Announcements 2020

Northam completes a R2.65 billion restructuring of its Domestic Medium Term Note Programme, including R411 million of new funding

Northam shareholders and noteholders are referred to the announcement published by Northam on SENS on 11 May 2020 pertaining to a R2.166 billion restructuring of Northam’s R10 billion Domestic Medium Term Note Programme (dated 3 August 2012, as amended and / or supplemented from time to time) (“Programme”), comprising a c.R1.885 billion note switch into longer term maturities and c.R281 million of new funding.

Northam is pleased to announce that it has reached agreement with additional noteholders to participate in a note switch to extend the maturity dates of certain domestic medium term notes (“Notes”) with an aggregate nominal amount of R350 million, through the purchase and cancellation of such Notes and the simultaneous issue of new Notes with longer term maturities, for the same nominal amount and to the same noteholders (“Additional Note Switch”). Upon implementation, this will result in a total Note switch of c.R2.235 billion. Furthermore, certain noteholders will provide new funding by subscribing for additional new Notes with an aggregate nominal amount of R130 million (“Additional New Funding”), resulting in a total of c.R411 million of new funding raised during this process.

The Additional Note Switch and the accompanying Additional New Funding completes the restructuring of the maturities and fund raising which Northam set out to achieve in order to preserve its medium term liquidity in the current global economic climate following the onset of the COVID-19 pandemic.

The Notes to be purchased and cancelled as part of the Additional Note Switch are issued under bond code series NHM009 (R50 million) and NHM014 (R300 million). The new Notes to be issued as part of the Additional Note Switch and Additional New Funding will be placed as a new tranche under each of the NHM016 (R130 million) and NHM018 (R350 million) series and will be issued on the same terms applicable to such series. The NHM016 and NHM018 series have a maturity date of 11 May 2025 and 25 May 2023, respectively, and a floating interest rate of 3 month ZAR-JIBAR plus 4.25% and 3.75%, respectively, with interest payable quarterly.

The following table summarises the impact of the total Note switch and the total new funding on the maturity profile of the Notes under the Programme, in respect of Northam’s financial years ending 30 June. Values represent the change in the nominal amount of Note maturities for each financial year.

Change in maturity value in each financial year 2020
Total Note switch:
Notes purchased and cancelled
(35) (c.795) (c.1 405) - - - (c.2 235)
Total Note switch: Notes issued - c.495 - c.921 250 c.569 c.2 235
Total new funding: Notes issued - - - 100 200 c.111 c.411
Net change in the nominal amount of maturities (35) (c.300) (c.1 405) c.1 021 450 680 c.411

Further information pertaining to the Additional Note Switch and the Additional New Funding will be announced upon implementation.

Paul Dunne, Northam’s Chief Executive Officer said “Northam is pleased to have successfully completed its R2.65 billion restructuring of its DMTN Programme. This will assist significantly in preserving and strengthening Northam’s liquidity position during the ongoing COVID-19 pandemic. Northam is also pleased to have attracted more than R400 million of additional new long-term funding during the lockdown period. We believe the company is well placed to weather the ongoing COVID-19 challenges and we remain appreciative of the support of our investors.”

25 May 2020

Corporate Advisor and JSE Sponsor to Northam
One Capital

Sole Arranger, Dealer and Debt Sponsor to Northam in respect of the Notes
One Capital

Attorneys to Northam
Cliffe Dekker Hofmeyr Inc.

Legal Advisors to Northam, the Arranger and the Dealer in respect of the Notes
Bowman Gilfillan Inc.