UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Dated December 9, 2016
Commission File Number 001-35785
Sibanye Gold Limited
(Translation of registrants name into English)
Libanon Business Park
1 Hospital Street (off Cedar Avenue)
Libanon, Westonaria, 1780
South Africa
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
x Form 20-F o Form 40-F
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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Sibanye Gold Limited | ||
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Date: December 9, 2016 |
By: |
/s/ Charl Keyter | |
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Name: |
Charl Keyter |
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Title: |
Chief Financial Officer |
INDEX TO EXHIBITS
99.1 |
JSE Announcement dated December 9, 2016 |
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99.2 |
Investor Relations Presentation dated December 9, 2016 |
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99.3 |
Announcement to Sibanye Gold employees dated December 9, 2016 |
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99.4 |
Media Release dated December 9, 2016 |
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99.5 |
Transaction Facts Sheet dated December 9, 2016 |
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99.6 |
Various soliciting materials posted to sibanyegold.co.za on December 9, 2016 |
Exhibit 99.1
Sibanye Gold Limited
(Reg. No. 2002/031431/06)
(Incorporated in the Republic of South Africa)
Share Code: SGL
ISIN Code: ZAE000173951
Issuer Code: SGL
PROPOSED ACQUISITION OF
STILLWATER MINING COMPANY: CREATING A PREMIER,
GLOBAL PRECIOUS METALS MINER
1. Introduction
Sibanye Gold Limited (Sibanye) is pleased to announce that it has entered into a definitive agreement to acquire all of the outstanding common stock of Stillwater Mining Company (NYSE: SWC) (Stillwater) for US$18.00 per share in cash, or US$2.2 billion in aggregate (approximately R30 billion1) (the Transaction). The consideration represents a premium of 23% to Stillwaters prior day closing share price, and 20% to Stillwaters 20-day volume-weighted average closing share price.
The Board of Directors of Stillwater has unanimously determined and resolved that the Transaction is advisable, fair to and in the best interests of Stillwater and the stockholders of Stillwater, and has recommended that the stockholders of Stillwater vote in favour of the Transaction.
2. Transaction Rationale
Sibanyes management believes that the Transaction is value accretive and represents a unique and transformational opportunity to create, for the benefit of all stakeholders, a premier, global precious metals miner, with a balanced portfolio of gold and platinum group metals (PGM) assets, at a favourable point in the commodity cycle.
The Transaction is expected to enhance Sibanyes asset base and create a globally competitive South African mining champion by:
· Adding to its portfolio two low-cost, low-risk, steady-state, producing PGM mines;
· Expanding its portfolio with high-grade reserves that currently support over 25 years of mine life;
· Providing near-term and low-cost growth through the Blitz Project;
· Providing significant upside and organic growth potential through extensive regional resources;
· Creating a mine-to-market PGM business with a metallurgical processing complex;
· Introducing a significant recycling operation which provides a steady margin and strategic market insight; and
· Potentially providing further operational optimisation through the transfer of best practices.
Furthermore, Sibanyes management believes that, following a detailed due diligence review, the Transaction is value accretive and supports the case for potential valuation re-rating by:
· Balancing its portfolio operationally and geographically with the addition of a world-class operation in an attractive mining jurisdiction;
· Positioning its Platinum Division further down the global cost curve, with the potential of further cost reductions;
· Enhancing its cash flow generation to sustain its industry-leading dividend; and
· Improving its access to lower-cost global financing.
Neal Froneman, CEO of Sibanye said: The Transaction is consistent with Sibanyes strategy of creating superior value for all of our stakeholders, by enhancing the cash flow generation and growth profile of its portfolio, underpinning its strategy of paying sustainable, industry leading dividends.
We believe the Transaction represents a unique opportunity for Sibanye to acquire high-quality, low-cost, PGM assets which offer near-term organic growth through the anticipated ramp-up of the Blitz Project. The extensive strike length of the mineralised orebody suggests that there may be further upside potential.
We have been most impressed with the workforce at Stillwater, and look forward to the opportunity of working with them. We believe that our two organisations have a strong cultural fit, with mutual priorities of employee health and safety, the environment and the communities in which we operate.
Mick McMullen, CEO of Stillwater said: The Board of Directors of Stillwater has approved the Transaction and recommends that stockholders of Stillwater vote in favor of it. The Transaction allows our stockholders to realise immediate value and also positions our operations and employees as part of a preeminent global precious metals company. Sibanye has complementary values to Stillwater, and we are confident that Sibanye will continue to be a world-class steward of our operations and partner to our local communities in Montana.
3. The Transaction and Financing Package
Sibanye and Stillwater have entered into a definitive agreement (the Transaction Agreement) whereby the Transaction will be implemented in accordance with the General Corporation Law of the State of Delaware, US (the DGCL). Pursuant to the Transaction Agreement, a newly formed US subsidiary of Sibanyes newly formed US holding company will merge with and into Stillwater, with Stillwater surviving as an indirect wholly-owned subsidiary of Sibanye.
Stockholders of Stillwater will be entitled to receive US$18.00 in cash from one of Sibanyes US subsidiaries in exchange for each Stillwater share, which represents a premium of 23% to Stillwaters prior day closing share price, and 20% to Stillwaters 20-day volume-weighted average closing share price.
Sibanye has obtained, directly and indirectly through its newly formed US merger subsidiary, a US$2.7 billion bridge loan commitment from Citi and HSBC to fund the Transaction consideration and repay Stillwaters convertible debentures (US$0.5 billion aggregate principal and associated make-whole adjustment).
The Transaction is expected to close in the second quarter of 2017. Post-closing of the Transaction, Sibanye expects to raise in the capital markets new debt and at least US$750 million in equity through a rights issue, with the objective of maintaining its dividend policy and preserving its long-term financial flexibility. Consistent with its long-term strategy, Sibanye is targeting a net debt-to-2017 EBITDA ratio of no greater than 1.5x by the end of fiscal year 2017.
4. Stillwater Overview
Stillwater is the only US miner of PGM and the largest primary producer of PGM outside of South Africa and the Russian Federation. Located in Montana, US, Stillwaters operations consist of two underground PGM mines (the Stillwater Mine and East Boulder Mine), the Blitz Project and the Columbus metallurgical complex.
Located in the J-M Reef, the worlds highest-grade PGM deposit, the Stillwater Mine and East Boulder Mine have been in operation since 1986 and 2002, respectively. In aggregate, the two mines are expected to produce between 535,000 and 545,000 ounces of 2E PGM in fiscal year 2016, at a total cash cost (net of credits) of between US$430 and US$455 per ounce. Each mine has its own milling and concentrator infrastructure on site.
Development of the Blitz Project is expected to be completed in early 2018. The Blitz Project is expected to ramp up to full production of between 270,000-330,000 ounces of 2E PGM by 2021/2022, with lower cash cost per ounce than that currently of the Stillwater Mine and East Boulder Mine.
As of 31 December 2015, Stillwaters proven and probable reserves consisted of 39.4 million tonnes of ore with an average grade of 15.6 g/t, or 19.9 million ounces of contained 2E PGM. The proven and probable reserves are 78% palladium and 22% platinum, and support a mine life of over 25 years2.
The Columbus metallurgical complex is a state-of-the-art operation that is capable of providing smelting and refining processes for mine concentrates. The complex produces a PGM-rich filter cake that is shipped to a third-party precious metal refinery. In addition, the complex facilitates recycling operations for various materials containing PGM that are provided by third-party suppliers, principally automotive catalytic converters. The complex has continued to expand its recycling volumes, with a record 175,000 ounces of PGM processed in 3Q 2016.
Stillwater has a long history of constructive labour relations and support for local community development.
5. Conditions Precedent
The implementation of the Transaction is both subject to and conditional on the fulfillment of conditions precedent customary for a transaction of this nature and include, inter alia, the following:
· Stillwater stockholder approval (majority of votes outstanding) of the Transaction shall have been obtained in accordance with the DGCL;
· Sibanye shareholder approval of the Transaction (majority of votes cast) and for the issuance of Sibanye shares in the context of a potential rights issue (75% of votes cast) each shall have been obtained in a shareholders general meeting convened in accordance with its memorandum of incorporation and the JSE Listings Requirements;
· Required regulatory authorisations shall have been obtained: (i) any applicable waiting period (or any extensions thereof) under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 relating to the consummation of the Transaction shall have expired or been terminated; (ii) clearance from the Committee of Foreign Investment in the United States; and (iii) the approval of the South African Reserve Bank as required in accordance with the Exchange Control Regulations of South Africa;
· Stillwater and Sibanye shall have performed and complied in all material respects with all agreements and covenants required by the Transaction Agreement to be performed or complied with by them at or prior to the closing of the Transaction; and
· From the date of signature of the Transaction Agreement, there shall not have been any effects that have had or would reasonably be expected to have, individually or in the aggregate, a material adverse change on Stillwater and its operations.
Sibanye and Stillwater are committed to engage with the relevant authorities and affected stakeholders in order to fulfill the conditions precedent to enable the Transaction to become unconditional as soon as possible.
6. Transaction Agreement
The Transaction Agreement provides for terms customary in agreements of this nature and includes (i) a non-solicitation covenant on the part of Stillwater, subject to customary fiduciary out provisions; (ii) a right in favor of Sibanye to match any superior proposal; (iii) payment to Sibanye of a termination fee equal to 0.75% of the Transaction consideration to the stockholders of Stillwater in certain circumstances, including if the Board of Directors of Stillwater changes its recommendation for the Transaction; (iv) payment to Stillwater of a termination fee equal to 1.5% of the Transaction consideration to the stockholders of Stillwater in certain circumstances; and (v) provisions governing the operation of Stillwater during the interim period.
7. Sibanye Shareholder Support
Sibanyes two largest shareholders Gold One International Ltd. and Public Investment Corporation Ltd., which in aggregate represent 29% of Sibanyes issued share capital, have confirmed their support of the Transaction.
8. Financial Information
The net asset value of Stillwater as of 30 September 2016 is US$916 million and the profit attributable to Stillwater for the nine months ended 30 September 2016 is US$4 million.
9. Categorisation of Transaction
In terms of the JSE Listing Requirements, the Transaction is classified as a category 1 transaction. As the categorisation exceeds 100%, Sibanye will be required to prepare revised listing particulars in accordance with the JSE Listing Requirements. In the event that the Transaction is approved by shareholders, the continued listing of Sibanye has been approved by the JSE. The circular to the shareholders of Sibanye, including revised listing particulars, will be posted in due course.
10. Implementation of the Transaction
Upon closing of the Transaction, a newly formed US subsidiary of Sibanye shall be merged with and into Stillwater, whereupon the separate existence of the US subsidiary shall cease. Stillwater shall remain as the surviving corporation and shall be a direct subsidiary of Sibanyes newly formed US holding company and an indirect wholly owned subsidiary of Sibanye. Post-closing of the Transaction, Stillwaters organisational documents will be amended to ensure compliance with the JSE Listings Requirements and, subject to compliance with relevant laws and regulations, Stillwaters listing on the NYSE will be terminated and its securities (to the extent relevant) will be deregistered under the Securities Exchange Act of 1934, as amended, and its reporting obligations in the United States will be terminated.
There will be at 10h00 (Central Africa Time) a live presentation / webcast and at 16h00 (Central Africa Time) an international analyst call. Information can be found at:
https://www.sibanyegold.co.za/investors/transactions/stillwater-acquisition
9 December 2016
Libanon
Financial Advisors:
Citigroup Global Markets Limited (Citi)
HSBC Bank plc (HSBC)
Corporate Advisor:
Qinisele Resources Proprietary Limited (Qinisele Resources)
Sponsor:
J.P. Morgan Equities South Africa Proprietary Limited (J.P. Morgan)
South African Legal and Tax Advisor:
ENSAfrica
US Legal and Tax Advisor:
Linklaters LLP
Technical Advisor:
Mineral Corporation Consultancy Proprietary Limited
Reporting Accountant:
KPMG Inc.
Additional Information and Where to Find It
This announcement does not constitute the solicitation of any vote, proxy or approval. In connection with the proposed transaction, Sibanye intends to post to its shareholders a JSE Limited (JSE) Category 1 circular subject to the approval of the circular by the JSE and Stillwater intends to file with the Securities and Exchange Commission (the SEC) relevant materials, including a proxy statement. The JSE Category 1 circular and other relevant documents will be sent or otherwise disseminated to Sibanyes shareholders and will contain important information about the proposed transaction and related matters. SHAREHOLDERS OF SIBANYE ARE ADVISED TO READ THE JSE CATEGORY 1 CIRUCLAR AND OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. The proxy statement and other relevant documents will be sent or otherwise disseminated to Stillwaters shareholders and will contain important information about the proposed transaction and related matters. SHAREHOLDERS OF STILLWATER ARE ADVISED TO READ THE PROXY STATEMENT AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. When available, Sibanye shareholders may obtain free copies of the JSE Category 1 circular by going to Sibanyes website at www.sibanye.co.za. The proxy statement and other relevant documents may also be obtained, free of charge, on the SECs website (http://www.sec.gov), when available. Stillwater shareholders may obtain free copies of the proxy statement once it is available from Stillwater by going to Stillwaters website at www.Stillwater.com.
Participants in the Solicitation
Sibanye, Stillwater and their respective directors and officers may be deemed participants in the solicitation of proxies of Sibanyes and Stillwaters respective shareholders in connection with the proposed transaction. Sibanyes shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Sibanye in Sibanyes Annual Report on Form 20-F, for the fiscal year ended 31 December 2015, which was filed with the SEC on 21 March 2016. Stillwaters shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Stillwater in Stillwaters Annual Report on Form 10-K for the fiscal year ended 31 December 2015, which was filed with the SEC on 22 February 2016. Additional information regarding the
interests of participants in the solicitation of proxies in connection with the proposed transaction will be included in the proxy statement that Stillwater intends to file with the SEC.
No Offer or Solicitation
This announcement is for informational purposes only and does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. Any securities referred to herein have not been, and will not be, registered under the US Securities Act of 1933 and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements.
Forward Looking Statements
This announcement includes forward-looking statements within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as target, will, forecast, expect, potential, intend, estimate, anticipate, can and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. In this announcement, for example, statements related to expected timings of the transactions (including completion), potential transaction benefits (including statements regarding growth, cost savings, benefits from and access to international financing and financial re-ratings), PGM pricing expectations, levels of output, supply and demand, information related to the Blitz Project, and estimations or expectations of enterprise value, EBTIDA and net asset values, are forward-looking statements. The forward-looking statements set out in this announcement involve a number of known and unknown risks, uncertainties and other factors, many of which are difficult to predict and generally beyond the control of Sibanye and Stillwater, that could cause Sibanyes or Stillwaters actual results and outcomes to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. Such risks, uncertainties and other factors include, without limitation: Sibanyes or Stillwaters ability to complete the proposed transaction; the inability to complete the proposed transaction due to failure to obtain approval of the shareholders of Sibanye or Stillwater or other conditions in the Merger Agreement; Sibanyes ability to successfully integrate the acquired assets with its existing operations; Sibanyes ability to achieve anticipated efficiencies and other cost savings in connection with the transaction; Sibanyes ability to implement its strategy and any changes thereto; Sibanyes future financial position, plans, strategies, objectives, capital expenditures, projected costs and anticipated cost savings and financing plans; changes in the market price of gold, platinum group metals (PGM) and/or uranium. These forward-looking statements speak only as of the date of this announcement.
Neither Sibanye nor Stillwater undertakes any obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this announcement or to reflect the occurrence of unanticipated events.
The offer in the United States is solely being made by Sibanye and/or its affiliated entities and not by any other person. None of Citi, HSBC, Qinisele Resources nor J.P. Morgan will be making any offer into the United States on behalf of Sibanye and/or its affiliated entities.
Important Notices
Citi and HSBC which are authorised by the Prudential Regulation Authority and regulated in the United Kingdom by the Financial Conduct Authority and the Prudential Regulation Authority, are acting exclusively for Sibanye and no one else in connection with the Transaction and will not be responsible to anyone other than Sibanye for providing the protections afforded to clients of Citi or HSBC nor for providing advice in relation to the Transaction or any other matter referred to in this announcement.
1 Based on exchange rate of South African Rand to US Dollar equal to 13.66 as of 8 December 2016.
2 The December 31, 2015, ore reserves for Stillwaters operations were reviewed by Behre Dolbear & Company (USA), Inc. (Behre Dolbear), third-party independent consultants, who are experts in mining, geology and ore reserve determination. Stillwater has utilised Behre Dolbear to carry out independent reviews and inventories of its ore reserves since 1990. Behre Dolbear consents to the use of its report. The qualified person in the report is David M. Abbott, Jr., FIAMM, QP. who has 41 years of experience in the mining industry. Mr. Abbott has reviewed the contents of this announcement and consents to the inclusion in the announcement of the ore reserves information (abstracted from the Behre Dolbear 2015 report) in the form above and in the context in which it appear.
Exhibit 99.2
Acquisition of Stillwater Mining Company Creating a Premier, Global Precious Metals Miner December 2016 1
Disclaimer Additional Information and Where to Find It This presentation does not constitute the solicitation of any vote, proxy or approval. In connection with the proposed transaction, Sibanye Gold (Sibanye) intends to post to its shareholders a JSE Limited (JSE) Category 1 circular subject to the approval of the circular by the JSE and Stillwater Mining Company (Stillwater) intends to file with the Securities and Exchange Commission (the SEC) relevant materials, including a proxy statement. The JSE Category 1 circular and other relevant documents will be sent or otherwise disseminated to Sibanyes shareholders and will contain important information about the proposed transaction and related matters. SHAREHOLDERS OF SIBANYE ARE ADVISED TO READ THE JSE CATEGORY 1 CIRUCLAR AND OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. The proxy statement and other relevant documents will be sent or otherwise disseminated to Stillwaters shareholders and will contain important information about the proposed transaction and related matters. SHAREHOLDERS OF STILLWATER ARE ADVISED TO READ THE PROXY STATEMENT AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. When available, Sibanye shareholders may obtain free copies of the JSE Category 1 circular by going to Sibanyes website at www.sibanyegold.co.za. The proxy statement and other relevant documents may also be obtained, free of charge, on the SEC's website (http://www.sec.gov), when available. Stillwater shareholders may obtain free copies of the proxy statement once it is available from Stillwater by going to Stillwaters website at www.stillwatermining.com. Participants in the Solicitation Sibanye, Stillwater and their respective directors and officers may be deemed participants in the solicitation of proxies of Sibanyes and Stillwaters respective shareholders in connection with the proposed transaction. Sibanyes shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Sibanye in Sibanyes Annual Report on Form 20-F, for the fiscal year ended December 31, 2015, which was filed with the SEC on March 21, 2016. Stillwaters shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Stillwater in Stillwaters Annual Report on Form 10-K for the fiscal year ended December 31, 2015, which was filed with the SEC on February 22, 2016. Additional information regarding the interests of participants in the solicitation of proxies in connection with the proposed transaction will be included in the proxy statement that Stillwater intends to file with the SEC. No Offer or Solicitation This presentation is for informational purposes only and does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. Any securities referred to herein have not been, and will not be, registered under the U.S. Securities Act of 1933 and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements. Forward Looking Statements This presentation includes forward-looking statements within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as target, will, forecast, expect, potential, intend, estimate, anticipate, can and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. In this presentation, for example, statements related to expected timings of the transactions (including completion), potential transaction benefits (including financial re-ratings), pricing expectations, levels of output, supply and demand, information related to the Blitz Project, and estimations or expectations of enterprise value, EBTIDA and net asset values, are forward-looking statements. The forward-looking statements set out in this presentation involve a number of known and unknown risks, uncertainties and other factors, many of which are difficult to predict and generally beyond the control of Sibanye and Stillwater, that could cause Sibanyes or Stillwaters actual results and outcomes to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. Such risks, uncertainties and other factors include, without limitation: Sibanyes or Stillwaters ability to complete the proposed transaction; the inability to complete the proposed transaction due failure to obtain approval of the shareholders of Sibanye or Stillwater or other conditions in the Merger Agreement; Sibanyes ability to successfully integrate the acquired assets with its existing operations; Sibanyes ability to achieve anticipated efficiencies and other cost savings in connection with the transaction; Sibanyes ability to implement its strategy and any changes thereto; Sibanyes future financial position, plans, strategies, objectives, capital expenditures, projected costs and anticipated cost savings and financing plans; changes in the market price of gold, platinum group metals (PGMs) and/or uranium. These forward-looking statements speak only as of the date of this presentation. Neither Sibanye nor Stillwater undertake any obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this presentation or to reflect the occurrence of unanticipated events. 2
Strategic recap
Our core purpose SIBANYES MINING IMPROVES LIVES SIBANYES MINING IMPROVES LIVES
Our vision SUPERIOR VALUE CREATION FOR ALL OUR STAKEHOLDERS Through mining our multi-commodity resources in a safe and healthy environment Sibanye cares 5
Industry leading relative dividend yield Current dividend yield (last twelve months (LTM) dividends paid) 1 Source: Factset and company filings. Market data as of 8 December 2016 Note: 1. Dividend yield calculated using actual dividend paid and average share price for the period, since public listing Cumulative R3.5bn (US$298m) dividends since listing 35% of listing value in 3.5 years 6 6.2% 5.2% 1.7% 1.7% 0.9% 0.9% 0.9% 0.9% 0.7% 0.5% 0.5% 0.4% Sibanye Sibanye Avg. since IPO Gold Fields Harmony Acacia Gold Corp Randgold Agnico-Eagle Yamana Barrick Newcrest Newmont
Value creation focus Continue to drive operational excellence on existing asset base A proven operating model Robust cash flow Strong balance sheet Investing in organic growth R3.6bn approved in mid-2015 for organic growth projects in the Gold Division Growth through value accretive transactions PGM sector a logical step Aquarius acquisition (2016) Rustenburg acquisition (2016) Stillwater acquisition (2017) Utilising operational excellence to drive cash flow in complementary Gold-PGM platform 7
Expanding PGM platform at attractive point in cycle Source: HSBC research - size of bubble represents resource size Rustenburg transaction: structured to minimise risk Relatively low capital outlay upfront Downside protection until 2019 Future payments ring-fenced to assets upside and downside risk sharing Aquarius transaction more commercial, but at favourable point in cycle Realisation of operational and cost synergies to unlock future value Historic South Africa PGM transactions Low cost, material PGM acquisitions 8 Implats: Avmin Two Rivers AngloPlat: Union BEE Implats: Marula AQP Bid for Booysendal Eastplats: Heibei Lonmin: Southern Platinum Bokoni: Amplats Northam BEE: Zambezi Lonmin: Afriore Northam: Booysendal Aquarius: Sibanye Sibanye: Rustenburg 0 2 4 6 8 10 12 14 16 18 20 0 100 200 300 400 500 600 700 (Deal Value: US$/Resource oz) (Deal Value US$ in Millions)
Track record of strong integration to drive value accretion Aquarius integration concluded - production excellence maintained Rustenburg transaction closed as of 1 November 2016 Positive interaction with management, employees and community Workforce motivated and enthused about new opportunities Production back to planned levels after difficult first 9 months Operational review and assessment ongoing detailed feedback to be provided in 2017 Kroondal quarterly 4E ounce production Source: Company data Proven success at identifying and integrating value upside post-acquisition 9 70,000 80,000 90,000 100,000 110,000 120,000 130,000 Mar-12 Jun-12 Sep-12 Dec-12 Mar-13 Jun-13 Sep-13 Dec-13 Mar-14 Jun-14 Sep-14 Dec-14 Mar-15 Jun-15 Sep-15 Dec-15 Mar-16 Jun-16 Sep-16 oz (4E)
Our PGM view is positive over the long-term Despite near-term headwinds, long-term fundamentals remain robust Source: Johnson Matthey, WPIC, broker consensus estimates Note: 1. Price forecasts in real terms Platinum: net market balance (koz) vs. price¹ Palladium: net market balance (koz) vs. price¹ Despite recent conservative outlooks, we believe the PGM market fundamentals remain robust SA supply expected to regress from 2020E onwards Industry-wide capex and production cuts already enforced SA platinum supply unlikely to return to pre Global financial crisis levels, when it peaked at 5.3moz in 2007 Historically significant secondary supply growth being eroded by prevailing commodity prices A material near term secondary supply recovery is not anticipated Auto sales volumes continue to rise even in diesel markets Deficit drawdowns and working capital cycle underpin a return to sustainable basket prices over the medium term Despite a weaker platinum outlook compared to palladium above ground stocks should normalize by 2018 We remain fundamentally bullish with palladium set for material deficits and platinum following suit 10 0 500 1,000 1,500 2,000 -3,000 -2,500 -2,000 -1,500 -1,000 -500 0 500 1,000 1,500 2007A 2012A 2017E 2022E Surplus / (Deficit) Ex-ETF market balance Pt Price (US $ / oz) (rhs) 0 100 200 300 400 500 600 700 800 900 -2,500 -2,000 -1,500 -1,000 -500 0 500 1,000 1,500 2,000 2,500 2007A 2012A 2017E 2022E Surplus / Deficit (koz) Ex-ETF market balance Pall Price (US $ / oz) (rhs)
Transaction overview
Transaction summary Consideration $18.00 per share in cash, or $2.2bn for all outstanding common stock of Stillwater 23% premium to prior day close; 20% premium to 20-day VWAP as of 8 December Financing: $2.7bn bridge financing from Citi and HSBC Conditions precedent for the Transaction Sibanye shareholder approval Majority of votes cast to approve the acquisition of Stillwater 75% of votes cast to approve the issuance of new shares for contemplated rights issue Stillwater shareholder approval (majority of votes outstanding) Customary South African and U.S. regulatory approvals No material adverse change Sibanye shareholder support Gold One and the PIC have indicated support for the Transaction Deal protection Stillwater subject to non-solicitation covenants with customary fiduciary out exemptions A right in favour of Sibanye to match any superior proposal A termination fee of 0.75% of Stillwater equity value A reciprocal termination fee of 1.50% of Stillwater equity value to Stillwater Source: Factset as of 8 December 2016 The Transaction has received strong initial Sibanye shareholder support 12
Expected transaction timeline Transaction timeline 9 December 2016: Transaction announcement Conditions precedent satisfied, or waived, including regulatory approvals Proxy / circular dispatched to Sibanye and Stillwater shareholders Sibanye and Stillwater shareholder meetings held to approve transaction1 Transaction closing Rights offering executed Debt offerings executed 1HY 2017 Post-Closing Expected closing in Q2 2017 following customary regulatory and stakeholder approvals Note: 1. For Sibanye, Transaction conditional on approval of the acquisition and the rights issue 13
Stillwaters tier 1 assets
Portfolio of low cost assets with growth potential Stillwater Mining Company Headquarters: Colorado, USA Employees: c.1,400 Trading: NYSE (SWC) 2015 Revenue: $726m 2015 Operating cash flow: $110m Source: Company filings Notes: Based on Stillwater guidance and approximate production split year to date Non-GAAP, please refer to appendix for definition Total cash costs per PGM mined ounce, net of by-product and recycling credits $75-95m to be spent to 1st production ($101m spent to date as of Q3 2016) Operating Recycling Growth opportunities Stillwater Mine (Montana, USA) 2016 2E PGM production: 330 koz1 9m 2016 PGM cash cost2: $428/oz3 2E PGM reserves: 8.8 moz @19.7 g/t Est. mine life: 25+ years East Boulder Mine (Montana, USA) 2016 2E PGM production: 210 koz1 9m 2016 PGM cash cost2: $441/oz3 2E PGM reserves: 11.1 moz @13.4 g/t Est. mine life: 25+ years Blitz Project Estimated first production: early 2018 Steady state production by 2021 2E PGM production: 270-330 koz Total capital: c. $250m Remaining capital: c. $150m4 Est. mine life: 35+ years Smelter and base metals refinery Recycling facility for: Ceramic automotive catalysts Petroleum catalysts Industrial PGM catalysts Other PGM-containing materials East Boulder Project PFS ongoing for a 150-200 koz mine Provides further regional optionality Altar Project Copper-gold project in Argentina Marathon Project PGM-copper project in Canada 2015 recycling volumes fed: 551 koz (Pt, Pd, Rh) 15 A tier one PGM producer
Stillwater Mine 90 89 212 310 191 89 Livingston Big Timber McLeod NYE Fishtail Red Lodge Absarokee Columbus Laurel Billings Sweet Grass Park Carbon Big Horn Boulder River Yellowstone River Yellowstone River E. Boulder River Stillwater River Bear Tooth Mountain Range 298 420 419 78 72 Yellowstone East Boulder Mine 87 Metallurgical Complex, Recycling Facilities Stillwater Mine Significant untapped resources along strike of orebody Geographic location Stillwater River Significant expansion opportunity with 45km orebody strike Source: Company filings 16
Metallurgical complex overview Geographic location Quarterly recycling volumes (PGM recycled ounces fed) 90 89 212 310 191 89 Livingston Big Timber McLeod NYE Fishtail Red Lodge Absarokee Columbus Laurel Billings Sweet Grass Stillwater Park Carbon Big Horn Boulder River Yellowstone River Yellowstone River E. Boulder River Stillwater River Bear Tooth Mountain Range 298 420 419 78 72 Yellowstone East Boulder Mine 87 Metallurgical Complex, Recycling Facilities Stillwater River Recycling facility overview: expansion potential Smelter and base metal refinery located in Montana Processes mined and recycled materials Provides unique insight into secondary market Becoming fully integrated mine-to-market Includes processing & sampling facility with assay lab Expansion potential with modest additional capital Mining PGM Recycling Smelter Base Metal Refinery 99.95% Purity Sponge Precious Metal Refinery Converter Matte Granulated and Transferred to Refinery By-products NI & CU Removed, Creating PGM-rich Filter Cake Marketed and Sold to Customers Third Party Johnson Matthey Process flow Advanced PGM recycling operations Produces palladium, platinum and rhodium Record 175k PGM1 recycled ounces fed in Q3 2016 Since 2009, recycling volumes have grown consistently Source: Company filings Note: Platinum + Palladium + Rhodium Stillwater Mine Creating a mine-to-market business Providing insight into the secondary market 17 116,000 108,700 151,000 161,000 130,000 154,000 169,000 175,000 Q4 2014 Q1 2015 Q2 2015 Q3 2015 Q4 2015 Q1 2016 Q2 2016 Q3 2016
Transaction rationale
Strong transaction rationale Expected to enhance Sibanyes asset base and create a globally competitive South African mining champion by: Adding two low-cost, low-risk, steady state producing PGM mines to its portfolio Expanding its portfolio with high-grade reserves that support over 25 years of mine life Providing near term, organic and low-cost growth through the Blitz Project Providing significant upside and growth potential through extensive regional resources Creating a mine-to-market PGM business with a metallurgical processing complex Significant PGM recycling business provides a steady margin and strategic insight into the market Further operational optimisation potential through transfer of best practices Positions Sibanye as a premier global gold and PGM mining company 19
Strong transaction rationale cont. Expected to position Sibanye for potential valuation re-rating by: Being value accretive, per detailed management due diligence Balancing its portfolio operationally and geographically with the addition of a world class operation in an attractive mining jurisdiction Positioning its Platinum Division further down the global cost curve, with potential for further cost reductions Enhancing its cash flow generation to sustain its industry-leading dividend Improving its access to lower-cost global financing Enhancing the investment case 20
Building a premier global gold and PGM mining company 2015A Palladium Production (moz) 2015A 4E Production1 (moz) Source: Company filings Notes: Platinum, palladium, rhodium and gold (together referred to as 3E+Au or 4E). Stillwater data on a 2E basis Exclusive of Rustenburg Mine Includes PGM by-products only Rustenburg + Aquarius + Stillwater. Rustenburg as publicly disclosed in December 2015; Aquarius Platinum as publicly disclosed in June 2015 and depleted based on actual production to reach December 2015 figures Pro forma for Rustenburg and Aquarius acquisitions Excludes Gold division Prill split assumed to be same as 9m16 for Stillwaters current mining operations 2015A Gold Production (moz) Includes Blitz at full ramp-up by 2021/22 (270-330koz 2E)7 By-product only By-product only By-product only Sibanye PGM Division Ranking Sibanye Gold Division Ranking 5, 6 5 Positioned globally as a top 5 PGM producer and top 10 gold producer 21 0.3 0.4 1.1 1.2 1.7 2.2 3.3 3.6 2.0 RBPlats Northam Sibanye (pre-transaction) Lonmin Sibanye (Pro Forma) ? Impala Norilsk ³ Amplats ² 0.1 0.1 0.4 0.4 0.8 0.8 1.3 2.7 1.0 RBPlats Northam Lonmin Sibanye (pre-transaction) Impala Sibanye (Pro Forma) ? Amplats ² Norilsk ³ 6.1 5.0 4.0 3.5 2.6 2.4 2.1 1.8 1.7 1.5 Barrick Newmont AngloGold Gold Corp Kinross Newcrest Gold Fields Polyus Agnico-Eagle Sibanye
Stillwater assets high-grade and long-life Source: Company filings. LoM as stated in company annual reports PGM Assets by Reserve Grade and LoM (based on published reserves) East Boulder Stillwater Mine Rustenburg Mimosa Blitz Kroondal Stillwaters portfolio is long-life and significantly higher grade than other major players Other PGM Assets include: Amandelbult Section Bafokeng-Rasimone Bokoni Impala Marikana Modikwa Mogalakwena Pilanesberg Two Rivers Union Section Zimplats Zondereinde Blitz mine life expected to extend to 35+ years as further drilling expands current reserves Sibanye PGM mines Stillwater PGM mines 22 0 10 20 30 40 50 60 0 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 LoM years (as defined by reserves) Grade g/t 4E
Quality growth and sustainability Expected Gold and PGM LoM production plan (next 20 years) Source: Company guidance ounces Gold Fields plan Complementary gold and PGM production profiles 23 0 500,000 1,000,000 1,500,000 2,000,000 2,500,000 3,000,000 3,500,000 4,000,000 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 Sibanye, Gold Rustenburg + Aquarius, PGM Stillwater ex. Blitz, PGM Blitz first 5 years, PGM Blitz ramped up, PGM Gold Fields plan, Gold
Cost reduction drivers; No exchange rate benefits Increased mechanisation Further infrastructure development Improved safety and productivity Staffing reorganization Supplier negotiations Low-cost assets Stillwater All-in-Sustaining costs (AISC)1 and realised prices ($/oz) c.25% AISC improvement Mid-to-high $500s/oz AISC margin improving Source: Company filings Note: 1. Non-GAAP financial measure, please refer to appendix for definition (after Blitz ramp-up) Track record of continuous operating efficiency in-line with Sibanyes culture of cost management 24 500 550 600 650 700 750 800 850 900 950 1,000 Q3 2014 Q4 2014 Q1 2015 Q2 2015 Q3 2015 Q4 2015 Q1 2016 Q2 2016 Q3 2016 Mid-term target AISC Realised basket price (Pt/Pd)
Moving Sibanye Platinum down the cost curve Source: Nedbank Research, Company filings Global PGM Cash cost + Capex curve (CY16E - At spot) Pro-forma Moves Sibanye down the PGM cost curve Further benefits from realisation of synergies between Rustenburg and Kroondal Stillwaters low-cost position expected to drive through-the-cycle cash flows 25 0 500 1,000 1,500 2,000 2,500 3,000 3,500 4,000 4,500 5,000 5,500 6,000 6,500 7,000 7,500 8,000 8,500 - 250 500 750 1,000 1,250 1,500 1,750 2,000 - 250 500 750 1,000 1,250 1,500 1,750 2,000 Cumulative Semi - Annual Production (koz) Cash Cost and Basket Price (US$/oz) Other Assets Stillwater Sibanye Spot PGM Basket Price Stillwater Mine Platinum Mile Mine East Boulder Mine Two Rivers (ARM / IMP) Sylvania Dumps (SLP) Mogalakwena (AMS) Mototolo (GLEN / AMS) Zimplats (IMP) BRPM (RBP) Kroondal Mimosa Modikwa (ARM / AMS) Marikana (LMI) Marula (IMP) Amandelbult Section (AMS) Bokoni (ATL) Rustenburg Section Booysendal (NHM) Pandora (LMI / AMS) Zondereinde (NHM) Unki (AMS) Union Section (AMS) Impala Mine (IMP) Twickenham (AMS) Maseve (PTM)
Strong culture fit Employees and safety Focus on proactive safety and health systems to reduce loss and promote improvement Environmental excellence State-of-the-art systems and treatment facilities Strive to exceed environmental standards Signatory to a voluntary Good Neighbour Agreement with local community Community engagement Sustained investment into local communities through donations to several local foundations Provide access to higher education through scholarships Sibanye Stillwater Shared focus on stakeholder engagement and responsibility 26
Value analysis and financing plan
NAV accretive Broker target share price for Stillwater vs. Offer price Offer Price Average Sibanye diligence suggests NAV opportunity beyond the average broker target price Source: Broker research, FactSet, Bloomberg Note: 1. Includes growth projects and assumes sustained operational efficiencies ¹ 28 17.20 16.00 21.00 18.00 19.25 14.00 17.00 $18.00 $ 17.49 Nedbank 23-Nov-16 JPM 07-Nov-16 FBR 02-Nov-16 BMO 28-Oct-16 BoAML 28-Oct-16 GS 28-Oct-16 RBC 28-Oct-16 Management NAVPS Estimate¹ Target price ($/sh) Offer price ($/sh) Target price avg. ($/sh)
Accretive transaction at favourable point in cycle The Transaction is expected to be accretive to cash flow per share as the Blitz Project ramps up Blitz Project under development, ramping up to expected steady state production of 270,000oz 330,000oz by 2021 / 2022 Increase in low cost production from Blitz and reduced project capital is expected to drive total Stillwater AISC lower Together with Sibanyes constructive Palladium and Platinum price outlook, is expected to drive higher positive cash flow Source: Company filings Note: Production profile, SWM and EB held at current production and company guidance on Blitz used to extrapolate to full production in 2022 Transaction meets Sibanyes internal hurdles to deliver value to shareholders Forecast Actual Stillwater Mine East Boulder Mine Blitz Project 29 Stillwater Mined Production (2E oz) 0 200,000 400,000 600,000 800,000 1,000,000 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2E oz
Include Royal Bafokeng, Northam, Amplats, Impala Include Agnico-Eagle, Newcrest, Newmont, Goldcorp, Barrick, Yamana and Kinross Positions Sibanye shareholders for a potential re-rating Source: Factset and Broker research. Market data as of 8 December 2016 Notes: 2015 Production for Stillwater (2E), Rustenburg (4E) and Aquarius (4E) Non-GAAP financial measure, please refer to appendix for definition Based on mean of select broker research Price / NAV2 (peer mean shown) 4 5 3 EV / 2017E EBITDA2 (peer mean shown) 4 5 3 Potential upside to current valuation multiples Other geographically diversified precious metals companies currently trade at premiums to pure play South African gold peers PGM producers trade at premium to gold producers in South Africa Sibanye Pro forma 4E production by geography1 30 31% 69% USA Southern Africa
Acquisition funding with equity raise Sibanyes will have concluded c.$2.8bn of acquisitions (including Stillwater) in relation to its PGM strategy since 2015 all cash funded Acquired Aquarius Platinum for $294m (2016) Acquired Rustenburg Operations for $326m (2016) Announced acquisition of Stillwater for $2.2bn (2017) A $750m rights offering would represent c.25% of the total capital committed to the PGM strategy Sibanye intends to maintain prudent balance sheet to support its industry-leading dividend policy Important to maintain a credit rating which allows for efficient cost of funding and market access Transaction consideration funded by: $2.7bn bridge financing from Citi and HSBC to fund the transaction consideration and repayment of Stillwater debt Permanent financing structure: $0.3bn from existing Stillwater cash balance Capital market transaction post-closing At least $0.75bn via rights issue New credit facilities and bonds Target 2017 leverage below 1.5x EBITDA1 Balanced acquisition funding plan preserves future flexibility 31 Note: 1. Non-GAAP financial measure, please refer to appendix for definition
Rights offering supports capital structure flexibility Net Debt1 / Last twelve months (LTM) EBITDA1 Source: Company filings, FactSet Note: Yamana, Goldcorp, Barrick, Newmont, Kinross, Agnico-Eagle, Acacia and Randgold LTM as of 30 September 2016. AngloGold, Newcrest, Gold Fields, Sibanye and Harmony LTM as of 30 June 2016 Non-GAAP financial measure, please refer to appendix for definition Pro forma debt excludes Burnstone debt and cash as well as fees and expenses related to the Transaction. Sibanye EBITDA annualised for the year ended 30 June 2016 and Pro forma for full year Rustenburg contribution Excludes Burnstone debt and cash Funding plan focused on reaching net leverage targets of <1.5x by YE 2017 and <1.0x thereafter 32 2 2 3 ~2.9x 2.3x 2.1x ~2.0x 1.9x 1.6x 1.6x 1.5x <1.5x 1.1x <1.0x 0.9x 0.5x 0.5x 0.3x NM NM Sibanye Pro Forma w/o Rights Offering Yamana Goldcorp Sibanye Pro Forma with $750m Rights Offering AngloGold Newcrest Gold Fields Barrick Sibanye YE 2017 Target Newmont Sibanye Long-Term Target Kinross Agnico-Eagle Sibanye Harmony Acacia Randgold
Conclusion
Key takeaways Transaction complements Sibanyes strategic vision of creating a premier global gold and PGM mining company Enhances the asset base - becoming a globally competitive South African mining champion Being value accretive, per detailed management due diligence Sibanye well positioned to take advantage of the long-term PGM market fundamentals Appropriately/well priced for current stage in the commodity cycle Financing structured to: Ensure ability to maintain industry leading dividend Provide access to low cost, global financing Positions Sibanye for a potential valuation re-rating 34
Conclusion We believe that this is a transformative transaction at a positive time in the cycle. With world-class operating assets and resource base, we are creating a cash-generative, globally competitive, South African mining champion - Neal Froneman, CEO of Sibanye Creating a premier, global precious metals miner 35
Questions 10
Appendix
Stillwater financials Source: Company filings Note: 1. Other includes: Losses on trade receivable and inventory purchases, (Gain) / loss on disposal of PP&E, Loss on long-term investments, Impairment of PP&E and non-producing mineral properties, Exploration, Proxy contest, Accelerated equity based compensation for change in control, Reorganization $ in m, unless stated otherwise 2013a 2014a 2015a 9m ended Sep 16 2E mine sales, koz 509 542 507 415 PGM Recycled, koz 542 384 340 266 2E basket price, $/oz 887 934 774 679 AISC, $/PGM oz 813 784 709 609 Total Revenues 1,040 944 726 496 Mine production 479 536 416 299 PGM Recycling 561 402 310 197 Other 0 6 0 0 Total costs of metals sold 841 729 595 397 Mine production 314 333 294 209 PGM Recycling 527 391 301 189 Other 0 5 0 0 Total depletion, depreciation and amortization 59 67 65 56 Mine production 58 66 64 55 PGM Recycling 1 1 1 1 General and administrative 47 35 34 25 Others1 489 14 52 4 Operating income (loss) (397) 98 (20) 13 Net cash provided by operating activities 149 188 110 38 Capital expenditure (129) (120) (107) (62) 12
Stillwater mine Ownership 100% Stillwater Location J-M Reef, Montana Mining Statistics Status: Producing Mine type: Underground Initial production: 1986 2016E PGM production: 330 koz1 2015A PGM production: 320 koz 9m 2016 PGM cash cost: $428/oz (-16% y-on-y) 2015 same period: $507/oz Est. mine life: 25+ years Reserves PGM reserves: 8.8 moz (78% Pd) Avg. PGM reserve grade: 19.7 g/t Infra-structure Developed a 6.8 mile/10.9km-long UG segment of J-M Reef Mill and concentrator on site Geology J-M Reef is the worlds highest grade PGM deposit Succession of ultramafic to mafic rocks Royalty2 Franco-Nevada 5% NSR royalty Mouat family 0.35% NSR royalty Asset overview Geographic location Mine site overview Source: Company filings Notes: 1. Based on Stillwater guidance and approximate production split year to date 2. 840 claims subject to 5% NSR payable to Franco Nevada, 143 claims subject to 0.35% NSR payable to Mouat family and 115 claims subject to both royalties. Franco Nevada estimates that their NSR royalty currently covers 80-85% of the Stillwater mine reserves Stillwater Mine Stillwater Mine Stillwater Mine 90 89 212 310 191 89 Livingston Big Timber McLeod NYE Fishtail Red Lodge Absarokee Columbus Laurel Billings Sweet Grass Stillwater Park Carbon Big Horn Boulder River Yellowstone River Yellowstone River E. Boulder River Stillwater River Bear Tooth Mountain Range 298 420 419 78 72 Yellowstone East Boulder Mine 87 Metallurgical Complex, Recycling Facilities Stillwater Mine Stillwater River 13
East Boulder mine Ownership 100% Stillwater Location J-M Reef, Montana Mining Statistics Status: Producing Mine type: Underground Initial production: 2002 2016E PGM production: 210 koz1 2015A PGM production: 201 koz 9m 2016 PGM cash cost: $441/oz (-15% y-on-y) 2015 same period: $517/oz Est. mine life: 25+ years Reserves PGM reserves: 11.1 moz (78% Pd) Avg. PGM reserve grade: 13.4 g/t Infra-structure Developed 3.2 mile/5.1km strike extent of J-M Reef Mill and concentrator on site Geology J-M Reef is the worlds highest grade PGM deposit Succession of ultramafic to mafic rocks Royalty2 Franco-Nevada 5% NSR royalty Mouat family 0.35% NSR royalty Asset overview Geographic location Mine site overview Stillwater Mine East Boulder Mine Stillwater Mine 90 89 212 310 191 89 Livingston Big Timber McLeod NYE Fishtail Red Lodge Absarokee Columbus Laurel Billings Sweet Grass Stillwater Park Carbon Big Horn Boulder River Yellowstone River Yellowstone River E. Boulder River Stillwater River Bear Tooth Mountain Range 298 420 419 78 72 Yellowstone East Boulder Mine 87 Metallurgical Complex, Recycling Facilities Stillwater Mine Stillwater River Source: Company filings Notes: 1. Based on Stillwater guidance and approximate production split year to date 2. 840 claims subject to 5% NSR payable to Franco Nevada, 143 claims subject to 0.35% NSR payable to Mouat family and 115 claims subject to both royalties. Franco Nevada estimates that their NSR royalty currently covers 80-85% of the Stillwater mine reserves 14
Blitz project Asset overview Mine site overview Ownership 100% Stillwater Location Beartooth Mountains, Montana Mining Statistics Status Development Mine type: Underground Est. first production: Early 2018 Production target: 270 330 koz 2E Total capital spend: $250 million Capital spend remaining: $150 million Project Update Primarily growth production for the first decade Crew for ore access moved to Blitz in August Optionality to increase production rate and ramp up Expected to reduce Stillwaters average AISC Drilling continues to demonstrate high grades Project acceleration has potential to maximize NPV Steady state production by 2021 Underground Drilling Sample Areas Proven and Probable PGM Reserve Area (2015) 1,800m 56E 10.7 56E 11.5 56E 10.4 56E10.4 40546 20.9ft @ 1.70oz/t PGM 40547 14.4ft @ 1.19oz/t PGM 40553 12.3ft @ 1.36oz/t PGM 40552 3.9ft @ 2.49oz/t PGM 40548 8.0ft @ 1.00oz/t PGM 40571 2.4ft @ 2.78oz/t PGM 40553 2.6ft @ 1.40oz/t PGM 40555 4.9ft @ 0.69oz/t PGM 40547 8.4ft @ 0.34oz/t PGM 40554 1.4ft @ 2.06oz/t PGM 40554 3.4ft @ 0.81oz/t PGM 40553 3.5ft @ 0.73oz/t PGM 40553 3.4ft @ 0.71oz/t PGM 56E 11.5 40593 0.8ft @ 7.14oz/t PGM 40585 9.0ft @ 0.57oz/t PGM 40589 1.2ft @ 1.76oz/t PGM 56E 10.7 40620 11.9ft @ 1.29oz/t PGM 40619 3.0ft @ 2.23oz/t PGM 40618 6.6ft @ 0.35oz/t PGM Blitz Project Surface Blitz Project Area Mineralized Material Outline TBM Drive Conventional 56 FWL Drive Existing Mine Development 1,000 feet 300m V & H Scale 1,200m 4,000 6,000 Meters 2,400m E 70,000 2,100m E 10,000 3,000m Feet 8,000 Note: Intervals are Estimated True Widths. Stillwater Mine Source: Company filings 15
Stillwater PGM reserves Source: Company filings Note: 1 Imperial (short tons) converted to metric (long tonnes) Stillwater Mine East Boulder Mine Total Montana Mines Ore Tonnes1 Avg. Grade Cont. Ounces Ore Tonnes Avg. Grade Cont. Ounces Ore Tonnes1 Avg. Grade Cont. Ounces (000's) (g/t) (000's) (000's) (g/t) (000's) (000's) (g/t) (000's) As of December 31, 2015 Proven Reserves 2,947 20.39 1,932 2,388 13.78 1,055 5,334 17.40 2,987 Palladium 15.93 1,509 10.63 826 Platinum 4.28 423 2.74 229 Probable Reserves 10,978 19.55 6,900 23,115 13.37 10,024 34,093 15.36 16,924 Palladium 15.27 5,389 10.63 7,845 Platinum 4.28 1,511 2.74 2,179 Total Proven and Probable Reserves 13,924 19.70 8,832 25,503 13.40 11,079 39,427 15.64 19,911 Palladium 6,898 8,671 Platinum 1,934 2,408 16
Near-term, low-cost growth Gold equivalent production1 (koz) Blitz continues the Sibanye strategy of growth via quality assets with attractive returns Source: Company filings Notes: Au-eq production figures for Rustenburg, Aquarius and Stillwater calculated using 2015 average prices for illustration; Au:$1,159/oz, Pd:$690/oz, Pt:$1,055/oz and Rh:$954/oz 2015 pro-forma production plus Blitz run-rate production expected in 2021-2022 c.200 c.3,021 In addition, Stillwater recycled c.400 koz in 2015A Remaining capex to be spent: c.$150m Stillwater PGM Sibanye Gold Sibanye PGM 2 43 1,220 1,430 1,589 1,536 253 685 347 1,789 2,474 2,821 2,821 2012 2013 2014 2015 Aquarius 2015 Rustenburg 2015 Stillwater 2015 Pro Forma 2015 Blitz c.2021 / 2022 (expected) Pro Forma Blitz
Definitions Stillwater AISC*: All-In Sustaining Costs (Non-GAAP): This non-GAAP financial measure is used as an indicator from period to period of the level of total cash required by the company to maintain and operate the existing mines, including corporate administrative costs and replacement capital. The measure is calculated beginning with costs of metal sold - Mine Production, the Company's most directly comparable GAAP financial measure and adding to it the change in mined inventories, and adjusting for the by-product and recycling income credits, domestic corporate general and administrative costs (excluding any depreciation and general and administrative costs of foreign subsidiaries) and that portion of total capital expenditures associated with sustaining the current level of mining operations. Capital expenditures, however, for Blitz and certain other one-time projects are not included in the calculation. When divided by the total recoverable PGM mined ounces produced in the respective period, All-In Sustaining Costs per PGM Mined Ounce Produced (Non-GAAP) provides an indication of the level of total cash required to maintain and operate the mines per PGM ounce produced in the period. Recoverable PGM ounces from production are an indication of the amount of PGM product extracted through mining in any period. Because the objective of PGM mining activity is to extract PGM material, the all-in cash costs per PGM mined ounce to produce PGM material, administer the business and sustain the operating capacity of the mines is a useful measure for comparing overall extraction efficiency between periods. This measure is affected by the total level of spending in the period and by the grade and volume of mined ore produced. Stillwater Cash costs*: Total Combined Cash Costs (Non-GAAP): This non-GAAP financial measure is calculated as total costs of metals sold - Mine Production adjusted for the change in mined inventories to calculate Total Combined Cash Costs before by-product and recycling income credits, (Non-GAAP). From this calculation, the Company deducts by-product and recycling income credits to arrive at Total Combined Cash Costs, net of by-product and recycling income credits. Total Combined Cash Costs is a measure of extraction efficiency. The Company uses this measure as a comparative indication of the cash costs related to production and processing in its mining operations in any period. When divided by PGM ounces produced in the respective period, Total Combined Cash Costs, net of by-products and recycling income credits (Non-GAAP), measured for each mine or combined, provides an indication of the level of combined cash costs incurred per PGM ounce produced in that period. Stillwater Non-GAAP financial measures For a full description and reconciliation of non-GAAP financial measures to GAAP financial measures, see Reconciliation of GAAP Financial Measures to Non-GAAP Financial Measures and the accompanying discussion in the Company's relevant 10Q or 10K results release. EBITDA: EBITDA is earnings before interest, tax, depreciation and amortization, and is calculated as net operating profit before depreciation and amortisation NAV: NAV is the value of the assets minus the value of liabilities Net Debt: Net debt represents borrowings and bank overdraft less cash and cash equivalents Borrowings are only those borrowings that have recourse to Sibanye and therefore exclude the Burnstone Debt. Borrowings exclude related party loans. *AISC and total cash cost definition sourced from Stillwater company filings 44
Exhibit 99.3
9 December 2016
WE ARE BECOMING A GLOBAL PLAYER
Dear Colleagues,
I am pleased to announce that we have reached an agreement to purchase Stillwater Mining, a leading palladium and platinum producer in North America.
This transaction is expected to create superior value for all our stakeholders by transforming Sibanye into a globally competitive, premier precious metal miner. Stillwaters operations consist of two low-cost underground PGM mines (the Stillwater Mine and East Boulder Mine), with an organic growth project, the Blitz Project, currently in development and their reserves have the highest PGM grades in the world. Stillwater also owns a downstream metallurgical facility, the Columbus metallurgical complex, which includes one of the largest secondary recycling operations in the world.
Importantly, the Stillwater assets are cash generative and are expected to be able to finance any growth internally and over the longer term, are expected to contribute strongly to Sibanye`s cash flow and sustain our strategically important investment leading dividend payment. The transaction will be funded through debt and then partly refinanced by Sibanye through a rights issue.
I have spent time at Stillwater and in addition to the operational excellence and upside potential in the operations, was pleased to note Stillwater`s commitment to its people, health and safety, which I believe complements our vision of creating superior value for all our stakeholders and is consistent with our CARES values. We are confident that acquiring an industry leading, top-tier asset, with added exposure in refining and recycling, will create value enhancement for all our stakeholders.
This transaction will position us as a South African mining company that is able to compete globally. Our commitment to our country remains firm and we will continue to grow our gold and platinum operations so that we can sustain jobs, ensure operational stability and continue to support our government and local communities through royalties and taxes and our social development programmes.
I look forward to welcoming the Stillwater team once the transaction is concluded. With your support, we have been able to be in a position where we are not only a leading South African company, but are able to use our local expertise to manage international businesses.
Sibanye We are One
NEAL FRONEMAN
Chief Executive Officer
Notice
This documents for informational purposes only and does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. Any securities referred to herein have not been, and will not be, registered under the US Securities Act of 1933 and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements.
This document does not constitute the solicitation of any vote, proxy or approval. In connection with the proposed transaction, Sibanye Gold Limited (Sibanye) intends to post to its shareholders a JSE Limited (JSE) Category 1 circular subject to the approval of the circular by the JSE and Stillwater Mining Company (Stillwater) intends to file with the Securities and Exchange Commission (the SEC) relevant materials, including a proxy statement. The JSE Category 1 circular and other relevant documents will be sent or otherwise disseminated to Sibanyes shareholders and will contain important information about the proposed transaction and related matters. SHAREHOLDERS OF SIBANYE ARE ADVISED TO READ THE JSE CATEGORY 1 CIRUCLAR AND OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. The proxy statement and other relevant documents will be sent or otherwise disseminated to Stillwaters shareholders and will contain important information about the proposed transaction and related matters. SHAREHOLDERS OF STILLWATER ARE ADVISED TO READ THE PROXY STATEMENT AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. When available, Sibanye shareholders may obtain free copies of the JSE Category 1 circular by going to Sibanyes website at www.sibanye.co.za. The proxy statement and other relevant documents may also be obtained, free of charge, on the SECs website (http://www.sec.gov), when available. Stillwater shareholders may obtain free copies of the proxy statement once it is available from Stillwater by going to Stillwaters website at www.Stillwater.com.
Sibanye, Stillwater and their respective directors and officers may be deemed participants in the solicitation of proxies of Sibanyes and Stillwaters respective shareholders in connection with the proposed transaction. Sibanyes shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Sibanye in Sibanyes Annual Report on Form 20-F, for the fiscal year ended December 31, 2015, which was filed with the SEC on March 21, 2016. Stillwaters shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Stillwater in Stillwaters Annual Report on Form 10-K for the fiscal year ended December 31, 2015, which was filed with the SEC on February 22, 2016. Additional information regarding the interests of participants in the solicitation of proxies in connection with the proposed transaction will be included in the proxy statement that Stillwater intends to file with the SEC.
This document includes forward-looking statements within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as target, will, forecast, expect, potential, intend, estimate, anticipate, can and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. The forward-looking statements set out in this document involve a number of known and unknown risks, uncertainties and other factors, many of which are difficult to predict and generally beyond the control of Sibanye and Stillwater, that could cause Sibanyes or Stillwaters actual results and outcomes to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. These forward-looking statements speak only as of the date of this document. Neither Sibanye nor Stillwater undertake any obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this document or to reflect the occurrence of unanticipated events.
This announcement confidential and intended solely for the use of the individual or entity to whom it is addressed. You may not, nor are you authorised to, deliver this announcement, electronically or otherwise, to any other person. If you are not the intended recipient, you are hereby notified that any use or dissemination of this communication is strictly prohibited. If you have received this announcement in error, please notify us immediately.
Policy Name
Exhibit 99.4
MEDIA RELEASE
Sibanye Gold Limited
Reg. 2002/031431/06
Business Address:
Libanon Business Park
1 Hospital Street
(Off Cedar Ave)
Libanon, Westonaria, 1780
Postal Address:
Private Bag X5
Westonaria, 1780
Tel +27 11 278 9600
Fax +27 11 278 9863
SIBANYE ANNOUNCES PROPOSED ACQUISITION OF STILLWATER MINING COMPANY
Creating superior value for all stakeholders
Westonaria, 9 December 2016: Sibanye Gold Limited (Sibanye) is pleased to announce it has reached a definitive agreement to acquire Stillwater Mining Company (Stillwater, NYSE: SWC) for US$18 per share in cash, or US$2.2 billion in aggregate (approximately R30 billion). The consideration represents a premium of 23% to Stillwaters prior day closing share price, and 20% to Stillwaters 20-day volume-weighted average closing share price.
Stillwater Mining Company, a leading palladium and platinum producer located in Montana and headquartered in Colorado, USA, is a Tier One producer of platinum group metals (PGMs). Stillwater currently comprises two underground PGM mines (the Stillwater Mine and the East Boulder Mine), the Blitz organic growth Project and the Columbus Metallurgical Complex.
Commenting on the announcement, Neal Froneman, CEO of Sibanye said: The Transaction is consistent with Sibanyes strategy of creating superior value for all of our stakeholders by enhancing the cash flow generation through value accretive growth, which underpins our strategy of paying sustainable, industry-leading dividends. The Transaction represents a transformational opportunity for Sibanye to acquire high-quality, low-cost, PGM assets at a favourable point in the cycle.
Strategically the Transaction is compelling in that it expands Sibanyes PGM portfolio with high-grade reserves that currently support over 25 years of mine life, and also provide near term, organic, low-cost growth through the Blitz Project. Furthermore, the extensive strike length of the mineralised orebody, suggests that there may be further upside potential.
Sillwaters Columbus metallurgical processing complex will provide Sibanye with a mine-to-market PGM business and the sizeable recycling operation provides a steady margin and strategic market insight.
Directors: Sello Moloko* (Chairman) Neal Froneman (CEO) Charl Keyter (CFO) Chris Chadwick* Robert Chan* Timothy Cumming*
Barry Davison* Rick Menell* Nkosemntu Nika* Keith Rayner* Sue van der Merwe* Jerry Vilakazi* Jiyu Yuan*
Cain Farrel (Corporate Secretary) (*Non-Executive)
www.sibanyegold.co.za
The Transaction also positions Sibanye shareholders for a potential re-rating. Following a thorough due diligence on Stillwater, Sibanye management considers the Transaction to be value accretive. In addition, the transaction will position Sibanyes Platinum Division further down the global cost curve, with the potential of further cost reductions, thus enhancing the Groups cash flow generation and improving its access to lower-cost global financing.
Mick McMullen, CEO of Stillwater said: The Board of Directors of Stillwater has approved the Transaction and recommends that stockholders of Stillwater vote in favor of it. The Transaction allows our stockholders to realise immediate value and also positions our operations and employees as part of a preeminent global precious metals company. Sibanye has complementary values to Stillwater, and we are confident that Sibanye will continue to be a world-class steward of our operations and partner to our local communities in Montana.
The implementation of the Transaction is subject to Stillwater and Sibanye shareholder approval as well as applicable regulatory approvals in the U.S. and South Africa. Sibanyes two largest shareholders, Gold One International Ltd. and the PIC, which in aggregate represent 29% of Sibanyes issued share capital, have indicated their support for the Transaction.
Sibanye will fund the transaction through a US$2.7 billion bridge loan commitment. The Transaction is expected to close in the second quarter of 2017. Post-closing of the Transaction, Sibanye will raise new debt and equity through a rights issue, with the objective of maintaining its dividend policy and preserving its long-term financial flexibility.
Froneman concluded: This Transaction balances Sibanyes portfolio operationally and geographically with the addition of a world-class operation in an attractive mining jurisdiction. We have been most impressed with the workforce at Stillwater, and look forward to the opportunity of working with them. We believe that our two organisations have a strong cultural fit, with mutual priorities of employee health and safety, the environment and the communities in which we operate.
ENDS
There will be at 10h00 (CAT) a live presentation/ webcast and at 16h00 (CAT) an international analyst call. Information can be found at:
https://www.sibanyegold.co.za/investors/transactions/stillwater-acquisition
Contact
Investors
James Wellsted
SVP Investor Relations
Sibanye Gold Limited
+27 83 453 4014
james.wellsted@sibanyegold.co.za
Media
Carol Roos
Brunswick
+27 72 690 1230
croos@brunswickgroup.com
Exhibit 99.5
F a c t s h e e t https://www.sibanyegold.co.za/investors/transa ctions/stillwater-acquisition Enhances the asset base - high grade, low cost assets with growth potential - becoming a globally competitive South African mining champion Assets are value accretive (based on managements due diligence) Sibanye well positioned to benefit from expected robust long-term PGM market fundamentals Transforms Sibanye to a top 4 PGM (4E) and top 3 palladium producer globally Positions Sibanye shareholders for a potential re-rating Creates a premier, global, Gold & PGM mining Company 1)The average exchange rate during the relevant period as reported by I-Net Bridge R/$ 12.75 2)As at 08 December 2016 R/$13.66 CO N S I D E R AT I O N $18.00 per share in cash, or $2.2bn for all outstanding common stock of Stillwater 23% premium to prior day close; 20% premium to 20-day VWAP as of 8 December Total consideration of $2.7bn, including repayment of $0.5 bn convertible notes with make-whole adj. Financing: $2.7bn bridge financing from Citi and HSBC S I BA N Y E Headquarters: Westonaria, South Africa Employees: 60,000+ Key Commodities: Gold & PGMs Financial Highlights: 2015 Revenue: R22.7bn / $1.7bn¹ 2015 Operating Cash Flow: R3.5bn / $276m¹ Market Cap R26bn / $1.92bn² Top 10 gold producer globally ST I L LWAT E R Headquarters: Colorado, USA Employees: 1,400 Key Commodities: Palladium & Platinum Financial Highlights: 2015 Revenue: $726m 2015 Operating Cash Flow: $110m Market Cap $1.78bn One of the lowest cost producers in the industry Sibanye furthers its strategic vision of creating superior value for all stakeholders Proposed acquisition of Stillwater for $2.2bn in cash
https://www.sibanyegold.co.za/investors/transa ctions/stillwater-acquisition the cycle. With world-class operating assets and resource base, United States East Boulder Mine (Underground) Southern Africa Sibanye Gold Operations Production 15A: 1.5moz Cash Costs 15A: $848/oz Current operating mines: Location: Montana Production 15A: 201koz 2E Cash Costs 15A: $528/oz1 Estimated Mine Life: 25+ years Kloof Gold Mine Beatrix Gold Mine Driefontein Gold Mine Cooke Stillwater Mine (Underground) Location: Montana Production 15A: 320koz 2E Cash Costs 15A: $506/oz1 Estimated Mine Life: 25+ years Sibanye PGM Operations Production 15A: 1.1moz 4E Cash costs Q316²: $678/oz Current operating mines: Blitz Development (Underground) Location: Montana First Production: Late 2017/early 2018 Production Target: 270/330koz2E Remaining Capex: c.$75-95mto 1st production c.$150m in total Kroondal Mimosa Rustenburg Platinum Mile PGM Metallurgy Complex & Recycling Facility Gold Concentrators and Smelters Consists of smelter and refinery located in Montana Among the worlds largest and most advanced PGM recycling operations Recycled volumes 15A: 340koz PGM2 Sibanye concentrates and smelts gold rich ore at the Kloof, Driefontein and Beatrix mines located in Westonaria, Gauteng Gold rich concentrate is transported to rand refinery in Johannesburg to be further refined ¹Total cash costs per PGM mined ounce, net of by-product and recycling credits (Non-GAAP). ²PGM assets acquired in 2016, Q3 operating result Achieving operational excellence through aligned management, shared values and similar culture Montana where the high grade PGM or is and is a competitive differentiator, positioning economically viable ounces and improving cash S I BA N Y E Sibanye is the largest individual producer of gold from South Africa and is one of 10 largest gold producers globally as well as the worlds fifth largest producer of PGMs. Sibanye strives to provide superior value creation for all stakeholders through mining multi-commodity resources in a safe and healthy environment. Sibanye has a track record of delivering responsible, sustainable and operational growth, providing superior shareholder returns. ST I L LWAT E R Stillwater Mining Company is the only and largest producer of PGMs in the United States. The Stillwater mines are located in the JM-reef in extracted. Stillwater is known for environmental excellence the company as a supplier-of-choice. Stillwater has a disciplined focus on mining generation. This is a transformative transaction at a positive time in we are creating a cash flow generative, South African mining champion competing on a global stage. - Neal Froneman, CEO of Sibanye
Notice This document is for informational purposes only and does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. Any securities referred to herein have not been, and will not be, registered under the US Securities Act of 1933 and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements. This document does not constitute the solicitation of any vote, proxy or approval. In connection with the proposed transaction, Sibanye Gold Limited (Sibanye) intends to post to its shareholders a JSE Limited (JSE) Category 1 circular subject to the approval of the circular by the JSE and Stillwater Mining Company (Stillwater) intends to file with the Securities and Exchange Commission (the SEC) relevant materials, including a proxy statement. The JSE Category 1 circular and other relevant documents will be sent or otherwise disseminated to Sibanyes shareholders and will contain important information about the proposed transaction and related matters. SHAREHOLDERS OF SIBANYE ARE ADVISED TO READ THE JSE CATEGORY 1 CIRUCLAR AND OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. The proxy statement and other relevant documents will be sent or otherwise disseminated to Stillwaters shareholders and will contain important information about the proposed transaction and related matters. SHAREHOLDERS OF STILLWATER ARE ADVISED TO READ THE PROXY STATEMENT AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. When available, Sibanye shareholders may obtain free copies of the JSE Category 1 circular by going to Sibanyes website at www.sibanye.co.za. The proxy statement and other relevant documents may also be obtained, free of charge, on the SEC's website (http://www.sec.gov), when available. Stillwater shareholders may obtain free copies of the proxy statement once it is available from Stillwater by going to Stillwaters website at www.Stillwater.com. Sibanye, Stillwater and their respective directors and officers may be deemed participants in the solicitation of proxies of Sibanyes and Stillwaters respective shareholders in connection with the proposed transaction. Sibanyes shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Sibanye in Sibanyes Annual Report on Form 20-F, for the fiscal year ended December 31, 2015, which was filed with the SEC on March 21, 2016. Stillwaters shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Stillwater in Stillwaters Annual Report on Form 10-K for the fiscal year ended December 31, 2015, which was filed with the SEC on February 22, 2016. Additional information regarding the interests of participants in the solicitation of proxies in connection with the proposed transaction will be included in the proxy statement that Stillwater intends to file with the SEC. This document includes forward-looking statements within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as target, will, forecast, expect, potential, intend, estimate, anticipate, can and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. The forward-looking statements set out in this document involve a number of known and unknown risks, uncertainties and other factors, many of which are difficult to predict and generally beyond the control of Sibanye and Stillwater, that could cause Sibanyes or Stillwaters actual results and outcomes to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. These forward-looking statements speak only as of the date of this document. Neither Sibanye nor Stillwater undertake any obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this document or to reflect the occurrence of unanticipated events. This document is confidential and intended solely for the use of the individual or entity to whom it is addressed. You may not, nor are you authorised to, deliver this document, electronically or otherwise, to any other person. If you are not the intended recipient, you are hereby notified that any use or dissemination of this communication is strictly prohibited. If you have received this announcement in error, please notify us immediately.
Exhibit 99.6
Home Page About us Our business Sustainability Investors Careers Suppliers Creating a premier, global, precious metals miner Proposed transaction to acquire Stillwater Mining Dec 09, 2016 Latest news Proposed acquisition of Stillwater Mining Company: creating a premier, global precious metals miner Sibanye is pleased to announce that it has entered into a definitive agreement to acquire all of the outstanding common stock of Stillwater Mining Company (NYSE: SWC) (Stillwater) for US$18.00 per share in cash, or US$2.2 billion in aggregate (approximately R30 billion). Read more Dec 09, 2016 Media release: Sibanye announces proposed acquisition of Stillwater Mining Company Nov 01, 2016 Sibanye takes ownership of the Rustenburg Platinum Mines and implements management changes Oct 27, 2016 Operating update and trading statement for the quarter ended 30 September 2016 Dec 9 2016 Investor presentation: Acquisition of Stillwater Mining Company Industry links www.thisisgold.co.za www.oldcollab.co.za www.goldwagenegotiations.co.za www.chamberofmines.org.za E-mail alerts To receive up-to-the minute e-mail notifications to all our latest news and publications, sign-up via the Vault. Head office Tel: +27 11 278 9600 Fax: +27 11 278 9863 Libanon Business Park 1 Hospital Street (off Cedar Avenue) Libanon, Westonaria 1780, South Africa Tip-offs Anonymous 0800 001 987 (free call) Please report all unethical behaviour such as fraud, corruption, illegal mining, gold theft, theft of company property, clocking fraud, copper theft or theft of explosives anonymously.
Disclaimer Page About us Our business Sustainability Investors Careers Suppliers Proposed transaction to acquire Stillwater Mining Disclaimer The documents contained in this webpage do not constitute the solicitation of any vote, proxy or approval. In connection with the proposed transaction, Sibanye Gold (Sibanye) intends to post to its shareholders a JSE Limited (JSE) Category 1 circular subject to the approval of the circular by the JSE and Stillwater Mining Company (Stillwater) intends to file with the Securities and Exchange Commission (the SEC) relevant materials, including a proxy statement. The JSE Category 1 circular and other relevant documents will be sent or otherwise disseminated to Sibanyes shareholders and will contain important information about the proposed transaction and related matters. SHAREHOLDERS OF SIBANYE ARE ADVISED TO READ THE JSE CATEGORY 1 CIRUCLAR AND OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. The proxy statement and other relevant documents will be sent or otherwise disseminated to Stillwaters shareholders and will contain important information about the proposed transaction and related matters. SHAREHOLDERS OF STILLWATER ARE ADVISED TO READ THE PROXY STATEMENT AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. When available, Sibanye shareholders may obtain free copies of the JSE Category 1 circular by going to Sibanyes website at www.sibanyegold.co.za. The proxy statement and other relevant documents may also be obtained, free of charge, on the SEC's website (www.sec.gov), when available. Stillwater shareholders may obtain free copies of the proxy statement once it is available from Stillwater by going to Stillwaters website at www.stillwatermining.com. Participants in the Solicitation Sibanye, Stillwater and their respective directors and officers may be deemed participants in the solicitation of proxies of Sibanyes and Stillwaters respective shareholders in connection with the proposed transaction. Sibanyes shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Sibanye in Sibanyes Annual Report on Form 20-F, for the fiscal year ended December 31, 2015, which was filed with the SEC on March 21, 2016. Stillwaters shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Stillwater in Stillwaters Annual Report on Form 10-K for the fiscal year ended December 31, 2015, which was filed with the SEC on February 22, 2016. Additional information regarding the interests of participants in the solicitation of proxies in connection with the proposed transaction will be included in the proxy statement that Stillwater intends to file with the SEC. No Offer or Solicitation The documents contained in this webpage are for informational purposes only and does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. Any securities referred to herein have not been, and will not be, registered under the U.S. Securities Act of 1933 and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements. Forward Looking Statements The documents contained in this webpage include forward-looking statements within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as target, will, forecast, expect, potential, intend, estimate, anticipate, can and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. In these documents, for example, statements related to expected timings of the transactions (including completion), potential transaction benefits (including financial re-ratings), pricing expectations, levels of output, supply and demand, information related to the Blitz Project, and estimations or expectations of enterprise value, EBTIDA and net asset values, are forward-looking statements. The forward-looking statements set out in these documents involve a number of known and unknown risks, uncertainties and other factors, many of which are difficult to predict and generally beyond the control of Sibanye and Stillwater, that could cause Sibanyes or Stillwaters actual results and outcomes to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. Such risks, uncertainties and other factors include, without limitation: Sibanyes or Stillwaters ability to complete the proposed transaction; the inability to complete the proposed transaction due failure to obtain approval of the shareholders of Sibanye or Stillwater or other conditions in the Merger Agreement; Sibanyes ability to successfully integrate the acquired assets with its existing operations; Sibanyes ability to achieve anticipated efficiencies and other cost savings in connection with the transaction; Sibanyes ability to implement its strategy and any changes thereto; Sibanyes future financial position, plans, strategies, objectives, capital expenditures, projected costs and anticipated cost savings and financing plans; changes in the market price of gold, platinum group metals (PGMs) and/or uranium. These forward-looking statements speak only as of the date of publication. Neither Sibanye nor Stillwater undertake any obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of publication or to reflect the occurrence of unanticipated events. I ACCEPT I DECLINE Industry links www.thisisgold.co.za www.oldcollab.co.za www.goldwagenegotiations.co.za www.chamberofmines.org.za E-mail alerts To receive up-to-the minute e-mail notifications to all our latest news and publications, sign-up via the Vault. Head office Tel: +27 11 278 9600 Fax: +27 11 278 9863 Libanon Business Park 1 Hospital Street (off Cedar Avenue) Libanon, Westonaria 1780, South Africa Tip-offs Anonymous 0800 001 987 (free call) Please report all unethical behaviour such as fraud, corruption, illegal mining, gold theft, theft of company property, clocking fraud, copper theft or theft of explosives anonymously.
Overview Page About us Our business Sustainability Investors Careers Suppliers Proposed transaction to acquire Stillwater Mining Overview The transaction The companies CREATING A PREMIER, GLOBAL, PRECIOUS METALS MINER We believe that this is a transformative transaction at a positive time in the cycle. With world-class operating assets and resource base, we are creating a cash-generative, globally competitive, South African mining champion. Neal Froneman, CEO of Sibanye Sibanye has complementary values to Stillwater, and we are confident that Sibanye will continue to be a world-class steward of our operations and partner to our valued communities in Montana. Mick McMullen, Stillwater President and CEO More on the transaction Strong transaction rationale Enhance Sibanyes asset base and create a globally competitive South African mining champion by: Adding two low-cost, low-risk, steady state producing PGM mines to its portfolio Expanding its portfolio with high-grade reserves that support over 25 years of mine life Providing near term, organic and low-cost growth through the Blitz Project Providing significant upside and growth potential through extensive regional resources Creating a mine-to-market PGM business with a metallurgical processing complex Significant PGM recycling business provides a steady margin and strategic insight into the market Further operational optimisation potential through transfer of best practices Position Sibanye shareholders for potential valuation re-rating by: Being value accretive, per detailed management due diligence Balancing its portfolio operationally and geographically with the addition of a world class operation in an attractive mining jurisdiction Positioning its Platinum Division further down the global cost curve, with potential for further cost reductions Enhancing its cash flow generation to sustain its industry-leading dividend Improving its access to lower-cost global financing CONTACTS For more information, contact: Sibanye James Wellsted SVP: Investor Relations james.wellsted@sibanyegold.co.za +27 (83) 453-4014 Brunswick Carol Roos +27 72 690 1230 croos@brunswickgroup.com Stillwater Mining Mike Beckstead investor-relations@stillwatermining.com +1 (720) 502-7671 FTI Consulting Brian Maddox brian.maddox@fticonsulting.com +1 (212) 850-5661 Industry links www.thisisgold.co.za www.oldcollab.co.za www.goldwagenegotiations.co.za www.chamberofmines.org.za E-mail alerts To receive up-to-the minute e-mail notifications to all our latest news and publications, sign-up via the Vault. Head office Tel: +27 11 278 9600 Fax: +27 11 278 9863 Libanon Business Park 1 Hospital Street (off Cedar Avenue) Libanon, Westonaria 1780, South Africa Tip-offs Anonymous 0800 001 987 (free call) Please report all unethical behaviour such as fraud, corruption, illegal mining, gold theft, theft of company property, clocking fraud, copper theft or theft of explosives anonymously.
The Transaction Page About us Our business Sustainability Investors Careers Suppliers Proposed transaction to acquire Stillwater Mining Overview The transaction The companies Sibanye is pleased to announce it has reached a definitive agreement to acquire Stillwater Mining Company (Stillwater, NYSE: SWC) for US$18 per share in cash, or US$2.2 billion in aggregate (approximately R30 billion). The consideration represents a premium of 23% to Stillwaters closing share price on 8 December 2016. Live webcast and conference call DOCUMENTS Media release: Sibanye announces proposed acquisition of Stillwater Mining Company (128kb) SENS release: Proposed acquisition of Stillwater Mining Company (136kb) Investor presentation: Acquisition of Stillwater Mining Company (2.19) Factsheet: Proposed acquisition of Stillwater for $2.2bn in cash (878kb) Transaction summary Consideration $18.00 per share in cash, or $2.2bn for all outstanding common stock of Stillwater 23% premium to prior day close; 20% premium to 20-day VWAP as of 8 December Financing: $2.7bn bridge financing from Citi and HSBC Conditions precedent Sibanye shareholder approval Majority of votes cast to approve transaction with Stillwater 75% of votes cast to approve the issuance of new shares for contemplated rights issue Stillwater shareholder approval (majority of votes outstanding) Customary South African and U.S. regulatory approvals No material adverse change Sibanye shareholder support Gold One and the PIC have indicated support for the Transaction Deal protection Stillwater subject to non-solicitation covenants with customary fiduciary out exemptions A right in favor of Sibanye to match any superior proposal A termination fee of 0.75% of Stillwater equity value A reciprocal termination fee of 1.50% of Stillwater equity value to Stillwater Anticipated timing 1HY2017: Circular and proxy materials dispatched to Sibanye and Stillwater shareholders 1HY2017: Sibanye/Stillwater shareholder meetings to approve transaction and complete acquisition Post-closing: Rights offering and debt offerings executed CONTACTS For more information, contact: Sibanye James Wellsted SVP: Investor Relations james.wellsted@sibanyegold.co.za +27 (83) 453-4014 Brunswick Carol Roos +27 72 690 1230 croos@brunswickgroup.com Stillwater Mining Mike Beckstead investor-relations@stillwatermining.com +1 (720) 502-7671 FTI Consulting Brian Maddox brian.maddox@fticonsulting.com +1 (212) 850-5661 Industry links www.thisisgold.co.za www.oldcollab.co.za www.goldwagenegotiations.co.za www.chamberofmines.org.za E-mail alerts To receive up-to-the minute e-mail notifications to all our latest news and publications, sign-up via the Vault. Head office Tel: +27 11 278 9600 Fax: +27 11 278 9863 Libanon Business Park 1 Hospital Street (off Cedar Avenue) Libanon, Westonaria 1780, South Africa Tip-offs Anonymous 0800 001 987 (free call) Please report all unethical behaviour such as fraud, corruption, illegal mining, gold theft, theft of company property, clocking fraud, copper theft or theft of explosives anonymously. © 2016 Sibanye Resources. All rights reserved.
The Companies Page - 1 About us Our business Sustainability Investors Careers Suppliers Proposed transaction to acquire Stillwater Mining Overview The transaction The companies Sibanye is an independent mining group domiciled in South Africa. Sibanye currently owns and operates high-quality gold and platinum operations and is the largest individual producer of gold from South Africa, one of 10 largest gold producers globally and the worlds fifth largest producer of platinum group metals (PGMs). Overview Strategy Purpose, vision and values History Leadership Where we operate Photo gallery Stillwater Mining Company is the only U.S. miner of platinum group metals (PGMs) and the largest primary producer of PGMs outside of South Africa and the Russian Federation. The Company is engaged in the development, extraction and processing of PGMs from a geological formation in south-central Montana recognized as the J-M Reef. The J-M Reef is the only known significant source of PGMs in the U.S. and the highest-grade PGM resource known in the world. The Company is also one of the worlds largest recyclers of PGMs from catalytic converters and other industrial sources. Stillwater employs approximately 1,400 people across its business. Overview Strategy History Leadership Where we operate Photo gallery Industry links www.thisisgold.co.za www.oldcollab.co.za www.goldwagenegotiations.co.za www.chamberofmines.org.za E-mail alerts To receive up-to-the minute e-mail notifications to all our latest news and publications, sign-up via the Vault. Head office Tel: +27 11 278 9600 Fax: +27 11 278 9863 Libanon Business Park 1 Hospital Street (off Cedar Avenue) Libanon, Westonaria 1780, South Africa Tip-offs Anonymous 0800 001 987 (free call) Please report all unethical behaviour such as fraud, corruption, illegal mining, gold theft, theft of company property, clocking fraud, copper theft or theft of explosives anonymously.
The Companies Page 2 About us Our business Sustainability Investors Careers Suppliers Proposed transaction to acquire Stillwater Mining Overview The transaction The companies Strategy Sibanye strives to deliver value to shareholders through consistent, industry-leading dividends and capital appreciation by applying its holistic, efficient operating model at its operations and by investing in value-accretive growth. Superior value is delivered by maintaining a clear and consistent operational focus, and disciplined, efficient and cost-effective capital management. The Group has established itself as a benchmark dividend payer in the global mining industry and intends to maintain this position. Overview Strategy Purpose, vision and values History Leadership Where we operate Photo gallery Strategy Stillwater maintains a keen focus on the following four strategic areas: Continuous operational improvement mining, processing and recycling Financial optimization capital allocation, cost reductions and capital expenditures Corporate responsibility - corporate governance and safe, sustainable operations Portfolio management attention on core mining properties and creating value from non-core assets Overview Strategy History Leadership Where we operate Photo gallery Industry links www.thisisgold.co.za www.oldcollab.co.za www.goldwagenegotiations.co.za www.chamberofmines.org.za E-mail alerts To receive up-to-the minute e-mail notifications to all our latest news and publications, sign-up via the Vault. Head office Tel: +27 11 278 9600 Fax: +27 11 278 9863 Libanon Business Park 1 Hospital Street (off Cedar Avenue) Libanon, Westonaria 1780, South Africa Tip-offs Anonymous 0800 001 987 (free call) Please report all unethical behaviour such as fraud, corruption, illegal mining, gold theft, theft of company property, clocking fraud, copper theft or theft of explosives anonymously.
The Companies Page -3 About us Our business Sustainability Investors Careers Suppliers Proposed transaction to acquire Stillwater Mining Overview The transaction The companies Purpose, vision and values Sibanyes core purpose is to improve lives through mining. The group's vision is to create superior value for all stakeholders through mining our multi-commodity resources in a safe and healthy environment. Values Commitment Deliver on our promises to all stakeholders Accountability Accept responsibility and consequences for our actions Respect Show regard and consideration for others Enabling Make it easy to work productively and safely Safety I am safe, we are safe! Overview Strategy Purpose, vision and values History Leadership Where we operate Photo gallery History Stillwater Mining Company has an extensive history with roots that can be traced back to the late 19th century. Early exploration along the Stillwater Complex in south-central Montana focused on chromium, copper and nickel. Later, the focus shifted to platinum group metals (PGMs) and the discovery of the J-M Reef, which is the richest known deposit of PGMs in the world. Today, Stillwater operates two underground mines along the J-M Reef. Overview Strategy History Leadership Where we operate Photo gallery Industry links www.thisisgold.co.za www.oldcollab.co.za www.goldwagenegotiations.co.za www.chamberofmines.org.za E-mail alerts To receive up-to-the minute e-mail notifications to all our latest news and publications, sign-up via the Vault. Head office Tel: +27 11 278 9600 Fax: +27 11 278 9863 Libanon Business Park 1 Hospital Street (off Cedar Avenue) Libanon, Westonaria 1780, South Africa Tip-offs Anonymous 0800 001 987 (free call) Please report all unethical behaviour such as fraud, corruption, illegal mining, gold theft, theft of company property, clocking fraud, copper theft or theft of explosives anonymously.
The Companies Page 4 About us Our business Sustainability Investors Careers Suppliers Proposed transaction to acquire Stillwater Mining Overview The transaction The companies History Sibanye was established in November 2012, after Gold Fields proposed the unbundling of its 100%-owned subsidiary, GFI Mining South Africa, which holds the Kloof, Driefontein and Beatrix gold mines as well as various service companies. In February 2013, GFI Mining South Africa listed as Sibanye Gold Limited (Sibanye) on the JSE, with the listing of Sibanyes ADR Programme on the New York Stock Exchange (NYSE) commencing later the same day. In April 2016, Sibanye revised its organisational structures to ensure optimal positioned for its entry into the PGM mining sector. Overview Strategy Purpose, vision and values History Leadership Where we operate Photo gallery Leadership Mick McMullen, President and Chief Executive Officer Christopher M. Bateman, Chief Financial Officer Brent R. Wadman, Vice President, Legal Affairs and Corporate Secretary Kristen K. Koss, Vice President, Human Resources and Safety Dee L. Bray, Vice President, Mine Operations Rhonda L. Ihde, Corporate Controller Gregory K. Roset, Vice President and General Manager, Smelting and Recycling Dave A. Shuck, Vice President and General Manager, Refining and Analytical Laboratory Overview Strategy History Leadership Where we operate Photo gallery Industry links www.thisisgold.co.za www.oldcollab.co.za www.goldwagenegotiations.co.za www.chamberofmines.org.za E-mail alerts To receive up-to-the minute e-mail notifications to all our latest news and publications, sign-up via the Vault. Head office Tel: +27 11 278 9600 Fax: +27 11 278 9863 Libanon Business Park 1 Hospital Street (off Cedar Avenue) Libanon, Westonaria 1780, South Africa Tip-offs Anonymous 0800 001 987 (free call) Please report all unethical behaviour such as fraud, corruption, illegal mining, gold theft, theft of company property, clocking fraud, copper theft or theft of explosives anonymously.
Companies Page 5 About us Our business Where we operate Sustainability Investors Careers Suppliers Proposed transaction to acquire Stillwater Mining Overview The transaction The companies Leadership Neal Froneman, Chief Executive Officer Charl Keyter , Chief Financial Officer Hartley Dikgale, Executive Vice President: Corporate Affairs Dawie Mostert, Executive Vice President: Commercial Services Robert van Niekerk , Divisional CEO: Platinum Division Wayne Robinson, Divisional CEO: Gold and Uranium Division Richard Stewart, Executive Vice President: Business Development John Wallington, Executive Vice President: Coal and Energy Themba Nkosi, Executive Vice President: Human Capital Overview Strategy Purpose, vision and values History Leadership Where we operate Photo gallery Where we operate Stillwater Mine Nye, Montana, U.S.A. East Boulder Mine McLeod, Montana, U.S.A. Metallurgical Complex Columbus, Montana, U.S.A. Smelter Base Metals Refinery PGM recycling Marathon project Ontario, Canada Altar project San Juan Province, Argentina Overview Strategy History Leadership Where we operate Photo gallery Industry links www.thisisgold.co.za www.oldcollab.co.za www.goldwagenegotiations.co.za www.chamberofmines.org.za E-mail alerts To receive up-to-the minute e-mail notifications to all our latest news and publications, sign-up via the Vault. Head office Tel: +27 11 278 9600 Fax: +27 11 278 9863 Libanon Business Park 1 Hospital Street (off Cedar Avenue) Libanon, Westonaria 1780, South Africa Tip-offs Anonymous 0800 001 987 (free call) Please report all unethical behaviour such as fraud, corruption, illegal mining, gold theft, theft of company property, clocking fraud, copper theft or theft of explosives anonymously.
Companies Page - 6 About us Our business Sustainability Investors Careers Suppliers Proposed transaction to acquire Stillwater Mining Overview The transaction The companies Where we operate Gold Division Cooke, Driefontein and Kloof operations West Witwatersrand, South Africa Beatrix operation southern Free State, South Africa West Rand Tailings Retreatment Project (WRTRP) West Witwatersrand, South Africa Burnstone project South Rand Goldfield, Witwatersrand Basin, South Africa Platinum Division Rustenburg Operations, Kroondal operation and the Platinum Mile tailings retreatment facility Western Limb, Bushveld Complex, South Africa Mimosa operation Great Dyke, Zimbabwe Overview Strategy Purpose, vision and values History Leadership Where we operate Photo gallery Overview Strategy History Leadership Where we operate Photo gallery Industry links www.thisisgold.co.za www.oldcollab.co.za www.goldwagenegotiations.co.za www.chamberofmines.org.za E-mail alerts To receive up-to-the minute e-mail notifications to all our latest news and publications, sign-up via the Vault. Head office Tel: +27 11 278 9600 Fax: +27 11 278 9863 Libanon Business Park 1 Hospital Street (off Cedar Avenue) Libanon, Westonaria 1780, South Africa Tip-offs Anonymous 0800 001 987 (free call) Please report all unethical behaviour such as fraud, corruption, illegal mining, gold theft, theft of company property, clocking fraud, copper theft or theft of explosives anonymously.
Companies Page 7 About us Our business Sustainability Investors Careers Suppliers Proposed transaction to acquire Stillwater Mining Overview The transaction The companies Overview Strategy Purpose, vision and values History Leadership Where we operate Photo gallery Overview Strategy History Leadership Where we operate Photo gallery Industry links www.thisisgold.co.za www.oldcollab.co.za www.goldwagenegotiations.co.za www.chamberofmines.org.za E-mail alerts To receive up-to-the minute e-mail notifications to all our latest news and publications, sign-up via the Vault. Head office Tel: +27 11 278 9600 Fax: +27 11 278 9863 Libanon Business Park 1 Hospital Street (off Cedar Avenue) Libanon, Westonaria 1780, South Africa Tip-offs Anonymous 0800 001 987 (free call) Please report all unethical behaviour such as fraud, corruption, illegal mining, gold theft, theft of company property, clocking fraud, copper theft or theft of explosives anonymously.
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