payable nickel production (kt)                                          30.6                29.1               (5%)                  10.2               10.0              10.8                 8%
 Metallurgical coal production (kt)                                    3,993               3,031              (24%)                  1,240                744             1,244                67%
 Manganese ore production (kwmt)                                       4,198               3,965                (6%)                 1,261             1,272              1,175                (8%)
 Unless otherwise noted: percentage variance relates to performance during the nine months ended March 2024 compared with the nine months ended March 2023 (YoY), or the March 2024 quarter
 compared with the December 2023 quarter (QoQ); production and sales volumes are reported on an attributable basis.




South32 Quarterly Report March 2024                                                                                                                                                Page 2 of 14
CORPORATE UPDATE
•    We continued to implement our multi-year Safety Improvement Program, including our investment in safety leadership through our
     'Lead Safely Every Day' training which is being deployed across our frontline workforce.
•    Our FY24 Operating unit cost guidance is unchanged, as we remain focused on driving operating performance                         and further
     efficiencies across our business.
•    We entered into a binding agreement to sell Illawarra Metallurgical Coal to an entity owned by Golden Energy and Resources Pte Ltd
     and M Resources Pty Ltd. The consideration for the transaction is up to US$1,650M in cash, comprising upfront consideration of
     US$1,050M, deferred consideration of US$250M and contingent price-linked consideration of up to US$350M 2. The transaction is
     expected to be completed in H1 FY25, subject to the satisfaction of conditions including Foreign Investment Review Board (FIRB) approval
     and the waiver or                 non-exercise of pre-emption rights held by BlueScope Steel (AIS) Proprietary Limited.
•    We entered into a binding agreement to sell our 50% interest in the Eagle Downs metallurgical coal project to a subsidiary of Stanmore
     Resources Limited, for upfront consideration of US$15M, a contingent payment of US$20M and a price-linked royalty of up to US$100M.
     We have now received joint venture approvals for the transaction, which is expected to close in the June 2024 quarter subject to FIRB
     approval and other remaining conditions6.
•    Net debt7 decreased by US$154M to US$937M in the March 2024 quarter as we benefited from improved operating performance and
     a partial unwind in working capital, as we drew down inventory at Hillside Aluminium, partially offset by a temporary inventory build at
     Cannington due to weather related disruptions to rail logistics.
•    We invested US$510M in safe and reliable, and improvement and life extension, capital expenditure           (excluding EAIs) in the nine
     months ended March 2024. Our investment decreased by 31% to US$135M in the                  March 2024 quarter as we realised capital
     efficiencies and deferred certain non-critical projects. FY24 guidance of US$655M (excluding EAIs) remains unchanged.
•    We received net distributions8 of US$60M (South32 share) from our equity accounted investments (EAI) in the nine months ended March
     2024 (US$42M from our manganese business and US$18M from Sierra Gorda).                         No distributions were received in the
     March 2024 quarter, following the temporary suspension of operations at Australia Manganese, and investment in projects at Sierra
     Gorda to improve productivity and grow future volumes.
•    We made Group tax payments of US$148M (excluding EAIs) in the nine months ended March 2024 (US$52M in the March 2024 quarter)
     as cash tax normalised following one-off portfolio related tax payments in the prior period.
•    Following the end of the quarter, we paid a fully-franked interim dividend of US$18M in respect of the           December 2023 half year.

DEVELOPMENT AND EXPLORATION UPDATE
Hermosa project
•    We approved development of our Taylor zinc-lead-silver deposit, following completion of a feasibility study which confirmed the
     potential for a long-life, low-cost9, low-carbon10 operation, with an initial operating life of    ~28 years11, an average EBITDA
                      12
     margin of ~50% and an internal rate of return of ~12% .    13


•    We expect to invest direct and indirect capital expenditure of US$2,160M14 to deliver first production from Taylor in H2 FY27, with
     nameplate production rates expected in FY30.
•    As the first phase of a regional scale opportunity at Hermosa, Taylor’s infrastructure including dewatering, power, roads and site facilities,
     will unlock value for future growth options. These include our Clark battery-grade manganese deposit and potential discoveries in our
     highly prospective regional land package, which has already returned high-grade copper and zinc results from Peake and Flux15.
•    We invested US$256M of growth capital expenditure in the nine months ended March 2024 (US$68M in the                    March 2024 quarter)
     as we progressed construction of key infrastructure and permitting for Taylor and Clark.
•    Dewatering is a critical path item that will enable access to both the Taylor and Clark deposits. During the quarter, we completed our
     fifth surface dewatering well, with the final two wells on track for the June 2024 quarter.
•    We completed planned pre-sink shaft activity at Taylor during the quarter, with shaft construction on track to commence during the
     September 2024 quarter.
•    We directed US$21M to capitalised exploration in the nine months ended March 2024 as we progressed drilling programs at our
     polymetallic Peake and Flux prospects15. Exploration results are expected across the   2024 calendar year.
Greenfield exploration
•    We invested US$23M in our greenfield exploration opportunities in the nine months ended March 2024, as we progressed exploration
     programs targeting base metals in Australia, USA, Canada, Argentina and Ireland.

South32 Quarterly Report March 2024                                                                                                   Page 3 of 14
•    Following the end of the quarter, we completed the acquisition of a 50.1% interest and operatorship of the   Chita Valley copper
     exploration project in San Juan, Argentina.
Other exploration
•    We invested US$51M (US$41M capitalised) in exploration programs at our existing operations and development options in the nine
     months ended March 2024, including US$21M at the Hermosa project (noted above, all capitalised) and US$11M for our Sierra Gorda
     EAI (all capitalised).




South32 Quarterly Report March 2024                                                                                      Page 4 of 14
PRODUCTION SUMMARY
 Production guidance
                                                                   FY23    9M YTD24   FY24e(a) Comments
 (South32 share)
 Worsley Alumina
 Alumina production (kt)                                           3,839      2,861    4,000
 Brazil Alumina (non-operated)
 Alumina production (kt)                                           1,262        953    1,300
 Brazil Aluminium (non-operated)
 Aluminium production (kt)                                           69          76      100
 Hillside   Aluminium16
 Aluminium production (kt)                                          719         540      720
 Mozal   Aluminium16
 Aluminium production (kt)                                          345         237      320
 Sierra Gorda (non-operated)
 Payable copper equivalent production (kt)4                         86.5       55.4      78.7
 Payable copper production (kt)                                     70.7       45.5      67.0
 Payable molybdenum production (kt)                                  1.2        0.7       0.8
 Payable gold production (koz)                                      28.8       18.7      22.5
 Payable silver production (koz)                                    630         448      550
 Cannington
 Payable zinc equivalent production (kt)3                          259.6      212.0    287.2
 Payable silver production (koz)                                  11,183      9,601   12,500
 Payable lead production (kt)                                      101.7       83.6    115.0
 Payable zinc production (kt)                                       59.2       43.3      62.0
 Cerro Matoso
 Payable nickel production (kt)                                     40.8       29.1      40.5
 Illawarra Metallurgical Coal
 Total coal production (kt)                                        6,520      3,450    5,000
 Metallurgical coal production (kt)                                5,497      3,031    4,400
 Energy coal production (kt)                                       1,023        419      600
 Australia Manganese
                                                                                             Production guidance withdrawn in
 Manganese ore production (kwmt)                                   3,545      2,324      n/a March 2024 due to Tropical Cyclone
                                                                                             Megan
 South Africa Manganese
 Manganese ore production (kwmt)                                   2,108      1,641    2,000
a.   The denotation (e) refers to an estimate or forecast year.




South32 Quarterly Report March 2024                                                                                  Page 5 of 14
s




WORSLEY ALUMINA (86% SHARE)
                                                                                                                          3Q24        3Q24
                                                         9M         9M
    South32 share                                                              YoY         3Q23       2Q24      3Q24        vs          vs
                                                       YTD23      YTD24
                                                                                                                          3Q23        2Q24

    Alumina production (kt)                             2,827     2,861         1%           905       962        927        2%        (4%)


    Alumina sales (kt)                                  2,706     2,793         3%           845       985        895        6%        (9%)

Worsley Alumina saleable production increased by 1% (or 34kt) to 2,861kt in the nine months ended March 2024 with planned calciner
maintenance completed in the September 2023 and March 2024 quarters. FY24 production guidance remains unchanged at 4,000kt, with
the refinery expected to achieve nameplate production rates          (4.6Mtpa, 100% basis) in the June 2024 quarter.

We realised a circa 2% premium to the Platts Alumina index17 on a volume weighted M-1 basis for alumina sales in the nine months ended
March 2024, which reflected market based prices with the exception of a legacy supply contract with Mozal Aluminium which is linked to the
LME aluminium price.

During the March 2024 quarter, we converted our second coal-fired boiler to natural gas, which will further reduce the refinery's coal
consumption and operational greenhouse gas emissions.



BRAZIL ALUMINA (36% SHARE, NON-OPERATED)
                                                                                                                          3Q24        3Q24
                                                         9M         9M
    South32 share                                                              YoY         3Q23       2Q24      3Q24        vs          vs
                                                       YTD23      YTD24
                                                                                                                          3Q23        2Q24

    Alumina production (kt)                             1,025       953       (7%)           334       322        313       (6%)       (3%)


    Alumina sales (kt)                                    995       924       (7%)           317       375        277      (13%)      (26%)

Brazil Alumina saleable production decreased by 7% (or 72kt) to 953kt in the nine months ended March 2024 due to the previously reported
impact of third-party power outages and unplanned maintenance. FY24 production guidance remains unchanged at 1,300kt.

We realised a circa 7% premium to the Platts Alumina index18 on a volume weighted M-1 basis for alumina sales in the nine months ended
March 2024, which reflected regional premiums.




South32 Quarterly Report March 2024                                                                                           Page 6 of 14
BRAZIL ALUMINIUM (40% SHARE, NON-OPERATED)
                                                                                                                         3Q24       3Q24
                                                         9M        9M
South32 share                                                                 YoY          3Q23      2Q24         3Q24     vs         vs
                                                       YTD23     YTD24
                                                                                                                         3Q23       2Q24

Aluminium production (kt)                                  45        76       69%             22        26          26    18%          0%


Aluminium sales (kt)                                       42        72       71%             23        32          32    39%          0%

Brazil Aluminium saleable production increased by 69% (or 31kt) to 76kt in the nine months ended March 2024 as the smelter continued to
ramp up all three potlines. FY24 production guidance remains unchanged at 100kt.



HILLSIDE ALUMINIUM (100% SHARE)
                                                                                                                         3Q24       3Q24
                                                         9M        9M
South32 share                                                                 YoY          3Q23      2Q24         3Q24     vs         vs
                                                       YTD23     YTD24
                                                                                                                         3Q23       2Q24

Aluminium production (kt)                                 539       540         0%          177        179         181     2%          1%


Aluminium sales (kt)                                      534       536         0%          197        157         209     6%         33%

Hillside Aluminium saleable production increased by 1kt to an equal record of 540kt in the nine months ended March 2024 as the smelter
continued to test its maximum technical capacity, despite the impact of load-shedding.        FY24 production guidance remains unchanged
         16
at 720kt .

Sales increased by 33% in the March 2024 quarter with three carry-over shipments from the prior quarter supporting a drawdown in
inventory.



MOZAL ALUMINIUM (63.7% SHARE)
                                                                                                                         3Q24       3Q24
                                                         9M        9M
South32 share                                                                 YoY          3Q23      2Q24         3Q24     vs         vs
                                                       YTD23     YTD24
                                                                                                                         3Q23       2Q24

Aluminium production (kt)                                 263       237      (10%)            81        82          71   (12%)      (13%)


Aluminium sales (kt)                                      220       225         2%            43        90          58    35%       (36%)

Mozal Aluminium saleable production decreased by 10% (or 26kt) to 237kt in the nine months ended March 2024,              as the smelter
continued to implement its recovery plan, while managing the impact of load-shedding.                Saleable production volumes in the
March 2024 quarter were in line with our previously revised guidance, and             metal production was returned to 100% LME-grade
quality by the end of the quarter. FY24 production guidance remains unchanged at 320kt16.

Sales decreased by 36% in the March 2024 quarter due to lower product availability and the timing of shipments.

As previously disclosed, we continue to work with Eskom and the Government of the Republic of Mozambique to secure the smelter's hydro-
electric power supply beyond 2026, as there are currently no viable alternative suppliers of renewable energy at the required scale.




South32 Quarterly Report March 2024                                                                                         Page 7 of 14
SIERRA GORDA (45% SHARE)
                                                                                                                               3Q24        3Q24
                                                           9M         9M
South32 share                                                                     YoY          3Q23      2Q24       3Q24         vs          vs
                                                         YTD23      YTD24
                                                                                                                               3Q23        2Q24

Payable copper equivalent production (kt)4                 64.0       55.4      (13%)           19.2      18.3       16.8      (13%)        (8%)


Payable copper production (kt)                             53.4       45.5      (15%)           15.5      15.6       13.9      (10%)       (11%)


Payable copper sales (kt)                                  53.8       45.6      (15%)           15.4      17.2       13.1      (15%)       (24%)

Sierra Gorda payable copper equivalent4 production decreased by 13% (or 8.6kt) to 55.4kt in the nine months ended March 2024 as higher
plant throughput delivered by the de-bottlenecking project (annualised rate of 48.6Mtpa,      100% basis), was more than offset by lower
planned copper grades, and lower molybdenum recoveries in the current phase of the mine plan. FY24 production guidance remains
unchanged at 78.7kt payable copper equivalent              (copper 67.0kt, molybdenum 0.8kt, gold 22.5koz and silver 550koz), with higher
copper grades expected in the               June 2024 quarter, consistent with the mine plan.

Sierra Gorda progressed the feasibility study for the fourth grinding line expansion, which is expected to deliver an increase in plant
throughput to approximately 58Mtpa (100% basis). The feasibility study and a final investment decision by the joint venture partners is now
expected in H1 FY25.



CANNINGTON (100% SHARE)
                                                                                                                               3Q24        3Q24
                                                           9M         9M
South32 share                                                                     YoY          3Q23      2Q24       3Q24         vs          vs
                                                         YTD23      YTD24
                                                                                                                               3Q23        2Q24

Payable zinc equivalent production (kt)3                  185.1      212.0        15%           54.3      76.9       64.8        19%       (16%)


Payable silver production (koz)                           7,815      9,601        23%         2,341      3,474      2,897        24%       (17%)


Payable silver sales (koz)                                7,495      8,739        17%         2,412      3,656      2,210       (8%)       (40%)


Payable lead production (kt)                               73.4       83.6        14%           21.0      30.3       24.8        18%       (18%)


Payable lead sales (kt)                                    73.0       74.5         2%           21.7      31.0       17.9      (18%)       (42%)


Payable zinc production (kt)                               43.0       43.3         1%           12.6      15.8       14.3        13%        (9%)


Payable zinc sales (kt)                                    36.3       39.9        10%            8.8      14.4       11.6        32%       (19%)

Cannington payable zinc equivalent production3 increased by 15% (or 26.9kt) to 212.0kt in the nine months ended March 2024, as the
operation realised higher average silver and lead grades, and mitigated the impact of widespread flooding following Tropical Cyclone Kirrily
during the quarter. FY24 production guidance is currently unchanged at 287.2kt payable zinc equivalent production (silver 12,500koz, lead
115.0kt and zinc 62.0kt), subject to accessing higher grade slopes planned at the end of the June 2024 quarter.

Lower sales volumes in the March 2024 quarter reflected lower product availability and the deferral of shipments to the June 2024 quarter
due to a temporary outage of a third-party rail line following Tropical Cyclone Kirrily. With the rail line now restored, we expect to drawdown
inventory in the June 2024 quarter.




South32 Quarterly Report March 2024                                                                                                Page 8 of 14
CERRO MATOSO (99.9% SHARE)
                                                                                                                            3Q24        3Q24
                                                          9M         9M
South32 share                                                                   YoY          3Q23       2Q24      3Q24        vs          vs
                                                        YTD23      YTD24
                                                                                                                            3Q23        2Q24

Payable nickel production (kt)                            30.6       29.1       (5%)          10.2      10.0       10.8        6%          8%


Payable nickel sales (kt)                                 30.4       28.8       (5%)          10.6       9.5       10.8        2%         14%

Cerro Matoso payable nickel production decreased by 5% (or 1.5kt) to 29.1kt in the nine months ended March 2024, while improving by 8%
(or 0.8kt) in the March 2024 quarter due to higher planned nickel grades. FY24 production guidance remains unchanged at 40.5kt.

Sales increased by 14% in the March 2024 quarter due to the timing of shipments. Year to date price realisations for our ferronickel product
reflected a discount of ~27% to the LME Nickel Index19, as market dynamics remained largely unchanged (FY23: ~29% discount).

We continue to progress our strategic review of Cerro Matoso and expect to provide an update with our                 FY24 financial results.



ILLAWARRA METALLURGICAL COAL (100% SHARE)
                                                                                                                            3Q24        3Q24
                                                          9M         9M
South32 share                                                                   YoY          3Q23       2Q24      3Q24        vs          vs
                                                        YTD23      YTD24
                                                                                                                            3Q23        2Q24

Total coal production (kt)                               4,767     3,450      (28%)         1,436        877     1,405        (2%)        60%

Total coal sales (kt)20                                  4,662     3,334      (28%)         1,477        900     1,238      (16%)         38%


Metallurgical coal production (kt)                       3,993     3,031      (24%)         1,240        744     1,244         0%         67%


Metallurgical coal sales (kt)                            3,873     2,812      (27%)         1,195        763     1,053      (12%)         38%


Energy coal production (kt)                                774       419      (46%)           196        133       161      (18%)         21%


Energy coal sales (kt)                                     789       522      (34%)           282        137       185      (34%)         35%

Illawarra Metallurgical Coal saleable production decreased by 28% (or 1,317kt) to 3,450kt in the nine months ended March 2024. Saleable
production increased by 60% (or 528kt) to 1,405kt in the March 2024 quarter as the operation completed two planned longwall moves in the
prior quarter and delivered improved longwall performance at the Appin mine, which more than offset challenging strata conditions at the
Dendrobium mine during the quarter.

Looking forward, the operation plans to complete a longwall move at Appin and commence the next longwall move at Dendrobium by the
end of the June 2024 quarter. FY24 production guidance remains unchanged at 5.0Mt, reflecting a further expected improvement in longwall
performance and the shorter duration of planned longwall moves in the         June 2024 quarter.




South32 Quarterly Report March 2024                                                                                             Page 9 of 14
AUSTRALIA MANGANESE (60% SHARE)
                                                                                                                             3Q24        3Q24
                                                          9M         9M
South32 share                                                                    YoY         3Q23       2Q24      3Q24         vs          vs
                                                        YTD23      YTD24
                                                                                                                             3Q23        2Q24

Manganese ore production (kwmt)                          2,676      2,324      (13%)           832        789       645      (22%)       (18%)


Manganese ore sales (kwmt)                               2,395      2,573         7%           743        924       709       (4%)       (23%)

Australia Manganese saleable production decreased by 13% (or 352kwmt) to 2,324kwmt in the nine months ended March 2024 as we
temporarily suspended operations due to the impacts of Tropical Cyclone Megan.

On 16 to 17 March 2024, Tropical Cyclone Megan severely impacted operations at Groote Eylandt, with record rainfall of 681mm and the
second strongest wind gusts in the past 20 years.

The intense weather system resulted in widespread flooding across Groote Eylandt and significant damage to critical infrastructure, including
the wharf and port infrastructure and a haulage road bridge that connects the northern pits of the Western Leases mining area and the
processing plant.

The operational recovery has focused on re-establishing critical services and dewatering targeted mining pits.

Engineering studies are underway on the wharf and haulage road bridge infrastructure restoration. These studies will inform the final
schedule and capital costs. Based on our preliminary schedule estimate, we expect to recommence wharf operations and export sales in Q3
FY25.

Alternative shipping options are being evaluated to mitigate the impact of the wharf outage. These options may establish partial ore export
capability in advance of the wharf restoration.

Further detail and anticipated capital costs will be provided once the recovery plans are sufficiently progressed. Guidance for Australia
Manganese remains withdrawn.

Australia Manganese maintains property damage and business interruption insurance. We are working with our insurers to assess the impact
of Tropical Cyclone Megan and expected insurance recoveries.



SOUTH AFRICA MANGANESE (ORE 54.6% SHARE)
                                                                                                                             3Q24        3Q24
                                                          9M         9M
South32 share                                                                    YoY         3Q23       2Q24      3Q24         vs          vs
                                                        YTD23      YTD24
                                                                                                                             3Q23        2Q24

Manganese ore production (kwmt)                          1,522      1,641         8%           429        483       530        24%         10%


Manganese ore sales (kwmt)                               1,524      1,567         3%           492        564       485       (1%)       (14%)

South Africa Manganese saleable production increased by 8% (or 119kwmt) to a record 1,641kwmt in the nine months ended March 2024 as
the operation delivered improved mining performance, and planned maintenance was deferred to the June 2024 quarter. FY24 production
guidance remains unchanged at 2,000kwmt.

Sales decreased by 14% in the March 2024 quarter due to the timing of shipments. Our year to date realised price for manganese ore sales
was a premium of approximately 6% to the medium grade 37% manganese lump ore index 21 on a M-1 basis, as we increased volumes of
premium material from our Wessels mine.




South32 Quarterly Report March 2024                                                                                             Page 10 of 14
NOTES
 1.    Refer to market release "Final investment approval to develop Hermosa's Taylor deposit" dated 15 February 2024.
 2.    Refer to market release "Sale of Illawarra Metallurgical Coal" dated 29 February 2024.

 3.    Payable zinc equivalent production (kt) was calculated by aggregating revenues from payable silver, lead and zinc, and dividing the total Revenue by the price of zinc. FY23 realised prices for zinc
       (US$2,151/t), lead (US$1,919/t) and silver (US$21.1/oz) have been used for FY23, FY24 and FY24e.
 4.    Payable copper equivalent production (kt) was calculated by aggregating revenues from copper, molybdenum, gold and silver, and dividing the total Revenue by the price of copper. FY23 realised
       prices for copper (US$3.51/lb), molybdenum (US$21.28/lb), gold (US$1,821/oz) and silver (US$21.9/oz) have been used for FY23, FY24 and FY24e.
 5.    Refer to market release "Australia Manganese Update" dated 18 March 2024.

 6.    Refer to media release "Agreement to divest interest in Eagle Downs" dated 12 February 2024.
 7.    Net debt number is unaudited and should not be considered as an indication of or alternative to an IFRS measure of profitability, financial performance or liquidity.

 8.    Net distributions from our material equity accounted investments (EAI) (manganese and Sierra Gorda) includes dividends and net repayments/drawdowns of shareholder loans, which are unaudited
       and should not be considered as an indication of or alternative to an IFRS measure of profitability, financial performance or liquidity.
 9.    Based on estimated all-in sustaining costs in the Taylor Feasibility Study benchmarked against the Wood Mackenzie Zinc Mine Normal Costs League (Q4 2023 dataset). Costs are calculated as the
       sum of direct costs, indirect cash costs, interest charges and sustaining capital expenditure.
 10.   Taylor's mine design utilises automation and technology to minimise our environmental impact and lower our greenhouse gas emissions. Discussions are ongoing to support our aim of securing
       100% renewable energy for the project.
 11.   The information in this announcement that refers to Production Target and forecast financial information for Taylor is based on Probable (61%) Ore Reserves and Measured (1%), Indicated (5%),
       Inferred (9%) Mineral Resources and Exploration Target (24%) for the Taylor deposit, and was originally disclosed in "Final investment approval to develop Hermosa's Taylor deposit" dated 15
       February 2024. The Ore Reserves, Mineral Resources and Exploration Target underpinning the Production Target have been prepared by Competent Persons in accordance with the JORC Code.
       South32 confirms that all the material assumptions underpinning the Production Target in the initial public report referred to in ASX Listing Rule 5.16 continue to apply and have not materially
       changed. There is low level of geological confidence associated with Inferred Mineral Resources and there is no certainty that further exploration work will result in the determination of Indicated
       Mineral Resources or that the Production Target will be realised. The potential quantity and grade of the Exploration Target is conceptual in nature. In respect of Exploration Target used in the
       Production Target, there has been insufficient exploration to determine a Mineral Resource and there is no certainty that further exploration work will result in the determination of Mineral Resources
       or that the Production Target itself will be realised. The stated Production Target is based on South32’s current expectations of future results or events and should not be solely relied upon by investors
       when making investment decisions. Further evaluation work and appropriate studies are required to establish sufficient confidence that this target will be met. South32 confirms that inclusion of
       33% of tonnage (9% Inferred Mineral Resources and 24% Exploration Target) is not the determining factor of the project viability and the project forecasts a positive financial performance when
       using 67% tonnage (61% Probable Ore Reserves and 1% Measured and 5% Indicated Mineral Resources). South32 is satisfied, therefore, that the use of Inferred Mineral Resources and Exploration
       Target in the Production Target and forecast financial information reporting is reasonable.
 12.   Average EBITDA margin calculated over steady state production years (FY30-FY51).

 13.   Post tax internal rate of return (nominal) calculation is reflective of cash outflows from 1 January 2024.

 14.   Pre-production direct and indirect capital expenditure, in real terms, from 1 January 2024 to first expected production in H2 FY27.

 15.   Exploration Results and Exploration Targets: The information in this announcement that relates to the Exploration Results and Targets for Taylor, Clark, Peake and Flux is extracted from the market
       release "Final investment approval to develop Hermosa's Taylor deposit" dated 15 February 2024. The information was prepared by D Bertuch, Competent Person in accordance with the
       requirements of the JORC Code. South32 confirms that it is not aware of any new information or data that materially affects the information included in the original market announcement. South32
       confirms that the form and context in which the Competent Person’s findings are presented have not been materially changed from the original market announcement.
 16.   Production guidance for Hillside Aluminium and Mozal Aluminium does not assume any load-shedding impact on production.

 17.   The sales volume weighted average of the Platts Alumina index (FOB) on the basis of a one-month lag to published pricing (Month minus one or “M-1”) was US$342/t in the nine months ended
       March 2024.
 18.   The sales volume weighted average of the Platts Alumina index (FOB) on the basis of a one-month lag to published pricing (Month minus one or “M-1”) was US$341/t in the nine months ended
       March 2024.
 19.   Our realised price for nickel sales in the nine months ended March 2024 was US$5.95/lb, which represented a ~27% discount to the average LME Nickel index price of US$8.13/lb.

 20.   Illawarra Metallurgical Coal sales are adjusted for moisture and will not reconcile directly to Illawarra Metallurgical Coal production.

 21.   The sales volume weighted average of the Metal Bulletin 37% manganese lump ore index (FOB Port Elizabeth, South Africa) on the basis of a one-month lag to
       published pricing (Month minus one or “M-1”) was US$2.87/dmtu in the nine months ended March 2024.

The following abbreviations have been used throughout this report: US$ million (US$M); US$ billion (US$B); grams per tonne (g/t); tonnes (t);            thousand tonnes (kt); thousand tonnes per
annum (ktpa); million tonnes (Mt); million tonnes per annum (Mtpa); ounces (oz); thousand ounces (koz);          million ounces (Moz); thousand wet metric tonnes (kwmt); million wet metric tonnes
(Mwmt); million wet metric tonnes per annum (Mwmt pa);                    dry metric tonne unit (dmtu); thousand dry metric tonnes (kdmt).

Figures in Italics indicate that an adjustment has been made since the figures were previously reported. The denotation (e) refers to an estimate or forecast year.




South32 Quarterly Report March 2024                                                                                                                                                         Page 11 of 14
OPERATING PERFORMANCE
                                               9M      9M
South32 share                                                3Q23   4Q23    1Q24   2Q24         3Q24
                                             YTD23   YTD24

Worsley Alumina (86% share)

Alumina hydrate production (kt)              2,876   2,860    921    957     973    961           926

Alumina production (kt)                      2,827   2,861    905   1,012    972    962           927

Alumina sales (kt)                           2,706   2,793    845   1,111    913    985           895

Brazil Alumina (36% share)

Alumina production (kt)                      1,025     953    334    237     318    322           313

Alumina sales (kt)                             995     924    317    242     272    375           277

Brazil Aluminium (40% share)

Aluminium production (kt)                       45      76     22     24      24     26             26

Aluminium sales (kt)                            42      72     23     26       8     32             32

Hillside Aluminium (100% share)

Aluminium production (kt)                      539     540    177    180     180    179           181

Aluminium sales (kt)                           534     536    197    185     170    157           209

Mozal Aluminium (63.7% share)

Aluminium production (kt)                      263     237     81     82      84     82             71

Aluminium sales (kt)                           220     225     43    114      77     90             58

Sierra Gorda (45% share)

Ore mined (Mt)                                20.5    15.0    5.1     5.5    5.9    6.0            3.1

Ore processed (Mt)                            15.8    16.4    5.1     5.4    5.5    5.4            5.5

Copper ore grade processed (%, Cu)            0.43    0.36   0.40    0.40   0.37   0.38          0.34
Payable copper equivalent production (kt)4    64.0    55.4   19.2    22.5   20.3   18.3          16.8

Payable copper production (kt)                53.4    45.5   15.5    17.3   16.0   15.6          13.9

Payable copper sales (kt)                     53.8    45.6   15.4    18.0   15.3   17.2          13.1

Payable molybdenum production (kt)             0.7     0.7    0.3     0.5    0.4    0.1            0.2

Payable molybdenum sales (kt)                  1.0     1.1    0.2     0.3    0.4    0.3            0.4

Payable gold production (koz)                 21.5    18.7    6.2     7.3    6.3    7.1            5.3

Payable gold sales (koz)                      21.8    19.0    6.4     7.3    6.3    7.5            5.2

Payable silver production (koz)                476     448    138    154     145    150           153

Payable silver sales (koz)                     482     441    137    157     140    160           141




South32 Quarterly Report March 2024                                                       Page 12 of 14
                                                 9M      9M
South32 share                                                2   3Q23    4Q23    1Q24    2Q24          3Q24
                                               YTD23   YTD24

Cannington (100% share)

Ore mined (kwmt)                               1,592   1,679      469     631     551     599            529

Ore processed (kdmt)                           1,594   1,664      452     562     562     577            525

Silver ore grade processed (g/t, Ag)             179     208      191     210     206     216            200

Lead ore grade processed (%, Pb)                 5.5     5.9       5.5     5.8     5.8     6.2            5.6

Zinc ore grade processed (%, Zn)                 3.7     3.5       3.8     4.0     3.2     3.6            3.8
Payable zinc equivalent production     (kt)3   185.1   212.0      54.3    74.5    70.3    76.9          64.8

Payable silver production (koz)                7,815   9,601     2,341   3,368   3,230   3,474         2,897

Payable silver sales (koz)                     7,495   8,739     2,412   3,244   2,873   3,656         2,210

Payable lead production (kt)                    73.4    83.6      21.0    28.3    28.5    30.3          24.8

Payable lead sales (kt)                         73.0    74.5      21.7    26.0    25.6    31.0          17.9

Payable zinc production (kt)                    43.0    43.3      12.6    16.2    13.2    15.8          14.3

Payable zinc sales (kt)                         36.3    39.9       8.8    21.8    13.9    14.4          11.6

Cerro Matoso (99.9% share)

Ore mined (kwmt)                               3,941   3,669     1,189   1,619    940    1,243         1,486

Ore processed (kdmt)                           2,105   2,028      713     702     594     723            711

Ore grade processed (%, Ni)                     1.62    1.57      1.58    1.62    1.57    1.53          1.61

Payable nickel production (kt)                  30.6    29.1      10.2    10.2     8.3    10.0          10.8

Payable nickel sales (kt)                       30.4    28.8      10.6    10.4     8.5     9.5          10.8

Illawarra Metallurgical Coal (100% share)

Total coal production (kt)                     4,767   3,450     1,436   1,753   1,168    877          1,405
Total coal sales (kt)20                        4,662   3,334     1,477   1,697   1,196    900          1,238

Metallurgical coal production (kt)             3,993   3,031     1,240   1,504   1,043    744          1,244

Metallurgical coal sales (kt)                  3,873   2,812     1,195   1,529    996     763          1,053

Energy coal production (kt)                      774     419      196     249     125     133            161

Energy coal sales (kt)                           789     522      282     168     200     137            185

Australia Manganese (60% share)

Manganese ore production (kwmt)                2,676   2,324      832     869     890     789            645

Manganese ore sales (kwmt)                     2,395   2,573      743     866     940     924            709

Ore grade sold (%, Mn)                          44.1    42.6      44.0    43.1    42.9    42.2          42.2

South Africa Manganese (54.6% share)

Manganese ore production (kwmt)                1,522   1,641      429     586     628     483            530

Manganese ore sales (kwmt)                     1,524   1,567      492     541     518     564            485

Ore grade sold (%, Mn)                          39.1    38.7      38.8    39.4    39.0    38.4          38.7




South32 Quarterly Report March 2024                                                              Page 13 of 14
Forward-looking statements
This release contains forward-looking statements, including statements about trends in commodity prices and currency exchange rates; demand for commodities ; production
forecasts; plans, strategies and objectives of management; capital costs and scheduling; operating costs; anticipated productive lives of projects, mines and facilities; and provisions
and contingent liabilities. These forward-looking statements reflect expectations at the date of this release, however they are not guarantees or predictions of future performance.
They involve known and unknown risks, uncertainties and other factors, many of which are beyond our control, and which may ca use actual results to differ materially from those
expressed in the statements contained in this release. Readers are cautioned not to put undue reliance on forward-looking statements. Except as required by applicable laws or
regulations, the South32 Group does not undertake to publicly update or review any forward-looking statements, whether as a result of new information or future events. Past
performance cannot be relied on as a guide to future performance. South32 cautions against reliance on any forward-looking statements or guidance.



FURTHER INFORMATION
INVESTOR RELATIONS                                             MEDIA RELATIONS
Ben Baker                                                      Miles Godfrey
M +61 403 763 086                                              M +61 415 325 906
E Ben.Baker@south32.net                                        E Miles.Godfrey@south32.net


Approved for release to the market by Graham Kerr, Chief Executive Officer
JSE Sponsor: The Standard Bank of South Africa Limited
22 April 2024




South32 Quarterly Report March 2024                                                                                                                                    Page 14 of 14