AECI Limited - Notifications: Manifest Error, Sustainability Compliance Certificate & Sustainability Margin Adjustment Event

(AECI or the Issuer)

NOTIFICATION OF A DELAY IN CORRECTING THE MAINFEST ERROR, DELAY OF THE AVAILABILITY OF THE SUSTAINABILITY COMPLIANCE CERTIFICATE AND A SUSTAINABILITY MARGIN ADJUSTMENT EVENT

This notice is delivered by the Issuer (this Notice) to each holder (the Noteholder) of ZAR535,000,000 senior unsecured floating rate notes due 11 September 2026 (AECI05) (the AECI05 Notes) and ZAR465,000,000 senior unsecured floating rate notes due 11 September 2028 (AECI06) (the AECI06 Notes, together referred to as   the Notes, issued under the Issuer's ZAR5,000,000,000 Domestic Medium Term Note Programme (the Programme) pursuant to the section headed "Terms and Conditions of the Notes" (the Terms and Conditions) in the programme memorandum dated 4 September 2023, as amended and restated from time to time (the Programme Memorandum), in accordance with Condition 20 (Notices) of the Terms and Conditions read with each of the applicable pricing supplements in respect of the Notes (the Applicable Pricing Supplements) for purposes of giving notice to the Noteholders of (i) the correction of the manifest error, (ii) delay of the availability of Sustainability Compliance Certificate, and (iii) a Sustainability Margin Adjustment Event (each term as defined in the Applicable Pricing Supplements).

Capitalised terms used herein which are not otherwise defined shall bear the meaning ascribed thereto in the Terms and Conditions and/or the Applicable Pricing Supplements.

1. Notice

The Issuer hereby gives notice to each Noteholder that:

1.1                    Notification of a delay in correcting the manifest error

due to a delay in the audit of denominator of the baseline's for KPI 1 (Reduction in effluent discharge intensity) and KPI 2 (Reduction in carbon intensity) for which a manifest error was identified and announced on 14 December 2023, the recalibration for the applicable Sustainability Performance Targets (SPTs) has been delayed. An audited denominator for the baseline's of KPI 1 (Reduction in effluent discharge intensity) and KPI 2 (Reduction in carbon intensity) is critical to ensuring the accuracy of the recalibration for the SPTs. This delay has in turn resulted in the delay of the availability of the amended and restated Applicable Pricing Supplements for the Notes, updated Sustainability Linked Finance Framework and updated Second Party Opinion. The Issuer intends on making the above-mentioned updated documents available for publication on or about 4 June 2024;

1.2                    Notification of a delay of the availability of the Sustainability Compliance Certificate

the release of the Sustainability Compliance Certificate has been delayed and will not be available by the Sustainability Compliance Certificate Delivery Due Date as required under paragraph 1.9 of Appendix 1, of the Applicable Pricing Supplements for each Note. The delay is attributed to the reasons set out in paragraph 1.1 above. The Issuer intends on making the Sustainability Compliance Certificate available for publication on or about 4 June 2024; and

1.3                    Notification of a Sustainability Margin Adjustment Event

the Issuer was unable to deliver the Sustainability Compliance Certificate accompanied by the Sustainability Assurance Report by the applicable Sustainability Compliance Certificate Delivery Date.

Accordingly, the Initial Margin in relation to Target Observation Period 1 will be increased by 5 basis points for the Interest Period commencing after the Sustainability Compliance Certificate Delivery Date, being 11 June 2024, and the new applicable Margin for the Notes are as follows:

Bond code: AECI05

ISIN: ZAG000199258

Margin: 3 Month ZAR-JIBAR plus 144 basis points

Bond code: AECI06

ISIN: ZAG000199266

Margin: 3 Month ZAR-JIBAR plus 155 basis points

3 May 2024

Debt sponsor

Rand Merchant Bank (a division of FirstRand Bank Limited)