Sappi Limited



                                                                      Announcement




Sappi Limited
(Incorporated in the Republic of South Africa)
Registration number: 1936/008963/06
JSE share code: SAP
ISIN code: ZAE000006284
LEI Number: 549300SSI7XQH8ESJG95
("Sappi" or the "Company")
6 March 2025


NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE IN OR INTO AUSTRALIA, CANADA OR
JAPAN OR IN ANY OTHER JURISDICTION IN WHICH OFFERS OR SALES OF SECURITIES
WOULD BE PROHIBITED BY APPLICABLE LAW. NOT FOR DISTRIBUTION TO U.S. NEWSWIRE
SERVICES OR FOR DISSEMINATION IN THE UNITED STATES. ANY FAILURE TO COMPLY
WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAW.
PLEASE SEE THE IMPORTANT NOTICES AT THE END OF THIS PRESS RELEASE.

THIS PRESS RELEASE CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7
OF THE MARKET ABUSE REGULATION (EU) 596/2014.




Sappi prices €300 million sustainability-linked senior notes offering


Further to Sappi’s press release on 03 March 2025 in connection with a bond issue, Sappi
announced today that it priced Sappi Papier Holding GmbH’s (“SPH”) bond offering to raise
€300 million of new sustainability-linked senior notes due 2032 with a coupon of 4.500% per
annum.

The Company is implementing this offering in order to improve its debt maturity profile and to
strengthen its liquidity headroom and its balance sheet. The net proceeds from this offering
will be used to redeem all of SPH’s outstanding senior notes due 2026, in an aggregate
principal amount of €240 million, and for general corporate purposes.

Steve Binnie, CEO of Sappi Limited, commented as follows on the bond offering: “This
refinancing of the 2026 bond with a new 7-year bond meets the group’s objective of
extending the debt maturity profile. It is also pleasing to extend our introduction of
Sustainability-Linked targets to our international bond transactions.”

Sponsor : RAND MERCHANT BANK (A division of FirstRand Bank Limited)
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Cautionary Statement
This press release is for information purposes only and does not constitute a prospectus or
an offer to sell or the solicitation of an offer to buy any security in the United States or in any
other jurisdiction. The notes have not been and will not be registered under the Securities Act
or applicable state or foreign securities laws and may not be offered or sold in the United
States absent registration under federal or applicable state securities laws or an applicable
exemption from such registration requirements. Any public offering of securities to be made
in the United States will be made by means of a prospectus that may be obtained from the
issuer and that will contain detailed information about the company and management, as well
as financial statements.


This press release shall not be considered an “offer of securities to the public” for purposes
of the Luxembourg law on prospectus for public offering dated 16 July 2019. Furthermore,
this press release constitutes neither an offer to sell nor a solicitation to buy securities nor
shall it give rise to or require the publication of a prospectus in any EU member state under
Regulation (EU) 2017/1129 or in the United Kingdom (the "UK") under Regulation (EU)
2017/1129 as it forms part of domestic law of the UK by virtue of the European Union
(Withdrawal) Act 2018 (the "EUWA").


This press release does not constitute an invitation or offer to underwrite, subscribe for or
otherwise acquire or dispose of any securities nor is it intended to be an inducement to
engage in investment activity for the purpose of Section 21 of the Financial Services and
Markets Act 2000 of the UK (the "FSMA").


The distribution of this press release into certain jurisdictions may be restricted by law.
Persons into whose possession this press release comes should inform themselves about
and observe any such restrictions. Any failure to comply with these restrictions may
constitute a violation of the securities laws of any such jurisdiction.


No money, securities or other consideration is being solicited, and, if sent in response to the
information contained herein, will not be accepted.


EEA MiFID II / UK MiFIR professionals/ECPs only/No PRIIPs KID – Manufacturer target
market (MiFID II / UK MiFIR product governance) is eligible counterparties and professional
clients only (all distribution channels). No EEA or UK PRIIPs key information document (KID)
has been prepared as not available to retail in EEA and the UK.


In addition, in the UK, this press release is directed only at persons (i) who have professional
experience in matters relating to investments falling within Article 19(5) of the Financial
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Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the
“Financial Promotion Order”), (ii) who are high net worth entities, and other persons to whom
it may lawfully be communicated, falling within Article 49(2) of the Financial Promotion Order,
or (iii) to whom an invitation or inducement to engage in investment activities within the
meaning of section 21 of the FSMA in connection with the issue or sale of any notes may
otherwise lawfully be communicated or caused to be communicated (all such persons
together being referred to as “relevant persons”). In the UK, any investment activity to which
this press release relates is only available to relevant persons and will be engaged in only
with relevant persons. This press release must not be acted on or relied on by persons who
are not relevant persons.


The offer of the notes does not, nor is it intended to, constitute an “offer to the public” (as that
term is defined in the South African Companies Act, 2008 (the “SA Companies Act”)) and
does not, nor is it intended to, constitute a prospectus prepared and registered under the SA
Companies Act. No South African resident or offshore subsidiary of a South African resident
may subscribe for or purchase any of the notes or beneficially own or hold any of the notes
unless specific approval has been obtained from the South African Reserve Bank by such
person or such subscription, purchase or beneficial holding or ownership is pursuant to the
SA Companies Act, or is otherwise permitted under the South African Exchange Control
Regulations or the rulings or policies promulgated thereunder.