202
1
GROUP ANNUAL
FINANCIAL REPORT
Sibanye-Stillwater is a multinational mining
and metals Group with a diverse portfolio
of mining and processing operations and
projects and investments across five
continents. The Group is also one of the
foremost global PGM autocatalytic
recyclers and has interests in leading mine
tailings retreatment operations.
About our full suite
of reports
The 2021 Suite of reports describes Sibanye-Stillwater’s
progress in delivering on our strategy, purpose and vision.
It shows how we create and preserve value for our
stakeholders over the short, medium and long term,
across the six capitals: human, financial, intellectual,
natural, manufactured, social and relationship, noting
that value creation in some areas can lead to value
erosion in others. The Integrated report, the primary
report in the suite, covers our financial, operational,
environmental, social and governance performance.
In compiling the Suite of reports, we considered the following
(but not limited to) frameworks, standards, and guidelines:
Value Reporting Foundation: International Integrated
Reporting Framework
Global Reporting Initiative (GRI) Standards
King Report on Corporate Governance for South Africa,
2016 (King IV)
International Council on Mining and Metals (ICMM)
assurance and validation procedure
Listed Company Requirements for the Johannesburg Stock
Exchange (JSE) and the New York Stock Exchange (NYSE)
South Africa’s Companies Act 71 of 2008 as amended
United Nations Global Compact (UNGC) Principles
and the Sustainable Development Goals (SDGs)
South Africa’s Mining Charter III and social and labour
plans (SLPs)
International Financial Reporting Standards (IFRS)
Value Reporting Foundation: Sustainability Accounting
Standards Board (SASB) Metals and Mining Standard
World Gold Council (WGC)’s Responsible Gold Mining
Principles (RGMPs)
Task Force on Climate-Related Financial Disclosures (TCFD)
OUR 2021 REPORTS
These reports cover the financial year
from 1 January to 31 December 2021*
INTEGRATED
REPORT
SUMMARISED REPORT
AND NOTICE OF ANNUAL
GENERAL MEETING
GROUP ANNUAL
FINANCIAL REPORT
COMPANY FINANCIAL
STATEMENTS
About our cover designs:
Inspired by the earth’s strata
and the characteristics of
layered rocks at different depths;
an abstract interpretation of
the ‘alchemical’ transformation
of raw materials into useful
commodities. The covers also
include images of employees,
the people who embody
our purpose and vision.
MINERAL RESOURCES
AND MINERAL RESERVES
REPORT
8
All of our 2021 reports, together with supporting documents,
are available on our website at: www.sibanyestillwater.com/newsinvestors/
reports/annual
SUPPORTING FACT SHEETS AND
SUPPLEMENTARY INFORMATION
AVAILABLE ONLINE:
• Progressing the UN’s SDGs
• Environmental incidents in 2021
• Biodiversity management
• Social and Labour Plans: Summary of projects in South Africa
• Care for iMali: Taking care of personal finance
• GRI content index
• Tailings management
• Combating illegal mining
• ICMM self-assessment
• Working together: The Good Neighbor Agreement
• Definitions for sustainability/ESG indicators
• King IV disclosure
• Climate change related disclosure: TCFD recommendations
* Inclusive of information of year to date 22 April 2022 and
forward- looking guidance
Forward-looking statements
The information in this report may contain forward-looking statements within the meaning of the “safe harbour” provisions of the
United States Private Securities Litigation Reform Act of 1995. These forward-looking statements, including, among others, those
relating to Sibanye Stillwater Limited’s (“Sibanye-Stillwater” or the “Group”) financial positions, business strategies, plans and
objectives of management for future operations, are necessarily estimates reflecting the best judgment of the senior management
and directors of Sibanye-Stillwater and involve a number of risks and uncertainties that could cause actual results to differ materially
from those suggested by the forward-looking statements. As a consequence, these forward-looking statements should be
considered in light of various important factors, including those set forth in this report.
All statements other than statements of historical facts included in this report may be forward-looking statements. Forward-looking
statements also often use words such as “will”, ““would”, “expect”, “forecast”, “potential”, “may”, “could” “believe”, “aim”,
“anticipate”, “target”, “estimate” and words of similar meaning. By their nature, forward-looking statements involve risk and
uncertainty because they relate to future events and circumstances and should be considered in light of various important factors,
including those set forth in this disclaimer. Readers are cautioned not to place undue reliance on such statements.
The important factors that could cause Sibanye-Stillwater’s actual results, performance or achievements to differ materially from
estimates or projections contained in the forward-looking statements include, without limitation, Sibanye-Stillwater’s future financial
position, plans, strategies, objectives, capital expenditures, projected costs and anticipated cost savings, financing plans, debt
position and ability to reduce debt leverage; economic, business, political and social conditions in South Africa, Zimbabwe, the
United States and elsewhere; plans and objectives of management for future operations; Sibanye-Stillwater’s ability to obtain the
benefits of any streaming arrangements or pipeline financing; the ability of Sibanye-Stillwater to comply with loan and other
covenants and restrictions and difficulties in obtaining additional financing or refinancing; Sibanye-Stillwater’s ability to service its
bond instruments (including high yield bonds and convertible bonds, if any); changes in assumptions underlying Sibanye-Stillwater’s
estimation of its current mineral reserves; any failure of a tailings storage facility; the ability to achieve anticipated efficiencies and
other cost savings in connection with, and the ability to successfully integrate, past, ongoing and future acquisitions, as well as at
existing operations; the ability of Sibanye-Stillwater to complete any ongoing or future acquisitions; the success of Sibanye-
Stillwater’s business strategy and exploration and development activities, including any proposed, anticipated or planned
expansions into the battery metals or adjacent sectors and estimations or expectations of enterprise value; the ability of Sibanye-
Stillwater to comply with requirements that it operate in ways that provide progressive benefits to affected communities; changes in
the market price of gold, PGMs, battery metals (e.g., nickel, lithium, copper and zinc) and the cost of power, petroleum fuels, and
oil, among other commodities and supply requirements; the occurrence of hazards associated with underground and surface
mining; any further downgrade of South Africa’s credit rating; a challenge regarding the title to any of Sibanye-Stillwater’s
properties by claimants to land under restitution and other legislation; Sibanye-Stillwater’s ability to implement its strategy and any
changes thereto; the occurrence of labour disputes, disruptions and industrial actions; the availability, terms and deployment of
capital or credit; changes in the imposition of industry standards, regulatory costs and relevant government regulations, particularly
environmental, sustainability, tax, health and safety regulations and new legislation affecting water, mining, mineral rights and
business ownership, including any interpretation thereof which may be subject to dispute; the outcome and consequence of any
potential or pending litigation or regulatory proceedings, including in relation to any environmental, health or safety issues; failure to
meet ethical standards, including actual or alleged instances of fraud, bribery or corruption; the effect of climate change on
Sibanye-Stillwater’s business; the concentration of all final refining activity and a large portion of Sibanye-Stillwater’s PGM sales from
mine production in the United States with one entity; the identification of a material weakness in disclosure and internal controls
over financial reporting; the effect of US tax reform legislation on Sibanye-Stillwater and its subsidiaries; the effect of South African
Exchange Control Regulations on Sibanye-Stillwater’s financial flexibility; operating in new geographies and regulatory environments
where Sibanye-Stillwater has no previous experience; power disruptions, constraints and cost increases; supply chain disruptions and
shortages and increases in the price of production inputs; the regional concentration of Sibanye-Stillwater’s operations; fluctuations
in exchange rates, currency devaluations, inflation and other macro-economic monetary policies; the occurrence of temporary
stoppages or precautionary suspension of operations at its mines for safety or environmental incidents (including natural disasters)
and unplanned maintenance; Sibanye-Stillwater’s ability to hire and retain senior management or sufficient technically skilled
employees, as well as its ability to achieve sufficient representation of historically disadvantaged South Africans in its management
positions; failure of Sibanye-Stillwater’s information technology, communications and security systems; the adequacy of Sibanye-
Stillwater’s insurance coverage; social unrest, sickness or natural or man-made disaster at informal settlements in the vicinity of some
of Sibanye-Stillwater’s South African-based operations; and the impact of HIV, tuberculosis and the spread of other contagious
diseases, such as the coronavirus disease (COVID-19).
Further details of potential risks and uncertainties affecting Sibanye-Stillwater are described in Sibanye-Stillwater’s filings with the
Johannesburg Stock Exchange and the United States Securities and Exchange Commission, including the Integrated Annual Report
2021 and the annual report on Form 20-F filed with the United States Securities and Exchange Commission on 22 April 2022 (SEC File
no. 333-234096).
These forward-looking statements speak only as of the date of the content. Sibanye-Stillwater expressly disclaims any obligation or
undertaking to update or revise any forward-looking statement (except to the extent legally required). These forward-looking
statements have not been reviewed or reported on by the Group’s external auditors.
Sibanye-Stillwater Annual Financial Report 2021
1
01
02
OVERVIEW
ACCOUNTABILITY
03
04
CONSOLIDATED
FINANCIAL STATEMENTS
ANCILLARY
INFORMATION
Four-year financial
performance
3
Shareholder information 160
Administration and
corporate information
163
Management’s discussion
and analysis of the financial
statements
Statement of responsibility
by the Board of Directors
Chief Executive Officer and
Chief Financial Officer
responsibility statement
Company secretary’s
confirmation
Report of the Audit
Committee
Directors’ report
Independent auditor's
report
7
32
33
33
34
38
45
Consolidated income
statement
Consolidated statement
of other comprehensive
income
Consolidated statement
of financial position
Consolidated statement
of changes in equity
Consolidated statement
of cash flows
Notes to the consolidated
financial statements
49
49
50
51
52
53
The audited consolidated financial statements for the year ended 31 December 2021 have been prepared by Sibanye-Stillwater’s
group financial reporting team headed by Jacques le Roux. This process was supervised by the Group’s CFO, Charl Keyter and
authorised for issue by Sibanye-Stillwater’s Board of Directors on 22 April 2022.
Sibanye-Stillwater Annual Financial Report 2021
1
Four-year financial performance
Group operating statistics
US PGM operations1
Production
Ore milled
Platinum produced
Palladium produced
PGM produced
PGM sold
PGM recycled
Price and costs
Average basket price
Operating cost2
Adjusted EBITDA3
Adjusted EBITDA margin4
All-in sustaining cost5
All-in sustaining cost margin6
All-in cost5
All-in cost margin6
Capital expenditure
Total capital expenditure
SA PGM operations7
Production
Ore milled
Platinum produced
Palladium produced
PGM produced
PGM sold including PoC
Price and costs8
Average basket price
Operating cost2
Adjusted EBITDA3
Adjusted EBITDA margin4
All-in sustaining cost5
All-in sustaining cost margin6
All-in cost5
All-in cost margin6
Capital expenditure
Total capital expenditure
2021
2020
2019
2018
1,469
1,487
1,411
1,339
129
441
570
548
755
31,021
2,097
5,174
350
13,324
901
12,256
21
14,851
1,004
54
19,078
1,290
41
135
468
603
594
840
31,373
1,906
5,203
316
12,829
779
13,083
29
14,385
874
56
18,339
1,114
44
133
460
594
578
853
134
459
593
594
687
20,287
13,337
1,403
4,200
290
9,978
690
7,291
27
11,337
784
45
14,763
1,021
29
1,007
3,353
253
7,576
572
4,152
26
8,994
677
37
11,651
880
18
4,556
4,419
3,393
2,833
38,307
32,416
31,624
25,841
1,123
566
1,836
1,886
47,066
3,182
781
53
16,780
1,135
51,608
61
16,982
1,148
58
17,108
1,157
58
939
471
1,526
1,576
36,651
2,227
816
50
18,019
1,095
29,074
53
17,792
1,081
46
17,830
1,083
46
948
489
1,608
1,306
19,994
1,383
724
50
685
364
1,176
1,176
13,838
1,045
474
36
14,699
11,019
1,017
8,796
32
14,857
1,027
20
14,875
1,029
20
832
2,882
19
10,417
787
28
10,472
791
27
3,799
2,197
2,248
1,000
’000t
‘000oz
‘000oz
‘000 2Eoz
‘000 2Eoz
‘000 3Eoz
R/2Eoz
US$/2Eoz
R/t
US$/t
R/2Eoz
US$/2Eoz
Rm
%
R/2Eoz
US$/2Eoz
%
R/2Eoz
US$/2Eoz
%
Rm
’000t
‘000oz
‘000oz
‘000 4Eoz
‘000 4Eoz
R/4Eoz
US$/4Eoz
R/t
US$/t
R/4Eoz
US$/4Eoz
Rm
%
R/4Eoz
US$/4Eoz
%
R/4Eoz
US$/4Eoz
%
Rm
Sibanye-Stillwater Annual Financial Report 2021
3
Four-year financial performance continued
SA gold operations
Production
Ore milled
Gold produced
Gold sold
Price and costs
Gold price
Operating cost2
Adjusted EBITDA3
Adjusted EBITDA margin4
All-in sustaining cost5
All-in sustaining cost margin6
All-in cost5
All-in cost margin6
Capital expenditure
Total capital expenditure
2021
2020
2019
2018
44,402
33,372
1,073
33,374
1,073
849,703
1,787
503
34
41,226
30,561
983
30,136
969
924,764
1,747
470
29
41,498
29,009
933
28,743
924
648,662
1,395
446
31
27,199
36,600
1,177
36,489
1,173
535,929
1,259
648
49
669,723
634,596
637,681
490,209
1,408
5,113
18
803,260
1,689
5
821,358
1,727
3
1,199
7,771
28
743,967
1,406
20
756,351
1,429
18
1,372
(970)
(5)
717,966
1,544
(11)
735,842
1,583
(13)
1,151
1,362
7
557,530
1,309
(4)
583,409
1,370
(9)
4,380
2,997
2,066
3,248
’000t
kg
’000oz
kg
’000oz
R/kg
US$/oz
R/t
US$/t
R/kg
US$/oz
Rm
%
R/kg
US$/oz
%
R/kg
US$/oz
%
Rm
1 The US PGM operations’ underground production is converted to metric tonnes and kilograms, and performance is translated into SA rand. In
addition to the US PGM operations’ underground production, the operation processes recycling material which is excluded from the 2E PGM
production, average basket price, operating cost, total capital expenditure,, All-in sustaining cost and All-in cost statistics shown. PGM recycling
represents palladium, platinum, and rhodium ounces fed to the furnace
2 Operating cost is the average cost of production, and operating cost per tonne is calculated by dividing the cost of sales, before amortisation and
depreciation and change in inventory in a period by the tonnes milled in the same period, and operating cost per kilogram and ounce is
calculated by dividing the cost of sales, before amortisation and depreciation and change in inventory in a period by the gold or platinum group
metals (PGM) produced in the same period
3 The Group reports adjusted earnings before interest, taxes, depreciation and amortisation (EBITDA) based on the formula included in the facility
agreements for compliance with the debt covenant formula. Adjusted EBITDA may not be comparable to similarly titled measures of other
companies. Adjusted EBITDA is not a measure of performance under IFRS and should be considered in addition to, and not as a substitute for, other
measures of financial performance and liquidity. For a reconciliation of profit/(loss) before royalties and tax to adjusted EBITDA, see –Consolidated
financial statements–Notes to the consolidated financial statements– Note 28.10 Capital management
4 Adjusted EBITDA margin is calculated by dividing adjusted EBITDA by revenue
5 Sibanye-Stillwater presents the financial measures “All-in sustaining costs”, “All-in costs”, “All-in sustaining cost per kilogram”, “All-in sustaining cost per
ounce”, “All- in cost per kilogram” and “All-in cost per ounce”, which were introduced during the year ended 31 December 2013 by the World Gold
Council (the Council). Despite not being a member of the Council at the time, Sibanye-Stillwater adopted the principles prescribed by the Council.
The Council is a non-profit association of the world’s leading gold mining companies established in 1987 to promote the use of gold from industry,
consumers and investors and is not a regulatory organisation. The Council has worked with its member companies to develop a metric that expands
on International Financial Reporting Standards (IFRS) measures such as cost of goods sold and currently accepted non-IFRS measures to provide
relevant information to investors, governments, local communities and other stakeholders in understanding the economics of gold mining operations
related to expenditures, operating performance and the ability to generate cash flow from operations. This is especially true with reference to
capital expenditure associated with developing and maintaining gold mines, which has increased significantly in recent years and is reflected in this
metric
All-in sustaining costs, All-in costs, All-in sustaining cost per kilogram, All-in sustaining cost per ounce, All-in cost per kilogram and All-in cost per ounce
metrics are intended to provide additional information only, do not have any standardised meaning prescribed by IFRS and should not be
considered in isolation or as alternatives to cost of sales, profit before tax, profit for the year, cash from operating activities or any other measure of
financial performance presented in accordance with IFRS. All-in sustaining costs, All-in costs, All-in sustaining cost per kilogram, All-in sustaining cost
per ounce, All-in cost per kilogram and All-in cost per ounce as presented in this document may not be comparable to other similarly titled
measures of performance of other companies. Other companies may calculate these measures differently as a result of differences in the
underlying accounting principles, policies applied and accounting frameworks such as in US GAAP. Differences may also arise related to definitional
differences of sustaining versus development capital activities based upon each company’s internal policies
All-in costs excludes income tax, costs associated with merger and acquisition activities, working capital, impairments, financing costs, one-time
severance charges and items needed to normalise earnings
All-in costs is made up of All-in sustaining costs, being the cost to sustain current operations, given as a sub-total in the All-in costs calculation,
together with corporate and major capital expenditure associated with growth
For a reconciliation of cost of sales, before amortisation and depreciation to All-in costs, see –Overview–Management’s discussion and analysis of
the financial statements–2021 financial performance compared with 2020–Cost of sales–All-in costs
6 All-in sustaining cost margin is defined as revenue minus All-in sustaining costs divided by revenue. All-in cost margin is defined as revenue minus All-in
costs divided by revenue
7 SA PGM operations excludes the production and costs associated with the purchase of concentrate (PoC) from third parties from 1 January 2020
onwards. During 2021, the SA PGM operations produced 60,532 4Eoz (2020: 50,136 4Eoz) of PoC at a cost of R3,170 million (2020: R1,667 million)
8 The total SA PGM operations unit cost benchmarks (including capital expenditure) exclude the financial results of Mimosa, which is equity
accounted, and excluded from revenue and cost of sales
Sibanye-Stillwater Annual Financial Report 2021
4
Four-year financial performance continued
Group financial statistics1
Income statement
Revenue
Cost of sales, before amortisation and depreciation
Amortisation and depreciation
Profit/(loss) for the year
Profit/(loss) for the year attributable to owners of Sibanye-Stillwater
Basic earnings per share
Diluted earnings per share
Headline earnings per share
Dividend per share
Weighted average number of shares
Diluted weighted average number of shares
Number of shares in issue at end of period
Statement of financial position
Property, plant and equipment
Cash and cash equivalents
Total assets
Net assets
Stated share capital
Borrowings2
Total liabilities
Statement of cash flows
Net cash from operating activities
Net cash used in investing activities
Net cash used in financing activities
Net increase in cash and cash equivalents
Other financial data
Adjusted EBITDA3
Net (cash)/debt4
Net (cash)/debt to adjusted EBITDA5
Net asset value per share6
Average exchange rate7
Closing exchange rate8
Share data
Ordinary share price – high
Ordinary share price – low
Ordinary share price at year end
Average daily volume of shares traded
Market capitalisation at year end
Rm
Rm
Rm
Rm
Rm
cents
cents
cents
cents
’000
’000
’000
Rm
Rm
Rm
Rm
Rm
Rm
Rm
Rm
Rm
Rm
Rm
Rm
Rm
ratio
R
R/US$
R/US$
R
R
R
’000
Rbn
2021
2020
2019
2018
172,194
(101,013)
(8,293)
33,796
33,054
1,140
1,129
1,272
5
127,392
(75,776)
(7,593)
30,622
29,312
1,074
1,055
1,068
4
72,925
(56,100)
(7,214)
433
62
2
2
(40)
—
50,656
41,515
(6,614)
(2,521)
(2,500)
(110)
(110)
(1)
—
2,898,804
2,728,891
2,507,583
2,263,857
2,927,246
2,777,952
2,578,954
2,263,857
2,808,406
2,923,571
2,670,030
2,266,261
62,494
30,292
60,600
20,240
57,480
5,619
152,994
134,103
101,072
54,558
2,549
84,923
24,724
34,667
24,505
60,199
12,197
(7,744)
(4,101)
352
8,369
21,269
2.54
10.91
13.24
14.35
17.16
6.82
10.02
81,345
21,647
20,298
71,649
32,256
(14,568)
(8,344)
9,344
68,606
(11,466)
(0.17)
28.96
14.79
15.94
74.67
45.58
49.10
14,175
138
70,716
30,150
18,383
63,387
27,151
(9,938)
(2,244)
14,969
49,385
(3,087)
(0.06)
24.19
16.46
14.69
60.40
16.53
60.00
19,488
175
31,138
40,662
23,736
69,934
9,463
(4,864)
(1,470)
3,129
14,956
20,964
1.40
11.66
14.46
14.00
35.89
16.76
35.89
21,383
10,567
96
23
1 The selected historical consolidated financial data set out above have been derived from Sibanye-Stillwater’s consolidated financial statements for
those periods and as at those dates which have been prepared in accordance with IFRS taking into account any changes in accounting principles.
Headline earnings per share is calculated in terms of the guidance issued by the South African Institute of Chartered Accountants (SAICA), see –
Consolidated financial statements–Notes to the consolidated financial statements–Note 12.3 Headline earnings per share
2 This represents total borrowings as per the consolidated financial statements, see–Consolidated financial statements–Notes to the consolidated
financial statements–Note 28 Borrowings and derivative financial instrument
3 The adjusted EBITDA is based on the formula included in the facility agreements for compliance with the debt covenant formula. Adjusted EBITDA
may not be comparable to similarly titled measures of other companies. Adjusted EBITDA is not a measure of performance under IFRS and should be
considered in addition to, and not as a substitute for, other measures of financial performance and liquidity. For a reconciliation of profit/(loss) before
royalties and tax to adjusted EBITDA, see – Consolidated financial statements–Notes to the consolidated financial statements–Note 28.10 Capital
management
4 Net (cash)/debt represents borrowings and bank overdraft less cash and cash equivalents. Borrowings are only those borrowings that have recourse
to Sibanye- Stillwater, and, therefore, exclude the Burnstone Debt and include the derivative financial instrument up to the settlement of the US$
Convertible Bond. Net debt excludes cash of Burnstone. Where cash and cash equivalents exceed borrowings and bank overdraft this represents a
net cash position and the negative amount is shown in brackets
5 Net (cash)/debt to adjusted EBITDA (ratio) is defined as net (cash)/debt as at the end of a reporting period divided by adjusted EBITDA of the last 12
months ending on the same reporting date. Where a net cash position arises the Net (cash)/debt to adjusted EBITDA (ratio) is negative and the
amount is shown in brackets
6 Net asset value per share (ratio) is defined as total assets as at the end of a reporting period minus total liabilities as at the end of a reporting period
divided by the total number of shares in issue on the same reporting date
7 The average exchange rate during the relevant period as reported by IRESS. The average exchange rate for the period through 14 April 2022 was
R15.13/US$. The following table sets forth the high and low exchange rates for each month during the previous six months
Sibanye-Stillwater Annual Financial Report 2021
5
Four-year financial performance continued
Month ended
31 October 2021
30 November 2021
31 December 2021
31 January 2022
28 February 2022
31 March 2022
Through 14 April 2022
$
$
$
$
$
$
$
High
15.33 $
16.37 $
16.28 $
16.11 $
15.60 $
15.63 $
16.11 $
Low
14.35
14.86
15.49
15.07
14.91
14.40
14.40
8 The closing exchange rate at period end. The closing exchange rate on 14 April 2022, as reported by IRESS, was R14.67/US$. Fluctuations in the
exchange rate between the rand and the US dollar will affect the US dollar equivalent of the price of the ordinary shares on the JSE, which may
affect the market price of the American Depositary Receipts (ADRs) on the NYSE. These fluctuations will also affect the US dollar amounts received
by owners of ADRs on the conversion of any dividends paid in rand on the ordinary shares
Sibanye-Stillwater Annual Financial Report 2021
6
Management’s discussion and analysis of the financial statements
The following discussion and analysis should be read together with Sibanye Stillwater Limited's Group (the "Group" or "Sibanye-
Stillwater") consolidated financial statements including the notes, which appear elsewhere in this annual financial report. Certain
information contained in the discussion and analysis set forth below includes forward-looking statements that involve risks and
uncertainties. For a discussion of important factors that could cause actual results to differ materially from the results described in or
implied by the forward-looking statements contained in this annual financial report, See –Forward-looking statements. The
comparison of the Group’s 2020 financial performance to the Group’s 2019 financial performance can be found on pages 294 to
316 of Sibanye Stillwater Limited’s Annual Report on Form 20-F for the year ended 31 December 2020 that was filed with United
States Securities and Exchange Commission on 22 April 2021.
Introduction
Sibanye-Stillwater is a multinational mining and metals processing Group with a diverse portfolio of mining and processing
operations, projects and investments across five continents. The Group is one of the foremost global producers of platinum group
metals (PGMs) recycled from spent automotive catalytic converters and also has interests in leading mine tailings retreatment
operations.
Domiciled and with its head office in South Africa, Sibanye-Stillwater has established itself as one of the world’s largest primary
producers of platinum, palladium, and rhodium and is also a top tier gold producer. It produces other PGMs, such as iridium and
ruthenium, along with chrome, copper and nickel as by- products. The Group has recently begun to build and diversify its asset
portfolio into battery metals mining and processing and is increasing its presence in the sustainable circular economy by growing
and diversifying its recycling and tailings reprocessing operations globally.
Our Operations
Americas
PGMs:
Sibanye-Stillwater wholly owns and operates PGM mining and ore beneficiation operations and mining claims (together known as
the Stillwater operations) that are located in Montana, United States of America (US). These operations include the Stillwater
operation, the East Boulder operation, two concentrator plants, and the surrounding PGM mining claims located near the town of
Nye. These operations primarily produce palladium and platinum. In addition, the Group owns and operates the Columbus
Metallurgical Complex situated in the town of Columbus, Montana, which smelts the mined material to produce PGM-rich filter
cake and also serves as the base for its PGM recycling business, that recovers PGMs from recycled catalytic converters on a
purchase and toll treatment basis.
PGM Projects:
Sibanye-Stillwater also has non-managed interests in two PGM exploration projects in Canada, namely Marathon and Denison.
Green Metals Projects:
During the 2021 year, the Company acquired a 7.12% interest in ioneer Limited (ioneer), the owner and operator of the Rhyolite
Ridge Lithium project in Nevada, with an option to enter into a 50:50 JV on the project. Sibanye-Stillwater also has non-managed
interests in two Copper-Gold porphyry exploration projects in Argentina, namely Altar and Rio Grande.
Southern Africa
PGMs:
The SA PGM operations consist of three managed PGM producing underground operations (Marikana, Rustenburg and Kroondal)
and related surface treatment facilities in South Africa and a 50% attributable, non-managed, underground operation in Mimosa
Investments Limited (Mimosa) located in Zimbabwe. Sibanye-Stillwater also owns the Platinum Mile tailings retreatment facility
adjacent to the Rustenburg operations, which recovers PGMs from the tailing streams of the Rustenburg operations.
The Rustenburg and Kroondal operations are serviced by four integrated concentrator plants, from where the concentrate is
subjected to a purchase of concentrate and a toll-treatment agreement with Anglo American Platinum. The ore mined at the
Marikana operations is processed through five concentrator plants, metallurgical smelter and base metals refinery, all located on
site at Marikana, and a precious metals refinery located in Brakpan. At the Rustenburg, Kroondal and Marikana operations, chrome
concentrate is extracted as a by-product from concentrator tailings.
PGM Projects:
Sibanye-Stillwater also has interests in three PGM exploration projects in Southern Africa, namely Akanani, Limpopo and Blue Ridge.
GOLD:
The gold operations consist of four managed, gold producing, underground and surface operations in South Africa, namely the
Kloof, Driefontein and Cooke operations in the West Wits region and the Beatrix operation in the Free State province. In addition to
its mining activities, Sibanye-Stillwater owns and manages significant metallurgical processing facilities at all its operations where
gold-bearing ore is treated, and gold extracted. Sibanye-Stillwater also has an effective 50.66% stake in DRDGOLD Limited, which
operates surface tailings retreatment facilities at the Far West Gold Recoveries operation and the ERGO Gold Recoveries operation.
Gold Projects:
The Burnstone project, located in Mpumalanga province, is now in the project development phase. The Group's wholly-owned and
managed projects in study phase include Bloemhoek, De Bron Merriespruit and Beisa. Bloemhoek and De Bron are both gold
projects and Beisa is a uranium project.
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Management’s discussion and analysis of the financial statements continued
Green Metal Projects:
Significant deposits of uranium are present in the historic tailings storage facilities of the Cooke Operation, as well as in the Beisa
Reef at the Beatrix operation. These are considered exploration projects even though they occur within existing, operational mining
rights.
Europe
Green Metal Project:
During the first quarter of 2021, Sibanye-Stillwater secured an entry into the battery metals sector through a partnership with and
investment into Keliber, a leading European lithium project in Finland. The Company holds a 26.6% stake in the project, with an
option to increase its shareholding to greater than 50% on completion of a definitive feasibility study.
Australia
Green Metal Investment:
During the fourth quarter of 2021, Sibanye-Stillwater acquired a 19.99% equity interest in New Century Resources Limited (New
Century), an Australian company focused on the economic re-treatment and rehabilitation of tailings storage facilities and which
currently operates the largest tailings retreatment operation in Australia, i.e. the Century Zinc Mine in Queensland.
Metals and Production Summary
At our PGM operations in South Africa and Zimbabwe, the primary PGMs produced are platinum, palladium and rhodium, which
together with gold, are referred to as 4E (3PGM+Au). Production by ratio in 2021 was approximately 59% (2020: 60%) platinum (Pt),
30% (2020: 30%) palladium (Pd), 9% (2020: 8%) rhodium (Rh) and 2% (2020: 2%) gold (Au). During 2019 Sibanye-Stillwater changed
from a purchase of concentrate (POC) to a toll treatment (Toll) arrangement with Anglo American Platinum Limited (Anglo Plats)
to smelt and refine concentrate from its Rustenburg operation but retains ownership of the refined 4E metal produced. At our
Marikana operation all concentrate is refined by the precious metal refinery, Kroondal and Platinum mile operations remain on a
POC agreement. The Marikana operation has agreements in place to purchase concentrate from third parties or toll treat PGM
bearing material on their behalf. The processing of third party material allows better utilisation of smelting and refining capacity.
During 2021 the Marikana operation entered into a further short-term purchase of concentrate and toll treatment arrangement that
commenced on 1 February 2021 and ended on 31 December 2021. As part of this arrangement, Marikana agreed to buy and toll
treat certain metals that are contained in the PGM concentrate and furnace matte. A percentage of the toll treated metals is also
retained as partial payment for the toll treatment arrangement.
For 2021 the US PGM operations primarily produce palladium 77% (2020: 78%) and platinum 23% (2020: 22%), referred to as 2E
(or 2PGM). The PGM-bearing ore mined is processed and smelted to produce a PGM-rich filter cake. A third party refines the filter
cake to produce refined PGMs.
The major sources of demand for PGMs are for use in autocatalysts and jewellery. Combined, these two areas accounted for
around 64% (2020: 53%) of gross platinum demand in 2021. Gross autocatalyst demand alone accounted for 39% (2020: 30%) of
platinum demand and for 85% (2020: 89%) of palladium demand in 2021.
Sibanye-Stillwater mines, extracts and processes gold-bearing ore at its SA gold operations to produce a beneficiated product,
doré, which is then refined at Rand Refinery Proprietary Limited (Rand Refinery) into gold bars with a purity of at least 99.9% in
accordance with the London Bullion Market Association’s standards of Good Delivery. Sibanye-Stillwater holds a 44% interest in
Rand Refinery, one of the largest refiners of gold globally, and the largest in Africa. Sibanye-Stillwater sells the refined gold to its
customers who are international and local banks based in South Africa and a residual amount, below 5%, is sold to Rand Refinery.
The main sources of demand for gold are as a store of value (such as central bank holdings), as an investment (exchange traded
funds, bars and coins), jewellery and for various industrial purposes.
In 2021, Sibanye-Stillwater delivered attributable PGM production of 0.57Moz (2E) (2020: 0.60Moz (2E)) and 1.90Moz (4E)
(2020: 1.58Moz (4E)), and produced 33,372kg (1.07Moz) (2020: 30,561kg (0.97Moz)) of gold, from its US PGM, SA PGM and SA gold
operations respectively.
During the 2021 year, Sibanye-Stillwater recognised a record profit of R33,796 million (2020: profit of R30,622 million), of which
R33,054 million (2020: R29,312 million) is attributable to the owners of Sibanye-Stillwater.
At 31 December 2021, Sibanye-Stillwater had the following mineral reserves:
• 2E PGM mineral reserves of 27.3Moz (2020: 26.9Moz);
• 4E PGM mineral reserves of 32.2Moz (2020: 39.5Moz);
• Gold mineral reserves of 13.1Moz (2020: 15.5Moz); and
• Zinc mineral reserve of 1,016.3Mlb (2020: nil).
The Zinc reserve was due to the inclusion of the attributable interest of 19.99% in the New Century tailings retreatment operation in
Australia for the first time during 2021.
Sibanye-Stillwater Annual Financial Report 2021
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Management’s discussion and analysis of the financial statements continued
Strategy
Sibanye-Stillwater’s new three dimensional strategy includes:
1. Strategic foundation – Why we exist
2. Strategic essentials – How we operate
• Ensuring safety and well-being
• Prospering in every region in which we operate
• Achieving operational excellence and optimising long term resource value
• Maintaining a profitable business and optimising capital allocation
3. Strategic differentiators – How we grow, prosper and deliver sustainable impact
• Recognised as a force for good
• Unique global portfolio of green metals and energy solutions that reverse climate change
• Inclusive, diverse and enabling employees through harnessing innovation and technology ("bionic")
• Building pandemic-resilient ecosystems
Strategic M&A
Significant progress was made advancing our green metals strategy during 2021, with a series of transactions announced during H2
2021 following the acquisition of an initial 26.6% holding in the Keliber lithium project during H1 2021. These transactions represent the
outcome of two years of careful market analysis and engagement in our strategic path towards building a climate change resilient
business, enabling further international diversification in high quality and strategic assets that is set to deliver substantial future value
and earnings diversification.
In summary the transactions comprise:
• During 2021, the Group acquired a 26.6% stake in the Keliber Lithium project for EUR25 million through a two tranche investment.
A further EUR5 million third tranche payment in March 2022 secured a cumulative 30% interest in the project, with the option to
increase this interest to over 50% following the conclusion of a definitive feasibility study which will dictate the funding
requirements. Keliber is planned as the first fully integrated lithium producer in Europe with direct access to key European battery
markets from the Port of Kokkola in Finland
• The acquisition of 100% of Eramet’s Sandouville nickel processing facilities in Le Havre, France was concluded on 4 February 2022
for an effective cash consideration of EUR85 million (adjusting for closing net debt and working capital). Following the investment
in the Keliber lithium project in Finland, this acquisition consolidates Sibanye-Stillwater's presence in Europe, securing another
strategic footprint in a favourable jurisdiction with strategic access to rapidly developing battery metal end user markets in
Europe. Integration of the existing facility into the Group is underway with internal studies on optimisation of the facility and
options for development of an adjacent property into a possible battery metals and recycling facility in progress
• On 16 September 2021 the Group announced a proposed 50:50 joint venture (JV) with ioneer with respect to the Rhyolite Ridge
Lithium-Boron project in Nevada, USA. During quarter four 2021, the Group acquired a 7.1% direct equity interest in ioneer for
approximately US$70 million. The Group’s option to acquire a 50% interest in the Rhyolite Ridge project JV for a US$490 million
contribution for the development of the proposed project, remains subject to various conditions being met, including obtaining
all relevant permits required to develop the project. Rhyolite Ridge is a world-class lithium project with the potential to become
Sibanye-Stillwater Annual Financial Report 2021
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Management’s discussion and analysis of the financial statements continued
the largest and lowest cost lithium mine in the US and is strategically positioned close to the rapidly developing battery
production facilities in the region. ioneer management continues to work closely with the US Fish and Wildlife Services and Bureau
of Land Management on the current propagation studies for the Tiehm's buckwheat as part of the conservation plan being
developed for the project. The first seedling and propagation studies undertaken in 2020 were conducted by the University of
Nevada – Reno
• In December 2021, the Group acquired a 19.9% stake in New Century, a leading Australian tailings reprocessing business for a
cash consideration of A$61 million. The New Century investment is complementary to and enhances Sibanye-Stillwater’s
established position as a leading global tailings retreatment business uniquely positioned to play a key role in green metal supply
chains together with its investment in DRDGOLD, a leading international gold tailings retreatment business
The following financial review provides stakeholders with greater insight into the financial performance and position of the Group
during the periods indicated.
Factors affecting Sibanye-Stillwater’s performance
Commodity prices
Sibanye-Stillwater’s revenues are primarily derived from the sale of the PGMs and gold that it produces, from its own mines and its
recycling facilities. For mined production, Sibanye-Stillwater does not generally enter into forward sales, commodity derivatives or
other hedging arrangements in order to establish a price in advance of the sale of its production, unless these derivatives are used
for risk mitigation and project funding initiatives. As a result, Sibanye-Stillwater is normally fully exposed to changes in commodity
prices for its mined production. Metals from recycled material, which is solely produced at the Columbus metallurgical facilities in
Montana, are sold forward at the time the material is purchased and they are delivered against the forward sales contracts when
the ounces are recovered. This negates commodity price volatility and exposure during the outturn period of approximately sixty to
ninety days.
As detailed previously, PGM and gold hedging is considered under one or more of the following circumstances: to protect cash
flows at times of significant capital expenditures; financing projects; or to safeguard the viability of higher cost operations, see –
Consolidated financial statements– Notes to the consolidated financial statements–Note 36.2: Risk management activities.
Historically, platinum, palladium and rhodium prices have been subject to wide fluctuations and are affected by numerous factors
beyond Sibanye-Stillwater’s control, including international macroeconomic conditions and outlook, levels of supply and/or
demand, any actual or potential threats to the stability of supply and/or demand, inventory levels maintained by users and
producers, liquidity of above ground excess inventories, actions of participants in the commodities markets and currency exchange
rates, particularly the rand to the US dollar. 2021 was no exception which saw PGM metal prices peaking during H1 2021 and then
experiencing a pullback in H2 2021.
In addition, platinum, palladium and rhodium exchange-traded funds (ETFs) have added a further element of unpredictability and
volatility to the pricing environment and may increase volatility in PGM prices, particularly during structurally tight markets. ETF
investors may exhibit procyclical behavior, purchasing shares in ETFs during times of rising prices and selling holdings during periods
of declining prices. This behavior may exacerbate short term price volatility. The market prices of platinum, palladium, rhodium and
other PGMs have been, and may in the future be, subject to rapid short-term changes.
The volatility of the price of platinum is illustrated in the platinum price table below (which shows the annual high, low and average
of the market price of platinum). Over the period from 2019 to 2021, the platinum price has fluctuated between a high price of
US$1,340/oz and a low price US$605/oz.
Platinum
2019
2020
2021
2022 (through 31 March 2022)
1Rounded to the nearest US dollar
2Metal price sourced from IRESS
US$/oz1,2
Low
Average
777
605
906
944
864
885
1,091
1,031
High
985
1,074
1,340
1,181
The market price of platinum was US$969/oz at 31 December 2021 and was US$990oz on 14 April 2022.
The volatility of the price of palladium is illustrated in the palladium price table below (which shows the annual high, low and
average of the market price of palladium). Over the period from 2019 to 2021, the palladium price has fluctuated between a high
price of US$3,020/oz and a low price US$1,260/oz.
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Management’s discussion and analysis of the financial statements continued
Palladium
2019
2020
2021
2022 (through 31 March 2022)
1Rounded to the nearest US dollar
2Metal price sourced from IRESS
US$/oz1,2
Low
Average
1,260
1,589
1,594
1,821
1,570
2,203
2,398
2,334
High
1,993
2,814
3,020
3,433
The market price of palladium was US$1,897/oz at 31 December 2021 and was US$2,367/oz on 14 April 2022.
The volatility of the price of rhodium is illustrated in the rhodium price table below (which shows the annual high, low and average
of the market price of rhodium). Over the period from 2019 to 2021, the rhodium price has fluctuated between a high price of
US$29,800/oz and a low price US$2,460/oz.
Rhodium
2019
2020
2021
2022 (through 31 March 2022)
1Rounded to the nearest US dollar
2Metal price sourced from IRESS
US$/oz1,2
Low
Average
2,460
5,500
11,250
14,100
4,040
11,174
20,155
17,932
High
6,150
16,650
29,800
22,200
The market price of rhodium was US$14,100/oz at 31 December 2021 and was US$19,200/oz on 14 April 2022.
The market price of gold has historically been volatile and is affected by numerous factors over which Sibanye-Stillwater has no
control, such as general supply and demand, speculative trading activity and global economic drivers. Further, over the period
from 2019 to 2021, the gold price has fluctuated between a high price of US$2,067/oz and a low price US$1,270/oz.
The volatility of the price of gold is illustrated in the gold price table below (which shows the annual high, low and average of the
London afternoon fixing price of gold).
Gold
2019
2020
2021
2022 (through 31 March 2022)
1Rounded to the nearest US dollar
2Metal price sourced from IRESS
US$/oz1,2
Low
Average
1,270
1,472
1,684
1,788
1,393
1,770
1,799
1,877
High
1,546
2,067
1,967
2,039
The London afternoon fixing price of gold was US$1,820/oz at 31 December 2021 and was US$1,963/oz on 14 April 2022.
Exchange rate
Sibanye-Stillwater’s SA PGM and gold operations (with the exception of Mimosa) are all located in South Africa, and its revenues are
equally sensitive to changes in the US dollar PGM (4E) basket and gold prices, and the rand/US dollar exchange rate (the exchange
rate). Depreciation of the rand against the US dollar results in Sibanye-Stillwater’s revenues and operating margins increasing.
Conversely, should the rand appreciate against the US dollar, revenues and operating margins would decrease. The impact on
profitability of any change in the exchange rate can be substantial. Furthermore, the exchange rates obtained when converting US
dollars to rand are set by foreign exchange markets, over which Sibanye-Stillwater has no control. The relationship between
currencies and commodities, which includes the PGM (4E) basket and gold prices, is complex, and changes in exchange rates can
influence commodity prices, and vice versa.
As a general rule, Sibanye-Stillwater does not enter into long-term currency hedging arrangements and is mainly exposed to the
spot market exchange rate. Sibanye-Stillwater’s SA PGM and gold operations’ costs are primarily denominated in rand (with the
exception of Mimosa), and forward cover could be considered for significant expenditures based in foreign currency or those items
which have long lead times to production or delivery, see –Consolidated financial statements–Notes to the consolidated financial
statements–Note 36.2: Risk management activities.
Sibanye-Stillwater Annual Financial Report 2021
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Management’s discussion and analysis of the financial statements continued
Costs
Sibanye-Stillwater’s cost of sales, before amortisation and depreciation comprise mainly labour and contractor costs, power and
water, processing and smelting and consumable stores which include, inter alia, explosives, timber, cyanide, chemicals, steel balls,
flotation collector, and other consumables. Sibanye-Stillwater expects that its cost of sales, particularly the input costs noted above,
are likely to continue to increase in the near future and will be driven by inflation, general economic trends, market dynamics and
other regulatory changes. In order to restrict these cost inputs, there is a continuous programme driven by operational initiatives
throughout the Group to improve efficiencies and productivity.
The Marikana operational synergies project was closed out at the end of 2020 having realised R1,830 million, well above the initial
transaction estimates of approximately R730 million per annum with the cost savings becoming part of the new cost base.
Following the outbreak of COVID-19 in South Africa, on 23 March 2020, there was a normalisation of the operations post COVID-19
disruptions, carrying through into 2021 with all segments having been able to successfully manage both operational performance
and adherence to COVID-19 protocols in 2021.
Higher capital expenditure incurred during 2021 was partly due to the capital carry-over from 2020, as a result of COVID-19 when a
decision was taken to defer capital expenditure.
The South African inflation rate or Consumer Price Index (CPI) was 4.5% in 2021 (2020: 3.3%). Inflation in the mining industry has
historically been higher than CPI driven by above inflation wage increases, electricity tariffs, steel and steel related consumables.
Sibanye-Stillwater’s operations are labour intensive. Labour represented 26% and 31% of cost of sales, before amortisation and
depreciation during 2021 and 2020, respectively.
At the US PGM operations the collective bargaining agreement covering certain employees at the Stillwater Mine and the
Metallurgical Processing facilities concluded the wage negotiations in April 2019. The new five-year agreement has similar terms to
the prior agreement, with minor revisions. In terms of the agreement there was a 2.75% increase for all job categories effective from
15 April 2019, followed by annual increases of 2.5% for 2020, 3.0% in 2021, 2.5% in 2022 and 3.0% in 2023, all of which are effective
annually on 1 June.
Negotiations with the United Steel Workers International Union (USW) regarding East Boulder were concluded during February 2022.
A new wage contract was signed that covers the period from 16 February 2022 to 31 July 2024. The next wage negotiations will be
in June 2024. The agreed wage increases were a 2.5% increase 2022, 3.0% in 2023 and 3.0% in 2024. In addition to the base increase
in 2022, an increase to benefits and incentive has been agreed, which will result in an effective average increase of 5.4% for 2022 if
all safety and quality deliverables are fully met.
Sibanye-Stillwater concluded a three-year wage agreement for its Kroondal operation on 23 October 2020. The wage agreement
was signed with the National Union of Mineworkers and the Association of Mineworkers and Construction Union (AMCU), in respect
of wages and conditions of service for a three-year period from 1 July 2020 to 30 June 2023. The basic wage increase for Category
4-9 surface and underground employees for the first year, is 5% or R1000 per month whichever is higher for each of the three years.
Miners, artisans and officials will also receive 5% or R1,000 per month whichever is higher per annum over the three-year period.
Sibanye-Stillwater concluded a three-year wage agreement at the SA PGM operations on 15 November 2019, for its Rustenburg
and Marikana operations which comprise the majority of its SA PGM operations, with the AMCU at the Marikana operation and
AMCU and UASA (formerly known as United Association of South Africa) at the Rustenburg operation in respect of wages and
conditions of service for the period 1 July 2019 to 30 June 2022. The agreement allows for increases to the basic wage of Category
4-9 surface and underground employees for both the Marikana and Rustenburg operations of R1,000 per month or 5% whichever is
the higher in the first year, R1,000 per month or 5% whichever is the higher in the second year and R1,000 per month or 5% whichever
is the higher in the third year. The pensionable base pay will increase by 3.5% for the Marikana operation over each of the next
three years while the Rustenburg pensionable base pay and allowance base will increase by 5% over each of the next three years.
In both operations the rock drill operators’ allowance also increases by R100 per month for each of the three years. Miners, artisans
and officials will receive R1,000 per month or 5% whichever is the higher per year for the three years.
The SA gold operations, signed a three-year wage agreement on 14 November 2018 with the National Union of Mineworkers (NUM),
Solidarity and UASA and on 17 April 2019 with AMCU, in respect of wages and conditions of service for the period from 1 July 2018 to
30 June 2021. The agreement allows for increases to the basic wage of Category 4-8 surface and underground employees of R700
per month in the first and second years, and R825 per month in the third year. Miners, artisans and officials will receive increases of
5.5% in year one and 5.5% or CPI (whichever is greater) in years two and three of the agreement. In addition to the basic wage, the
parties agreed to an increase in the current living-out allowance and Sibanye-Stillwater also agreed to increase incrementally the
current minimum medical incapacity benefit. Following the expiration of 2018 Wage Agreement on 30 June 2021, Sibanye-Stillwater
commenced contract negotiations with AMCU, the NUM, Solidarity and UASA. Solidarity and UASA formally accepted the proposed
wage agreement on 10 March 2022. On 8 March 2022, AMCU and NUM announced strike action at Sibanye-Stillwater’s gold mines
commencing on 9 March 2022. The Group continues to engage with the national leadership of AMCU and NUM in an effort to
reach a final settlement.
In recent years, the South African mining industry has experienced increased union unrest. The entry of unions such as AMCU, which
has become a significant rival to the traditionally dominant NUM, has resulted in more frequent industrial disputes, including violent
protests, intra- union violence and clashes with police authorities. Such disputes, and resulting industrial actions, are difficult to
control, can disrupt Sibanye-Stillwater’s business and expose Sibanye-Stillwater to liability.
Despite above inflation increases in electricity tariffs, power and water, in total they comprised only 8% and 9% of cost of sales,
before amortisation and depreciation in 2021 and 2020, respectively. The higher cost of sales was mainly attributable to the high
purchasing costs of spent catalytic material incurred by the recycling operation correlated with the higher PGM prices that
prevailed during the year.
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Management’s discussion and analysis of the financial statements continued
The effect of the above mentioned increases, especially being above the average inflation rate, has adversely affected and, may
continue to adversely affect, the profitability of Sibanye-Stillwater’s SA PGM and gold operations. Further, Sibanye-Stillwater’s SA
PGM and gold operations’ costs are primarily denominated in rand, while revenues from PGM and gold sales are in US dollars.
Generally when inflation is high the rand tends to devalue, thereby increasing rand revenues, and potentially offsetting any
increase in costs. However, there can be no guarantee that any cost saving measures or the effects of any potential devaluation
will offset the effects of increased inflation and production costs.
Production
Sibanye-Stillwater’s revenues are driven by its production levels and the price it realises from the sale of PGMs, gold and associated
co- and by- products, as discussed above. Production can be affected by a number of factors including mining grades, safety
related work stoppages, industrial action, and other mining related incidents and any global black swan event such as the
COVID-19 pandemic. These factors could have an impact on production levels in the future.
The SA PGM operations again delivered consistently solid operating results despite the Group wide safety interventions and the
suspension of operations at Khuseleka and Thembelani at the Rustenburg operations during December 2021, which resulted in
approximately 21,000 4Eoz lost production. PGM production of 1,896,670 4Eoz for 2021 (including attributable ounces from Mimosa
and third party purchase of concentrate (PoC)) was 21% higher than 2020. 4E PGM PoC production increased by 21% in 2021 to
60,532 4Eoz. All operations with the exception of Mimosa increased 4E PGM production. 4E PGM production of 1,576,507 4Eoz
(including attributable ounces from Mimosa and PoC) for 2020 was 2% lower than 2019, with production building back to pre
COVID-19 rates by November 2020, well ahead of expectation. 4E PGM production for H2 2020 was 40% higher than H1 2020.
Mined PGM production from the US PGM operations in 2021 of 570,400 2Eoz was 5% lower than for the comparable period in 2020,
primarily due to the ongoing impact of the rail collision safety incident in June 2021. The implementation of rail safety
enhancements following the safety incident in June 2021, has necessitated shutting down mining blocks at the Stillwater West mine,
which remains constrained by Mine Safety and Health Administration (MSHA) stop orders and new operating procedures.
Additionally, production from the East Boulder mine was impacted by electrical outages in December 2021 because of severe
weather conditions. 3E PGM recycled production for 2021 declined by 10% to 755,148 3Eoz due to a reduction in concentrate feed
from underground affecting blending, a slowdown in used car scrapping rates globally and continued supply chain logistic
constraints affecting autocatalyst deliveries towards the end of 2021. The recycling operations fed an average of 23.8 tonnes per
day of spent autocatalyst for 2021, 10% lower than for 2020, which was partly due to a decision taken to reduce recycle inventory in
anticipation of a slowdown in receipt and feed rates over the festive season which allowed a continued reduction in exposure to
higher carbon containing inventory.
Gold production at the managed SA gold operations of 27,747kg (892,086oz) for 2021 was 10% higher than 2020, despite being
impacted by safety stoppages during the year which included the self-imposed Group safety intervention and suspension of
operations at Beatrix 1 and 3 shafts and Kloof 1 shaft.
Stringent enforcement of relatively new environmental legislation is on the rise in South Africa. Regulators, such as the Department of
Mineral Resources and Energy in South Africa, can and do issue, in the ordinary course of operations, instructions, such as Section 54
work stoppages, after routine visits or following safety incidents or accidents to partially or completely halt operations at affected
mines until corrective measures are agreed and implemented. In 2021, Sibanye-Stillwater’s South African gold operations
experienced 37 Section 54 work stoppages (2020: 43) and 42 Section 54 work stoppages at the South African PGM operations
(2020: 29). In the United States, underground mines, including the Stillwater and East Boulder Operations, are continuously inspected
by the MSHA, which can lead to notices of violation. Any of Sibanye-Stillwater’s US mines could be subject to a temporary or
extended shut down as a result of a violation alleged by the MSHA, known as “k-orders”. For example, the Stillwater operations have
been operating at reduced operating levels under a k-order since a fatal incident in June 2021.
Royalties, carbon tax and mining tax
South African mining operations pay a royalty tax to the South African government. Revenue from mineral resources in South Africa
are subject to the Mineral and Petroleum Resource Royalty Act 2008 (Royalty Act). The Royalty Act imposes a royalty on refined
(mineral resources that have undergone a comprehensive level of beneficiation such as smelting and refining as defined in
Schedule 1 of the Royalty Act) and unrefined (mineral resources that have undergone limited beneficiation as defined in
Schedule 2 of the Royalty Act) minerals payable to the State. The formula for calculating royalties takes into account whether the
mineral is refined or unrefined and the profitability of individual operations. The maximum royalty payable on refined minerals and
unrefined minerals is 5% and 7%, respectively.
Carbon tax is a tax in response to climate change, which is aimed at reducing greenhouse gas emissions in a sustainable, cost
effective and affordable manner. In South Africa the Carbon Tax Act of 2019 came into effect on 1 June 2019. The South African
Government introduced Carbon tax based on a polluter-pays-principle and the aim of which is to help ensure that companies and
consumers take the negative adverse costs (externalities) of climate change into account in their future production, consumption
and investment decisions. Phase 1 of the Carbon Tax has been extended by three years to 31 December 2025. The Carbon Tax
Rate increases from R134/ton CO2e in 2021 to R144/ton CO2e from 1 January 2022. The group has provided for carbon tax of
R4 million for 2021 (2020: R5 million).
Sibanye-Stillwater Annual Financial Report 2021
13
Management’s discussion and analysis of the financial statements continued
Under South African tax legislation, gold mining companies and non-gold mining companies are taxed at different rates. Sibanye-
Stillwater’s SA gold operations are subject to the gold tax formula on their respective mining incomes. The formula calculating tax
payable, is affected by the profitability of the applicable gold mining operation. In addition, these gold mining operations are ring
fenced from a capital expenditure perspective. As a result, only taxable losses can be offset between these operations to reduce
taxable income from another operation. Depending on the profitability of the operations, the tax rate can vary significantly from
year to year. Sibanye-Stillwater’s SA PGM operations are subject to the tax at the statutory rate of 28% and the mining operations
are also ring fenced from a capital expenditure perspective. On 23 February 2022, the South African Minister of Finance confirmed
the change in the South African corporate income tax (CIT) rate as announced in his February 2021 budget speech. For the
financial year ended 31 December 2021, the CIT rate applicable to Sibanye-Stillwater and its South African subsidiaries, which apply
a CIT rate, was 28% and will remain at 28% for the financial year ending 31 December 2022. For subsequent financial years the
change will become effective and a 27% CIT rate will apply.
Under United States tax legislation there are no federal taxes specific to minerals extraction. General federal, state, county and
municipal taxes apply to mining companies, including income taxes, payroll taxes, sales taxes, property taxes and use taxes.
Federal tax laws generally do not distinguish between domestic and foreign mining operators. Sibanye-Stillwater’s US PGM
operations are subject to a statutory tax rate of 21% and are subject to tax in the states of Montana, New Jersey and Pennsylvania.
Capital expenditure
Sibanye-Stillwater will continue to invest capital in new and existing infrastructure and possible growth opportunities. In South Africa
only the best projects inter alia those with low capital intensity, relatively short lead time and quick payback currently meet the
required investment hurdle rates.
Therefore, management will be required to consider, on an ongoing basis, the capital expenditure necessary to achieve its
sustainable production objectives against other demands on cash.
As part of its strategy, Sibanye-Stillwater may investigate the potential exploitation of mineralisation below its current infrastructure
limits as well as other capital-intensive projects.
In 2021, Sibanye-Stillwater’s total capital expenditure was R12,740 million (2020: R9,616 million), an increase of 32%. The capital
underspend in 2020 largely due to COVID-19 disruptions was carried over into 2021 for both the SA PGM and SA gold operations.
The Group also commenced with project capital expenditure on the K4 and Klipfontein projects (SA PGM operations) and
Burnstone (SA gold operations) in 2021 and continued to invest in growth at Stillwater East on the Blitz project (US PGM operations).
These investments will contribute towards the future operational sustainability of the Group and deliver significant economic value
to all stakeholders over the long term.
SA PGM operations
Capital expenditure at the SA PGM operations increased significantly by 73% from R2,197 million in 2020 to R3,799 million in 2021 with
ore reserve development 40% higher at R1,577 million, sustaining capital 92% higher at R2,019 million and project spend increasing
from R20 million in 2020 to R203 million in 2021 on both the Kroondal Klipfontein and Marikana K4 projects. The significant increase in
sustaining capital expenditure was on projects to support safety initiatives, winch signalling upgrades and trackless mobile
machinery collision avoidance systems while ORD capital expenditure increased mainly due to the return to normalised production
output levels in 2021.
K4 and Klipfontein PGM projects:
The project setup phase that involved the approval of the scheduling and costing systems and development of the required
Management plan documentation has been completed.
The following actions were also completed during H2 2021:
• Contracts for building works and electrical work for the upgrade and completion of the industrial change-houses, whilst on-
boarding of these contractors completed and work commenced
• The tenders for the underground infrastructural work as well as for the electrical and Instrumentation work were adjudicated,
whilst on-boarding commenced
• Upgrades for the winder control systems design work was completed and contracts placed
• Various underground equipment orders have been placed and the majority of the equipment has been delivered
The engineering design and compiling of scope of works and procurement is currently proceeding as per schedule. The K4 Project is
on target to start capital development during Q2 2022.
The Klipfontein lay-down areas and site establishment were completed in Q4 2021 and the first blast was taken on 7 January 2022.
The project is on track and is ramping up with full production expected in Q2 2022.
US PGM operations
Capital expenditure at the US PGM operations for 2021 was 3% higher than 2020 at R4,561 million with sustaining capital flat at
R796 million and growth capital 1% higher at R2,411 million which mainly included spend at Stillwater East (SWE) on the Blitz project
of R2,162 million (2020: R2,385 million).
SA gold operations
Capital expenditure at the managed SA gold operations increased by 51% from R2,654 million in 2020 to R4,003 million in 2021
mainly driven by ore reserve development expenditure increasing by 46% to R2,604 million and sustaining capital increasing by 45%
to R974 million as a result of a planned increase in capital expenditure to restore flexibility post the COVID-19 impact of 2020.
Sibanye-Stillwater Annual Financial Report 2021
14
Management’s discussion and analysis of the financial statements continued
While project capital at the managed SA Gold operations increased by 116% to R425 million and included project capital spend on
the Kloof 4 deepening project of R198 million and capital spend on the Burnstone project of R220 million.
The Burnstone project
The project setup phase that involved the approval of the scheduling and costing systems and development of the required
Management plan documentation has been completed.
The following activities were also completed during H2 2021:
• Onboarding of Mining and Engineering crews started in October 2021
• An engineering design team has been appointed for the remainder of the Engineering design
• A vendor has been appointed for the access surveying and registration of the new servitudes for the new access road to
Burnstone
• A vendor has been appointed for the design change to be able to remove the skips from the shaft using the Rock Winder bank
area. The design was 90% complete by the end of December 2021
• Procurement order for the first new trackless mobile machinery was placed in December 2021
Sibanye-Stillwater expects to spend approximately R16.6 billion on capital in 2022, which includes the capital expenditure of
DRDGOLD.
The actual amount of capital expenditure will depend on a number of factors, such as production volumes, the commodity prices
and general economic conditions and may differ from the amount forecast above. Some of these factors are outside of the control
of Sibanye-Stillwater.
Scheme of arrangement
On 4 October 2019 Sibanye Gold Limited (SGL) and Sibanye-Stillwater, a previously dormant wholly owned subsidiary of SGL,
announced the intention to implement a scheme of arrangement to reorganise SGL’s operations under a new parent company,
Sibanye-Stillwater (the “Scheme”). The Scheme was implemented through the issue of Sibanye-Stillwater shares (tickers: JSE – SSW
and NYSE – SBSW) in exchange for the existing shares of SGL (JSE – SGL and NYSE – SBGL). For additional information see –
Consolidated financial statements–Notes to the consolidated financial statements–Note 26: Stated share capital.
2021 financial performance compared with 2020
Group profit for the year increased from R30,622 million in 2020 to R33,796 million in 2021. The reasons for this increase are discussed
below. The primary factors explaining the movements in profit are set out in the table below.
Figures in million – SA rand
Revenue
Cost of sales
Interest income
Finance expense
Share-based payment expenses
Loss on financial instruments
Gain/(loss) on foreign exchange differences
Share of results of equity-accounted investees after tax
(Impairments)/reversal of impairments
Occupational healthcare gain/(expense)
Restructuring costs
Transaction costs
Care and maintenance
Change in estimate of environmental rehabilitation obligation, and right of recovery
receivable and payable
Strike related costs
Loss on settlement of US$ Convertible Bond
Cost incurred on employee and community trusts
Corporate and social investment costs
Non-recurring COVID-19 costs
Early redemption premium on the 2025 Notes
Net other (costs)/income
Profit before royalties, carbon tax and tax
Royalties
Carbon tax
Profit before tax
Mining and income tax
Profit for the year
Sibanye-Stillwater Annual Financial Report 2021
15
2021
2020
172,194
127,392
(109,306)
(83,369)
1,202
(2,496)
(383)
(6,279)
1,149
1,989
(5,148)
14
(107)
(140)
(737)
167
—
—
(744)
(288)
(3)
(196)
(613)
50,275
(2,714)
(4)
47,557
(13,761)
33,796
1,065
(3,152)
(512)
(2,450)
(255)
1,700
121
(52)
(436)
(139)
(814)
464
(1)
(1,507)
(508)
(258)
(97)
—
58
37,250
(1,765)
(5)
35,480
(4,858)
30,622
% Change
2021/2020
35
31
13
(21)
(25)
156
(551)
17
(4,355)
(127)
(75)
1
(9)
(64)
(100)
(100)
46
12
(97)
—
(1,157)
35
54
(20)
34
183
10
Management’s discussion and analysis of the financial statements continued
The SA PGM and SA gold operations achieved higher production levels during 2021 following the return to more normalised
operating levels following the COVID-19 hard lockdown in 2020, along with effective measures implemented by management to
reduce the impact of the pandemic on continued production.
Group financial performance
Group revenue for 2021 increased by 35% to R172,194 million mainly due to higher sales volumes at the SA PGM, SA gold and US
PGM Recycling operations and higher PGM prices. The higher sales volumes and higher precious metal prices, which impacts the
cost of purchasing third-party concentrate (PoC) and recycling material, at the SA PGM and US PGM Recycling operations were
the primary reasons for the 31% increase to R109,306 million in the Group cost of sales, before amortisation and depreciation. At the
managed SA gold operations, higher underground production and associated input costs contributed to the increase in cost of
sales. Group adjusted EBITDA for 2021 increased by 39% or R19,221 million to R68,606 million despite a pullback in precious metal
prices during H2 2021. In addition, the 10% stronger rand relative to the US dollar, negatively affected realised rand commodity
prices for the SA operations. Group amortisation and depreciation increased by 9% to R8,293 million following higher production
volumes at both the SA PGM and SA gold operations and increased capital spend during 2021 which was deferred in 2020 due to
the impact of the COVID-19 pandemic.
Revenue
Revenue increased by 35% to R172,194 million in 2021 from R127,392 million in 2020, driven by higher PGM metals prices and higher
sales volumes at the SA PGM, SA gold and US PGM Recycling operations during 2021.
Revenue from the SA PGM operations increased by 55% to R85,154 million in 2021 from R54,912 million in 2020, due to a 22% or
315,201 4Eoz increase in PGMs sold and a 28% higher average 4E basket price of R47,066/4Eoz which was partially offset by a 10%
stronger rand. A 21% increase in the sale of third party PoC ounces contributed to the increase in SA PGM revenue.
Revenue from the US PGM underground operations decreased by 8% to R18,343 million (2020: R19,858 million) in 2021,
notwithstanding a 10% higher average 2E basket price of US$2,097/2Eoz, due to an 8% decrease in mined ounces sold following the
implementation of further rail safety enhancements and a 10% stronger rand. Revenue from recycling increased by 61% to
R40,710 million (2020: R25,296 million) in 2021, due to the 57% higher average 3E basket price of US$3,515/3Eoz and 16% higher sales
volumes, partially offset by the 10% stronger rand.
Revenue from the managed SA gold operations increased by 6% to R23,568 million (2020: R22,292 million) in 2021, mainly due to the
12% or 3,038 kg higher gold sold volumes, partially offset by a 6% lower rand gold price of R849,144/kg. Revenue from DRDGOLD
decreased by 5% to R4,790 million in 2021 mainly due to a 9% lower rand gold price received of R852,465/ kg partially offset by 4%
higher sales volumes.
Cost of sales
Cost of sales increased by 31% to R109,306 million (2020: R83,369 million) in 2021, mainly due to the higher sales volumes at all
operations excluding the US PGM underground operations and higher PGM precious metal prices which impacts the cost of
purchasing third-party concentrate (PoC) and recycling material at both the SA PGM and US PGM Recycling operations,
respectively.
The primary drivers of cost of sales are set out in the table below.
The analysis that follows provides a more detailed discussion of cost of sales, together with the total cash cost, All-in sustaining cost
and All-in cost.
Sibanye-Stillwater Annual Financial Report 2021
16
Management’s discussion and analysis of the financial statements continued
Figures in million – SA rand
Salaries and wages
Consumable stores
Utilities
Mine contracts
Recycling1
Other
Ore reserve development costs capitalised
Cost of sales, before amortisation and depreciation
- SA PGM operations
- US PGM operations
- Managed SA gold operations
- DRDGOLD
Amortisation and depreciation
- SA PGM operations
- US PGM operations
- Managed SA gold operations
- DRDGOLD
Total cost of sales
- SA PGM operations
- US PGM operations
- Managed SA gold operations
- DRDGOLD
2021
(26,214)
2020
(23,850)
(18,847)
(16,404)
(8,099)
(5,193)
(6,801)
(3,790)
(39,220)
(24,418)
(8,975)
(4,663)
5,535
4,150
(101,013)
(75,776)
(31,971)
(24,722)
(46,787)
(18,908)
(32,004)
(16,128)
(3,347)
(8,293)
(2,515)
(2,601)
(2,989)
(188)
(2,922)
(7,593)
(2,072)
(2,727)
(2,592)
(202)
(109,306)
(83,369)
(34,486)
(49,388)
(26,794)
(34,731)
(21,897)
(18,720)
(3,535)
(3,124)
% Change
2021/2020
10
15
19
37
61
92
33
33
29
46
17
15
9
21
(5)
15
(7)
31
29
42
17
13
Cost of sales, before amortisation and depreciation
Cost of sales, before amortisation and depreciation at the SA PGM operations increased by 29% to R31,971 million, mainly due to a
22% increase in sales volumes to 1,776,127 4Eoz. Mined underground 4E PGM production increased by 22% to 1,568,195 4Eoz and
surface production volumes excluding third-party PoC were 23% higher at 148,692 4Eoz. Third-party concentrate purchased and
processed (PoC) at the Marikana smelting and refining operations increased by 21% to 60,532 4Eoz. PoC material is purchased at a
higher cost, than own mined ore, due to the direct correlation to the basket price of PGM’s.
Cost of sales, before amortisation and depreciation at the US PGM underground operations decreased marginally to R7,567 million
due to a decrease of 8% in sales volumes to 548,276 2Eoz in line with production volumes which also decreased by 5% year- on-year
to 570,400 2Eoz, mainly due to rail safety enhancements following the fatal incident at the Stillwater West mine in June 2021 and
weather related electrical outages in December at the East Boulder mine. Cost of sales, before amortisation and depreciation at
the US PGM recycling operation increased, in line with the increase in revenue, by 61% from R24,418 million to R39,220 million due to
a higher average basket price resulting in higher purchasing costs of spent autocatalysts, coupled with a 16% increase in volumes.
Cost of sales, before amortisation and depreciation at the managed SA gold operations increased by 17% to R18,908 million due to
a 12% increase in sales volumes, annual salary increases and above inflationary increases on input costs such as electricity, steel
and steel related consumables. Mined underground volumes increased by 13% to 24,719 kg (794,734 oz) despite the 2021
production which was negatively impacted by safety stoppages, that resulted in production being suspended at Kloof and Beatrix
and a fire at Kloof. Cost of sales, before amortisation and depreciation from DRDGOLD increased by 15% to R3,347 million due to
above inflationary cost increases, particularly for steel and reagents.
Amortisation and depreciation
Amortisation and depreciation at the SA PGM operations increased by 21% to R2,515 million due to increased capital spend post
the deferral in FY2020 during the onset of the COVID-19 pandemic and a 22% increase in mined underground production volumes.
Amortisation and depreciation at the US PGM operations’ decreased by 5% to R2,601 million, in line with a 5% decrease in
production volumes in 2021. Amortisation and depreciation at the managed SA gold operations increased by 15% to R2,989 million
due to increased capital spend post the deferral in FY2020 during the onset of the COVID-19 pandemic, whereas the amortisation
and depreciation of DRDGOLD decreased by 7% to R188 million.
Sibanye-Stillwater Annual Financial Report 2021
17
Management’s discussion and analysis of the financial statements continued
All-in sustaining cost and All-in cost
All-in cost per ounce, was introduced in 2013 by the members of the World Gold Council. Sibanye-Stillwater has adopted the
principle prescribed by the Council. This non-IFRS measure provides more transparency into the total costs associated with mining.
The All-in cost per ounce metric provides relevant information to investors, governments, local communities and other stakeholders
in understanding the economics of mining.
This is especially true with reference to capital expenditure associated with developing and maintaining mines, which has increased
significantly in recent years and is reflected in this metric. All-in cost excludes income tax, costs associated with merger and
acquisition activities, working capital, impairments, financing costs, one-time severance charges and items needed to normalise
earnings. All-in cost is made up of All-in sustaining cost, being the cost to sustain current operations, given as a sub-total in the All-in
cost calculation, together with corporate and major capital expenditure associated with growth. All-in sustaining cost per kilogram
(and ounce) and All-in cost per kilogram (and ounce) are calculated by dividing the All-in sustaining cost and All-in cost,
respectively, in a period by the total PGM produced/gold sold over the same period.
Non-IFRS measures such as All-in sustaining cost and All-in cost are considered as pro forma financial information as per the JSE
Listing Requirements. The pro forma financial information is the responsibility of the Group’s Board of Directors and is presented for
illustration purposes only, and because of its nature, All-in sustaining cost and All-in cost should not be considered as a
representation of financial performance.
This pro forma financial information has been reported on by Ernst & Young Inc. in terms of ISAE 3420 and their unmodified report is
available for inspection at the Company’s registered office or by emailing the Company Secretary
(lerato.matlosa@sibanyestillwater.com).
Sibanye-Stillwater Annual Financial Report 2021
18
Management’s discussion and analysis of the financial statements continued
Figures in million - SA rand
2021
Cost of sales, before
amortisation and
depreciation3
Plus:
Community costs4
Inventory change5
Share-based payments6
Royalties7
Carbon tax8
Rehabilitation9
Leases10
ORD11
Sustaining capital
expenditure12
Less:
By-product credit13
All-in sustaining cost14
Plus:
Corporate cost, growth and
other capital expenditure
All-in cost14
Gold sold/4E PGM
produced/2E PGM produced
Total
US PGM
operations
Stillwater1,2
Total
SA PGM
operations2
Rustenburg
operations
Marikana
operation2
Platinum
Kroondal
Mile Mimosa
Corporate
and re-
conciling
items
Total
SA gold
operations Driefontein
Kloof
Beatrix
Cooke DRDGOLD
Group
Corporate
and
reconciling
items
Rm
7,567
31,972
11,464
16,561
3,416
531 1,587
(1,587)
22,256
5,691
7,845
4,565
808
3,347
—
Rm
Rm
Rm
Rm
Rm
Rm
Rm
Rm
Rm
—
33
86
—
—
31
1
1,354
791
161
1,294
113
2,547
1
244
53
1,576
2,019
12
816
45
1,405
—
—
11
629
619
150
478
53
1,128
1
162
35
947
1,104
—
—
15
14
—
81
7
—
268
—
—
—
—
—
—
—
—
28
—
9
—
160
—
4
—
—
499
(1)
(9)
—
(160)
—
(3)
—
—
(499)
127
46
38
34
1
8
100
167
2
189
82
2,604
1,304
23
95
—
32
8
1,177
322
35
46
—
17
14
930
488
23
27
2
70
28
497
164
—
5
—
47
13
—
—
19
—
—
18
19
—
330
Rm
Rm
(1,392)
8,471
(7,895)
32,085
(2,589)
12,412
(4,376)
16,243
(869)
2,932
(61)
(524)
498 1,735
524
(1,735)
(23)
26,808
(8)
7,386
(5)
9,408
(5)
5,405
(1)
873
(4)
3,737
Rm
2,411
215
—
215
—
—
—
—
604
—
198
7
—
47
Rm
kg
10,882
17,741
32,300
58,993
12,412
20,913
16,458
25,692
2,932
498 1,735
7,046 1,633 3,709
(1,735)
—
27,412
33,374
7,386
9,606
9,314 10,961
5,412
6,305
873
1,175
3,784
5,619
All-in sustaining cost14
R/kg
803,260 793,000 858,316 857,256 742,979 665,065
‘000oz
570
1,897
672
826
227
52
119
—
1,073
299
352
203
38
181
R/oz
14,851
18,051
18,460
19,664 12,943 9,486 14,549
US$/oz
1,004
1,221
1,248
1,330
875
641
984
—
—
1,689
1,668
1,805
1,803
1,562
1,399
All-in cost14
R/kg
R/oz
19,078
18,172
18,460
19,925 12,943 9,486 14,549
— 821,358 793,000 876,380 858,366 742,979 673,429
US$/oz
1,290
1,229
1,248
1,347
875
641
984
—
1,727
1,668
1,843
1,805
1,562
1,416
Sibanye-Stillwater Annual Financial Report 2021
19
—
—
(6)
—
5
—
—
—
—
(1)
352
351
—
—
—
—
—
—
Management’s discussion and analysis of the financial statements continued
Figures in million - SA rand
2020
Cost of sales, before
amortisation and
depreciation3
Plus:
Community costs4
Inventory change5
Share-based payments6
Royalties7
Carbon tax8
Rehabilitation9
Leases10
ORD11
Sustaining capital
expenditure12
Less:
By-product credit13
All-in sustaining cost14
Plus:
Corporate cost, growth and
other capital expenditure
All-in cost14
Gold sold/4E PGM
produced/2E PGM
produced
All-in sustaining cost14
All-in cost14
Total
US PGM
operations
Stillwater1,2
Total
SA PGM
operations2
Rustenburg
operations
Marikana
operation2
Kroondal
Platinum
Mile
Mimosa
Corporate
and re-
conciling
items
Total
SA gold
operations Driefontein
Kloof
Beatrix
Cooke DRDGOLD
Group
Corporate
and
reconciling
items
Rm
7,586
24,723
9,589
13,232
2,803
403
1,601
(2,905)
19,050
4,864 6,880 3,714
671
2,922
—
Rm
Rm
Rm
Rm
Rm
Rm
Rm
Rm
Rm
—
151
54
—
—
29
5
1,239
795
107
3,039
46
1,623
3
242
59
1,125
1,052
8
553
19
924
—
5
14
417
326
100
1,182
21
689
2
152
35
708
515
—
—
7
10
—
86
10
—
188
—
—
—
—
—
—
—
—
23
—
19
—
135
—
4
—
—
414
1,285
—
(135)
—
(4)
—
—
(414)
50
142
3
218
78
1,786
967
11
73
—
51
8
742
187
13
115
—
33
18
722
392
10
44
2
56
21
322
93
—
5
—
54
16
—
—
16
—
—
19
16
—
295
—
151
30
46
59
—
16
—
Rm
Rm
(1,183)
8,675
(5,444)
26,575
(1,395)
10,459
(3,614)
13,022
(443)
2,660
8
434
(408)
1,765
409
(1,764)
(24)
22,420
(7)
(4)
5,958 8,215 4,317
(5)
(1)
744
(7)
3,277
Rm
2,385
53
—
33
—
20
—
—
373
—
155
—
—
46
171
Rm
kg
11,060
18,757
26,628
49,035
10,459
17,467
13,055
20,419
2,660
6,123
453
1,208
1,765
3,819
(1,764)
—
22,793
30,136
5,958 8,370 4,317
744
7,554 10,752 5,286 1,125
3,323
5,419
‘000oz
R/kg
R/oz
US$/oz
R/kg
R/oz
US$/oz
603
1,577
562
656
197
39
123
—
969
174
743,967 788,708 764,007 816,591 661,422 604,650
170
243
346
36
14,385
874
18,280
1,111
18,624
1,131
18,339
1,114
18,317
1,113
18,624
1,131
19,836 13,512 11,161 14,380
874
1,205
678
821
19,886 13,512 11,668 14,380
874
1,208
709
821
—
—
1,406
1,143
756,351 788,708 778,460 816,629 661,422 613,176
1,490 1,444 1,543 1,250
—
—
1,429
1,490 1,471 1,543 1,250
1,159
82
—
—
—
—
—
—
(95)
—
5
—
—
—
—
(90)
The average exchange rate for the year ended 31 December 2021 was R14.79/US$ (2020: R16.46/US$)
1 The US PGM operations’ underground production is converted to metric tonnes and kilograms, and performance is translated into rand. In addition to the US PGM operations’ underground production, the operation processes
various recycling material which is excluded from the 2E PGM production, All-in sustaining cost and All-in cost statistics shown
2 The Total US and SA PGM, Total SA PGM and Marikana includes the production and costs associated with the purchase of concentrate (PoC) from third parties.
Sibanye-Stillwater Annual Financial Report 2021
20
Management’s discussion and analysis of the financial statements continued
3 Cost of sales, before amortisation and depreciation includes all mining and processing costs, third party refining costs, corporate general and administrative costs and permitting costs. Corporate relates to the elimination of
concentrate sales by Rustenburg, Kroondal and Platinum Mile to Marikana and the associated unrealised profit
4 Community costs includes costs related to community development
5 Inventory adjustment in Corporate includes the elimination of concentrate sales by Rustenburg, Kroondal and Platinum Mile to Marikana and the associated unrealised profit
6 Share-based payments are calculated based on the fair value at initial recognition and do not include the adjustment of the cash-settled share-based payment obligation to the reporting date fair value
7 Royalties are the current royalty on refined and unrefined minerals payable to the South African government
8 In South Africa the Carbon Tax Act of 2019 came into effect on 1 June 2019. The South African Government introduced Carbon tax based on a polluter-pays-principle and the aim of which is to help ensure that companies and
consumers take the negative adverse costs (externalities) of climate change into account in their future production, consumption and investment decisions. The first phase of the Carbon Tax Act applies to the so-called “Scope 1”
emissions from 1 June 2019 to 31 December 2022. Under the first phase, the introduction of the carbon tax is not expected to have an immediate impact on the price of electricity. Accordingly, although the statutory rate of
carbon tax in 2021 was R134 per tonne (2020: R127 per tonne) of carbon dioxide equivalent (CO2e) emissions, allowances under the Carbon Tax Act resulted in an effective carbon tax rate ranging from R7 to R54 per tonne of
CO2e emissions (2020: R6 to R51). Phase 1 of the Carbon Tax has been extended by three years to 31 December 2025
9 Rehabilitation includes the interest charge related to the environmental rehabilitation obligation and the amortisation of the related capitalised rehabilitation costs recorded as an asset. The interest charge related to the
environmental rehabilitation obligation and the amortisation of the capitalised rehabilitation costs do not reflect annual cash outflows and are calculated in accordance with IFRS. The interest charge and amortisation reflect the
periodic costs of rehabilitation associated with current production and are, therefore, included in the measure
10 Leases represent the lease payment costs for the year
11 ORD are those capital expenditures that allow access to reserves that are economically recoverable in the future, including, but not limited to, crosscuts, footwalls, return airways and box holes which will avail production or
reserves
12 Sustaining capital expenditure are those capital expenditures that are necessary to maintain current production and execute the current mine plan. Sustaining capital costs are relevant to the All-in sustaining cost metric as these
are needed to maintain Sibanye-Stillwater’s current operations and provide improved transparency related to Sibanye-Stillwater’s ability to finance these expenditures
13 By-product credit—The All-in cost metric is focused on the cost associated with producing and selling a kilogram of gold or an ounce of 4E/2E PGMs, and therefore the metric captures the benefit of mining other metals when gold
and 4E/2E PGMs are produced and sold. In determining the All-in cost, the costs associated with producing and selling a kilogram of gold or an ounce of 4E/2E PGMs are reduced by the benefit received from the sale of co-
products and by-products, recognised as product sales, which is extracted and processed along with the gold and 4E/2E PGMs produced. At the SA gold operations, the sale of silver is recognised as product sales, and at the
PGM operations in both regions, the minor PGMs – iridium and ruthenium – are produced as co-products, which together with the three primary PGMs, are referred to as 6E (5PGM+Au). In addition, nickel, copper and chrome,
among other minerals, are by-products at these operations. This is relevant to the All-in cost metric as it aids in the investor’s analysis of the profitability of producing a kilogram of gold or an ounce of 4E/2E PGMs, without the need
to consider multiple metal prices. The by-product credit of Marikana for the year ended December 2020 includes the benefit from the sale of concentrate purchased from Rustenburg, Kroondal and Platinum Mile of R1,674 million.
The cost associated with the purchase and processing of the intercompany concentrate is included in the Marikana cost of sales, before amortisation and depreciation
14 For information on how Sibanye-Stillwater has calculated All-in sustaining costs, All-in costs, All-in sustaining cost per kilogram, All-in sustaining cost per ounce, All-in cost per kilogram and All-in cost per ounce, see –Management’s
discussion and analysis of the financial statements-2021 financial performance compared with 2020- All-in sustaining cost and All-in cost
Sibanye-Stillwater Annual Financial Report 2021
21
Management’s discussion and analysis of the financial statements continued
Cost of production
The AISC at the SA PGM operations of R18,051/4Eoz decreased by 1% from R18,280/4Eoz primarily due to higher production. The All-
in sustaining cost (AISC) at the US PGM operations increased by 15% to 1,004 US$/2Eoz in 2021 primarily due to increased PGM prices
which drives an increase in royalties. Increases in sustaining capital accounted for approximately 17% of the increase in AISC at the
US PGM operations. Royalties payable increases AISC by approximately US$9/2Eoz for every US$100/2Eoz change in the prevailing
PGM basket. Unit costs at the SA gold operations increased by 8% to R 803,260/kg in 2021and was mainly due to annual salary
increases and above inflationary increases on input costs such as electricity, steel and steel related consumables.
Adjusted EBITDA
Group Adjusted EBITDA of R68,606 million in 2021 increased by 39% from R49,385 million in 2020. Adjusted EBITDA for the SA PGM
operations increased by 78% due to higher PGM basket prices and higher sales volumes. Adjusted EBITDA from the US PGM
underground operations decreased by 12% to R10,766 million due to lower sales volumes and for the US PGM recycling operations
increased by 70% to R1,490 million due to higher sales volumes and PGM basket prices. The adjusted EBITDA decreased by 34% at
the SA gold operations to R5,113 million, mainly due to an 8% decrease in the rand gold price and the higher production costs,
partially offset by the higher volumes sold.
Adjusted EBITDA includes other cash costs, strike costs and care and maintenance expenditures. Care and maintenance at Cooke
and Burnstone which was only incurred in H1 2021 were R594 million and R46 million for 2021, respectively, compared with
R623 million and R81 million, respectively in 2020. Care and maintenance costs at the Marikana operations were R79 million
(2020: R92 million). Strike costs at the SA gold operations were Rnil (2020: R1 million). Other costs include corporate and social
expenditure of R288 million (2020: R258 million) and non-production royalties of R327 million (2020: R193 million).
Non-IFRS measures such as Adjusted EBITDA is considered as pro forma financial information as per the JSE Listing Requirements.
The pro forma financial information is the responsibility of the Group’s Board of Directors and is presented for illustration purposes
only, and because of its nature, Adjusted EBITDA should not be considered as a representation of financial performance see –
Consolidated financial statements – Notes to the consolidated financial statements – Note 28.10: Capital Management
Interest income
Interest income increased by 13% to R1,202 million in 2021 from R1,065 million in 2020 mainly due to higher cash balances being
maintained during the year and interest earned on recycling advances due to higher average PGM basket prices. Interest income
mainly includes interest received on cash deposits amounting to R948 million (2020: R714 million and 2019: R264 million), interest
received on rehabilitation obligation funds of R174 million (2020: R245 million and 2019: R265 million); interest earned on right of
recovery asset of R32 million (2020: R16 million and 2019: R16 million) and other interest earned of R48 million (2020: R90 million and
2019: R15 million). For additional information on finance income see –Consolidated financial statements–Notes to the consolidated
financial statements–Note 5.1: Finance income.
Finance expense
Finance expense decreased by R656 million mainly due to a R489 million decrease in interest on borrowings following a decrease in
average outstanding borrowings for 2021, R92 million decrease in the unwinding of amortised cost on borrowings, R29 million
decrease in Rustenburg deferred payment, R69 million decrease in unwinding of the environmental rehabilitation obligation,
R40 million decrease in the unwinding of the finance costs on the deferred revenue transactions, R5 million decrease in interest on
lease liabilities and R19 million decrease in interest on the occupational healthcare obligation, all partially offset by an increases of
Sibanye-Stillwater Annual Financial Report 2021
22
Adjusted EBITDAR millions51,60810,7661,4905,11329,07412,2058787,77120212020SA PGMUS PGM(underground)US PGM(recycling)SA gold05,00010,00015,00020,00025,00030,00035,00040,00045,00050,00055,000
Management’s discussion and analysis of the financial statements continued
R87 million in the unwinding of the Marikana dividend obligation, R5 million increase in the Pandora deferred payment and an
increase of R5m in sundry interest. For additional information on finance expense see –Consolidated financial statements–Notes to
the consolidated financial statements–Note 5.2: Finance expense.
Finance expense decreased by R151 million mainly due to a R155 million decrease in interest on borrowings following a decrease in
average outstanding borrowings for 2020, R20 million decrease in interest on the occupational healthcare obligation, R21 million
decrease related to the dissenting shareholders, R3 million decrease in the unwinding of the deferred revenue related to the
streaming transactions (Wheaton and Marikana operation platinum forward sale) and a R93 million decrease in sundry interest,
all partially offset by an increases of R20 million in the unwinding of amortised cost on borrowings, R105 million increase in unwinding
of the environmental rehabilitation obligation, R8 million increase unwinding of the Pandora deferred payment and an increase of
R8 million related to the Rustenburg deferred payment.
Sibanye-Stillwater’s gross debt outstanding, excluding the Burnstone Debt was R18.8 billion as at 31 December 2021 compared with
approximately R17.1 billion at 31 December 2020.
Share-based payments
The share-based payments expense decreased by 25% to R383 million (2020: R512 million) in 2021. The share-based payments
expense includes Rnil (2020: R128 million) and R19 million (2020: R13 million) relating to the DRDGOLD cash-settled and equity-settled
share options respectively, and R132 million (2020: R145 million) relating to equity-settled share options granted under the Sibanye-
Stillwater Share Plans and R232 million (2020: R226 million) relating to the cash-settled Sibanye-Stillwater Share Plan. For additional
information on share- based payments see –Consolidated financial statements–Notes to the consolidated financial statements–
Note 6: Share-based payments.
Loss on financial instruments
The net loss on financial instruments increased from R2,450 million to R6,279 million for 2021, representing a year-on-year increase of
156% or R3,829 million. The net loss for 2021 is mainly attributable to fair value losses on the revised cash flow of the Anglo deferred
payment of R4,653 million, the Rustenburg and Marikana operations B-BBEE cash-settled share- based payment obligations of
R671 million and R593 million respectively, and the Marikana dividend obligation of R468 million, mainly due to higher forecasted 4E
PGM basket prices. The losses were partially offset by fair value gains on the Palladium hedge contract of R234 million. For additional
information on the loss on financial instruments see –Consolidated financial statements–Notes to the consolidated financial
statements–Note 7: Loss on financial instruments.
The loss on financial instruments decreased from R6,015 million in 2019 to R2,450 million in 2020. This decrease was mainly attributable
to the decrease of R1,089 million in the fair value loss on the Sibanye Rustenburg Platinum B-BBEE share-based payment obligation
and the decrease of R3,842 million in the fair value loss on the derivative financial instrument relating to US$ Convertible Bond which
was settled during October 2020. These decreases in 2020 were partially offset by an increase of R1,357 million in the loss on the
revised cash flows of the deferred payments which was mainly due to higher forecasted 4E PGM basket prices.
Gain/(loss) on foreign exchange differences
The gain on foreign exchange differences of R1,149 million in 2021 compared with a loss of R255 million in 2020. The gain on foreign
exchange differences in 2021 was mainly due to foreign exchange gains of R1,367 million on intra-group loans with a real foreign
exchange exposure, partially offset by a R117 million loss on the Burnstone debt due to a weaker rand.
The loss on foreign exchange differences in 2020 was mainly due to a foreign exchange loss of R2,130 million on the US$ Convertible
Bond and the derivative financial instrument and a R49 million loss on the Burnstone debt, both due to a weaker rand in 2020
compared to 2019, partially offset by foreign exchange gains on intra-group loans with a real foreign exchange exposure.
Share of results of equity-accounted investees after tax
The profit from share of results of associates of R1,989 million in 2021 (2020: R1,700 million) was primarily due to share of profits of
R1,702 million (2020: R1,300 million) relating to Sibanye-Stillwater’s 50% attributable share in Mimosa and R287 million
(2020: R400 million) relating to its 44% interest in Rand Refinery. For additional information on the share of results of equity-accounted
investees after tax, see –Consolidated financial statements–Notes to the consolidated financial statements–Note 18: Equity-
accounted investments.
(Impairments)/Reversal of impairments
During 2021 the Group recognised an impairments of R5,148 million compared to an impairments reversal of R121 million in 2020.
At 31 December 2021, a number of factors were identified that negatively impacts the ability of the Driefontein, Kloof and Beatrix
operations to recover the carrying value of mining assets over their respective remaining life-of-mines. Expected above inflation
increases in major cost components, in particular electricity and labour costs, coupled with ageing infrastructure, declining life-of-
mines and the consensus long-term gold price forecast lower than the spot price, negatively affected the forecast cash flows of
these operations. This led to the recognition of impairment losses at the Driefontein, Kloof and Beatrix reportable segments of
R212 million, R3,642 million and R1,293 million, respectively. These operations are included under SA gold in the segment report and
each represent a separate cash generating unit. For additional information on the Group's estimates and assumptions used in the
impairment calculations, see –Consolidated financial statements– Notes to the consolidated financial statements–Note 10:
(Impairments)/reversal of impairments.
Impairment reversals in 2020 mainly related to the historical impairment of R120 million on Rand Refinery, an equity accounted
investee, which was reversed due to improved profitability and a forecasted return to stable dividend payments.
Sibanye-Stillwater Annual Financial Report 2021
23
Management’s discussion and analysis of the financial statements continued
Occupational healthcare expense
On 26 July 2019 the Gauteng High Court in Johannesburg approved the R5 billion settlement agreement in the silicosis class case.
At 31 December 2021 Sibanye-Stillwater has provided R1,017 million (2020: R1,194 million) for its share of the settlement cost.
The estimated costs at 31 December 2021 and 2020 was determined by an actuarial specialist and as a result, a change in estimate
of R14 million income was recognised in profit or loss for the year (2020: R52 million expense). For additional information on the
occupational healthcare expense, see –Consolidated financial statements–Notes to the consolidated financial statements–
Note 31: Occupational healthcare obligation.
Restructuring costs
Maintaining loss-making operations is not sustainable over an extended period. Cross-subsidising loss making operations erodes
value, is a drain on cash flows and, as a result, threatens the sustainability and economic viability of other operations. The Group,
therefore, continually reviews and assesses the operating and financial performance of its assets. Restructuring costs of R107 million
comprised mainly the costs of mutual separation packages offered to employees with high COVID-19 risk due to comorbidities or ill
health at the SA PGM and SA gold operations of R14 million and R20 million, respectively, professional fees of R21 million at the SA
operations and provision for the Kloof 3 shaft closure of R43 million.
Restructuring costs of R436 million for 2020 comprised mainly of R235 million related to S189 restructuring at the Marikana operation
which was completed on 16 January 2020 and R75 million and R100 million respectively at the SA PGM and SA gold operations
mainly related to fragile health voluntary separations in light of the COVID-19 pandemic.
Transaction costs
Transaction costs were R140 million in 2021 compared with R139 million in 2020. The transaction costs in 2021 mainly included
acquisition related advisory and legal fees of R103 million (2020: R42 million), and platinum jewellery membership costs of R27 million
(2020: R47 million), advisory and legal fees of Rnil (2020: R8 million) related to the restructuring of the Lonmin legal entities, advisory
and legal fees of Rnil (2020: R 30 million) related to the Marathon transaction and advisory and legal fees of Rnil million
(2020: R25 million) related to the Sibanye Gold Limited internal restructuring, partially offset by the reversal of a provision for legal
costs relating to the dissenting shareholder claim of Rnil (2020: R26 million).
Care and maintenance costs
Care and maintenance costs were R737 million in 2021 compared with R814 million in 2020. The care and maintenance costs
included R594 million (2020: R623 million) at Cooke, R79 million (2020: R92 million) at Marikana operation, R46 million
(2020: R81 million) at Burnstone, R14 million (2020: R8 million) at Kroondal and R4 million (2020: R10 million) at DRDGOLD.
Change in estimate of environmental rehabilitation obligation, and right of recovery receivable and payable
Change in estimate of environmental rehabilitation obligation, and right of recovery receivable and payable was an income of
R167 million in 2021 compared with an income of R464 million in 2020. The decrease in the income is mainly due to changes in gross
closure cost estimates, changes in discount rates and changes in expected timing of rehabilitation for operations on care and
maintenance and operations that are being rehabilitated (recognised through profit or loss).
Strike related costs
Strike related costs were Rnil in 2021 compared to R1 million at SA gold in 2020.
Loss on settlement of the US$ Convertible Bond
By the end of October 2020 the US$ Convertible Bond was settled through cash of R13 million and the issue of 248,040,434 ordinary
shares of the Group with an aggregate fair value of R12,573 million, resulting in a loss on settlement of R1,507 million, see –
Consolidated financial statements–Notes to the consolidated financial statements–Note 28.6: US$ Convertible Bond.
Non-recurring COVID-19 costs
The Group incurred non-recurring COVID-19 costs of R3 million (2020: R97 million) relating to once-off costs incurred to ensure the
safe return to work of employees at the South African operations following the COVID-19 lockdown in South Africa, including
implemented measures at all the Group’s operations to prevent the spread of the pandemic, detect infections and care for those
infected.
Early redemption premium on the 2025 Notes
During the fourth quarter of 2021, the Group elected to early redeem the 2025 Notes at a redemption price of 103.6% of the
principal amount of the 2025 Notes, plus accrued and unpaid interest on the 2025 Notes, amounting to US$370.2 million which
includes an early settlement premium of R196 million recognised as a premium on settlement of the 2025 Notes in profit or loss.
The 2025 Notes were settled on 6 December 2021 see –Consolidated financial statements–Notes to the consolidated financial
statements–Note 28.4: 2022 and 2025 Notes.
Royalties
Royalties increased by 54% to R2,714 million in 2021 from R1,765 million in 2020. The increases in both 2021 and 2020 were mainly due
to the increase in SA PGM revenue and profitability as a result of higher precious metal prices.
Sibanye-Stillwater Annual Financial Report 2021
24
Management’s discussion and analysis of the financial statements continued
Mining and income tax
Mining and income tax charge increased to R13,761 million in 2021 compared to R4,858 million in 2020. The table below indicates
Sibanye-Stillwater’s effective tax expense rate in 2021 and 2020.
Mining and income tax
Effective tax rate
Rm
%
2021
13,761
29
2020
4,858
14
In 2021, the tax charge on the profit before tax at the South African statutory company tax rate of 28.0%, or R13,316 million,
compared with a charge R13,761 million is mainly due to the impact on the statutory tax rate of the following:
• R1,021 million non-deductible loss on fair value of financial instruments
• R1,133 million deferred tax assets derecognised
• R108 million non-deductible finance expense
• R351 million net other non-taxable income and non-deductible expenditure
• R13 million non-deductible amortisation and depreciation
• R42 million non-deductible share-based payments
• R22 million non-taxable impairments
• R69 million Non-deductible transaction costs
The above was partially offset by the following:
• R466 million US statutory rate change
• R63 million SA gold mining tax formula rate adjusted
• R7 million non-taxable dividend received
• R47 million non-taxable gain on foreign exchange differences
• R557 million non-taxable share of results of equity-accounted investees
• R386 million tax adjustment in respect of prior periods
• R86 million change in estimated deferred tax rate
In 2020, the tax charge on the profit before tax at the South African statutory company tax rate of 28.0%, or R9,934 million,
compared with a charge of R4,858 million is mainly due to the impact on the statutory tax rate of the following:
• R4,447 million previously unrecognised deferred tax assets utilised/ recognised
• R550 million US statutory rate change
• R118 million SA gold mining tax formula rate adjusted
• R258 million net other non-taxable income and non-deductible expenditure
• R89 million non-deductible finance expenses, which is presented net after the reversal of an uncertain income tax treatment
amounting to R181.5 million
• R476 million non-taxable share of results of equity-accounted investees
• R33 million non-taxable reversal of impairments
The above was partially offset by the following:
• R890 million non-deductible loss on fair value of financial instruments
• R44 million non-deductible share-based payments
Sibanye-Stillwater Annual Financial Report 2021
25
Management’s discussion and analysis of the financial statements continued
Profit for the year
As a result of the factors discussed above, the profit in 2021 was R33,796 million compared with the profit in 2020 of R30,622 million.
The following table depicts contributions from various segments to the profit.
Figures in million – SA rand
SA PGM operations
Rustenburg operation1
Marikana
Kroondal
Platinum Mile
Mimosa
Corporate and reconciling items1
US PGM operations
Stillwater
SA gold operations
Driefontein
Kloof
Beatrix
Cooke
DRDGOLD
Corporate and reconciling items
Group Corporate and reconciling items
Total profit for the year
2021
2020
29,594
23,316
(2,221)
519
14,293
13,881
4,664
352
1,702
10,804
7,459
7,459
(2,475)
694
(2,332)
(1,118)
(388)
1,040
(371)
(782)
3,389
188
1,300
4,039
7,778
7,778
510
499
1,185
120
(315)
1,302
(2,281)
(982)
33,796
30,622
1 The net (loss)/profit)on the Rustenburg operation in 2021 and 2020 was impacted by the change of the obligation for future dividends payable to its
shareholders in terms of the B-BBEE SPV structure of R7,615 million (2020: R1,686 million) and the fair value adjustment of R4,653 million (2020: R2,081
million) on the deferred payment to Rustenburg Platinum Mines Limited due to the higher long term PGM basket prices expected over the life of
mine. This fair value adjustment eliminates in the corporate and reconciling items at a SA PGM operations level.
Liquidity and capital resources
Cash flow analysis
Net increase in cash and cash equivalents in 2021 was R9,344 million compared with R14,969 million in 2020. The principal factors
explaining the changes in net cash flow for the year are set out in the table below.
Figures in million - SA rand
Net cash from operating activities
Adjusted for:
Dividends paid
Net interest (received)/paid
Deferred revenue advance received
Bulk Tailings re-Treatment transaction (BTT) early settlement payment
Less:
Additions to property, plant and equipment
Adjusted free cash flow1
Acquisition of subsidiaries, net of cash acquired
Payments to dissenting shareholders
Net proceeds from shares issued
Payment of Deferred Payment
Net borrowings repaid
2021
32,256
18,176
(179)
(65)
—
—
—
—
(577)
399
% Change
2021/2020
19
2020
27,151
1,698
667
(771)
787
—
—
—
970
(127)
(92)
(100)
32
88
—
—
—
(756)
(2,046)
(24)
(120)
(12,740)
37,448
(9,616)
19,916
1 One of the drivers to sustain and increase shareholder value is adjusted free cash flow generation as that determines the cash
available for dividends and other investing activities. Adjusted free cash flow is defined as net cash from operating activities
before dividends paid, net interest paid, deferred revenue advance received and BTT early settlement payment, less additions to
property, plant and equipment
Non-IFRS measures such as adjusted free cash flow are considered as pro forma financial information as per the JSE Listing
Requirements. The pro forma financial information is the responsibility of the Group’s Board of Directors and is presented for
illustration purposes only, and because of its nature, adjusted free cash flow should not be considered a representation of cash
from operating activities
This pro forma financial information has been reported on by Ernst & Young Inc. in terms of ISAE 3420 and their unmodified report is
available for inspection at the Company’s registered office
Sibanye-Stillwater Annual Financial Report 2021
26
Management’s discussion and analysis of the financial statements continued
Net cash from operating activities
Net cash from operating activities increased by R5,105 million to R32,256 million in 2021 from R27,151 million in 2020. The items
contributing to the increase in 2021 and decrease in 2020 are indicated in the table below.
Figures in million - SA rand
Increase in cash generated by operations¹
Decrease in deferred revenue advance received²
Decrease/(increase) in cash-settled share-based payments paid
Decrease/(increase) in BTT early settlement payment²
Decrease/(increase) in change in working capital
Decrease in interest paid
Increase in royalties and tax paid³
Increase in dividends paid4
Additional deferred payments relating to acquisition of a business5
Other
Increase in net cash from operating activities
2021
22,596
(706)
35
787
11,890
605
(11,369)
(16,478)
(1,754)
(501)
5,105
2020
34,622
(2,088)
(184)
(787)
(8,809)
217
(4,706)
(1,613)
—
1,036
17,688
1 The increase in cash generated by operations in 2021 and 2020 was mainly due to the increase in the average realised PGM basket prices and gold
price for 2020, negatively impacted by the operational disruptions experienced by the SA operations due to COVID-19 during 2020
2 The Marikana operations entered into a short-term purchase of concentrate and toll treatment arrangement with a third party that commenced on
1 February 2021 and concluded on 31 December 2021. As part of the arrangement, Marikana agreed to buy and toll treat certain metals.
A percentage of the toll treated metals is also retained as partial payment for the toll treatment arrangement. Marikana accounts for the inventory
received as partial payment for the toll treatment arrangement as deferred revenue at fair value. A further deferred revenue balance is recognised
to the extent that cash payment is received for the toll treatment before the performance obligation is satisfied. During 2021 cash payments of
R65 million was received in advance under the terms of this agreement. On 24 January 2020, Western Platinum Proprietary Limited (WPL), Eastern
Platinum Limited and Lonmin Limited (collectively the “Purchasers”), subsidiaries of Sibanye-Stillwater, entered into a Release and Cancellation
Agreement (“the Release Agreement”) with RFW Lonmin Investments Limited (“the Seller”) in respect of the BTT. The BTT transaction was
implemented and the liability settled on 6 March 2020. WPL concluded a forward platinum sale arrangement on 3 March 2020 to fund the
settlement of the BTT liability. WPL received a cash prepayment of US$50 million (R771 million) in exchange for the future delivery of 72,886 ounces of
platinum on set dates between June and December 2020. The platinum price delivered under the prepayment was hedged with a cap price of
US$1,050 per ounce and a floor price of US$700 per ounce. The Group received, and recognised, the difference between the floor price and the
monthly average price (subject to a maximum of the cap price) on delivery of the platinum. The final delivery under the forward platinum sale
arrangement was made on 7 December 2020. On 21 October 2019, Sibanye-Stillwater concluded a forward gold sale arrangement where the
Group received a cash prepayment of R1.1 billion in exchange for the future delivery of 8,482 ounces (263.8 kilograms) of gold every two weeks
from 10 July 2020 to 16 October 2020 subject to an initial reference price of R17,371/oz comprising 80% of the prevailing price on execution date.
This was offset by the decrease of R6,555 million (US$500 million) received through a streaming agreement with Wheaton International, a wholly-
owned subsidiary of Wheaton Precious Metals Corp on closing of the transaction in 2018
3 The increase in royalties and tax paid in 2021 and 2020 was due to the increase in revenue and taxable mining income as a result of increased
precious metal prices during both 2021 and 2020. In addition, during 2020 the tax expense decreased by R4,447 million due to the utilisation and
recognition of previously unrecognised deferred tax assets
4 Included in dividends paid for 2021 is a final dividend for 2020 and interim dividend for 2021 of R9,485 million and R8,347 million, respectively declared
and paid by the Group and dividends paid by subsidiary companies to their non-controlling shareholders of R344 million and for 2020 is an interim
dividend of R1,338 million declared and paid by the Group and dividends paid by subsidiary companies to their non-controlling shareholders of
R360 million
5 The acquisition date fair value of deferred payments and contingent consideration relating to business combinations is part of the aggregate
consideration for obtaining control of the underlying net assets. Therefore, unless the obligations are clearly part of the borrowing structure of the
group, repayments of the acquisition date fair value are classified as investing activities. Additional deferred/ contingent payments in excess of the
grant date fair value are considered to be operating activity cash flows by nature and amounted to R1,754 million in 2020 relating to the acquisition
of the Sibanye Rustenburg Platinum Mines Proprietary Limited
Adjusted free cash flow
Adjusted free cash flow during 2021 increased with cash received due to higher precious metal prices. The Group recorded
adjusted free cash flow of R37,448 million in 2021, which was an improvement of R17,532 million compared with 2020. In 2021, the
US PGM operations recorded a 193% increase in adjusted free cash flow to R8,148 million, the SA PGM operations recorded a 92%
increase in adjusted free cash flow to R22,550 million (after providing funding of R232 million to the US PGM operations and
R7,817 million to the SA gold operations on the intercompany working capital account) and the SA gold operations recorded a 23%
increase in adjusted free cash flow to R7,782 million after receiving R7,817 million from the SA PGM operations on the intercompany
working capital account. Excluding the receipt of intercompany funding from the adjusted free cash flow, the SA gold operations
had a negative adjusted free cash flow of R34 million.
Sibanye-Stillwater Annual Financial Report 2021
27
Management’s discussion and analysis of the financial statements continued
Figures in million - SA rand
Net cash from operating activities
Adjusted for:
Dividends paid
Net interest (received)/paid
Deferred revenue advance received
BTT early settlement payment
Less:
Additions to property, plant and equipment
Adjusted free cash flow
2021
32,256
18,176
(179)
(65)
—
2020
27,151
1,698
667
(771)
787
(12,740)
37,448
(9,616)
19,916
Cash flows from investing activities
Net cash used in investing activities increased to R14,568 million in 2021 from R9,938 million in 2020. The increase in cash used in
investing activities was mainly due to additions to property, plant and equipment of R12,740 million in 2021 compared to
R9,616 million in 2020. Net cash used in investing activities increased to R9,937 million in 2020 from R4,865 million in 2019. The increase
in the 2020 net cash used in investing activities was mainly due to additions to property, plant and equipment of R9,616 million,
compared to R7,706 million in 2019, and the cash of R3,004 million acquired on acquisition of subsidiaries in 2019.
Capital expenditure at the individual mines is shown in the table below.
Sibanye-Stillwater Annual Financial Report 2021
28
Adjusted free cash flow by segmentR millions22,5508,1487,782(1,032)11,7462,7806,348(958)20212020SA PGMUS PGMSA goldGroupCorporate05,00010,00015,00020,00025,000
Management’s discussion and analysis of the financial statements continued
Figures in million - SA rand
SA PGM operations
Rustenburg operation
Marikana
Kroondal
Platinum Mile
Corporate and reconciling items
US PGM operations
Stillwater
SA gold operations
Driefontein
Kloof
Beatrix
Cooke
DRDGOLD
Corporate and reconciling items
Total Capital Expenditure
2021
3,799
1,248
2,254
268
28
1
4,561
4,561
4,380
1,499
1,616
668
—
377
220
2020
2,197
743
1,223
188
43
—
4,422
4,422
2,997
929
1,269
415
—
341
43
12,740
9,616
Capital expenditure increased to R12,740 million in 2021 from R9,616 million in 2020, for additional information refer to the Capital
expenditure section above.
Cash flows from financing activities
Net cash used in financing activities of R8,344 million in 2021 compared with R2,244 million in 2020. Net cash used in financing
activities comprised lease payments of R112 million (2020: R114 million), loans repaid of R20,252 million (2020: R18,335 million),
partially offset by loans raised of R20,651 million (2020: R16,289 million), acquisition of non-controlling interests of R128 million
(2020: Rnil) and share buy-back of R8,503 million (2020: R84 million).
The Group commenced with a share buy-back programme on 2 June 2021 to repurchase up to 5% of its ordinary shares as at
31 May 2021 representing a maximum of 147,700,000 shares. The programme concluded on 4 October 2021 when the maximum
number of shares were reached. The total cost amounted to R8,503 million, including transaction costs. The average cost per share
repurchased amounted to R57.57 see –Consolidated financial statements–Notes to the consolidated financial statements–Note
26:Stated share capital.
On 29 June 2021, the 8.3% shareholding held by non-controlling shareholders in Platinum Mile was repurchased for a consideration
of R128 million see –Consolidated financial statements–Notes to the consolidated financial statements–Note 27: Non-controlling
interests.
Given surplus liquidity within the Group and in line with the Group’s capital allocation framework, it elected to redeem the 2022
Notes on 2 August 2021 for an amount of US$355.8 million, which were also settled on 2 August 2021. During December 2021,
the Group also elected to early redeem the 2025 Notes for an amount of US$370.2 million, which were settled on 6 December 2021
including an early settlement premium of R196 million recognised in profit or loss. For additional information see –Consolidated
financial statements–Notes to the consolidated financial statements–Note 28.4: 2022 and 2025 Notes.
On 16 November 2021 the Group completed a two-tranche corporate bond offering 4.0% Notes (US$675 million) due
16 November 2026 (the 2026 Notes) and 4.5% Notes (US$525 million) due 16 November 2029 (the 2029 Notes) (together the 2026 and
2029 Notes). The proceeds were applied towards the early redemption of the 2025 Notes and will also be applied for general
corporate purposes, including advancing the Group’s green metals strategy through investments and accretive acquisitions.
The bonds were issued through the Group's wholly-owned subsidiary Stillwater Mining Company. For additional information see –
Consolidated financial statements–Notes to the consolidated financial statements–Note 28.5: 2026 and 2029 Notes.
During October 2020 the US$383.8 million convertible bond was settled through cash (R13 million) and the issue of shares
(R12,573 million) see –Consolidated financial statements–Notes to the consolidated financial statements–Note 28.6:
US$ Convertible Bond.
Net increase in cash and cash equivalents
As a result of the above, net cash and cash equivalents (excluding the effect of exchange rate fluctuations on cash held)
increased by R9,344 million in 2021 compared with an increase of R14,969 million in 2020.
Total Group cash and cash equivalents amounted to R30,292 million at 31 December 2021 (2020: R20,240 million).
Sibanye-Stillwater Annual Financial Report 2021
29
Management’s discussion and analysis of the financial statements continued
Statement of financial position
Borrowings
Total borrowings (short- and long-term) excluding R1,507 million (2020: R1,263 million) attributable to Burnstone, which has no
recourse to Sibanye-Stillwater’s balance sheet, increased to R18,791 million at 31 December 2021 from R17,119 million at
31 December 2020.
During the 2021 year borrowings decreased with loans repaid of R20,252 million following repayments on the US$600 million revolving
credit facility (RCF) (R7,728 million), redemption of both the 2022 and 2025 Notes for an amount of US$355.8 million and
US$370.2 million, respectively (R10,840 million) and settlement of other borrowings (R1,684 million). Borrowings increased with loans
raised of R20,622 million during the 2021 year, following drawdowns on the US$600 million RCF (R703 million), issue of a two-tranche
corporate bond offering on 16 November 2021 which comprised the 2026 and 2029 Notes (R18,208 million) and other borrowings
raised (R1,711 million).
At 31 December 2021, Sibanye-Stillwater had committed undrawn facilities of R15,749 million (31 December 2020: R7,336 million)
available under the US$600 million RCF and R5.5 billion RCF.
For a description of borrowings, see –Consolidated financial statements–Notes to the consolidated financial statements–Note 28:
Borrowings and derivative financial instrument.
Working capital and going concern assessment
For the year ended 31 December 2021, the Group realised a profit of R33,796 million (31 December 2020: R30,622 million,
31 December 2019: profit of R433 million). As at 31 December 2021, the Group’s current assets exceeded its current liabilities by
R44,290 million (31 December 2020: R34,756 million, 31 December 2019: R11,836 million) and the Group’s total assets exceeded its
total liabilities by R81,345 million (31 December 2020: R70,716 million, 31 December 2019: R31,138million). During the year ended
31 December 2021 the Group generated net cash from operating activities of R32,256 million (31 December 2020: R27,151 million,
31 December 2019: R9,463 million).
The Group had committed undrawn debt facilities of R15,749 million at 31 December 2021 (31 December 2020: R7,336 million,
31 December 2019: R5,688 million) and cash balances of R30,292 million (31 December 2020: R20,240 million, 31 December 2019:
R5,619 million). The 2022 Notes, contractually due to be settled on 27 June 2022, were early settled on 2 August 2021 for the nominal
value of US$354 million (R5,123 million). The 2025 Notes, were refinanced and upsized into a new bond issue on 16 November 2021,
see –Consolidated financial statements–Notes to the consolidated financial statements–Note28.5 US$ Convertible Bond, securing
reduced cost of debt, longer financing tenors and enhancing liquidity. The most immediate debt maturities are the US$600 million
USD RCF maturing in April 2023 and the R5.5 billion ZAR RCF maturing in November 2024.
The Group’s leverage ratio (net (cash)/debt to adjusted EBITDA) as at 31 December 2021 was (0.2):1 (31 December 2020 was
(0.1):1, 31 December 2019 was 1.4:1) and its interest coverage ratio (adjusted EBITDA to net finance (income)/charges) was
(5,281:1) (31 December 2020 was 80:1, 31 December 2019 was 7:1). Both considerably better than the maximum permitted leverage
ratio of at most 2.5:1 (up to 31 December 2019: 3.5:1); and minimum required interest coverage ratio of 4.0:1, calculated on a
quarterly basis, required under the US$600 million RCF and the R5.5 billion RCF. With the available RCF’s collectively 100% unutilised
at 31 December 2021, high level of available cash balances and the Group’s strong liquidity position, no imminent refinancing of
debt is required.
Notwithstanding the exceptionally strong liquidity position and good financial outlook, the Group could also, if necessary, consider
options to increase funding flexibility which may include, amongst others, additional loan facilities or debt capital market issuances,
streaming facilities, prepayment facilities or, in the event that other options are not deemed preferable or achievable by the Board,
an equity capital raise. The Group could also, with lender approval, request covenant amendments or restructure facilities.
During past adversity, management had successfully implemented similar actions.
Management believes that the cash forecasted to be generated by operations, cash on hand, the committed unutilised debt
facilities as well as additional funding opportunities will enable the Group to continue to meet its obligations as they fall due.
The consolidated financial statements for the year ended 31 December 2021, therefore, have been prepared on a going concern
basis.
Sibanye-Stillwater Annual Financial Report 2021
30
Management’s discussion and analysis of the financial statements continued
Off balance sheet arrangements and contractual commitments
At 31 December 2021, Sibanye-Stillwater had no off balance sheet items. For a description of Sibanye-Stillwater’s contractual
commitments, see the following notes to the consolidated financial statements:
Contractual commitments
Note to the consolidated financial statements
Environmental rehabilitation obligation
30 - Environmental rehabilitation obligation and other provisions
Occupational healthcare obligation
31 - Occupational healthcare obligation
Commercial commitments
Contingent liabilities
37 - Commitments
38 - Contingent liabilities
Debt
- capital
- interest
Leases
28 - Borrowings and derivative financial instrument
28 - Borrowings and derivative financial instrument
29 - Lease liabilities
These contractual commitments for expenditure will be met from internal cash flow and, to the extent necessary, from the existing
facilities.
Critical accounting policies and estimates
Sibanye-Stillwater’s significant accounting policies are fully described in the various notes to its consolidated financial statements.
Some of the Group’s accounting policies require the application of significant judgements and estimates by management that can
affect the amounts reported in the consolidated financial statements.
These judgements and estimates are based on management’s best knowledge of the relevant facts and circumstances, having
regard to previous experience, but actual results may differ from the amounts included in the consolidated financial statements.
For Sibanye-Stillwater’s significant accounting policies that are subject to significant judgements, estimates and assumptions,
see the following notes to the consolidated financial statements:
Significant accounting policy
Note to the consolidated financial statements
Revenue
3 - Revenue
Cash-settled share-based payment obligation
6 - Share-based payments
Royalties, mining and income tax, and deferred tax
11 - Royalties, mining and income tax, and deferred tax
Property, plant and equipment
14 - Property, plant and equipment
Business combinations
Goodwill
16 - Acquisitions
17 - Goodwill
Equity-accounted investments
18 - Equity-accounted investments
Other receivables and other payables
22 - Other receivables and other payables
Inventories
23 - Inventories
Borrowings and derivative financial instrument
28 - Borrowings and derivative financial instrument
Environmental rehabilitation obligation
30 - Environmental rehabilitation obligation and other provisions
Occupational healthcare obligation
31 - Occupational healthcare obligation
Deferred revenue
Contingent liabilities
32 - Deferred revenue
38 - Contingent liabilities
Sibanye-Stillwater Annual Financial Report 2021
31
Statement of responsibility by the Board of directors
The directors are responsible for the preparation and fair presentation of the consolidated annual financial statements of Sibanye-
Stillwater, comprising the consolidated statement of financial position as at 31 December 2021, and consolidated income
statement and consolidated statements of other comprehensive income, changes in equity and cash flows for the year then
ended, and the notes to the consolidated financial statements, which include a summary of significant accounting policies, and
other explanatory notes, in accordance with International Financial Reporting Standards (IFRS), as issued by the International
Accounting Standards Board (IASB), the South African Institute of Chartered Accountants Financial Reporting Guides issued by the
Accounting Practices Committee and Financial Reporting Pronouncements issued by the Financial Reporting Standards Council,
as well as the requirements of the South African Companies Act, 71 of 2008 (the Companies Act) and the JSE Listings Requirements.
In addition, the directors are responsible for preparing the directors’ report.
The directors consider that, in preparing the consolidated financial statements, they have used the most appropriate accounting
policies, consistently applied and supported by reasonable and prudent judgements and estimates, and that all IFRS standards that
they consider to be applicable have been complied with for the financial year ended 31 December 2021. The directors are satisfied
that the information contained in the consolidated financial statements fairly presents the results of operations for the year and the
financial position of the Group at year end. The directors are responsible for the information included in the annual financial report,
and are responsible for both its accuracy and its consistency with the consolidated annual financial statements.
The directors have responsibility for ensuring that accounting records are kept. The accounting records should disclose with
reasonable accuracy the financial position of the Group to enable the directors to ensure that the consolidated annual financial
statements comply with the relevant legislation.
The Group operated in a well-established control environment, which is well documented and regularly reviewed. This incorporates
risk management and internal control procedures, which are designed to provide reasonable assurance that assets are
safeguarded and that the material risks facing the business are being controlled.
The directors have made an assessment of the ability of the Company and its subsidiaries to continue as going concerns and based
on this assessment concluded that the basis for preparation of the consolidated annual financial statements is appropriate to that
of a going concern.
The Group’s external auditors, Ernst & Young Inc. audited the consolidated annual financial statements. For their report, see–
Independent Auditor’s Report.
The consolidated annual financial statements were approved by the Board of Directors and are signed on its behalf by:
Neal Froneman
Chief Executive Officer
22 April 2022
Charl Keyter
Chief Financial Officer
Sibanye-Stillwater Annual Financial Report 2021
32
Chief Executive Officer and Chief Financial Officer
responsibility statement
In terms of paragraph 3.84(k) of the JSE listings requirement the Chief Executive Officer and Chief Financial Officer are required to
provide an attestation statement. The directors, whose names are stated below, hereby confirm after due, careful and proper
consideration that:
• the annual financial statements set out on pages 52 to 155, fairly present in all material respects the financial position, financial
performance and cash flows of the issuer in terms of International Financial Reporting Standards
• no facts have been omitted or untrue statements made that would make the annual financial statements false or misleading
• internal financial controls have been put in place to ensure that material information relating to the issuer and its consolidated
subsidiaries have been provided to effectively prepare the financial statements of the issuer
• the internal financial controls are adequate and effective and can be relied upon in compiling the annual financial statements,
having fulfilled our role and function within the combined assurance model pursuant to principle 15 of the King Code. Where we
are not satisfied, we have disclosed to the audit committee and the auditors the deficiencies in design and operational
effectiveness of the internal financial controls and any fraud that involves directors, and have taken the necessary remedial
action
Neal Froneman
Chief Executive Officer
22 April 2022
Charl Keyter
Chief Financial Officer
Company secretary’s confirmation
In terms of section 88(2)(e) of the Companies Act, as amended, I certify that to the best of my knowledge, the Company has
lodged with the Companies and Intellectual Property Commission all such returns as are required to be lodged by a public
company in terms of the Companies Act, and that all such returns are true, correct and up to date.
Lerato Matlosa
Company Secretary
22 April 2022
Sibanye-Stillwater Annual Financial Report 2021
33
Report of the audit committee
Introduction
The Audit Committee has formal terms of reference which are updated on an annual basis. The Board is satisfied that the Audit
Committee has complied with these terms, and with its legal and regulatory responsibilities as set out in the South African
Companies Act (Companies Act), King IVTM, the JSE Listings Requirements (JSE LR) and the requirements of the Securities and
Exchange Commission (SEC).
The Audit Committee consisted of seven independent non-executive directors for the period from 1 January 2021 to 31 December
2021. For membership, see –Accountability–Directors’ report–Directorate–Composition of the Board and sub-committees.
The Board believes that the members collectively possess the knowledge and experience to supervise Sibanye-Stillwater’s financial
management, internal and external auditors, the quality of Sibanye-Stillwater’s financial controls, the preparation and evaluation of
Sibanye- Stillwater’s audited consolidated financial statements and Sibanye-Stillwater’s periodic financial reporting.
The Board has established and maintains internal controls and procedures, which are reviewed on a regular basis. These are
designed to manage the risk of business failures and to provide reasonable assurance against such failures. However, this is not a
guarantee that such risks are eliminated.
Responsibility
It is the duty of the Audit Committee, inter alia, to monitor and review on a Company and Group (Company, Group or Company
and Group) basis:
• the effectiveness of the internal audit function and by extension, the effectiveness of Group internal controls, see – Internal Audit
(below)
• external auditor suitability and recommendation for appointment, see – Auditor suitability review (below)
• external auditor independence and fees, see – Auditor independence and fees (below)
• reports of both internal and external auditors
• evaluation of the expertise and experience of the Chief Financial Officer (CFO)
• financial reporting systems and ensure that Group reporting procedures are functioning properly
• the governance of information technology (IT) and the effectiveness of the Group’s information systems
• interim results and report (Interim Report), quarterly operating reports, company and consolidated annual financial statements
(Audited AFS) and all other widely distributed financial documents
• the Form 20-F filing with the SEC
• accounting policies of the Company and Group and proposed revisions
• compliance with applicable legislation, requirements of appropriate regulatory authorities and Sibanye-Stillwater’s Code of
Ethics
• policies and procedures for preventing and detecting fraud
• the integrity of the content of the Interim Report, Audited AFS and the integrated annual report and associated reports (IAR) and
then recommending same to the Board for approval
Access and meetings
Internal and external auditors have unrestricted access to the Audit Committee, the Audit Committee Chairman and the Chairman
of the Board, ensuring that auditors are able to maintain their independence. Both the internal and external auditors report at Audit
Committee meetings. The Audit Committee meets with internal audit and the SOX division on a quarterly basis without other invitees
being present and the Audit committee Chairman meets with the external auditors on a quarterly basis without other invitees being
present. Management attend Audit Committee meetings by invitation.
Annual financial statements
The Committee has reviewed and is satisfied that the consolidated Audited AFS, including accounting policies, are appropriate and
comply with International Financial Reporting Standards (IFRS), as issued by the International Accounting Standards Board (IASB),
the South African Institute of Chartered Accountants (SAICA) Financial Reporting Guides issued by the Accounting Practices
Committee and Financial Reporting Pronouncements issued by the Financial Reporting Standards Council, as well as the
requirements of the Companies Act, JSE LR and the requirements of the SEC.
The significant audit and accounting matters in respect of the Group considered by the Committee during the financial year were:
• the physical quantities of Western Platinum Proprietary Limited’s (WPL) Platinum Group Metals (PGM) in process
• the impairment assessment of property, plant and equipment, right-of-use assets, goodwill arising from business combinations,
and equity-accounted investments
• the accounting implications of restructuring the broad-based black economic empowerment (B-BBEE) structure in relation to
WPL and Eastern Platinum Proprietary Limited (EPL) (collectively referred to as Marikana)
Sibanye-Stillwater Annual Financial Report 2021
34
Report of the audit committee continued
The above matters were addressed by management and by the Audit Committee on review basis are as follows:
The physical quantities of
WPL’s Platinum Group
Metals (PGMs) in process
The impairment
assessment of property,
plant and equipment,
right-of-use assets,
goodwill arising from
business combinations,
and equity-accounted
investments
The accounting
implications of
restructuring the B-BBEE
structure in relation to
Marikana
For the year ended 31 December 2021, management determined the physical quantities of PGMs in
process at WPL as follows:
• performed physical inventory counts at the metal processing areas, attended by management
and a management appointed third party metallurgical specialist
• determined an allowance for estimation uncertainty depending on the degree to which the
nature and state of material allows for accurate measurement and sampling
• reconciled quantities per the physical inventory count to theoretical inventory quantities and
adjust to physical inventory quantities
• performed a mass balance reconciliation of inventory from the beginning of the year to the
closing balance of inventory
Management determined that the PGMs in process are accurate and exist at 31 December 2021.
Significant accounting judgements and estimates are appropriately disclosed in note 23 to the
consolidated Audited AFS.
For the year ended 31 December 2021, management performed an impairment assessment over the
property, plant and equipment, right-of-use assets, goodwill and equity-accounted investments as
follows:
• assessed whether there is an indication, based on either internal or external sources of information,
that an asset or cash-generating unit (CGU) may be impaired
• where indications of impairment were identified or the CGU has allocated goodwill, calculated
the recoverable amount of the CGU, based on expected discounted net forecast cash flows
arising from the expected mining of the ore reserves
• considered the excess of recoverable amount over the carrying value for each CGU
Management concluded that the carrying value of property, plant and equipment and right-of-use
assets included in the Driefontein, Kloof and Beatrix CGUs exceed their estimated recoverable
amounts. As disclosed in note 10 to the consolidated Audited AFS, impairment losses of R212 million,
R3,642 million and R1,293 million were recognised for Driefontein, Kloof and Beatrix, respectively.
For the year ended 31 December 2021, management considered the accounting impacts of the
Marikana B-BBEE restructure as follows:
• determined whether the obligations to pay dividends as created by the revised shareholders’
agreements result in obligations for the Group
• assessed the appropriateness of eliminating on consolidation the dividend obligations payable to
entities controlled by the Group
• determined the nature of the obligations to pay dividends
• at the effective date of the restructure and subsequent measurement periods determined the
appropriate valuation methodology
Management determined that the dividend obligations created by the shareholders’ agreements
result in, depending on its nature, cash settled share-based payment obligations under IFRS 2 Share-
based Payment (IFRS 2) and financial liabilities under IFRS 9 Financial Instruments (IFRS 9).
Management concluded that the dividend obligations payable to entities controlled by the Group
should eliminate on consolidation. The dividend obligations were valued in terms of discounted free
cash flow models derived from the Marikana life-of-mine free cash flow models. As disclosed in note
6.6 to the consolidated Audited AFS, at the effective date the Group recognised an IFRS 2 obligation
and IFRS 9 financial liability of R404 million and R1,146 million, respectively.
External Auditor suitability review
In terms of section 90(1) of the Companies Act, each year at its annual general meeting (AGM), the Company must appoint an
external audit firm and designated individual partner in compliance with the requirements of the Companies Act and the JSE LR,
respectively.
In terms of the JSE LR, the Audit Committee has the responsibility to review the Company’s current appointed audit firm and
designated individual audit partner for re-appointment. After such review, the Audit Committee makes a recommendation to the
Board, and the Board in turn considers same and then makes a recommendation to shareholders in the notice of AGM.
Accordingly, in compliance with paragraph 3.84(g)(iii) of the JSE LR, the Audit Committee assessed the suitability for reappointment
of the current appointed audit firm, being Ernst & Young Inc., and the designated individual partner, being Lance Ian Neame
Tomlinson (Auditor Suitability Review).
Sibanye-Stillwater Annual Financial Report 2021
35
Report of the audit committee continued
The Auditor Suitability Review performed by the Audit Committee included an examination and review of:
• the results of the most recent Independent Regulatory Board for Auditors (IRBA) inspections of Ernst & Young Inc., including the
responses of the firm on observations / findings on the firm and on selected audit files raised by IRBA
• the results of the most recent IRBA inspection of the designated individual auditor
• a summary of the audit firms ISQC 1 internal inspection process and the process to analyse and conclude on the results of the
internal inspection (Internal Quality Review)
• a summary of the outcome of the designated individual partner’s latest Internal Quality Review
• the results of the most recent Public Company Accounting Oversight Board (PCAOB) inspection review of Ernst & Young Inc.
• a summary and results of all legal and disciplinary proceedings concluded within the past seven years, which were instituted in
terms of any legislation or by any professional body of which the audit firm and/or designated individual auditor are a member
or regulator to whom they are accountable, including where the matter is settled by consent order or payment of a fine
The Audit Committee has satisfied itself that both Ernst & Young Inc. and Lance Ian Neame Tomlinson are accredited in terms of the
JSE LR. Based on the results of the Auditor Suitability Review and a review of the independence of Ernst & Young Inc. and the
designated individual audit partner, the Audit Committee recommended to the Board that Ernst & Young Inc. be re-appointed as
the auditors of the Company and that Lance Ian Neame Tomlinson be reappointed as the designated individual partner. The Board
concurred with the recommendation.
Auditor independence and fees
The Audit Committee is also responsible for determining that the external audit firm and designated individual audit partner have
the necessary independence, experience, qualifications and skills, and that audit and other fees are reviewed and approved.
The Audit Committee has reviewed and assessed the independence of the external auditor, that has confirmed in writing that the
criteria for independence, as set out in the rules of IRBA, the PCAOB, and other relevant international bodies, have been followed.
The Audit Committee is satisfied that Ernst & Young Inc. is independent of the Company and Group. The following aggregate audit
fees, audit-related fees, tax fees and all other fees were approved by the Audit Committee and billed by the Group’s external
auditors for 2021, 2020 and 2019 as follows:
Figures in million - SA rand
Audit fees1
Audit-related fees2
Tax fees3
All other fees4
Total
2021
65.0
5.3
0.5
5.6
76.4
2020
58.5
0.6
—
—
59.1
2019
53.7
1.0
0.2
—
54.9
1 Audit fees consist of the aggregate fees billed for the annual audit of Sibanye-Stillwater’s respective Company and Group consolidated financial
statements, audit of the Group’s internal controls over financial reporting in accordance with section 404 of the Sarbanes-Oxley Act (SOX Act) and
the audit of statutory financial statements of the Company’s subsidiaries, including fees billed for assurance and related services that are reasonably
related to the performance of the audit or reviews of the Company’s financial statements that are services that only an external auditor can
reasonably provide. The 2021 audit fees include an inflationary increase and fees for the review of the interim results for the six months ended 30 June
2021 and 2020, respectively. The interim results for the six months ended 30 June 2020 was reviewed during 2021 for the purpose of issuing comfort
letters associated with the 2026 and 2029 Notes offering.
2 Audit-related fees consist of the aggregate fees billed in each fiscal year for factual findings reports and the review of documents filed with
regulatory authorities, including issuing of comfort letters for debt offerings
3 Tax fees include the aggregate fees billed in each fiscal year for tax compliance, tax advice, tax planning and other tax-related services
4 All other fees consist of the aggregate fees billed in each fiscal year for all other services not included under audit fees, audit related fees or tax fees
The Audit Committee determines the nature and extent of non-audit services that the auditor can provide and pre-approves all
permitted non-audit assignments by the Group’s external auditor. In accordance with the SEC rules regarding auditor
independence, the Audit Committee has established policies and procedures for audit and non-audit services provided by the
Group’s external auditor. The rules apply to Sibanye-Stillwater and it’s legally controlled unlisted subsidiaries engaging any
accounting firms for audit services and the auditor who audits the accounts filed with the SEC (the Group’s independent external
auditor) for permissible non-audit services. When engaging the Group’s external auditor for permissible non-audit services (audit
related services, tax services, and all other services), pre-approval is obtained prior to the commencement of the services.
The Audit Committee approves the respective annual audit plans presented by both the internal and external auditors and
monitors progress against the plans. These audit plans provide the Audit Committee with the necessary assurance on risk
management, internal control environments and IT governance.
Internal Audit
The internal control systems of the Group are monitored by Internal Audit, which reports findings and recommendations to the Audit
Committee and to senior management. The Audit Committee determines the purpose, authority and responsibility of the Internal
Audit function in an Internal Audit Charter. The Internal Audit function is headed by the Vice President: Internal Audit, who may be
appointed or dismissed by the Audit Committee. The Audit Committee is satisfied that the incumbent Vice President: Internal Audit
has the requisite skills and experience and that she is supported by a sufficient staff complement with appropriate skills and training.
Sibanye-Stillwater Annual Financial Report 2021
36
Report of the audit committee continued
Sibanye-Stillwater’s Internal Audit operates in accordance with the International Standards for the Professional Practice of Internal
Auditing as prescribed by the Institute of Internal Auditors. Internal Audit activities carried out during the year were identified and
planned through a combination of the Sibanye-Stillwater Risk Management framework and the risk-based methodologies adopted
by Internal Audit. The Audit Committee approves the annual internal audit assurance plan presented by Internal Audit and monitors
progress against the plan.
Internal Audit reports deficiencies to the Audit Committee every quarter together with recommended remedial actions, which are
then followed up. Internal Audit provided the Audit Committee with a written report, which assessed as adequate the internal
controls over financial reporting, IT governance and the risk management process during 2021.
The Audit Committee is responsible for IT governance on behalf of the Board and reviews the report of the Vice President: Group ICT
at each Audit Committee meeting.
JSE LR
In accordance with the JSE LR, the Audit Committee reports and confirms that it has:
• evaluated the expertise, experience and performance of the Group CFO during 2021 and is satisfied that he has the appropriate
expertise and experience to carry out his duties, and is supported by qualified and competent senior staff
• ensured that the Group has established appropriate financial reporting procedures and that those procedures are operating,
this included consideration of all entities consolidated into the group financial statements, ensuring that management had
access to all the required financial information to allow the effective preparation and report on consolidated Audited AFS
• has performed the Auditor Suitability Review of both the current appointed external audit firm and designated individual audit
partner as detailed above
• notwithstanding the provisions of Section 90(6) of the Companies Act, ensured that the proposed re-appointment of the audit
firm and designated individual partner is presented and included as a resolution in the notice of annual general meeting
pursuant to Section 61(8) of the Companies Act
• ensured that the Chief Executive Officer and Chief Financial Officer have complied with the requirements of the attestation
statement as per paragraph 3.84(k) of the JSE LR
Audit Committee statement
Based on information from, and discussions with, management and external auditors, the Audit Committee has no reason to
believe that there were any material breakdowns in the design and operating effectiveness of internal financial controls of the
Group during the year and therefore the financial records may be relied upon as the basis for preparation of the consolidated
Audited AFS.
With respect to the financial year ended 31 December 2021, no material weakness was identified due to control deficiencies.
Management strives to continuously improve the diligence in the identification and documentation of key controls.
The Audit Committee has considered and discussed the consolidated Audited AFS and associated reports with both management
and the external auditors. During this process, the Audit Committee:
• evaluated significant judgements and reporting decisions
• determined that the going-concern basis of reporting is appropriate
• evaluated the material factors and risks that could impact on the consolidated Audited AFS
• evaluated the completeness of the financial and sustainability discussion and disclosures
• discussed the treatment of significant and unusual transactions with management and the external auditors
The Audit Committee considers that the IAR and consolidated Audited AFS comply in all material respects with all compliance
requirements detailed earlier in this report. In addition, the Audit Committee considers whether the company Audited AFS comply in
all material respects with all compliance requirements relevant to those financial statements (refer to the company Audited AFS
which include the Report of the Audit Committee dealing with the responsibilities of the Audit Committee relevant to the Company
Audited AFS). The Audit Committee recommended to the Board that the IAR and consolidated Audited AFS be adopted and
approved by the Board. The Board subsequently adopted and approved the IAR and consolidated Audited AFS.
Keith Rayner CA(SA)
Chairman: Audit Committee
22 April 2022
Sibanye-Stillwater Annual Financial Report 2021
37
Directors’ report
The directors have pleasure in submitting this report and the consolidated annual financial statements of Sibanye-Stillwater for the
year ended 31 December 2021.
Group profile and location of our operations
Sibanye-Stillwater is a multinational mining and metals processing Group with a diverse portfolio of mining and processing
operations, projects and investments across five continents. The Group is one of the foremost global producers of platinum group
metals (PGMs) recycled from spent automotive catalytic converters and also has interests in leading mine tailings retreatment
operations.
Domiciled and with its head office in South Africa, Sibanye-Stillwater has established itself as one of the world’s largest primary
producers of platinum, palladium, and rhodium and is also a top tier gold producer. It produces other PGMs, such as iridium and
ruthenium, along with chrome, copper and nickel as by-products. The Group has recently begun to build and diversify its asset
portfolio into battery metals mining and processing and is increasing its presence in the sustainable circular economy by growing
and diversifying its recycling and tailings reprocessing operations globally.
Americas
PGMs:
Sibanye-Stillwater wholly owns and operates PGM mining and ore beneficiation operations and mining claims (together known as
the Stillwater operations) that are located in Montana, United States of America (US). These operations include the Stillwater
operation, the East Boulder operation, two concentrator plants, and the surrounding PGM mining claims located near the town of
Nye. The operations primarily produce palladium and platinum. In addition, the Group owns and operates the Columbus
Metallurgical Complex situated in the town of Columbus, Montana, which smelts the mined material to produce PGM-rich filter
cake and also serves as the base for its PGM recycling business, that recovers PGMs from recycled catalytic converters on a
purchased and toll-treatment basis.
Projects:
Sibanye-Stillwater also has non-managed interests in two PGM exploration projects in Canada, namely Marathon and Denison.
Green Metals Projects:
During the 2021 year, the Company acquired a 7.12% interest in ioneer Limited (ioneer), the owner and operator of the Rhyolite
Ridge Lithium project in Nevada, with an option to enter into a 50:50 JV on the project. Sibanye-Stillwater also has non-managed
interests in two Copper-Gold porphyry exploration projects in Argentina, namely Altar and Rio Grande.
Southern Africa
PGMs:
The SA PGM operations consist of three managed PGM producing, underground operations (Marikana, Rustenburg and Kroondal)
and related surface treatment facilities in South Africa and a 50% attributable, non-managed, underground operation in Mimosa
Investments Limited (Mimosa) located in Zimbabwe. Sibanye-Stillwater also owns the Platinum Mile tailings retreatment facility
adjacent to the Rustenburg operations, which recovers PGMs from the tailing streams of the Rustenburg operations.
The Rustenburg and Kroondal operations are serviced by four integrated concentrator plants, from where the concentrate is
subjected to a purchase of concentrate and a toll-treatment agreement with Anglo American Platinum. The ore mined at the
Marikana operations is processed through five concentrator plants, a metallurgical smelter and base metals refinery, all located on
site at Marikana, and a precious metals refinery located in Brakpan. At the Rustenburg, Kroondal and Marikana operations, chrome
concentrate is extracted as a by-product from concentrator tailings.
PGM Projects:
Sibanye-Stillwater also has interests in three PGM exploration projects in Southern Africa, namely Akanani, Limpopo and Blue Ridge.
GOLD:
The gold operations consists of four managed, gold producing, underground and surface operations in South Africa, namely the
Kloof, Driefontein and Cooke operations in the West Wits region and the Beatrix operation in the Free State province. In addition to
its mining activities, Sibanye-Stillwater owns and manages significant metallurgical processing facilities at all its operations where
gold-bearing ore is treated, and gold extracted. The Burnstone project, located in Mpumalanga province, is now in the
development phase. Sibanye-Stillwater also has an effective 50.49% stake in DRDGOLD Limited, which operates surface tailings
retreatment facilities at the Far West Gold Recoveries operation and the ERGO Gold Recoveries operation.
Gold Projects:
The Group's wholly-owned and managed projects in the study phase include Bloemhoek, De Bron Merriespruit and Beisa.
Bloemhoek and De Bron are both gold projects and Beisa is an uranium project.
Green Metal Projects:
Significant deposits of uranium are present in the historic tailings storage facilities of the Cooke Operation, as well as in the Beisa
Reef at the Beatrix operation. These are considered exploration projects even though they occur within existing, operational mining
rights.
Sibanye-Stillwater Annual Financial Report 2021
38
Directors’ report continued
Europe
Green Metal Project:
During the first quarter of 2021, Sibanye-Stillwater secured an entry into the battery metals sector through a partnership with and
investment into Keliber, a leading European lithium project in Finland. The Company holds a 26.6% stake in the project, with an
option to increase its shareholding to greater than 50% on completion of a definitive feasibility study.
Australia
Green Metal project:
During the fourth quarter of 2021, Sibanye-Stillwater acquired a 19.99% equity interest in New Century Resources Limited (New
Century), an Australian company focussed on the economic re-treatment and rehabilitation of tailings storage facilities and which
currently operates the largest tailings retreatment operation in Australia, i.e. the Century Zinc Mine in Queensland.
Financial affairs
Results for the year
The Group profit increased by 10% from R30,622 million to R33,796 million in 2021. The major source of earnings for 2021 was the
SA PGM operations, which accounted for approximately 75% (2020: 59%) of Group adjusted EBITDA due to a combination of
higher sales volumes which increased by 20% or 309,112 4Eoz and a 28% higher 2021 average 4E PGM basket price received of
R47,066/4Eoz . The adjusted EBITDA contribution from the US PGM operations decreased by 6%, contributing 18% (2020: 26%) to
Group adjusted EBITDA, mainly due to 8% lower sales volumes of mined 2E PGM following the implementation of further rail safety
enhancements and operational constraints after a safety related incident during June 2021. The adjusted EBITDA contribution from
the SA gold operations decreased by 34% to R5,113 million (2020: R7,771 million) mainly due to an 8% lower average rand gold price
of R849,703/kg and above inflationary increases on input costs such as electricity, steel and steel related consumables. For a review
of Sibanye-Stillwater’s financial performance for 2021, see –Overview–Management’s discussion and analysis of the financial
statements
Dividends
Sibanye-Stillwater’s dividend policy is to return between 25% to 35% of normalised earnings to shareholders and after due
consideration of future requirements the dividend may be increased beyond these levels. Normalised earnings is defined as
earnings attributable to the owners of Sibanye-Stillwater excluding gains and losses on financial instruments and foreign exchange
differences, impairments, gain/loss on disposal of property, plant and equipment, occupational healthcare expense, restructuring
costs, transactions costs, share-based payment on B-BBEE transaction, gain on acquisition, net other business development costs,
share of results of equity-accounted investees, all after tax and the impact of NCI, and changes in estimated deferred tax rate.
Normalised earnings constitutes pro forma financial information in terms of the JSE Listings Requirements and is the responsibility of
the Board of Directors (Board).
In line with Sibanye-Stillwater’s Capital Allocation Framework, the Board declared a final dividend of 187 (2020: 321) SA cents per
share. Together with the interim dividend of 292 (2020: 50) SA cents per share, which was declared and paid, this brings the total
dividend for the year ended 31 December 2021 to 479 (2020: 371) SA cents per share and this amounts to a payout of 35%
(2020: 35%) of normalised earnings.
Borrowing powers
In terms of Clause 4 of the Company’s Memorandum of Incorporation, the borrowing powers of the Sibanye Stillwater Limited
(the Company) are unlimited. As at 31 December 2021, the borrowings of the Group, excluding the Burnstone Debt, was
R18,791 million (2020: R17,120 million), see –Consolidated financial statements–Notes to the consolidated financial statements–
Note 28: Borrowings and derivative financial instrument.
Sibanye-Stillwater is subject to financial and other covenants and restrictions under its credit facilities from time to time. Such
covenants may include restrictions on Sibanye-Stillwater incurring additional financial indebtedness and obligations to maintain
certain financial covenant ratios for as long as any amount is outstanding under such facilities.
Events after reporting date
There were no events that could have a material impact on the financial results of the Group after 31 December 2021 up to the
date on which the consolidated financial statements for the year ended 31 December 2021 were authorised for issue, other than
those disclosed in the consolidated financial statements, see –Consolidated financial statements–Notes to the consolidated
financial statements–Note 40: Events after reporting date.
Working capital and going concern assessment
The consolidated financial statements have been prepared using appropriate accounting policies, supported by reasonable
judgements and estimates. The directors believe that the Group has adequate resources to continue as a going concern for the
foreseeable future.
The directors believe that the cash generated by its operations, cash on hand, the committed unutilised debt facilities as well as
additional funding opportunities will enable the Group to continue to meet its obligations as they fall due. The consolidated
financial statements for the year ended 31 December 2021, therefore, have been prepared on a going concern basis, see –
Consolidated financial statements–Notes to the consolidated financial statements– Note 36.2: Risk management activities–Liquidity
risk–Working capital and going concern assessment.
Sibanye-Stillwater Annual Financial Report 2021
39
Directors’ report continued
Significant announcements
Establishment of Board Investment Committee and Committee appointments
On 17 February 2021, Sibanye-Stillwater announced in accordance with Section 3.59(c) of the Listings Requirements of the JSE
Limited, that pursuant to good corporate governance and its strategy, Sibanye-Stillwater’s Board of Directors ("Board”) has
established a Board Investment Committee (“BIC”) to discharge a pivotal role in guiding and overseeing the allocation of capital
and the Company’s investment activities. The Committee is Chaired by Mr R P Menell (Lead Independent Director) and
Mr T J Cumming as the Deputy Chairman of the BIC. The BIC members comprise Mr K A Rayner, Ms S N Danson, Mr H J R Kenyon-
Slaney, Mr J S Vilakazi and Ms S V Zilwa. As such, the BIC constitutes entirely of Independent Non-Executive Directors.
In addition to above, Sibanye-Stillwater announced that Ms S V Zilwa has been appointed as an additional member to the Audit,
Risk and Safety and Health Committees and Mr K A Rayner as an additional member of the Nominating and Governance
Committee, all these appointments were effective from 16 February 2021.
Sibanye-Stillwater re-structures the historical Lonmin black economic empowerment structure
On 14 April 2021, Sibanye-Stillwater advised that effective 13 April 2021, it has re-structured the previously highly indebted Lonmin Plc
(subsequently changed to Lonmin Limited and now renamed Sibanye UK Limited) (“Lonmin”) broad-based black economic
empowerment (“B-BBEE”) structure in relation to Western Platinum Proprietary Limited (“WPL”) and Eastern Platinum Limited (“EPL”)
(WPL and EPL hereinafter collectively referred to as “Marikana”), with a view to ensuring the sustainability of the B-BBEE shareholding
in Marikana and facilitating the realisation of value to the B-BBEE shareholders. For additional information, see –Consolidated
financial statements–Notes to the consolidated financial statements– Note 6.6: Marikana B-BBEE cash-settled share-based payment
obligation.
Sibanye-Stillwater announces share buy-back program
On 1 June 2021, Sibanye-Stillwater advised that it will be implementing an on-market repurchase of up to, but not exceeding, 5% of
its ordinary shares in issue as at 31 May 2021 (the “buy-back program”). The buy-back program was consequential to the successful
financial deleveraging and resumption of industry leading dividend payments by the Group during 2020 and is consistent with the
strategic capital allocation framework approved by the Board in February 2021. The Group’s capital allocation framework for 2021
prioritises investing in operational sustainability, maintaining appropriate cash reserves, paying industry leading dividends and
prudent debt management.
The announcement indicated that the Board considers the repurchase of our undervalued shares in the market as the most
appropriate and value enhancing allocation of surplus capital at that stage, to ensure ongoing delivery of superior returns to
shareholders. It was advised that the buy-back program is complementary to and will not compromise our industry leading dividend
or other capital allocation priorities.
In accordance with paragraph 5.72(h) of the JSE Listings Requirements, Sibanye-Stillwater advised that it has appointed Morgan
Stanley, as independent third party, to conduct the buy-back programme, and Morgan Stanley will make investment decisions in
relation to the Company's shares independently of, and uninfluenced by, the Company, during the buy-back period. Shares
repurchased by the Company in terms of the buy-back programme will be cancelled from the Company's issued share capital.
On 13 September 2021, Sibanye-Stillwater advised that in terms of paragraph 11.27 of the Listings Requirements, that at the close of
business on 10 September 2021, it had, in a series of unrelated transactions, cumulatively repurchased c.3% or 90,206,710 ordinary
shares, in accordance with the general authority granted by shareholders at the Company’s annual general meeting held on
25 May 2021 (“AGM”).
On 5 October 2021, Sibanye-Stillwater announced that it had successfully concluded the on-market repurchase of its ordinary
shares up to, but not exceeding, 5% of its ordinary shares in issue, in accordance with the general authority granted by shareholders
at the AGM. For additional information, see –Consolidated financial statements–Notes to the consolidated financial statements–
Note 26: Stated share capital.
Notification of early redemption of Sibanye-Stillwater’s 2022 bonds
On 2 July 2021, Sibanye-Stillwater advised that in line with its capital allocation framework it has elected to redeem its
US$353,670,000 June 2022 Bonds (the Bonds) on 02 August 2021 (the Redemption Date). The redemption will be done through its
wholly owned subsidiary, Stillwater Mining Company (SMC) and the redemption price is 100 % of the principal amount of the Bonds,
plus accrued and unpaid interest on the Bonds up to, but excluding, the Redemption Date, amounting to US$355,776,055.73
(US$1,005.954861 per US$1,000 stated principal amount of Bonds).
The 2022 Bonds were issued by SMC for an aggregate nominal value of US$500,000,000 on 27 June 2017, with a maturity date of
27 June 2022. The issued nominal value was reduced to US$353,670,000 in September 2018, following a partial repurchase of the
Bonds. Given surplus liquidity within the Group the Bonds were settled in full. For additional information, see –Consolidated financial
statements–Notes to the consolidated financial statements– Note 28.4: 2022 and 2025 Notes.
Sibanye-Stillwater progresses battery metals strategy with the exclusive put option to acquire Eramet’s Sandouville
nickel processing facilities
On 30 July 2021, Sibanye-Stillwater announced that it had entered into an exclusive put option agreement (“Put Option”) with
French mining group Eramet SA (Eramet) for the acquisition of 100% of the Sandouville nickel hydrometallurgical processing facility,
located in Normandy, France for an effective cash cost of circa €65million1(“the Transaction”). Sibanye-Stillwater advised that the
share purchase agreement which had been agreed together with the Put Option would be entered into upon conclusion of the
Sibanye-Stillwater Annual Financial Report 2021
40
Directors’ report continued
consultation process with the works council of Eramet Sandouville and thereafter the Transaction was expected to conclude by
year end, subject to inter alia, the approval of the South African Reserve Bank and other regulatory approvals.
On 4 November 2021, Sibanye-Stillwater announced that following the signing of the exclusive Put Option Agreement, which was
announced on 30 July 2021, the Share Purchase Agreement (SPA) was signed to acquire 100% of the Sandouville nickel
hydrometallurgical processing facility from Eramet SA.
The signature of the SPA followed the successful completion of the information-consultation process with the employee
representative bodies of Eramet Sandouville and Eramet, who have rendered a favourable opinion of the Transaction.
The Transaction has also received the key regulatory approvals of the South African Reserve Bank and clearance from the French
Foreign Investment Control Office.
On 7 February 2022, Sibanye-Stillwater announced that on 4 February 2022 it completed the acquisition of the Sandouville nickel
hydrometallurgical processing facility from Eramet SA following the successful fulfilment of the conditions precedent as set out in the
SPA signed on 3 November 2021. The cash cost payable on closing is approximately €85 million2. For additional information, see –
Consolidated financial statements–Notes to the consolidated financial statements– Note 40.1: Sandouville acquisition.
1 Subject to closing adjustments
2 As adjusted for closing net debt and working capital
Sibanye-Stillwater and ioneer to establish a 50:50 joint venture with respect to ioneer’s US-based Rhyolite Ridge
Lithium-Boron project
On 16 September 2021, Sibanye-Stillwater announced that it had reached agreement with ioneer Limited (“ioneer”) to establish a
joint venture company (the “Joint Venture”) with respect to the Rhyolite Ridge Lithium-Boron Project (“Rhyolite Ridge”). Following
the satisfaction of all conditions precedent, Sibanye-Stillwater will contribute US$490 million for a 50% interest in the Joint Venture,
with ioneer maintaining a 50% interest and retaining the operational management responsibility for the Joint Venture.
In addition, Sibanye-Stillwater had agreed to subscribe for a strategic placement of new ordinary shares in ioneer equal to 7.1% of
ioneer’s ordinary share capital post placement (“Placement Shares”), for approximately US$70 million1 (“ioneer Placement”). The
Placement Shares would be issued to Sibanye-Stillwater at an issue price of A$0.655 per share, being ioneer’s 10-day VWAP as of
ASX market close on 15 September 2021. The ioneer Placement was subject to (among other conditions precedent) the approval of
ioneer shareholders at an Extraordinary General Meeting on 21 October 2021.
On 28 October 2021, Sibanye-Stillwater announced it had successfully completed its US$70 million2 strategic investment in ioneer
following approval by ioneer’s shareholders at an Extraordinary General Meeting on 21 October 2021, with 99.9% of the votes cast in
favour of the transaction, and approval from the Financial Surveillance Department of the South African Reserve Bank.
The strategic investment was completed at a price of A$0.6553 per share, equivalent to the ioneer 10-day volume weighted
average price as at ASX market close on 15 September 2021. Sibanye-Stillwater now holds approximately 145.9 million fully paid
ordinary shares, or 7.12%, in ioneer. For additional information, see –Consolidated financial statements–Notes to the consolidated
financial statements– Note 20: Other investments.
1 Being an aggregate subscription amount of A$95.6 million and an assumed AUD/USD exchange rate of 0.7323
2 US$71.7 million at the exchange rate of AUD/USD of 0.7505 as at 27 October 2021
Sibanye-Stillwater to acquire the Santa Rita nickel mine and the Serrote copper mine in Brazil and a withdrawal of
cautionary
On 25 October 2021, Sibanye-Stillwater advised its shareholders that the Company had entered into negotiations with affiliates of
funds advised by Appian Capital Advisory LLP, regarding the acquisition of both the Santa Rita nickel and the Serrote copper mines,
located in Brazil. If these negotiations are successfully concluded, they may have a material effect on the price of the Company’s
securities. Accordingly, shareholders of Sibanye-Stillwater were advised to exercise caution when dealing in the Company’s
securities until a full announcement is made.
On 26 October 2021, Sibanye-Stillwater announced that it had signed definitive purchase and sale agreements (Transaction
Agreements) with affiliates of funds advised by Appian Capital Advisory LLP (Appian) to purchase 100% of both the Santa Rita nickel
mine (Santa Rita) and the Serrote copper mine, located in Brazil, for a cash consideration of US$1.0 billion and a 5.0% net smelter
return (NSR) royalty over potential future underground production at Santa Rita (the Transaction).
On 24 January 2022, Sibanye-Stillwater announced pursuant to the terms of the Atlantic Nickel Share Purchase Agreement (SPA),
Sibanye BM Brazil (Proprietary) Limited (the "Purchaser"), a wholly owned subsidiary of Sibanye-Stillwater, had today given notice of
termination of the Atlantic Nickel SPA. As the Mineração Vale Verde do Brasil Ltda (MVV) SPA is conditional on the
contemporaneous closing of the Atlantic Nickel SPA, and that condition has become impossible to satisfy, the Purchaser has also
today given notice of termination of the MVV SPA.
On 2 March 2022, Sibanye-Stillwater, in compliance with paragraphs 3.63 to 3.74 of the JSE Limited Listings Requirements, disclosed
the following:
• Sibanye-Stillwater understands that Appian has made public statements concerning the Santa Rita termination that was
announced to the market on 24 January 2022, in an apparent effort to disrupt the announcement of the Group’s results, and to
engage in litigation via the media
• Sibanye-Stillwater rejects both Appian’s apparent strategy, and the substance of its comments. Its public characterisation of the
geotechnical event experienced at Santa Rita is both superficial and wrong
Sibanye-Stillwater Annual Financial Report 2021
41
Directors’ report continued
• As Appian is aware, disputes arising from recent events are to be resolved by the English High Court. If Appian decides to
commence proceedings, Sibanye-Stillwater shall vigorously defend its position and is confident that we will prevail
Sibanye-Stillwater also advised that it intends not to comment publicly each time Appian attempts to disrupt the public or market
perception of Sibanye-Stillwater. For additional information, see –Consolidated financial statements–Notes to the consolidated
financial statements– Note 40.2: Santa Rita and Serrote
Sibanye-Stillwater invests further in the circular economy as it expands its tailings retreatment exposure through a
19.99% investment in New Century Resources
On 27 October 2021, Sibanye-Stillwater announced that it had entered into investment agreements to acquire a 19.99%
shareholding in New Century Resources Limited (Ticker ASX: NCZ) (New Century) through a new equity placement, and sub-
underwriting of a New Century entitlement offer, for a maximum cash consideration of US$46 million1 (the Transaction). It was further
advised that the Transaction is expected to be completed during December 2021, with a portion subject to approval by New
Century shareholders.
On 8 December 2021, Sibanye-Stillwater announced that it holds a 19.99% equity interest in New Century Resources Limited
acquired for A$61million2. This followed the overwhelming approval vote of 99.6% by the New Century shareholders at its Annual
General Meeting on 30 November 2021. For additional information, see –Consolidated financial statements–Notes to the
consolidated financial statements–Note 20: Other investments.
1 Being a maximum subscription amount of A$61.39 million and at an assumed exchange rate of A$1.00/US$07517
2 Being a total subscription amount of A$60.88 million, equal to US$42.8 million at an assumed exchange rate of AUD/USD of (0.70 at 6 December 2021)
and equivalent to 26.185 million shares at a share price of A$2.325 per share (post a 1 for 15 share consolidation completed by New Century on 6
December 2021)
Sibanye-Stillwater prices an oversubscribed, dual tranche US$1.2 billion Senior Notes offering
On 10 November 2021, Sibanye-Stillwater reported that it has priced an upsized US$1.2 billion senior notes offering (“New Bonds”).
The New Bonds will be issued through the Group’s wholly owned subsidiary, Stillwater Mining Company (“SMC”). The offering is
subject to customary closing conditions, and the settlement was expected to occur on or around 16 November 2021.
The New Bonds comprise two tranches: a US$675 million 5 year (non-call 2) tranche that will carry a 4.000% per annum coupon and
a US$525 million 8 year (non-call 4) tranche that will carry a 4.500% per annum coupon.
Sibanye-Stillwater advised that the net proceeds of the New Bonds will be used to redeem the 2025 Notes (as defined below), as
well as for general corporate purposes, including advancing the Group’s green metals strategy through investments and accretive
acquisitions to improve earnings diversification. For additional information, see –Consolidated financial statements–Notes to the
consolidated financial statements–Note 28.5: 2026 and 2029 Notes.
Sibanye-Stillwater has concurrently elected to issue a notice of redemption for SMC’s US$346,919,000 June 2025 Notes
(“2025 Notes”) on 6 December 2021 (“Redemption Date”). The redemption price was 103.5625% of the principal amount of the 2025
Notes, plus accrued and unpaid interest on the 2025 Notes up to, but excluding, the Redemption Date, amounting to
US$370,195,096.66 (US$1,067.093750 per US$1,000 stated principal amount of the 2025 Notes). For additional information, see –
Consolidated financial statements–Notes to the consolidated financial statements–Note 28.4: 2022 and 2025 Notes.
Sibanye-Stillwater to assume full ownership of Kroondal, doubling its life of mine
On 31 January 2022, Sibanye-Stillwater announced that it had entered into an agreement with Rustenburg Platinum Mines Limited,
a subsidiary of Anglo American Platinum Limited, through its subsidiary, Sibanye Rustenburg Platinum Mines Limited (“Rustenburg
operation”), which will result in the Rustenburg operation assuming full ownership of the low cost, mechanised Kroondal operation.
This transaction will facilitate the life of the Kroondal operation being extended to 2029 and ensure significant value creation for all
stakeholders. For additional information, see –Consolidated financial statements–Notes to the consolidated financial statements–
Note 40.4: Kroondal transaction.
Sibanye-Stillwater secures inflation linked wage agreement at its East Boulder mine through to July 2024
On 23 February 2022, Sibanye-Stillwater announced that it had successfully ratified a new collective bargaining agreement,
effective 16 February 2022 through to 31 July 2024, with the United Steel Workers International Union (USW) at its East Boulder mine in
Montana in the United States.
The contract covers a broad range of terms including average annual wage increases of 2.5% in 2022, 3% in 2023 and 3% in 2024. In
addition to the base increase in 2022, an increase to benefits and incentive has been agreed, which will result in an effective
average increase of 5.4% for 2022 if all safety and quality deliverables are fully met. This settlement amounts to an annual average
increase of 3.8% per year for the next 3 years, which compares favourably with US inflation rates.
Sibanye-Stillwater receives strike notice from NUM and AMCU
On 8 March 2022, Sibanye-Stillwater advised that it had received notice from the Association of Mineworkers and Construction
Union (AMCU) and the National Union of Mineworkers (NUM) that the unions intend to embark on protected strike action at
Sibanye- Stillwater’s South African (SA) gold operations, from the evening shift on Wednesday, 9 March 2022.
Sibanye-Stillwater Annual Financial Report 2021
42
Directors’ report continued
Directorate
Name
Vincent Maphai1
Neal Froneman1
Charl Keyter1
Elaine Dorward-King
Harry Kenyon-Slaney1
Jeremiah Vilakazi1
Keith Rayner1
Nkosemntu Nika1
Richard Menell1
Savannah Danson1
Susan van der Merwe1
Timothy Cumming1
Sindiswa Zilwa2
Position
Chairman and independent non-executive director
Chief Executive Officer
Chief Financial Officer
Independent non-executive director
Independent non-executive director
Independent non-executive director
Independent non-executive director
Independent non-executive director
Lead Independent and non-executive director
Independent non-executive director
Independent non-executive director
Independent non-executive director
Independent non-executive director
Date appointed
24 February 2020
24 February 2020
24 February 2020
27 March 2020
24 February 2020
24 February 2020
24 February 2020
24 February 2020
24 February 2020
24 February 2020
24 February 2020
24 February 2020
01 January 2021
1
Director appointed to the Board of Sibanye Stillwater Limited on 24 February 2020 pursuant to the scheme of arrangement between Sibanye Gold
Limited and Sibanye Stillwater Limited, which was implemented on the same day. On the date of implementing the scheme of arrangement, the
existing directors of Sibanye Stillwater Limited resigned and the directors of Sibanye Gold Limited were appointed to the board of Sibanye Stillwater
Limited
2 Sindiswa Victoria Zilwa was appointed as an Independent non-executive director of the Group with effect from 1 January 2021. Sindiswa is a
Chartered Accountant by profession and an expert in the areas of accounting, auditing and business management. Sindiswa is also a Chartered
Director (SA) and has vast experience as a director in both the public and private sectors. She currently serves as a non-executive director of Cell C
Limited, Discovery Group, Gijima Group, Massmart Limited, Metrofile Limited, Mercedes-Benz South Africa Limited and Tourvest Group
Rotation of directors
Directors retiring in terms of the Company’s Memorandum of Incorporation (MOI) are Neal Froneman, Susan van der Merwe,
Savannah Danson, and Harry Kenyon-Slaney. All the directors are eligible and offer themselves for re-election.
Directors’ and officers’ disclosure of interest in contracts
As of the date of this report, none of the directors, officers or major shareholders of Sibanye-Stillwater or, to the knowledge of
Sibanye-Stillwater’s management, their families, had any interest, direct or indirect, in any transaction during the last fiscal year or in
any proposed transaction which has affected or will materially affect Sibanye-Stillwater or its investment interests or subsidiaries.
None of the directors or officers of Sibanye-Stillwater or any associate of such director or officer is currently or has been at any time
during the past fiscal year materially indebted to Sibanye-Stillwater.
For related party information, see –Consolidated financial statements–Notes to the consolidated financial statements – Note 39:
Related-party transactions.
Subsidiary companies
For details of major subsidiary companies in which the Company has a direct or indirect interest, see –Consolidated financial
statements–Notes to the consolidated financial statements–Note 1.3: Consolidation.
Special resolutions passed by subsidiary companies
The following special resolutions were passed by subsidiary companies during the year ended 31 December 2021:
1.
Special resolution passed by a subsidiary company
Special resolution passed by the shareholders of the subsidiary companies listed below, approving that the directors of the
company may at any time and from time to time during the two years from the passing hereof authorise the company, in
terms of and subject to the provisions of section 45(3)(b) of the Companies Act, to provide any type of direct or indirect
financial assistance as defined in section 45(1) of the Companies Act, to any company or corporation that is related or inter-
related to the company, on such terms and conditions and for such amounts as the directors may determine.
• Newshelf 1335 Proprietary Limited
• Hoedspruit Platinum Holdings Proprietary Limited
• Sibanye Rustenburg Platinum Mines Proprietary Limited
• Eastern Platinum Proprietary Limited
• Western Platinum Proprietary Limited
Sibanye-Stillwater Annual Financial Report 2021
43
Directors’ report continued
2.
Special resolutions passed by various subsidiaries
Special resolutions passed by the sole shareholder of the subsidiary companies listed below, approving that the directors of
the company may at any time and from time to time during the two years from the passing hereof authorise the company in
terms of and subject to the provisions of section 45(3)(b) of the Companies Act, to provide any type of direct or indirect
financial assistance as defined in section 45(1) of the Companies Act, to any company or corporation that is related or inter-
related to the company, on such terms and conditions and for such amounts as the directors may determine.
• Ezulwini Mining Company Proprietary Limited
• K2013164354 Proprietary Limited
• M Janse van Rensburg Proprietary Limited
• Milen Mining Proprietary Limited
• Puma Gold Proprietary Limited
• Sibanye Gold Academy Proprietary Limited
• Sibanye Gold Eastern Operations Proprietary Limited
• Sibanye Gold Protection Services Limited
• Sibanye Gold Shared Services Proprietary Limited
• Sibanye Solar PV Proprietary Limited
• Witwatersrand Consolidated Gold Resources Proprietary Limited
• Witwatersrand Deep Investments Proprietary Limited
• Kroondal Operations Proprietary Limited
• Kroondal Operations Corporate Services Proprietary Limited
• Magaliesburg Properties Proprietary Limited
• Platinum Mile Resources Proprietary Limited
• Ridge Mining Proprietary Limited
• Ridge Mining Services Proprietary Limited
• Rustenburg Eastern Operations Proprietary Limited
• Sibanye Platinum Bermuda Proprietary Limited
• Sibanye Platinum International Holdings Proprietary Limited
• Sibanye Platinum Proprietary Limited
• Braggite Resources Proprietary Limited
• Everest Platinum Mines Proprietary Limited
• Hoedspruit Platinum Exploration Proprietary Limited
• Magaliesburg Properties Proprietary Limited
• Southern Era Mining and Exploration South Africa Proprietary Limited
• Afriore Proprietary Limited
• Kwagga Gold Proprietary Limited
• Messina Proprietary Limited
• Messina Platinum Mines Proprietary Limited
• Vlakfontein Nickel Proprietary Limited
Litigation
Arbitration case Redpath USA Corporation versus Stillwater Mining Company
IIn 2015, Redpath USA Corporation (the Contractor) was hired by the Stillwater Mining Company (the Company) to advance the
Benbow decline as part of the Blitz project. During November 2019 the Contractor filed a claim wherein it raised a dispute over
additional and rework costs of establishing a decline at the Stillwater Mine after drilling errors caused a water inundation that
required significant remediation. The Contractor assumed the additional costs and was seeking to recover those costs, in an
amount of approximately US$20 million, from the Company. After engaging outside counsel and based on the terms of the
contract that supports the Company’s position, management believed the Contractor’s claim was without merit and disputed the
arbitration demand claim in the legal documents served on the Contractor. Although an arbitration hearing was scheduled for May
2022, the Contractor and the Company has subsequent to the reporting date agreed to settle the dispute at no cost to the
Company.
Company Secretary
Lerato Matlosa was appointed Company Secretary of Sibanye-Stillwater with effect from 1 June 2018.
Auditors
The Audit Committee has recommended to the Board that Ernst & Young Inc. continues in office in accordance with section 90(1)
of the Companies Act and in terms of the JSE Listings Requirements, subject to shareholders approving the resolution at the next
annual general meeting. For additional information see –Accountability–Report of the Audit Committee–External Auditor suitability
review.
Sibanye-Stillwater Annual Financial Report 2021
44
EY
102 Rivonia Road Sandton
Private Bag X14 Sandton
2146
Ernst & Young Incorporated
Co Reg. No. 2005/002308/21
Tel: +27 (0) 11 772 3000
Fax: +27 (0) 11 772 4000
Docex 123 Randburg
ey.com
Independent Auditor’s Report
To the Shareholders of Sibanye Stillwater Limited
Report on the Audit of the Consolidated Financial Statements
Opinion
We have audited the consolidated financial statements of Sibanye Stillwater Limited and its subsidiaries (‘the Group’) set out on
pages 49 to 159, which comprise the consolidated statement of financial position as at 31 December 2021, and the consolidated
income statement, the consolidated statement of other comprehensive income, the consolidated statement of changes in equity
and the consolidated statement of cash flows for the year then ended, and notes to the consolidated financial statements,
including a summary of significant accounting policies.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated
financial position of the Group as at 31 December 2021, and its consolidated financial performance and consolidated cash flows
for the year then ended in accordance with International Financial Reporting Standards and the requirements of the Companies
Act of South Africa.
Basis for Opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs). Our responsibilities under those standards
are further described in the Auditor’s Responsibilities for the Audit of the consolidated financial statements section of our report. We
are independent of the group in accordance with the Independent Regulatory Board for Auditors’ Code of Professional Conduct
for Registered Auditors (IRBA Code) and other independence requirements applicable to performing audits of financial statements
of the Group and in South Africa. We have fulfilled our other ethical responsibilities in accordance with the IRBA Code and in
accordance with other ethical requirements applicable to performing audits of the Group and in South Africa. The IRBA Code is
consistent with the corresponding sections of the International Ethics Standards Board for Accountants’ International Code of Ethics
for Professional Accountants (including International Independence Standards). We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the consolidated
financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial
statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. For each
matter below, our description of how our audit addressed the matter is provided in that context.
We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the consolidated financial statements
section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures
designed to respond to our assessment of the risks of material misstatement of the consolidated financial statements. The results of
our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on
the accompanying consolidated financial statements.
A member firm of Ernst & Young Global Limited
45
46
Key Audit Matter
Impairment assessments
generating units
for SA Gold operations cash-
Our audit of
included the following procedures:
impairment testing of cash-generating units
How the matter was addressed in the audit
As described in Note 10, 14 and 15 to the consolidated financial
statements, Driefontein, Kloof and Beatrix mining assets (‘SA gold
operations CGUs’) have carrying values of R3,905m, R2,815m
and R210m, respectively, and include mine development and
infrastructure costs, mine plant facilities and right of use assets.
For the purpose of assessing impairment of mining assets, assets
are grouped at the lowest level for which there are separately
identifiable cash flows (cash generating units or CGUs), which
generally for the Group, represents an individual operating
mine, including mines which are part of a larger mine complex
Impairment indicators were identified for the above-mentioned
SA gold operations CGUs and an aggregate impairment loss of
R 5,148m relating to the mining assets and right of use assets of
these SA gold operations CGUs was recognised for the year
ended 31 December 2021.
in determining
In determining the
recoverable amount of the SA gold
operations CGUs, management used a value in use calculation,
which is the future cash flows expected to be derived from
each SA gold operations CGU over its life-of-mine discounted to
a present value. Auditing management’s
impairment
assessments was complex and judgmental due to the significant
estimation applied by management
the
recoverable amount, which
is sensitive to the underlying
significant assumptions to the future cash flows and the effect
changes in these assumptions would have on the recoverable
amounts. The estimated cash flows are sensitive to changes in
significant assumptions such as discount rate, future commodity
prices, foreign currency exchange rates, and life-of-mine plans.
The life-of-mine plans include projected operating cash flows
and stay in business capital expenditures, based on reserves
and estimates of
significant
assumptions are forward-looking and could be affected by
future economic, operating and market conditions. In addition,
significant judgment and specialised industry knowledge were
required to assess management's estimate of the SA gold
operating CGU reserves used in the life-of-mine plans. This
resulted in incremental audit effort to audit the impairment
losses, including involving our valuation and mining technical
specialists.
future production.
These
• We obtained an understanding, evaluated the design and
tested the operating effectiveness of controls over the
Company’s CGU
For
example, we tested the controls over management’s review
in determining the
of the significant assumptions used
recoverable amount.
impairment assessment process.
• To test the recoverable amounts of the SA gold operating
CGUs, our audit procedures included, among others, an
assessment of the methodologies applied in the cash flow
models against the requirements of IAS 36, Impairment of
Assets.
• We inquired of management and assessed the consistency
of the Company’s calculation and method in relation to the
prior year.
• We
involved our valuation specialists to assist
in our
evaluation of significant assumptions such as the discount
rates by calculating an independent range using available
market information and comparing it against management’s
discount rates. We also performed independent sensitivity
analyses on discount rates to determine how that would
impact the recoverable amounts.
• In addition, our valuation specialists assisted in evaluating
future commodity price assumptions, and foreign currency
exchange rates, comparing them against observable market
data and current industry and economic forecasts.
• We compared the projected operating cash flows and stay
in business capital expenditures movements included in the
life of mine plan against historical trends.
• We also performed
the
correlation of future production against both projected
operating cost and capital expenditures.
trend analyses
to evaluate
• We involved our mining technical specialists for certain SA
gold operating CGU’s to analyse management’s reserve
estimation procedures and evaluate the application of their
methodology and primary inputs into the reserve estimation
in the context of industry practices and the regulatory
reserves reporting requirements.
• We assessed the adequacy of the Company’s disclosures in
the consolidated financial statements over the SA gold
operations CGU’s, including the description of the estimates
and judgements used in impairment testing and indicators
leading to impairment.
46
46
Physical quantities of Marikana’s Platinum Group Metals (PGM)
inventory in process
Our audit of the physical quantities of Marikana’s PGM inventory
in process included:
As described in Note 23 to the consolidated financial
statements, PGM inventory in process is weighed and assayed
on a sample basis to determine the metal content and how this
is split by metal. Measurement of the physical quantities is
complex and requires significant estimation. Specifically,
determining the metal content contained in PGM inventory in
process requires estimation by metallurgical specialists. Only the
Marikana operations process their own refined metal inventory,
and Marikana’s PGM inventory in process amounted to R6,715m
as of 31 December 2021.
The audit of the physical quantities of Marikana’s PGM inventory
in process is complex due to the highly technical nature of the
process and the specialized knowledge required to evaluate
the results. To determine the metal content and composition of
the metals the Company samples inventory through assays. The
accuracy of the mass and assay results can vary significantly
depending on the nature of the vessel in which the materials
are contained and the state of the conversion of material. There
is inherent uncertainty in the sampling and assays which could
impact the valuation of PGM inventory in process at year end.
• We obtained an understanding, evaluated the design and
tested the operating effectiveness of controls over the
Company’s measurement of the physical quantities of
Marikana’s PGM inventory in process. For example, we tested
the controls over management’s
inventory
movement reconciliations performed and assay sample data
and assay results.
review of
• To test the Company’s physical quantity of PGM inventory in
process at the Marikana operations, our audit procedures
included, among others, an evaluation of the Company’s
estimation process and the data used by the Company from
the assay results to estimate the total amount of PGM
inventory in process.
• We, together with our metallurgical specialists, observed
inventory counts at the metal inventory processing areas
including management’s sampling and assaying of the
carrier material. To assess the information gathered from the
inventory counts, we also
involved our metallurgical
specialists to assist us in evaluating the adequacy of the
measurements performed by the Company and the assay
methodologies applied to determine the PGM inventory
quantity.
• We assessed the accuracy of management’s adjustment to
the PGM inventory in process balance resulting from the
inventory counts, by comparing the adjustment to historical
adjustments made by the Company.
• We tested the mass balance reconciliation of inventory, by
agreeing the opening balance of inventory adjusted for
movements during the year to the closing balance of
inventory as determined by the inventory count procedures.
• We assessed the adequacy of the Company’s disclosures in
respect to the metal inventories, including the description of
the estimates and judgements in estimating the quantity of
metal inventories.
Other Information
The directors are responsible for the other information. The other information comprises the information included in the 163-page
document titled “Group Annual Financial Report 2021”, which includes the Directors’ report, the Report of the Audit Committee and
the Company Secretary’s Certificate as required by the Companies Act of South Africa, the 281-page document titled “Integrated
annual report 2021”, the 186-page document titled “Mineral resources and mineral reserves report 2021”, the 68-page document
titled “Summarised report and notice of annual general meeting 2021” and 33-page document titled “Company financial
statements 2021”. The other information does not include the consolidated financial statements and our auditor’s report thereon.
Our opinion on the consolidated financial statements does not cover the other information and we do not express an audit opinion
or any form of assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing
so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge
obtained in the audit, or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that
there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this
regard.
Responsibilities of the Directors for the Consolidated Financial Statements
The directors are responsible for the preparation and fair presentation of the consolidated financial statements in accordance with
International Financial Reporting Standards and the requirements of the Companies Act of South Africa, and for such internal
control as the directors determine is necessary to enable the preparation of consolidated financial statements that are free from
material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, the directors are responsible for assessing the Group’s ability to continue as a
going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless
the directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so.
47
47
Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from
material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable
assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs will always detect a
material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these
consolidated financial statements.
As part of an audit in accordance with ISAs, we exercise professional judgement and maintain professional scepticism throughout
the audit. We also:
• Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error,
design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to
provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one
resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal
control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by the directors.
• Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and based on the audit
evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the
Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw
attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s
report. However, future events or conditions may cause the Group to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and
whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair
presentation.
• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the
Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and
performance of the Group audit. We remain solely responsible for our audit opinion.
We communicate with the directors regarding, among other matters, the planned scope and timing of the audit and significant
audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide the directors with a statement that we have complied with relevant ethical requirements regarding
independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our
independence, and where applicable, actions taken to eliminate threats or safeguards applied.
From the matters communicated with the directors, we determine those matters that were of most significance in the audit of the
consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our
auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we
determine that a matter should not be communicated in our report because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
In terms of the IRBA Rule published in Government Gazette Number 39475 dated 4 December 2015, we report that Ernst & Young
Incorporated has been the auditor of Sibanye Stillwater Limited for three years.
Ernst & Young Incorporated
Director – Lance Ian Neame Tomlinson
Registered Auditor
Chartered Accountant (SA)
102 Rivonia Road, Sandton
Johannesburg, South Africa
22 April 2022
48
48
Consolidated income statement
For the year ended 31 December 2021
Figures in million – SA rand
Notes
2021
2020
2019
Revenue
Cost of sales
Interest income
Finance expense
Share-based payment expenses
Loss on financial instruments
Gain/(loss) on foreign exchange differences
Share of results of equity-accounted investees after tax
Other costs
Other income
Gain on disposal of property, plant and equipment
(Impairments)/reversal of impairments
Loss on settlement of US$ Convertible Bond
Early redemption premium on the 2025 Notes
Occupational healthcare gain/(expense)
Restructuring costs
Loss on Bulk Tailings re-Treatment (BTT) early settlement
Transaction costs
Gain on acquisition
Profit before royalties, carbon tax and tax
Royalties
Carbon tax
Profit before tax
Mining and income tax
Profit for the year
Attributable to:
Owners of Sibanye-Stillwater
Non-controlling interests (NCI)
Earnings per share attributable to owners of Sibanye-Stillwater
Basic earnings per share - cents
Diluted earnings per share - cents
172,194
(109,306)
127,392
(83,369)
3
4
5.1
5.2
6.8
7
8.1
8.2
10
28.6
28.4
31
9
32
16.1
11.1
1,202
(2,496)
(383)
(6,279)
1,149
1,989
(3,018)
764
36
(5,148)
—
(196)
14
(107)
—
(140)
—
50,275
(2,714)
(4)
47,557
11.2
(13,761)
33,796
33,054
742
1,140
1,129
12.1
12.2
1,065
(3,152)
(512)
(2,450)
(255)
1,700
(2,727)
1,658
99
121
(1,507)
—
(52)
(436)
(186)
(139)
—
37,250
(1,765)
(5)
35,480
(4,858)
30,622
29,312
1,310
1,074
1,055
The accompanying notes form an integral part of these consolidated financial statements
Consolidated statement of other comprehensive income
For the year ended 31 December 2021
Figures in million – SA rand
Profit for the year
Other comprehensive income, net of tax
Foreign currency translation1
Fair value adjustment on other investments2
Total comprehensive income
Attributable to:
Owners of Sibanye-Stillwater
Non-controlling interests
2021
33,796
4,635
3,807
828
2020
30,622
(2,006)
(2,227)
221
38,431
28,616
37,698
733
27,287
1,329
1 These gains and losses will be reclassified to profit or loss in accordance with the accounting policy in note 1.4
2 These gains and losses relate to other investments and will never be reclassified to profit or loss
The accompanying notes form an integral part of these consolidated financial statements
Sibanye-Stillwater Annual Financial Report 2021
49
72,925
(63,314)
560
(3,303)
(363)
(6,015)
325
721
(2,310)
484
77
(86)
—
—
40
(1,252)
—
(448)
1,103
(856)
(431)
(13)
(1,300)
1,733
433
62
371
2
2
2019
433
(466)
(595)
129
(33)
(403)
370
Consolidated statement of financial position
As at 31 December 2021
Figures in million – SA rand
Assets
Non-current assets
Property, plant and equipment
Right-of-use assets
Goodwill
Equity-accounted investments
Other investments
Environmental rehabilitation obligation funds
Other receivables
Deferred tax assets
Current assets
Inventories
Trade and other receivables
Other receivables
Tax receivable
Cash and cash equivalents
Asset held for sale
Total assets
Equity and liabilities
Equity attributable to owners of Sibanye-Stillwater
Stated share capital
Other reserves
Accumulated profit/(loss)
Non-controlling interests
Total equity
Non-current liabilities
Borrowings
Derivative financial instrument
Lease liabilities
Environmental rehabilitation obligation and other provisions
Occupational healthcare obligation
Cash-settled share-based payment obligations
Other payables
Deferred revenue
Tax and royalties payable
Deferred tax liabilities
Current liabilities
Borrowings
Lease liabilities
Occupational healthcare obligation
Cash-settled share-based payment obligations
Trade and other payables
Other payables
Deferred revenue
Tax and royalties payable
Total equity and liabilities
* Less than R1 million
Notes
2021
2020
2019
14
15
17
18
20
21
22.1
11.3
23
24
22.1
11.4
25
20
26
27
28
28
29
30
31
6.7
22.2
32
11.4
11.3
28
29
31
6.7
33
22.2
32
11.4
88,163
62,494
222
7,727
7,594
3,367
5,202
651
906
64,831
25,080
7,411
523
1,245
30,292
280
81,860
60,600
296
7,165
5,621
847
4,934
821
1,576
52,243
24,952
6,866
37
148
20,240
—
74,909
57,480
361
6,855
4,039
599
4,602
684
289
26,163
15,503
4,635
51
355
5,619
—
152,994
134,103
101,072
79,937
21,647
30,332
27,958
1,408
81,345
51,108
20,191
—
177
8,263
1,017
2,829
4,599
6,204
10
68,480
30,150
25,570
12,760
2,236
70,716
45,900
17,497
—
223
8,634
1,037
1,595
2,911
6,363
9
29,670
-*
45,104
(15,434)
1,468
31,138
55,607
23,698
4,145
273
8,715
1,133
1,343
2,688
6,896
59
7,818
20,541
7,631
17,487
6,657
14,327
107
104
—
58
15,162
4,765
156
189
886
103
157
33
13,207
2,246
67
788
38
110
149
82
11,466
761
1,271
450
152,994
134,103
101,072
The accompanying notes form an integral part of these consolidated financial statements
Sibanye-Stillwater Annual Financial Report 2021
50
Consolidated statement of changes in equity
For the year ended 31 December 2021
Figures in million – SA rand
Balance at 31 December 2018
Total comprehensive income for the year
Profit for the year
Other comprehensive income
Equity-settled share-based payments
Dividends
Shares issued for cash
Shares issued on Lonmin acquisition
Acquisition of subsidiary with non-controlling interests (Lonmin)
Transaction with DRDGOLD shareholders
Balance at 31 December 2019
Total comprehensive income for the year
Profit for the year
Other comprehensive income
Equity-settled share-based payments
Dividends
Reorganisation - 24 February 2020
Shares issued upon conversion of US$ Convertible Bond
Share buy-back
Transaction with DRDGOLD shareholders
Transaction with Lonmin Canada shareholders
Balance at 31 December 2020
Total comprehensive income for the year
Profit for the year
Other comprehensive income
Equity-settled share-based payments
Dividends
Marikana B-BBEE transaction
Share buy-back
Transaction with Platinum Mile shareholders
Adjustment due to sale of St Helena1
Balance at 31 December 2021
6.8
13
6.8
13
28.6
26
27
6.8
13
6.6
26
27
Stated share
capital
Notes
Share-
based
payment
reserve
Mark-to-
market
reserve
Foreign
currency
translation
reserve
Equity
attributable
to owners of
Sibanye-
Stillwater
Non-
controlling
interests
Total equity
Re-
organisation
reserve
34,667
—
—
—
—
—
1,688
4,307
—
—
40,662
—
—
—
—
—
(17,661)
—
—
—
—
-*
—
—
—
—
—
—
—
—
—
-*
—
—
—
—
—
17,661
12,573
(84)
—
—
3,610
—
—
—
290
—
—
—
—
—
3,900
—
—
—
152
—
—
—
—
—
—
30,150
23,001
4,052
—
—
—
—
—
—
(8,503)
—
—
—
—
—
—
—
—
—
—
—
21,647
23,001
—
—
—
142
—
—
—
—
(24)
4,170
Accumulated
profit/(loss)
(15,496)
62
62
—
—
—
—
—
—
—
(15,434)
29,312
29,312
—
—
(1,338)
—
—
—
220
—
12,760
33,054
33,054
—
—
52
130
—
130
—
—
—
—
—
—
182
202
—
202
—
—
—
—
—
—
—
384
837
—
837
—
—
—
—
—
—
955
(595)
—
(595)
—
—
—
—
—
—
360
(2,227)
—
(2,227)
—
—
—
—
—
—
—
(1,867)
3,807
—
3,807
—
—
—
—
—
—
23,788
(403)
62
(465)
290
—
1,688
4,307
—
—
29,670
27,287
29,312
(2,025)
152
(1,338)
—
12,573
(84)
220
—
68,480
37,698
33,054
4,644
142
936
370
371
(1)
—
(85)
—
—
247
-*
1,468
1,329
1,310
19
6
(360)
—
—
—
(220)
13
2,236
733
742
(9)
9
24,724
(33)
433
(466)
290
(85)
1,688
4,307
247
-*
31,138
28,616
30,622
(2,006)
158
(1,698)
—
12,573
(84)
—
13
70,716
38,431
33,796
4,635
151
(18,176)
(1,146)
(8,503)
(128)
—
81,345
(17,832)
(17,832)
34
—
(82)
24
34
(8,503)
(82)
—
(344)
(1,180)
—
(46)
—
1,221
1,940
27,958
79,937
1,408
1 Effective 3 August 2021, the Group sold the trading licence, movable assets, naming rights, trademarks and practice number under which St Helena Hospital Proprietary Limited (St Helena) operated to Africa Health Care
Proprietary Limited for a cash consideration of R25 million. The R24 million is a transfer from other reserves (share-based payment reserve) to accumulated profit/(loss)
* Less than R1 million
The accompanying notes form an integral part of these consolidated financial statements
Sibanye-Stillwater Annual Financial Report 2021
51
Consolidated statement of cash flows
For the year ended 31 December 2021
Figures in million – SA rand
Cash flows from operating activities
Cash generated by operations
Deferred revenue advance received
BTT early settlement payment
Amount received on settlement of dispute
Post-retirement health care payments
Cash-settled share-based payments paid
Payment of Marikana dividend obligation
Additional deferred payments relating to acquisition of a business
Change in working capital
Interest received
Interest paid
Royalties paid
Tax paid
Dividends paid
Net cash from operating activities
Cash flow from investing activities
Additions to property, plant and equipment
Proceeds on disposal of property, plant and equipment
Acquisition of subsidiaries
Cash acquired on acquisition of subsidiaries
Proceeds with transfer of assets to joint operation
Dividends received
Additions to other investments
Acquisition of equity-accounted investment
Contributions to environmental rehabilitation funds
Payment of Deferred Payment
Contributions to enterprise development fund
Payments to dissenting shareholders
Preference shares redeemed by equity-accounted investee
Proceeds on disposal of St Helena
Receipts from environmental rehabilitation funds
Net cash used in investing activities
Cash flow from financing activities
Loans raised
Loans repaid
Lease payments
Proceeds from shares issued
Acquisition of non-controlling interests
Share buy-back
Net cash used in financing activities
Net increase in cash and cash equivalents
Effect of exchange rate fluctuations on cash held
Cash and cash equivalents at beginning of the year
Cash and cash equivalents at end of the year
Notes
2021
2020
2019
34
32
32
6.7
35
11.4
11.4
21
18.1
21
28
28
27
26
25
67,784
45,188
65
—
—
(1)
(240)
(162)
(1,754)
2,455
68,147
960
(781)
(3,055)
(14,839)
(18,176)
32,256
771
(787)
580
(1)
(275)
—
—
(9,435)
36,041
719
(1,386)
(1,707)
(4,818)
(1,698)
27,151
10,566
2,859
—
—
(6)
(91)
—
—
(626)
12,702
268
(1,603)
(412)
(1,407)
(85)
9,463
(12,740)
(9,616)
(7,706)
80
—
—
—
1,020
(1,803)
(446)
(72)
(577)
(65)
—
—
25
10
101
—
—
—
288
(12)
—
(64)
(756)
—
—
114
—
7
101
(129)
3,004
31
111
—
—
(13)
(283)
—
(319)
187
—
152
(14,568)
(9,938)
(4,864)
20,651
16,289
18,982
(20,252)
(18,335)
(22,008)
(112)
—
(128)
(8,503)
(8,344)
9,344
708
20,240
30,292
(114)
—
—
(84)
(2,244)
14,969
(348)
5,619
20,240
(132)
1,688
—
—
(1,470)
3,129
(59)
2,549
5,619
The accompanying notes form an integral part of these consolidated financial statements
Sibanye-Stillwater Annual Financial Report 2021
52
Notes to the consolidated financial statements
For the year ended 31 December 2021
1. Accounting policies
The principal accounting policies applied in the preparation of these consolidated financial statements are set out below.
Where an accounting policy is specific to a note, the policy is described in the note which it relates to. These policies have
been consistently applied to all the periods presented.
1.1 Reporting entity
Sibanye Stillwater Limited (the Company) and its subsidiaries (together referred to as the Group or Sibanye-Stillwater), an
independent, global, precious metals mining company, produces a mix of metals that includes gold and platinum group
metals (PGM). Domiciled in South Africa, Sibanye-Stillwater currently owns and operates a portfolio of high-quality operations
and projects, which are grouped into two regions: the Southern Africa (SA) region and the United States (US) region.
The SA region houses the gold and PGM operations and projects located in South Africa and Zimbabwe. The underground
and surface gold mining operations in South Africa are the Driefontein, Kloof and Cooke operations in the West Witwatersrand
(West Wits) region and DRDGOLD Limited (DRDGOLD) with surface tailings treatment plant in the East of Johannesburg in
Gauteng, and the Beatrix operation in the southern Free State. Sibanye-Stillwater also owns and manages significant gold
extraction and processing facilities where ore is treated and beneficiated to produce gold doré. In addition, several organic
projects currently underway are aimed at sustaining these gold mining operations into the long term. In 2021, Sibanye-
Stillwater’s Board approved a new major capital project for Burnstone to complete necessary infrastructure and bring the
mine to full development. Burnstone is a developmental stage gold mine and processing operation located in the South Rand
Goldfield of the Witwatersrand Basin, and comprises two established shaft complexes, a carbon-in-leach gold processing
plant, tailings storage facility and related surface infrastructure and mining rights.
The PGM assets in the SA region are Kroondal (50%) (refer note 41.4), the Rustenburg operation, the Marikana operation
(Marikana) and the tailings retreatment entity, Platinum Mile in North West Province, and Mimosa (50%) in Zimbabwe.
Marikana currently has five contributing shafts namely 4Belt, K3, Rowland, Saffy and E3 and the ore mined at the Marikana
operations is processed through five concentrators on site. The PGM concentrate produced is dispatched to the smelter for
further processing at the Base Metal Refinery (BMR). At the BMR, base metals are removed and the resulting PGM-rich residue
is sent to Precious Metal Refinery (PMR) for final treatment. Marikana therefore sells refined metals to customers. Sibanye-
Stillwater’s Board approved the K4 capital growth project in 2021 to complete the mine’s vertical shaft infrastructure. K4 is a
large, long-life, high-grade Merensky and UG2 proposition situated on the western limb of the Bushveld Complex, in South
Africa’s North West Province. It is a partially completed project with an equipped main production shaft and ventilation shaft,
some underground infrastructure installed and underground developed workings. Work at K4 started in 2021 with
maintenance and preparation of underground areas, leading to first production in 2022.
The Rustenburg operation comprise of three operating vertical shafts (Siphumelele 1, Khuseleka 1 and Thembelani 1), two
declines at Bathopele, two concentrating plants (the Waterval UG2 concentrator and the Waterval retrofit concentrator), a
chrome recovery plant, the Western Limb tailings retreatment plant and related surface infrastructure and assets. In addition,
mining operations are carried out on two mining tailings dams. Ore is processed through the Waterval UG2 concentrator and
Waterval retrofit concentrator. Tailings are treated at the Western Limb Tailings Retreatment Plant, Platinum Mile and at the
Chrome retreatment plant where a saleable chromite concentrate is recovered. Tailings from the Rustenburg operation are
piped to storage facilities. The Rustenburg operation has a tolling agreement with a third party and currently sells refined
metals as well as PGM concentrate to customers. Kroondal comprises of five operating decline shafts. Ore is processed at
Kroondal through two concentrator plants (K1 and K2). Tailings from the K1 and K2 plants are piped to three adjacent tailings
storage facilities and at a fourth tailings storage facility at Marikana, which has been recommissioned. Platinum Mile is a
tailings retreatment facility located on the Rustenburg lease area adjacent to our Kroondal operations. The facility recovers
PGMs from our Rustenburg operations. Kroondal and Platinum Mile currently only sells PGM concentrate to customers.
The US region houses the PGM operations and projects located in the US, Canada and Argentina. These include the East
Boulder and Stillwater mining operations and the Blitz project in Montana, in the US, and exploration-stage projects, Altar (joint
venture) in Argentina and Marathon (fair value through other comprehensive income (OCI) investment), a PGM-copper
porphyry in Ontario, Canada. The assets in this region also include the Metallurgical complex in Columbus, Montana. This
complex houses the smelter, base metal refinery and an analytical laboratory which produces a PGM-rich filter cake that is
further refined by a third-party precious metal refinery. These processing and metallurgical facilities are also used to process
recycled material such as spent autocatalytic convertors and petroleum refinery catalysts. Subsequent to the reporting date,
the investment in the Marathon project was disposed of in exchange for shares in Generation Mining Limited (Gen Mining)
(refer note 20).
1.2 Basis of preparation
The consolidated financial statements for the year ended 31 December 2021 have been prepared on a going concern basis
in accordance with International Financial Reporting Standards (IFRS), as issued by the International Accounting Standards
Board (IASB), the South African Institute of Chartered Accountants Financial Reporting Guides issued by the Accounting
Practices Committee and Financial Reporting Pronouncements issued by the Financial Reporting Standards Council, as well
as the requirements of the South African Companies Act and JSE Listings Requirements. The consolidated financial statements
have been prepared under the historical cost convention, except for certain financial assets and financial liabilities (including
derivative instruments) which are measured at fair value through profit or loss or other comprehensive income.
Sibanye-Stillwater Annual Financial Report 2021
53
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Standards, interpretations and amendments to published standards effective for the year ended 31 December 2021
During the financial year, the following new and revised accounting standards and amendments to standards applicable to
the Group, became effective and had no material impact on the Group’s financial statements:
Pronouncement
COVID-19-Related Rent
Concessions (Amendment to
IFRS 16)
Interest Rate Benchmark Reform –
Phase 2 (Amendments to IFRS 9,
IAS 39, IFRS 7, IFRS 4 and IFRS 16)
Effective date1
1 June 2020
1 January 2021
Details of amendments
In response to the COVID-19 coronavirus pandemic, the IASB has
issued amendments to IFRS 16 Leases (IFRS 16) to allow lessees not to
account for rent concessions as lease modifications if they are a
direct consequence of COVID-19 and meet certain conditions. Rent
concessions included in the ambit of the amendment might take a
variety of forms, including payment holidays and deferral of lease
payments. In many cases, this will result in accounting for the
concessions as variable lease payments in the period in which they
are granted. The Group did not receive any material rent concessions
as a direct result of COVID-19.
Interbank offered rates (IBOR) reform refers to the global reform of
interest rate benchmarks, which includes the replacement of some
interbank offered rates with alternative benchmark rates. Under the
detailed rules of IFRS 9 Financial Instruments (IFRS 9), modifying a
financial contract can require recognition of a significant gain or loss
in the income statement. However, the amendments introduce a
practical expedient if a change results directly from IBOR reform and
occurs on an ‘economically equivalent’ basis. In these cases,
changes will be accounted for by updating the effective interest rate.
A similar practical expedient applies under IFRS 16 for lessees when
accounting for lease modifications required by IBOR reform. IBOR
reform will generally result in a change in the basis for determining the
contractual cash flows of that financial asset or financial liability.
The US$600 million RCF and the R5.5 billion RCF (refer note 28) are both
linked to IBOR and therefore subject to the IBOR reform amendment,
which came into effect on 1 January 2021. However, at the reporting
date, none of the Group's IBOR-linked interest rates had been
changed due to IBOR reform. The R5.5 billion RCF is linked to JIBAR
and is not drawn down, however the JIBAR is only expected to be
impacted by the reform at a later stage and any impact thereof is to
be considered when this occurs. The US$600 million RCF is linked to a
US LIBOR and will be refinanced or restructured depending on the
developments in respect of the US LIBOR reform. Therefore, the Group
was not impacted when the amendment became effective.
The Group will assess the impact on the balances and cash flows
linked to rates changes arising from IBOR reform when more
information is available on the quoted rates that will replace the
current IBOR applicable to the Group. The potential future impact
arising from these amendments was not yet known at the reporting
date.
1 Effective date refers to annual period beginning on or after said date
Sibanye-Stillwater Annual Financial Report 2021
54
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Standards, interpretations and amendments to published standards which are not yet effective
Certain new standards, amendments and interpretations to existing standards have been published that apply to the
accounting periods beginning on or after 1 January 2022 but have not been early adopted by the Group. The standards,
amendments and interpretations that are applicable to the Group are:
Pronouncement
Details of amendments
COVID-19-Related Rent
Concessions beyond
30 June 2021
(Amendment to IFRS 16
– the 2021
Amendment)2
A one-year extension to the practical expedient for COVID-19 related rent
concessions under IFRS 16 has been published by the IASB. This amendment is a
response to the ongoing economic challenges resulting from the COVID-19
coronavirus pandemic. The extension is available for adoption immediately,
subject to any local endorsement requirements.
Effective date1
1 April 2021
Annual Improvements
to IFRS Standards
2018-20202
As part of its process to make non-urgent but necessary amendments to IFRS
Standards, the IASB has issued the Annual Improvements to IFRS Standards 2018–
2020. The amendments applicable to the Group relate to:
1 January 2022
Property, Plant and
Equipment: Proceeds
before Intended Use
(Amendments to
IAS 16)2
Onerous Contracts –
Cost of Fulfilling a
Contract (Amendments
to IAS 37)2
Reference to the
Conceptual Framework
(Amendments to
IFRS 3)2
Classification of
Liabilities as Current or
Non-current
(Amendments to IAS 1)2
Definition of Accounting
Estimate (Amendments
to IAS 8)2
• IFRS 9 - clarifies which fees should be included in the 10% test for derecognition
of financial liabilities; and
• IFRS 16 - amendment of illustrative example 13 to remove the illustration of
payments from the lessor relating to leasehold improvements, to remove any
confusion about the treatment of lease incentives.
In the process of making an item of property, plant or equipment (PPE) available
for its intended use, an entity may produce and sell items. Under the
amendments, proceeds from selling items before the related item of PPE is
available for use should be recognised in profit or loss, together with the costs of
producing those items. IAS 2 Inventories should be applied in identifying and
measuring these production costs.
The amendment to IAS 37 Provisions, Contingent Liabilities and Contingent Assets
(IAS 37) clarifies that the direct costs of fulfilling a contract include both the
incremental costs of fulfilling the contract and an allocation of other costs
directly related to fulfilling contracts. Before recognising a separate provision for
an onerous contract, an entity recognises any impairment loss that has occurred
on assets used in fulfilling the contract.
Minor amendments were made to IFRS 3 Business Combinations (IFRS 3) to
update the references to the Conceptual Framework for Financial Reporting and
add an exception for the recognition of liabilities and contingent liabilities within
the scope of IAS 37 and IFRIC 21 Levies. The amendments also confirm that
contingent assets should not be recognised at the acquisition date.
To promote consistency in application and clarify the requirements on
determining if a liability is current or non-current, the IASB has amended IAS 1
Presentation of Financial Statements (IAS 1) to clarify that liabilities are classified
as either current or non-current, depending on the rights that exist at the end of
the reporting period. Classification is unaffected by the expectations of the entity
or events after the reporting date (e.g. the receipt of a waiver or a breach of
covenant). The amendments also clarify what IAS 1 means when it refers to the
“settlement” of a liability.
The IASB has issued amendments to IAS 8 Accounting Policies, Changes in
Accounting Estimates and Errors (IAS 8) to clarify how entities should distinguish
changes in accounting policies from changes in accounting estimates, with a
primary focus on the definition of and clarifications on accounting estimates. This
is due to the term "accounting estimate" not being defined and the previous
definition of a "change in accounting estimate" being unclear.
The amendments introduce a new definition for accounting estimates, clarifying
that they are monetary amounts in the financial statements that are subject to
measurement uncertainty.
1 January 2022
1 January 2022
1 January 2022
1 January 2023
1 January 2023
1 Effective date refers to annual period beginning on or after said date
2 No material impact expected
Sibanye-Stillwater Annual Financial Report 2021
55
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Standards, interpretations and amendments to published standards which are not yet effective (continued)
Pronouncement
Deferred Tax Related to
Assets and Liabilities
Arising from a Single
Transaction
(Amendments to
IAS 12)2
Disclosure of
Accounting Policies
(Amendments to IAS 1
and IFRS Practice
Statement 2)2
Details of amendments
The amendments narrow the scope of the initial recognition exemption so that it
does not apply to transactions that give rise to equal and offsetting temporary
differences. As a result, entities will need to recognise a deferred tax asset and a
deferred tax liability for temporary differences arising on initial recognition of a
lease and a decommissioning provision.
To assist preparers of financial statements, the IASB had previously refined its
definition of ‘material’ (effective 1 Jan 2020) and issued non-mandatory practical
guidance on applying the concept of materiality. As the final step of the
materiality improvements, the IASB issued amendments on the application of
materiality to the disclosure of accounting policies. The key amendments include
requirements for entities to disclose their material accounting policies rather than
their significant accounting policies as well as certain clarifications regarding
accounting policies related to material transactions or events.
Effective date1
1 January 2023
1 January 2023
1 Effective date refers to annual period beginning on or after said date
2 No material impact expected
Significant accounting judgements and estimates
The preparation of the financial statements requires the Group’s management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the
financial statements, and the reported amounts of revenues and expenses during the reporting period. The determination of
estimates requires the exercise of judgement based on various assumptions and other factors such as historical experience,
current and expected economic conditions, and in some cases valuation techniques. Actual results could differ from those
estimates.
For significant accounting policies that are subject to significant judgement, estimates and assumptions, see the following
notes to the consolidated financial statements:
Significant accounting policy
Note to the consolidated financial statements
Revenue
3 - Revenue
Cash-settled share-based payment obligation
6 - Share-based payments
Royalties, mining and income tax, and deferred tax
11 - Royalties, mining and income tax, and deferred tax
Property, plant and equipment
14 - Property, plant and equipment
Business combinations
Goodwill
16 - Acquisitions
17 - Goodwill
Equity-accounted investments
18 - Equity-accounted investments
Other receivables and other payables
22 - Other receivables and other payables
Inventories
23 - Inventories
Borrowings and derivative financial instrument
Environmental rehabilitation obligation
28 - Borrowings and derivative financial instrument
30 - Environmental rehabilitation obligation and other
provisions
Occupational healthcare obligation
31 - Occupational healthcare obligation
Deferred revenue
Contingent liabilities
32 - Deferred revenue
38 - Contingent liabilities
Estimates and judgements are continually evaluated and are based on historical experience and other factors, including
expectations of future events that are believed to be reasonable under the circumstances.
The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets
and liabilities within the financial period are discussed under the relevant note of the item affected.
Sibanye-Stillwater Annual Financial Report 2021
56
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
1.3 Consolidation
Sibanye-Stillwater Annual Financial Report 2021
57
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
1 The non-controlling interests (NCI) in the statement of changes in equity relates to the attributable share of accumulated profits of DRDGOLD,
Group Technical Security Management Proprietary Limited (GTSM), Platinum Mile Resources Proprietary Limited (Platinum Mile), Western
Platinum Proprietary Limited (WPL) and all WPL subsidiaries, Eastern Platinum Proprietary Limited (EPL) and Akanani Mining Proprietary Limited
(Akanani) (refer note 27)
2 Witwatersrand Consolidated Gold Resources Proprietary Limited (Wits Gold) has ceded and pledged its shares in K2013164354 Proprietary
Limited (K2013) (a dormant entity) and K2013 has ceded and pledged it shares in Sibanye Gold Eastern Operations Proprietary Limited
(SGEO) in favour of the lenders of the Burnstone Debt (refer note 28.7)
3 Rand Uranium Proprietary Limited (Rand Uranium) and Ezulwini Mining Company Proprietary Limited (Ezulwini) together own a number of
underground and surface mining operations. These operations report to the Group’s chief operating decision maker (the Executive
Committee) as a separate segment, namely Cooke
4 In terms of the Rustenburg operation transaction, a 26% stake in Sibanye Rustenburg Platinum Mines Proprietary Limited (SRPM) was acquired
through Newshelf 1335 Proprietary Limited (B-BBEE SPV). The shareholders of B-BBEE SPV are Rustenburg Mine Employees Trust (30.4%),
Rustenburg Mine Community Development Trust (24.8%), Bakgatla-Ba-Kgafela Investment Holdings (24.8%) and Siyanda Resources
Proprietary Limited (20.0%). The Rustenburg Mine Employees Trust and the Rustenburg Mine Community Development Trust are controlled
and consolidated by Sibanye-Stillwater and liabilities amounting to R1,402 million and R1,144 million are eliminated upon consolidation
5 The Group has no current or contractual obligation to provide financial support to any of its structured entities
6 Sibanye-Stillwater recognises no NCI in Akanani on a similar basis as described for WPL and EPL below (refer footnote 7 below), since a
revised shareholders' agreement replaced the equity interests with a right to receive dividends.
7 Sibanye-Stillwater recognises no NCI in WPL and EPL. The shareholding of Lonplats Employee Share Ownership Trust (Employee Trust) (3.8%),
Lonplats Marikana Community Development Trust (Community Trust) (0.9%) and Bapo Ba Mogale Local Economic Development Trust (Bapo
Trust) (0.9%) (together Marikana Trusts) is not considered since these trusts are controlled and consolidated by Sibanye-Stillwater. Liabilities
amounting to R1,671 million relating to the Marikana Trusts are eliminated upon consolidation. In addition, as a result of the Marikana broad-
based black economic empowerment (B-BBEE) transaction (refer note 6.6), the equity interests of shareholders in WPL and EPL, including all
non-controlling shareholders, were replaced with the right to receive dividends. As a result, the effective shareholding interests were
replaced by a share-based payment obligation and dividend obligation (refer note 6.6 and 22.2)
8 Effective 10 January 2020, the Group exercised its option to acquire an additional 12.05% in DRDGOLD. The consideration amounted to
R1,086 million for the subscription of 168,158,944 additional new ordinary shares resulting in a 50.1% shareholding in DRDGOLD. The effective
shareholding at 31 December 2021 was 50.49% (2020: 50.66% and 2019: 38.60%) after considering treasury shares held by DRDGOLD (refer
note 27). The Group calculated the net asset value of DRDGOLD at the option exercise date to which the additional ownership percentage
was applied to determine the reattribution between NCI and the Group
9 On 17 June 2020, the Company and Sibanye Gold Proprietary Limited (SGL) entered into an unbundling agreement wherein SGL unbundled
its entire shareholding in Sibanye Platinum Proprietary Limited (SPPL) for no value to the Company
10 During 2020, the Group reorganised its internal legal structure to house the Marikana PGM related companies (previously owned by LSA UK
Limited) under a new intermediate holding company, being Rustenburg Eastern Operations Proprietary Limited (REO), which is a wholly
owned subsidiary of SPPL. The reorganisation had no impact to the consolidated financial statements of the Group
11 At 31 December 2021, the Group had a 100% legal interest in Peregrine Metals Limited (Peregrine), which is subject to an Initial Earn-in
arrangement of 60% by Aldebaran Resources Inc. (Aldebaran) (refer note 18.3)
12 The Group has a 76% legal interest in the Newshelf 1114 Proprietary Limited (Newshelf 1114) group and the NCI can acquire a further 2%
legal shareholding once they have implemented the necessary funding structure. However, no accounting NCI is recognised, since the
NCI’s vendor loan financing exceeds their proportionate interest in Newshelf 1114 and therefore no effective shareholding exists
13 During 2021, the Group formed Sibanye Battery Metals Proprietary Limited in order to hold the Group's investments in battery metal entities
Subsidiaries
Subsidiaries are all entities over which the Group exercises control. The Group controls an entity when it is exposed to, or has
rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over
the entity. Subsidiaries are consolidated from the date on which control is obtained by the Group until the date on which
control ceases. Control is reassessed if facts and circumstances indicate that there are changes to one or more of the
elements of control.
Inter-company transactions, balances and unrealised gains on transactions between Group companies are eliminated.
Unrealised losses are also eliminated. Accounting policies of subsidiaries have been changed where necessary to ensure
consistency with the policies adopted by the Group.
Transactions with shareholders
Transactions with owners in the capacity as equity participants are not recognised in profit or loss, but instead are recognised
in equity with a corresponding change in assets or liabilities. Changes in a parent’s ownership interest in a subsidiary that do
not result in the parent losing control of the subsidiary are equity transactions.
1.4 Foreign currencies
Functional and presentation currency
Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary
economic environment in which the entity operates (the functional currency). The consolidated financial statements are
presented in South African rand, which is the Group’s presentation currency.
Sibanye-Stillwater Annual Financial Report 2021
58
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of
the transactions. Monetary assets and liabilities are translated into the functional currency at each reporting date. Foreign
exchange gains and losses resulting from the settlement of such transactions and from the translation of monetary assets and
liabilities denominated in foreign currencies, are recognised in profit or loss.
Foreign operations
The results and financial position of all the Group entities that have a functional currency different from the presentation
currency are translated into the presentation currency as follows:
• Assets and liabilities are translated at the exchange rate ruling at the reporting date. Equity items are translated at
historical rates. The income and expenses are translated at the average exchange rate for the year, unless this average
was not a reasonable approximation of the rates prevailing on the transaction dates, in which case these items were
translated at the rate prevailing on the date of the transaction. Exchange differences on translation are accounted for in
other comprehensive income. These differences will be recognised in profit or loss upon realisation of the underlying
operation.
• Exchange differences arising from the translation of the net investment in foreign operations, which includes certain long-
term borrowings (i.e. the reporting entity’s interest in the net assets of that operation), are taken to other comprehensive
income. When a foreign operation is sold, exchange differences that were recorded in other comprehensive income are
recognised in profit or loss as part of the gain or loss on disposal. If the Group disposes of part of its interest in a subsidiary
but retains control, then the relevant proportion of the cumulative amount is reattributed to NCI. When the Group disposes
of only part of an associate or joint venture while retaining significant influence or joint control, the relevant proportion of
the cumulative amount is reclassified to profit or loss. If a company in the Group repays a portion of long-term borrowings
forming part of a net investment in foreign operations, amounts previously recorded in other comprehensive income are
only recognised in profit or loss upon disposal of the relevant operation.
• Goodwill and fair value adjustments arising on the acquisition of a foreign operation are treated as assets and liabilities of
the foreign operation and are translated at each reporting date at the closing rate.
1.5 Comparatives
Where necessary, comparative periods have been revised to conform to current period changes in presentation. Previously,
the level of rounding applied in the Group's consolidated annual financial statements included a decimal for the nearest
hundred thousand. During the year ended 31 December 2021, the Group changed the level of rounding to only reflect the
nearest million by removing the hundred thousand decimal space. Immaterial rounding adjustments were made to
comparative information as a result of this change.
Sibanye-Stillwater Annual Financial Report 2021
59
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
2. Segment reporting
Accounting Policy
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision
maker and is based on individual mining operations. The chief operating decision maker, who is responsible for allocating
resources and assessing performance of the operating segments, has been identified as the executive management team
that makes strategic decisions.
Group
Total US PGM
operations1 Underground
Recycling
Total SA
operations
Total
SA PGM
Rustenb
Platinum
urg Marikana Kroondal
Mile Mimosa
Corporate
and
reconciling
items2
Total
SA gold Driefontein
Kloof
Beatrix Cooke
Figures in million – SA rand
2021
Revenue
Underground
Surface
Recycling
Cost of sales, before amortisation and
depreciation
Underground
Surface
Recycling
Net other cash costs3
Adjusted EBITDA
Amortisation and depreciation
Interest income
Finance expense
Share-based payments
Net other4
Non-underlying items5
Royalties and carbon tax
Profit before tax
Current taxation
Deferred taxation
Profit/(loss) for the year
Attributable to:
Owners of the parent
Non-controlling interest holders
Sustaining capital expenditure
Ore reserve development
Growth projects
Total capital expenditure
172,194
120,403
11,081
40,710
(101,013)
(54,989)
(6,804)
59,053
18,343
—
40,710
(46,787)
(7,567)
—
(39,220)
(39,220)
(2,575)
68,606
(8,293)
1,202
(2,496)
(383)
(2,832)
(5,529)
(2,718)
47,557
(10)
12,256
(2,601)
382
(954)
(73)
238
(278)
—
8,970
18,343
18,343
—
—
40,710
113,512
85,154
31,749
—
—
102,431
81,477
29,575
11,081
3,677
2,174
40,710
—
—
—
41,610
41,610
—
—
10,293
10,293
—
—
(7,567)
(7,567)
(39,220)
—
(54,226)
(47,422)
(31,971)
(30,430)
(11,464)
(10,454)
(16,561)
(16,561)
(3,416)
(3,416)
—
—
(10)
10,766
(2,598)
10
(897)
(73)
238
(278)
—
7,168
—
(6,804)
(1,541)
(1,010)
(39,220)
—
—
—
(2,565)
(1,575)
—
134
—
—
(1,036)
1,490
56,721
51,608
20,419
24,013
(3)
372
(57)
—
—
—
—
(5,692)
805
(1,233)
(310)
(3,121)
(5,153)
(2,718)
(2,515)
219
(885)
22
(1,099)
92
(666)
(4,201)
(89)
(35)
(4,305)
(12,232)
2
4
(328)
(42)
(985)
(1)
(2,548)
(1,405)
(1,129)
—
—
(91)
6,786
(495)
97
(116)
(12)
248
(1)
(14)
1,802
39,299
41,706
1,687
20,521
6,493
(13,506)
(1,422)
(12,014)
(11,745)
(4,864)
(4,768)
(1,885)
(255)
33,796
33,054
742
(4,119)
(5,535)
(3,086)
(12,740)
(89)
7,459
7,459
—
(796)
(1,354)
(2,411)
(4,561)
(166)
(367)
956
(1,460)
56
27,119
29,594
(2,221)
14,293
4,664
26,377
29,360
(2,221)
14,075
4,664
742
234
(3,323)
(4,181)
(2,019)
(1,577)
—
(619)
(629)
218
(1,104)
(947)
(675)
(203)
—
(203)
—
(268)
—
—
(8,179)
(3,799)
(1,248)
(2,254)
(268)
(5)
—
—
(5)
(791)
(1,354)
(2,411)
(4,556)
1,503
—
1,503
—
(531)
—
(531)
—
(492)
480
(31)
7
—
—
34
—
—
490
(218)
80
352
336
16
(28)
—
—
(28)
4,393
4,393
—
—
(1,587)
(1,587)
—
—
(42)
2,764
(274)
12
(5)
—
(43)
—
(160)
2,294
(574)
(18)
1,702
(4,394)
(4,394)
—
—
1,588
1,588
—
—
(48)
(2,854)
269
(11)
3,984
—
8,673
—
160
28,358
20,954
7,404
—
(22,255)
(16,992)
(5,263)
—
(990)
5,113
(3,177)
586
(567)
(221)
1,184
(5,155)
(170)
7,932
7,722
210
—
9,294
8,089
1,205
—
5,343
5,143
200
—
999
—
999
—
(5,691)
(5,559)
(7,844)
(6,986)
(4,565)
(4,447)
(808)
—
(3,347)
—
(132)
(858)
(118)
(808)
(3,347)
—
(78)
—
(83)
2,163
1,367
(1,165)
60
(1,064)
47
(99)
(20)
16
(85)
(32)
22
—
(73)
705
(691)
31
(82)
(21)
33
(202)
(3,686)
(1,290)
(95)
(46)
(29)
—
(611)
(420)
(11)
22
(63)
—
92
(3)
(5)
10,221
(2,407)
658
(3,477)
(1,344)
(388)
564
19
(269)
201
(13)
(13)
49
1,158
(7)
233
—
—
10,804
(2,475)
694
(2,332)
(1,118)
(388)
1,040
Corporate
and
reconciling
items2
Group
Corporate
and
reconciling
items2
—
—
—
—
—
—
—
—
(105)
(105)
(58)
204
(178)
(129)
999
26
5
764
27
(1,162)
(371)
(371)
(371)
—
—
—
—
—
—
—
(371)
—
15
(309)
—
51
(98)
—
(712)
(70)
—
(782)
DRD-
GOLD
4,790
—
4,790
—
—
(40)
1,403
(188)
222
(60)
(19)
22
—
—
1,380
(263)
(77)
1,702
10,804
(2,983)
694
(2,332)
(1,118)
(388)
—
(499)
—
—
(499)
—
499
(1)
—
498
508
(1,304)
(2,604)
(472)
—
(322)
(1,177)
—
—
(488)
(930)
(198)
—
(164)
(497)
(7)
(4,380)
(1,499)
(1,616)
(668)
—
—
—
—
—
527
513
(330)
—
(47)
(377)
(366)
(782)
(5)
—
—
(220)
(220)
—
—
—
—
—
1 The presentation of the US PGM operating segment has been revised to separately disclose the underground mining and recycling operations
2 Corporate and reconciling items represent the items to reconcile segment data to consolidated financial statement totals. This does
not represent a separate segment as it does not generate mining revenue. Group corporate includes the Wheaton Stream
transaction, initial recognition of battery metal investment, corporate tax, interest and corporate transaction costs
3 Net other cash costs consist of service entity income, sundry income (refer note 8.2) and other costs as detailed in profit or loss,
excluding loss due to dilution of interest in joint operation (refer note 8.1). Lease payments (R142 million) are included in net other
cash costs to conform with the adjusted EBITDA reconciliation disclosed in note 28.10
4 Net other consists of loss on financial instruments, loss on foreign exchange differences, change in estimate of environmental
rehabilitation obligation and right of recovery receivable and payable (refer note 8.2) as detailed in profit or loss and the add back
of the lease payment referred to in footnote 3 above. Corporate and reconciling items net other includes the share of results of
equity-accounted investees after tax as detailed in profit or loss
5 Non-underlying items consists of gain on disposal of property, plant and equipment, impairments which include impairments to
mining assets of Driefontein, Kloof and Beatrix of R212 million, R3,642 million and R1,293 million, respectively (refer note 10),
restructuring costs, transaction costs, early redemption premium on the 2025 Notes, profit on sale of St Helena (refer note 8.2), non-
cash loss with dilution of interest in joint operation (refer note 8.1) and occupational healthcare expense as detailed in profit or loss
Sibanye-Stillwater Annual Financial Report 2021
60
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Figures in million – SA rand
Group
operations Underground Recycling
Total US
PGM
Total SA
operations
Total SA
Platinum
PGM Rustenburg Marikana Kroondal
Mile Mimosa
Corporate
and
reconciling
items1
Total SA
gold Driefontein
Kloof
Beatrix
Cooke
Corporate
and
reconciling
items1
DRD-
GOLD
Group
Corporate
and
reconciling
items1
127,392
91,369
10,727
25,296
45,154
19,858
—
25,296
19,858
19,858
—
—
25,296
—
—
25,296
82,781
72,054
10,727
—
54,912
52,142
2,770
—
20,429
18,521
1,908
—
26,865
26,865
—
—
7,973
7,973
—
—
950
—
950
—
3,894
3,894
—
—
(5,199)
(5,111)
(88)
—
27,869
19,912
7,957
—
6,793
6,793
—
—
9,795
8,109
1,686
—
4,664
4,500
164
—
1,040
5,051
—
—
1,040
5,051
—
—
(75,776)
(32,004)
(7,586)
(24,418)
(43,772)
(24,722)
(9,588)
(13,232)
(2,803)
(403)
(1,601)
2,905
(19,050)
(4,863)
(6,880)
(3,714)
(671)
(2,922)
(37,916)
(23,551)
(8,732)
(13,232)
(2,803)
— (1,601)
2,817
(14,365)
(4,863)
(5,886)
(3,616)
—
—
(45,502)
(7,586)
(7,586)
(5,856)
—
—
—
—
(5,856)
(1,171)
(856)
(24,418)
(24,418)
— (24,418)
—
—
(2,231)
49,385
(7,593)
1,065
(67)
13,083
(2,727)
279
(3,152)
(1,057)
(512)
(393)
(1,550)
(1,770)
35,480
(5,374)
516
30,622
29,312
1,310
(2,817)
(4,150)
(2,649)
(9,616)
(80)
31
(93)
—
9,436
(976)
(682)
7,778
7,778
—
(798)
(1,239)
(2,385)
(4,422)
36,845
29,074
10,892
12,844
(67)
12,205
(2,722)
1
(960)
(80)
31
(93)
—
—
878
(5)
278
(97)
—
—
—
—
(2,164)
(1,116)
(4,866)
(2,072)
786
(1,773)
(432)
(424)
(1,385)
221
(662)
(90)
1,224
149
(1,770)
(1,625)
8,382
1,054
26,981
26,219
—
51
(806)
27
(2,841)
(36)
(3,847)
591
(924)
3,056
(4,353)
(3,861)
(2,635)
1,198
958
23,826
23,316
22,516
22,650
1,310
666
(2,019)
(1,052)
(2,911)
(1,125)
(264)
(20)
98
519
519
—
(326)
(417)
—
(795)
(1,239)
(2,385)
(4,419)
(3)
—
—
(3)
—
—
(789)
(818)
106
(259)
(41)
2,132
(435)
(691)
—
—
(76)
5,094
(410)
84
(137)
(13)
122
(7)
(10)
12,838
4,723
92
951
13,881
(1,300)
(34)
3,389
13,230
3,389
651
(515)
(708)
—
—
(188)
—
—
—
—
(59)
2,234
(281)
4
(14)
—
(16)
—
(135)
1,792
(450)
(42)
1,300
1,300
—
(414)
—
—
(403)
—
(241)
306
(34)
3
—
—
(14)
—
—
261
(15)
(58)
188
173
15
(23)
—
(20)
(43)
526
510
16
—
—
—
—
—
(95)
431
(63)
180
(539)
(134)
(1,792)
(1,444)
94
(3,267)
5
981
(2,281)
(543)
(543)
—
—
—
—
—
—
—
(543)
—
—
(322)
—
—
(72)
—
(937)
(45)
—
(982)
(2,282)
(982)
1
—
—
(43)
(43)
—
—
—
—
—
—
(642)
(273)
(14)
45
—
36
(4)
(5)
(315)
—
—
(315)
(315)
—
—
—
—
—
—
(44)
2,085
(202)
178
(58)
(141)
30
(1)
—
1,891
(492)
(97)
1,302
659
643
(295)
—
(46)
(341)
(671)
(2,922)
88
—
(2)
(4,685)
—
(1,048)
(2,296)
7,771
—
—
(66)
1,864
(994)
—
(104)
2,811
(98)
—
(97)
853
277
(3)
(2,794)
(932)
(1,092)
(491)
565
67
59
36
2,589
(1,111)
(156)
(151)
(107)
(100)
—
(342)
2,847
(1,648)
—
135
3,549
447
43
4,039
4,039
—
414
—
—
(1,534)
(145)
762
(492)
240
510
(134)
644
(967)
(1,786)
(244)
(22)
20
(27)
(73)
741
(9)
(233)
499
499
—
(187)
(742)
—
(26)
30
(18)
(115)
1,498
9
(322)
1,185
1,185
—
(392)
(722)
(155)
(19)
28
(40)
(46)
214
(5)
(89)
120
120
—
(93)
(322)
—
2020
Revenue
Underground
Surface
Recycling
Cost of sales, before amortisation and
depreciation
Underground
Surface
Recycling
Net other cash costs2
Adjusted EBITDA
Amortisation and depreciation
Interest income
Finance expense
Share-based payments
Net other3
Non-underlying items4
Royalties and carbon tax
Profit before tax
Current taxation
Deferred taxation
Profit/(loss) for the year
Attributable to:
Owners of the parent
Non-controlling interest holders
Sustaining capital expenditure
Ore reserve development
Growth projects
Total capital expenditure
(5,194)
(2,197)
(743)
(1,223)
(188)
(414)
414
(2,997)
(929)
(1,269)
(415)
1
Corporate and reconciling items represent the items to reconcile segment data to consolidated financial statement totals. This does not
represent a separate segment as it does not generate mining revenue. Group corporate includes the Wheaton Stream transaction,
corporate transaction costs and corporate tax
2 Net other cash costs consist of service entity income, sundry income (refer note 8.2) and other costs as detailed in profit or loss, excluding
loss due to dilution of interest in joint operation (refer note 8.1). Lease payments (R148 million) are included in net other cash costs to
conform with the adjusted EBITDA reconciliation disclosed in note 28.10
3 Net other consists of loss on financial instruments, loss on foreign exchange differences, change in estimate of environmental rehabilitation
obligation, right of recovery receivable and payable (refer note 8.2) as detailed in profit or loss and the add back of the lease payment
referred to in footnote 2 above. Corporate and reconciling items net other includes the share of results of equity-accounted investees after
tax as detailed in profit or loss
4 Non-underlying items consists of gain on disposal of property, plant and equipment, impairments, loss on BTT early settlement, restructuring
costs, transaction costs, loss on settlement of US$ Convertible Bond, income on settlement of legal dispute (refer note 8.2), non-cash loss with
dilution of interest in joint operation (refer note 8.1) and occupational healthcare expense as detailed in profit or loss
Sibanye-Stillwater Annual Financial Report 2021
61
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Figures in million – SA rand
Group
operations Underground Recycling
Total US
PGM
Total SA
operations
Total SA
PGM
Rustenbur
g Marikana1
Platinum
Kroondal
Mile Mimosa
Corporate
and
reconcilin
g items2
Total SA
gold Driefontein
Kloof
Beatrix
Cooke
2019
Revenue
Underground
Surface
Recycling
Cost of sales, before amortisation and
depreciation
Underground
Surface
Recycling
Net other cash costs3
Adjusted EBITDA
Amortisation and depreciation
Interest income
Finance expense
Share-based payments
Net other4
Non-underlying items5
Royalties and carbon tax
Profit before tax
Current taxation
Deferred taxation
Profit/(loss) for the year
Attributable to:
Owners of the parent
Non-controlling interest holders
Sustaining capital expenditure
Ore reserve development
Growth projects
Total capital expenditure
(1,869)
14,956
(7,214)
560
(3,303)
(363)
(4,926)
(566)
(444)
(1,300)
(1,849)
3,582
433
62
371
(2,039)
(3,402)
(2,265)
(7,706)
145
(921)
(53)
8
(74)
—
4,110
(481)
1,436
5,065
5,065
—
(322)
(1,036)
(2,035)
(3,393)
72,925
51,528
6,876
14,521
26,864
12,343
—
14,521
12,343
12,343
—
—
14,521
—
—
14,521
46,223
39,347
6,876
—
27,579
26,617
962
—
10,499
9,901
598
—
11,188
11,125
63
—
5,591
5,591
—
—
301
—
301
—
2,343
2,343
—
—
(2,343)
(2,343)
—
—
18,644
12,730
5,914
—
3,303
3,301
2
—
6,809
5,553
1,256
—
3,798
3,577
221
—
828
21
807
—
(56,100)
(19,569)
(5,601)
(13,968)
(36,531)
(18,197)
(6,467)
(8,440)
(3,076)
(214)
(1,336)
1,336
(18,334)
(4,439)
(6,873)
(3,669)
(617)
(2,736)
(30,919)
(17,208)
(5,692)
(8,440)
(3,076)
—
(1,336)
1,336
(13,711)
(4,429)
(5,741)
(3,525)
(16)
—
(36,520)
(5,601)
(5,601)
(5,612)
—
—
—
—
(13,968)
(13,968)
— (13,968)
(4)
7,291
(4)
6,738
(2,286)
(2,286)
(5,612)
(989)
(775)
—
(1,865)
7,827
—
(585)
8,797
(4,928)
(1,919)
415
146
—
(156)
3,876
(914)
45
(2,071)
(704)
(1,408)
(310)
—
—
(4,934)
(1,513)
(11,382)
(123)
(444)
259
(358)
2
(296)
—
—
(300)
2,448
(500)
31
(282)
—
13
213
(54)
—
553
—
—
—
—
—
—
—
145
(921)
(53)
8
(74)
—
3,557
553
(4,568)
4,708
(10,077)
1,869
(1,368)
(1,305)
2,146
14
(780)
30
13
—
(3,790)
3,417
(10,827)
1,882
1,337
(322)
(1,036)
(2,035)
(3,393)
—
—
—
—
(4,161)
3,355
(10,827)
1,823
1,337
371
62
(1,717)
(1,202)
(2,366)
(1,030)
(230)
(15)
—
(316)
(501)
(2)
59
(660)
(529)
—
—
(213)
—
—
(4,313)
(2,247)
(819)
(1,189)
(213)
—
—
(103)
2,412
(495)
67
(147)
—
—
45
(8)
1,874
(536)
(1)
—
—
(8)
999
(219)
2
(22)
—
(27)
(77)
519
(136)
(6)
377
377
—
(343)
—
—
(214)
—
(25)
62
(5)
1
—
—
1
—
—
59
—
(16)
43
39
4
(13)
—
(13)
(26)
(4,623)
(10)
(1,132)
(144)
(601)
(2,736)
—
—
7
—
(1,280)
—
(197)
—
(153)
(217)
(1,000)
(970)
(1,333)
214
—
(3,009)
(920)
(1,201)
269
60
53
1,155
(1,367)
(243)
(243)
(141)
—
(180)
(51)
(640)
31
—
13
(112)
(31)
(931)
(13)
90
—
(569)
(358)
(15)
40
(74)
—
(114)
(7)
(4)
(532)
—
—
(137)
9,992
(3,421)
—
(310)
26
77
(382)
(86)
—
18
(170)
(17)
—
31
(35)
(34)
10,464
(9,276)
(2,605)
(1,646)
134
7
(63)
2,132
(23)
75
(5)
150
10,605
(7,207)
(2,553)
(1,501)
(854)
(532)
10,606
(7,516)
(2,553)
(1,501)
(854)
(532)
(1)
343
—
—
309
(515)
(1,336)
(215)
—
(163)
(513)
—
(676)
—
(238)
(590)
(109)
(937)
—
(71)
(233)
(2)
(306)
—
—
—
—
—
(343)
343
(2,066)
Corporate
and
reconciling
items2
Group
Corporate
and
reconciling
items2
285
278
7
—
—
—
—
—
(150)
135
(61)
21
(593)
(246)
(3,450)
(63)
—
(4,257)
47
1,947
(2,263)
(162)
(162)
—
—
—
—
—
—
—
(162)
—
—
(311)
—
—
(369)
—
(842)
—
—
(842)
(2,265)
(842)
2
—
—
(65)
(65)
—
—
—
—
—
DRD-
GOLD
3,621
—
3,621
—
—
(31)
854
(172)
64
(73)
(64)
81
5
—
695
(69)
(130)
496
189
307
(43)
—
(39)
(82)
1 The SA PGM operations’ results for the year ended 31 December 2019 include Marikana for the seven months since acquisition (refer to note
16.1)
2 Corporate and reconciling items represent the items to reconcile segment data to consolidated financial statement totals. This does not
represent a separate segment as it does not generate mining revenue. Group corporate includes the Wheaton Stream transaction and
corporate transaction costs.
3 Net other cash costs consist of other costs and other income as detailed in profit or loss, excluding change in estimate of environmental
rehabilitation obligation and right of recovery receivable and payable (refer note 8.1). Lease payments (R132 million) are included in net
other cash costs to conform with the adjusted EBITDA reconciliation disclosed in note 28.10
4 Net other consists of loss on financial instruments, gain on foreign exchange differences, change in estimate of environmental rehabilitation
obligation, right of recovery receivable and payable (refer note 8.1) as detailed in profit or loss and the add back of the lease payment
referred to in footnote 3 above. Corporate and reconciling items net other includes the share of results of equity-accounted investees after
tax as detailed in profit or loss
5 Non-underlying items consists of gain on disposal of property, plant and equipment, impairments, gain on acquisition, occupational
healthcare expense, restructuring costs and transaction costs as detailed in profit or loss
Sibanye-Stillwater Annual Financial Report 2021
62
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
3. Revenue
Significant accounting judgements and estimates
Revenue from PGM mining activities
The determination of PGM concentrate sales revenue from the time of initial recognition of the sale on a provisional basis
through to final pricing requires management to continuously re-estimate the fair value of the price adjustment features.
Management determines this with reference to estimated forward prices using consensus forecasts.
Accounting policy
Revenue from mining activities
Revenue from gold sales is measured and recognised based on the consideration specified in a contract with a customer.
The Group recognises revenue from gold sales when the customer obtains control of the gold. These criteria are typically
met when the gold is credited to the customer’s bullion account by Rand Refinery Proprietary Limited (Rand Refinery). The
transaction price is determined based on the agreed upon market price and number of ounces delivered.
Revenue from PGM concentrate and metal sales is recognised when the buyer, pursuant to a sales contract, obtains
control of the mined product which is typically upon delivery. The sales price is determined on a provisional basis at the date
of delivery. Adjustments to the selling price occur based on changes in the metal content quantities and penalties, which
represents variable transaction price components, as well as changes in the metal market price up to the date of final
pricing. Final pricing is based on the monthly average market price in the month of settlement. For PGM metal sales, pricing
is finalised within the month of sale. For PGM concentrate sales, the period between provisional invoicing and final pricing is
typically between one and four months. Revenue on provisionally priced sales is initially recognised at the amount of
consideration that the Group expects to be entitled to.
The revenue adjustment mechanism relating to changes in metal market prices, embedded within provisionally priced PGM
concentrate sale arrangements, has the characteristics of a commodity derivative. Accordingly, the fair value of the final
sales price adjustment is re- estimated continuously and changes in fair value are recognised as an adjustment to revenue
in profit or loss and trade receivables in the statement of financial position. In all cases, fair value is determined with
reference to estimated forward prices using consensus forecasts. Revenue arising from these price adjustments is disclosed
separately from revenue from contracts with customers.
Revenue from PGM recycling consists of the sales of recycled palladium, platinum and rhodium derived from spent
catalytic material and is recognised when control is transferred, which is when metal is transferred from the Group’s metal
account to the 3rd party’s metal account. Revenue from PGM recycling also includes revenue from toll processing, which is
recognised at the time the returnable metals are returned to the supplier at a third party refinery.
Wheaton streaming revenue
In 2018, Wheaton Precious Metals International Limited (Wheaton International) and the Group entered into a streaming
transaction. 100% of refined mined gold and 4.5% of refined mined palladium from the Stillwater Mining Company
(Stillwater) operations will be delivered to Wheaton International over the life-of-mine of the US PGM operations. Each
ounce is identified as a separate performance obligation.
In exchange for this, Wheaton International paid the Group R6,555 million (US$500 million) on 25 July 2018. In addition to the
advance payment, Wheaton International currently pays the Group 18% cash based on the value of gold and palladium
deliveries each month (refer to note 32 for additional detail on the monthly cash percentage). The contract will be settled
by the Group delivering metal credits to Wheaton International representing underlying refined, mined gold and palladium.
The transaction price, being the advance payment and the cash payment to be received, is recognised as revenue each
month when the metal credit is allocated to the appropriate Wheaton International account. It is from this date that
Wheaton International has effectively accepted the metal, has physical control of the metal and has the risk and reward of
the metal (i.e. control has transferred).
Revenue will be recognised over the life-of-mine of the US PGM operations in line with the timing of control transfer
discussed above. To the extent that the life-of-mine changes or other key inputs are changed (refer note 32), these changes
are recognised prospectively as a cumulative catch-up in revenue in the year that the change occurs.
BTT streaming revenue
Lonmin entered into a metal streaming transaction in 2016 to deliver between 23% - 38% of 6E PGM from its BTT project
based on a weighted 6E PGM basket price. Lonmin received $50 million upfront, which was recognised as deferred
revenue. Lonmin received between $106 and $280 per ounce of 6E PGM metals based on basket price of 6E PGM for each
ounce delivered. The performance obligations under the contract were to be satisfied through delivery of the 6E PGM
metals ounces.
At the acquisition of Lonmin (2019), the Group accounted for the deferred revenue at fair value of R628 million under IFRS 3,
including a significant financing component.
Sibanye-Stillwater Annual Financial Report 2021
63
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
The transaction price under IFRS 15 Revenue from Contracts with Customers (IFRS 15), being the advance payment and
further cash payments received, were recognised as revenue when the metal ounces were delivered and Lonmin no longer
had physical control of the metal, which is also when the risk and rewards were transferred (i.e. control has transferred).
Revenue was recognised over the life of the bulk tailing re-treatment project operations based on the ounces delivered. To
the extent that the life of project changed or other key inputs changed (refer note 32), these changes were recognised
prospectively as a cumulative catch-up in revenue in the year that the change occurred.
The BTT project was early cash-settled by the Group during March 2020 (refer note 32).
Other forward sale and prepayment transactions
The Group also enters into other forward sale or prepayment transactions with counterparties in which a cash payment is
received in advance for future delivery of gold and PGM ounces to the relevant counterparty. Each ounce is identified as a
separate performance obligation.
The transaction price under IFRS 15, being the advance payment and further cash payments received, is recognised as
revenue when the metal ounces are delivered or credited to the customer’s account and Sibanye-Stillwater no longer has
physical control of the metal, which is also when the risk and rewards are transferred (i.e. control has transferred).
The Group’s sources of revenue are:
Figures in million – SA rand
Gold mining activities
PGM mining activities1
Recycling activities
Stream1
Toll treatment arrangement2
Total revenue from contracts with customers
Adjustments relating to sales of PGM concentrate3
Total revenue
2021
28,358
102,099
40,710
625
521
2020
27,869
72,469
25,296
539
—
172,313
126,173
(119)
1,219
172,194
127,392
2019
18,644
38,418
14,521
541
—
72,124
801
72,925
1 The difference between revenue from PGM mining activities above and total revenue from PGM mining activities per the segment report
relates to the separate disclosure of revenue from the gold and palladium streaming arrangement with Wheaton International (Wheaton
Stream) in the above as well as the separate disclosure of revenue related to adjustments on the sales of PGM concentrate. Revenue
relating to the Wheaton Stream is incorporated in the Group corporate segment as described in the segment report (refer note 2)
2 This relates to revenue recognised in respect of a toll treatment arrangement entered into by Marikana (refer note 32)
3 These adjustments relate to provisional pricing arrangements resulting in subsequent changes to the amount of revenue recognised
Revenue per geographical region of the relevant operations:
Figures in million – SA rand
Southern Africa
United States1
Total revenue
2021
113,512
58,682
2020
82,781
44,611
172,194
127,392
2019
46,223
26,702
72,925
1 The difference between revenue generated by operations in the US and the revenue in the US PGM operations segment relates to the
Wheaton Stream
Sibanye-Stillwater Annual Financial Report 2021
64
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Percentage of revenue per segment based on the geographical location of customers purchasing from the Group:
Gold
PGM
Sibanye-Stillwater Annual Financial Report 2021
65
202133%67%SAUK202036%64%SAUK201960%34%6%SAUKOther14%16%54%16%SAUKUSAOther11%18%54%17%SAUKUSAOther1%28%55%16%SAUKUSAOther
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Revenue generated per product:
Figures in million – SA rand
Gold
PGMs1
Platinum
Palladium
Rhodium
Iridium
Ruthenium
Chrome
Other2
Total revenue
2021
29,533
137,958
21,238
52,859
59,828
2,694
1,339
2,259
2,444
2020
28,930
95,573
17,054
47,281
29,865
815
558
1,573
1,316
2019
18,882
51,505
13,013
28,031
9,338
650
473
1,749
789
172,194
127,392
72,925
1 In line with Sibanye-Stillwater’s mine-to-market PGM strategy and according to the processing agreements entered into, the processing
arrangement for SRPM production changed from a purchase of concentrate arrangement to a Toll processing arrangement from 1 January
2019
2 Other primarily includes revenue from nickel, silver, cobalt and copper sales. For the year ended 31 December 2021, revenue from the
Marikana toll treatment arrangement of R521 million is included (refer note 32)
Major customers
During 2021, total revenue from customers A, B and C, which is reported in the Group’s US PGM and SA PGM operating
segments, amounted to approximately R52,128 million, R29,160 million and R28,056 million, respectively. During 2020, total
revenue from customers A and B, which is reported in the Group’s US PGM and SA PGM operating segments, amounted to
approximately R49,455 million and R15,234 million, respectively. During 2019, total revenue from a single customer which is
reported in the Group’s US PGM and SA PGM operating segments, amounted to approximately R30,598 million.
Market risk
Foreign currency sensitivity
The US PGM operations’ revenue (and expenses) are translated from its functional currency (US dollars) to the Group’s
presentation currency (SA rand) and, therefore, the Group’s “presentation currency” earnings are sensitive to changes in the
exchange rate. A one percentage point change in the SA rand average exchange rate for the year ended 31 December
2021 of R14.79/US$ would have changed profit for the year by approximately R75 million.
Sibanye-Stillwater Annual Financial Report 2021
66
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
4. Cost of sales
Accounting policy
Cost of sales include all costs generally associated with the production of inventory whereas other costs are disclosed
separately or included in other costs. The carrying amount of metal inventory is recognised in cost of sales when the related
sale is recognised. The cost of consumable stores is included in cost of sales when consumed. The accounting policy relating
to inventory is included in note 23 and amortisation and depreciation in note 14 and note 15.
The following accounting policies relate to employee costs that are included in cost of sales:
Short-term employee benefits
Short-term employee benefits are expensed as the related service is provided. A liability is recognised for the amount
expected to be paid if the Group has a present legal or constructive obligation to pay this amount as a result of past
service provided by the employee and the obligation can be reliably estimated.
Pension and provident funds
The Group operates a defined contribution retirement plan and contributes to a number of industry-based defined
contribution retirement plans. The retirement plans are funded by payments from employees and Group companies.
Contributions to defined contribution funds are expensed as incurred.
Figures in million – SA rand
Salaries and wages
Consumable stores
Utilities
Mine contracts
Recycling1
Other
Ore reserve development costs capitalised
Cost of sales, before amortisation and depreciation
Amortisation and depreciation
Total cost of sales
Notes
2021
2020
2019
23
(26,214)
(18,847)
(8,099)
(5,193)
(23,850)
(16,404)
(6,801)
(3,790)
(21,216)
(12,784)
(6,089)
(3,566)
(39,220)
(24,418)
(13,968)
(8,975)
5,535
(4,663)
4,150
(1,879)
3,402
(101,013)
(75,776)
(56,100)
14,15
(8,293)
(7,593)
(7,214)
(109,306)
(83,369)
(63,314)
1 Recycling cost consists of cost relating to the purchasing of spent catalytic material and the cost incurred to convert the spent catalytic
material into finished PGMs
The SA region employees are members of various defined contribution retirement plans. The cost of providing retirement
benefits for the year amounted to R1,520 million (2020: R1,351 million and 2019: R1,234 million).
5. Interest income and finance expense
Accounting policy
Interest income comprises interest income on cash deposits, rehabilitation obligation funds and the right of recovery asset.
Interest income is recognised using the effective interest method.
Finance expense comprises interest on borrowings, lease liabilities, environmental rehabilitation obligation, occupational
healthcare obligation, deferred payment, dissenting shareholder liability, deferred revenue, deferred consideration and the
Marikana dividend obligation and is offset by borrowing costs capitalised on qualifying assets where applicable.
Interest payable on borrowings is recognised in profit or loss over the term of the borrowings using the effective interest
method. Cash flows from interest paid are classified under operating activities in the statement of cash flows.
Sibanye-Stillwater Annual Financial Report 2021
67
Interest received on rehabilitation obligation funds
21
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
5.1 Interest income
Figures in million – SA rand
Interest received on cash deposits
Interest on right of recovery asset
Other
Total interest income
5.2 Finance expense
Figures in million – SA rand
Interest charge on:
Borrowings (interest)
Borrowings (accrued interest and unwinding of amortised cost)
Lease liabilities
Environmental rehabilitation obligation
Occupational healthcare obligation
Deferred Payment (related to the Rustenburg operation acquisition)
Dissenting shareholders
Deferred revenue1
Deferred consideration (related to Pandora acquisition)
Marikana dividend obligation
Other
Total finance expense
Note
2021
2020
2019
948
174
32
48
714
245
16
90
1,202
1,065
264
265
16
15
560
Notes
2021
2020
2019
28
29
30
31
22.2
32
22.2
22.2
(801)
(302)
(29)
(615)
(77)
(158)
—
(309)
(54)
(87)
(64)
(1,290)
(1,445)
(394)
(34)
(684)
(96)
(187)
—
(349)
(49)
—
(69)
(374)
(34)
(579)
(116)
(179)
(21)
(352)
(41)
—
(162)
(3,303)
(2,496)
(3,152)
1 For the year ended 31 December 2021, interest expense includes non-cash interest of R309 million (2020: R322 million, 2019: R311 million)
relating to the Wheaton Stream. In addition, interest expense for the year ended 31 December 2020 includes non-cash interest of R13 million
(2019: R41 million) relating to the BTT project. Although there is no cash financing cost related to this arrangement, IFRS 15 requires the Group
to recognise a notional financing charge due to the significant time delay between receiving the upfront streaming payment and satisfying
the related performance obligations. A discount rate of 4.6% and 5.2% was used for the Wheaton palladium and gold stream respectively
and 11.5% was used for the BTT stream in determining the finance costs to be recognised as part of the streaming transactions entered into.
For the year ended 31 December 2020, interest expense also includes R14 million non-cash interest relating to the platinum forward sale
entered into by WPL on 3 March 2020
Sibanye-Stillwater Annual Financial Report 2021
68
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
6. Share-based payments
Significant accounting judgements and estimates
For cash-settled share-based payment instruments issued to B-BBEE shareholders, the measurement of the share-based
payment obligations depend on various key inputs. These include estimates of future cash flows, which depend on inputs
such as production profiles, future metal prices, exchange rates, loan repayments as well as estimates of appropriate
discount rates. Changes in key inputs may result in changes in the recognised share-based payment obligations and are
therefore regarded as significant judgements and estimates.
Accounting policy
Equity-settled share-based payments
The Group operates equity-settled compensation plans in which certain employees of the Group participate. The fair value
of the equity-settled instruments is measured by reference to the fair value of the relevant equity instruments granted, taking
into account the terms and conditions upon which those equity-settled instruments were granted. The fair value of equity-
settled instruments granted is estimated using appropriate valuation models and appropriate assumptions at the grant
date. Service and non-market performance conditions are not taken into account when estimating the fair value of the
equity-settled instruments at grant date. Market conditions are taken into account in determining the fair value at grant
date.
The grant date fair value of the equity-settled instruments is recognised as share-based payment expenses over the vesting
period based on the Group’s estimate of the number of instruments that will eventually vest, with a corresponding increase
in the share-based payment reserve. Vesting assumptions for service and non-market performance conditions are reviewed
at each reporting date to ensure they reflect current expectations.
Cash-settled share-based payments
The Group also operates cash-settled compensation plans in which certain employees of the Group participate. These
awards entitle the participants to cash payments based on a relevant share price. The fair value of the cash-settled
instruments is measured by reference to the fair value of the underlying shares using appropriate valuation models and
assumptions, taking into account the terms and conditions upon which the instruments were granted.
The grant date fair value of the cash-settled instruments is recognised as share-based payment expenses over the vesting
period based on the Group’s estimate of the number of instruments that will eventually vest, with a corresponding increase
in the share-based payment obligation. At each reporting date, the obligation is remeasured to the fair value of the
instruments, to reflect the potential outflow of cash resources to settle the liability, with a corresponding adjustment to the
share-based payment expense. Vesting assumptions for service and non-market performance conditions are reviewed at
each reporting date to ensure they reflect current expectations.
The Group also issued cash-settled instruments to B-BBEE shareholders in terms of the Rustenburg operation B-BBEE
transaction (refer note 6.5) and the Marikana B-BBEE transaction (refer note 6.6). The fair value of these instruments are
determined using appropriate valuation models and assumptions, taking into account the terms and conditions upon which
the instruments were granted. At each reporting date, the obligation is remeasured to the fair value of the instruments, to
reflect the potential outflow of cash resources to settle the liability. There are no vesting conditions and fair value changes
are recognised as part of gains or losses on financial instruments in profit or loss.
Modifications to share-based payment schemes
Where the terms of an equity-settled or a cash-settled award are modified, the originally determined expense is recognised
as if the terms had not been modified. In addition, an expense is recognised for any modification, which increases the total
fair value of the share-based payment arrangement, or is otherwise beneficial to the participant as measured at the date
of the modification.
6.1 Equity-settled share-based payments - Sibanye-Stillwater
On 21 November 2012, the shareholders of Sibanye-Stillwater approved the adoption of the Sibanye Gold Limited (SGL) 2013
share plan (2013 Share Plan) with effect from the date of the listing of SGL. The 2013 Share Plan provided for two methods of
participation, namely Bonus Shares and Performance Shares. This plan sought to attract, retain, motivate and reward
participating employees on a basis which seeks to align the interest of such employees with those of the shareholders. On 23
May 2017, the shareholders of Sibanye-Stillwater approved the adoption of the Sibanye-Stillwater 2017 share plan (2017 Share
Plan) on essentially similar terms to the previous 2013 Share Plan. At the annual general meeting on 30 May 2018, the directors
of Sibanye-Stillwater were authorised to issue and allot all or any of such shares required for the 2017 Share Plan, up to a
maximum not exceeding 86,748,850 shares. Under the 2017 Share Plan, an individual participant’s awards were limited to an
aggregate 8,674,885 shares. From the implementation of a scheme of arrangement (refer note 26), any awards vesting under
the equity-settled share plans are settled in the Company’s shares. The 2017 Share Plan was replaced by the 2020 cash-settled
plan (2020 Share Plan) for all awards issued from March 2020 (refer note 6.3).
Sibanye-Stillwater Annual Financial Report 2021
69
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Bonus Shares - as part of the short-term incentive
The Remuneration Committee makes an annual award of Bonus Shares to eligible participants as a share-based component
of the short-term incentive scheme, with the last awards granted in 2019.
The total annual bonus was determined by reference to the actual performance ratings of individuals against predetermined
targets for the preceding cycle and comprised of cash plus the face value of restricted Bonus Shares in the ratio of 60:40.
In other words, 40% of the annual bonus was awarded using the Company’s shares as the “currency”, as opposed to cash,
access to which is deferred. As such, the Bonus Shares vest in two equal tranches, nine months and 18 months after the award
date. Except for the right to dispose of the shares, participants have full shareholder rights in the unvested Bonus Shares during
the restricted period, including the right to receive dividends.
The number of shares awarded is determined by dividing the face value of the Bonus Shares portion of the annual bonus by
the volume-weighted average price (VWAP) of the Company’s shares over the three days immediately prior to the award
date.
Performance Shares - for the long-term incentive
The Remuneration Committee made an annual award of Performance Shares to eligible participants as part of its long-term
incentive scheme. The last of these awards were granted in 2019. The number of Performance Shares awarded to an
employee was based on the employee’s annual guaranteed pay and job grade combined with a factor related to the
employee’s assessed performance rating for the prior year and using the relevant share price calculation (as for the Bonus
Shares) at the award date, with ultimate vesting of those awards subject to performance conditions as approved by the
Remuneration Committee.
With effect from March 2016, in respect of the award of Performance Shares at that time and at any time thereafter (subject
to any future agreed changes), an updated methodology was approved by the Remuneration Committee regarding the
performance conditions applicable to the determination of the amount of Performance Shares that will vest at the end of the
vesting period (which is three years from the date of the award).
Essentially, the number of shares that vest depends on the extent to which Sibanye-Stillwater has performed over the
intervening three year period relative to two performance criteria, Total Shareholder Return (TSR) and Return on Capital
Employed (ROCE). These are among the most widely acceptable vesting performance measures suited to aligning the
outcome of long-term share incentive awards with shareholders’ interests.
In addition, at the sole discretion of the Remuneration Committee, up to 20% of the determined number of vesting shares
using the two performance criteria is liable to forfeiture in the event of any extreme environmental, social, and governance
(ESG) incidents occurring during the vesting period.
The number of the Performance Shares awarded that will finally vest three years after the award will range between 0% and
100% dependent on the extent to which the two performance criteria have been met and whether the Remuneration
Committee has applied its further discretion to reduce the award on the basis mentioned above.
The details of these two performance conditions are provided below.
Total Shareholder Return (TSR) - 70% Weighting
TSR has been widely recognised as an appropriate indicator of shareholder value creation. It is used extensively internationally
and increasingly in South Africa, sometimes as a single metric but most often as one of two or three weighted performance
metrics. In some company share plans, an absolute target is set, but more often it is referenced in relation to the company’s
share price relative to those of a group of peers or ‘comparator companies’.
In Sibanye-Stillwater’s case, the TSR element is measured against a benchmark of eight peer group mining and resource
companies that can be deemed to collectively represent an alternative investment portfolio for Sibanye-Stillwater’s
shareholders (Peer Group). The Peer Group comprises similar market capitalisation companies that are reflective of the
expected positioning of Sibanye-Stillwater over the medium term as a value driven multi-commodity resources company with
a specific focus on gold and platinum.
Sibanye-Stillwater Annual Financial Report 2021
70
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
The Peer Group is set out in the table below.
Peer group companies for TSR comparison
AngloGold Ashanti Limited
Anglo American Platinum Limited
Gold Fields Limited
Impala Platinum Holdings Limited
Northam Platinum Limited
Exxaro Resources Limited
Harmony Gold Mining Company Limited
African Rainbow Minerals Limited
Sibanye-Stillwater’s TSR over the vesting period is compared with the Peer Group TSR curve constructed on a market
capitalisation weighted basis. The annualised TSR over the vesting period (TSRANN) is determined for each of the companies
in the Peer Group. The Peer Group companies are sorted from lowest to highest TSRANN. The average market capitalisation
based on daily closing price is determined for each company, and each peer company is assigned its proportion of the
overall average market capitalisation of the Peer Group. The peer company TSR curve is plotted at the midpoint of each
company’s percentage of Peer Group market capitalisation on a cumulative basis above the worse performing companies in
the Peer Group. In the event that one or more of the peer companies become ineligible for comparison, a peer company
curve based on the companies remaining in the Peer Group is utilised.
The cumulative position of Sibanye-Stillwater’s TSRANN is then mapped onto the TSR curve for the Peer Group to determine the
percentile at which Sibanye-Stillwater performed over the vesting period. The performance curve governing vesting is set out
in the table below with linear interpolation applied between the indicated levels.
TSR element of performance conditions
Percentile on peer group TSR curve
0%
10%
20%
30%
40%
50%
60%
70%
80%
90%
100%
% vesting
0%
0%
0%
5%
20%
35%
55%
75%
90%
100%
100%
Return On Capital Employed (ROCE) - 30% Weighting
ROCE is a profitability metric that measures how efficiently a company generates profits from its capital employed. There is an
increased focus on measuring the returns earned by businesses on the capital deployed by shareholders over and above the
steady low risk returns typically available on financial markets.
For Sibanye-Stillwater, ROCE is evaluated against the company’s cost of equity (Ke). A minimum threshold on the
performance scale for ROCE is set as equalling the cost of equity, Ke, which would lead to the ROCE element contributing 0%
towards the performance condition. Delivering a return that exceeds Ke by 6% or more would be regarded as a superior
return representing the maximum 100% on the performance scale and full vesting in respect of the ROCE element. The
performance curve governing vesting is set out in the table below, with linear interpolation between the indicated levels.
ROCE element of performance condition
Annual ROCE
≤Ke
Ke + 1%
Ke + 2%
Ke + 3%
Ke + 4%
Ke + 5%
Ke + 6%
Sibanye-Stillwater Annual Financial Report 2021
71
% vesting
0%
16.7%
33.3%
50.0%
66.7%
83.3%
100.0%
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
The overall vesting is determined by applying the TSR performance condition to 70% of awarded shares element and the
ROCE performance condition to 30% of awarded shares – plus any further discretionary reduction in the award based on the
Remuneration Committee’s judgement regarding ESG issues mentioned above.
Valuation model and inputs
A Monte Carlo Simulation model was used to value equity-settled share-based payment awards. The inputs to the valuation
model for share awards granted were as follows:
Performance
shares
2020
n/a
2021
MONTE CARLO SIMULATION
n/a Weighted average historical volatility (based
on a statistical analysis of the share price on
a weighted moving average basis for the
expected term of the option) %
Bonus
shares
2021
n/a
2020
n/a
2019
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
Expected term (years)
Expected term (months)
Expected dividend yield %
Weighted average three-year risk-free
interest rate (based on SA interest rates) %
Weighted average fair value
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
9 - 18
0.00
7.06 / 7.07
15.58
2019
54.82
3
n/a
1.22
7.19
11.17
Share awards granted, exercised and forfeited under the 2017 Share Plan
Performance
shares
Bonus
shares
2019
2020
2021
Number of instruments
2021
2020
2019
48,535,348
68,236,442
62,597,425
Outstanding at beginning of the year
— 2,582,489
3,269,210
30,512,439
—
—
Granted during the year
— (1,005,668)
(32,299,213)
(10,811,345)
(4,633,349)
(5,098,696)
Vested
Forfeited
68,236,442
62,597,425
25,199,516
Outstanding at end of the year
Movement during the year:
—
— 3,994,507
— (2,541,680)
(5,823,174)
—
—
(40,809)
1,141,946
— 2,582,489
Share awards granted, exercised and forfeited under the 2013 Share Plan
Performance
shares
Bonus
shares
2019
2020
2021
Number of instruments
2021
2020
2019
15,215,982
11,157,460
—
—
(467,017)
(5,055,647)
(3,591,505)
(6,101,813)
11,157,460
—
—
—
—
—
—
Outstanding at beginning of the year
Movement during the year:
Granted during the year
Vested
Forfeited
Outstanding at end of the year
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
Sibanye-Stillwater Annual Financial Report 2021
72
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Directors' and prescribed officers' equity-settled instruments
The directors and prescribed officers of Sibanye-Stillwater held the following equity-settled instruments in the above 2017 Share
Plan and 2013 Share Plan at 31 December 2021:
Instruments
granted
2020¹
Number of
instruments
Number of
instruments
Equity-settled instruments vested
during the year
Share
proceeds
(rand)2
Average
price
Number of
instruments
Instruments
forfeited
2021
Number of
instruments
Number of
instruments
Executive directors
Neal Froneman3
Charl Keyter
Prescribed officers4
Dawie Mostert
Themba Nkosi
Richard Stewart
Robert van Niekerk
7,367,415
3,537,172
1,806,597
1,545,938
2,092,644
2,977,711
— 4,002,071
66.04 264,277,984
438,753
2,926,591
— 2,037,730
62.99 128,348,469
223,401
1,276,041
—
—
989,754
795,975
62.99
62,340,634
108,510
62.99
50,135,281
87,265
— 1,135,892
62.99
71,545,294
124,531
708,333
662,698
832,221
— 1,633,445
62.99 102,884,170
175,258
1,169,008
1 Prior to the implementation of a scheme of arrangement (refer note 26), the share awards were issued and settled by SGL. From 24 February
2020, all share awards are settled by the Company. No new equity-settled instruments were issued since 2019
2 Amounts represent earnings taxable in the hands of the participants. These were calculated by taking vesting date closing share prices of
the Company multiplied by the number of vested units
3 Numbers include American Depositary Receipts (ADRs) and JSE listed shares and as a result of the dual service contract
4 In 2021, Sibanye-Stillwater introduced a new executive level of management (referred to as the C-suite). Therefore from 2021, only C-suite
members are disclosed as prescribed officers of Sibanye-Stillwater. In 2020, the following individuals were also disclosed as prescribed officers:
• Chris Bateman - 827,604 number of instruments at 31 December 2020 (ceased performing an Executive Vice President (EVP) role on 6
September 2020)
• Shadwick Bessit - 1,319,721 number of instruments at 31 December 2020 (ceased performing an EVP role on 16 January 2021)
• Wayne Robinson - 1,848,201 number of instruments at 31 December 2020 (not a C-suite member)
Sibanye-Stillwater Annual Financial Report 2021
73
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
6.2 Equity-settled share-based payments - DRDGOLD
On 2 December 2019, the shareholders of DRDGOLD approved a new equity-settled long-term incentive scheme (New
DRDGOLD LTI Scheme) to replace the cash-settled long-term incentive scheme established in November 2015. Under the New
DRDGOLD LTI Scheme, qualifying employees are awarded conditional shares on an annual basis, comprising performance
shares (80% of the total conditional shares awarded) and retention shares (20% of the total conditional shares awarded).
Conditional shares will vest 3 years after grant date and will be settled in the form of DRDGOLD shares at a zero-exercise price.
The first grant was made on 2 December 2019. 50% of the grant vested on 2 December 2021 and the remaining 50% will vest
on the 3rd anniversary of the grant. The second and third grants under the New DRDGOLD LTI Scheme were made on 22
October 2020 and 20 October 2021 and will vest on their respective 3rd anniversaries, depending on performance conditions
having been met.
The key conditions are as follows:
• Retention shares: 100% of the retention shares will vest if the employee remains in the employ of DRDGOLD at vesting date
and individual performance criteria are met.
• Performance shares: Vesting is dependent on a total shareholder return measure referencing DRDGOLD’s weighted
average cost of capital and considering a peer group of companies.
6.3 Cash-settled share-based payments - Sibanye-Stillwater
2020 Share Plan and 2021 Revised Share Plan
With effect from the March 2020 remuneration cycle, long-term incentive awards are made on a cash-settled basis rather
than equity- settled. This includes awards of both Forfeitable Share Units (FSUs) and Conditional Share Units (CSUs) (previously
referred to as Bonus Shares and Performance Shares awards under the equity-settled schemes).
Apart from the change in manner of settlement to cash, the terms and conditions of 2020 Share Plan are the same as the 2017
Share Plan. The FSUs have the same terms as the previous Bonus Shares and CSUs have the same terms as the previous
Performance Shares. The value of the cash settlement is therefore the same as the value of the shares that would have vested
according to the rules in previous arrangements. Existing unvested equity-settled awards under the 2017 Share Plan remain
unchanged and will be settled in the Company’s shares to the extent that they vest.
Revisions were introduced to cash-settled awards from the March 2021 remuneration cycle for new awards granted (2021
Revised Share Plan). The 2021 Revised Share Plan is similar to the 2020 Share Plan as it remains cash-settled, consists of FSU and
CSU awards and contain the same service conditions as the 2020 Share Plan. However, key revisions include updated peer
companies, changes in the assessment of the total shareholders’ return (TSR) performance condition, introduction of an
Environmental, Social and Governance (ESG) performance condition and a change from return on capital employed (ROCE)
to a return on invested capital (ROIC) performance condition. The weighting of the performance conditions for the TSR, ESG
and ROIC measures are 50%, 20% and 30% respectively. The performance conditions also have super-stretch targets that
could result in vesting of up to 250% of the relevant weighting if the target is achieved.
The key terms of each performance condition relating to the 2021 Revised Share Plan are as follows:
• TSR: The performance condition is similar to the 2020 Share Plan, except that it is measured on a weighted average basis
following an index-like approach. Both platinum and gold companies are included in the peer group and performance is
measured over the three year measurement period. In selecting the appropriate peer companies, factors such as market
capitalisation, geographical exposure, listing on multiple exchanges as well as gold and platinum commodity exposure
were taken into account.
• ROIC: Like ROCE, ROIC is a capital efficiency measure which calculates how efficiently the Group allocates its controllable
capital to profitable investments. It provides an indication of the Group’s quality of earnings with reference to the risk
categorisation of its underlying asset portfolio. ROIC will be calculated on an annualised basis over the three year vesting
period as net operating profit after tax divided by invested capital, which is defined as total assets less current liabilities less
cash.
• ESG: Performance will be assessed over the three year performance period using an ESG scorecard, applicable to each
year of the performance period. The performance condition on vesting will be determined as the average performance
over the three years.
Sibanye-Stillwater Annual Financial Report 2021
74
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
The peer companies under the 2021 Revised Share Plan that relate to the TSR performance condition are as follows:
Peer group companies for TSR comparison
AngloGold Ashanti Limited
Anglo American Platinum Limited
Gold Fields Limited
Impala Platinum Holdings Limited
Northam Platinum Limited
Fresnilo Plc
Harmony Gold Mining Company Limited
Kinross Gold Corporation
At each reporting date, on vesting date and on settlement date, the liability for the cash payment relating to the FSUs and
CSUs awarded is measured/ remeasured at fair value. Similar to the equity-settled schemes, fair value is determined using a
Monte Carlo Simulation model, with key inputs including the Company’s share price, risk free rate, dividend yield and volatility.
Awards granted, exercised and forfeited under the 2020 Share Plan
Conditional
Share Units
2019
—
2020
2021
Number of units
— 15,319,984
Outstanding at beginning of the year
Movement during the year:
— 16,199,788
10,814
Granted during the year
—
(10,891)
(351,069)
— (868,913)
(1,225,520)
Vested
Forfeited
— 15,319,984
13,754,209
Outstanding at end of the year
Forfeitable
Share Units
2021
950,220
2020
—
125,693
1,985,819
(997,390)
(965,294)
(24,655)
53,868
(70,305)
950,220
2019
—
—
—
—
—
Awards granted, exercised and forfeited under the 2021 Revised Share Plan
Conditional
Share Units
2019
—
—
—
—
—
2020
—
2021
—
Number of units
Outstanding at beginning of the year
— 3,672,565
—
—
— (227,078)
— 3,445,487
Movement during the year:
Granted during the year
Vested
Forfeited
Outstanding at end of the year
2021
—
1,510,599
(722,474)
(91,811)
696,314
Forfeitable
Share Units
2020
2019
—
—
—
—
—
—
—
—
—
—
Valuation model and inputs
A Monte Carlo Simulation model was used to value cash-settled share-based payment awards. The inputs to the valuation
model for share awards granted were as follows:
Conditional
Share Units
Forfeitable
Share Units
2019
2020
2021
MONTE CARLO SIMULATION
2021
2020
2019
-
-
-
-
-
70.10
3
36
7.82
3.62
44.29 -
68.56
1 - 3
14 - 36
4.62 - 8.99
4.81 - 5.68
Weighted average historical volatility (based
on a statistical analysis of the share price on a
weighted moving average basis for the
expected term of the option) %
Expected term (years)
Expected term (months)
n/a
n/a
9 - 18
n/a
n/a
9 - 18
Expected dividend yield (USA/SA) %
27.67/6.39
12.92/6.66
Risk-free interest rate (USA/SA) %
0.56/4.35
0.14/3.40
-
R60.00
R49.10 Weighted average share price (ADR/JSE)
US$12.54/
R49.10
US$15.89/
R60
-
40.38
29.95
Weighted average fair value (SA rand)
53.14
67.72
-
-
-
-
-
-
-
Sibanye-Stillwater Annual Financial Report 2021
75
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Directors' and prescribed officers’ cash-settled instruments
The directors and prescribed officers of Sibanye-Stillwater held the following cash-settled instruments in the above 2020 Share
Plan and 2021 Revised Share Plan as at 31 December 2021:
Instruments
granted
Cash-settled instruments vested during
the year
Instruments
forfeited
2020
2021
Number of
instruments
Number of
instruments
Number of
instruments
Average
price
Cash proceeds
(rand)¹
Number of
instruments
Number of
instruments
1,633,633
729,148
468,784
233,594
162,869
78,423
405,098
326,499
407,957
138,895
148,362
655,174
118,646
94,611
165,783
173,081
72,267
186,830
44,056
38,113
44,285
75,421
8,922
69,455
54.20
53.91
53.91
53.90
53.92
55.32
50.11
54.03
8,827,342
4,227,681
2,375,175
2,054,441
2,387,830
4,171,990
447,095
3,752,841
— 1,939,548
—
—
—
—
—
—
—
884,319
479,688
382,997
529,455
236,555
211,707
772,549
Executive directors
Neal Froneman2
Charl Keyter
Prescribed officers3
Dawie Mostert
Themba Nkosi
Richard Stewart
Laurent Charbonnier
Lerato Legong
Robert van Niekerk
1 Amounts represents pre-tax earnings paid to participants. For South African participants, these amounts were calculated by taking the
Company’s VWAP share price on vesting date multiplied by the number of vested units
2 Numbers include ADRs and JSE listed shares as a result of the dual service contract
3 In 2021, Sibanye-Stillwater introduced a new executive level of management (referred to as the C-suite). Therefore from 2021, only C-suite
members are disclosed as prescribed officers of Sibanye-Stillwater. In 2020, the following individuals were also disclosed as prescribed officers:
• Chris Bateman - 34,920 number of instruments at 31 December 2020 (ceased performing an EVP role on 6 September 2020)
• Shadwick Bessit - 458,278 number of instruments at 31 December 2020 (ceased performing an EVP role on 16 January 2021)
• Hartley Dikgale - 1,646 number of instruments at 31 December 2020 (ceased performing an EVP role on 31 March 2020)
• Wayne Robinson - 390,937 number of instruments at 31 December 2020 (not a C-suite member)
6.4 Cash-settled share-based payments - DRDGOLD
DRDGOLD’s outgoing cash-settled long-term incentive scheme (Cash-settled LTI Scheme) consisted of a grant made in
November 2015 with a finite term of 5 years. No top-up awards were made as the awards vested. The awards were issued at
an exercise price of nil and vested in three tranches of 20%, 30% and 50% on the 3rd, 4th and 5th anniversaries respectively,
subject to individual service and performance conditions being met. The awards were settled at the 7 day volume weighted
average price of the DRDGOLD share. The last tranche of the November 2015 grant vested during November 2020. The
outgoing Cash-settled LTI Scheme was replaced by the New DRDGOLD LTI Scheme (refer 6.2 above).
6.5 Cash-settled share-based payments - Rustenburg B-BBEE transaction
In terms of the Rustenburg operation transaction, a 26% equity stake in SRPM was acquired by the B-BBEE SPV (the Rustenburg
B-BBEE Transaction) by a vendor financed facility from Sibanye Platinum Proprietary Limited (Sibanye Platinum), on the
following terms:
• Interest at up to 0.2% above Sibanye-Stillwater’s highest cost of debt. Once the capped amount is reached, interest
ceases to accrue so that the capped amount is not exceeded. However, once the facility reduces below R3.5bn, interest
starts to accrue again
• Post payment of the annual Deferred Payment to Rustenburg Platinum Mines Limited (RPM) and in respect of any
repayment by SRPM of shareholder loans or the distribution of dividends, 74% will be paid to Sibanye Platinum and 26% to B-
BBEE SPV
• Of the 26% payment to B-BBEE SPV, 85% will be used to service the facility owing by B-BBEE SPV to Sibanye Platinum
• The remaining 15% of any such payment or 100%, once the facility owing by B-BBEE SPV to Sibanye Platinum is repaid, will
be declared by B-BBEE SPV as a dividend to the B-BBEE SPV shareholders
• The facility will be capped at R3,500 million
The IFRS 2 expense is based on 44.8% of the 26% interest relating to Bakgatla-Ba-Kgafela Investment Holdings and Siyanda
Resources Proprietary Limited, as the Rustenburg Mine Community Trust and Rustenburg Mine Employees Trust are controlled
and consolidated by Sibanye-Stillwater. The 44.8% interest was based on the expected discounted future cash flows of the
expected PGM reserves and costs to extract the PGMs.
Sibanye-Stillwater Annual Financial Report 2021
76
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
6.6 Cash-settled share-based payments - Marikana B-BBEE transaction
Effective 13 April 2021, the Group restructured the previously highly indebted Lonmin Limited (changed to Sibanye UK Limited
on 25 March 2021) broad-based black economic empowerment (B-BBEE) structure in relation to WPL and EPL (collectively
referred to as “Marikana”), so as to ensure the sustainability of the B-BBEE shareholding in Marikana and facilitate the
realisation of value to the B-BBEE shareholders (Restructuring Transaction).
The Restructuring Transaction resulted in the cancellation of the previous preference share funding provided to a special
purpose vehicle (Phembani SPV) held by the Phembani Group Proprietary Limited group (Phembani Group). As replacement,
the Group subscribed for new preference shares at a nominal amount in Phembani SPV. These preference shares will earn
dividends capped to R2.6 billion and will be funded through 90% of the dividends attributable to the Phembani Group as and
when paid by Marikana. In addition, while the Sibanye UK Limited (Sibanye UK) loans to WPL are still outstanding, REO will
subscribe for additional preference shares as an additional funding mechanism to ensure Phembani SPV receives a minimum
level of cash flows (as determined in terms of a formula). In essence the subscription price of the preference shares will be in
the form of a top up payment to a maximum of R22 million for any annual period where the dividend payable by Marikana to
Phembani SPV is less than R22 million and will be added to the capped dividend amount of the preference shares. The
preference shares will be redeemed at the earlier of 12.5 years from the issue date or when the capped dividend amount is
reached.
The new arrangement provides the Marikana shareholders with access to distributable Marikana profits in the short and
medium term through the introduction of a 10% trickle dividend while any Marikana shareholder loans or loans from Sibanye
UK to WPL are outstanding. At the effective date of the transaction, the Sibanye UK loans to WPL amounted to R12,533 million
(denominated in $722 million and R2,057 million). There were no Marikana shareholder loans outstanding at the effective date
of the Restructuring Transaction. Once the loans from Sibanye UK have been settled and while there are no Marikana
shareholder loans outstanding, the Marikana shareholders will have a right to participate fully in their attributable portion of
Marikana’s dividends over the remaining life-of-mine. However, a 90% portion of the Phembani Group’s attributable dividends
will continue to be applied against the preference dividends until the preference shares have been redeemed.
The obligations to pay dividends to entities controlled by the Group, being REO and the Marikana Trusts, eliminate on
consolidation. At the effective date, the Restructuring Transaction resulted in the Group recognising the following liabilities:
• Cash-settled share-based payment obligation under IFRS 2 Share-based Payment (IFRS 2) amounting to R404 million (refer
table below)
• Marikana dividend obligation under IFRS 9 Financial Instruments (IFRS 9) amounting to R1,146 million (refer note 22.2)
Sibanye-Stillwater Annual Financial Report 2021
77
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
The tables below set out the shareholding structure and, for illustrative purposes only, the flow of R100 million distributable
profits from Marikana while any Marikana shareholder loans or Sibanye UK loans are still outstanding and after these loans
have been settled:
Before shareholder loans and Sibanye UK loans repaid
After shareholder loans and Sibanye UK loans repaid
1 R90 million (or 90%) of the distributable profits of Marikana applied towards the repayment of the Sibanye UK loans (or Marikana shareholder
loans if any)
2 Distribution of remaining R10 million (10%) of the distributable profits of Marikana based on the proportionate shareholding
3 Distribution of the Incwala Platinum Proprietary Limited (Incwala Platinum) dividend received from Marikana based on proportionate
shareholding
4 Subsequent subscription for additional “E” Preference Shares (top up payment) by REO in Phembani SPV, calculated in terms of the formula
specified in the “E” Preference Shares subscription agreement for as long as the Sibanye UK loans are outstanding [R22 million less (R0.9
million Phembani SPV dividend – R0.8 million “E” Preference Share dividend)]
5 These dividend obligations, calculated in terms of the estimated future cash flows of Marikana (applying the assumptions disclosed below),
eliminate on consolidation against the receivables in these trusts that are consolidated by the Group
6 The Group recognises IFRS 9 dividend obligations, calculated in terms of the estimated future cash flows of Marikana, included in other
payables (refer note 22.2)
7 The Group recognises an IFRS 2 cash-settled share-based payment obligation, calculated in terms of the estimated future cash flows of
Marikana (applying the assumptions disclosed below) and reduced by the estimated future preference dividends, included in cash-settled
share-based payment obligations (refer below)
8 Dividends payable, directly by Marikana or indirectly through Incwala Resources Proprietary Limited (Incwala Resources), eliminate against
the REO receivable on consolidation. The top up funding liability is calculated and recognised based on the estimated future cash flows of
Marikana (applying the assumptions disclosed below) for as long as the Sibanye UK loan is outstanding. Management expects that the
Sibanye UK loan will be repaid in full by 31 December 2022 and up to settlement do not expect that a top up payment will be required.
Therefore, no obligation to subscribe for additional preference shares was recognised
9 90% of the Marikana dividends indirectly received by Phembani SPV will be distributed to REO as an “E” Preference dividend until the earlier
of 12.5 years from the issue date or when the capped dividend amount is reached. This receivable is recognised on a net basis against the
Phembani SPV cash-settled share-based payment liability (refer footnote 7 above)
10 Distribution of the Marikana distributable profits based on proportionate shareholding
Sibanye-Stillwater Annual Financial Report 2021
78
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Marikana’s obligation to pay dividends to the Phembani Group through the Incwala Platinum holding structure is recognised
as a cash-settled share-based payment liability measured at fair value. Changes in fair value is recognised in profit or loss.
The following assumptions were applied in the 31 December 2021 calculation:
Long-term PGM (4E) basket price
Real discount rate - South Africa
Inflation rate - South Africa
Life-of-mine
R/4Eoz
%
%
2021
23,957
13.2
6.0
years
18 - 50
2020
2019
—
—
—
—
—
—
—
—
The following table summarises the changes in the Marikana B-BBEE cash-settled share-based payment obligation:
Figures in million – SA rand
Balance at the beginning of the year
Initial recognition of the Marikana B-BBEE cash-settled share-based
payment obligation1
Changes in fair value
Cash-settled share-based payments made
Balance at end of the year
Current portion of cash-settled share-based payment obligation
Non-current portion of cash-settled share-based payment obligation
1 Included in gains/loss on financial instruments
2021
—
404
189
(33)
560
(29)
531
2020
2019
—
—
—
—
—
—
—
—
—
—
—
—
—
—
6.7 Cash-settled share-based payments obligations
The following table shows a reconciliation of the total cash-settled share-based payment obligation of the Group for the year
ended 31 December 2021:
Figures in million – SA rand
Notes
2021
2020
2019
Reconciliation of the cash-settled share-based payment obligations
Balance at beginning of the year
Cash-settled share-based payments expense1
Fair value loss on recognition of Marikana B-BBEE cash-settled share-based
payment obligation
Fair value loss on obligations2
Cash-settled share-based payments paid3
Foreign currency translation
Balance at end of the year
Reconciliation of the cash-settled share-based payment obligations in the
Group
Cash-settled share-based payment - Rustenburg B-BBEE transaction
Cash-settled share-based payment - Marikana B-BBEE transaction
Cash-settled share-based payment - Employee incentive schemes
Balance at end of the year
Current portion of cash-settled share-based payment obligations
Non-current portion of cash-settled share-based payment obligations
6.6, 7
7
1,628
232
404
860
(240)
3
2,887
2,067
560
260
2,887
(58)
2,829
1,425
353
—
129
(275)
(4)
1,628
1,468
—
160
1,628
(33)
1,595
226
73
—
1,218
(91)
(1)
1,425
1,367
—
58
1,425
(82)
1,343
1 Included in the amount is a cash-settled share-based payment expense for the year ended 31 December 2021 relating to the 2020 Share
Plan and 2021 Revised Share Plan amounting to R232 million. For the year ended 31 December 2020, the expense includes cash-settled
share-based payment expenses of Stillwater of R1 million (31 December 2019: R9 million) and DRDGOLD Limited of R128 million (31 December
2019: R64 million), with the remainder of FY2020 relating to the 2020 Share Plan
2 The fair value adjustment relates to the Rustenburg and Marikana B-BBEE Transaction and is included in the loss on financial instruments in
profit or loss
3 Payments made during the year relate to vesting of cash-settled awards to employees, payments made on the Rustenburg and Marikana B-
BBEE Transactions as well as the vesting of the last tranche of the November 2015 grant relating to DRDGOLD
Sibanye-Stillwater Annual Financial Report 2021
79
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
6.8 Share-based payment expenses
Share based payment expenses for the year consisted of the following:
Figures in million – SA rand
Notes
2021
2020
2019
Sibanye-Stillwater 2020 Share Plan and 2021 Revised Share Plan (cash-
settled scheme)
Sibanye-Stillwater 2017 Share Plan (equity-settled scheme)
Sibanye-Stillwater 2013 Share Plan (equity-settled scheme)
Stillwater (cash-settled scheme)
DRDGOLD (equity-settled scheme)
DRDGOLD (cash-settled scheme)
Total share-based payment expense
Reconciliation of the cash-settled and equity-settled share-based payment
expense:
Cash-settled share-based payment expense1
Equity-settled share-based payment expense
Total share-based payment expense
6.3
6.1
6.1
6.2
6.4
(232)
(132)
—
—
(19)
—
(383)
(232)
(151)
(383)
(226)
(145)
—
—
(13)
(128)
(512)
(354)
(158)
(512)
—
(194)
(96)
(9)
—
(64)
(363)
(73)
(290)
(363)
1 Included in the cash-settled share-based payment expense for the year ended 31 December 2021 are grant date fair value losses of
R267 million (2020: R120 million) and fair value gains after grant date of R35 million (2020: fair value losses after grant date of R232 million)
relating to the 2020 Share Plan and 2021 Revised Share Plan
Sibanye-Stillwater Annual Financial Report 2021
80
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
7. Loss on financial instruments
Figures in million – SA rand
Fair value loss on gold hedge contracts1
Fair value gain on palladium hedge contract2
Fair value loss on derivative financial instrument
Fair value loss on cash-settled share-based payment obligations
(Rustenburg and Marikana B-BBEE transactions)
Loss on the revised cash flow of the Rustenburg Deferred Payment
(Loss)/gain on the revised cash flow of the Burnstone Debt
Loss on the revised cash flow of the Marikana dividend obligation
Other3
Total loss on financial instruments
Notes
2021
28.6
6.7
22.2
28.7
22.2
—
234
—
(1,264)
(4,653)
(2)
(468)
(126)
2020
(458)
36
(70)
(129)
(2,081)
264
—
(12)
2019
(110)
—
(3,912)
(1,218)
(724)
(97)
—
46
(6,279)
(2,450)
(6,015)
1 On 9 March 2020, Sibanye-Stillwater concluded a gold hedge agreement which commenced on 1 April 2020, comprising the delivery of
1,800 kilograms of gold (150 kilograms per month) with a zero cost collar which establishes a minimum floor of R800,000 per kilogram and a
maximum cap of R1,080,000 per kilogram. The gold hedge agreement concluded during March 2021. As hedge accounting is not applied,
resulting gains or losses are accounted for as gains or losses on financial instruments in profit or loss
2 On 17 January 2020, Stillwater Mining Company (wholly-owned subsidiary of Sibanye-Stillwater) concluded a palladium hedge agreement
which commenced on 28 February 2020, comprising the delivery of 240,000 ounces of palladium over two years (10,000 ounces per month)
with a zero cost collar which establishes a minimum and a maximum cap of US$1,500 and US$3,400 per ounce, respectively. On 24 March
2021, Stillwater Mining Company concluded an additional palladium hedge agreement commencing on 28 February 2022, comprising the
delivery of 140,000 ounces of palladium over a 14-month period (10,000 ounces per month) with a zero cost collar which establishes a
minimum floor and a maximum cap of US$1,800 and US$3,300 per ounce, respectively. For the year ended 31 December 2021 the combined
unrealised gain was R234 million (2020: R36 million). As hedge accounting is not applied, resulting gains or losses are accounted for as gains or
losses on financial instruments in profit or loss
3 Included in the amount for the year ended 31 December 2021 is a gain on initial recognition of the investment in ioneer Limited of R51 million
and a loss on initial recognition of the investment in New Century Resources Limited of R85 million (refer note 20)
Sibanye-Stillwater Annual Financial Report 2021
81
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
8. Other costs and other income
8.1 Other costs
Figures in million – SA rand
Care and maintenance
Change in estimate of environmental rehabilitation obligation, and right of
recovery receivable and payable
Loss due to dilution of interest in joint operation
Non-recurring COVID-19 costs
Corporate and social investment costs
Cost incurred on employee and community trusts
Exploration costs
Non-mining royalties
Strike related costs
Service entity costs
Other
Total other costs
8.2 Other income
Figures in million – SA rand
Income on settlement of legal dispute
Change in estimate of environmental rehabilitation obligation, and right of recovery
receivable and payable
Service entity income
Sundry income
Profit on sale of St Helena
Total other income
9. Restructuring costs
2021
(737)
—
(4)
(3)
(288)
(744)
(12)
(327)
—
(534)
(369)
2020
(814)
—
(30)
(97)
(258)
(508)
(33)
(193)
(1)
(501)
(292)
2019
(766)
(89)
—
—
(150)
(50)
(11)
(87)
(402)
(404)
(351)
(3,018)
(2,727)
(2,310)
2021
—
167
398
183
16
764
2020
580
464
383
231
—
1,658
2019
—
—
264
220
—
484
Restructuring costs of R107 million (2020: R436 million, 2019: R1,252 million) were incurred in 2021 and included voluntary
separation packages. The restructuring costs mainly related to the SA gold operations and the SA PGM operations, which
amounted to R69 million (2020: R108 million, 2019: R357 million) and R27 million (2020: R310 million, 2019: R867 million),
respectively.
Sibanye-Stillwater Annual Financial Report 2021
82
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
10. (Impairments)/reversal of impairments
Figures in million – SA rand
Impairment of mining assets
Impairment of goodwill
Reversal of impairment/(impairment) of equity-accounted investee
Other reversal of impairment
Impairment of loan to equity-accounted investee
Total (impairments)/reversal of impairments
31 December 2021
Impairment to the Driefontein, Kloof and Beatrix mining assets
Note
17
2021
(5,148)
—
—
—
—
(5,148)
2020
2019
(1)
—
120
2
—
121
(6)
(54)
(12)
—
(14)
(86)
At 31 December 2021, a number of factors were identified that negatively impact the ability of the Driefontein, Kloof and
Beatrix operations to recover the carrying value of mining assets over their respective remaining life-of-mines. The impairment
calculation detailed below is most sensitive to cost base changes, commodity prices, production levels, discount rates and
rand/US dollar exchange rates.
Above inflationary increases are expected in major cost components, in particular electricity and labour cost increases which
affect all three operations. Consensus commodity long-term prices indicate that forecast gold prices are lower than the spot
price of US$1,829/oz at 31 December 2021. Lower commodity prices will have a significant adverse impact on the ability of
these already marginal operations to generate positive cash flows when considering the continued increase in the cost base
of the operations. In FY2020, there was an overall decrease in market interest rates, while these rates showed a marginal
increase in H1 2021 and further increases in H2 2021. The continued increases in market interest rates negatively impacts the
value in use calculation by increasing the cost of debt element of the discount rate applied. Furthermore, the long-term
consensus forecast rand exchange rate against the US dollar shows a strengthening of the rand in FY2022 compared to prior
year forecasts. Since the revenue of the operations is converted to rand, a stronger rand will have an adverse impact on the
profitability of the operations.
The above considerations, coupled with ageing infrastructure and declining life-of-mines, impacted forecast cash flows and
led to the recognition of impairment losses at 31 December 2021 on the Driefontein, Kloof and Beatrix reportable segments of
R212 million, R3,642 million and R1,293 million, respectively. These operations are included under SA gold in the segment report
(refer note 2) and each represent a separate cash-generating unit (CGU).
The CGUs were impaired to their respective recoverable amounts based on a value in use calculation in which future
expected cash flows are discounted to a present value based on an appropriate discount rate.
The assumptions applied in the value in use impairment calculation as well as the recoverable amount for each of the CGUs
are set out below:
Weighted average gold price1
Exchange rate1
Inflation rate2
Nominal discount rate3
Life-of-mine4
Recoverable amount
Driefontein
Kloof
R/kg
770,182
764,176
Beatrix
816,271
%
%
years
15.0
6.0
13.3
8
15.0
6.0
13.5
9
R million
3,905
2,815
15.0
6.0
11.5
4
210
1 The weighted average gold prices and the exchange rate were derived by considering various bank and commodity broker consensus
forecasts
2 The inflation rate is based on historical mining inflation, projected electricity and labour cost increases and the forecast South African inflation
rate
3 The nominal discount rate is calculated as the weighted average cost of capital of the respective CGUs
4 Periods longer than five years are considered appropriate based on the nature of the operations since a formally approved life-of-mine plan
is used to determine cash flows over the life of each mine based on the available reserves
Sibanye-Stillwater Annual Financial Report 2021
83
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
31 December 2020
Reversal of impairment on investment in Rand Refinery Proprietary Limited (Rand Refinery)
Historically recognised impairment of the Group’s investment in the equity-accounted Rand Refinery amounting to
R120 million was reversed at 31 December 2020 due to improvement in the investees financial position and forecasted return
to stable dividend payments. The investment in Rand Refinery is accounted for in the SA gold corporate segment.
31 December 2019
Impairment of Qinisele Resources
The goodwill that arose on the acquisition of Qinisele Resources cannot be attributed to any current Sibanye-Stillwater
operating CGUs (refer note 16.3). Qinisele Resources will perform an internal corporate function, mostly responsible for
identifying, assessing and executing corporate actions. The business acquired will not generate external cash flows and has
no future external mandates. Due to the factors mentioned, the recoverable amount of goodwill resulting from the
application of IFRS 3 has been calculated at zero and fully impaired at year-end.
Sibanye-Stillwater Annual Financial Report 2021
84
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
11. Royalties, mining and income tax, and deferred tax
Significant accounting judgements and estimates
The Group is subject to income tax in South Africa, Zimbabwe, the United Kingdom (UK) and the US. Significant judgement is
required in determining the liability for income tax due to the complexity of legislation. There are many transactions and
calculations for which the ultimate tax determination is uncertain during the ordinary course of business. The Group
recognises liabilities for anticipated tax audit issues based on the best estimates of whether additional taxes will be due. The
Group reassesses its judgements and estimates if facts and circumstances change. Where the facts and circumstances
change or when the final tax outcome of these matters are different from the amounts that were initially recorded, such
differences will impact the income tax and deferred tax provisions in the period in which such determination is made.
The Group recognises the net future tax benefit related to deferred tax assets to the extent that it is probable that the
deductible temporary differences will reverse in the foreseeable future. Assessing the recoverability of deferred tax assets
requires the Group to make significant estimates related to expectations of future taxable income. Estimates of future
taxable income are based on forecast cash flows from operations and the application of existing tax laws. To the extent
that future cash flows and taxable income differ significantly from estimates, the ability of the Group to realise the net
deferred tax assets recorded at the reporting date could be impacted.
The Group’s gold mining operations are taxed on a variable rate that increases as the profitability of the operation
increases. The deferred tax rate used to calculate deferred tax is based on the current estimate of future profitability when
the temporary differences will reverse based on tax rates and laws that have been enacted or substantively enacted at the
reporting date. Depending on the profitability of the operations, the deferred tax rate can consequently be significantly
different from year to year. Calculating the future profitability of the operations is inherently uncertain and could materially
change over time.
Additionally, future changes in tax laws in South Africa, Zimbabwe, the UK and the US could limit the ability of the Group to
obtain tax deductions in future periods.
Accounting policy
Income tax comprises current and deferred tax. Current tax and deferred tax is recognised in profit or loss except to the
extent that it relates to a business combination, or items recognised directly in equity or in other comprehensive income.
Current tax is measured on taxable income at the applicable statutory rate enacted or substantively enacted at the
reporting date and is the best estimate of the tax amount expected to be paid or received that reflects uncertainty related
to income taxes, if any.
Deferred tax is provided on temporary differences existing at each reporting date between the tax values of assets and
liabilities and their carrying amounts and reflects uncertainty related to income taxes, if any. Enacted and substantively
enacted tax rates are used to determine future anticipated effective tax rates which in turn are used in the determination
of deferred tax.
These temporary differences are expected to result in taxable or deductible amounts in determining taxable profits for
future periods when the carrying amount of the asset is recovered or the liability is settled. The principal temporary
differences arise from depreciation of property, plant and equipment, provisions, unutilised capital allowances and tax
losses carried forward.
Deferred tax is not recognised for:
• temporary differences on the initial recognition of assets or liabilities in a transaction that is not a business combination
and that affects neither accounting nor taxable profit or loss
• temporary differences related to investments in subsidiaries, and interests in associates and joint ventures to the extent
that the Group is able to control the timing of the reversal of the temporary differences and it is probable that these will
not reverse in the foreseeable future
• taxable temporary differences arising on the initial recognition of goodwill
Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and
relate to taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but intend to settle
current tax liabilities and assets on a net basis or their tax assets and liabilities will be realised simultaneously.
Deferred tax assets relating to the carry forward of unutilised tax losses and/or unutilised capital allowances are recognised
to the extent it is probable that future taxable profit will be available against which the unutilised tax losses and/or unutilised
capital allowances can be recovered. Deferred tax assets are reviewed at each reporting date and are adjusted if
recovery is no longer probable.
Unrecognised deferred tax assets are reassessed at each reporting date and recognised to the extent that it has become
probable that future taxable profits will be available against which they can be utilised.
Sibanye-Stillwater Annual Financial Report 2021
85
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
11.1 Royalties
Revenue from mineral resources in South Africa are subject to the Mineral and Petroleum Resource Royalty Act 2008 (Royalty
Act). The Royalty Act imposes a royalty on refined (mineral resources that have undergone a comprehensive level of
beneficiation such as smelting and refining as defined in Schedule 1 of the Royalty Act) and unrefined (mineral resources that
have undergone limited beneficiation as defined in Schedule 2 of the Royalty Act) minerals payable to the State. The royalty
in respect of refined and unrefined minerals (which include gold refined to 99.5% and above, and PGMs) is calculated by
dividing earnings before interest and taxes (EBIT) by the product of 12.5 times, in respect of refined, and 9 times, in respect of
unrefined, gross revenue calculated as a percentage, plus an additional 0.5%. EBIT refers to taxable mining income (with
certain exceptions such as no deduction for interest payable and foreign exchange losses) before assessed losses but after
capital expenditure. A maximum royalty of 5% of mining revenue has been introduced on refined minerals and 7% on
unrefined minerals. The effective rate of royalty tax payable for the year ended 31 December 2021 was approximately 0.6%
(2020: 0.5% and 2019: 0.4%) of revenue at the SA gold operations and 3.0% (2020: 3.0% and 2019: 1.3%) of revenue at the SA
PGM operations.
Figures in million – SA rand
Current charge
SA gold royalties
SA PGM royalties
Prior year royalty tax refund
Total royalties
11.2 Mining and income tax
South African statutory tax rates
Gold mining, mining and non-mining tax
2021
(2,923)
(167)
(2,756)
209
2020
(1,768)
(142)
(1,626)
3
(2,714)
(1,765)
2019
(431)
(74)
(357)
—
(431)
Gold mining tax is determined according to a formula which takes into account the profit and revenue attributable to gold
mining operations. Mining taxable income (SA PGM and SA gold) is determined after the deduction of all mining capital
expenditure, with the provision that this cannot result in an assessed loss. Capital expenditure amounts not deducted are
carried forward as unredeemed capital expenditure to be deducted from future mining income. Accounting depreciation is
ignored for the purpose of calculating mining tax. In the gold mining tax formula, the percentage rate of tax payable and the
ratio of gold mining profit, after the deduction of redeemable capital expenditure, to gold mining revenue is expressed as a
percentage.
Non-mining income consists primarily of interest income, third party gold processing and rental income and is taxed at the
South African company tax rate of 28%.
Company tax rate
Companies, other than gold mining companies, are subject to the maximum South African company tax rate of 28%.
US statutory tax rates
The US PGM operations are subject to tax in the states of Montana, New Jersey and Pennsylvania. During the year ended
31 December 2018, the New Jersey Governor signed a number of bills that implement numerous tax changes which affected
the US PGM operations. The most significant change in the law resulted in tax being calculated together on all US entities
under common control (greater than 50% ownership). As a result of contract changes, US PGM operations experienced a shift
of its state tax exposure out of New Jersey, effective 15 March 2019.
Uncertainty over Income Tax treatments
SRPM:
The previously reported uncertain tax treatment relating to SRPM on the deductibility of a portion of the purchase
consideration for the acquisition of the SRPM assets was resolved during 2021. The outcome of the South African Revenue
Services (SARS) audit was primarily in favour of SRPM and additional deductions were allowed.
Lonmin Management Services (LMS), South African branch of Sibanye UK:
During January 2021, SARS issued an assessment to the Group relating to a transfer pricing audit on LMS for the years of
assessment 2011-2014. Applying the same principles as those applied by SARS, a further exposure could exist for subsequent
years of assessment. Management is of the opinion that the basis on which the deductions under consideration were claimed
was correct and is following due process on the matter. No material payment is anticipated.
Sibanye-Stillwater Annual Financial Report 2021
86
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Mining and income tax
The components of mining and income tax are the following:
Figures in million – SA rand
Note
2021
Current tax
Mining tax
Non-mining tax
Company and capital gains tax
Deferred tax
Deferred tax charge
Prior year adjustment
Deferred tax rate adjustment1
Total mining and income tax
1 The deferred tax rate adjustment in South Africa and the US was:
Figures in million – SA rand
South Africa
United States
Deferred tax rate adjustment
(13,506)
(11,816)
(220)
(1,470)
(255)
(593)
252
86
11.3
2020
(5,374)
(4,442)
68
(1,000)
516
570
—
(54)
(13,761)
(4,858)
2021
200
(114)
86
2020
(54)
—
(54)
2019
(1,849)
(1,364)
3
(488)
3,582
2,031
—
1,551
1,733
2019
(23)
1,574
1,551
The change in the estimated long-term deferred tax rate at which the temporary differences will reverse as a result of applying the mining tax
formula at the SA gold operations, amounted to a deferred tax benefit of R200 million for the year ended 31 December 2021 (2020: charge of
R54 million and 2019: charge of R23 million)
With contract changes during 2019, the US PGM operations experienced a shift of its state tax exposure out of New Jersey state resulting in a
deferred tax rate adjustment of R1,574 million (benefit)
Reconciliation of the Group’s mining and income tax to the South African statutory company tax rate of 28%:
Figures in million – SA rand
2021
2020
2019
Tax on (profit)/loss before tax at maximum South African statutory company tax
rate (28%)
South African gold mining tax formula rate adjustment
(13,316)
63
(9,934)
118
US statutory tax rate adjustment
Non-deductible amortisation and depreciation
Non-taxable dividend received
Non-deductible finance expense1
Non-deductible share-based payments
Non-deductible loss on fair value of financial instruments
Non-taxable gain on foreign exchange differences
Non-taxable share of results of equity-accounted investees
(Non-deductible impairments)/non-taxable reversal of impairments
Non-taxable gain on acquisition
Non-deductible transaction costs
Tax adjustment in respect of prior periods
Net other non-taxable income and non-deductible expenditure
Change in estimated deferred tax rate
(Deferred tax assets derecognised)/unrecognised deferred tax assets utilised2
Mining and income tax
Effective tax rate
466
(13)
7
(108)
(42)
(1,021)
47
557
(22)
—
(69)
386
351
86
550
(14)
21
89
(44)
(890)
3
476
33
—
(50)
133
258
(54)
(1,133)
(13,761)
29%
4,447
(4,858)
14%
364
(193)
205
(15)
2
(86)
(81)
(571)
—
202
(22)
309
(94)
12
534
1,551
(384)
1,733
133%
1 The non-deductible finance expense for the year ended 31 December 2020 is presented net after the reversal of an uncertain income tax
treatment amounting to R182 million. This represents the conclusion on the section 163(j) interest limitation provided for by the US PGM
operations under IFRIC 23 Uncertainty over Income Tax Treatments as at 31 December 2019
2 The amount for year ended 31 December 2021 include the derecognition of deferred tax assets of R837 million relating to deductible
temporary differences, that can no longer be recognised due to the impairment of the mining assets in the SA gold operations
Sibanye-Stillwater Annual Financial Report 2021
87
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
11.3 Deferred tax
Figures in million – SA rand
Note
2021
2020
2019
Included in the statement of financial position as follows:
Deferred tax assets
Deferred tax liabilities
Net deferred tax liabilities
Reconciliation of the deferred tax balance:
Balance at beginning of the year
Deferred tax recognised in profit or loss
Deferred tax recognised in other comprehensive income
Foreign currency translation
Balance at end of the year
(906)
7,818
6,912
6,055
255
99
503
6,912
(1,576)
7,631
6,055
6,368
(516)
6
197
6,055
(289)
6,657
6,368
10,076
(3,582)
—
(126)
6,368
11.2
The detailed components of the net deferred tax liabilities which result from the differences between the amounts of assets
and liabilities recognised for financial reporting and tax purposes are:
Figures in million – SA rand
Deferred tax liabilities
Mining assets
Environmental rehabilitation obligation funds
Other
Gross deferred tax liabilities1
Deferred tax assets
Environmental rehabilitation obligation
Occupational healthcare obligation
Other provisions
Financial instruments
Tax losses and unredeemed capital expenditure
Share-based payment obligation
Gross deferred tax assets2,3
Net deferred tax liabilities
2021
2020
2019
10,763
11,910
587
300
962
207
9,759
682
209
11,650
13,079
10,650
(1,229)
—
(922)
(19)
(2,518)
(50)
(4,738)
6,912
(1,704)
(275)
(1,143)
(427)
(3,437)
(38)
(7,024)
6,055
(1,109)
(333)
(483)
(1,351)
(990)
(16)
(4,282)
6,368
1 The aggregate amount of temporary differences associated with investments in subsidiaries, for which no deferred tax liabilities have been
recognised under the IAS 12.39 exemption at 31 December 2021, amounts to R7,599 million (2020: R25,955 million and 2019: R12,075 million)
2 Historically, deferred tax assets in WPL and EPL were only recognised to the extent of deferred tax liabilities since it was not considered
probable that taxable profit would be available against which the future tax deductions could be utilised. At 31 December 2020,
management recognised deferred tax assets on WPL and EPL in excess of deferred tax liabilities for the first time since it became probable
that sufficient future taxable profits will be available. In total, net deferred tax assets of R951 million was recognised at 31 December 2020.
The deferred tax asset recognition is supported by the profit history of WPL and EPL and a positive future taxable profit outlook
3 The amount of deductible temporary differences, unused tax losses as well as unredeemed capital expenditure for which no deferred tax
asset is recognised in the statement of financial position, amounted to R43,061 million (2020: R36,408 million and 2019: R46,220 million). Tax
losses are available to be utilised against income generated by the relevant tax entity and do not expire unless the tax entity concerned
ceases to operate for a period of longer than one year for the South African operations. Under South African mining tax ring-fencing
legislation, each tax entity is treated separately and as such these deductions can only be utilised by the tax entities in which the deductions
have been generated. In Canada, tax losses expire after 20 years
Sibanye-Stillwater Annual Financial Report 2021
88
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
11.4 Net tax, carbon tax and royalties (receivable)/payable
Figures in million – SA rand
Included in the statement of financial position as follows:
Tax receivable
Tax, carbon tax and royalties payable
Non-current portion of tax, carbon tax and royalties payable
Current portion of tax, carbon tax and royalties payable
Net tax, carbon tax and royalties (receivable)/payable
Reconciliation of the net tax, carbon tax and royalties payable/
(receivable) balance:
Balance at beginning of the year
Royalties, carbon tax and current tax
Royalties and tax paid
Royalties paid
Tax paid
Tax payable on acquisition of subsidiaries
Other
Foreign currency translation
Balance at end of the year
Notes
2021
2020
2019
(1,245)
(148)
(355)
11.1, 11.2
199
10
189
(1,046)
649
16,224
(17,894)
(3,055)
(14,839)
—
—
(25)
(1,046)
797
9
788
649
154
7,145
(6,525)
(1,707)
(4,818)
—
—
(125)
649
509
59
450
154
(395)
2,293
(1,819)
(412)
(1,407)
69
19
(13)
154
Sibanye-Stillwater Annual Financial Report 2021
89
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
12. Earnings per share
Accounting policy
Headline earnings is presented as an additional earnings number allowed by IAS 33 Earnings per Share (IAS 33) and is
calculated based on the requirements set out in SAICA Circular 1/2021. Earnings, as determined in IAS 33, is the starting
point and certain remeasurements net of related tax (current and deferred) and NCI are excluded. A remeasurement is an
amount recognised in profit or loss relating to any change (whether realised or unrealised) in the carrying amount of an
asset or liability that arose after the initial recognition of such asset or liability.
12.1 Basic earnings per share
Basic earnings per share (EPS) is calculated by dividing the profit or loss attributable to owners of Sibanye-Stillwater by the
weighted average number of ordinary shares in issue during the year.
Weighted average number of shares
Ordinary shares in issue (’000)
Adjustment for weighting of ordinary shares in issue (’000)
Weighted average number of shares (’000)
Profit attributable to owners of Sibanye-Stillwater (SA rand million)
Basic EPS (cents)
12.2 Diluted earnings per share
2021
2020
2019
2,808,406
2,923,571
2,670,030
90,398
(194,680)
(162,447)
2,898,804
2,728,891
2,507,583
33,054
1,140
29,312
1,074
62
2
Diluted EPS is calculated by dividing the profit attributable to owners of Sibanye-Stillwater by the diluted number of ordinary
shares in issue during the year.
Dilutive shares are the number of potentially dilutive ordinary shares that could be issued as a result of share awards granted
to employees under the equity-settled share-based payment schemes (refer note 6). The US$ Convertible Bond was
converted during October 2020 and was antidilutive for the years ended 31 December 2020 and 2019.
Diluted weighted average number of shares
Weighted average number of shares (’000)
Potential ordinary shares (’000)
Diluted weighted average number of shares (’000)
Diluted basic EPS (cents)
2021
2020
2019
2,898,804
2,728,891
2,507,583
28,442
49,061
71,371
2,927,246
2,777,952
2,578,954
1,129
1,055
2
Sibanye-Stillwater Annual Financial Report 2021
90
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
12.3 Headline earnings per share
Headline EPS is calculated by dividing the headline earnings attributable to owners of Sibanye-Stillwater by the weighted
average number of ordinary shares in issue during the year.
Reconciliation of profit attributable to owners of Sibanye-Stillwater to headline earnings:
Figures in million – SA rand unless otherwise stated
Notes
Gross
Net of tax
2021
Profit attributable to owners of Sibanye-Stillwater
Gain on disposal of property, plant and equipment
Impairments
Profit on sale of St Helena
Derecognition of property, plant and equipment in Marathon project
Re-measurement items, attributable to NCI
Headline earnings
Weighted average number of shares (’000)
Headline EPS (cents)
2020
Profit attributable to owners of Sibanye-Stillwater
Gain on disposal of property, plant and equipment
Reversal of impairment
Derecognition of property, plant and equipment in Marathon project
Re-measurement items, attributable to NCI
Headline earnings
Weighted average number of shares (’000)
Headline EPS (cents)
2019
Profit attributable to owners of Sibanye-Stillwater
Gain on disposal of property, plant and equipment
Impairments
Impairment of equity accounted associate
Gain on acquisition
Re-measurement items, attributable to NCI
Headline earnings
Weighted average number of shares (’000)
Headline EPS (cents)
10
14
10
14
10
33,054
(27)
3,861
(12)
2
—
36,878
2,898,804
1,272
29,312
(74)
(121)
28
1
29,146
2,728,891
1,068
62
(58)
67
21
(36)
5,148
(16)
2
(99)
(121)
37
(77)
86
21
16.1
(1,103)
(1,103)
3
(1,008)
2,507,583
(40)
Sibanye-Stillwater Annual Financial Report 2021
91
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
12.4 Diluted headline earnings per share
Diluted headline EPS is calculated by dividing the headline earnings attributable to owners of Sibanye-Stillwater by the diluted
weighted average number of ordinary shares in issue during the year.
Diluted headline earnings (R' million)
Diluted weighted average number of shares (’000)
Diluted headline EPS (cents)
13. Dividends
Accounting policy
2021
36,878
2020
29,146
2019
(1,008)
2,927,246
2,777,952
2,578,954
1,260
1,049
(40)
Dividends are recognised as a liability on the date on which such dividends are declared.
Dividends withholding tax is a tax on shareholders receiving dividends and is applicable to all dividends paid which are
subject to dividend withholding tax based on the relevant tax requirements. The Group withholds dividend tax on behalf of its
shareholders at a rate of 20% on dividends paid. Amounts withheld are not recognised as part of the Group’s tax charge but
rather as part of the dividend paid, recognised in equity.
Cash flows from dividends paid are classified under operating activities in the statement of cash flows.
The below table illustrates the dividends declared and paid:
Figures in million – SA rand unless stated otherwise
Dividend declared and paid (interim)
Dividend declared after 31 December (final)
Total dividends declared for the year
Dividend per share (interim) - cents
Dividend per share (final) - cents
Dividends declared and paid during the financial year
Dividends declared and paid to NCI of subsidiaries during the financial year
Total dividends declared and paid for the year
Dividend policy
2021
8,347
5,252
2020
1,338
9,485
13,599
10,823
292
187
17,832
344
18,176
50
321
1,338
360
1,698
2019
—
—
—
—
—
—
85
85
Sibanye-Stillwater’s dividend policy is to return at least 25% to 35% of normalised earnings to shareholders and after due
consideration of future requirements the dividend may be increased beyond these levels. The Board, therefore, considers
normalised earnings in determining what value will be distributed to shareholders. The Board believes normalised earnings
provides useful information to investors regarding the extent to which results of operations may affect shareholder returns.
Normalised earnings is defined as earnings attributable to the owners of Sibanye-Stillwater excluding gains and losses on
financial instruments and foreign exchange differences, impairments, gain/loss on disposal of property, plant and equipment,
occupational healthcare expense, restructuring costs, transactions costs, share-based payment on B-BBEE transactions, gain
on acquisition, net other business development costs, share of results of equity-accounted investees, after tax and the impact
of NCI, and changes in estimated deferred tax rate.
In line with Sibanye-Stillwater’s capital allocation framework, the Board of Directors resolved to pay a final dividend of 187
(2020: 321) SA cents per share. Together with the interim dividend of 292 (2020: 50) SA cents per share, which was declared
and paid, this brings the total dividend for the year ended 31 December 2021 to 479 (2020: 371) cents per share and this
amounts to a payout of 35% (2020: 35%) of normalised earnings.
Sibanye-Stillwater Annual Financial Report 2021
92
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Reconciliation of profit attributable to the owners of Sibanye-Stillwater to normalised earnings:
Figures in million – SA rand
Profit attributable to the owners of Sibanye-Stillwater
Adjusted for:
Loss on financial instruments
(Gain)/loss on foreign exchange differences
Gain on disposal of property, plant and equipment
Impairments/(reversal of impairments)
Gain on acquisition
Restructuring costs
Transaction costs
Occupational healthcare (gain)/expense
Loss on BTT early settlement
Income on settlement of legal dispute
Loss due to dilution of interest in joint operation
Early redemption premium on the 2025 Notes
Loss on settlement of US$ Convertible Bond
Change in estimated deferred tax rate
Share of results of equity-accounted investees after tax
Profit on sale of St Helena
Tax effect of the items adjusted above
NCI effect of the items listed above
Normalised earnings1
2021
33,054
6,279
(1,149)
(36)
5,148
—
107
140
(14)
—
—
4
196
—
(86)
(1,989)
(16)
(2,755)
—
38,883
2020
29,312
2,450
255
(99)
(121)
—
436
139
52
186
(580)
30
—
1,507
54
(1,700)
—
(1,277)
(37)
30,607
2019
62
6,015
(325)
(77)
86
(1,103)
1,252
448
(40)
—
—
—
—
—
(1,551)
(721)
—
(1,644)
(42)
2,360
1 Normalised earnings is a pro forma performance measure and is not a measure of performance under IFRS, may not be comparable to
similarly titled measures of other companies, and should not be considered in isolation or as alternatives to profit before tax, profit for the
year, cash from operating activities or any other measure of financial performance presented in accordance with IFRS
Sibanye-Stillwater Annual Financial Report 2021
93
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
14. Property, plant and equipment
Significant accounting judgements and estimates
Carrying value of property, plant and equipment
All mining assets are amortised using the units-of-production method where the mine operating plan calls for production
from proved and probable Mineral Reserves.
Mobile and other equipment are depreciated over the shorter of the estimated useful life of the asset or the estimate of
mine life based on proved and probable Mineral Reserves.
The calculation of the units-of-production rate of amortisation could be impacted to the extent that actual production in
the future is different from current forecast production based on proved and probable Mineral Reserves. This would
generally result from the extent that there are significant changes in any of the factors or assumptions used in estimating
Mineral Reserves.
These factors could include:
• changes in proved and probable Mineral Reserves
• differences between actual commodity prices and commodity price assumptions
• unforeseen operational issues at mine sites
• changes in capital, operating, mining, processing and reclamation costs, discount rates and foreign exchange rates
• changes in Mineral Reserves could similarly impact the useful lives of assets depreciated on a straight-line basis, where
those lives are limited to the life of the mine
The recoverable amounts of cash generating units (CGUs) and individual assets have been determined based on the
higher of value in use calculations and fair value less cost to sell. These calculations require the use of estimates and
assumptions. It is reasonably possible that the gold and PGM price assumptions may change which may then impact the
Group estimated life-of-mine determinant and may then require a material adjustment to the carrying value of property,
plant and equipment.
The Group reviews and tests the carrying value of assets when events or changes in circumstances suggest that the carrying
amount may not be recoverable by comparing expected future cash flows to these carrying values. Assets are grouped at
the lowest level for which identifiable cash flows are largely independent of cash flows of other assets and liabilities. If there
are indications that impairment may have occurred, estimates are prepared of expected future cash flows of each group
of assets. Expected future cash flows used to determine the value in use and fair value less costs to sell of property, plant
and equipment are inherently uncertain and could materially change over time. They are significantly affected by a
number of factors including reserves and production estimates, together with economic factors such as spot and future
gold and PGM prices, discount rates, foreign currency exchange rates, estimates of costs to produce reserves and future
capital expenditure (refer note 10).
Pre-production
The Group assesses the stage of each mine construction project to determine when a mine moves into the production
stage. The criteria used to assess the start date are determined based on the unique nature of each mine construction
project. The Group considers various relevant criteria to assess when the mine is substantially complete, ready for its
intended use and moves into the production stage. Some of the criteria would include, but are not limited to the following:
• the level of capital expenditure compared to the construction cost estimates
• ability to produce metal in saleable form (within specifications)
• ability to sustain commercial levels of production of metal
When a mine construction project moves into the production stage, the capitalisation of certain mine construction costs
ceases and costs are expensed, except for capitalisable costs related to mining asset additions or improvements,
underground mine development or ore reserve development.
Mineral Reserves estimates
Mineral Reserves are estimates of the amount of product that can be economically and legally extracted from the Group’s
properties. In order to calculate the reserves, estimates and assumptions are required about a range of geological,
technical and economic factors, including but not limited to quantities, grades, production techniques, recovery rates,
production costs, transport costs, commodity demand, commodity prices and exchange rates.
Estimating the quantity and grade of the Mineral Reserves requires the size, shape and depth of ore bodies to be
determined by analysing geological data such as the logging and assaying of drill samples. This process may require
complex and difficult geological judgements and calculations to interpret the data.
The Group is required to determine and report, inter alia, on the Mineral Reserves in accordance with the South African
Code for Reporting of Exploration Results, Mineral Resources and Mineral Reserves (SAMREC Code).
Sibanye-Stillwater Annual Financial Report 2021
94
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Estimates of Mineral Reserves may change from period to period due to the change in economic assumptions used to
estimate Mineral Reserves and due to additional geological data becoming available during the course of operations.
Changes in reported proven and probable reserves may affect the Group’s financial results and position in a number of
ways, including the following:
• asset carrying values may be affected due to changes in estimated cash flows
• depreciation and amortisation charges to profit or loss may change where these are calculated on the units-of
production method, or where the useful lives of assets change
• decommissioning site restoration and environmental provisions may change where changes in ore reserves affect
expectations about the timing or cost of these activities
• the carrying value of deferred tax assets may change due to changes in estimates of the likely recovery of the tax
benefits
Accounting policy
Mineral and surface rights
Mineral and surface rights are recorded at cost less accumulated amortisation and accumulated impairment losses.
When there is little likelihood of a mineral right being exploited, or the carrying amount has exceeded its recoverable
amount, impairment is recognised in profit or loss in the year that such determination is made.
Mine development and infrastructure
Mining assets, including mine development and infrastructure costs and mine plant facilities, are recorded at cost less
accumulated depreciation and accumulated impairment losses.
Costs include the purchase price of assets used in the construction of the mine, expenditure incurred to evaluate and
develop new ore bodies, as well as expenditure to define mineralisation in existing ore bodies and to establish or expand
productive capacity. These costs are capitalised until commercial levels of production are achieved, at which times the
costs are amortised as set out below.
Development of ore bodies includes the development of shaft systems and waste rock removal that allows access to
reserves that are economically recoverable in the future. Subsequent to this, costs are capitalised if the criteria for
recognition as an asset are met. Access to individual ore bodies exploited by the Group is limited to the time span of the
respective mining leases.
Land
Land is shown at cost and is not depreciated.
Other assets
Non-mining assets are recorded at cost less accumulated depreciation and accumulated impairment losses, except for
land which is not depreciated. These assets include the assets of the mining operations that are not included in mine
development and infrastructure. It also includes borrowing costs, mineral and surface rights, land and all the assets of the
non-mining operations.
Amortisation and depreciation of mining assets
Amortisation and depreciation is determined to give a fair and systematic charge in profit or loss taking into account the
nature of a particular ore body and the method of mining that ore body. To achieve this, the following calculation methods
are used:
• Mining assets, including mine development and infrastructure costs, mine plant facilities and evaluation costs, are
amortised over the life of the mine using the units-of-production method, based on estimated proved and probable
Mineral Reserves
• Proved and probable Mineral Reserves reflect estimated quantities of economically recoverable reserves, which can be
recovered in future from known mineral deposits
• Certain mining plant and equipment included in mine development and infrastructure is depreciated on a straight-line
basis over their estimated useful lives
• For certain shafts, which have a short life and/or are marginal, the depreciation is accelerated based on an adjustment
to the reserves for accounting purposes
Sibanye-Stillwater Annual Financial Report 2021
95
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Depreciation of non-mining assets
Non-mining assets are recorded at cost and depreciated on a straight-line basis over their current expected useful lives to
their residual values as follows:
• Vehicles: 5 years
• Computers: 3 years
• Furniture and equipment: 1 - 10 years
The assets’ useful lives, depreciation methods and residual values are reassessed at each reporting date and adjusted if
appropriate.
Impairment
Recoverability of the carrying values of long-term assets or CGUs of the Group are reviewed whenever events or changes in
circumstances indicate that such carrying value may not be recoverable. To determine whether a long-term asset or CGU
may be impaired, the higher of value in use (defined as: the present value of future cash flows expected to be derived from
an asset or CGU) or fair value less costs to sell (defined as: the price that would be received to sell an asset in an orderly
transaction between market participants at the measured rate, less the costs of disposal) is compared to the carrying value
of the CGU.
A CGU is defined by the Group as the smallest identifiable group of assets that generates cash inflows that are largely
independent of the cash inflows from other assets or groups of assets. Generally for the Group this represents an individual
operating mine, including mines which are part of a larger mine complex. The costs attributable to individual shafts of a
mine are impaired if the shaft is closed.
Impairment losses are recognised in profit or loss. Impairment recognised in respect of a CGU is allocated first to goodwill to
that particular CGU and thereafter to the individual assets in the CGU.
When any infrastructure is closed down or placed on care and maintenance during the year, any carrying value
attributable to that infrastructure is impaired. Expenditure incurred on care and maintenance is recognised in profit or loss.
When the review of the events or changes in circumstances of an asset or CGU that was previously impaired indicate that
such historical carrying value is recoverable, the impairment is reversed. The reversal is limited so that the carrying value of
the asset does not exceed its recoverable amount, nor exceed what the historical carrying amount would have been
should the asset not have been impaired. Reversal of impairment losses are recognised in profit or loss. Reversal of
impairment recognised in respect of a CGU is allocated to the individual assets in the CGU.
Derecognition of property, plant and equipment
Property, plant and equipment is derecognised on disposal or closure of a shaft when no future economic benefits are
expected from its use or disposal. Any gain or loss on derecognition of an item of property, plant and equipment
(calculated as the net proceeds from disposal and the carrying amount of the item) is recognised in profit or loss.
Exploration and evaluation expenditure
All exploration and evaluation expenditure, prior to obtaining the legal rights to explore a specific area, is recognised in
profit or loss. After the legal rights to explore are obtained, exploration and evaluation expenditure, comprising the costs of
acquiring prospecting rights and directly attributable exploration expenditure, is capitalised as a separate class of property,
plant and equipment or intangible assets, on a project-by-project basis, pending determination of the technical feasibility
and commercial viability.
The technical feasibility and commercial viability of extracting a mineral resource is generally considered to be
determinable through a feasibility study and when proven reserves are determinable to exist. Upon determination of proven
reserves, exploration and evaluation assets attributable to those reserves are first tested for impairment and then reclassified
from exploration and evaluation assets to another appropriate class of property, plant and equipment. Subsequently,
all cost directly incurred to prepare an identified mineral asset for production is capitalised to mine development assets.
Amortisation of these assets commences once these assets are available for use, which is expected to be when the mine is
in commercial production. These assets will be measured at cost less accumulated amortisation and impairment losses.
Sibanye-Stillwater Annual Financial Report 2021
96
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Figures in million – SA rand
2021
Cost
Balance at beginning of the year
Additions1
Change in estimates of rehabilitation assets2
Disposals
Derecognition of property, plant and equipment3
Transfers between classes of property, plant and equipment
Assets derecognised on loss with dilution of interest in joint
operation
Assets dercognised on classification to other investments
Foreign currency translation
Balance at end of the year
Accumulated depreciation, amortisation and impairment
Balance at beginning of the year
Amortisation and depreciation
Impairment
Disposals
Derecognition of property, plant and equipment
Depreciation capitalised to inventory
Foreign currency translation
Balance at end of the year
Carrying value at end of the year
Mine
development,
infrastructure
and other
Land,
mineral
rights and
rehabilitation
Exploration
and
evaluation
assets
Notes
Total
115,954
12,809
(612)
(254)
(2,065)
—
(2)
(22)
4,138
90,093
12,794
29
(231)
(2,062)
161
—
—
2,432
129,946
103,216
23,823
(3)
(639)
(23)
(3)
105
—
—
1,695
24,955
2,038
18
(2)
—
—
(266)
(2)
(22)
11
1,775
4
10
55,354
8,181
5,120
(210)
(2,056)
120
943
67,452
62,494
48,657
7,467
5,025
(189)
(2,056)
120
694
59,718
43,498
4,998
1,699
650
94
(21)
—
—
238
5,959
18,996
64
1
—
—
—
11
1,775
—
1 During the year, amortisation and depreciation on assets used in the development of the Blitz project was capitalised. As a result, additions
include non-cash additions (or amortisation and depreciation capitalised) of R69 million
2 Includes a decrease to the environmental rehabilitation obligation of R638 million (refer note 30), decrease to the right of recoverability
liability of R9 million and a decrease to the right of recoverability asset of R35 million
3 During the year, short-term ore reserve development, which was capitalised up to 31 December 2019 and fully depreciated by 2021, was
derecognised as no future economic benefits are expected from its use
Sibanye-Stillwater Annual Financial Report 2021
97
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Figures in million – SA rand
2020
Cost
Balance at beginning of the year
Additions1
Change in estimates of rehabilitation assets2
Disposals
Derecognition of property, plant and equipment3
Transfers between classes of property, plant and equipment
Transfers to right-of-use assets
Assets derecognised on loss with dilution of interest in joint
operation
Foreign currency translation
Balance at end of the year
Accumulated depreciation, amortisation and impairment
Mine
development,
infrastructure
and other
Land, mineral
rights and
rehabilitation
Exploration
and
evaluation
assets
Notes
Total
107,285
9,712
(384)
(63)
(1,968)
—
(2)
(37)
1,411
82,046
9,656
(108)
(43)
(1,905)
(29)
(2)
—
478
23,210
2,029
14
(270)
(20)
(63)
29
—
(1)
924
42
(6)
—
—
—
—
(36)
9
2,038
115,954
90,093
23,823
Balance at beginning of the year
Amortisation and depreciation
Impairment
Disposals
4
10
49,805
7,468
1
(60)
43,877
6,647
—
(41)
Derecognition of property, plant and equipment
(1,968)
(1,905)
Depreciation capitalised to inventory
Foreign currency translation
Balance at end of the year
Carrying value at end of the year
117
(9)
55,354
60,600
117
(38)
48,657
41,436
4,303
1,625
753
—
(19)
(63)
—
24
68
1
—
—
—
5
4,998
18,825
1,699
339
1 During the year, amortisation and depreciation on assets used in the development of the Blitz project was capitalised. As a result, additions
include non-cash additions (or amortisation and depreciation capitalised) of R96 million
2 Includes a decrease to the environmental rehabilitation obligation of R318 million (refer note 30), decrease to the right of recoverability
liability of R40 million and an increase to the right of recoverability asset of R26 million
3 During the year, short-term ore reserve development, which was capitalised up to 31 December 2018 and fully depreciated by 2020, was
derecognised as no future economic benefits are expected from its use
Sibanye-Stillwater Annual Financial Report 2021
98
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Figures in million – SA rand
2019
Cost
Balance at beginning of the year
Additions1
Change in estimates of rehabilitation assets2
Disposals
Derecognition of property, plant and equipment3
Transfers between classes of property, plant and equipment
Transfers to right-of-use assets
Assets acquired on acquisition of subsidiaries
Assets derecognised on loss of control of subsidiary
Foreign currency translation
Balance at end of the year
Accumulated depreciation, amortisation and impairment
Balance at beginning of the year
Amortisation and depreciation
Impairment
Disposals
Derecognition of property, plant and equipment
Transfers to right-of-use assets
Depreciation capitalised to inventory
Foreign currency translation
Balance at end of the year
Carrying value at end of the year
Mine
development,
infrastructure
and other
Land,
mineral
rights and
rehabilitation
Exploration
and
evaluation
assets
Notes
Total
99,995
7,803
101
(282)
(2,410)
—
(19)
3,159
(63)
(999)
107,285
45,437
7,102
5
(257)
(2,410)
(16)
111
(167)
49,805
57,480
4
10
72,811
25,096
2,088
7,791
(99)
(281)
(695)
(95)
(19)
3,152
—
(519)
82,046
38,576
6,275
—
(257)
(695)
(16)
111
(117)
43,877
38,169
—
200
(1)
(1,715)
95
—
7
—
(472)
23,210
5,277
788
—
—
(1,715)
—
—
(47)
4,303
18,907
12
—
—
—
—
—
—
(63)
(8)
2,029
1,584
39
5
—
—
—
—
(3)
1,625
404
1 During the year, amortisation and depreciation on assets used in the development of the Blitz project was capitalised. As a result, additions
include non-cash additions (or amortisation and depreciation capitalised) of R86 million
2 Includes an increase to the environmental rehabilitation obligation of R105 million (refer note 30), decrease to the right of recoverability
liability of R11 million and a decrease to the right of recoverability asset of R7 million
3 During the year, short-term ore reserve development, which was capitalised up to 31 December 2017 and fully depreciated by 2019, was
derecognised as no future economic benefits are expected from its use
Sibanye-Stillwater Annual Financial Report 2021
99
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
15. Right-of-use assets
Accounting policy
Right-of-use assets comprise mining equipment, vehicles and office rentals (included in the mine development, infrastructure
and other asset class) of which none meet the definition of investment property. These right-of-use assets comprise the initial
measurement of the corresponding lease liability, any initial direct costs incurred by the lessee, and an estimate of costs to
be incurred by the lessee in dismantling and removing the underlying asset, restoring the site on which it is located or
restoring the underlying asset.
Right-of-use assets are subsequently measured at cost less accumulated depreciation and impairment losses if applicable.
The assets are depreciated over the shorter period of the lease term and useful life of the underlying asset.
If a lease transfers ownership of the underlying asset, or the cost of the right-of-use asset reflects that the Group expects to
exercise a purchase option, the related right-of use asset is depreciated over the useful life of the underlying asset.
The depreciation starts at the commencement date of the lease.
Refer to the lease liabilities note (refer note 29) for additional detail.
Figures in million – SA rand
Balance at beginning of the year
Impact of adopting IFRS 16 on 1 January 2019
Additions and modifications
Right-of-use assets acquired on acquisition of subsidiaries (Lonmin
acquisition)
Impairment of mining assets
Depreciation
Transfers and other movements
Foreign currency translation
Balance at end of the year
Notes
16.1
10
2021
296
—
65
—
(28)
(112)
—
1
222
2020
361
—
66
—
—
(124)
(8)
1
296
2019
—
302
44
133
—
(112)
(6)
—
361
Sibanye-Stillwater Annual Financial Report 2021
100
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
16. Acquisitions
Significant accounting judgements and estimates
Expected future cash flows used to determine the fair value of, inter alia, property, plant and equipment and contingent
consideration are inherently uncertain and could materially change over time. The fair value is significantly affected by a
number of factors including reserves and production estimates, together with economic factors such as the expected
commodity price, foreign currency exchange rates, and estimates of production costs, future capital expenditure and
discount rates.
Accounting policy
Business combinations
The acquisition method of accounting is used to account for business combinations by the Group. The consideration
transferred for the acquisition of a business is the fair value of the assets transferred, the liabilities incurred and the equity
interests issued by the Group. The consideration transferred includes the fair value of any asset or liability resulting from a
contingent consideration arrangement. Any contingent consideration is measured at fair value at the date of acquisition.
Acquisition-related costs are expensed as incurred.
Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially
at their fair values at the acquisition date.
On an acquisition-by-acquisition basis, the Group recognises any NCI in the acquiree either at fair value or at the non-
controlling interest’s proportionate share of the acquiree’s net assets. Subsequently, the carrying amount of NCI is the
amount of the interest at initial recognition plus the NCI’s share of the subsequent changes in equity, plus or minus changes
in the portion of interest of the equity of the subsidiary not attributable, directly or indirectly, to Sibanye-Stillwater
shareholders.
The excess of the consideration transferred, the amount of any NCI in the acquiree and the acquisition-date fair value of
any previous equity interest in the acquiree over the fair value of the identifiable net assets acquired is recorded as
goodwill. If this is less than the fair value of the net assets of the subsidiary acquired in the case of a bargain purchase,
the difference is a gain recognised directly in profit or loss.
Statement of cash flows
The acquisition date fair value of deferred payments and contingent consideration relating to business combinations is part
of the aggregate consideration for obtaining control of the underlying net assets. Therefore, unless the obligations are
clearly part of the borrowing structure of the group, repayments of the acquisition date fair value are classified as investing
activities. Additional deferred/ contingent payments in excess of the grant date fair value are considered to be operating
activity cash flows by nature.
16.1 Lonmin acquisition
On 14 December 2017, Sibanye-Stillwater announced that it had reached an agreement with Lonmin Plc (Lonmin) on the
terms of a recommended all-share offer to acquire the entire issued and to be issued ordinary share capital of Lonmin (the
Lonmin Acquisition). The Lonmin Acquisition was effected by means of a scheme of arrangement between Lonmin and the
Lonmin shareholders under Part 26 of the UK Companies Act. Under the initial terms of the Lonmin Acquisition, each Lonmin
shareholder was entitled to receive: 0.967 new Sibanye-Stillwater shares for each Lonmin share (Initial offer).
On 15 May 2018, Sibanye-Stillwater received South African Reserve Bank approval for the proposed acquisition of Lonmin and
on 28 June 2018, the proposed Lonmin transaction was unconditionally cleared by the UK Competition and Markets Authority.
On 21 November 2018, Sibanye-Stillwater announced that the Competition Tribunal had approved the proposed acquisition
of Lonmin, subject to specific conditions. In addition to the conditions agreed between Sibanye-Stillwater and the
Competition Commission, a further condition had been imposed by the Competition Tribunal, namely a moratorium on
retrenchments at the Lonmin operations for a period of six months from the implementation date.
On 25 April 2019, the boards of Sibanye-Stillwater and Lonmin reached agreement on the terms of an increased
recommended all-share offer pursuant to which Sibanye-Stillwater, and/or a wholly owned subsidiary of Sibanye-Stillwater,
was to acquire the entire issued and to be issued ordinary share capital of Lonmin (the Increased Offer). Under the terms of
the Increased Offer, Lonmin shareholders was entitled to receive one new Sibanye-Stillwater share for each Lonmin share.
The Lonmin Transaction (or scheme) was approved by the UK Court and on 7 June 2019 (effective date) and all the
conditions precedent to the Lonmin Transaction were fulfilled. Sibanye-Stillwater obtained control of Lonmin on this date. The
effective date of the implementation of the Lonmin Transaction was 10 June 2019, when Lonmin's listing on the Financial
Conduct Authority's Official List and the trading of Lonmin shares on the London Stock Exchange's Main Market for listed
securities was suspended, and 290,394,531 new Sibanye-Stillwater shares were listed on the Johannesburg Stock Exchange.
Sibanye-Stillwater Annual Financial Report 2021
101
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
The year end of Lonmin has been changed to 31 December 2019 and Lonmin was consolidated from the effective date. For
the seven months ended 31 December 2019, the Marikana operations contributed revenue of R11,188 million and a net profit
of R1,881 million to the Group’s results.
The purchase price allocation (PPA) on the effective date was prepared on a provisional basis in accordance with IFRS 3
Business Combinations. During the measurement period, management provisionally revised the initial PPA due to new
information obtained in accordance with IFRS 3. Since provisionally revising the initial PPA and up to one year of the
acquisition date, no further information was obtained that required adjustments to the amounts recognised.
Consideration
The fair value of the consideration is as follows:
Figures in million – SA rand
Equity instruments (290,394,531 ordinary shares)
Total consideration
Acquisition related costs
2019
4,307
4,307
The Group incurred total acquisition related costs of R437 million (2020: R8 million, 2019: R284 million, 2018: R117 million, and
prior to 2018: R28 million) on advisory and legal fees. These costs are recognised as transaction costs in profit or loss during the
period in which incurred.
Identified assets acquired and liabilities assumed
The following table summarises the recognised amounts of assets acquired and liabilities assumed at the acquisition date:
Figures in million – SA rand
Property, plant and equipment
Right-of-use assets
Other investments
Environmental rehabilitation obligation funds
Other non-current assets
Inventories
Trade and other receivables
Other current assets
Cash and cash equivalents
Lease liabilities
Environmental rehabilitation obligation and other provisions
Other non-current liabilities
Borrowings
Trade and other payables
Other current liabilities
Total fair value of identifiable net assets acquired1
Notes
14
15
21
29
30
28
2019
3,159
133
321
443
395
5,220
925
15
2,999
(133)
(1,697)
(863)
(2,575)
(2,586)
(99)
5,657
1 Fair value of assets and liabilities excluding property, plant and equipment, inventories, borrowings, non-current liabilities and environmental
rehabilitation obligation approximate the carrying value
The fair value of property, plant and equipment was based on the expected discounted cash flows of the expected ore reserves and costs
to extract the ore discounted at a real discount rate of 13.5% for the Marikana operations, an average platinum price of US$1,025/oz and an
average palladium price of US$1,170/oz
The fair value of inventories was based on the estimated selling price less costs to complete and costs to sell
The fair value of borrowings is based on the settlement price. The Group restructured the Lonmin group entities funding arrangements to
optimise financing costs. The Lonmin Pangaea Investments Management Limited (PIM) prepayment arrangement of US$174.3 million was
fully settled by cash on hand and available within the Lonmin group on 5 July 2019
The fair value of other non-current liabilities is calculated based on a discounted cash flows using an effective discount rate of 12.5%
The fair value of environmental rehabilitation obligation is calculated with updated life-of-mines used in the discounted cash flows of
property, plant and equipment
Sibanye-Stillwater Annual Financial Report 2021
102
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Gain on acquisition
A gain on acquisition has been recognised as follows:
Figures in million – SA rand
Consideration
Fair value of identifiable net assets acquired
Non-controlling interest, based on the proportionate interest in the recognised amounts of assets and liabilities1
Gain on acquisition
2019
4,307
(5,657)
247
(1,103)
1 The amount recognised as NCI represents the NCI holders’ effective proportionate share in the fair value of the identifiable net assets
acquired
The excess of the fair value of the net assets acquired over the consideration is recognised immediately in profit or loss as a
gain on acquisition. The gain on acquisition is attributable to the transaction being attractively priced, and is consistent with
the statement by the boards of Sibanye-Stillwater and Lonmin, that the purchase price reflected the recovery in PGM prices
at the time of the increased offer, balanced against the fact that Lonmin, pre-acquisition, was financially constrained and
unable to fund the significant investment required to sustain its business and associated employment.
16.2 SFA (Oxford) acquisition
On 21 February 2019, Sibanye-Stillwater announced it had agreed to acquire SFA (Oxford) Limited (SFA Oxford), an
established analytical consulting company that is a globally recognised authority on PGMs and has for several years provided
in-depth market intelligence on battery materials and precious metals for industrial, automotive, and smart city technologies.
The purchase consideration comprised an upfront payment of GBP4 million (R74.7 million) at the closing of the transaction
and a deferred payment (contingent consideration), subject to a maximum payment of GBP6 million (refer note 22.2).
The acquisition was subject to the fulfilment of various conditions precedent which were completed on 4 March 2019.
Sibanye-Stillwater obtained control (100%) on this date.
The PPA was prepared on a provisional basis in accordance with IFRS 3 at the effective date. No new information was
obtained within one year of the acquisition date that required adjustments to the amounts recognised.
Figures in million – SA rand
Consideration
Fair value of identifiable net assets acquired
Goodwill
2019
127
(4)
123
The goodwill is attributable to the talent and skills of SFA (Oxford)’s workforce.
The goodwill has been allocated to the Stillwater, Rustenburg and Kroondal cash generating units (refer note 17). None of the
goodwill recognised is expected to be deducted for tax purposes.
16.3 Qinisele Resources acquisition
On 29 October 2019, Sibanye-Stillwater entered in to a sale of shares agreement to buy the entire issued share capital of
Qinisele Resources, a boutique advisory company that specialises in corporate finance, investor relations and research for a
total of R55 million.
The acquisition was subject to the fulfilment of various conditions precedent which were completed on 31 October 2019 and
Sibanye- Stillwater obtained control (100%) on 1 November 2019 (acquisition date).
The PPA was prepared on a provisional basis in accordance with IFRS 3 at the effective date. No new information was
obtained within one year of the acquisition date that required adjustments to the amounts recognised.
Figures in million – SA rand
Consideration
Fair value of identifiable net assets acquired
Goodwill
2019
55
(1)
54
The goodwill is attributable to the experience and skills of Qinisele’s workforce (refer note 17).
Sibanye-Stillwater Annual Financial Report 2021
103
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
17. Goodwill
Significant accounting judgements and estimates
Goodwill is tested for impairment on an annual basis and whenever impairment indicators are identified. Expected future
cash flows used to determine the recoverable amount of property, plant and equipment and goodwill are inherently
uncertain and could materially change over time. The recoverable amount is significantly affected by a number of factors
including reserves and production estimates, together with economic factors such as the expected commodity price,
foreign currency exchange rates, and estimates of production costs, future capital expenditure and discount rates.
An individual operating mine does not have an indefinite life because of the finite life of its reserves. The allocation of
goodwill to an individual mine will result in an eventual goodwill impairment due to the wasting nature of the mine.
Accounting policy
Goodwill is stated at cost less accumulated impairment losses. In accordance with the requirements of IAS 36 Impairment of
Assets, the Group performs its annual impairment review of goodwill at each financial year end or whenever there are
impairment indicators to establish whether there is any indication of impairment to goodwill. Goodwill is allocated to CGUs
for the purpose of impairment testing. The allocation is made to those CGUs or groups of CGUs that are expected to benefit
from the business combination in which the goodwill arose. An impairment is made if the carrying amount exceeds the
recoverable amount. The recoverable amount is determined as the higher of “value in use” and “fair value less cost to sell”,
based on the cash flows over the life of the CGUs and discounted to present value at an appropriate discount rate.
Impairment losses on goodwill are not reversed. Gains and losses on the disposal of an entity include the carrying amount of
goodwill allocated to the entity sold.
Figures in million – SA rand
Balance at beginning of the year
Impairment
Goodwill on acquisition of subsidiaries
Foreign currency translation
Balance at end of the year
Note
10
2021
7,165
—
—
562
7,727
2020
6,855
—
—
310
7,165
2019
6,890
(54)
177
(158)
6,855
The goodwill arose on the acquisition of Cooke, Aquarius, Stillwater, DRDGOLD, SFA (Oxford) and Qinisele Resources.
The goodwill on acquisition of:
• SFA (Oxford), amounting to R123 million, is attributable to the talent and skills of SFA (Oxford)’s workforce. At year-end,
the goodwill on acquisition of SFA (Oxford) is allocated to the Stillwater (R60 million), Rustenburg (R44 million) and Kroondal
(R18 million) CGUs, where it is tested for impairment. No impairment has been recognised
• Qinisele Resources, amounting to R54 million, cannot be attributed to any current Sibanye-Stillwater operating cash
generating units. Qinisele Resources will perform an internal corporate function, mostly responsible for identifying, assessing
and executing corporate actions. The business acquired will not generate external cash flows and has no future external
mandates. None of the goodwill recognised is expected to be deducted for tax purposes. Due to the factors mentioned,
the recoverable amount of goodwill resulting from the application of IFRS 3 has been calculated at zero at acquisition in
2019 and fully impaired at year-end (refer note 10)
• Cooke, amounting to R737 million, was attributable to the synergies at the Group’s other operations, and the underlying
assets of Cooke and the West Rand Tailings Retreatment Project (WRTRP). During the year ended 31 December 2016, the
goodwill allocated to the Cooke CGU was impaired by R201 million. During the year ended 31 December 2017, the
goodwill allocated to the WRTRP CGU was impaired by R99 million. During the year ended 31 December 2018, the goodwill
allocated to the Driefontein, Kloof and Beatrix CGUs was impaired by R436 million
• Aquarius, amounting to R401 million, was attributable to the synergies between the PGM assets in the Rustenburg area.
At year end, the goodwill on acquisition of Aquarius is allocated to the Kroondal (R134 million) and the Rustenburg
operation (R267 million) CGUs, where it is tested for impairment. No impairment has been recognised
• Stillwater, amounting to R5,874 million (US$450 million), was attributable to the premium paid, and the talent and skills of
Stillwater’s workforce, and is allocated to the Stillwater CGU, where it is tested for impairment. No impairment has been
recognised
• DRDGOLD, amounting to R35 million, was attributable to DRDGOLD’s proven surface retreatment capabilities, and is
allocated to the DRDGOLD CGU, where it is tested for impairment. No impairment has been recognised
The recoverable amount of goodwill was calculated based on the value in use of the CGUs to which to goodwill was
allocated.
None of the goodwill recognised is expected to be deductible for tax purposes.
Sibanye-Stillwater Annual Financial Report 2021
104
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
The Group’s estimates and assumptions used in the 31 December 2021 impairment testing include:
PGM operations
2019
2020
2021
Average gold price2
R/kg
773,398
733,037
686,225
Gold operations1
2021
2020
2019
20,600
1,250
23,278
1,202
24,422
R/4Eoz Average PGM (4E) basket price
1,180 US$/2Eoz Average PGM (2E) basket price
13.6 18.8 - 19.7
7.6
5.0
2.0
8.8
6.0
2.0
20.0
8.3
6.0
2.0
%
%
%
%
13 - 35
12 - 39
17 - 50
years
Nominal discount rate – South
Africa3
Nominal discount rate – US
Inflation rate – South Africa2
Inflation rate – US
Life-of-mine2
%
%
11.5 - 13.5
9.7 - 13.6
12.4
6.0
6.0
5.0
years
4 - 9
3 - 13
6 - 14
1 Include the operating gold mines Driefontein, Kloof and Beatrix
2 The estimates and assumptions used in the impairment assessment of the Burnstone project include an average gold price of R729,270/kg
(2020: R733,037/kg, 2019: R686,225/kg), inflation rate of 6% (2020: 6%, 2019: 5%) and life-of-mine of 24 years (2020: 21 years, 2019: 18 years)
3 Nominal discount rate for the Burnstone project is 15.3% (2020: 16.8%, 2019: 17.1%) and for the equity-accounted joint venture Mimosa, 24.4%
(2020: 28.4%, 2019: 23.3%)
The cash flows are based on the annual life-of-mine plan that takes into account the following:
• Proved and probable ore reserves of the CGUs
• Cash flows are based on the life-of-mine plan
• Sustaining capital expenditure estimates over the life-of-mine plan
Results of impairment assessments for other gold operations, PGM operations and goodwill allocated to CGUs
No impairment was identified for the Group's PGM CGUs or any CGUs with allocated goodwill. Sufficient headroom exists for
all CGUs with allocated goodwill. Except for the impaired SA gold operations (refer note 10), management believes that
currently there are no reasonably possible changes in any of the above assumptions, which would lead to an impairment for
any CGUs not impaired during the year.
Sibanye-Stillwater Annual Financial Report 2021
105
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
18. Equity-accounted investments
Significant accounting judgements and estimates
Joint arrangements
Judgement is required to determine when the Group has joint control, which requires an assessment of the relevant
activities and when the decisions in relation to those activities require unanimous consent. The Group has determined that
the relevant activities for its joint arrangements are those relating to the operating and capital decisions of the
arrangement, such as the approval of the capital expenditure programme for each year, and appointing, remunerating
and terminating the key management personnel or service providers of the joint arrangement. The considerations made in
determining joint control are similar to those necessary to determine control over subsidiaries.
Judgement is also required to classify a joint arrangement as either a joint operation or a joint venture. Classifying the
arrangement requires the Group to assess their rights and obligations arising from the arrangement. Specifically, it considers:
• The structure of the joint arrangement – whether it is structured through a separate vehicle
• When the arrangement is structured through a separate vehicle, the Group also considers the rights and obligations
arising from:
– the legal form of the separate vehicle
– the terms of the contractual arrangement
This assessment often requires significant judgement, and a different conclusion on joint control and also whether the
arrangement is a joint operation or a joint venture may materially impact the accounting.
Carrying value of Mimosa and related Mineral Reserves and Mineral Resources estimates
The Group reviews and tests the carrying value when events or changes in circumstances suggest that the carrying amount
may not be recoverable by comparing expected future cash flows to the carrying value. Expected future cash flows used
to determine the value in use and fair value less costs to sell of Mimosa are inherently uncertain and could materially
change over time. These are significantly affected by a number of factors including reserves and production estimates,
together with economic factors such as spot and future PGM prices, discount rates, foreign currency exchange rates,
estimates of costs to produce reserves and future capital expenditure. Mineral resources outside the approved mine plans
are valued based on the in situ 4E ounce value. Comparable market transactions are used as a source of evidence
adjusting specifically for the nature of each underlying ore body.
Mimosa functional currency
The functional currency of Mimosa, which is domiciled in Zimbabwe, has been determined as US dollar. The local currency
in Zimbabwe changed to RTGS dollar during February 2019. As a result of this change, management reassessed whether
there is a change in the functional currency of Mimosa. This assessment depends on the primary economic environment in
which the company operates, which is considered to be the environment in which it generates and expends cash. These
considerations include the currency primarily influencing sales prices, the country whose competitive forces and regulations
mainly determine sales prices and the currency that influences labour, material and other costs of production. Judgements
and assumptions made in determining the functional currency may have a significant impact on the results presented for
the Group.
The determining factors in the above assessment were:
• The currency that mainly influences sales prices: Sales are invoiced and settled in US dollar;
• The currency of the country whose competitive forces and regulations mainly determine the sales prices: The
competitive forces and regulations of the US primarily influences sales prices; and
• The currency that mainly influences labour, material and other costs: The majority of operating costs are settled in
US dollar.
Accounting policy
The Group’s interest in equity-accounted investees comprise interests in associates and joint ventures.
Associates are those entities in which the Group has significant influence, but not control or joint control, over the financial
and operating policies. Joint ventures are arrangements in which the Group has joint control, whereby the Group has rights
to the net assets of the arrangement, rather than rights to its assets and obligations for its liabilities.
Interests in associates and joint ventures are accounted for using the equity method. The interests are initially recognised at
cost using the same principles as with business combinations. Subsequent to initial recognition, the consolidated financial
statements include the Group’s share of profit or loss and other comprehensive income of equity-accounted investees until
the date on which significant influence or joint control ceases.
Sibanye-Stillwater Annual Financial Report 2021
106
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Results of associates and joint ventures are equity-accounted using the results of their most recent audited annual financial
statements or unaudited management accounts. Any losses from associates are brought to account in the consolidated
financial statements until the interest in such associates is written down to zero. The interest includes any long-term interests
that in substance form part of the entity’s net investment in the equity-accounted investee, for example long-term
receivables for which settlement is neither planned nor likely to occur in the foreseeable future. Thereafter, losses are
accounted for only insofar as the Group is committed to providing financial support to such associates.
The carrying value of an equity-accounted investment represents the cost of the investment, including goodwill, the
proportionate share of the post-acquisition retained earnings and losses, any other movements in reserves, any impairment
losses and loans to or from the equity-accounted investee. The carrying value together with any long-term interests that in
substance form part of the net investment in the equity-accounted investee is assessed annually for existence of indicators
of impairment and if such exist, the carrying amount is compared to the recoverable amount, being the higher of value in
use or fair value less costs to sell. If an impairment in value has occurred, it is recognised in the period in which the
impairment arose. Indicators of impairment include a significant or prolonged decline in the investments fair value below its
carrying value.
The Group holds the following equity-accounted investments:
Figures in million – SA rand
Rand Refinery1
Mimosa2
Peregrine2
Keliber Oy (Keliber)1
Other equity-accounted investments
Total equity-accounted investments
1 Associate
2 Joint venture
* Less than R1 million
18.1 Rand Refinery
Notes
18.1
18.2
18.3
18.4
2021
649
5,413
1,086
446
-*
7,594
2020
691
3,929
1,001
—
-*
2019
397
2,688
954
—
-*
5,621
4,039
Sibanye-Stillwater has a 44.4% interest in Rand Refinery Proprietary Limited (Rand Refinery), a company incorporated in
South Africa, which is involved in the refining of bullion and by-products sourced from, inter alia, South African and foreign
gold producing mining companies. Rand Refinery is accounted for using the equity method.
On 18 December 2014, Rand Refinery drew down R1.029 billion under a R1.2 billion subordinated shareholders loan
(the Facility), with Sibanye-Stillwater’s proportional share being R385 million. Amounts drawn down under the Facility were
repayable within two years from the first draw down date. If the loan was not repaid within two years, it would automatically
convert into equity in Rand Refinery. During February 2017, Rand Refinery resolved to convert the Facility to redeemable
preference shares.
There were no fixed repayment terms for the preference shares. The preference shares had a preferential right to distributions.
No ordinary dividends could be declared by Rand Refinery until the preference shares have been fully redeemed.
The preference shareholders did not have voting rights at shareholders' meetings. The Group accounted for the preference
shares as part of the investment in Rand Refinery. The preference shares were fully redeemed during 2020.
Historical impairment of R120 million on Rand Refinery was reversed at 31 December 2020 (refer note 10).
The equity-accounted investment in Rand Refinery movement for the year is as follows:
Figures in million – SA rand
Balance at beginning of the year
Share of results of equity-accounted investee after tax1
Dividends received
Preference shares redeemed
Reversal of impairment
Balance at end of the year
Note
10
2021
691
287
(329)
—
—
649
2020
397
400
(112)
(114)
120
691
2019
239
345
—
(187)
—
397
1 Rand Refinery is equity accounted based on its latest management accounts for the period ended 30 November, since Rand Refinery has a
31 August year end
Sibanye-Stillwater Annual Financial Report 2021
107
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
The Group’s interest in the summarised financial statements of Rand Refinery are:
Figures in million – SA rand
Revenue
Total comprehensive income
Non-current assets
Current assets
Non-current liabilities
Current liabilities
Net assets (100%)
Reconciliation of the total investment in Rand Refinery with attributable net assets:
Net assets (44.4%)
Preference shares redeemed
Dividend received1
Fair value adjustment2
Impairment
Redeemable preference shares below 44.4% interest3
Reconciling items4
Total investment in Rand Refinery
2021
1,276
646
524
2,022
(87)
(475)
1,984
882
—
(156)
(36)
—
—
(41)
649
2020
1,131
903
724
2,079
(56)
(462)
2,285
1,016
(114)
(112)
(36)
—
—
(63)
691
2019
811
777
667
1,433
(111)
(104)
1,885
837
(187)
(8)
(36)
(120)
15
(104)
397
1 The dividend received relates to the dividend received from Rand Refinery after 30 November 2021, total dividend received for 2021 of
R329 million
2 The investment in equity-accounted investee was fair valued at 1 July 2002, the date when significant influence was obtained
3 Sibanye-Stillwater took up 37.4% of the Facility, which is less than its current proportional interest in Rand Refinery. Rand Refinery converted
the Facility into redeemable preference shares, classified within equity, and therefore Sibanye-Stillwater shares in less than its current 44.4%
proportional interest of the net asset value of Rand Refinery
4 Reconciling items relate to adjustments on consolidation of DRDGOLD’s interest in Rand Refinery
18.2 Mimosa
Sibanye-Stillwater has a 50% interest in Mimosa Investments Limited (Mimosa), which owns and operates the Mimosa mine,
which is a Platinum mine situated in Zimbabwe and has a functional currency of US dollar.
The equity-accounted investment in Mimosa movement for the year is as follows:
Figures in million – SA rand
Balance at the beginning of the year
Share of results of equity-accounted investee after tax
Dividends received
Foreign currency translation
Balance at end of the year
2021
3,929
1,702
(667)
449
5,413
2020
2,688
1,300
(103)
44
3,929
2019
2,492
376
(111)
(69)
2,688
Sibanye-Stillwater Annual Financial Report 2021
108
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
The Group’s interest in the summarised financial statements of Mimosa are:
Figures in million – SA rand
Revenue
Amortisation and depreciation
Interest income
Finance expense
Income and royalty tax
Income tax
Royalty tax
Profit or loss
Other comprehensive income
Total comprehensive income
Non-current assets
Property, plant and equipment1
Right-of-use assets
Current assets
Cash and cash equivalents
Other current assets
Non-current liabilities
Non-current financial liabilities2
Other non-current liabilities
Current liabilities
Current financial liabilities2
Other current liabilities
Net assets (100%)
Reconciliation of the total investment in Mimosa with attributable net assets:
Net assets (50%)
Reconciling items1
Total investment in Mimosa
2021
8,786
(549)
24
(10)
(1,503)
(1,183)
(320)
3,405
896
4,301
6,095
6,095
—
6,728
1,131
5,597
2020
7,789
(563)
8
(28)
(1,254)
(984)
(270)
2,599
89
2,688
5,178
5,178
—
4,635
469
4,166
(1,443)
(1,304)
—
(12)
(1,443)
(1,292)
(456)
(334)
(122)
10,924
5,462
(49)
5,413
(556)
(476)
(80)
7,953
3,977
(48)
3,929
2019
4,685
(437)
5
(44)
(436)
(282)
(154)
754
(141)
613
4,724
4,705
19
2,535
28
2,507
(1,236)
(129)
(1,107)
(554)
(447)
(107)
5,469
2,735
(47)
2,688
1 The reconciling items include the difference between the carrying amount and fair value of the Mimosa’s identifiable assets and liabilities on
acquisition less accumulated amortisation, and foreign exchange differences on translation of assets and liabilities of the foreign joint
venture
2 Non-current and current financial liabilities (excluding trade and other payables and provisions) amounted to Nil (2020: R12 million, 2019:
R129 million) and R9 million (2020: R53 million, 2019: R32 million), respectively
Repatriation of funds from Zimbabwe is subject to regulatory approval in Zimbabwe.
18.3 Peregrine
On 29 June 2018, Sibanye-Stillwater announced that it had entered into an agreement with Regulus Resources Inc. (Regulus)
and a newly formed subsidiary of Regulus, Aldebaran Resources Inc. (Aldebaran), creating a strategic partnership in order to
unlock value at its Altar copper-gold project in San Juan Province, Argentina (Altar Project), currently held in the US PGM
operations. Under the terms of the agreement, Stillwater Canada LLC, an indirect, wholly-owned subsidiary of Sibanye-
Stillwater (Stillwater Canada), entered into an option and joint venture agreement with Aldebaran, whereby Aldebaran has
the option to earn into a maximum 80% interest in a wholly-owned subsidiary of Stillwater Canada, Peregrine Metals Limited
(Peregrine) which owns the Altar Project (Arrangement Agreement).
The consideration for Aldebaran to acquire up to an 80% interest in the Altar Project, included:
• An upfront cash payment of US$15 million to Sibanye-Stillwater on closing of the Arrangement Agreement
• 19.9% of the shares of Aldebaran
• A commitment from Aldebaran to carry the next US$30 million of spend at the Altar Project over a maximum of five years
(inclusive of 2018 drilling that was conducted between February and May of 2018) as an initial earn-in of a 60% interest in
the Altar Project (the Initial Earn-in)
Pursuant to the Arrangement Agreement, Aldebaran may also elect to earn-in an additional 20% interest in the Altar Project
by spending an additional US$25 million over a three-year period following the Initial Earn-in.
Sibanye-Stillwater Annual Financial Report 2021
109
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Peregrine was a subsidiary of Stillwater Canada. On 25 October 2018, Aldebaran issued an aggregate of 15,449,555
Aldebaran shares to Sibanye-Stillwater, representing 19.9% of the current 77,635,957 issued and outstanding Aldebaran shares,
and made an upfront cash payment of US$15 million to Sibanye-Stillwater in accordance with the Arrangement Agreement.
From this date, Stillwater Canada and Aldebaran act together to direct the relevant activities of and, therefore, collectively
control Peregrine. As a result of the loss of control, Peregrine was derecognised as a subsidiary and accounted for as an
equity-accounted investment. At 31 December 2021, the Group had a 100% legal interest in Peregrine, which is subject to an
Initial Earn-in arrangement of 60% as described above (2020: 100%; 2019: 100%). At 31 December 2021, Aldebaran who is
earning into the Altar Project, was not in breach of the earn-in requirements.
The equity-accounted investment in Peregrine movement for the year is as follows:
Figures in million – SA rand
Balance at the beginning of the year
Foreign currency translation
Balance at end of the year
The Group’s interest in the summarised financial statements of Peregrine is:
Figures in million – SA rand
Non-current assets
Current assets
Non-current liabilities
Current liabilities
Net assets (100%)
Reconciliation of the total investment in Peregrine with attributable net assets:
Net assets (40%)1
Reconciling items2
Total investment in Peregrine
2021
1,001
85
1,086
2021
2,788
—
(409)
(15)
2,364
946
140
1,086
2020
954
47
1,001
2020
1,541
7
(382)
(18)
1,148
459
542
1,001
2019
978
(24)
954
2019
1,472
3
(369)
(1)
1,105
442
512
954
1 Disclosed on the basis that Aldebaran will successfully complete their earn-in obligation in terms of the agreement as described above
2 The reconciling items include the difference between the carrying amount and fair value of the Peregrine’s identifiable assets and liabilities
on acquisition less accumulated amortisation, and foreign exchange differences on translation of assets and liabilities of the foreign equity-
accounted investment
18.4 Keliber
On 23 February 2021, Keliber and the Group entered into an investment agreement that enables Keliber to significantly
advance its lithium project in Central Ostrobothnia, Finland. The Keliber project consists of several advanced stage lithium
spodumene deposits, with significant exploration upside in close proximity to the existing project. Based on a feasibility study
completed in 2019 and improved in 2020, Keliber currently has 12.3 million tonnes of ore reserves. The planned annual
production is 15,000 tonnes of battery grade lithium hydroxide. The project includes the development of a chemical plant in
Kokkola, approximately 50 kilometres from the mining area, which will produce battery grade lithium hydroxide.
Under the investment agreement, the Group will make an initial phased equity investment of €30 million for an approximate
30% equity shareholding into Keliber. In the first tranche the Group subscribed for shares in Keliber for €15 million and
simultaneously, on the same terms as Sibanye-Stillwater’s €30 million phased investment, a further €10 million equity issuance
was offered to the existing Keliber shareholders, which was fully subscribed. The investment agreement allows the Group to
finance development work of a further €15 million in two tranches over a twelve-month period. The second tranche
subscription payment was made on 16 September 2021 and the third tranche payment on 14 March 2022 (refer note 41.9).
In addition to, and subject to the completion of the initial investment and funding, the Group has a guaranteed option to
achieve the majority shareholding in Keliber, should it wish to do so, by contributing further equity financing for the
development of the project.
The investment in Keliber resulting from the €15 million subscription in the first tranche and the €10 million in the second tranche
was treated as an equity accounted associate from 17 March 2021, being the date on which the closing conditions on the
first tranche subscription were met. The first and second tranche subscriptions resulted in an aggregate 26.6% shareholding as
at 31 December 2021, which allows for representation on the board of Keliber as well as significant involvement in the
technical committee of the company. The transaction was entered into at fair value, and the difference between the net
asset value and the fair value paid by the Group was attributed to the mineral reserve.
Sibanye-Stillwater Annual Financial Report 2021
110
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
The equity-accounted investment in Keliber movement for the year is as follows:
Figures in million – SA rand
Balance at the beginning of the year
Acquisition of Keliber investment
Balance at end of the year
The Group’s interest in the summarised financial statements of Keliber is:
Figures in million – SA rand
Non-current assets
Current assets
Non-current liabilities
Current liabilities
Net assets (100%)
Reconciliation of the total investment in Keliber with attributable net assets:
Net assets (26.6%)
Reconciling items1
Total investment in Keliber
2021
2020
2019
—
446
446
—
—
—
—
—
—
2021
2020
2019
445
388
(71)
(90)
672
179
267
446
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
1 The reconciling items are due to the difference between the net asset value and the fair value paid by the Group which was attributed to
the mineral reserve as well as foreign exchange differences on translation of assets and liabilities of the foreign equity-accounted investment
Sibanye-Stillwater Annual Financial Report 2021
111
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
19. Interests in joint operations
Accounting policy
A joint operation is a joint arrangement in which the parties that share joint control have rights to the assets, and obligations
for the liabilities, relating to the arrangement.
In relation to the Group’s interests in joint operations, the following are recognised in the financial statements:
• the Group’s share of the jointly controlled assets, classified according to the nature of the assets
• any liabilities that the Group has incurred
• the Group’s share of any liabilities incurred jointly with the other ventures in relation to the joint operation
• any income from the sale or use of the Group’s share of the output of the joint operation, together with the
Group’s share of any expenses incurred by the joint operation
• any expenses that the Group has incurred in respect of its interest in the joint operation
The Group’s interests in joint operations includes a 50% interest in two joint operations each referred to as the “Notarial Pooling
and Sharing Agreements”. The principal activities of the joint operations are to extend the Kroondal mine over the boundary
of the properties covering the Kroondal mine and expand the Marikana mine operations through mineral rights contributed
by Anglo American Platinum Limited through its subsidiary, RPM (refer note 41.4).
The Group’s share of the assets, liabilities, revenue and expenses of the joint operations which are included in the
consolidated financial statements is as follows:
Kroondal Mine
Figures in million – SA rand
Gain/(loss) on foreign exchange differences
Profit before tax
Profit for the year
Non-current assets
Current assets
Non-current liabilities
Current liabilities
Net assets (50%)
2021
127
6,557
6,556
636
3,357
(13)
(493)
3,487
2020
(16)
4,814
4,814
800
3,894
(7)
(436)
4,251
2019
(63)
2,062
2,061
946
2,303
—
(353)
2,896
Sibanye-Stillwater Annual Financial Report 2021
112
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
20. Other investments
Accounting policy
On initial recognition of an equity investment that is not held for trading, the Group may make an irrevocable election to
present subsequent changes in the investment’s fair value in other comprehensive income. This election is made on an
investment-by-investment basis. These investments are subsequently measured at fair value, with dividends recognised in
profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. Other net gains and
losses are recognised in OCI (in the mark-to-market reserve) and are never reclassified to profit or loss.
Judgement on other investments
Where the Group holds a close to 20% interest in a company, the assessment of whether there is significant influence and
hence an equity-accounted investment may involve judgement. These judgements typically include the extent of
representation on the board of directors, other involvement in the company such as technical committee, any other
contractual arrangements as well as the effective influence that the particular shareholding interest provides. A different
conclusion could have a significant impact in the measurement, presentation and disclosure of the particular investment.
The Group holds the following investments measured at fair value through OCI:
Figures in million – SA rand
Rand Mutual Assurance Company Limited
Furuya Metals Company Limited
Aldebaran Resources Inc.
Generation Mining Limited
Ioneer Limited1
New Century Resources Limited2
Other
Total other investments
2021
2020
140
668
241
144
1,353
698
123
3,367
158
343
98
101
—
—
147
847
2019
112
303
78
33
—
—
73
599
1 On 28 October 2021, the Group successfully completed its US$70 million (R1,066 million) strategic investment in ioneer Limited (ioneer)
following approval by ioneer’s shareholders at an extraordinary general meeting on 21 October 2021, and approval from the Financial
Surveillance Department of the South African Reserve Bank received on 13 October 2021. Payment was made on 27 October 2021, which is
the day on which all conditions precedent were met, and the shares were allotted on 28 October 2021. The initial fair value of the investment
was R1,117 million, excluding transaction costs of R17 million which were capitalised to the investment. The Group recognised a gain on initial
recognition of R51 million. The Group holds approximately 145.9 million fully paid ordinary shares, or 7.12%, in ioneer
2 On 27 October 2021, Sibanye-Stillwater announced that it had entered into a subscription agreement with New Century Resources Limited
(New Century) where the Group agreed to purchase ordinary shares as part of a capital raising by New Century. The aggregate investment
represents a 19.99% ownership interest obtained through a phased equity investment programme, which was completed in December 2021.
Management concluded that the ownership interest does not represent significant influence due to a lack of representation on the board.
The aggregate subscription price for the 19.99% investment in New Century was R695 million. The initial fair value of the investment was
R610 million, excluding transaction costs of R19 million which were capitalised to the investment. The Group recognised a loss on initial
recognition of R85 million
Asset held for sale
During November 2020, Gen Mining increased its interest in the Marathon project (Marathon) to 80% following delivery of a
preliminary economic assessment and completing the sole expenditure requirement of CAD10 million. Since then, the Group
has elected to dilute its interest in Marathon rather than contribute proportionally to the continued expenditure to be
incurred. As a result, the Group's current direct participation interest in Marathon equates to 16.5%. The parties subsequently
reached an agreement through which Generation PGM Inc., a subsidiary of Gen Mining, would acquire from Stillwater
Canada Inc. (a wholly-owned subsidiary of the Group) its 16.5% participation interest in Marathon in exchange for shares in
Gen Mining, increasing the Group's effective interest in Gen Mining to 19.1%. The transaction became effective during
January 2022. The investment in Marathon was classified as held for sale at 31 December 2021, and measured at fair value in
accordance with IFRS 9 Financial Instruments. The fair value of the investment at 31 December 2021 was R280 million.
Fair value of other investments
Other investments consists primarily of other listed investments and other short-term investment products, which are measured
at fair value or which carrying amounts approximates fair value. The fair values of non-listed investments included in other
investments are determined through valuation techniques that include inputs that are not based on observable market data.
Fair value measurements of listed investments are categorised as level 1 under the fair value hierarchy and non-listed
investments as level 3 (refer note 36.1).
Sibanye-Stillwater Annual Financial Report 2021
113
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
21. Environmental rehabilitation obligation funds
Accounting policy
The Group’s rehabilitation obligation funds includes equity-linked investments that are fair valued at each reporting date.
The fair value is calculated with reference to underlying equity instruments using industry valuation techniques and
appropriate models.
Annual contributions are made to dedicated environmental rehabilitation obligation funds to fund the estimated cost of
rehabilitation during and at the end of the life of the relevant mine. The amounts contributed to these funds are included
under non-current assets and are measured at fair value through profit or loss. Interest earned on monies paid to
rehabilitation funds is accrued on a time proportion basis and is recorded as interest income.
In addition, bank guarantees are provided for funding shortfalls of the environmental rehabilitation obligations.
Figures in million – SA rand
Balance at beginning of the year
Contributions made
Payments received
Notes
Interest income
Fair value gain1
Environmental rehabilitation obligation funds on acquisition of subsidiaries
5.1
16.1
2021
4,934
72
(10)
174
32
—
2020
4,602
64
(7)
245
30
—
2019
3,999
13
(152)
265
34
443
Balance at end of the year
5,202
4,934
4,602
Environmental rehabilitation obligation funds comprise of the following:
Restricted cash2
Funds
1,135
4,067
703
4,231
610
3,992
1 The environmental rehabilitation trust fund includes equity-linked investments that are fair valued at each reporting date
2 The funds are set aside to serve as collateral against the guarantees made to the Department of Minerals and Resources for environmental
rehabilitation obligations
Fair value of environmental rehabilitation obligation funds
Environmental rehabilitation obligation funds comprise fixed income portfolio of bonds as well as fixed and call deposits.
The environmental rehabilitation obligation funds are stated at fair value based on the nature of the fund’s investments
(refer note 36.1).
Credit risk
The Group is exposed to credit risk on the total carrying value of the investments held in the environmental rehabilitation
obligation funds. The Group has reduced its exposure to credit risk by investing in funds with a limited number of major
financial institutions.
Sibanye-Stillwater Annual Financial Report 2021
114
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
22. Other receivables and other payables
Significant accounting judgements and estimates
Expected future cash flows used to determine the carrying value of the other payables (namely the Deferred Payment, right
of recovery payable, Marikana dividend obligation and contingent consideration) and the right of recovery receivable are
inherently uncertain and could materially change over time. The expected future cash flows are significantly affected by a
number of factors including reserves and production estimates, together with economic factors such as the expected
commodity price, currency exchange rates, and estimates of production costs, future capital expenditure and discount
rates.
Accounting policy
Financial instruments included in other receivables are categorised as financial assets measured at amortised cost and
those included in other payables are categorised as other financial liabilities as applicable. These assets and liabilities are
initially recognised at fair value. Subsequent to initial recognition, financial instruments included in other receivables and
other payables are measured at amortised cost, except where fair value through profit or loss measurement is appropriate
(for example, contingent consideration and derivative financial instruments).
Reimbursements, such as rehabilitation reimbursements from other parties are not financial instruments, and are recognised
as a separate asset where recovery is virtually certain. The amount recognised is limited to the amount of the relevant
rehabilitation provision. If the party that will make the reimbursement cannot be identified, then the reimbursement is
generally not virtually certain and cannot be recognised. If the only uncertainty regarding the recovery relates to the
amount of the recovery, the reimbursement amount often qualifies to be recognised as an asset.
Other receivables and payables that do not arise from contractual rights and obligations, such as receivables on rates and
taxes, are recognised and measured at the amount expected to be received or paid.
22.1 Other receivables
Figures in million – SA rand
Right of recovery receivable
Rates and taxes receivable
Pre-paid royalties
Palladium hedge derivative asset
Other
Total other receivables
Reconciliation of the non-current and current portion of the other receivables:
Other receivables
Current portion of other receivables
Non-current portion of other receivables
22.2 Other payables
Figures in million – SA rand
Deferred Payment (related to Rustenburg operations acquisition)
Contingent consideration (related to SFA (Oxford) acquisition)
Right of recovery payable
Deferred consideration (related to Pandora acquisition)
Marikana dividend obligation
Other
Total other payables
Reconciliation of the non-current and current portion of the other receivables:
Other payables
Current portion of other payables
Non-current portion of other payables
2021
2020
2019
319
106
336
286
127
1,174
1,174
(523)
651
2021
6,920
100
32
400
1,539
373
9,364
340
105
364
—
49
858
858
(37)
821
2020
4,355
88
39
308
—
367
187
103
393
—
52
735
735
(51)
684
2019
2,826
56
79
276
—
212
5,157
3,449
9,364
(4,765)
4,599
5,157
(2,246)
2,911
3,449
(761)
2,688
Sibanye-Stillwater Annual Financial Report 2021
115
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Right of recovery receivable and payable
Based on the first and second Notarial Pooling and Sharing agreements (PSAs) with Anglo American Platinum, Kroondal
(previously Aquarius Platinum (South Africa) Proprietary Limited) holds a contractual right to recover 50% of the rehabilitation
obligation relating to environmental rehabilitation resulting from PSA operations from RPM (subsidiary of Anglo American
Platinum), where this rehabilitation relates to property owned by Kroondal Operations. Likewise RPM holds a contractual right
to recover 50% of the rehabilitation obligation relating to environmental rehabilitation resulting from PSA operations from
Kroondal Operations, where the rehabilitation relates to property owned by RPM. With respect to the opencast section of the
Marikana mine that is on Kroondal Operations’ property, RPM have limited the contractual liability to approximately
R194 million (2020: R185 million, 2019: R179 million), being a negotiated liability in terms of an amendment to the second PSA.
Deferred Payment (related to Rustenburg operations acquisition)
In terms of the Rustenburg operations transaction, the purchase consideration includes a Deferred Payment, calculated as
being equal to 35% of the distributable free cash flow generated by the Rustenburg operation over a six year (1 January 2017
to 31 December 2022) period from inception (latest of transaction closing or 1 January 2017), subject to a minimum payment
of R3.0 billion. The distributable free cash flow has been derived from forecast cash flow models. These models use several key
assumptions, including estimates of future sales volumes, PGM prices, operating costs and capital expenditure.
The Deferred Payment movement for the year is as follows:
Figures in million – SA rand
Balance at the beginning of the year
Interest charge
Payment of Deferred Payment
Loss on revised estimated cash flows1
Balance at end of the year
Note
5.2
2021
4,355
158
(2,246)
4,653
6,920
2020
2,826
187
(739)
2,081
4,355
2019
2,206
179
(283)
724
2,826
1 The loss on revised estimated cash flows for the year ended 31 December 2021 is primarily as a result of changes in the life-of-mine, changes
in price inputs for 2022 life-of-mine and a significant increase in the FY2021 actual profitability compared to the 2021 life-of-mine due to the
high price environment that existed in FY2021, which will impact the FY2022 payment
Deferred consideration (related to Pandora acquisition)
Lonmin acquired the remaining 50% stake in Pandora Joint Venture in 2017. The purchase price included a deferred and
contingent consideration element. The deferred payment element represents a minimum consideration of R400 million, which
is settled through a cash payment based on 20% of the distributable free cash flows generated from the Pandora E3
operations on an annual basis for a period of 6 years, ending on 30 November 2023. The fair value of the deferred
consideration at acquisition of Lonmin by the Group was determined using the present value of the future cash flows at a
discount rate of 12.5%. The contingent consideration element is based on the extent to which 20% of the distributable free
cash flows exceed R400 million. This element was valued at R124 million at 31 December 2021. The distributable free cash flow
has been derived from forecast cash flow models. These models use several key assumptions, including estimates of future
sales volumes, PGM prices, operating costs and capital expenditure.
The Pandora deferred consideration movement for the year is as follows:
Figures in million – SA rand
Balance at the beginning of the year
Deferred consideration on acquisition of subsidiary
Interest charge
Loss on revised estimated cash flows
Payment made
Balance at end of the year
Marikana dividend obligation
Note
5.2
2021
308
—
54
123
(85)
400
2020
276
—
49
—
(17)
308
2019
—
235
41
—
—
276
The Marikana dividend obligation relates to amounts payable to other shareholders through the Incwala Platinum holding
structure. The obligation is classified as a financial liability measured at amortised cost. At year end the dividend obligation,
except for the discount rates of 11.64% (EPL) and 11.71% (WPL) which remains consistent over the life of the obligation, was
measured applying the same assumptions as set out in note 6.6. Refer note 6.6 for additional detail regarding the Marikana B-
BBEE transaction.
Sibanye-Stillwater Annual Financial Report 2021
116
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
The following table summarises the changes in the Marikana dividend obligation:
Figures in million – SA rand
Balance at the beginning of the year
Initial recognition of the Marikana dividend obligation
Interest - unwinding of amortised cost
Loss on revised estimated cash flows1
Payments made
Balance at end of the year
Notes
5.2
7
2021
—
1,146
87
468
(162)
1,539
2020
2019
—
—
—
—
—
—
—
—
—
—
—
—
1 The loss on revised estimated cash flow is primarily as a result of an increase in the long-term PGM basket price
Fair value of other receivables and other payables
Due to the approaches applied in calculating the carrying values as described above, the fair values approximate the
carrying value (refer note 36.1).
Market risk
The Deferred Payment relating to Rustenburg, the deferred consideration relating to Pandora and the Marikana dividend
obligation are sensitive to changes in the 4E basket price. A one percentage point increase in the 4E basket price would have
impacted profit or loss by R101 million (2020: R74 million, 2019: R96 million).
Credit risk
The carrying value of the other receivables represents the maximum credit risk exposure of the Group in relation to these
receivables. The Group has reduced its exposure to credit risk by dealing with a limited number of approved counterparties
(refer note 36.2).
Sibanye-Stillwater Annual Financial Report 2021
117
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
23. Inventories
Significant accounting judgements and estimates
Inventory is held in a wide variety of forms across the value chain reflecting the stage of refinement. Prior to production as
final metal, the inventory is always contained within a carrier material. As such, inventory is typically sampled and assays
taken to determine the metal content and how this is split by metal. Measurement and sampling accuracy can vary quite
significantly depending on the nature of the vessels and the state of the material. An allowance for estimation uncertainty is
applied to the various categories of inventory and is dependent on the degree to which the nature and state of material
allows for accurate measurement and sampling. The range used for the estimation allowance varies based on the stage of
refinement. The range is based on independent metallurgists’ level of confidence obtained from the outcome of the
stocktake. Those results are applied in arriving at the appropriate quantities of inventory.
Accounting policy
Inventory is valued at the lower of cost and net realisable value. The Group values ore stockpiles and metal-in-process when
it can be reliably measured. Cost is determined on the following basis:
• Gold reef ore stockpiles and gold-in-process are valued using weighted average cost. Cost includes production,
amortisation, depreciation and related administration costs
• PGM inventory is valued using weighted average cost by allocating cost, based on the joint cost of production,
apportioned according to the relative sales value of each of the PGMs produced. The group recognises the metal
produced in each development phase in inventory with an appropriate proportion of cost. Cost includes production,
amortisation, depreciation and related administration costs
• By-product metals are valued at the incremental cost of production from the point of split-off from the PGM processing
stream
• Consumable stores are valued at weighted average cost after appropriate provision for surplus and slow-moving items
Figures in million – SA rand
Consumable stores1
PGM ore and mill inventory
PGM in process2
Gold in process
PGM finished goods
Other
Total inventories
2021
1,923
189
2020
1,627
142
2019
1,581
128
13,081
13,742
10,497
819
9,012
56
616
8,710
115
310
2,959
28
25,080
24,952
15,503
1 The cost of consumable stores consumed during the year and included in operating cost amounted to R18,847 million (2020: R16,404 million
and 2019: R12,784 million)
2 Included in PGM in process, is R4,725 million (2020: R4,225 million, 2019: R3,827 million) relating to the Marikana operations. It also includes
R4,357 million (2020: R3,847 million, 2019: R4,182 million) relating to SRPM operations due to the change of certain processing arrangements
from a purchase of concentrate arrangement to a toll processing arrangement from 1 January 2019
Sibanye-Stillwater Annual Financial Report 2021
118
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
24. Trade and other receivables
Accounting policy
Trade and other receivables, excluding trade receivables for PGM concentrate sales, prepayments and value added tax,
are non-derivative financial assets categorised as financial assets measured at amortised cost.
The above non-derivative financial assets are initially recognised at fair value and subsequently carried at amortised cost
less allowance for impairment. Estimates made for impairment are based on a review of all outstanding amounts at year
end in line with the impairment policy described in note 36. Irrecoverable amounts are written off during the period in which
they are identified.
In addition to other types of PGM sales, trade receivables include actual invoiced sales of PGM concentrate, as well as
sales not yet invoiced for which deliveries have been made and the control has transferred. The PGM concentrate
receivables are financial assets measured at fair value through profit or loss, as the solely payments of principle and interest
criteria is not met. The receivable amount calculated for the PGM concentrate delivered but not yet invoiced is recorded
at the fair value of the consideration receivable at the date of delivery. At each subsequent reporting date the receivable
is restated to reflect the fair value movements in the pricing mechanism which are recognised in revenue. Foreign
exchange movements on foreign currency denominated receivables are recognised as a foreign exchange gain or loss in
profit or loss subsequent to the recognition of a sale.
Figures in million – SA rand
Trade receivables - gold sales
Trade receivables - PGM sales
PGM sales concentrate
PGM sales other
Other trade receivables
Payroll debtors
Interest receivable
Financial assets
Prepayments
Value added tax
Total trade and other receivables
2021
44
4,823
3,794
1,029
904
322
54
6,147
335
929
7,411
2020
42
4,655
4,030
625
1,021
268
57
6,043
369
454
6,866
2019
—
2,681
2,342
339
889
251
15
3,836
443
356
4,635
Fair value of trade and other receivables
The fair value of trade receivables for PGM concentrate sales are determined based on ruling market prices, volatilities and
interest rates, and constitutes level 2 on the fair value hierarchy (refer note 36.1).
The fair value of trade and other receivables measured at amortised cost approximate the carrying value due to the short
maturity.
Credit risk
The Group is exposed to credit risk on the total carrying value of trade and other receivables.
Trade receivables measured at amortised cost are reviewed on a regular basis and an allowance for impairment is raised
when they are not considered recoverable based on an expected credit loss assessment. The Group transacts exclusively
with a limited number of large international institutions and other organisations with strong credit ratings and the negligible
historical level of customer default. Trade receivables are currently in a sound financial position and no impairment has been
recognised.
The below table summarises the impairment allowance raised on other receivables that are considered to be impaired:
Figures in million – SA rand
Balance at beginning of the year
Lonmin acquisition
Impairment allowance recognised in profit or loss for the year
Impaired financial assets recovered during the year
Balance at end of the year
2021
199
—
3
(1)
201
2020
140
—
59
—
199
2019
16
95
29
—
140
Sibanye-Stillwater Annual Financial Report 2021
119
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Commodity price risk
The Group is exposed to commodity price risk on PGM concentrate receivables that are still subject to provisional pricing
adjustments after the reporting date. A change in the 4E basket price of one percent would impact revenue and the related
PGM concentrate receivables by R28 million.
Foreign currency sensitivity
Certain of the Group’s components with SA rand as their functional currency have trade and other receivables which are
settled in US dollars. The balances are sensitive to changes in the rand/US dollar exchange rate. A one percentage point
change in the SA rand closing exchange rate of R15.94/US$ would have impacted profit for the year by R42 million.
25. Cash and cash equivalents
Accounting policy
Cash and cash equivalents comprise cash on hand, demand deposits and short-term, highly liquid investments readily
convertible to known amounts of cash and subject to insignificant risk of changes in value, and are measured at amortised
cost which is deemed to be fair value due to its short-term maturity.
Figures in million – SA rand
Cash at the bank and on hand
Total cash and cash equivalents
Fair value of cash and cash equivalents
2021
30,292
30,292
2020
20,240
20,240
2019
5,619
5,619
The fair value of cash and cash equivalents approximate the carrying value due to the short maturity.
Credit risk
The Group is exposed to credit risk on the total carrying value of cash and cash equivalents. The Group has reduced its
exposure to credit risk by dealing and investing with a number of major financial institutions.
Sibanye-Stillwater Annual Financial Report 2021
120
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
26. Stated share capital
Accounting policy
Ordinary share capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares are recognised
as a deduction from equity, net of any tax effects.
Scheme of arrangement
On 4 October 2019, SGL and the Company, a previously dormant wholly owned subsidiary of SGL, announced the intention to
implement a scheme of arrangement to reorganise SGL’s operations under a new parent company, the Company (the
“Scheme”). The Scheme was implemented through the issue of the Company’s shares (tickers: JSE – SSW and NYSE – SBSW) in
exchange for the existing shares of SGL (previous tickers: JSE – SGL and NYSE – SBGL). On 23 January 2020 SGL and Sibanye-
Stillwater announced that all resolutions for the approval of the Scheme, were passed by the requisite majority votes at the
Scheme meeting held at the SGL Academy. The Scheme was implemented on 24 February 2020.
Sibanye-Stillwater determined that the acquisition of SGL did not represent a business combination as defined by IFRS 3. This is
because neither party to the Scheme could be identified as an accounting acquirer in the transaction, and post the
implementation there would be no change of economic substance or ownership in the SGL Group.
The SGL shareholders have the same commercial and economic interest as they had prior to the implementation of the
Scheme and no additional new ordinary shares of SGL were issued as part of the Scheme. Following the implementation of
the Scheme, the consolidated financial statements of Sibanye-Stillwater therefore reflects that the arrangement is in
substance a continuation of the existing SGL Group. SGL is the predecessor of the Company for financial reporting purposes
and following the implementation of the Scheme, Sibanye- Stillwater's consolidated comparative information is presented as if
the reorganisation had occurred before the start of the earliest period presented.
In order to affect the reorganisation in the Group at the earliest period presented in the 31 December 2020 consolidated
financial statements, a reorganisation reserve was recognised at 31 December 2017 to adjust the previously stated share
capital of SGL of R34,667 million to reflect the stated share capital of the Company of R1 at that date. The reorganisation
reserve was adjusted for previously recognised movements in the stated share capital of SGL between 31 December 2017
and 24 February 2020. The issue of shares at the effective date of the Scheme, was recorded at an amount equal to the net
asset value of the unconsolidated SGL company at that date, with the difference recognised as a reorganisation reserve.
Since the consolidated financial statements of Sibanye-Stillwater are in substance a continuation of the existing SGL Group,
the shares used in calculating the weighted average number of issued shares (refer note 12.1) was based on the issued stated
share capital of the listed entity at that stage.
As a result of the above, earnings per share measures are based on SGL's issued shares for the 31 December 2019
comparative period. For purposes of Sibanye-Stillwater’s earnings per share measures for 31 December 2020, shares issued as
part of the Scheme were treated as issued from the beginning of the reporting period so as to reflect the unchanged
continuation of the Group. No weighting was required in 2020 as there were no changes in the issued share capital of SGL
from the beginning of 2020 up to the effective date of the Scheme. Shares issued after the implementation of the Scheme
were time-weighted as appropriate.
Authorised and issued
Although the Scheme was retrospectively implemented for accounting purposes, the roll forward below shows the movement
of the legally issued shares of the Company and SGL for the periods indicated.
Sibanye-Stillwater Annual Financial Report 2021
121
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Figures in thousand
Authorised number of shares
Reconciliation of issued number of shares:
Number of shares in issue at beginning of the year1
Scheme implemented2
Shares issued under Sibanye-Stillwater/SGL Share Plan3
Issued upon conversion of US$ Convertible Bond4
Shares delisted (share buy-back)5
Shares issued for cash6
Shares issued with acquisition of subsidiary7
Number of shares in issue at end of the year
Company
SGL
2021
2020
2019
10,000,000
10,000,000
10,000,000
2,923,571
-*
2,266,261
— 2,670,030
32,535
—
(147,700)
6,932
248,040
(1,431)
—
4,442
—
—
—
—
—
—
108,932
290,395
2,808,406
2,923,571
2,670,030
1 Since the Scheme was retrospectively implemented when it became effective in FY2020, the stated share capital presented in the
consolidated statement of changes in equity reflects the legally issued shares of the Company from the earliest period presented, being one
ordinary share at 31 December 2018 and 31 December 2019
2 From 1 January 2020 to 23 February 2020, shares of the listed entity presented for the Group were those of SGL. From 24 February 2020, these
were exchanged for shares of the Company retrospectively presented for the Group in the consolidated statement of changes in equity.
The Scheme was implemented on a share-for-share basis with no change in the total number of issued listed shares
3 Upon implementation of the Scheme, the SGL equity-settled share plan was transferred to the Company and is settled in the Company’s
shares from the effective date onwards (refer note 6.1)
4 Refer note 28.6
5 The Group entered into a repurchase and cancellation of shares transactions with certain shareholders which resulted in the total issued
shares of Sibanye-Stillwater decreasing by 147,700,000 shares in 2021 and 1,431,197 shares in 2020 (refer below)
6 On 15 April 2019, Sibanye-Stillwater raised net capital of R1.7 billion from a placing of 108,932,356 new ordinary no par value shares to existing
and new institutional investors
7 On 10 June 2019, 290,394,531 shares were issued to the shareholders of Lonmin Limited (refer note 16.1)
* Less than one thousand
The Company’s ordinary no par value shares rank pari passu in all respects, there being no conversion or exchange rights
attached thereto, and all of the ordinary shares will have equal rights to participate in capital, dividend and profit distributions
by the Company.
Sibanye-Stillwater Annual Financial Report 2021
122
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Retrospective roll forward of stated share capital and reorganisation reserve:
SGL
Scheme
impact
Regorgani-
sation
reserve
Company
Amount
(million)
Shares
(thousand)
Amount
(million)
Amount
(million)
Amount
(million)
Shares
(thousand)
Balance at 31 December 2018
34,667
2,266,261
(34,667)
34,667
Shares issued for cash
Shares issued on Lonmin acquisition
Shares issued under SGL Share Plan
Balance at 31 December 2019
Scheme implemented1
Shares issued under Company Share Plan
Issued upon conversion of US$ Convertible
Bond2
Shares delisted (share buy-back)
Balance at 31 December 2020
Shares issued under Company Share Plan
Shares delisted (share buy-back)
Balance at 31 December 2021
1,688
4,307
—
108,932
290,395
4,442
(1,688)
(4,307)
—
40,662
2,670,030
(40,662)
1,688
4,307
—
40,662
(17,661)
—
—
—
-*
—
—
—
-*
-*
—
—
—
-*
17,661
2,670,030
—
6,932
12,573
248,040
(84)
(1,431)
23,001
30,150
2,923,571
—
32,535
(8,503)
(147,700)
23,001
21,647
2,808,406
1 The stated share capital value of the Company on Scheme implementation amounts to the net asset value of the unconsolidated SGL
company on the effective date of the Scheme. The reorganisation reserve is the balance between the previously presented stated share
capital and the revised stated share capital value of the Company. There was no change in the issued share capital of the SGL Group from
31 December 2019 to the effective date of the Scheme
2 Refer note 28.6
* Less than R1 million or one thousand shares as indicated
Repurchase of shares
On 2 November 2020, the directors of the Company decided to make an offer to certain holders of the Company’s ordinary
shares, via an Odd-lot offer to holders of fewer than 100 shares of the Company and a specific repurchase in terms of the JSE
Listings Requirements and the South African Companies Act, 2008 to holders of 100 to 400 Company shares. This resulted in a
total repurchase to the value of R84 million including directly attributable incremental transaction costs and a decrease of
1,431,197 in the issued shares of the Company. The average price paid for the repurchased shares amounted to R58.80 per
share.
The Group commenced with a share buy-back programme on 2 June 2021 to repurchase up to 5% of its ordinary shares as at
31 May 2021 representing a maximum of 147,700,000 shares. The programme concluded on 4 October 2021 when the
maximum number of shares were reached. The total cost amounted to R8,503 million, including transaction cost. The average
cost per share repurchased amounted to R57.57.
Sibanye-Stillwater Annual Financial Report 2021
123
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
27. Non-controlling interests
Accounting policy
Non-controlling interests
The Group recognises any NCI in an acquiree either at fair value or at the NCI's proportionate share of the acquiree’s net
assets on an acquisition-by-acquisition basis. Subsequently, the carrying amount of NCI is the amount of the interest at initial
recognition plus the NCI’s subsequent share of changes in equity.
Transactions with non-controlling interests
The Group treats transactions with NCI as transactions with equity owners of the Group. For purchases from NCI, the
difference between any consideration paid and the relevant share acquired of the carrying value of net assets of the
subsidiary is recorded in equity. Gains or losses on disposals to NCI where control is not lost are also recorded in equity.
Where control is lost over a subsidiary, the gains or losses are recognised in profit or loss.
The Group’s NCI relates to the following subsidiaries:
Figures in million – SA rand
NCI of DRDGOLD
NCI of Platinum Mile1
NCI of Group Technical Security Management
NCI of Marikana2
Total NCI
2021
1,395
—
5
8
1,408
2020
1,224
37
5
970
2,236
2019
1,135
21
6
306
1,468
1 On 29 June 2021, the 8.3% shareholding held by non-controlling shareholders in Platinum Mile was repurchased for a consideration of R128
million
2 Included in Marikana’s NCI is NCI of WPL amounting to Rnil (2020: R690 million, 2019: R253 million). Refer below
DRDGOLD is a company incorporated in South Africa with its head office in Johannesburg. DRDGOLD’s primary listing is on the
JSE Limited and its secondary listing is on the New York Stock Exchange. It’s gold production is derived from retreatment of
surface tailings in South Africa. Following Sibanye-Stillwater’s exercise of its option to acquire an additional 12.05% in
DRDGOLD effective 10 January 2020, NCI held a 49.90% at 31 December 2021 (2020: 49.90% and 2019: 61.95%) with an
effective holding of 49.51% at 31 December 2021 (2020: 49.34% and 2019: 61.40%) after considering the impact of treasury
shares held by DRDGOLD. The Group calculated the net asset value of DRDGOLD at the effective date of the option exercise,
to which the additional ownership percentage was applied to determine the re-attribution between NCI and the Group
amounting to R220 million.
WPL, acquired as part of the Lonmin acquisition, consists of PGM mining and processing operations located on the Western
Limb of the Bushveld Complex, close to the town of Rustenburg, in the North West province of South Africa and smelting and
refining operations located in Brakpan, East of Johannesburg. As a result of the Marikana B-BBEE transaction (refer note 6.6),
the NCI's equity interest changed to a right to receive dividends. Therefore, a cash-settled share-based payment obligation
and dividend obligation was recognised at 31 December 2021, instead of NCI (refer note 6.6 and 22.2). At 31 December 2021,
NCI hold an effective 0% (2020: 4.75%, 2019: 4.75%) interest in WPL. The same considerations apply to EPL. The remaining NCI is
attributable to small non-operating entities.
Sibanye-Stillwater Annual Financial Report 2021
124
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
The summarised financial information of these subsidiary groups is provided below. This information is based on amounts
before intercompany eliminations.
Figures in million – SA rand
DRDGOLD Limited
Revenue
Profit for the year
Total comprehensive income
Profit attributable to NCI
Net increase in cash and cash equivalents
Dividends paid
Non-current assets
Current Assets
Non-current liabilities
Current liabilities
Net assets
Western Platinum Proprietary Limited
Revenue
Profit for the year
Total comprehensive income
Profit attributable to NCI
Net increase/(decrease) in cash and cash equivalents
Dividends paid
Non-current assets
Current Assets
Non-current liabilities
Current liabilities
Net assets
* Since NCI reduced to zero in FY2021, no summarised financial information is provided
2021
2020
2019
4,790
987
907
487
70
338
3,741
2,821
5,051
1,255
1,485
619
1,626
359
3,620
2,671
3,621
460
459
285
334
85
3,393
972
(1,120)
(1,055)
(1,109)
(553)
4,889
(593)
4,643
(463)
2,793
-*
-*
-*
-*
-*
-*
-*
-*
-*
-*
-*
26,781
11,125
7,239
7,251
444
6,249
—
5,094
14,737
764
764
17
(2,070)
—
7,750
6,832
(20,738)
(22,462)
(2,626)
(3,533)
(2,202)
(10,082)
Sibanye-Stillwater Annual Financial Report 2021
125
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
28. Borrowings and derivative financial instrument
Significant accounting judgements and estimates
Borrowings
Expected future cash flows used to determine the carrying amount of the Burnstone Debt are inherently uncertain and
could materially change over time. They are significantly affected by a number of factors including reserves and production
estimates, together with economic factors such as the expected commodity price, foreign currency exchange rates, and
estimates of production costs, future capital expenditure and discount rates.
Derivative financial instrument
Up to the date of settlement, gains and losses on the derivative financial instrument were attributable to changes in various
valuation inputs, including the movement in the Company share price, change in US dollar/ rand exchange rate, bond
market value and credit risk spreads. Although many inputs into the valuation are observable, the valuation method
separates the fair value of the derivative from the quoted fair value of the US$ Convertible Bond by adjusting certain
observable inputs. These adjustments require the application of judgement and certain estimates. Changes in the relevant
inputs impact the fair value gains and losses recognised.
Accounting policy
Borrowings
Borrowings are non-derivative financial liabilities categorised as other financial liabilities. Borrowings are recognised initially
at fair value, net of transaction costs incurred, where applicable and subsequently measured at amortised cost using the
effective interest method.
Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for
at least 12 months after the reporting date.
Derivative financial instruments
Derivatives are initially recognised at fair value using option pricing methodologies. Any directly attributable transaction
costs are recognised in profit or loss as incurred. Subsequent to initial recognition, derivatives are measured at fair value,
and changes are recognised in profit or loss.
For assets and liabilities that are recognised at fair value in the financial statements on a recurring basis, the Group
determines whether transfers have occurred between levels in the fair value hierarchy by re-assessing categorisation (based
on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.
Borrowings
Figures in million – SA rand
Notes
2021
US$600 million RCF
R6.0 billion RCF
R5.5 billion RCF
2022 and 2025 Notes
2026 and 2029 Notes
US$ Convertible Bond
Burnstone Debt
Other borrowings
Franco-Nevada liability
Stillwater Convertible Debentures
Total borrowings
Reconciliation of the non-current and current portion of the borrowings:
Borrowings
Current portion of borrowings
Non-current portion of borrowings
28.1
28.2
28.3
28.4
28.5
28.6
28.7
28.8
—
—
—
—
18,785
—
1,507
—
2
4
2020
6,978
—
—
10,136
—
—
1,263
—
2
4
2019
5,712
—
2,500
9,610
—
4,579
1,330
—
2
3
20,298
18,383
23,736
20,298
(107)
20,191
18,383
(886)
17,497
23,736
(38)
23,698
The current portion of borrowings will be repaid out of operational cash flows or it will be refinanced by utilising available
Group facilities.
Sibanye-Stillwater Annual Financial Report 2021
126
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Derivative financial instrument
Figures in million – SA rand
Note
2021
2020
2019
Reconciliation of the non-current and current portion of the derivative
financial instrument:
Derivative financial instrument
Non-current portion of derivative financial instrument
Roll forward of borrowings in the current year were as follows:
Figures in million - SA rand
Balance at beginning of the year
Borrowings acquired on acquisition of subsidiary
Loans raised1
Loans repaid
US$ Convertible Bond converted into shares
Unwinding of loans recognised at amortised cost
Accrued interest (related to the 2022 and 2025 Notes, 2026 and 2029
Notes, and US$ Convertible Bond)
Accrued interest paid
Early redemption premium on the 2025 Notes
Loss/(gain) on the revised cash flow of the Burnstone Debt
Loss/(gain) on foreign exchange differences and foreign currency
translation
Balance at end of the year
28.6
—
—
—
—
4,145
4,145
Notes
16.1
2021
18,383
—
2020
23,736
—
20,622
16,289
2019
24,505
2,575
18,982
(20,252)
(18,335)
(22,008)
5.2
28.4
28.7
—
302
622
(527)
196
2
(5,578)
394
858
(866)
—
(264)
—
374
770
(778)
—
97
950
20,298
2,149
18,383
(781)
23,736
1 At 31 December 2021, the portion of transaction costs accrued for and not yet settled in respect of the 2026 and 2029 Notes amounted to
R29 million
28.1 US$600 million RCF
On 21 May 2018, Sibanye-Stillwater cancelled and refinanced the US$350 million revolving credit facility (RCF) by drawing
under the US$600 million RCF. The purpose of the facility was to refinance the US$350 million RCF, finance ongoing capital
expenditure and working capital.
Terms of the US$600 million RCF
Facility:
US$600 million
Interest rate:
LIBOR
Interest rate margin:
1.85% if net debt to adjusted EBITDA is equal to or less than 2.50x
2.00% if net debt to adjusted EBITDA is greater than 2.50x
Term of facility:
Borrowers:
Security and/or
guarantors:
Three years, subject to two one-year extensions at the lenders option. As at 31 December 2021, all
lenders in the facility have extended the maturity date to April 2023.
The Company, SGL, Stillwater, Kroondal, SRPM and WPL.
The facility is unsecured and guaranteed by the Company, SGL, Stillwater, Kroondal, SRPM and
WPL.
Figures in million – SA rand
Balance at beginning of the year
Loans raised
Loans repaid
Loss on foreign exchange differences
Loss/(gain) on foreign exchange differences
Balance at end of the year
2021
6,978
703
2020
5,712
7,218
2019
2,727
9,067
(7,728)
(6,802)
(5,826)
—
47
—
—
850
6,978
6
(262)
5,712
Sibanye-Stillwater Annual Financial Report 2021
127
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
28.2 R6.0 billion RCF
On 15 November 2016, Sibanye-Stillwater cancelled and refinanced a R4.5 billion Facility by drawing under the R6.0 billion
RCF. The purpose of the facility was to refinance the R4.5 billion Facility, finance ongoing capital expenditure, working capital
and general corporate expenditure requirements which may include the financing of future acquisitions of business
combinations. This facility was refinanced and cancelled in November 2019.
Terms of the R6.0 billion RCF
Facility:
Interest rate:
R6.0 billion
JIBAR
Interest rate margin:
A margin of between 2.4% and 2.9% dependent on the net debt to adjusted EBITDA ratio.
Term of facility:
Three years
Borrowers:
Security and/or
guarantors:
SGL, SRPM and Kroondal
The facility was unsecured and guaranteed by SGL, Stillwater, SRPM and Kroondal.
Figures in million – SA rand
Balance at beginning of the year
Loans raised
Loans repaid
Inter Bank transfer
Balance at end of the year
28.3 R5.5 billion RCF
2021
2020
—
—
—
—
—
—
—
—
—
—
2019
5,896
1,150
(5,046)
(2,000)
—
Sibanye-Stillwater refinanced its R6.0 billion Revolving Credit Facility (RCF), which matured on 15 November 2019, by entering
into a new R5.5 billion RCF on 25 October 2019 and drawing under the new RCF on 11 November 2019. The purpose of the
facility was to refinance facilities, finance ongoing capital expenditure and general corporate expenditure requirements.
Terms of the R5.5 billion RCF
Facility:
Interest rate:
Interest rate margin:
Term of facility:
Borrowers:
Security and/or
guarantors:
R5.5 billion
JIBAR
A margin of between 2.4% and 2.9% dependent on the net debt to adjusted EBITDA ratio.
Three years, subject to two one-year extensions at the lenders option. All facility lenders have
approved the first and second extension with the loan facility now maturing on 11 November 2024.
The Company, SGL, Kroondal, SRPM and WPL.
The facility is unsecured and guaranteed by the Company, SGL, Stillwater, Kroondal, SRPM and
WPL.
Figures in million –SA rand
Balance at beginning of the year
Loans raised
Loans repaid
Inter Bank transfer
Balance at end of the year
28.4 2022 and 2025 Notes
2021
—
—
—
—
—
2020
2,500
5,000
(7,500)
—
—
2019
—
500
—
2,000
2,500
On 27 June 2017, Stillwater completed a two-tranche international corporate bond offering 6.125% Notes due on 27 June 2022
(the 2022 Notes) and 7.125% Notes due on 27 June 2025 (the 2025 Notes) (together the 2022 and 2025 Notes) with the
proceeds applied towards the partial repayment of the Stillwater Bridge Facility, raised for the acquisition of Stillwater. On
19 September 2018, Sibanye-Stillwater concluded the repurchase of a portion of the 2022 and 2025 Notes issued by Stillwater.
The total purchase price was US$345 million (nominal value of US$349 million) and was funded from existing cash resources,
including the US$500 million advance proceeds from the Wheaton Stream.
Sibanye-Stillwater Annual Financial Report 2021
128
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Given surplus liquidity within the Group and in line with the Group’s capital allocation framework, it elected to redeem the
2022 Notes on 2 August 2021 (the Redemption Date). The redemption price was the principal amount of the 2022 Notes,
plus accrued and unpaid interest on the 2022 Notes up to, but excluding, the Redemption Date, amounting to
US$355.8 million and was settled on 2 August 2021. During December 2021, the Group also elected to redeem the 2025 Notes
at a redemption price of 103.6% of the principal amount of the 2025 Notes, plus accrued and unpaid interest on the 2025
Notes, amounting to US$370.2 million which includes an early settlement premium of R196 million recognised as an early
redemption premium on the 2025 Notes in profit or loss. The 2025 Notes were settled on 6 December 2021.
Terms of the 2022 and 2025 Notes
Facility:
US$500 million 6.125% Senior Notes due 2022 (the 2022 Notes)
US$550 million 7.125% Senior Notes due 2025 (the 2025 Notes)
Outstanding nominal
value:
Interest rate:
2022 Notes: Nil
2025 Notes: Nil
2022 Notes: 6.125%
2025 Notes: 7.125%
Term of the Notes:
2022 Notes: Five years
2025 Notes: Eight years
Issuer:
Guarantors:
Stillwater
Each of the Notes were fully and unconditionally guaranteed, jointly and severally by the
Guarantors (the Company, SGL, Kroondal, SRPM and WPL). The Guarantees rank equally in right
of payment to all existing and future senior debt of the Guarantors.
Figures in million – SA rand
Balance at beginning of the year
Loans repaid
Accrued interest paid
Interest charge
Unwinding of amortised cost
Early redemption premium on the 2025 Notes
Loss/(gain) on foreign exchange differences
Balance at end of the year
28.5 2026 and 2029 Notes
2021
10,136
(10,840)
(527)
523
169
196
343
—
2020
9,610
—
(741)
764
59
—
444
10,136
2019
9,809
—
(672)
665
48
—
(240)
9,610
On 16 November 2021 the Group completed a two-tranche corporate bond offering 4.0% Notes (US$675 million) due 16
November 2026 (the 2026 Notes) and 4.5% Notes (US$525 million) due 16 November 2029 (the 2029 Notes) (together the 2026
and 2029 Notes). The proceeds were applied towards the redemption of the 2025 Notes and will also be applied for general
corporate purposes, including advancing the Group’s green metals strategy through investments and accretive acquisitions.
The bonds were issued through the Group's wholly-owned subsidiary Stillwater Mining Company.
Terms of the 2026 and 2029 Notes
Facility:
US$675 million 4.0% Senior Notes due 2026
US$525 million 4.5% Senior Notes due 2029
Interest rate:
2026 Notes: 4.0%
2029 Notes: 4.5%
Term of the Notes:
2026 Notes: Five years
Issuer:
Guarantors:
2029 Notes: Eight years
Stillwater
Each of the Notes are fully and unconditionally guaranteed, jointly and severally by the
Guarantors (the Company, SGL, Kroondal, SRPM and WPL). The Guarantees rank equally in right
of payment to all existing and future senior debt of the Guarantors.
Sibanye-Stillwater Annual Financial Report 2021
129
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Figures in million – SA rand
Balance at beginning of the year
Loans raised
Interest charge
Unwinding of amortised cost
Loss on foreign exchange differences
Balance at end of the year
28.6 US$ Convertible Bond
2021
—
18,208
99
8
470
18,785
2020
2019
—
—
—
—
—
—
—
—
—
—
—
—
The US$ Convertible Bond was launched and priced on 19 September 2017 with the proceeds applied towards the partial
repayment of the Stillwater Bridge Facility, raised for the acquisition of Stillwater (the “Bonds”). On 11 September 2018,
Sibanye-Stillwater concluded the repurchase of a portion of the Bonds. An aggregate principal amount of US$66 million for a
total purchase price of approximately US$50 million was repurchased. Following the repurchase, the outstanding nominal
value amounted to US$384 million.
On 11 September 2020 a bondholder elected to convert a US$200,000 bond into 127,967 ordinary shares of the Company.
On 18 September 2020, SGL issued notice to exercise its rights to redeem all the Bonds in full on 19 October 2020 (Optional
Redemption Notice). Following the issue of the Optional Redemption Notice and subject to the conditions of the Bonds,
bondholders could still exercise their conversion rights by delivering a conversion notice. Following receipt of the conversion
notices, SGL could elect to settle the Bonds in shares of the Company or in cash to the value of the shares, subject to the
conditions of the Bonds. Conversion notices were received for Bonds with a nominal value of US$383 million and all converted
bonds were settled through the issue of 247,912,467 ordinary shares in the Company. No conversion notices were received for
Bonds to the value of $0.8 million and these were redeemed for cash at nominal value, including unpaid accrued interest.
Upon implementation of the Scheme on 24 February 2020, SGL became a subsidiary of the Company, which in turn became
the new holding company of the Group (refer note 26). Consequently, the converted Bonds were settled in shares of the
Company.
The Bonds consisted of two components under IFRS. The conversion option component was recognised as a derivative
financial liability measured at fair value through profit or loss. The bond component was recognised as a financial liability
measured at amortised cost using the effective interest method. Both financial liabilities were extinguished upon settlement of
the Bonds. Before derecognition, interest was accrued up to the settlement date on the amortised cost component based on
the original effective interest rate.
The loss on settlement was attributed to the derivative component and measured as the difference between the fair value of
the Company shares issued on the respective settlement dates, the carrying amount of the amortised cost component
immediately before settlement and the carrying amount of the derivative component. Company shares issued on settlement
of the Bonds were measured at the fair value on the dates of issue to the bondholders by applying a volume weighted
average price (VWAP) on the day.
Terms of the US$ Convertible Bond
Issue size:
US$450 million
Outstanding nominal
value:
Coupon:
Nil
1.875%
Maturity date:
Original maturity date: 26 September 2023 (six years), early redemption finalised: 19 October 2020
Conversion premium:
Reference share price:
35%
US$1.2281, being the volume weighted average price of a share on the JSE from launch to pricing
on 19 September 2017, converted at a fixed exchange rate.
Initial conversion price:
US$1.6580
Issuer:
Guarantors:
SGL
The Company, Stillwater and Kroondal
Sibanye-Stillwater Annual Financial Report 2021
130
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
The table below sets out the details relating to the settlement of the Bonds:
Number of shares issued ('thousands)
Number of bonds settled
Fair value of Company shares issued ('millions)
Range of VWAPs on settlement (ZAR)
Cash redemption amount ('millions)
Derivative element settlement value ('millions)
Bond element settlement value ('millions)
2020
248,040
1,916
12,573
46.5 - 51.5
13
6,995
5,578
The tables below illustrate the movement in the amortised cost element and the derivative element respectively:
Convertible bond at amortised cost
Figures in million – SA rand
Balance at beginning of the year
Loans repaid1
Loans converted into shares2
Accrued interest paid
Interest charge
Unwinding of amortised cost
Loss/(gain) on foreign exchange differences
Balance at end of the year
2021
—
—
—
—
—
—
—
—
2020
4,579
(13)
(5,578)
(125)
94
187
856
—
1 The amount for the year ended 31 December 2020 relates to the redemption of Bonds for which no conversion notice was received
2 Calculated as the amortised cost on the date of settlement
Derivative financial instrument at fair value
Figures in million – SA rand
Balance at beginning of the year
Loss on financial instruments1
Settlement of derivative financial instrument
Loss on settlement of US$ Convertible Bond2
Loss/(gain) on foreign exchange differences
Balance at end of the year
Note
2021
7
—
—
—
—
—
—
2020
4,145
70
(6,995)
1,507
1,273
—
2019
4,497
—
—
(106)
105
197
(114)
4,579
2019
409
3,912
—
—
(176)
4,145
1 The loss on the financial instrument is attributable to changes in various valuation inputs, including in the movement in the Company’s share
price, change in USD/ZAR exchange rate, bond market value and credit risk spreads
2 Relates to the difference between the fair value of the Company shares issued on date of settlement, carrying value of the derivative liability
before settlement and the carrying value of the amortised cost element on date of settlement
Sibanye-Stillwater Annual Financial Report 2021
131
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
28.7 Burnstone Debt
Sibanye Gold Eastern Operations (SGEO) has bank debt of US$178 million (the Burnstone Debt) outstanding as part of the net
assets acquired on 1 July 2014.
Terms of the Burnstone Debt
Facility:
A1: US$0.2 million
A2: US$7.8 million
A3: US$51.0 million
A4: US$119.1 million
Interest rate:
A1 and A2: Interest free
A3 and A4: Interest free until 1 July 2017, then at LIBOR
Interest rate margin:
A3 and A4: 4% from 1 July 2017
Term of loan:
No fixed term
Repayment period:
A1: Repaid on 1 July 2014
A2: From 1 July 2017 the first 50% of Burnstone’s free cash flow (as defined in the settlement
agreement) will be used to repay the Wits Gold Loan and the balance of 50% to repay A2.
A3 and A4: On settlement of A2, 90% of Burnstone’s free cash flow will be used to repay the Wits Gold
Loan and the balance of 10% to repay the Burnstone Debt. On settlement of the Wits Gold Loan and
interest, 30% of Burnstone’s free cash flow will be used to repay the Burnstone Debt and the balance
will be distributed to Wits Gold.
The Bank Lenders will continue to participate in 10% of Burnstone’s free cash flow after the Burnstone
Debt has been repaid in full to a maximum amount of US$63.0 million under a revenue participation
agreement.
The Burnstone Debt is fully secured against the assets of Burnstone (of R2.0 billion) and there is no
recourse to the Group. The security package includes a cession over the bank accounts, insurance
policies’ proceeds, special and general notarial bonds over movable assets and mortgage bonds
over property.
Security:
The Burnstone Debt facilities of US$178 million were initially recognised at the acquisition fair value using level 3 assumptions,
being R1,008 million, in terms of IFRS 13 at acquisition date. The expected free cash flows to repay the loan as detailed above
were based on the estimates and assumptions to determine the fair value at acquisition:
• A US$ swap forward curve adjusted with the 4% interest rate margin above
• The annual life-of-mine plan that takes into account the following:
– Proved and probable ore reserves of Burnstone
– Cash flows are based on the life-of-mine plan of 20 years
– Capital expenditure estimates over the life-of-mine plan
Figures in million – SA rand
Balance at beginning of the year
Accrued interest and unwinding of amortised cost
Loss/(gain) on revised estimated cash flows1
Loss/(gain) on foreign exchange differences
Balance at end of the year
Note
7
2021
1,263
125
2
117
1,507
2020
1,330
148
(264)
49
1,263
2019
1,145
120
97
(32)
1,330
1 At 31 December 2021, the expected free cash flows expected to repay the loan as detailed above were revised as a result of revised cash
flows over the life-of-mine plan due to:
• Revised forecast costs and capital expenditure; and
• Revised weighted average gold prices 2021: R729,270/kg (2020: R733,037/kg and 2019: R686,225/kg) and exchange rates 2021: R15.00/US$
(2020: R16.00/US$ and 2019: R14.00/US$) based on a LOM of 24 years. A2 is discounted using a 5.9% discount rate and A3 and A4 is
discounted at 9.5%
Sibanye-Stillwater Annual Financial Report 2021
132
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
28.8 Other borrowings
Short-term credit facilities
Sibanye-Stillwater has committed and uncommitted short term loan facilities with various banks to fund capital expenditure
and working capital requirements at its operations. These facilities have no fixed terms, are short-term in nature and interest
rates are market related.
Figures in million – SA rand
Balance at beginning of the year
Loans raised
Loans repaid
Unwinding of amortised cost
Borrowings acquired on acquisition of subsidiary
Other
Gain on foreign exchange differences
Balance at end of the year
2021
—
1,711
(1,684)
—
—
—
(27)
—
2020
—
4,071
2019
425
8,265
(4,020)
(11,136)
—
—
—
(51)
—
10
2,575
1
(140)
—
28.9 Fair value of financial instruments and risk management
Fair value of borrowings
The fair value of variable interest rate borrowings approximates its carrying amounts as the interest rates charged are
considered marked related. Fair value of fixed interest rate borrowings was determined through reference to ruling market
prices and interest rates.
The table below shows the fair value and carrying amount of borrowings where the carrying amount does not approximate
fair value:
Figures in million - SA rand
31 December 2021
2026 and 2029 Notes1
Burnstone Debt2
Total
31 December 2020
2022 and 2025 Notes1
Burnstone Debt2
Total
31 December 2019
2022 and 2025 Notes1
US$ Convertible Bond3
Burnstone Debt2
Total
Carrying
value
Fair value
Level 1
Level 2
Level 3
18,785
1,507
20,292
10,136
1,263
11,399
9,610
4,579
1,330
18,664
—
18,664
10,637
—
10,637
10,138
—
—
15,519
10,138
—
—
—
—
—
—
—
4,725
—
4,725
—
2,996
2,996
—
2,075
2,075
—
—
1,441
1,441
1 The fair value is based on the quoted market prices of the notes
2 The fair value of the Burnstone Debt has been derived from discounted cash flow models. These models use several key assumptions,
including estimates of future sales volumes, gold prices, operating costs, capital expenditure and discount rate. The fair value estimate is
sensitive to changes in the key assumptions, for example, increases in the market related discount rate would decrease the fair value if all
other inputs remain unchanged. The extent of the fair value changes would depend on how inputs change in relation to each other
3 The fair value of the amortised cost component of the US$ Convertible Bond is based on the quoted price of the instrument after separating
the fair value of the derivative component
Sibanye-Stillwater Annual Financial Report 2021
133
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Liquidity risk
The following are contractually due, undiscounted cash flows resulting from maturities of financial liabilities including interest
payments:
Figures in million – SA rand
31 December 2021
Other payables
Trade and other payables
Borrowings
- Capital
2026 and 2029 Notes
Burnstone Debt
Franco-Nevada liability
Stillwater Convertible Debentures
- Interest
Total
31 December 2020
Other payables
Trade and other payables
Borrowings
- Capital
US$600 million RCF
2022 and 2025 Notes
Burnstone Debt
Franco-Nevada liability
Stillwater Convertible Debentures
- Interest
Total
31 December 2019
Other payables
Trade and other payables
Borrowings
- Capital
US$600 million RCF
R6.0 billion RCF
2022 and 2025 Notes
US$ Convertible Bond
Burnstone Debt
Franco-Nevada liability
Stillwater Convertible Debentures
- Interest
Total
Within one
year
Between one
and five
years
After five
years
4,915
10,443
4,060
—
3,686
—
—
—
2
4
807
16,171
2,308
8,523
873
—
—
2
4
809
12,519
775
7,740
—
—
—
—
—
2
4
1,184
9,705
10,760
—
—
—
3,175
17,995
2,723
—
6,105
10,292
12
—
—
1,564
20,696
2,919
—
5,712
2,500
4,952
5,376
109
—
—
2,698
24,266
8,369
1,158
—
—
5,359
18,572
58
—
—
—
102
—
—
4,308
4,468
114
—
—
—
4,857
—
—
—
—
3,938
8,909
Total
12,661
10,443
19,129
1,158
2
4
9,341
52,738
5,089
8,523
6,978
10,292
114
2
4
6,681
37,683
3,808
7,740
5,712
2,500
9,809
5,376
109
2
4
7,820
42,880
Sibanye-Stillwater Annual Financial Report 2021
134
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Market risk
Foreign currency sensitivity
Certain of the Group’s US dollar borrowing facilities have been drawn down by companies with SA rand as their functional
currency, therefore some of the Group’s borrowings are sensitive to changes in the rand/US dollar exchange rate. The Group
is also exposed to foreign currency risk on intercompany loans denominated in foreign currencies to the extent that foreign
exchange differences are recognised in profit or loss. A one percentage point change in the SA rand closing exchange rate
of R15.94/US$ (2020: R14.69/US$ and 2019: R14.00/US$) would have changed the profit for the year by R50 million (2020:
R148 million and 2019: R102 million).
Interest rate sensitivity
As at 31 December 2021, the Group’s total borrowings amounted to R20,298 million (2020: R18,383 million and 2019:
R23,736 million). The Group generally does not undertake any specific action to cover its exposure to interest rate risk,
although it may do so in specific circumstances.
The portion of Sibanye-Stillwater’s interest-bearing borrowings at period end that is exposed to interest rate fluctuations is
R1,416 million (2020: R8,157 million and 2019: R9,454 million). This debt is normally rolled for periods between one and three
months and is therefore exposed to the rate changes in this period.
At 31 December 2021, of the total borrowings, Rnil (2020: Rnil and 2019: R2,500 million) is exposed to changes in the JIBAR rate
and R1,416 million (2020: R8,157 million and 2019: R6,954 million) is exposed to changes in the LIBOR rate.
The US$600 million RCF and the R5.5 billion RCF are affected by the IBOR reform which came into effect on 1 January 2021.
The R5.5 billion RCF is linked to JIBAR and is not drawn down at 31 December 2021, however the JIBAR is only expected to be
impacted by the reform at a later stage and any impact thereof is to be considered when this occurs. The US$600 million RCF
is linked to a US LIBOR and will be refinanced or restructured depending on the developments in respect of the US LIBOR
reform. Therefore, the Group was not impacted when the amendment became effective.
The table below summarises the effect of a change in finance expense on the Group’s profit or loss had JIBAR and LIBOR
differed as indicated. The analysis is based on the assumption that the applicable interest rate increased/decreased with all
other variables held constant. All financial instruments with fixed interest rates that are carried at amortised cost are not
subject to the interest rate sensitivity analysis.
Interest rate sensitivity analysis
Figures in million - SA rand
31 December 2021
- JIBAR
- LIBOR
Change in finance expense
31 December 2020
- JIBAR
- LIBOR
Change in finance expense
31 December 2019
- JIBAR
- LIBOR
Change in finance expense
Change in interest expenses for a change in interest rate1
(1.5) %
(1.0) %
(0.5) %
0.5 %
1.0 %
1.5 %
—
21
21
—
122
122
38
106
144
—
14
14
—
82
82
25
70
95
—
7
7
—
41
41
13
35
48
—
(7)
(7)
—
(41)
(41)
(13)
(35)
(48)
—
(14)
(14)
—
(82)
(82)
(25)
(70)
(95)
—
(21)
(21)
—
(122)
(122)
(38)
(106)
(144)
1 Interest rate sensitivity analysis is performed on the borrowings balance at 31 December
Sibanye-Stillwater Annual Financial Report 2021
135
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
The exposure to interest rate changes and the contractual repricing dates
The exposure of the Group’s borrowings to interest rate changes and the contractual repricing dates at the reporting dates is
as follows:
Figures in million - SA rand
Floating rate with exposure to change in JIBAR
Floating rate with exposure to change in LIBOR
Non-current borrowings exposed to interest rate changes
The Group has the following undrawn borrowing facilities:
Committed
Uncommitted
Total undrawn facilities
All of the above facilities have floating rates. The undrawn committed facilities
have the following expiry dates:
- within one year
- later than one year and not later than two years
- later than two years and not later than three years
Total undrawn committed facilities
2021
—
1,416
1,416
15,749
2,276
18,025
685
9,564
5,500
15,749
2020
—
8,157
8,157
7,336
2,460
9,796
229
229
6,878
7,336
2019
2,500
6,954
9,454
5,688
1,050
6,738
—
672
5,016
5,688
28.10 Capital management
The Group’s primary objective with regards to managing its capital is to ensure that there is sufficient capital available to
support the funding requirements of the Group, including capital expenditure, in a way that: optimises the cost of capital;
maximises shareholders’ returns; and ensures that the Group remains in a sound financial position.
The Group manages and makes adjustments to the capital structure as and when borrowings mature or as and when funding
is required. This may take the form of raising equity, market or bank debt or hybrids thereof. Opportunities in the market are
also monitored closely to ensure that the most efficient funding solutions are implemented.
The Group monitors capital using the ratio of net (cash)/debt to adjusted earnings before interest, taxes, depreciation and
amortisation (EBITDA), but does not set absolute limits for this ratio.
Figures in million - SA rand
Borrowings1
Cash and cash equivalents2
Net (cash)/debt3
Adjusted EBITDA4
Net (cash)/debt to adjusted EBITDA (ratio)5
2021
18,791
30,257
(11,466)
68,606
(0.2)
2020
17,119
20,206
(3,087)
49,385
(0.1)
2019
26,551
5,586
20,964
14,956
1.4
1 Borrowings are only those borrowings that have recourse to Sibanye-Stillwater. Borrowings, therefore, exclude the Burnstone Debt and
include the derivative financial instrument up to the settlement of the US$ Convertible Bond
2 Cash and cash equivalents exclude cash of Burnstone
3 Net (cash)/debt represents borrowings and bank overdraft less cash and cash equivalents. Borrowings are only those borrowings that have
recourse to Sibanye-Stillwater and, therefore, exclude the Burnstone Debt and include the derivative financial instrument up to the
settlement of the US$ Convertible Bond. Net (cash)/debt excludes cash of Burnstone
4 The adjusted EBITDA calculation is based on the definitions included in the facility agreements for compliance with the debt covenant
formula, except for impact of new accounting standards and acquisitions, where the facility agreements allow the results from the acquired
operations to be annualised. Adjusted EBITDA may not be comparable to similarly titled measures of other companies. Adjusted EBITDA is not
a measure of performance under IFRS and should be considered in addition to, and not as a substitute for, other measures of financial
performance and liquidity
5 Net (cash)/debt to adjusted EBITDA ratio is a pro forma performance measure and is defined as net (cash)/debt as of the end of a reporting
period divided by adjusted EBITDA of the 12 months ended on the same reporting date. This measure constitutes pro forma financial
information in terms of the JSE Listings Requirements, and is the responsibility of the Board
Sibanye-Stillwater Annual Financial Report 2021
136
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Reconciliation of profit/(loss) before royalties, carbon tax and tax to adjusted EBITDA:
Figures in million - SA rand
Profit/(loss) before royalties, carbon tax and tax
Adjusted for:
Amortisation and depreciation
Interest income
Finance expense
Share-based payments
Loss on financial instruments
(Gain)/loss on foreign exchange differences
Share of results of equity-accounted investees after tax
Change in estimate of environmental rehabilitation obligation, and right of
recovery receivable and payable
Gain on disposal of property, plant and equipment
Impairments/(reversal of impairments)
Early redemption premium on the 2025 Notes
Gain on acquisition
Loss on BTT early settlement
Restructuring costs
Transaction costs
Loss on settlement of US$ Convertible Bond
Loss due to dilution of interest in joint operation
Income on settlement of dispute
IFRS 16 lease payments
Profit on sale of St Helena
Occupational healthcare (gain)/expense
Adjusted EBITDA
2021
50,275
8,293
(1,202)
2,496
383
6,279
(1,149)
(1,989)
(167)
(36)
5,148
196
—
—
107
140
—
4
—
(142)
(16)
(14)
2020
37,250
7,593
(1,065)
3,152
512
2,450
255
(1,700)
(464)
(99)
(121)
—
—
186
436
139
1,507
30
(580)
(148)
—
52
2019
(856)
7,214
(560)
3,303
363
6,015
(325)
(721)
89
(77)
86
—
(1,103)
—
1,252
448
—
—
—
(132)
—
(40)
68,606
49,385
14,956
Sibanye-Stillwater Annual Financial Report 2021
137
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
29. Lease liabilities
Accounting policy
At the inception of a contract, the Group assesses whether a contract is, or contains, a lease. A contract is, or contains, a
lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for
consideration.
Lease liabilities are initially measured at the present value of the future lease payments at the commencement date,
discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the relevant incremental
borrowing rate.
Subsequently, lease liabilities are measured at amortised cost using the effective interest method. Lease liabilities are
remeasured when there is a change in future lease payments arising from a change in an index or rate, if there is a change
in the Group’s estimate of the amount expected to be payable under a residual value guarantee, or if the Group changes
its assessment of whether it will exercise a purchase, extension or termination option.
When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-
of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.
The Group also elected to apply the recognition exemptions for lease contracts that, at the commencement date, have a
lease term of 12 months or less and do not contain a purchase option, and lease contracts for which the underlying asset is
of low value. The Group recognises the lease payments associated with these leases as an expense on a straight-line basis
over the lease term to the extent applicable.
In addition, certain variable lease payments are not permitted to be recognised as lease liabilities and are expensed as
incurred.
Figures in million - SA rand
Balance at beginning of the year
Impact of adopting IFRS 16 on 1 January 2019
New leases and modifications
Lease liabilities on acquisition of subsidiaries
Repayment of lease liabilities
Interest charge
Re-classification and other
Foreign currency translation
Balance at end of the year
Current portion of lease liabilities
Non-current lease liabilities
Notes
16.1
5.2
Lease payments not recognised as a liability but expensed during the year
Figures in million - SA rand
Short-term leases
Leases of low value assets
Variable lease payments
Total
Maturity Analysis
2021
326
—
67
—
2020
383
—
66
—
2019
—
302
52
133
(142)
(148)
(132)
29
—
1
281
(104)
177
34
(9)
—
326
(103)
223
34
(6)
—
383
(110)
273
2021
2020
2019
22
39
29
90
17
83
11
111
9
34
7
50
The lease liabilities are secured by the related underlying assets. The undiscounted maturity analysis of lease liabilities at 31
December is as follows:
Figures in million - SA rand
Contractual undiscounted cash flows - 2021
Contractual undiscounted cash flows - 2020
Contractual undiscounted cash flows - 2019
Total
325
391
475
Within one
year
Between one
and five years
After five
years
126
131
140
191
245
298
8
15
37
Sibanye-Stillwater Annual Financial Report 2021
138
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
30. Environmental rehabilitation obligation and other provisions
Significant accounting judgements and estimates
The Group’s mining and exploration activities are subject to various laws and regulations governing the protection of the
environment. The Group recognises management’s best estimate for asset retirement obligations in the period in which they
are incurred. Actual costs incurred in future periods could differ materially from the estimates. Additionally, future changes
to environmental laws and regulations, life-of-mine estimates and discount rates could affect the carrying amount of this
provision.
The provision is calculated using the following assumptions:
2021
SA gold operations
SA PGM operations
US PGM operations
2020
SA gold operations
SA PGM operations
US PGM operations
2019
SA gold operations
SA PGM operations
US PGM operations
Accounting Policy
Inflation rate
Discount rate
Discount
period
6 %
6 %
2 %
6 %
6 %
2 %
6 %
6 %
2 %
5.1% - 10.6%
1 - 24 years
5.1% - 10.6%
1 - 50 years
1.9%
35 - 40 years
4.0% - 10.9%
1 – 21 years
4.0% - 10.8%
1 – 32 years
1.5% - 1.7% 24 – 38 years
6.7% - 10.0%
1 – 19 years
6.7% - 10.1%
1 – 31 years
2.3% - 2.4% 25 – 37 years
Provisions are recognised when the Group has a present obligation, legal or constructive, resulting from past events and it is
probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable
estimate can be made of the amount of the obligation.
Long-term environmental obligations are based on the Group’s environmental management plans, in compliance with
applicable environmental and regulatory requirements.
The estimated costs of rehabilitation are reviewed annually and adjusted as appropriate for changes in legislation,
technology or other circumstances. Cost estimates are not reduced by the potential proceeds from the sale of assets or
from plant clean up at closure.
Based on disturbances to date, the net present value of expected rehabilitation cost estimates is recognised and provided
for in full in the financial statements. The estimates are reviewed annually and are discounted using a risk-free rate that is
adjusted to reflect the current market assessments of the time value of money.
Annual changes in the provision consist of finance costs relating to the change in the present value of the provision and
inflationary increases in the provision estimate, as well as changes in estimates. Changes in estimates are capitalised or
reversed against the relevant asset or liability to the extent that it meets the definition of dismantling and removing the item
and restoring the site on which it is located. Costs that relate to an existing condition caused by past operations and do not
have a future economic benefit are recognised in profit or loss. If a decrease in the liability exceeds the carrying amount of
the asset, the excess is recognised immediately in profit or loss. The present value of environmental disturbances created are
capitalised to mining assets against an increase in the environmental rehabilitation obligation.
Rehabilitation projects undertaken, included in the estimates are charged to the provision as incurred. The cost of ongoing
current programmes to prevent and control environmental disturbances is recognised in profit or loss as incurred. The
unwinding of the discount due to the passage of time is recognised as finance cost, and the capitalised cost is amortised
over the remaining lives of the mines.
Sibanye-Stillwater Annual Financial Report 2021
139
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Figures in million - SA rand
Balance at beginning of the year
Interest charge
Utilisation of environmental rehabilitation obligation1
Change in estimates charged to profit or loss2
Change in estimates capitalised2
Environmental rehabilitation obligation on acquisition of subsidiaries
Notes
5.2
16
Foreign currency translation
Balance at end of the year
Environmental rehabilitation obligation and other provisions consists of:
Environmental rehabilitation obligation
Other provisions
Environmental rehabilitation obligation and other provisions
2021
8,634
615
(236)
(178)
(638)
—
66
2020
8,715
684
(97)
(375)
(318)
—
25
8,263
8,634
8,146
117
8,263
8,517
117
8,634
2019
6,294
579
(35)
89
105
1,697
(14)
8,715
8,598
117
8,715
1 The cost of ongoing current programmes to prevent and control environmental disturbances, including reclamation activities, is charged to
cost of sales as incurred
2 Changes in estimates result from changes in reserves and corresponding changes in life-of-mine, changes in discount rates, changes in
closure cost estimates and changes in laws and regulations governing environmental matters
The Group’s mining operations are required by law to undertake rehabilitation works as part of their ongoing operations.
The Group makes contributions into environmental rehabilitation obligation funds (refer note 21) and holds guarantees to fund
the estimated costs.
Post closure water management liability
The Group continues to monitor the potential risk of long-term acid and non-acidic mine impacted water and other
groundwater pollution challenges also experienced by peer mining groups. Acid mine drainage (AMD) specifically relates to
the acidification and contamination of naturally occurring water resources by pyrite-bearing ore contained in underground
mines, rock dumps, tailings facilities and pits on surface. As yet, the Group has not been able to reliably determine the
financial impact that AMD and groundwater pollution may have on the Group, nor the timing of possible outflow due to the
need to understand the final footprint of impacted areas on surface and the mine void upon re-watering.
The potential for acidic and non-acidic mine impacted water and other groundwater impacts, how, where and if they will
manifest and the associated environmental/closure liability will be determined as part of the Group’s quantification of any
post-closure residual environmental impacts using a robust and defendable risk assessment process. This will be a requirement
in the proposed amended Financial Provisioning (FP) Regulations that comes into effect in June 2022. As per the recent
closure process undertaken at our Cooke Operations, detailed studies to understand the hydrology and hydrogeology were
undertaken, including the modelling of worst-case scenarios assuming waste on surface cannot be removed. These studies
further included the modelling of the mined out void, re-watering rate and natural groundwater flow in the dolomite aquifer
overlaying the mined-out area, including the relationship with adjacent mining areas and surface water resources to
understand cumulative impacts.
The conclusions from the studies were used to inform a risk assessment and closure strategy to reliably predict water quality
impacts as part of long term sustainable closure solution. In addition, in the December 2021 closure liability assessments, the
Group makes financial provision of R880 million (undiscounted) for what it specifically termed “Post Closure Aspects” – this
includes but is not limited to amongst others, post-closure water management aspects such as initial and post-decant surface
and groundwater monitoring, wetlands, biomonitoring and aquatics monitoring and care-and-maintenance monitoring.
During the operational life-of-mine, we aim at investigating and implementing practical, sustainable and cost-effective
solutions that, where possible, reduces post-closure impacts as effectively as possible, whilst also promoting the establishment
and implementation of self-sustaining ecosystems and processes, respectively, that would require very limited or no ongoing
active management by the mine, in a post-closure scenario.
Sibanye-Stillwater Annual Financial Report 2021
140
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
31. Occupational healthcare obligation
Significant accounting judgements and estimates
The Group recognises management’s best estimates to settle any occupational healthcare claims against the Group’s
operations. The ultimate outcome of the number, timing and amount of successful claims to be paid out remains uncertain.
The provision is consequently subject to adjustment in the future and actual costs incurred in future periods could differ
materially from the estimates.
Estimates that were used in the assessment include value of benefits per claimant, disease progression rates, required
contributions, timing of payments, tracing pattern, period discount rates, period inflation rates and a 60% take-up rate.
These estimates were informed by a professional opinion. Management discounted the possible cash outflows using a
discount rate of 7.83% (2020: 6.65% and 2019: 8.25%).
In assessing whether the Group has control, joint control or significant influence over the trust that administers the claim
settlement process (refer below), judgement was applied in determining whether voting rights are relevant to determine
power over the key activities of the trust, as well as analysing the influence of the various parties. No control, joint control or
significant influence was identified, however should any key considerations change in future periods, these conclusions will
be reassessed.
Accounting policy
Provisions are recognised when the Group has a present obligation, legal or constructive resulting from past events and it is
probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable
estimate can be made of the amount of the obligation.
The estimated costs of settlement claims are reviewed at least annually and adjusted as appropriate for changes in cash
flow predictions or other circumstances.
Based on estimates to date, the net present value of expected settlement claims is recognised and provided for in full in the
financial statements. The estimated cash flows are discounted using a risk-free rate with similar terms to the obligation to
reflect the current market assessments of the time value of money.
Annual changes in the provision consist of finance costs relating to the change in the present value of the provision and
changes in estimates.
On 3 May 2018, the Occupational Lung Disease Working Group (the Working Group), including Sibanye-Stillwater, agreed to
an approximately R5 billion class action settlement with the claimants (Settlement Agreement). On 26 July 2019 the Gauteng
High Court in Johannesburg approved the R5 billion Settlement Agreement in the silicosis class action suit. This Settlement
Agreement provides compensation to all eligible workers suffering from silicosis and/or tuberculosis who worked in the
Occupational Lung Disease Working Group companies’ mines from 12 March 1965 to the date of the Settlement Agreement.
The Settlement Agreement required the formation of the Tshiamiso Trust (the Trust) to administer the claim settlement process,
which includes tracing claimants, assessing and processing submitted claims and paying benefits to eligible claimants. The
Trust will be funded by the participants to the Working Group through contributions determined in accordance with the
Settlement Agreement. In addition, a special purpose vehicle was created with the objective of performing certain functions
on behalf of the Working Group as set out in the deed of the Trust and Settlement Agreement. The special purpose vehicle
and Trust are not controlled by the Group.
On 19 December 2019 Sibanye-Stillwater provided a guarantee for an amount not exceeding R1,372 million in respect of
administration contributions, initial benefit contributions and benefit contributions to the Trust as required by the trust deed.
Sibanye-Stillwater currently has provided R1,017 million for its share of the settlement cost. The provision is consequently subject
to adjustment in the future based on the number of eligible workers and changes in other assumptions.
Figures in million - SA rand
Balance at beginning of the year
Interest charge
Change in estimate recognised in profit or loss
Payments made
Balance at the end of the year
Reconciliation of the non-current and current portion of the occupational
healthcare obligation:
Occupational healthcare obligation
Current portion of occupational healthcare obligation
Non-current portion of occupational healthcare obligation
Notes
5.2
34
2021
1,194
77
(14)
(240)
1,017
1,017
—
1,017
2020
1,282
96
52
(236)
1,194
1,194
(157)
1,037
2019
1,274
116
(40)
(68)
1,282
1,282
(149)
1,133
Sibanye-Stillwater Annual Financial Report 2021
141
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
DRDGOLD is not a party to the Working Group’s mediated settlement agreement and DRDGOLD maintains the view that it is
too early to consider settlement of the matter, mainly for the following reasons:
• the applicants have as yet not issued and served a summons (claim) in the matter to DRDGOLD
• there is no indication of the number of potential claimants that may join the class action against the DRDGOLD
respondents
• many principles upon which legal responsibility may be founded, are required to be substantially developed by the trial
court (and possibly subsequent courts of appeal) to establish liability on the bases alleged by the applicants
In light of the above there is inadequate information for DRDGOLD to determine if a sufficient legal and factual basis exists to
establish liability, and to quantify such potential liability.
Sibanye-Stillwater Annual Financial Report 2021
142
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
32. Deferred revenue
Significant accounting judgements and estimates
Upfront cash deposits received for streaming transactions have been accounted for as contract liabilities (deferred
revenue) in the scope of IFRS 15. These contracts are not financial instruments because they will be satisfied through the
delivery of non-financial items (i.e. delivering of metal ounces) as part of the Group’s expected sale requirements, rather
than cash or financial assets. It is the intention to satisfy the performance obligations under these streaming arrangements
through the Group’s production, and revenue will be recognised over duration of the contracts as the Group satisfies its
obligation to deliver metal ounces. Where these contracts are of a long-term nature and the Group received a portion of
the consideration at the inception, these contracts contain a significant financing component under IFRS 15. The Group
therefore made a critical estimate of the discount rate that should be applied to the contract liabilities over the life of
contracts where applicable.
Inputs to the model to unwind the Wheaton International advance received to revenue
The advance received has been recognised on the statement of financial position as deferred revenue. The deferred
revenue will be recognised as revenue in profit or loss based on the metal ounces/credits in relation to the expected total
amount of metal credits to be delivered over the term of the arrangement.
Each period management estimates the cumulative amount of the deferred revenue obligation that has been satisfied
and, therefore, recognised as revenue. Key inputs into the model are:
Key input
Estimated financing rate
over life of arrangement
Estimate at year end
4.6% - 5.2%
Further information
Refer note 5.2
Remaining life of stream 94 years
Palladium entitlement
percentage
4.5%
Gold entitlement
percentage
Monthly cash
percentage
100%
18%
Commodity prices
Five day simple
average calculated
the day before
delivery
The starting point for the life of the stream is the approved life-of-mine for
the US PGM operations. However, as IFRS 15 requires the constraint on
revenue recognition to be considered, it is more prudent to include a
portion of resources in the life of stream for the purposes of revenue
recognition. This will reduce the chance of having a significant decrease
in revenue recognised in the future, when the life-of-mine is updated to
include a conversion of resources to reserves. As such, Sibanye-Stillwater
management have determined that is it appropriate to include 50% of
inferred resources.
The palladium entitlement percentage will be either 4.5%, 2.25% or 1%
over the life of the mine, depending on whether or not the advance has
been fully reduced, and a certain number of contractual ounces have
been delivered (375,000 ounces for the first trigger drop down to 2.25%
and 550,000 ounces for the second trigger drop down rate to 1%).
The gold entitlement percentage will be 100% over the life of the mine.
The monthly cash payment to be received is 18%, 16%, 14% or 10% of the
market price of the metal credit delivery to Wheaton International while
the advance is not fully reduced. After the advance has been fully
reduced, the cash percentage is 22%, 20%, 18% or 14%. The percentage
applicable depends on the investment grade of the Group and its
leverage ratio. As long as Sibanye-Stillwater’s current investment grade
conditions as stipulated in the contract have been satisfied, the monthly
cash percentage decreases if the Group’s leverage ratio increases
above 3.5:1. The balance of the ounces in the monthly delivery (i.e.
100%-18%= 82%) is then used to determine the utilisation of the deferred
revenue balance.
The value of each metal credit delivery is determined in terms of the
contract.
Any changes to the above key inputs could significantly change the quantum of the cumulative revenue amount
recognised in profit or loss.
Any changes in the life-of-mine are accounted for prospectively as a cumulative catch-up in the year that the life-of-mine
estimate above changes, or the inclusion of resources changes.
Sibanye-Stillwater Annual Financial Report 2021
143
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Inputs to the model to unwind the BTT advance received to revenue
The advance received was recognised on the statement of financial position as deferred revenue. Before the early
settlement of the BTT project (refer below), the deferred revenue was recognised as revenue in profit or loss based on the
metal ounces/credits in relation to the expected total amount of metal credits to be delivered over the term of the
arrangement.
Each period, up to the early settlement of the BTT project, management estimated the cumulative amount of the deferred
revenue obligation that had been satisfied and, therefore, recognised as revenue. Key inputs into the model before
settlement were:
Key input
Estimated financing rate
over life of arrangement
11.5%
Remaining life of stream
6 years
6E PGM entitlement
percentage
23.0%
Monthly cash percentage 20.0%
Further information
Refer note 5.2
The life of the stream was determined by the reserves of the Marikana
Easterns' Tailings Dam no.1.
The 6E PGM entitlement percentage ranged from 23% to 38% based on a
weighted 6E PGM basket price that was determined monthly.
The monthly cash payment received was a percentage of the 6E PGM
weighted basket price, ranging from 16% to 20%, and was based on a
weighted 6E PGM basket price that is determined monthly. This cash
payment was capped at a minimum of $106 per ounce and a maximum
of $280 per ounce.
Commodity prices
Average monthly
basket price
The monthly basket price for any calendar month was calculated by
dividing the sum of the monthly average value of weighted 6E PGM
basket by the total number of ounces for such calendar month.
Since the BTT project was early settled (refer below), there are no remaining significant accounting judgements or estimates
at 31 December 2021 relating to this stream.
Accounting policy
Consideration received in advance is recognised as a contract liability (deferred revenue) under IFRS 15 as control has not
yet transferred.
Where a significant financing component is identified as a result of the difference in the timing of advance consideration
received and when control of the metal promised transfers, interest expenses on the deferred revenue balance are
recognised in finance costs.
Where a contract has a period of a year or less between receiving advance consideration and when control of the metal
promised transfers, the group may elect on a contract-by-contract basis to apply the IFRS 15 practical expedient not to
adjust for the effects of a significant financing component.
Wheaton Stream
In July 2018, the Group entered into a gold and palladium supply arrangement in exchange for an upfront advance payment
of US$500 million (Wheaton Stream). The arrangement has been accounted for as a contract in the scope of IFRS 15 whereby
the advance payment has been recorded as deferred revenue. The revenue from the advance payment is recognised as
the gold and palladium is allocated to the appropriate Wheaton International account. An interest cost, representing the
significant financing component of the upfront deposit on the deferred revenue balance, is also recognised as part of
finance costs. This finance cost increases the deferred revenue balance, ultimately resulting in revenue when the deferred
revenue is recognised over the life-of-mine.
Forward gold sale - April 2019
On 11 April 2019, the Group concluded a forward gold sale arrangement whereby the Group received a cash prepayment of
US$125 million (approximately R1.75 billion) in exchange for four fortnightly deliveries of 26,476 ounces of gold (totalling
105,906 ounces or 3,294 kilograms) between 1 October 2019 and 15 November 2019. The revenue from the prepayment was
recognised in four equal parts on delivery of the gold. The gold price delivered under the prepayment was hedged with a
cap price of $1,323 per ounce and a floor price of $1,200 per ounce. The Group received, and recognised, the difference
between the floor price and the spot price (subject to a maximum of the cap price) on delivery of the gold. The final delivery
was made on 15 November 2019.
Sibanye-Stillwater Annual Financial Report 2021
144
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Forward gold sale - October 2019
On 21 October 2019, the Group concluded a forward gold sale arrangement whereby the Group received a cash
prepayment of R1.1 billion in exchange for future delivery of 8,482 ounces (263.8 kilograms) of gold every two weeks from
10 July 2020 to 16 October 2020 subject to an initial reference price of R17,371 per ounce comprising 80% of the prevailing
price on execution date. The initial forward sale was unhedged and the Group would have received (or paid) the difference
between the spot price and the prepayment price of R17,371/oz. On 6 July 2020, before the first delivery date, the Group
agreed revised terms in which the ounces to be delivered every two weeks were reduced from 8,482 ounces (263.8 kilograms)
to 6,523.2 ounces (202.9 kilograms), totalling 52,185.2 ounces (1,623.1 kilograms). In addition, a floor of R27,700/oz and a cap
of R33,386/oz was introduced. The final delivery was made on 15 October 2020.
BTT stream and WPL forward platinum sale
During 2016 Lonmin secured funding of US$50 million to build the BTT plant, through a finance metal streaming arrangement
receivable in instalments. The US$50 million was accounted for as deferred revenue as it would be repaid by way of
discounted value of PGM metal sales. Contractual deliveries were at a discounted price and the value of the discount over
and above the US$50 million upfront payment was prorated over the project lifetime and charged to the consolidated
income statement as a finance expense. The plant was commissioned during February 2018. The Group determined the fair
value of the BTT deferred revenue to be R628 million at acquisition and R607 million at 31 December 2019.
On 24 January 2020, WPL, EPL and Sibanye UK (collectively the “Purchasers”), subsidiaries of Sibanye-Stillwater, entered into a
Release and Cancellation Agreement (“the Release Agreement”) with RFW Lonmin Investments Limited (“the Seller”) in
respect of the BTT stream. The Release Agreement sets out the terms and conditions upon which the Purchasers have
purchased the Seller’s entire interest in the metals purchase agreement for an amount of US$50 million to be settled in cash.
The BTT transaction was implemented and the liability settled on 6 March 2020. WPL concluded a forward platinum sale
arrangement on 3 March 2020 to fund the settlement of the BTT liability. WPL received a cash prepayment of US$50 million
(R771 million) in exchange for the future delivery of 72,886 ounces of platinum on set dates between June and December
2020. The platinum price delivered under the prepayment was hedged with a cap price of US$1,050 per ounce and a floor
price of US$700 per ounce. The Group received, and recognised, the difference between the floor price and the monthly
average price (subject to a maximum of the cap price) on delivery of the platinum. The final delivery under the forward
platinum sale arrangement was made on 7 December 2020.
Marikana toll treatment arrangement
The Marikana operations entered into a short-term purchase of concentrate and toll treatment arrangement with a third party
that commenced on 1 February 2021 and concluded on 31 December 2021. As part of the arrangement, Marikana agreed
to buy and toll treat certain metals. A percentage of the toll treated metals is also retained as partial payment for the toll
treatment arrangement. Marikana accounts for the inventory received as partial payment for the toll treatment arrangement
as deferred revenue at fair value. A further deferred revenue balance is recognised to the extent that cash payment is
received for the toll treatment before the performance obligation is satisfied. Deferred revenue is recognised as revenue on a
straight-line basis over the term of the performance obligation.
Sibanye-Stillwater Annual Financial Report 2021
145
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
The following table summarises the changes in deferred revenue:
Figures in million - SA rand
Balance at beginning of the year
Deferred revenue advance received1
BTT early settlement payment
Deferred revenue recognised during the period2
Interest charge
Loss on BTT early settlement
Deferred revenue recognised on acquisition of subsidiary
Balance at the end of the year
Reconciliation of the non-current and current portion of the deferred
revenue:
Deferred revenue
Current portion of deferred revenue
Non-current portion of deferred revenue
Note
5.2
2021
6,430
468
—
(847)
309
—
—
2020
8,167
771
(787)
2019
6,555
2,859
—
(2,256)
(2,227)
349
186
—
352
—
628
6,360
6,430
8,167
6,360
(156)
6,204
6,430
(67)
6,363
8,167
(1,271)
6,896
1 The amount received for the year ended 31 December 2021 relates to the toll treatment arrangement entered into by Marikana,
representing cash receipts of R65 million and the fair value of inventory received of R403 million. The R771 million received relates to the WPL
forward platinum sale arrangement entered into on 3 March 2020. The R2,859 million received relates to R1,751 million received on the April
2019 forward gold sale and R1,108 million received on the October 2019 forward gold sale, respectively
2 Revenue recognised during the year of R847 million relates to R447 million recognised on the Wheaton Stream (2020: R344 million, 2019:
R414 million) and R400 million recognised on the toll treatment arrangement entered into by Marikana during the year. The remaining
revenue recognised for the years ended 31 December 2020 and 2019 relates to R785 million (2019: Rnil) recognised in respect of the WPL
forward platinum sale arrangement entered into on 3 March 2020, R1,108 million recognised in respect of the October 2019 forward gold
sale arrangement (2019: R1,751 million recognised in respect of the April 2019 forward gold sale arrangement) and R19 million (2019:
R62 million) recognised in respect of the BTT, respectively
33. Trade and other payables
Accounting policy
Trade and other payables, excluding payroll creditors and leave pay accruals are non-derivative financial liabilities
categorised as other financial liabilities. Trade and other payables are recognised initially at fair value and subsequently
measured at amortised cost using the effective interest method.
Provision is made for employee entitlement benefits accumulated as a result of employees rendering services up to the
reporting date. Liabilities arising in respect of wages and salaries, annual leave and other benefits due to be settled within
12 months of the reporting date are measured at rates which are expected to be paid when the liability is settled.
Termination benefits are expensed and an accrual raised at the earlier of when the Group can no longer withdraw the offer
of those benefits and when the Group recognises costs for a restructuring. If benefits are not expected to be settled wholly
within 12 months of the reporting date, they are discounted.
All other employee entitlement liabilities are measured at the present value of estimated payments to be made in respect of
services rendered up to reporting date.
Figures in million - SA rand
Trade creditors
Accruals and other creditors
Other
Financial liabilities
Payroll creditors
Leave pay accrual
VAT payable
2021
3,670
5,192
1,581
10,443
2,485
2,045
189
2020
4,325
4,166
32
8,523
2,492
2,016
176
2019
3,208
3,196
1,336
7,740
1,898
1,692
136
Total trade and other payables
15,162
13,207
11,466
Fair value of trade and other payables
The fair value of trade and other payables approximate the carrying value due to the short maturity.
Liquidity risk
Trade and other creditors are expected to be settled within 12 months from the reporting date.
Sibanye-Stillwater Annual Financial Report 2021
146
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
34. Cash generated by operations
Figures in million - SA rand
Profit for the year
Royalties
Carbon tax
Mining and income tax
Interest income
Finance expense
Profit before interest, royalties, carbon tax and tax
Non-cash adjusting items:
Amortisation and depreciation
Share-based payments
Loss on financial instruments
Foreign currency exchange adjustment
Share of results of equity-accounted investees after tax
Impairments/(reversal of impairments)
Loss on settlement of US$ Convertible Bond
Early redemption premium on the 2025 Notes
Occupational healthcare (gain)/expense
Change in estimate of environmental rehabilitation obligation
Gain on acquisition
Deferred revenue recognised
Loss on BTT early settlement
Cash adjusting items:
Income on settlement of dispute
Payment of occupational healthcare liability
Other non-cash and cash adjusting items
Total cash generated by operations
35. Change in working capital
Figures in million - SA rand
Inventories
Trade and other receivables
Trade and other payables
Total change in working capital
Notes
11.1
11.2
5.1
5.2
4
6.8
10
28.6
28.4
31
16.1
32
32
8.2
31
2021
33,796
2,714
4
13,761
(1,202)
2,496
51,569
8,293
383
6,279
(394)
(1,989)
5,148
—
196
(14)
(162)
—
(847)
—
—
(240)
(438)
2020
30,622
1,765
5
4,858
(1,065)
3,152
39,337
7,593
512
1,905
(410)
(1,700)
(121)
1,507
—
52
(464)
—
(2,256)
186
(580)
(236)
(137)
67,784
45,188
2021
1,384
(510)
1,581
2,455
2020
(9,027)
(2,167)
1,759
(9,435)
2019
433
431
13
(1,733)
(560)
3,303
1,887
7,214
363
5,731
(461)
(721)
86
—
—
(40)
89
(1,103)
(2,227)
—
—
(68)
(184)
10,566
2019
(5,000)
3,115
1,259
(626)
Sibanye-Stillwater Annual Financial Report 2021
147
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
36. Financial instruments and risk management
Accounting policy
On initial recognition, a financial asset is classified as measured at either amortised cost, fair value through other
comprehensive income, or fair value through profit or loss.
The Group initially recognises debt instruments issued and trade and other receivables, on the date these are originated.
All other financial assets and financial liabilities are recognised initially when the Group becomes a party to the contractual
provisions of the instrument.
The classification of financial assets at initial recognition that are debt instruments depends on the financial asset’s
contractual cash flow characteristics and the Group’s business model for managing them. In order for a financial asset to
be classified and measured at amortised cost, it needs to give rise to cash flows that are solely payments of principal and
interest (SPPI) on the principal amount outstanding. This assessment is performed at an instrument level. Financial assets with
cash flows that are not SPPI are classified and measured at fair value through profit or loss, irrespective of the business
model.
The Group’s business model for managing financial assets that are debt instruments refers to how it manages its financial
assets in order to generate cash flows. The business model determines whether cash flows will result from collecting
contractual cash flows, selling the financial assets, or both. Financial assets classified and measured at amortised cost are
held within a business model with the objective to hold financial assets in order to collect contractual cash flows.
The Group recognises an allowance for expected credit losses (ECLs) on all debt instruments not held at fair value through
profit or loss to the extent applicable. ECLs are based on the difference between the contractual cash flows due in
accordance with the contract and all the cash flows that the Group expects to receive, discounted at an approximation of
the original effective interest rate.
ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk since
initial recognition, ECLs are provided for credit losses that result from default events that are possible within the next 12-
months (a 12-month ECL). For those credit exposures for which there has been a significant increase in credit risk since initial
recognition, a loss allowance is required for credit losses expected over the remaining life of the exposure, irrespective of
the timing of the default (a lifetime ECL).
For trade and other receivables due in less than 12 months, the Group applies the simplified approach in calculating ECLs,
as permitted by IFRS 9. Therefore, the Group does not track changes in credit risk, but instead, recognises a loss allowance
based on the financial asset’s lifetime ECL at each reporting date. Impairment losses are recognised through profit or loss.
The Group derecognises a financial asset when the contractual rights to the cash flows from the financial asset expire, or it
transfers the rights to receive the contractual cash flows in a transaction in which substantially all the risks and rewards of the
ownership of the financial asset are transferred. The Group derecognises a financial liability when its contractual obligations
are discharged, cancelled or expired.
Any interest in such transferred financial asset that is created or retained by the Group is recognised as a separate asset or
liability. The particular recognition and measurement methods adopted are disclosed in the individual policy statements
associated with each item.
On derecognition of a financial liability, the difference between the carrying amount extinguished and the consideration
paid is recognised in profit or loss.
36.1 Accounting classifications and measurement of fair values
The following methods and assumptions were used to estimate the fair value of each class of financial instrument:
• Other receivables and other payables
Due to the approaches applied in calculating the carrying values as described in note 22, the fair values approximate the
carrying value.
• Trade and other receivables/payables, and cash and cash equivalents
The carrying amounts approximate fair values due to the short maturity of these instruments for financial instruments
measured at amortised cost. The fair value for trade receivables measured at fair value through profit or loss (PGM
concentrate sales) are determined based on ruling market prices, volatilities and interest rates.
Sibanye-Stillwater Annual Financial Report 2021
148
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
• Environmental rehabilitation obligation funds
Environmental rehabilitation obligation funds comprise fixed income portfolio of bonds as well as fixed and call deposits.
The environmental rehabilitation obligation funds are stated at fair value based on the nature of the fund’s investments.
The fair value of publicly traded instruments is based on quoted market values.
For the environmental rehabilitation obligation funds categorised as level two on the fair value hierarchy, fixed income
portfolio consists of instruments such as government bonds and inflation-linked bonds. Valuations are performed by the
fund manager based on the composition of the portfolio, the relevant investment terms and through reference to market
related interest rates.
• Other investments
The fair values of listed investments are based on the quoted prices available from the relevant stock exchanges.
The carrying amounts of other short-term investment products with short maturity dates approximate fair value. The fair
values of non-listed investments are determined through valuation techniques that include inputs that are not based on
observable market data. These inputs include price/book ratios as well as marketability and minority shareholding discounts
which are impacted by the size of the shareholding.
• Asset held for sale
The fair value of the asset held for sale was derived from the quoted Gen Mining share price (refer note 20).
• Borrowings
The fair value of variable interest rate borrowings approximates its carrying amounts as the interest rates charged are
considered marked related. However, since there are also fixed interest rate borrowings, fair values are disclosed in note
28.
• Derivative financial instruments
The fair value of derivative financial instruments is estimated based on ruling market prices, volatilities and interest rates,
and option pricing methodologies based on observable quoted inputs. All derivatives are carried on the statement of
financial position at fair value. The fair value of the palladium hedge is determined using a Monte Carlo simulation model
based on market forward prices, volatilities and interest rates.
The Group uses the following hierarchy for determining and disclosing the fair value of financial instruments:
• Level 1: unadjusted quoted prices in active markets for identical asset or liabilities
• Level 2: inputs other than quoted prices in level 1 that are observable for the asset or liability, either directly (as prices) or
indirectly (derived from prices)
• Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs)
The following table set out the Group’s significant financial instruments measured at fair value by level within the fair value
hierarchy:
Figures in million - SA rand
2021
2020
2019
Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3
Financial assets measured at fair value
- Environmental rehabilitation obligation
funds
- Trade receivables - PGM concentrate
sales
- Other investments
- Asset held for sale
- Palladium hedge contract
Financial liabilities measured at fair value
- Derivative financial instrument
- Gold hedge contracts
* Less than R1 million
4,477
725
— 4,111
823
— 3,578
1,024
—
— 3,794
—
3,143
—
—
—
—
280
286
—
—
—
224
—
—
—
—
— 4,030
—
603
—
—
—
—
—
-*
—
-*
—
244
—
—
—
—
— 2,342
—
415
—
—
—
—
— 4,145
—
68
—
184
—
—
—
—
Sibanye-Stillwater Annual Financial Report 2021
149
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
36.2 Risk management activities
Controlling and managing risk in the Group
In the normal course of its operations, the Group is exposed to market risks, including commodity price, foreign currency,
interest rate, liquidity and credit risk associated with underlying assets, liabilities and anticipated transactions. In order to
manage these risks, the Group has developed a comprehensive risk management process to facilitate control and
monitoring of these risks
Sibanye-Stillwater has policies in areas such as counterparty exposure, hedging practices and prudential limits which have
been approved by Sibanye-Stillwater’s Board of Directors (the Board). Management of financial risk is centralised at Sibanye-
Stillwater's treasury department (Treasury), which acts as the interface between Sibanye-Stillwater’s Operations and
counterparty banks. Treasury manages financial risk in accordance with the policies and procedures established by the Board
and executive committee.
The Board has approved dealing limits for money market, foreign exchange and commodity transactions, which Treasury is
required to adhere to. Among other restrictions, these limits describe which instruments may be traded and demarcate open
position limits for each category as well as indicating counterparty credit-related limits. The dealing exposure and limits are
checked and controlled each day and reported to the CFO.
The objective of Treasury is to manage all financial risks arising from the Group’s business activities in order to protect profit
and cash flows. Treasury activities of Sibanye-Stillwater and its subsidiaries are guided by the Treasury Policy, the Treasury
Framework as well as domestic and international financial market regulations. Treasury activities are currently performed
within the Treasury Framework with appropriate resolutions from the Board, which are reviewed and approved annually by the
Audit Committee.
The financial risk management objectives of the Group are defined as follows:
• Counterparty exposure: the objective is to only deal with a limited number of approved counterparts that are of a sound
financial standing and who have an official credit rating. The Group is limited to a maximum investment of 2.5% of the
financial institutions’ equity, which is dependent on the institutions’ credit rating. The credit rating used is Fitch Ratings’
short-term credit rating for financial institutions.
• Liquidity risk management: the objective is to ensure that the Group is able to meet its short-term commitments through the
effective and efficient management of cash and usage of credit facilities.
• Funding risk management: the objective is to meet funding requirements timeously and at competitive rates by adopting
reliable liquidity management procedures.
• Currency risk management: the objective is to maximise the Group’s profits by minimising currency fluctuations.
• Commodity price risk management: commodity risk management takes place within limits and with counterparts as
approved in the treasury framework.
• Interest rate risk management: the objective is to identify opportunities to prudently manage interest rate exposures.
• Investment risk management: the objective is to achieve optimal returns on surplus funds.
Credit risk
Credit risk represents risk that an entity will suffer a financial loss due to the other party of a financial instrument not discharging
its obligation.
The Group has reduced its exposure to credit risk by dealing with a limited number of approved counterparties. The Group
approves these counterparties according to its risk management policy and ensures that they are of good credit quality.
The carrying value of the financial assets represents the combined maximum credit risk exposure of the Group. Concentration
of credit risk on cash and cash equivalents and non-current assets is considered minimal due to the above mentioned
investment risk management and counterparty exposure risk management policies (refer notes 21, 22, 24 and 25).
Liquidity risk
In the ordinary course of business, the Group receives cash proceeds from its operations and is required to fund working
capital and capital expenditure requirements. The cash is managed to ensure surplus funds are invested to maximise returns
whilst ensuring that capital is safeguarded to the maximum extent possible by investing only with top financial institutions
(refer note 28.9).
Uncommitted borrowing facilities are maintained with several banking counterparties to meet the Group’s normal and
contingency funding requirements (refer note 28.9).
Sibanye-Stillwater Annual Financial Report 2021
150
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Working capital and going concern assessment
For the year ended 31 December 2021, the Group realised a profit of R33,796 million (2020: R30,622 million and 2019: profit of
R433 million). As at 31 December 2021, the Group’s current assets exceeded its current liabilities by R44,290 million (2020:
R34,756 million and 2019: R11,836 million) and the Group’s total assets exceeded its total liabilities by R81,345 million (2020:
R70,716 million and 2019: R31,138 million). During the year ended 31 December 2021 the Group generated net cash from
operating activities of R32,256 million (2020: R27,151 million and 2019: R9,463 million).
The Group had committed undrawn debt facilities of R15,749 million at 31 December 2021 (2020: R7,336 million and 2019:
R5,688 million) and cash balances of R30,292 million (2020: R20,240 million and 2019: R5,619 million). The 2022 Notes,
contractually due to be settled on 27 June 2022, were early settled on 2 August 2021 for the nominal value of US$354 million
(R5,123 million). The 2025 Notes, were refinanced and upsized into a new bond issue on 16 November 2021 (refer note 28.5),
securing reduced cost of debt, longer financing tenors and enhancing liquidity. The most immediate debt maturities are the
US$600 million USD RCF maturing in April 2023 and the R5.5 billion ZAR RCF maturing in November 2024.
The Group’s leverage ratio (net (cash)/debt to adjusted EBITDA) as at 31 December 2021 was (0.2):1 (2020 was (0.1):1 and
2019 was 1.4:1) and its interest coverage ratio (adjusted EBITDA to net finance (income)/charges) was (5,281):1 (2020 was 80:1
and 2019 was 7:1). Both considerably better than the maximum permitted leverage ratio of at most 2.5:1 (up to 31
December 2019: 3.5:1); and minimum required interest coverage ratio of 4.0:1, calculated on a quarterly basis, required under
the US$600 million RCF and the R5.5 billion RCF. With the available RCF’s collectively 100% unutilised at 31 December 2021,
high level of available cash balances and the Group’s strong liquidity position, no imminent refinancing of debt is required.
Notwithstanding the exceptionally strong liquidity position and good financial outlook, the Group could also, if necessary,
consider options to increase funding flexibility which may include, amongst others, additional loan facilities or debt capital
market issuances, streaming facilities, prepayment facilities or, in the event that other options are not deemed preferable or
achievable by the Board, an equity capital raise. The Group could also, with lender approval, request covenant amendments
or restructure facilities. During past adversity, management had successfully implemented similar actions.
Management believes that the cash forecasted to be generated by operations, cash on hand, the committed unutilised
debt facilities as well as additional funding opportunities will enable the Group to continue to meet its obligations as they fall
due. The consolidated financial statements for the year ended 31 December 2021, therefore, have been prepared on a
going concern basis.
Market risk
The Group is exposed to market risks, including foreign currency, commodity price and interest rate risk associated with
underlying assets, liabilities and anticipated transactions. Following periodic evaluation of these exposures, the Group may
enter into derivative financial instruments to manage some of these exposures.
The effects of reasonable possible changes of relevant risk variables on profit or loss or shareholders’ equity are determined by
relating the reasonable possible change in the risk variable to the balance of financial instruments at period end date.
The amounts generated from the sensitivity analyses are forward-looking estimates of market risks assuming certain adverse or
favourable market conditions occur. Actual results in the future may differ materially from those projected results and
therefore should not be considered a projection of likely future events and gains/losses.
Foreign currency risk
Sibanye-Stillwater’s operations are all located in South Africa except for Stillwater and Mimosa, which are located in the US
and Zimbabwe, respectively, and its revenues are sensitive to changes in the US dollar gold and PGM price and the rand/
US dollar exchange rate (the exchange rate). Depreciation of the rand against the US dollar results in Sibanye-Stillwater’s
revenues and operating margin increasing. Conversely, should the rand appreciate against the US dollar, revenues and
operating margins would decrease. The impact on profitability of any change in the exchange rate can be substantial.
Furthermore, the exchange rates obtained when converting US dollars to rand are set by foreign exchange markets over
which Sibanye-Stillwater has no control. The relationship between currencies and commodities, which includes the gold price,
is complex and changes in exchange rates can influence commodity prices and vice versa.
In the ordinary course of business, the Group enters into transactions, such as gold sales and PGM sales, denominated in
foreign currencies, primarily US dollar. Although this exposes the Group to transaction and translation exposure from
fluctuations in foreign currency exchange rates, the Group does not generally hedge this exposure, although it could be
considered for significant expenditures based in foreign currency or those items which have long lead times to produce or
deliver. Also, the Group on occasion undertakes currency hedging to take advantage of favourable short-term fluctuations in
exchange rates when management believes exchange rates are at unsustainably high levels.
Currency risk also exists on account of financial instruments being denominated in a currency that is not the functional
currency and being of a monetary nature. This includes but is not limited to US$600 million RCF, to the extent drawn
(refer note 28.1), Burnstone Debt (refer note 28.7) and Franco-Nevada liability.
For additional disclosures, refer notes 3 and 28.
Sibanye-Stillwater Annual Financial Report 2021
151
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
Foreign currency economic hedging experience
During 2021, a number of intra month (i.e. up to 21 days) forward exchange rate contracts were executed to hedge a known
currency inflow. During 2020 the same principle was applied to known currency inflows related to PGM sales.
At 31 December 2021, Sibanye-Stillwater had a foreign currency contract position of US$18 million at a weighted average rate
of R15.89/US$. As at 31 December 2020 and 31 December 2019, Sibanye-Stillwater had no outstanding foreign currency
contract positions.
Commodity price risk
The market price of commodities has a significant effect on the results of operations of the Group and the ability of the Group
to pay dividends and undertake capital expenditures. The gold and PGM basket prices have historically fluctuated widely
and are affected by numerous industry factors over which the Group does not have any control (refer note 24).
The aggregate effect of these factors on the gold and PGM basket prices, all of which are beyond the control of the Group, is
difficult for the Group to predict.
Commodity price hedging policy
As a general rule, the Group does not enter into forward sales, derivatives or other hedging arrangements to establish a price
in advance for future gold and PGM production. Commodity hedging could, however, be considered in future under one or
more of the following circumstances: to protect cash flows at times of significant capital expenditure; financing projects or to
safeguard the viability of higher cost operations.
To the extent that it enters into commodity hedging arrangements, the Group seeks to use different counterparty banks
consisting of local and international banks to spread risk. None of the counterparties is affiliated with, or related to parties of
the Group.
Commodity price hedging experience
At 31 December 2021, Sibanye-Stillwater had the following palladium commodity price hedges outstanding:
• A total of 10,000oz palladium at a floor price of R1,500/kg and capped price of R3,400/kg which matures in January 2022
• A total of 140,000oz palladium at a floor price of US$1,800/oz and capped price of US$3,300/oz which commences in
February 2022 and matures in March 2023
Commodity price contract position
As of 31 December 2021, 2020 and 2019, Sibanye-Stillwater had no outstanding commodity forward sale contracts for mined
production.
Interest rate risk
The Group’s income and operating cash flows are dependent of changes in market interest rates. The Group’s interest rate
risk arises from long-term borrowings.
For additional disclosures, refer to note 28.9.
Sibanye-Stillwater Annual Financial Report 2021
152
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
37. Commitments
Figures in million - SA rand
Capital expenditure
Authorised
Kloof
Driefontein
Beatrix
SGL corporate
Cooke
Burnstone
Kroondal
Platinum Mile
Rustenburg operation
Marikana
Other1
Contracted for
Other guarantees
2021
2020
2019
19,983
1,593
7,535
1,516
5,971
1,290
877
317
1,086
3
4,353
395
17
3,348
6,841
1,153
2,733
2,653
885
169
961
54
8
319
—
846
232
762
55
5
220
20
2,574
2,033
63
986
773
153
355
595
1,488
1,421
1 Includes authorised capital expenditure relating to DRDGOLD of R549 million (2020: R605 million, 2019: R134 million)
Commitments will be funded from internal sources and to the extent necessary from borrowings. This expenditure primarily
relates to hostel upgrades, mining activities and infrastructure.
38. Contingent liabilities
Significant accounting judgements and estimates
Contingencies can be either possible assets or possible liabilities arising from past events which, by their nature, will only be
resolved when one or more future events not wholly within the control of the Group occur or fail to occur or for contingent
liabilities where a present obligation arising from a past event exists but is not recognised because either it is not probable
that an out-flow of resources embodying economic benefits will be required to settle the obligation or the amount of the
obligation cannot be determined with sufficient reliability.
The assessment of such contingencies inherently involves the exercise of significant judgement and estimates of the
outcome of future events.
Arbitration case Redpath USA Corporation versus Stillwater Mining Company
In 2015, Redpath USA Corporation (the Contractor) was hired by the Stillwater Mining Company (the Company) to advance
the Benbow decline as part of the Blitz project. During November 2019 the Contractor filed a claim wherein it raised a dispute
over additional and rework costs of establishing a decline at the Stillwater Mine after drilling errors caused a water inundation
that required significant remediation. The Contractor assumed the additional costs and was seeking to recover those costs, in
an amount of approximately US$20 million, from the Company. After engaging outside counsel and based on the terms of the
contract that supports the Company’s position, management believed the Contractor’s claim was without merit and
disputed the arbitration demand claim in the legal documents served on the Contractor. Although an arbitration hearing was
scheduled for May 2022, the Contractor and the Company has subsequent to the reporting date agreed to settle the dispute
at no cost to the Company.
39. Related-party transactions
Sibanye-Stillwater entered into related-party transactions with Rand Refinery, and its subsidiaries during the year as detailed
below. The transactions with these related parties are generally conducted with terms comparable to transactions with third
parties, however in certain circumstances such as related-party loans, the transactions were not at arm’s length.
Refer to note 1.3 for the Group structure which provides further detail on the relationship between parent and subsidiary
companies.
Rand Refinery
Rand Refinery, in which Sibanye-Stillwater holds a 44.4% interest, has an agreement with the Group whereby it refines all the
Group’s gold production. No dividends were received during the year ended 31 December 2019. For the year ended 31
December 2021, the Group received a dividend of R329 million (2020: R112 million) from Rand Refinery, and sold gold and
Sibanye-Stillwater Annual Financial Report 2021
153
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
paid refining fees to Rand Refinery. Refer note 18.1 for additional information in respect of the Group’s investment in Rand
Refinery.
The table below details the transactions and balances between the Group and its related-parties:
Figures in million - SA rand
Rand Refinery
Gold sales
Refining fees paid
Trade payable
Key management remuneration
Total key management personnel compensation recognised under IFRS1:
Figures in thousands - SA rand
Short-term employee benefits
Post-employment benefits
Share-based payment
Total
2021
2020
2019
319
(40)
(7)
298
(31)
(6)
506
(25)
(5)
2021
90,179
4,421
104,550
199,150
2020
2019
110,134
106,605
6,009
127,097
243,240
5,300
120,478
232,383
1 In 2021, Sibanye-Stillwater introduced a new executive level of management (referred to as the C-suite). Therefore from 2021, only C-suite
members and executive directors are disclosed under IFRS as key management personnel of Sibanye-Stillwater. For 2020, key management
personnel included EVPs and executive directors
Sibanye-Stillwater Annual Financial Report 2021
154
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
40. Directors' and prescribed officers' remuneration
The disclosure below incorporates remuneration for services rendered to various companies within the Group during the year.
The executive directors and prescribed officers were paid the following remuneration during the year:
Cash
bonus
accrued
for 2021
paid in
2022
Accrual of
share-
based
payment
benefits
Pension
scheme total
contributions
Expense
allowance
and other
benefits
2021
2020
2019
7,793
4,204
269,473
131,151
825
943
1,064
291,582
529
143,428
57,973
28,963
31,917
16,024
2,590
2,378
3,251
3,254
4,870
2,192
—
64,068
51,720
73,712
105,053
3,247
1,461
—
573
362
575
592
81
470
—
297
258
71,734
58,648
298
456
83,011
114,686
5,190
23,472
109
—
7,679
245
66,959
14,789
29,159
16,655
15,286
19,272
18,873
22,975
2,614
2,875
—
25,289
10,595
7,898
9,284
8,117
10,044
9,428
13,547
—
—
—
Salary
12,427
6,601
4,206
3,930
5,175
5,331
10,084
3,447
245
51,446
30,532
699,885
4,421
8,201
794,485
296,393
142,143
Figures in thousands - SA rand
Executive directors
Neal Froneman1
Charl Keyter
Prescribed officers2
Chris Bateman
Shadwick Bessit
Hartley Dikgale
Dawie Mostert
Themba Nkosi
Wayne Robinson
Richard Stewart
Robert van Niekerk
Laurent Charbonnier3
Lerato Legong4
Mika Seitovirta5
Total
1 Entered into a dual service contract with effect 1 January 2020. Remuneration paid by Stillwater in US dollars was converted at the average
exchange rate of R14.79/US$ (2020: R16.46/US$) for the year ended 31 December 2021
2 In 2021, Sibanye-Stillwater introduced a new executive level of management (referred to as the C-suite). Therefore from 2021, only C-suite
members are disclosed as prescribed officers of Sibanye-Stillwater. In 2020, the following individuals were also disclosed as prescribed
officers:
• Chris Bateman - ceased performing an EVP role on 6 September 2020
• Shadwick Bessit - ceased performing an EVP role on 16 January 2021
• Hartley Dikgale - ceased performing an EVP role on 31 March 2020
• Wayne Robinson - not a C-suite member
3 Assumed a prescribed officer role on 16 November 2020, remuneration paid in GBP was converted at the average exchange rate of R20.33/
GBP (2020: R21.10/GBP) for the year ended 31 December 2021
4 Assumed a prescribed officer role on 1 September 2020
5 Assumed a prescribed officer role on 14 December 2021
Sibanye-Stillwater Annual Financial Report 2021
155
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
The non-executive directors were paid the following fees during the year:
Figures in thousands - SA rand
Timothy Cumming
Directors
fees
1,081
Committee
fees
1,140
Expense
allowance
8
Savannah Danson
Barry Davison1
Harry Kenyon-Slaney
Richard Menell
Sello Moloko2
Nkosemntu Nika
Keith Rayner
Susan van der Merwe
Jeremiah Vilakazi
Vincent Maphai
Elaine Dorward-King3
Sindiswa Zilwa4
Wang Bin5
Lu Jiongjie5
Total
1,081
—
1,243
2,194
—
1,081
1,081
1,081
1,081
3,265
1,243
1,081
—
—
981
—
1,102
525
—
661
1,304
661
714
—
351
726
—
—
15,512
8,165
—
—
24
—
—
—
—
—
—
—
24
—
—
—
56
2021
2,229
2,062
—
2,369
2,719
—
1,742
2,385
1,742
1,795
3,265
1,618
1,807
—
—
2020
1,909
1,680
—
2,114
2,114
—
1,708
1,864
1,716
1,422
2,756
1,107
—
327
327
2019
1,795
1,609
666
1,699
1,831
1,407
1,609
1,881
1,609
1,362
822
—
—
—
—
23,733
19,044
16,290
1 Resigned as a non-executive director on 28 May 2019
2 Resigned as a non-executive director on 30 September 2019
3 Appointed as a non-executive director 27 March 2020
4 Appointed as a non-executive director 1 January 2021
5 Appointed and resigned as a non-executive director on 24 February 2020 and 27 March 2020, respectively
Sibanye-Stillwater Annual Financial Report 2021
156
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
The directors’ and prescribed officers’ (including their associates) direct and indirect share ownership at 31 December 2021
was1:
Executive directors
Neal Froneman2,3
Charl Keyter3
Non-executive directors
Timothy Cumming3
Richard Menell3
Keith Rayner3
Susan van der Merwe3
Jeremiah Vilakazi3
Vincent Maphai3
Savannah Danson3
Harry Kenyon-Slaney3,4
Elaine Dorward-King3,5
Total share ownership by directors
Prescribed officers6
Chris Bateman
Shadwick Bessit
Hartley Dikgale
Dawie Mostert3
Themba Nkosi3
Wayne Robinson
Richard Stewart3
Robert van Niekerk3
Laurent Charbonnier3,7
Total
Number of shares
%
2021
2020
2019
2021
2020
2019
6,636,286
4,829,128
4,858,723
2,866,791
1,775,994
1,673,316
6,000
15,125
68,992
1,028
2,000
152,135
2,519
16,852
10,000
1,242
84,625
68,992
1,027
—
50,000
2,519
16,852
4,800
242
108,625
68,992
1,028
—
—
—
—
—
9,777,728
6,835,179
6,710,926
—
94,707
32,747
31,652
—
184,311
38,975
59,022
184,333
105,303
24,341
35,620
38,975
796
73,292
362,747
257,732
—
26,466
204,533
739,633
875,261
151,012
11,774,633
7,377,480
7,693,178
0.24
0.10
—
—
—
—
—
0.01
—
—
—
—
—
—
—
0.01
—
0.03
0.03
0.01
0.17
0.06
0.18
0.06
—
—
—
—
—
—
—
—
—
—
—
—
—
—
0.01
—
—
—
—
—
—
—
—
—
—
—
—
—
—
0.01
—
—
—
0.01
0.01
—
1 Following the implementation of the Scheme (refer note 26), the Directors’ shareholdings are in Sibanye Stillwater Limited
2 Neal Froneman and his associates holds 90,479 ADRs at 31 December 2021 (2020: 3,213, 2019: 28,440) which convert to 361,916 (2020: 12,852,
2019: 113,760) ordinary shares in the Company
3 Share ownership (including shares held by associates) in the Company at the date of this report was unchanged, except for the following:
• Neal Froneman - 8,230,978
• Charl Keyter - 1,466,181
• Savannah Danson - 16,519
• Dawie Mostert - 26,585
• Richard Stewart - 788,771
• Robert van Niekerk - 1,364,690
4 Harry Kenyon-Slaney and his associates holds 4,213 ADRs at 31 December 2021 (2020: 4,213) which convert to 16,852 (2020: 16,852) ordinary
shares in the Company
5 Appointed during 2020. Elaine Dorward-King and her associates holds 2,500 ADRs at 31 December 2021 (2020: 1,200) which convert to 10,000
(2020: 4,800) ordinary shares in the Company
6 In 2021, Sibanye-Stillwater introduced a new executive level of management (referred to as the C-suite). Therefore from 2021, only C-suite
members are disclosed as prescribed officers of Sibanye-Stillwater. In 2020, the following individuals were also disclosed as prescribed
officers:
• Chris Bateman - ceased performing an EVP role on 6 September 2020
• Shadwick Bessit - ceased performing an EVP role on 16 January 2021
• Hartley Dikgale - ceased performing an EVP role on 31 March 2020
• Wayne Robinson - not a C-suite member
7 Appointed during 2020. Laurent Charbonnier and his associates holds 37,753 ADRs at 31 December 2021 (2020: 8,905) which convert to
151,012 (2020: 35,620) ordinary shares in the Company
Sibanye-Stillwater Annual Financial Report 2021
157
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
41. Events after reporting date
There were no events that could have a material impact on the financial results of the Group after 31 December 2021 up to
the date on which the consolidated financial statements for the year ended 31 December 2021 were authorised for issue,
other than those disclosed below.
41.1 Sandouville acquisition
On 30 July 2021, Sibanye-Stillwater announced that it had entered into an exclusive put option agreement (Put Option) with
French mining group Eramet SA (Eramet) for the acquisition of 100% of the Sandouville nickel hydrometallurgical processing
facility (Sandouville), located in Normandy, France. The Sandouville facility is situated in the industrial heart of Europe at Le
Havre, France’s second largest industrial port, with strategic access to extensive logistical infrastructure including shipping, rail
and key motorways, supporting any future supply into the European end user markets.
The transaction is the second step in the Group's battery metals strategy, building on the investment in the Keliber lithium
hydroxide project, in partnership with the State of Finland and the Finnish Minerals Group, announced in February 2021.
The Sandouville site is a polyvalent facility which is already zoned for heavy industrial purposes. The site is scaleable for nickel,
cobalt and lithium battery grade products, and will enable the Group to further advance its battery metals strategy and
recycling activities.
On 4 November 2021, following the signing of the exclusive Put Option, Sibanye-Stillwater announced that the Share Purchase
Agreement (SPA) had been signed to acquire 100% of Sandouville. The signature of the SPA followed the successful
completion of the information-consultation process with the employee representative bodies of Sandouville and Eramet, who
rendered a favourable opinion of the transaction. The transaction also received the key regulatory approvals of the South
African Reserve Bank and clearance from the French Foreign Investment Control Office. The remaining conditions in respect
of the acquisition were fulfilled on 4 February 2022, which resulted in an effective acquisition date of 4 February 2022.
Management is in the process of identifying and measuring the assets and liabilities in accordance with IFRS 3 for, amongst
others, property, plant and equipment, contingent liabilities, inventory, provisions, as well as any deferred tax implications. In
particular, management is still finalising the assessment of certain inputs and assumptions and gathering information that may
impact the identification and fair value of the net assets. The cash purchase consideration is approximately €85 million,
subject to any final post-closing adjustments.
41.2 Santa Rita and Serrote
On 26 October 2021, Sibanye-Stillwater entered into purchase and sale agreements with affiliates of funds advised by Appian
Capital Advisory LLP (Appian) to purchase 100% of the Santa Rita nickel mine (Santa Rita) and the Serrote copper mine, both
located in Brazil. The acquisition price was to be a cash consideration of US$1 billion and a 5% net smelter royalty over
potential future underground production at Santa Rita (the Atlantic Nickel SPA and the MVV SPA, respectively).
Sibanye-Stillwater was advised by Appian that, subsequent to signing the Atlantic Nickel SPA and the MVV SPA, a
geotechnical event occurred at Santa Rita. Management assessed the event and its effect and concluded that it was and
was reasonably expected to be material and adverse to the business, financial condition, results of operations, the properties,
assets, liabilities or operations of Santa Rita. Accordingly, pursuant to the terms of the Atlantic Nickel SPA, on 24 January 2022,
Sibanye-Stillwater gave notice of termination of the Atlantic Nickel SPA. As the MVV SPA was conditional on the closing of the
Atlantic Nickel SPA, which had become impossible to satisfy, on the same date Sibanye-Stillwater also gave notice of
termination of the MVV SPA. As announced by Sibanye-Stillwater on 2 March 2022, if Appian commences proceedings, the
Group will follow due course in defending any possible claims or litigation on the matter.
41.3 Rhyolite Ridge joint venture with ioneer
On 16 September 2021, Sibanye-Stillwater announced that it had reached an agreement with ioneer to establish a joint
venture company with respect to the Rhyolite Ridge lithium-boron project. Following the satisfaction of all conditions
precedent, the Group will contribute US$490 million for a 50% interest in Rhyolite Ridge. ioneer will also hold a 50% interest and
retain the operational management responsibility. Management concluded that the transaction was not effective at
31 December 2021 since a number of conditions precedent were still outstanding, joint control was not obtained and no
contractual rights or obligations were created.
41.4 Kroondal transaction
On 31 January 2022, Sibanye-Stillwater announced it had entered into an agreement with Rustenburg Platinum Mines Limited
(RPM) a subsidiary of Anglo American Platinum Limited, through its subsidiary Sibanye Rustenburg Platinum Mines Limited
(SRPM), which will result in SRPM assuming full ownership of the Kroondal operation. The Kroondal operation is subject to a
50/50 pool and share agreement (Kroondal PSA) between Kroondal Operations Proprietary Limited (a wholly-owned
subsidiary of the Group) and RPM (collectively the PSA parties).
By the end of 2020 certain shafts at the Kroondal operation had reached the boundaries of the Kroondal PSA lease area.
In order to allow the affected shafts to continue operating, with effect from January 2021, a contractor mining agreement
was agreed between the PSA Parties and SRPM, providing for the mining of SRPM from the Kroondal operations (the
“Contractor Agreement”).
Sibanye-Stillwater Annual Financial Report 2021
158
Notes to the consolidated financial statements continued
For the year ended 31 December 2021
In addition to the Contractor Agreement, SRPM and RPM have entered into a sale and purchase agreement in terms of which
SRPM will acquire RPM’s 50% interest and all associated liabilities in respect of the Kroondal PSA for a cash consideration of
R1.00 plus the assumption of RPM's portion of all associated liabilities, which include all associated closure costs and
rehabilitation liabilities. This transaction will extend the life of the Kroondal operations to 2029 and ensure significant value
creation for all stakeholders. Management is in the process of assessing the accounting impact of the transaction.
41.5 Wage agreement reached at East Boulder mine
The Group successfully ratified a new collective bargaining agreement, effective 16 February 2022 through to 31 July 2024,
with the United Steel Workers International Union (USW) at its East Boulder mine in Montana in the United States. The
agreement covers a broad range of terms including average annual wage increases of 2.5% in 2022, 3% in 2023 and 3% in
2024. In addition to the base increase in 2022, an increase to benefits and incentive has been agreed, which will result in an
effective average increase of 5.4% for 2022 if all safety and quality deliverables are fully met. This settlement amounts to an
annual average increase of 3.8% per year for the next three years, which compares favourably with US inflation rates.
41.6 SA gold operations wage dispute
On 14 January 2022, the Group announced that the Commission for Conciliation, Mediation and Arbitration (CCMA), has
issued a certificate of non-resolution in respect of the dispute conciliation process between Sibanye-Stillwater and the labour
unions, comprising AMCU, the NUM, Solidarity and UASA in respect of wage negotiations at the Group’s gold operations. This
certificate permits the unions to embark on a strike and the Group to implement a lock-out within a 12-month period from
issuance. Both parties need to give the counterparty 48 hours’ notice prior to embarking on any action.
On 4 February 2022, Sibanye-Stillwater tabled an offer to the unions, which confirmed the Group’s commitment to wage
increases, which are sustainable and in the interest of all stakeholders as well as linked to inflation. If accepted, this offer
means that category 4 to 8 employees will receive an average increase of 6% in year one, 5.7% in year two and 5.4% in year
three. Miners, artisans and officials will receive an increase of 5% in year one, two and three.
On 8 March 2022, Sibanye-Stillwater advised that it received notice from AMCU and NUM that the unions intended to embark
on a protected strike action from 9 March 2022. By the date of this report, the wage offer had been unconditionally
accepted by Solidarity and UASA. The Group continues to engage with the national leadership of AMCU and NUM in an effort
to reach a final settlement.
41.7 Verkor
During February 2022, Sibanye-Stillwater entered into a term sheet whereby the Group, through its wholly-owned subsidiary,
Sibanye Battery Metals Proprietary Limited, would invest in Verkor S.A. (Verkor) through a €25 million convertible bond. Verkor is
a French Gigafactory project aiming to enter the European battery materials market as a manufacturer of low-carbon
footprint batteries for application in electric vehicles and large-scale stationary storage markets. The Group subscribed for the
convertible bond on 22 March 2022. Management is in the process of assessing the accounting impact of the transaction.
41.8 Change in future South African corporate income tax (CIT) rate
During his budget speech on 23 February 2022, the South African Minister of Finance confirmed the change in the South
African CIT rate as announced in his February 2021 budget speech. For the financial year ended 31 December 2021, the CIT
rate applicable to Sibanye-Stillwater and its South African subsidiaries, which apply a CIT rate, was 28% and will remain at 28%
for the financial year ending 31 December 2022. For subsequent financial years the change will become effective and a 27%
CIT rate will apply.
41.9 Keliber investment
On 14 March 2022, the Group made payment for the third tranche of the initial phased equity investment in Keliber. The
subscription price amounted to €5 million for an additional 125 000 shares in Keliber, representing an approximately 30%
shareholding at the time of subscription. The Group now holds a guaranteed option to achieve the majority shareholding in
Keliber, should it wish to do so, by contributing further equity financing for the development of the project. Since the Group
obtained a substantive ability to acquire a majority shareholding in Keliber upon subscription for the third tranche share
investment, management concluded that control was obtained at the time of subscription. Management is in the process of
assessing the accounting impact of the transaction.
Sibanye-Stillwater Annual Financial Report 2021
159
Shareholder information
Registered shareholder spread at 31 December 2021
1-1,000 shares
1,001-10,000 shares
10,001-100,000 shares
100,001-1,000,000 shares
1,000,001 shares and above
Total
Number of
holders
% of total
shareholders
Number of
shares2
% of shares in
issue1,3
32,527
11,360
2,045
809
230
69.25
7,940,839
24.19
34,572,144
4.35
64,697,500
1.72
264,042,817
0.49 2,437,152,969
46,971
100.00 2,808,406,269
0.28
1.23
2.30
9.40
86.78
100.00
1 Figures may not add due to rounding
2 As of 25 March 2022, the issued share capital of Sibanye-Stillwater consisted of 2,829,789,481 ordinary shares
3 To our knowledge: (1) Sibanye-Stillwater is not directly or indirectly owned or controlled (a) by another entity or (b) by any foreign government; and
(2) there are no arrangements the operation of which may at a subsequent date result in a change in control of Sibanye-Stillwater. To the
knowledge of Sibanye-Stillwater’s management, there is no controlling shareholder of Sibanye-Stillwater
Public and non-public shareholdings at 31 December 2021
Shareholder type
Non-public shareholders
Directors and associates
Prescribed Officers and associates
Share trust
Government Employees Pension Fund (PIC)1
Public shareholders
Total
Number of
holders
% of total
shareholders
28
11
5
1
11
0.06
0.02
0.01
0.00
0.02
Number of
shares
529,137,455
9,777,728
1,996,905
19,233,755
498,129,067
46,943
46,971
99.94
2,279,268,814
100.00
2,808,406,269
% of shares
in issue
18.84
0.35
0.07
0.68
17.74
81.16
100.00
1 This is the aggregate shareholding for the Government Employees Pension Fund the majority of which is managed by the Public Investment
Corporation (PIC)
Foreign custodians above 5% at 31 December 2021
Bank of New York Depositary Receipts
JPMorgan Chase Bank
CitiBank
Number of
shares
% of shares in
issue
395,607,358
197,218,007
150,063,738
14.09
7.02
5.34
Sibanye-Stillwater Annual Financial Report 2021
160
Shareholder information continued
Beneficial shareholder categories at 31 December 2021
Other Managed Funds
Unit Trusts/Mutual Fund
Pension Funds
Private Investor
American Depository Receipts
Custodians
Insurance Companies
Exchange-Traded Fund
Trading Position
Sovereign Wealth
Medical Aid Scheme
Hedge Fund
University
Charity
Stock Brokers
Investment Trust
Local Authority
Corporate Holding
ESG
Foreign Government
Black Economic Empowerment
Total
Number of
holders
% of
shareholders
Number of
shares
% of shares in
issue
44,834
95.44
46,918,073
700
464
463
98
98
56
55
41
34
34
25
22
14
8
6
6
4
4
4
1
1.49
0.99
0.99
0.21
0.21
0.12
0.12
0.09
0.07
0.07
0.05
0.05
0.03
0.02
0.01
0.01
0.01
0.01
0.01
0.00
747,659,363
737,823,145
112,805,155
395,607,358
85,694,332
74,333,247
70,626,089
160,445,985
211,163,144
6,887,805
15,332,075
4,282,771
1,255,124
2,162,683
34,331,458
3,900,341
95,067,743
1,459,652
548,591
102,135
1.67
26.62
26.27
4.02
14.09
3.05
2.65
2.51
5.71
7.52
0.25
0.55
0.15
0.04
0.08
1.22
0.14
3.39
0.05
0.02
0.00
46,971
100.00 2,808,406,269
100.00
Sibanye-Stillwater Annual Financial Report 2021
161
Shareholder information continued
The tables below show the change in the percentage ownership of Sibanye-Stillwater’s major shareholders, to the knowledge of
Sibanye- Stillwater’s management, between 2019 and 2021.
Investment management shareholdings more than 5% at 31 December1
Beneficial shareholding
Government Employees Pension Fund (PIC)2
Allan Gray Proprietary Limited
BlackRock Inc
Ninety One plc3
Exor Capital LLP
2021
2020
2019
Number of shares
% of
shares
in issue Number of shares
% of
shares
in issue Number of shares
% of
shares
in issue
422,136,705
15.03
336,133,667
11.50
244,814,334
167,557,050
150,428,228
48,777,512
—
5.97
5.36
1.74
0.00
114,906,710
195,153,251
112,240,906
69,604,441
3.93
6.67
3.84
2.38
29,366,475
95,256,378
158,890,234
176,159,937
9.17
1.10
3.57
5.95
6.60
1 A list of the investment managers holding, to the knowledge of Sibanye-Stillwater’s management, directly or indirectly, 5% or more of the issued
share capital of Sibanye-Stillwater as of 25 March 2022 is set forth below:
Government Employees Pension Fund (PIC)2
Allan Gray Proprietary Limited
Number of
shares
% of
shares
in issue
424,044,879
14.99
161,399,019
5.70
2 This represents funds managed by the PIC as an investment fund manager, which holds the majority of its shares in the Government Employees
Pension Fund
3 Investec Asset Management changed its name to Ninety One Plc during March 2020
Beneficial shareholdings more than 5% at 31 December1
2021
2020
2019
Number of shares
% Number of shares
% Number of shares
%
Gold One South Africa SPV (RF) Proprietary Limited
81,331,203
2.90
148,390,135
5.08
448,891,942 16.81
Government Employees Pension Fund (PIC)2
498,129,067 17.72
400,925,568 13.71
270,816,493 10.14
1 A list of the individuals and organisations holding, to the knowledge of Sibanye-Stillwater’s management, directly or indirectly, 5% or more of the
issued share capital of Sibanye-Stillwater as of 25 March 2022 is set forth below:
Government Employees Pension Fund (PIC)2
Number of
shares
% of shares
in issue
499,529,665
17.65
2 This is the aggregate shareholding for the Government Employees Pension Fund the majority of which is managed by the Public Investment
Corporation (PIC)
Sibanye-Stillwater’s ordinary shares are subject to dilution as a result of any non-pre-emptive share issuance, including upon the
exercise of Sibanye-Stillwater’s outstanding share options, issues of shares by the Board in compliance with B-BBEE legislation or in
connection with acquisitions.
The principal non-United States trading market for the ordinary shares of Sibanye-Stillwater is the JSE Limited, on which they trade
under the symbol “SSW”. Sibanye-Stillwater’s American depositary shares (ADSs) trade in the United States on the NYSE under the
symbol “SBSW”. The ADRs representing the ADSs were issued by the Bank of New York Mellon (BNYM) as Depositary. Each ADS
represents four ordinary shares.
No public takeover offers by third parties have been made in respect of Sibanye-Stillwater’s shares or by Sibanye-Stillwater in
respect of other companies’ shares during the last and current fiscal year.
Sibanye-Stillwater Annual Financial Report 2021
162
Administration and corporate information
SIBANYE STILLWATER LIMITED
(SIBANYE-STILLWATER)
Incorporated in the Republic of South Africa
Registration number 2014/243852/06
Share code: SSW and SBSW
Issuer code: SSW
ISIN: ZAE000259701
LISTINGS
JSE: SSW
NYSE: SBSW
WEBSITE
www.sibanyestillwater.com
REGISTERED AND CORPORATE OFFICE
Constantia Office Park
Bridgeview House, Building 11, Ground floor,
Cnr 14th Avenue & Hendrik Potgieter Road
Weltevreden Park 1709
South Africa
Private Bag X5
Westonaria 1780
South Africa
Tel: +27 11 278 9600
Fax: +27 11 278 9863
COMPANY SECRETARY
Lerato Matlosa
Email: lerato.matlosa@sibanyestillwater.com
DIRECTORS
Dr Vincent Maphai* (Chairman)
Neal Froneman (CEO)
Charl Keyter (CFO)
Dr Elaine Dorward-King*
Harry Kenyon-Slaney*
Jeremiah Vilakazi*
Keith Rayner*
Nkosemntu Nika*
Richard Menell*^
Savannah Danson*
Susan van der Merwe*
Timothy Cumming*
Sindiswa Zilwa*#
* Independent non-executive
^ Lead independent director
# Appointed 1 January 2021
INVESTOR ENQUIRIES
James Wellsted
Executive Vice President: Investor Relations and Corporate
Affairs
Mobile: +27 83 453 4014
Email: james.wellsted@sibanyestillwater.com
or ir@sibanyestillwater.com
JSE SPONSOR
JP Morgan Equities South Africa Proprietary Limited
Registration number 1995/011815/07
1 Fricker Road
Illovo
Johannesburg 2196
South Africa
Private Bag X9936
Sandton 2146
South Africa
AUDITORS
Ernst & Young Inc. (EY)
102 Rivonia Road
Sandton 2196
South Africa
Private Bag X14
Sandton 2146
South Africa
Tel: +27 11 772 3000
AMERICAN DEPOSITARY RECEIPTS
TRANSFER AGENT
BNY Mellon Shareowner Services
PO Box 358516
Pittsburgh
PA 15252-8516
US toll free: +1 888 269 2377
Tel: +1 201 680 6825
Email: shrrelations@bnymellon.com
Tatyana Vesselovskaya
Relationship Manager
BNY Mellon
Depositary Receipts
Direct line: +1 212 815 2867
Mobile: +1 203 609 5159
Fax: +1 212 571 3050
Email: tatyana.vesselovskaya@bnymellon.com
TRANSFER SECRETARIES SOUTH AFRICA
Computershare Investor Services Proprietary Limited
Rosebank Towers
15 Biermann Avenue
Rosebank 2196
PO Box 61051
Marshalltown 2107
South Africa
Tel: +27 11 370 5000
Fax: +27 11 688 5248
Sibanye-Stillwater Annual Financial Report 2021
163
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