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Listing of new sustainability-linked instrument, notification of additional guarantors and partial redemption
Pan African Resources PLC Pan African Resources Funding Company
(Incorporated and registered in England and Wales Limited
under the Companies Act 1985 with registered Incorporated in the Republic of South Africa
number 3937466 on 25 February 2000) with limited liability
Share code on AIM: PAF Registration number: 2012/021237/06
Share code on JSE: PAN Alpha code: PARI
ISIN: GB0004300496 ("PAR Funding Company" or the "Debt
ADR ticker code: PAFRY Issuer")
("Pan African" or the "Company" or the "Group")
LISTING OF NEW SUSTAINABILITY-LINKED INSTRUMENT, NOTIFICATION OF ADDITIONAL
GUARANTORS AND NOTIFICATION OF A PARTIAL CAPITAL REDEMPTION
Issue and listing of PARS03
PAR Funding Company is pleased to announce that, following an oversubscribed bookbuild for Senior
Second Ranking Secured Sustainability-linked Notes ("PARS03 Notes"), it will issue and list PARS03
Notes to the value of R840 million with effect from Tuesday, 22 October 2024.
The JSE Limited has granted approval for the listing of the PARS03 Notes under PAR Funding
Company's ZAR5 billion domestic medium term note programme dated 17 October 2023 (the
"DMTN") as follows:
Debt security code: PARS03
ISIN: ZAG000209834
Type of debt security: Senior Second Ranking Secured
Listing: Sustainability segment of the JSE
Guarantors: Pan African Resources Plc;
Evander Gold Mining Proprietary Limited;
Barberton Mines Proprietary Limited;
Evander Gold Mines Proprietary Limited;
Pan African Resources SA Holdings Proprietary Limited;
Evander Solar Solutions Proprietary Limited;
Mogale Tailings Retreatment Proprietary Limited;
Mogale Gold Proprietary Limited; and
Mintails SA Soweto Cluster Proprietary Limited
Issue date: 22 October 2024
Issue price: 100%
Nominal amount per ZAR1,000,000
note:
Aggregate nominal ZAR840,000,000
amount:
Reference rate: 3 Month ZAR-JIBAR, or in the event that the ZAR-JIBAR- ceases to apply,
such other rate as may be determined by the Calculation Agent and
notified to the Noteholders pursuant to Condition 21 (Notices)
Margin: 305 basis points to be added to the Reference Rate
Interest 22 October 2024
commencement date:
Interest payment basis: Floating Rate
Interest rate 22 December, 22 March, 22 June and 22 September (or the first
determination date(s): Business Day of each Interest Period) of each year until the Maturity
Date, with the first Interest Rate Determination Date being 17 October
2024
First interest payment 22 December 2024, or, if such day is not a Business Day, the Business
date: Day on which interest will be paid, as determined in accordance with
the Applicable Business Day Convention
Interest payment 22 December, 22 March, 22 June and 22 September, of each year until
dates: 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
Last day to register: By 17h00 on 16 December, 16 March, 16 June and 16 September of
each year until the Maturity Date, or if such day is not a Business Day,
the Business Day before each Books Closed Period
Books close: The Register will be closed from 17 December to 21 December, 17
March to 21 March, 17 June to 21 June and 17 September to 21
September and of each year until the Maturity Date (all dates inclusive),
or if any early redemption occurs, 5 Days prior to the actual Redemption
Date
Business day Following Business Day
convention:
Maturity date: 22 March 2028
Instalment Amounts 25% on 22 March 2026;
(expressed as a 25% on 22 March 2027; and
percentage of the 50% on 22 March 2028
aggregate Nominal
Amount of the Notes):
Summary of additional Please refer to Appendix 1 of the Applicable Pricing Supplement
terms: relating to Sustainability-Linked Bonds
Total Programme ZAR5,000,000,000
amount authorised:
Dealer: Rand Merchant Bank, a division of FirstRand Bank Limited
A copy of the applicable pricing supplement can be downloaded from the Pan African website at
https://www.panafricanresources.com/investors/domestic-medium-term-note-programme/.
The sustainability-linked framework and second party opinion have been updated to reflect the 2024
amendments to the sustainability-linked bond principles. Copies of the updated sustainability-linked
framework and second party opinion can be downloaded from the Pan African website at
https://www.panafricanresources.com/investors/sustainability-linked-finance-framework/
Notification of Additional Guarantors
Using the terms defined in the DMTN, Noteholders and investors are hereby notified in accordance
with Condition 21 of the DMTN (Notices) that the following members of the Group have acceded to
and have become Additional Guarantors to the Guarantee provided by the Guarantors under the
DMTN in accordance with Condition 9.5 of the DMTN (Additional Guarantors):
- Mintails SA Soweto Cluster Proprietary Limited;
- Mogale Gold Proprietary Limited;
- Mogale Tailings Retreatment Proprietary Limited; and
- Evander Solar Solutions Proprietary Limited.
Full name: Mintails SA Mogale Gold Mogale Tailings Evander Solar
Soweto Cluster Proprietary Retreatment Solutions
Proprietary Limited Proprietary Proprietary
Limited Limited Limited
Registration 2003/011659/07 1996/010274/07 2022/508458/07 2019/586862/07
number:
Registered The Firs, 2nd The Firs, 2nd The Firs, 2nd Floor, The Firs, 2nd
address: Floor, Office Floor, Office Office 2024, Cnr Floor, Office
2024, Cnr 2024, Cnr Biermann and 2024, Cnr
Biermann and Biermann and Cradock Avenues, Biermann and
Cradock Avenues, Cradock Avenues, Rosebank, Cradock
Rosebank, Rosebank, Johannesburg, Avenues,
Johannesburg, Johannesburg, Gauteng South Rosebank,
Gauteng South Gauteng South Africa, 2196 Johannesburg,
Africa, 2196 Africa, 2196 Gauteng South
Africa, 2196
General Gold reclamation Gold reclamation Gold reclamation A solar
business: from sand and from sand and from sand and photovoltaic
slime surface slime surface slime surface renewable
tailings dumps tailings dumps. tailings dumps. energy plant
located in
Evander and the
planned
development of
a solar PV
renewable
energy plant at
Barberton
Mines and the
extension of
Evander Mines'
solar PV
renewable
energy plant.
Full names of Jacob Johannes Jacob Johannes Marileen Kok Marileen Kok
directors: Moolman Moolman Jacobus Albertus Jacobus Albertus
Craig Richard Le Craig Richard Le Johannes Loots Johannes Loots
Court De Billot Court De Billot Orhovelani Oriel
Orhovelani Oriel Orhovelani Oriel Shikwambana
Shikwambana Shikwambana Itumeleng Annah
Phoshoko
Investors are further advised that PAR Funding Company has updated its information statement to,
inter alia, incorporate the details of the Additional Guarantors, including registration numbers,
addresses and details of directors. The updated information statement can be downloaded from the
Pan African website at https://www.panafricanresources.com/investors/domestic-medium-term-
note-programme/.
Notification of a Partial Capital Redemption (PARS01)
The Issuer wishes to advise Noteholders of the partial capital redemption of its PARS01 Notes effective
on 22 October 2024.
The partial capital redemption is due to the relevant PARS01 Noteholders electing to exchange their
PARS01 Notes for PARS03 Notes.
Debt security code: PARS01
ISIN: ZAG000192758
Nominal amount before reduction: R585 000 000
Reduction in nominal amount: R437 876 000
Nominal amount after reduction: R147 124 000
Exchange price: 101.158978
Record date: 21 October 2024
Rosebank
21 October 2024
Debt Sponsor
Questco Corporate Advisory Proprietary Limited
Legal Advisors
Bowman Gilfillan Inc.
Paying Agent, Issuer Agent, Transfer Agent and Settlement Agent
First Rand Bank Limited (acting through its Rand Merchant division)
Date: 21-10-2024 10:00:00
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