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 FrameworkGlobal 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. Sibanye-Stillwater Annual Financial Report 2021 7 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 8 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 9 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$1,260/oz. Sibanye-Stillwater Annual Financial Report 2021 10 Management’s discussion and analysis of the financial statements continued Palladium 2019 2020 2021 2022 (through 31 March 2022) 1Rounded to the nearest US dollar 2Metal price sourced from IRESS US$/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 11 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. Sibanye-Stillwater Annual Financial Report 2021 12 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