FREE WRITING PROSPECTUS

Filed Pursuant to Rule 433

Registration Statement No. 333-21 7339

Acquisition of Stillwater Mining Company Creating a Premier, Global Precious Metals Miner December 2016 1

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Disclaimer Additional Information and Where to Find It This presentation does not constitute the solicitation of any vote, proxy or approval. In connection with the proposed transaction, Sibanye Gold (“Sibanye”) intends to post to its shareholders a JSE Limited (“JSE”) Category 1 circular subject to the approval of the circular by the JSE and Stillwater Mining Company (“Stillwater”) intends to file with the Securities and Exchange Commission (the “SEC”) relevant materials, including a proxy statement. The JSE Category 1 circular and other relevant documents will be sent or otherwise disseminated to Sibanye’s shareholders and will contain important information about the proposed transaction and related matters. SHAREHOLDERS OF SIBANYE ARE ADVISED TO READ THE JSE CATEGORY 1 CIRUCLAR AND OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. The proxy statement and other relevant documents will be sent or otherwise disseminated to Stillwater’s shareholders and will contain important information about the proposed transaction and related matters. SHAREHOLDERS OF STILLWATER ARE ADVISED TO READ THE PROXY STATEMENT AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. When available, Sibanye shareholders may obtain free copies of the JSE Category 1 circular by going to Sibanye’s website at www.sibanyegold.co.za. The proxy statement and other relevant documents may also be obtained, free of charge, on the SEC's website (http://www.sec.gov), when available. Stillwater shareholders may obtain free copies of the proxy statement once it is available from Stillwater by going to Stillwater’s website at www.stillwatermining.com. Participants in the Solicitation Sibanye, Stillwater and their respective directors and officers may be deemed participants in the solicitation of proxies of Sibanye’s and Stillwater’s respective shareholders in connection with the proposed transaction. Sibanye’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Sibanye in Sibanye’s Annual Report on Form 20-F, for the fiscal year ended December 31, 2015, which was filed with the SEC on March 21, 2016. Stillwater’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Stillwater in Stillwater’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015, which was filed with the SEC on February 22, 2016. Additional information regarding the interests of participants in the solicitation of proxies in connection with the proposed transaction will be included in the proxy statement that Stillwater intends to file with the SEC. No Offer or Solicitation This presentation is for informational purposes only and does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. Any securities referred to herein have not been, and will not be, registered under the U.S. Securities Act of 1933 and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements. Forward Looking Statements This presentation includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “target”, “will”, “forecast”, “expect”, “potential”, “intend”, “estimate”, “anticipate”, “can” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. In this presentation, for example, statements related to expected timings of the transactions (including completion), potential transaction benefits (including financial re-ratings), pricing expectations, levels of output, supply and demand, information related to the Blitz Project, and estimations or expectations of enterprise value, EBTIDA and net asset values, are forward-looking statements. The forward-looking statements set out in this presentation involve a number of known and unknown risks, uncertainties and other factors, many of which are difficult to predict and generally beyond the control of Sibanye and Stillwater, that could cause Sibanye’s or Stillwater’s actual results and outcomes to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. Such risks, uncertainties and other factors include, without limitation: Sibanye’s or Stillwater’s ability to complete the proposed transaction; the inability to complete the proposed transaction due failure to obtain approval of the shareholders of Sibanye or Stillwater or other conditions in the Merger Agreement; Sibanye’s ability to successfully integrate the acquired assets with its existing operations; Sibanye’s ability to achieve anticipated efficiencies and other cost savings in connection with the transaction; Sibanye’s ability to implement its strategy and any changes thereto; Sibanye’s future financial position, plans, strategies, objectives, capital expenditures, projected costs and anticipated cost savings and financing plans; changes in the market price of gold, platinum group metals (“PGMs”) and/or uranium. These forward-looking statements speak only as of the date of this presentation. Neither Sibanye nor Stillwater undertake any obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this presentation or to reflect the occurrence of unanticipated events. 2

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Strategic recap

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Our core purpose SIBANYE’S MINING IMPROVES LIVES SIBANYE’S MINING IMPROVES LIVES

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Our vision SUPERIOR VALUE CREATION FOR ALL OUR STAKEHOLDERS Through mining our multi-commodity resources in a safe and healthy environment Sibanye cares 5

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Industry leading relative dividend yield Current dividend yield (last twelve months (LTM) dividends paid) 1 Source: Factset and company filings. Market data as of 8 December 2016 Note: 1. Dividend yield calculated using actual dividend paid and average share price for the period, since public listing Cumulative R3.5bn (US$298m) dividends since listing – 35% of listing value in 3.5 years 6 6.2% 5.2% 1.7% 1.7% 0.9% 0.9% 0.9% 0.9% 0.7% 0.5% 0.5% 0.4% Sibanye Sibanye Avg. since IPO Gold Fields Harmony Acacia Gold Corp Randgold Agnico-Eagle Yamana Barrick Newcrest Newmont

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Value creation focus Continue to drive operational excellence on existing asset base A proven operating model Robust cash flow Strong balance sheet Investing in organic growth R3.6bn approved in mid-2015 for organic growth projects in the Gold Division Growth through value accretive transactions – PGM sector a logical step Aquarius acquisition (2016) Rustenburg acquisition (2016) Stillwater acquisition (2017) Utilising operational excellence to drive cash flow in complementary Gold-PGM platform 7

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Expanding PGM platform at attractive point in cycle Source: HSBC research - size of bubble represents resource size Rustenburg transaction: structured to minimise risk Relatively low capital outlay upfront Downside protection until 2019 Future payments ring-fenced to assets – upside and downside risk sharing Aquarius transaction more commercial, but at favourable point in cycle Realisation of operational and cost synergies to unlock future value Historic South Africa PGM transactions Low cost, material PGM acquisitions 8 Implats: Avmin Two Rivers AngloPlat: Union BEE Implats: Marula AQP Bid for Booysendal Eastplats: Heibei Lonmin: Southern Platinum Bokoni: Amplats Northam BEE: Zambezi Lonmin: Afriore Northam: Booysendal Aquarius: Sibanye Sibanye: Rustenburg 0 2 4 6 8 10 12 14 16 18 20 0 100 200 300 400 500 600 700 (Deal Value: US$/Resource oz) (Deal Value US$ in Millions)

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Track record of strong integration to drive value accretion Aquarius integration concluded - production excellence maintained Rustenburg transaction closed as of 1 November 2016 Positive interaction with management, employees and community Workforce motivated and enthused about new opportunities Production back to planned levels after difficult first 9 months Operational review and assessment ongoing – detailed feedback to be provided in 2017 Kroondal quarterly 4E ounce production Source: Company data Proven success at identifying and integrating value upside post-acquisition 9 70,000 80,000 90,000 100,000 110,000 120,000 130,000 Mar-12 Jun-12 Sep-12 Dec-12 Mar-13 Jun-13 Sep-13 Dec-13 Mar-14 Jun-14 Sep-14 Dec-14 Mar-15 Jun-15 Sep-15 Dec-15 Mar-16 Jun-16 Sep-16 oz (4E)

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Our PGM view is positive over the long-term Despite near-term headwinds, long-term fundamentals remain robust Source: Johnson Matthey, WPIC, broker consensus estimates Note: 1. Price forecasts in real terms Platinum: net market balance (koz) vs. price¹ Palladium: net market balance (koz) vs. price¹ Despite recent conservative outlooks, we believe the PGM market fundamentals remain robust SA supply expected to regress from 2020E onwards Industry-wide capex and production cuts already enforced SA platinum supply unlikely to return to pre Global financial crisis levels, when it peaked at 5.3moz in 2007 Historically significant secondary supply growth being eroded by prevailing commodity prices A material near term secondary supply recovery is not anticipated Auto sales volumes continue to rise even in diesel markets Deficit drawdowns and working capital cycle underpin a return to sustainable basket prices over the medium term Despite a weaker platinum outlook compared to palladium above ground stocks should normalize by 2018 We remain fundamentally bullish with palladium set for material deficits and platinum following suit 10 0 500 1,000 1,500 2,000 -3,000 -2,500 -2,000 -1,500 -1,000 -500 0 500 1,000 1,500 2007A 2012A 2017E 2022E Surplus / (Deficit) Ex-ETF market balance Pt Price (US $ / oz) (rhs) 0 100 200 300 400 500 600 700 800 900 -2,500 -2,000 -1,500 -1,000 -500 0 500 1,000 1,500 2,000 2,500 2007A 2012A 2017E 2022E Surplus / Deficit (koz) Ex-ETF market balance Pall Price (US $ / oz) (rhs)

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Transaction overview

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Transaction summary Consideration $18.00 per share in cash, or $2.2bn for all outstanding common stock of Stillwater 23% premium to prior day close; 20% premium to 20-day VWAP as of 8 December Financing: $2.7bn bridge financing from Citi and HSBC Conditions precedent for the Transaction Sibanye shareholder approval Majority of votes cast to approve the acquisition of Stillwater 75% of votes cast to approve the issuance of new shares for contemplated rights issue Stillwater shareholder approval (majority of votes outstanding) Customary South African and U.S. regulatory approvals No material adverse change Sibanye shareholder support Gold One and the PIC have indicated support for the Transaction Deal protection Stillwater subject to non-solicitation covenants with customary “fiduciary out” exemptions A right in favour of Sibanye to match any superior proposal A termination fee of 0.75% of Stillwater equity value A reciprocal termination fee of 1.50% of Stillwater equity value to Stillwater Source: Factset as of 8 December 2016 The Transaction has received strong initial Sibanye shareholder support 12

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Expected transaction timeline Transaction timeline 9 December 2016: Transaction announcement Conditions precedent satisfied, or waived, including regulatory approvals Proxy / circular dispatched to Sibanye and Stillwater shareholders Sibanye and Stillwater shareholder meetings held to approve transaction1 Transaction closing Rights offering executed Debt offerings executed 1HY 2017 Post-Closing Expected closing in Q2 2017 following customary regulatory and stakeholder approvals Note: 1. For Sibanye, Transaction conditional on approval of the acquisition and the rights issue 13

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Stillwater’s tier 1 assets

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Portfolio of low cost assets with growth potential Stillwater Mining Company Headquarters: Colorado, USA Employees: c.1,400 Trading: NYSE (SWC) 2015 Revenue: $726m 2015 Operating cash flow: $110m Source: Company filings Notes: Based on Stillwater guidance and approximate production split year to date Non-GAAP, please refer to appendix for definition Total cash costs per PGM mined ounce, net of by-product and recycling credits $75-95m to be spent to 1st production ($101m spent to date as of Q3 2016) Operating Recycling Growth opportunities Stillwater Mine (Montana, USA) 2016 2E PGM production: 330 koz1 9m 2016 PGM cash cost2: $428/oz3 2E PGM reserves: 8.8 moz @19.7 g/t Est. mine life: 25+ years East Boulder Mine (Montana, USA) 2016 2E PGM production: 210 koz1 9m 2016 PGM cash cost2: $441/oz3 2E PGM reserves: 11.1 moz @13.4 g/t Est. mine life: 25+ years Blitz Project Estimated first production: early 2018 Steady state production by 2021 2E PGM production: 270-330 koz Total capital: c. $250m Remaining capital: c. $150m4 Est. mine life: 35+ years Smelter and base metals refinery Recycling facility for: Ceramic automotive catalysts Petroleum catalysts Industrial PGM catalysts Other PGM-containing materials East Boulder Project PFS ongoing for a 150-200 koz mine Provides further regional optionality Altar Project Copper-gold project in Argentina Marathon Project PGM-copper project in Canada 2015 recycling volumes fed: 551 koz (Pt, Pd, Rh) 15 A tier one PGM producer

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Stillwater Mine 90 89 212 310 191 89 Livingston Big Timber McLeod NYE Fishtail Red Lodge Absarokee Columbus Laurel Billings Sweet Grass Park Carbon Big Horn Boulder River Yellowstone River Yellowstone River E. Boulder River Stillwater River Bear Tooth Mountain Range 298 420 419 78 72 Yellowstone East Boulder Mine 87 Metallurgical Complex, Recycling Facilities Stillwater Mine Significant untapped resources along strike of orebody Geographic location Stillwater River Significant expansion opportunity with 45km orebody strike Source: Company filings 16

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Metallurgical complex overview Geographic location Quarterly recycling volumes (PGM recycled ounces fed) 90 89 212 310 191 89 Livingston Big Timber McLeod NYE Fishtail Red Lodge Absarokee Columbus Laurel Billings Sweet Grass Stillwater Park Carbon Big Horn Boulder River Yellowstone River Yellowstone River E. Boulder River Stillwater River Bear Tooth Mountain Range 298 420 419 78 72 Yellowstone East Boulder Mine 87 Metallurgical Complex, Recycling Facilities Stillwater River Recycling facility overview: expansion potential Smelter and base metal refinery located in Montana Processes mined and recycled materials Provides unique insight into secondary market Becoming fully integrated mine-to-market Includes processing & sampling facility with assay lab Expansion potential with modest additional capital Mining PGM Recycling Smelter Base Metal Refinery 99.95% Purity Sponge Precious Metal Refinery Converter Matte Granulated and Transferred to Refinery By-products NI & CU Removed, Creating PGM-rich Filter Cake Marketed and Sold to Customers Third Party – Johnson Matthey Process flow Advanced PGM recycling operations Produces palladium, platinum and rhodium Record 175k PGM1 recycled ounces fed in Q3 2016 Since 2009, recycling volumes have grown consistently Source: Company filings Note: Platinum + Palladium + Rhodium Stillwater Mine Creating a mine-to-market business Providing insight into the secondary market 17 116,000 108,700 151,000 161,000 130,000 154,000 169,000 175,000 Q4 2014 Q1 2015 Q2 2015 Q3 2015 Q4 2015 Q1 2016 Q2 2016 Q3 2016

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Transaction rationale

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Strong transaction rationale Expected to enhance Sibanye’s asset base and create a globally competitive South African mining champion by: Adding two low-cost, low-risk, steady state producing PGM mines to its portfolio Expanding its portfolio with high-grade reserves that support over 25 years of mine life Providing near term, organic and low-cost growth through the Blitz Project Providing significant upside and growth potential through extensive regional resources Creating a mine-to-market PGM business with a metallurgical processing complex Significant PGM recycling business provides a steady margin and strategic insight into the market Further operational optimisation potential through transfer of “best practices” Positions Sibanye as a premier global gold and PGM mining company 19

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Strong transaction rationale cont. Expected to position Sibanye for potential valuation re-rating by: Being value accretive, per detailed management due diligence Balancing its portfolio operationally and geographically with the addition of a world class operation in an attractive mining jurisdiction Positioning its Platinum Division further down the global cost curve, with potential for further cost reductions Enhancing its cash flow generation to sustain its industry-leading dividend Improving its access to lower-cost global financing Enhancing the investment case 20

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Building a premier global gold and PGM mining company 2015A Palladium Production (moz) 2015A 4E Production1 (moz) Source: Company filings Notes: Platinum, palladium, rhodium and gold (together referred to as 3E+Au or 4E). Stillwater data on a 2E basis Exclusive of Rustenburg Mine Includes PGM by-products only Rustenburg + Aquarius + Stillwater. Rustenburg as publicly disclosed in December 2015; Aquarius Platinum as publicly disclosed in June 2015 and depleted based on actual production to reach December 2015 figures Pro forma for Rustenburg and Aquarius acquisitions Excludes Gold division Prill split assumed to be same as 9m’16 for Stillwater’s current mining operations 2015A Gold Production (moz) Includes Blitz at full ramp-up by 2021/22 (270-330koz 2E)7 By-product only By-product only By-product only Sibanye PGM Division Ranking Sibanye Gold Division Ranking 5, 6 5 Positioned globally as a top 5 PGM producer and top 10 gold producer 21 0.3 0.4 1.1 1.2 1.7 2.2 3.3 3.6 2.0 RBPlats Northam Sibanye (pre-transaction) Lonmin Sibanye (Pro Forma) ? Impala Norilsk ³ Amplats ² 0.1 0.1 0.4 0.4 0.8 0.8 1.3 2.7 1.0 RBPlats Northam Lonmin Sibanye (pre-transaction) Impala Sibanye (Pro Forma) ? Amplats ² Norilsk ³ 6.1 5.0 4.0 3.5 2.6 2.4 2.1 1.8 1.7 1.5 Barrick Newmont AngloGold Gold Corp Kinross Newcrest Gold Fields Polyus Agnico-Eagle Sibanye

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Stillwater assets high-grade and long-life Source: Company filings. LoM as stated in company annual reports PGM Assets by Reserve Grade and LoM (based on published reserves) East Boulder Stillwater Mine Rustenburg Mimosa Blitz Kroondal Stillwater’s portfolio is long-life and significantly higher grade than other major players Other PGM Assets include: Amandelbult Section Bafokeng-Rasimone Bokoni Impala Marikana Modikwa Mogalakwena Pilanesberg Two Rivers Union Section Zimplats Zondereinde Blitz mine life expected to extend to 35+ years as further drilling expands current reserves Sibanye PGM mines Stillwater PGM mines 22 0 10 20 30 40 50 60 0 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 LoM years (as defined by reserves) Grade g/t 4E

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Quality growth and sustainability Expected Gold and PGM LoM production plan (next 20 years) Source: Company guidance ounces Gold Fields plan Complementary gold and PGM production profiles 23 0 500,000 1,000,000 1,500,000 2,000,000 2,500,000 3,000,000 3,500,000 4,000,000 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 Sibanye, Gold Rustenburg + Aquarius, PGM Stillwater ex. Blitz, PGM Blitz first 5 years, PGM Blitz ramped up, PGM Gold Fields plan, Gold

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Cost reduction drivers; No exchange rate benefits Increased mechanisation Further infrastructure development Improved safety and productivity Staffing reorganization Supplier negotiations Low-cost assets Stillwater All-in-Sustaining costs (“AISC”)1 and realised prices ($/oz) c.25% AISC improvement Mid-to-high $500’s/oz AISC margin improving Source: Company filings Note: 1. Non-GAAP financial measure, please refer to appendix for definition (after Blitz ramp-up) Track record of continuous operating efficiency in-line with Sibanye’s culture of cost management 24 500 550 600 650 700 750 800 850 900 950 1,000 Q3 2014 Q4 2014 Q1 2015 Q2 2015 Q3 2015 Q4 2015 Q1 2016 Q2 2016 Q3 2016 Mid-term target AISC Realised basket price (Pt/Pd)

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Moving Sibanye Platinum down the cost curve Source: Nedbank Research, Company filings Global PGM Cash cost + Capex curve (CY16E - At spot) Pro-forma Moves Sibanye down the PGM cost curve Further benefits from realisation of synergies between Rustenburg and Kroondal Stillwater’s low-cost position expected to drive through-the-cycle cash flows 25 0 500 1,000 1,500 2,000 2,500 3,000 3,500 4,000 4,500 5,000 5,500 6,000 6,500 7,000 7,500 8,000 8,500 - 250 500 750 1,000 1,250 1,500 1,750 2,000 - 250 500 750 1,000 1,250 1,500 1,750 2,000 Cumulative Semi - Annual Production (koz) Cash Cost and Basket Price (US$/oz) Other Assets Stillwater Sibanye Spot PGM Basket Price Stillwater Mine Platinum Mile Mine East Boulder Mine Two Rivers (ARM / IMP) Sylvania Dumps (SLP) Mogalakwena (AMS) Mototolo (GLEN / AMS) Zimplats (IMP) BRPM (RBP) Kroondal Mimosa Modikwa (ARM / AMS) Marikana (LMI) Marula (IMP) Amandelbult Section (AMS) Bokoni (ATL) Rustenburg Section Booysendal (NHM) Pandora (LMI / AMS) Zondereinde (NHM) Unki (AMS) Union Section (AMS) Impala Mine (IMP) Twickenham (AMS) Maseve (PTM)

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Strong culture fit Employees and safety Focus on proactive safety and health systems to reduce loss and promote improvement Environmental excellence State-of-the-art systems and treatment facilities Strive to exceed environmental standards Signatory to a voluntary Good Neighbour Agreement with local community Community engagement Sustained investment into local communities through donations to several local foundations Provide access to higher education through scholarships Sibanye Stillwater Shared focus on stakeholder engagement and responsibility 26

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Value analysis and financing plan

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NAV accretive Broker target share price for Stillwater vs. Offer price Offer Price Average Sibanye diligence suggests NAV opportunity beyond the average broker target price Source: Broker research, FactSet, Bloomberg Note: 1. Includes growth projects and assumes sustained operational efficiencies ¹ 28 17.20 16.00 21.00 18.00 19.25 14.00 17.00 $18.00 $ 17.49 Nedbank 23-Nov-16 JPM 07-Nov-16 FBR 02-Nov-16 BMO 28-Oct-16 BoAML 28-Oct-16 GS 28-Oct-16 RBC 28-Oct-16 Management NAVPS Estimate¹ Target price ($/sh) Offer price ($/sh) Target price avg. ($/sh)

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Accretive transaction at favourable point in cycle The Transaction is expected to be accretive to cash flow per share as the Blitz Project ramps up Blitz Project under development, ramping up to expected steady state production of 270,000oz – 330,000oz by 2021 / 2022 Increase in low cost production from Blitz and reduced project capital is expected to drive total Stillwater AISC lower Together with Sibanye’s constructive Palladium and Platinum price outlook, is expected to drive higher positive cash flow Source: Company filings Note: Production profile, SWM and EB held at current production and company guidance on Blitz used to extrapolate to full production in 2022 Transaction meets Sibanye’s internal hurdles to deliver value to shareholders Forecast Actual Stillwater Mine East Boulder Mine Blitz Project 29 Stillwater Mined Production (2E oz) 0 200,000 400,000 600,000 800,000 1,000,000 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2E oz

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Include Royal Bafokeng, Northam, Amplats, Impala Include Agnico-Eagle, Newcrest, Newmont, Goldcorp, Barrick, Yamana and Kinross Positions Sibanye shareholders for a potential re-rating Source: Factset and Broker research. Market data as of 8 December 2016 Notes: 2015 Production for Stillwater (2E), Rustenburg (4E) and Aquarius (4E) Non-GAAP financial measure, please refer to appendix for definition Based on mean of select broker research Price / NAV2 (peer mean shown) 4 5 3 EV / 2017E EBITDA2 (peer mean shown) 4 5 3 Potential upside to current valuation multiples Other geographically diversified precious metals companies currently trade at premiums to pure play South African gold peers PGM producers trade at premium to gold producers in South Africa Sibanye Pro forma 4E production by geography1 30 31% 69% USA Southern Africa

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Acquisition funding with equity raise Sibanye’s will have concluded c.$2.8bn of acquisitions (including Stillwater) in relation to its PGM strategy since 2015 – all cash funded Acquired Aquarius Platinum for $294m (2016) Acquired Rustenburg Operations for $326m (2016) Announced acquisition of Stillwater for $2.2bn (2017) A $750m rights offering would represent c.25% of the total capital committed to the PGM strategy Sibanye intends to maintain prudent balance sheet to support its industry-leading dividend policy Important to maintain a credit rating which allows for efficient cost of funding and market access Transaction consideration funded by: $2.7bn bridge financing from Citi and HSBC to fund the transaction consideration and repayment of Stillwater debt Permanent financing structure: $0.3bn from existing Stillwater cash balance Capital market transaction post-closing At least $0.75bn via rights issue New credit facilities and bonds Target 2017 leverage below 1.5x EBITDA1 Balanced acquisition funding plan preserves future flexibility 31 Note: 1. Non-GAAP financial measure, please refer to appendix for definition

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Rights offering supports capital structure flexibility Net Debt1 / Last twelve months (LTM) EBITDA1 Source: Company filings, FactSet Note: Yamana, Goldcorp, Barrick, Newmont, Kinross, Agnico-Eagle, Acacia and Randgold LTM as of 30 September 2016. AngloGold, Newcrest, Gold Fields, Sibanye and Harmony LTM as of 30 June 2016 Non-GAAP financial measure, please refer to appendix for definition Pro forma debt excludes Burnstone debt and cash as well as fees and expenses related to the Transaction. Sibanye EBITDA annualised for the year ended 30 June 2016 and Pro forma for full year Rustenburg contribution Excludes Burnstone debt and cash Funding plan focused on reaching net leverage targets of <1.5x by YE 2017 and <1.0x thereafter 32 2 2 3 ~2.9x 2.3x 2.1x ~2.0x 1.9x 1.6x 1.6x 1.5x <1.5x 1.1x <1.0x 0.9x 0.5x 0.5x 0.3x NM NM Sibanye Pro Forma w/o Rights Offering Yamana Goldcorp Sibanye Pro Forma with $750m Rights Offering AngloGold Newcrest Gold Fields Barrick Sibanye YE 2017 Target Newmont Sibanye Long-Term Target Kinross Agnico-Eagle Sibanye Harmony Acacia Randgold

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Conclusion

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Key takeaways Transaction complements Sibanye’s strategic vision of creating a premier global gold and PGM mining company Enhances the asset base - becoming a globally competitive South African mining champion Being value accretive, per detailed management due diligence Sibanye well positioned to take advantage of the long-term PGM market fundamentals Appropriately/well priced for current stage in the commodity cycle Financing structured to: Ensure ability to maintain industry leading dividend Provide access to low cost, global financing Positions Sibanye for a potential valuation re-rating 34

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Conclusion “We believe that this is a transformative transaction at a positive time in the cycle. With world-class operating assets and resource base, we are creating a cash-generative, globally competitive, South African mining champion” - Neal Froneman, CEO of Sibanye Creating a premier, global precious metals miner 35

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Questions 36

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Appendix

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Stillwater financials Source: Company filings Note: 1. Other includes: Losses on trade receivable and inventory purchases, (Gain) / loss on disposal of PP&E, Loss on long-term investments, Impairment of PP&E and non-producing mineral properties, Exploration, Proxy contest, Accelerated equity based compensation for change in control, Reorganization $ in m, unless stated otherwise 2013a 2014a 2015a 9m ended Sep 16 2E mine sales, koz 509 542 507 415 PGM Recycled, koz 542 384 340 266 2E basket price, $/oz 887 934 774 679 AISC, $/PGM oz 813 784 709 609 Total Revenues 1,040 944 726 496 Mine production 479 536 416 299 PGM Recycling 561 402 310 197 Other 0 6 0 0 Total costs of metals sold 841 729 595 397 Mine production 314 333 294 209 PGM Recycling 527 391 301 189 Other 0 5 0 0 Total depletion, depreciation and amortization 59 67 65 56 Mine production 58 66 64 55 PGM Recycling 1 1 1 1 General and administrative 47 35 34 25 Others1 489 14 52 4 Operating income (loss) (397) 98 (20) 13 Net cash provided by operating activities 149 188 110 38 Capital expenditure (129) (120) (107) (62) 38

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Stillwater mine Ownership 100% Stillwater Location J-M Reef, Montana Mining Statistics Status: Producing Mine type: Underground Initial production: 1986 2016E PGM production: 330 koz1 2015A PGM production: 320 koz 9m 2016 PGM cash cost: $428/oz (-16% y-on-y) 2015 same period: $507/oz Est. mine life: 25+ years Reserves PGM reserves: 8.8 moz (78% Pd) Avg. PGM reserve grade: 19.7 g/t Infra-structure Developed a 6.8 mile/10.9km-long UG segment of J-M Reef Mill and concentrator on site Geology J-M Reef is the world’s highest grade PGM deposit Succession of ultramafic to mafic rocks Royalty2 Franco-Nevada 5% NSR royalty Mouat family 0.35% NSR royalty Asset overview Geographic location Mine site overview Source: Company filings Notes: 1. Based on Stillwater guidance and approximate production split year to date 2. 840 claims subject to 5% NSR payable to Franco Nevada, 143 claims subject to 0.35% NSR payable to Mouat family and 115 claims subject to both royalties. Franco Nevada estimates that their NSR royalty currently covers 80-85% of the Stillwater mine reserves Stillwater Mine Stillwater Mine Stillwater Mine 90 89 212 310 191 89 Livingston Big Timber McLeod NYE Fishtail Red Lodge Absarokee Columbus Laurel Billings Sweet Grass Stillwater Park Carbon Big Horn Boulder River Yellowstone River Yellowstone River E. Boulder River Stillwater River Bear Tooth Mountain Range 298 420 419 78 72 Yellowstone East Boulder Mine 87 Metallurgical Complex, Recycling Facilities Stillwater Mine Stillwater River 39

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East Boulder mine Ownership 100% Stillwater Location J-M Reef, Montana Mining Statistics Status: Producing Mine type: Underground Initial production: 2002 2016E PGM production: 210 koz1 2015A PGM production: 201 koz 9m 2016 PGM cash cost: $441/oz (-15% y-on-y) 2015 same period: $517/oz Est. mine life: 25+ years Reserves PGM reserves: 11.1 moz (78% Pd) Avg. PGM reserve grade: 13.4 g/t Infra-structure Developed 3.2 mile/5.1km strike extent of J-M Reef Mill and concentrator on site Geology J-M Reef is the world’s highest grade PGM deposit Succession of ultramafic to mafic rocks Royalty2 Franco-Nevada 5% NSR royalty Mouat family 0.35% NSR royalty Asset overview Geographic location Mine site overview Stillwater Mine East Boulder Mine Stillwater Mine 90 89 212 310 191 89 Livingston Big Timber McLeod NYE Fishtail Red Lodge Absarokee Columbus Laurel Billings Sweet Grass Stillwater Park Carbon Big Horn Boulder River Yellowstone River Yellowstone River E. Boulder River Stillwater River Bear Tooth Mountain Range 298 420 419 78 72 Yellowstone East Boulder Mine 87 Metallurgical Complex, Recycling Facilities Stillwater Mine Stillwater River Source: Company filings Notes: 1. Based on Stillwater guidance and approximate production split year to date 2. 840 claims subject to 5% NSR payable to Franco Nevada, 143 claims subject to 0.35% NSR payable to Mouat family and 115 claims subject to both royalties. Franco Nevada estimates that their NSR royalty currently covers 80-85% of the Stillwater mine reserves 40

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Blitz project Asset overview Mine site overview Ownership 100% Stillwater Location Beartooth Mountains, Montana Mining Statistics Status Development Mine type: Underground Est. first production: Early 2018 Production target: 270 – 330 koz 2E Total capital spend: $250 million Capital spend remaining: $150 million Project Update Primarily growth production for the first decade Crew for ore access moved to Blitz in August Optionality to increase production rate and ramp up Expected to reduce Stillwater’s average AISC Drilling continues to demonstrate high grades Project acceleration has potential to maximize NPV Steady state production by 2021 Underground Drilling Sample Areas Proven and Probable PGM Reserve Area (2015) 1,800m 56E 10.7 56E 11.5 56E 10.4 56E10.4 40546 20.9ft @ 1.70oz/t PGM 40547 14.4ft @ 1.19oz/t PGM 40553 12.3ft @ 1.36oz/t PGM 40552 3.9ft @ 2.49oz/t PGM 40548 8.0ft @ 1.00oz/t PGM 40571 2.4ft @ 2.78oz/t PGM 40553 2.6ft @ 1.40oz/t PGM 40555 4.9ft @ 0.69oz/t PGM 40547 8.4ft @ 0.34oz/t PGM 40554 1.4ft @ 2.06oz/t PGM 40554 3.4ft @ 0.81oz/t PGM 40553 3.5ft @ 0.73oz/t PGM 40553 3.4ft @ 0.71oz/t PGM 56E 11.5 40593 0.8ft @ 7.14oz/t PGM 40585 9.0ft @ 0.57oz/t PGM 40589 1.2ft @ 1.76oz/t PGM 56E 10.7 40620 11.9ft @ 1.29oz/t PGM 40619 3.0ft @ 2.23oz/t PGM 40618 6.6ft @ 0.35oz/t PGM Blitz Project Surface Blitz Project Area Mineralized Material Outline TBM Drive Conventional 56 FWL Drive Existing Mine Development 1,000 feet 300m V & H Scale 1,200m 4,000’ 6,000’ Meters 2,400m E 70,000’ 2,100m E 10,000’ 3,000m Feet 8,000’ Note: Intervals are Estimated True Widths. Stillwater Mine Source: Company filings 41

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Stillwater PGM reserves Source: Company filings Note: 1 Imperial (short tons) converted to metric (long tonnes) Stillwater Mine East Boulder Mine Total Montana Mines Ore Tonnes1 Avg. Grade Cont. Ounces Ore Tonnes Avg. Grade Cont. Ounces Ore Tonnes1 Avg. Grade Cont. Ounces (000's) (g/t) (000's) (000's) (g/t) (000's) (000's) (g/t) (000's) As of December 31, 2015 Proven Reserves 2,947 20.39 1,932 2,388 13.78 1,055 5,334 17.40 2,987 Palladium 15.93 1,509 10.63 826 Platinum 4.28 423 2.74 229 Probable Reserves 10,978 19.55 6,900 23,115 13.37 10,024 34,093 15.36 16,924 Palladium 15.27 5,389 10.63 7,845 Platinum 4.28 1,511 2.74 2,179 Total Proven and Probable Reserves 13,924 19.70 8,832 25,503 13.40 11,079 39,427 15.64 19,911 Palladium 6,898 8,671 Platinum 1,934 2,408 42

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Near-term, low-cost growth Gold equivalent production1 (koz) Blitz continues the Sibanye strategy of growth via quality assets with attractive returns Source: Company filings Notes: Au-eq production figures for Rustenburg, Aquarius and Stillwater calculated using 2015 average prices for illustration; Au:$1,159/oz, Pd:$690/oz, Pt:$1,055/oz and Rh:$954/oz 2015 pro-forma production plus Blitz run-rate production expected in 2021-2022 c.200 c.3,021 In addition, Stillwater recycled c.400 koz in 2015A Remaining capex to be spent: c.$150m Stillwater PGM Sibanye Gold Sibanye PGM 2 43 1,220 1,430 1,589 1,536 253 685 347 1,789 2,474 2,821 2,821 2012 2013 2014 2015 Aquarius 2015 Rustenburg 2015 Stillwater 2015 Pro Forma 2015 Blitz c.2021 / 2022 (expected) Pro Forma Blitz

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Definitions Stillwater AISC*: All-In Sustaining Costs (Non-GAAP): This non-GAAP financial measure is used as an indicator from period to period of the level of total cash required by the company to maintain and operate the existing mines, including corporate administrative costs and replacement capital. The measure is calculated beginning with costs of metal sold - Mine Production, the Company's most directly comparable GAAP financial measure and adding to it the change in mined inventories, and adjusting for the by-product and recycling income credits, domestic corporate general and administrative costs (excluding any depreciation and general and administrative costs of foreign subsidiaries) and that portion of total capital expenditures associated with sustaining the current level of mining operations. Capital expenditures, however, for Blitz and certain other one-time projects are not included in the calculation. When divided by the total recoverable PGM mined ounces produced in the respective period, All-In Sustaining Costs per PGM Mined Ounce Produced (Non-GAAP) provides an indication of the level of total cash required to maintain and operate the mines per PGM ounce produced in the period. Recoverable PGM ounces from production are an indication of the amount of PGM product extracted through mining in any period. Because the objective of PGM mining activity is to extract PGM material, the all-in cash costs per PGM mined ounce to produce PGM material, administer the business and sustain the operating capacity of the mines is a useful measure for comparing overall extraction efficiency between periods. This measure is affected by the total level of spending in the period and by the grade and volume of mined ore produced. Stillwater Cash costs*: Total Combined Cash Costs (Non-GAAP): This non-GAAP financial measure is calculated as total costs of metals sold - Mine Production adjusted for the change in mined inventories to calculate Total Combined Cash Costs before by-product and recycling income credits, (Non-GAAP). From this calculation, the Company deducts by-product and recycling income credits to arrive at Total Combined Cash Costs, net of by-product and recycling income credits. Total Combined Cash Costs is a measure of extraction efficiency. The Company uses this measure as a comparative indication of the cash costs related to production and processing in its mining operations in any period. When divided by PGM ounces produced in the respective period, Total Combined Cash Costs, net of by-products and recycling income credits (Non-GAAP), measured for each mine or combined, provides an indication of the level of combined cash costs incurred per PGM ounce produced in that period. Stillwater Non-GAAP financial measures For a full description and reconciliation of non-GAAP financial measures to GAAP financial measures, see Reconciliation of GAAP Financial Measures to Non-GAAP Financial Measures and the accompanying discussion in the Company's relevant 10Q or 10K results release. EBITDA: EBITDA is earnings before interest, tax, depreciation and amortization, and is calculated as net operating profit before depreciation and amortisation NAV: NAV is the value of the assets minus the value of liabilities Net Debt: Net debt represents borrowings and bank overdraft less cash and cash equivalents Borrowings are only those borrowings that have recourse to Sibanye and therefore exclude the Burnstone Debt. Borrowings exclude related party loans. *AISC and total cash cost definition sourced from Stillwater company filings 44

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Acquisition of Stillwater Mining Company Creating a Premier, Global Precious Metals Miner February 2017 1

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Disclaimer Additional Information and Where to Find It This presentation does not constitute the solicitation of any vote, proxy or approval. In connection with the proposed transaction, Sibanye Gold (“Sibanye”) intends to post to its shareholders a JSE Limited (“JSE”) Category 1 circular subject to the approval of the circular by the JSE and Stillwater Mining Company (“Stillwater”)has filed with the Securities and Exchange Commission (the “SEC”) relevant materials, including a proxy statement. The JSE Category 1 circular and other relevant documents will be sent or otherwise disseminated to Sibanye’s shareholders and will contain important information about the proposed transaction and related matters. SHAREHOLDERS OF SIBANYE ARE ADVISED TO READ THE JSE CATEGORY 1 CIRUCLAR AND OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. The proxy statement and other relevant documents will be sent or otherwise disseminated to Stillwater’s shareholders and will contain important information about the proposed transaction and related matters. SHAREHOLDERS OF STILLWATER ARE ADVISED TO READ THE PROXY STATEMENT AND OTHER RELEVANT DOCUMENTS THAT HAVE BEEN FILED WITH THE SEC, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. When available, Sibanye shareholders may obtain free copies of the JSE Category 1 circular by going to Sibanye’s website at www.sibanyegold.co.za. The proxy statement and other relevant documents may also be obtained, free of charge, on the SEC's website (http://www.sec.gov). Stillwater shareholders may obtain free copies of the proxy statement from Stillwater by going to Stillwater’s website at www.stillwatermining.com. Participants in the Solicitation Sibanye, Stillwater and their respective directors and officers may be deemed participants in the solicitation of proxies of Sibanye’s and Stillwater’s respective shareholders in connection with the proposed transaction. Sibanye’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Sibanye in Sibanye’s Annual Report on Form 20-F, for the fiscal year ended December 31, 2015, which was filed with the SEC on March 21, 2016. Stillwater’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Stillwater in Stillwater’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015, which was filed with the SEC on February 22, 2016. Additional information regarding the interests of participants in the solicitation of proxies in connection with the proposed transaction is included in the proxy statement that Stillwater has filed with the SEC. No Offer or Solicitation This presentation is for informational purposes only and does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. Any securities referred to herein have not been, and will not be, registered under the U.S. Securities Act of 1933 and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements. Forward Looking Statements This presentation includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “target”, “will”, “forecast”, “expect”, “potential”, “intend”, “estimate”, “anticipate”, “can” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. In this presentation, for example, statements related to expected timings of the transactions (including completion), potential transaction benefits (including financial re-ratings), pricing expectations, levels of output, supply and demand, information related to the Blitz Project, and estimations or expectations of enterprise value, EBTIDA and net asset values, are forward-looking statements. The forward-looking statements set out in this presentation involve a number of known and unknown risks, uncertainties and other factors, many of which are difficult to predict and generally beyond the control of Sibanye and Stillwater, that could cause Sibanye’s or Stillwater’s actual results and outcomes to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. Such risks, uncertainties and other factors include, without limitation: Sibanye’s or Stillwater’s ability to complete the proposed transaction; the inability to complete the proposed transaction due failure to obtain approval of the shareholders of Sibanye or Stillwater or other conditions in the Merger Agreement; Sibanye’s ability to successfully integrate the acquired assets with its existing operations; Sibanye’s ability to achieve anticipated efficiencies and other cost savings in connection with the transaction; Sibanye’s ability to implement its strategy and any changes thereto; Sibanye’s future financial position, plans, strategies, objectives, capital expenditures, projected costs and anticipated cost savings and financing plans; changes in the market price of gold, platinum group metals (“PGMs”) and/or uranium. These forward-looking statements speak only as of the date of this presentation. Neither Sibanye nor Stillwater undertake any obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this presentation or to reflect the occurrence of unanticipated events. 2

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Strategic recap

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Our core purpose SIBANYE’S MINING IMPROVES LIVES SIBANYE’S MINING IMPROVES LIVES

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Our vision SUPERIOR VALUE CREATION FOR ALL OUR STAKEHOLDERS Through mining our multi-commodity resources in a safe and healthy environment Sibanye cares 5

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Industry leading relative dividend yield Current dividend yield (last twelve months (LTM) dividends paid) 1 Source: Factset and company filings. Market data as of 30 January 2017 Note: 1. Dividend yield calculated using actual dividend paid and average share price for the period, since public listing Cumulative R3.5bn (US$298m) dividends since listing – 35% of listing value in 3.5 years 6 5.9% 5.3% 1.5% 1.5% 0.9% 0.8% 0.8% 0.8% 0.6% 0.4% 0.5% 0.4% Sibanye Sibanye Avg. since IPO Gold Fields Harmony Acacia Gold Corp Randgold Agnico-Eagle Yamana Barrick Newcrest Newmont

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Value creation focus Continue to drive operational excellence on existing asset base A proven operating model Robust cash flow Strong balance sheet Investing in organic growth projects in the Gold Division Growth through value accretive transactions – PGM sector a logical step Aquarius acquisition (2016) Rustenburg acquisition (2016) Stillwater acquisition (2017) Utilising operational excellence to drive cash flow in complementary Gold-PGM platform 7

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Expanding PGM platform at attractive point in cycle Source: HSBC research - size of bubble represents resource size Rustenburg transaction: structured to minimise risk Relatively low capital outlay upfront Downside protection until 2019 Future payments ring-fenced to assets – upside and downside risk sharing Aquarius transaction more commercial, but at favourable point in cycle Realisation of operational and cost synergies to unlock future value Historic South Africa PGM transactions Low cost, material PGM acquisitions 8 Implats: Avmin Two Rivers AngloPlat: Union BEE Implats: Marula AQP Bid for Booysendal Eastplats: Heibei Lonmin: Southern Platinum Bokoni: Amplats Northam BEE: Zambezi Lonmin: Afriore Northam: Booysendal Aquarius: Sibanye Sibanye: Rustenburg 0 2 4 6 8 10 12 14 16 18 20 0 100 200 300 400 500 600 700 (Deal Value: US$/Resource oz) (Deal Value US$ in Millions)

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Track record of strong integration to drive value accretion Aquarius integration concluded - production excellence maintained Rustenburg transaction closed as of 1 November 2016 Positive interaction with management, employees and community Workforce motivated and enthused about new opportunities Production back to planned levels after difficult first 9 months Operational review and assessment ongoing – detailed feedback to be provided in 2017 Kroondal quarterly 4E ounce production Source: Company data Proven success at identifying and integrating value upside post-acquisition 9 70,000 80,000 90,000 100,000 110,000 120,000 130,000 Mar-12 Jun-12 Sep-12 Dec-12 Mar-13 Jun-13 Sep-13 Dec-13 Mar-14 Jun-14 Sep-14 Dec-14 Mar-15 Jun-15 Sep-15 Dec-15 Mar-16 Jun-16 Sep-16 Dec-16 oz (4E)

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Operating update For six months ended 31 December 2016 Gold production of 763,000oz in line with H1 2016 average underground gold grade 4% higher y-o-y Gold AISC 1.7% lower than forecast at R452,000/kg Growth capital being reviewed due to current USD/ZAR strength Solid performance from Platinum Division Kroondal and Mimosa beat production and cost guidance Strong turnaround at Rustenburg with production up 7% q-o-q Increased chrome production and firm spot prices enhancing operating margins at Rustenburg Platinum integration underway with realisation of initial synergies on track Growth capital under review due to current USD/ZAR strength 10

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Transaction overview

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Our PGM view is positive over the long-term Despite near-term headwinds, long-term fundamentals remain robust Source: Johnson Matthey, WPIC, broker consensus estimates Note: 1. Price forecasts in real terms Platinum: net market balance (koz) vs. price¹ Palladium: net market balance (koz) vs. price¹ Despite recent conservative outlooks, we believe the PGM market fundamentals remain robust SA supply expected to regress from 2020E onwards Industry-wide capex and production cuts already enforced SA platinum supply unlikely to return to pre Global financial crisis levels, when it peaked at 5.3moz in 2007 Historically significant secondary supply growth being eroded by prevailing commodity prices A material near term secondary supply recovery is not anticipated Auto sales volumes continue to rise even in diesel markets Deficit drawdowns and working capital cycle underpin a return to sustainable basket prices over the medium term Despite a weaker platinum outlook compared to palladium above ground stocks should normalize by 2018 We remain fundamentally bullish with palladium set for material deficits and platinum following suit 12 0 500 1,000 1,500 2,000 -3,000 -2,500 -2,000 -1,500 -1,000 -500 0 500 1,000 1,500 2007A 2012A 2017E 2022E Surplus / (Deficit) Ex-ETF market balance Pt Price (US $ / oz) (rhs) 0 100 200 300 400 500 600 700 800 900 -2,500 -2,000 -1,500 -1,000 -500 0 500 1,000 1,500 2,000 2,500 2007A 2012A 2017E 2022E Surplus / Deficit (koz) Ex-ETF market balance Pall Price (US $ / oz) (rhs)

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Transaction summary Consideration $18.00 per share in cash, or $2.2bn for all outstanding common stock of Stillwater 23% premium to prior day close; 20% premium to 20-day VWAP as of 8 December Financing: $2.7bn bridge financing from Citi and HSBC Conditions precedent for the Transaction Sibanye shareholder approval Majority of votes cast to approve the acquisition of Stillwater 75% of votes cast to approve the issuance of new shares for contemplated rights issue Stillwater shareholder approval (majority of votes outstanding) Customary South African and U.S. regulatory approvals1 No material adverse change Sibanye shareholder support Gold One and the PIC have indicated support for the Transaction in principle Deal protection Stillwater subject to non-solicitation covenants with customary “fiduciary out” exemptions A right in favour of Sibanye to match any superior proposal A termination fee of 0.75% of Stillwater equity value A reciprocal termination fee of 1.50% of Stillwater equity value to Stillwater Source: Factset as of 8 December 2016 Note: 1. US anti-trust condition with respect to HSR Act clearance has been satisfied as announced on 19 January 2017. South African Reserve Bank (“SARB”) and Committee on Foreign Investment in the United States (“CFIUS”) filings have been submitted on schedule The Transaction has received strong initial Sibanye shareholder support 13

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Expected transaction timeline Transaction timeline 9 December 2016: Transaction announcement Conditions precedent satisfied, or waived, including regulatory approvals Proxy / circular dispatched to Sibanye and Stillwater shareholders Sibanye and Stillwater shareholder meetings held to approve transaction1 Transaction closing Rights offering executed Debt offerings executed 1HY 2017 Post-Closing Expected closing in Q2 2017 following customary regulatory and stakeholder approvals Note: 1. For Sibanye, Transaction conditional on approval of the acquisition and the rights issue 14

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Stillwater’s tier 1 assets

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Portfolio of low cost assets with growth potential Stillwater Mining Company Headquarters: Colorado, USA Employees: c.1,400 Trading: NYSE (SWC) 2016 Revenue: $711m 2016 Operating cash flow: $78m Source: Company filings Notes: Non-GAAP, please refer to appendix for definition Total cash costs per PGM mined ounce, net of by-product and recycling credits $75-95m to be spent to 1st production ($112m spent to date as of FY2016) Operating Recycling Growth opportunities Stillwater Mine (Montana, USA) 2016 2E PGM production: 327 koz 2016 PGM cash cost1: $437/oz2 2E PGM reserves: 10.5 moz @19.5 g/t Est. mine life: 25+ years East Boulder Mine (Montana, USA) 2016 2E PGM production: 218 koz 2016 PGM cash cost1: $441/oz2 2E PGM reserves: 10.7 moz @13.4 g/t Est. mine life: 25+ years Blitz Project Estimated first production: early 2018 Steady state production by 2021 2E PGM production: 270-330 koz Total capital: c. $250m Remaining capital: c. $140m3 Est. mine life: 35+ years Smelter and base metals refinery Recycling facility for: Ceramic automotive catalysts Petroleum catalysts Industrial PGM catalysts Other PGM-containing materials East Boulder Project PFS ongoing for a 150-200 koz mine Provides further regional optionality Altar Project Copper-gold project in Argentina Marathon Project PGM-copper project in Canada 2015 recycling volumes fed: 668 koz (Pt, Pd, Rh) 16 A tier one PGM producer Updated

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Stillwater Mine 90 89 212 310 191 89 Livingston Big Timber McLeod NYE Fishtail Red Lodge Absarokee Columbus Laurel Billings Sweet Grass Park Carbon Big Horn Boulder River Yellowstone River Yellowstone River E. Boulder River Stillwater River Bear Tooth Mountain Range 298 420 419 78 72 Yellowstone East Boulder Mine 87 Metallurgical Complex, Recycling Facilities Stillwater Mine Significant untapped resources along strike of orebody Geographic location Stillwater River Significant expansion opportunity with 45km orebody strike Source: Company filings 17

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Metallurgical complex overview Geographic location Quarterly recycling volumes (PGM recycled ounces fed) 90 89 212 310 191 89 Livingston Big Timber McLeod NYE Fishtail Red Lodge Absarokee Columbus Laurel Billings Sweet Grass Stillwater Park Carbon Big Horn Boulder River Yellowstone River Yellowstone River E. Boulder River Stillwater River Bear Tooth Mountain Range 298 420 419 78 72 Yellowstone East Boulder Mine 87 Metallurgical Complex, Recycling Facilities Stillwater River Recycling facility overview: expansion potential Smelter and base metal refinery located in Montana Processes mined and recycled materials Provides unique insight into secondary market Becoming fully integrated mine-to-market Includes processing & sampling facility with assay lab Expansion potential with modest additional capital Mining PGM Recycling Smelter Base Metal Refinery 99.95% Purity Sponge Precious Metal Refinery Converter Matte Granulated and Transferred to Refinery By-products NI & CU Removed, Creating PGM-rich Filter Cake Marketed and Sold to Customers Third Party – Johnson Matthey Process flow Advanced PGM recycling operations Produces palladium, platinum and rhodium c.169k PGM1 recycled ounces fed in Q4 2016 Since 2009, recycling volumes have grown consistently Source: Company filings Note: Platinum + Palladium + Rhodium Stillwater Mine Creating a mine-to-market business Providing insight into the secondary market 18 Updated 116,000 108,700 151,000 161,000 130,000 154,000 169,000 175,000 169,200 Q4 2014 Q1 2015 Q2 2015 Q3 2015 Q4 2015 Q1 2016 Q2 2016 Q3 2016 Q4 2016

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Transaction rationale

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Strong transaction rationale Value accretive, per detailed management due diligence Positioning the Platinum Division further down the global cost curve, with potential for further cost reductions Enhancing cash flow generation to sustain industry-leading dividend Improving access to lower-cost global financing Balancing the portfolio operationally and geographically with the addition of world class assets in an attractive mining jurisdiction Enhancing the investment case 20

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Building a premier global gold and PGM mining company 2015A Palladium Production (moz) 2015A 4E Production1 (moz) Source: Company filings Notes: Platinum, palladium, rhodium and gold (together referred to as 3E+Au or 4E). Stillwater data on a 2E basis Exclusive of Rustenburg Mine Includes PGM by-products only Rustenburg + Aquarius + Stillwater. Rustenburg as publicly disclosed in December 2015; Aquarius Platinum as publicly disclosed in June 2015 and depleted based on actual production to reach December 2015 figures Pro forma for Rustenburg and Aquarius acquisitions Excludes Gold division Prill split assumed to be same as 9m’16 for Stillwater’s current mining operations 2015A Gold Production (moz) Includes Blitz at full ramp-up by 2021/22 (270-330koz 2E)7 By-product only By-product only By-product only Sibanye PGM Division Ranking Sibanye Gold Division Ranking 5, 6 5 Positioned globally as a top 5 PGM producer and top 10 gold producer 21 0.3 0.4 1.1 1.2 1.7 2.2 3.3 3.6 2.0 RBPlats Northam Sibanye (pre-transaction) Lonmin Sibanye (Pro Forma) ? Impala Norilsk ³ Amplats ² 0.1 0.1 0.4 0.4 0.8 0.8 1.3 2.7 1.0 RBPlats Northam Lonmin Sibanye (pre-transaction) Impala Sibanye (Pro Forma) ? Amplats ² Norilsk ³ 6.1 5.0 4.0 3.5 2.6 2.4 2.1 1.8 1.7 1.5 Barrick Newmont AngloGold Gold Corp Kinross Newcrest Gold Fields Polyus Agnico-Eagle Sibanye

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Quality growth and sustainability Expected Gold and PGM LoM production plan (next 20 years) Source: Company guidance ounces Gold Fields plan Complementary gold and PGM production profiles 22 0 500,000 1,000,000 1,500,000 2,000,000 2,500,000 3,000,000 3,500,000 4,000,000 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 Sibanye, Gold Rustenburg + Aquarius, PGM Stillwater ex. Blitz, PGM Blitz first 5 years, PGM Blitz ramped up, PGM Gold Fields plan, Gold

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World class assets in an attractive mining jurisdiction High grade (20g/t), palladium biased (78% palladium), long life (+25 years), low-cost(>$500/2E oz), mechanised, operations Near term, organic and low-cost growth through the Blitz Project A mine-to-market PGM business Large PGM recycling business provides a steady margin and strategic insight into the market Further operational optimisation potential through transfer of “best practices” Positions Sibanye as a premier global gold and PGM mining company 23

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Stillwater assets high-grade and long-life Source: Company filings. LoM as stated in company annual reports PGM Assets by Reserve Grade and LoM (based on published reserves) East Boulder Stillwater Mine Rustenburg Mimosa Blitz Kroondal Stillwater’s portfolio is long-life and significantly higher grade than other major players Other PGM Assets include: Amandelbult Section Bafokeng-Rasimone Bokoni Impala Marikana Modikwa Mogalakwena Pilanesberg Two Rivers Union Section Zimplats Zondereinde Blitz mine life expected to extend to 35+ years as further drilling expands current reserves Sibanye PGM mines Stillwater PGM mines 24 TBU by Citi / HSBC 0 10 20 30 40 50 60 0 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 LoM years (as defined by reserves) Grade g/t 4E

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Cost reduction drivers; No exchange rate benefits Increased mechanisation Further infrastructure development Improved safety and productivity Staffing reorganization Supplier negotiations Low-cost assets Stillwater All-in-Sustaining costs (“AISC”)1 and realised prices ($/oz) c.21% AISC improvement Mid-to-high $500’s/oz AISC margin improving Source: Company filings Note: 1. Non-GAAP financial measure, please refer to appendix for definition; 2 Q4 AISC includes $15 per PGM mined ounce spend on productivity enhancement projects (after Blitz ramp-up) Track record of continuous operating efficiency in-line with Sibanye’s culture of cost management 25 2 Updated 500 550 600 650 700 750 800 850 900 950 1,000 Q3 2014 Q4 2014 Q1 2015 Q2 2015 Q3 2015 Q4 2015 Q1 2016 Q2 2016 Q3 2016 Q4 2016 Mid-term target AISC Realised basket price (Pt/Pd)

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Moving Sibanye Platinum down the cost curve Source: Nedbank Research, Company filings Global PGM Cash cost + Capex curve (CY16E - At spot) Pro-forma Moves Sibanye down the PGM cost curve Further benefits from realisation of synergies between Rustenburg and Kroondal Stillwater’s low-cost position expected to drive through-the-cycle cash flows 26 0 500 1,000 1,500 2,000 2,500 3,000 3,500 4,000 4,500 5,000 5,500 6,000 6,500 7,000 7,500 8,000 8,500 - 250 500 750 1,000 1,250 1,500 1,750 2,000 - 250 500 750 1,000 1,250 1,500 1,750 2,000 Cumulative Semi - Annual Production (koz) Cash Cost and Basket Price (US$/oz) Other Assets Stillwater Sibanye Spot PGM Basket Price Stillwater Mine Platinum Mile Mine East Boulder Mine Two Rivers (ARM / IMP) Sylvania Dumps (SLP) Mogalakwena (AMS) Mototolo (GLEN / AMS) Zimplats (IMP) BRPM (RBP) Kroondal Mimosa Modikwa (ARM / AMS) Marikana (LMI) Marula (IMP) Amandelbult Section (AMS) Bokoni (ATL) Rustenburg Section Booysendal (NHM) Pandora (LMI / AMS) Zondereinde (NHM) Unki (AMS) Union Section (AMS) Impala Mine (IMP) Twickenham (AMS) Maseve (PTM)

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Strong culture fit Employees and safety Focus on proactive safety and health systems to reduce loss and promote improvement Environmental excellence State-of-the-art systems and treatment facilities Strive to exceed environmental standards Signatory to a voluntary Good Neighbour Agreement with local community Community engagement Sustained investment into local communities through donations to several local foundations Provide access to higher education through scholarships Sibanye Stillwater Shared focus on stakeholder engagement and responsibility 27

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Value analysis and financing plan

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NAV accretive Broker target share price for Stillwater vs. Offer price Offer Price Average Sibanye diligence suggests NAV opportunity beyond the average broker target price Source: Broker research, FactSet, Bloomberg Note: 1. Includes growth projects and assumes sustained operational efficiencies ¹ 29 17.20 16.00 21.00 18.00 19.25 14.00 17.00 $18.00 $ 17.49 Nedbank 23-Nov-16 JPM 07-Nov-16 FBR 02-Nov-16 BMO 28-Oct-16 BoAML 28-Oct-16 GS 28-Oct-16 RBC 28-Oct-16 Management NAVPS Estimate¹ Target price ($/sh) Offer price ($/sh) Target price avg. ($/sh)

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Accretive transaction at favourable point in cycle The Transaction is expected to be accretive to cash flow per share following the ramp up of the Blitz Project Blitz Project under development, ramping up to expected steady state production of 270,000oz – 330,000oz by 2021 / 2022 Increase in low cost production from Blitz and reduced project capital is expected to drive total Stillwater AISC lower Commodity pricing in line with market consensus - allows for further cash flow enhancement in a commodity cycle upturn Source: Company filings Note: Production profile, SWM and EB held at current production and company guidance on Blitz used to extrapolate to full production in 2022 Transaction meets Sibanye’s internal hurdles to deliver value to shareholders Forecast Actual Stillwater Mine East Boulder Mine Blitz Project 30 Stillwater Mined Production (2E oz) Updated 0 200,000 400,000 600,000 800,000 1,000,000 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2E oz

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Include Royal Bafokeng, Northam, Amplats, Impala Include Agnico-Eagle, Newcrest, Newmont, Goldcorp, Barrick, Yamana and Kinross Positions Sibanye shareholders for a potential re-rating Source: Factset and Broker research. Market data as of 30 January 2017 Notes: 2015 Production for Stillwater (2E), Rustenburg (4E) and Aquarius (4E) Non-GAAP financial measure, please refer to appendix for definition Based on mean of select broker research Price / NAV2 (peer mean shown) 4 5 3 EV / 2017E EBITDA2 (peer mean shown) 4 5 3 Potential upside to current valuation multiples Other geographically diversified precious metals companies currently trade at premiums to pure play South African gold peers PGM producers trade at premium to gold producers in South Africa Sibanye Pro forma 4E production by geography1 31 31% 69% USA Southern Africa

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Acquisition funding with equity raise Sibanye’s will have concluded c.$2.8bn of acquisitions (including Stillwater) in relation to its PGM strategy since 2015 – all cash funded Acquired Aquarius Platinum for $294m (2016) Acquired Rustenburg Operations for $326m (2016) Announced acquisition of Stillwater for $2.2bn (2017) Equity raised represents less than half of total capital committed to building a world class PGM business Sibanye intends to maintain prudent balance sheet to support its industry-leading dividend policy Important to maintain a credit rating which allows for efficient cost of funding and market access Transaction consideration funded by: $2.7bn bridge financing from Citi and HSBC to fund the transaction consideration and repayment of Stillwater debt Permanent financing structure: $0.3bn from existing Stillwater cash balance Capital market transaction post-closing A rights issue of between $0.75bn and $1.3bn New credit facilities and bonds Target long-term leverage below 1.0x EBITDA1 Balanced acquisition funding plan preserves future flexibility 32 Note: 1. Non-GAAP financial measure, please refer to appendix for definition

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Rights offering supports capital structure flexibility Net Debt1 / Last twelve months (LTM) EBITDA1 Source: Company filings, FactSet Note: Yamana, Goldcorp, Barrick, Newmont, Kinross, Agnico-Eagle, Acacia and Randgold LTM as of 30 September 2016. AngloGold, Newcrest, Gold Fields, Sibanye and Harmony LTM as of 30 June 2016 Non-GAAP financial measure, please refer to appendix for definition Pro forma 2016 net debt excludes Burnstone debt and cash as well as fees and expenses related to the Transaction. Sibanye EBITDA annualised for the year ended 30 June 2016 and Pro forma for full year Rustenburg contribution Excludes Burnstone debt and cash, as per mid year 2016 results presentation January 2017 average price based on January 1st to January 30th 2017, PF net debt as of year end 2016 excludes Burnstone debt and cash and pro forma for transaction. PF2017E EBITDA pro forma for full year transaction impact Funding plan focused on reaching long-term net leverage targets of <1.0x 33 2 2 3 PF Net Debt / 2017E EBITDA w/ $1.3bn RO at January 2017 Average Spot Price and FX4 PF Net Debt / 2017E EBITDA w/ $750m RO at January 2017 Average Spot Price and FX4 ~2.9x 2.3x 2.1x ~2.0x 1.9x 1.6x 1.6x 1.5x 1.1x <1.0x 0.9x 0.6x 0.5x 0.3x NM NM Sibanye Pro Forma w/o Rights Offering Yamana Goldcorp Sibanye Pro Forma with $750m Rights Offering AngloGold Newcrest Gold Fields Barrick Newmont Sibanye Long-Term Target Kinross Sibanye Agnico-Eagle Harmony Acacia Randgold 2.5x Sibanye Pro Forma w/o Rights Offering Yamana Goldcorp Sibanye Pro Forma with $750m Rights Offering AngloGold Newcrest Gold Fields Barrick Newmont Sibanye Long-Term Target Kinross Agnico-Eagle Sibanye Harmony Acacia Randgold 1.9x Sibanye Pro Forma w/o Rights Offering Yamana Goldcorp Sibanye Pro Forma with $750m Rights Offering AngloGold Newcrest Gold Fields Barrick Newmont Sibanye Long-Term Target Kinross Agnico-Eagle Sibanye Harmony Acacia Randgold

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Transaction Progress Has Been Positive To-Date Positive interaction with Stillwater workforce and key stakeholders immediately post-announcement Investor feedback during roadshows indicated general support and a preference for minimal financial gearing as a result of the Transaction US anti-trust condition with respect to HSR Act1 has been satisfied as announced on 19 January 2017 Remaining regulatory approvals (CFIUS and SARB) submitted and approvals pending Bridge syndication process attracting significant interest 34 Note: 1. Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended

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Conclusion

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Key takeaways Transaction complements Sibanye’s strategic vision of creating a premier global gold and PGM mining company Enhances the asset base - becoming a globally competitive South African mining champion Being value accretive, per detailed management due diligence Sibanye well positioned to take advantage of the long-term PGM market fundamentals Appropriately/well priced for current stage in the commodity cycle Financing structured to: Ensure ability to maintain industry leading dividend Provide access to low cost, global financing Positions Sibanye for a potential valuation re-rating 36

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Conclusion “We believe that this is a transformative transaction at a positive time in the cycle. With world-class operating assets and resource base, we are creating a cash-generative, globally competitive, South African mining champion” - Neal Froneman, CEO of Sibanye Creating a premier, global precious metals miner 37

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Questions 38

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Appendix

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Stillwater financials Source: Company filings Note: 1. Other includes: Losses on trade receivable and inventory purchases, (Gain) / loss on disposal of PP&E, Loss on long-term investments, Impairment of PP&E and non-producing mineral properties, Exploration, Proxy contest, Accelerated equity based compensation for change in control, Reorganization $ in m, unless stated otherwise 2013a 2014a 2015a 2016a 2E mine sales, koz 509 542 507 549 PGM Recycled, koz 542 384 340 401 2E basket price, $/oz 887 934 774 694 AISC, $/PGM oz 813 784 709 622 Total Revenues 1,040 944 726 711 Mine production 479 536 416 405 PGM Recycling 561 402 310 306 Other 0 6 0 0 Total costs of metals sold 841 729 595 574 Mine production 314 333 294 279 PGM Recycling 527 391 301 295 Other 0 5 0 0 Total depletion, depreciation and amortization 59 67 65 74 Mine production 58 66 64 73 PGM Recycling 1 1 1 1 General and administrative 47 35 34 35 Others1 489 14 52 5 Operating income (loss) (397) 98 (20) 24 Net cash provided by operating activities 149 188 110 78 Capital expenditure (129) (120) (107) (89) 40 Updated

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Stillwater mine Ownership 100% Stillwater Location J-M Reef, Montana Mining Statistics Status: Producing Mine type: Underground Initial production: 1986 2016A PGM production: 327 koz 2015A PGM production: 320 koz 2016A PGM cash cost: $437/oz (-10% y-on-y) 2015 same period: $487/oz Est. mine life: 25+ years Reserves PGM reserves: 10.5 moz (78% Pd) Avg. PGM reserve grade: 19.5 g/t Infra-structure Developed a 6.8 mile/10.9km-long UG segment of J-M Reef Mill and concentrator on site Geology J-M Reef is the world’s highest grade PGM deposit Succession of ultramafic to mafic rocks Royalty1 Franco-Nevada 5% NSR royalty Mouat family 0.35% NSR royalty Asset overview Geographic location Mine site overview Source: Company filings Notes: 1. 1,091 claims subject to 5% NSR payable to Franco Nevada, 147 claims subject to 0.35% NSR payable to Mouat family and 97 claims subject to both royalties. Franco Nevada estimates that their NSR royalty currently covers 80-85% of the Stillwater mine reserves Stillwater Mine Stillwater Mine Stillwater Mine 90 89 212 310 191 89 Livingston Big Timber McLeod NYE Fishtail Red Lodge Absarokee Columbus Laurel Billings Sweet Grass Stillwater Park Carbon Big Horn Boulder River Yellowstone River Yellowstone River E. Boulder River Stillwater River Bear Tooth Mountain Range 298 420 419 78 72 Yellowstone East Boulder Mine 87 Metallurgical Complex, Recycling Facilities Stillwater Mine Stillwater River 41 Updated

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East Boulder mine Ownership 100% Stillwater Location J-M Reef, Montana Mining Statistics Status: Producing Mine type: Underground Initial production: 2002 2016A PGM production: 218 koz 2015A PGM production: 201 koz 2016A PGM cash cost: $441/oz (-13% y-on-y) 2015 same period: $508/oz Est. mine life: 25+ years Reserves PGM reserves: 10.7 moz (78% Pd) Avg. PGM reserve grade: 13.4 g/t Infra-structure Developed 3.2 mile/5.1km strike extent of J-M Reef Mill and concentrator on site Geology J-M Reef is the world’s highest grade PGM deposit Succession of ultramafic to mafic rocks Royalty1 Franco-Nevada 5% NSR royalty Mouat family 0.35% NSR royalty Asset overview Geographic location Mine site overview Stillwater Mine East Boulder Mine Stillwater Mine 90 89 212 310 191 89 Livingston Big Timber McLeod NYE Fishtail Red Lodge Absarokee Columbus Laurel Billings Sweet Grass Stillwater Park Carbon Big Horn Boulder River Yellowstone River Yellowstone River E. Boulder River Stillwater River Bear Tooth Mountain Range 298 420 419 78 72 Yellowstone East Boulder Mine 87 Metallurgical Complex, Recycling Facilities Stillwater Mine Stillwater River Source: Company filings Notes: 1. 1,091 claims subject to 5% NSR payable to Franco Nevada, 147 claims subject to 0.35% NSR payable to Mouat family and 97 claims subject to both royalties. Franco Nevada estimates that their NSR royalty currently covers 80-85% of the Stillwater mine reserves 42 Updated

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Blitz project Asset overview Mine site overview Ownership 100% Stillwater Location Beartooth Mountains, Montana Mining Statistics Status Development Mine type: Underground Est. first production: Early 2018 Production target: 270 – 330 koz 2E Total capital spend: $250 million Capital spend remaining: c.$140 million Project Update Primarily growth production for the first decade Crew for ore access moved to Blitz in August Optionality to increase production rate and ramp up Expected to reduce Stillwater’s average AISC Drilling continues to demonstrate high grades Project acceleration has potential to maximize NPV Steady state production by 2021 Underground Drilling Sample Areas Proven and Probable PGM Reserve Area (2015) 1,800m 56E 10.7 56E 11.5 56E 10.4 56E10.4 40546 20.9ft @ 1.70oz/t PGM 40547 14.4ft @ 1.19oz/t PGM 40553 12.3ft @ 1.36oz/t PGM 40552 3.9ft @ 2.49oz/t PGM 40548 8.0ft @ 1.00oz/t PGM 40571 2.4ft @ 2.78oz/t PGM 40553 2.6ft @ 1.40oz/t PGM 40555 4.9ft @ 0.69oz/t PGM 40547 8.4ft @ 0.34oz/t PGM 40554 1.4ft @ 2.06oz/t PGM 40554 3.4ft @ 0.81oz/t PGM 40553 3.5ft @ 0.73oz/t PGM 40553 3.4ft @ 0.71oz/t PGM 56E 11.5 40593 0.8ft @ 7.14oz/t PGM 40585 9.0ft @ 0.57oz/t PGM 40589 1.2ft @ 1.76oz/t PGM 56E 10.7 40620 11.9ft @ 1.29oz/t PGM 40619 3.0ft @ 2.23oz/t PGM 40618 6.6ft @ 0.35oz/t PGM Blitz Project Surface Blitz Project Area Mineralized Material Outline TBM Drive Conventional 56 FWL Drive Existing Mine Development 1,000 feet 300m V & H Scale 1,200m 4,000’ 6,000’ Meters 2,400m E 70,000’ 2,100m E 10,000’ 3,000m Feet 8,000’ Note: Intervals are Estimated True Widths. Stillwater Mine Source: Company filings 43 Updated

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Stillwater PGM reserves Source: Company filings Note: 1 Imperial (short tons) converted to metric (long tonnes) Stillwater Mine East Boulder Mine Total Montana Mines Ore Tonnes1 Avg. Grade Cont. Ounces Ore Tonnes Avg. Grade Cont. Ounces Ore Tonnes1 Avg. Grade Cont. Ounces (000's) (g/t) (000's) (000's) (g/t) (000's) (000's) (g/t) (000's) As of December 31, 2016 Proven Reserves 2,905 20.23 1,898 2,518 13.37 1,094 5,423 17.14 2,992 Palladium 15.77 1,481 10.63 856 Platinum 4.46 417 2.74 238 Probable Reserves 13,719 19.54 8,569 22,281 13.37 9,638 36,001 15.77 18,207 Palladium 15.09 6,685 10.63 7,543 Platinum 4.11 1,884 2.74 2,095 Total Proven and Probable Reserves 16,624 19.54 10,467 24,800 13.37 10,732 41,424 15.77 21,199 Palladium 8,166 8,399 Platinum 2,301 2,333 44 Updated

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Near-term, low-cost growth Gold equivalent production1 (koz) Blitz continues the Sibanye strategy of growth via quality assets with attractive returns Source: Company filings Notes: Au-eq production figures for Rustenburg, Aquarius and Stillwater calculated using 2015 average prices for illustration; Au:$1,159/oz, Pd:$690/oz, Pt:$1,055/oz and Rh:$954/oz 2015 pro-forma production plus Blitz run-rate production expected in 2021-2022 c.200 c.3,021 In addition, Stillwater recycled c.400 koz in 2015A Remaining capex to be spent: c.$140m Stillwater PGM Sibanye Gold Sibanye PGM 2 45 Updated 1,220 1,430 1,589 1,536 253 685 347 1,789 2,474 2,821 2,821 2012 2013 2014 2015 Aquarius 2015 Rustenburg 2015 Stillwater 2015 Pro Forma 2015 Blitz c.2021 / 2022 (expected) Pro Forma Blitz

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Definitions Stillwater AISC*: All-In Sustaining Costs (Non-GAAP): This non-GAAP financial measure is used as an indicator from period to period of the level of total cash required by the company to maintain and operate the existing mines, including corporate administrative costs and replacement capital. The measure is calculated beginning with costs of metal sold - Mine Production, the Company's most directly comparable GAAP financial measure and adding to it the change in mined inventories, and adjusting for the by-product and recycling income credits, domestic corporate general and administrative costs (excluding any depreciation and general and administrative costs of foreign subsidiaries) and that portion of total capital expenditures associated with sustaining the current level of mining operations. Capital expenditures, however, for Blitz and certain other one-time projects are not included in the calculation. When divided by the total recoverable PGM mined ounces produced in the respective period, All-In Sustaining Costs per PGM Mined Ounce Produced (Non-GAAP) provides an indication of the level of total cash required to maintain and operate the mines per PGM ounce produced in the period. Recoverable PGM ounces from production are an indication of the amount of PGM product extracted through mining in any period. Because the objective of PGM mining activity is to extract PGM material, the all-in cash costs per PGM mined ounce to produce PGM material, administer the business and sustain the operating capacity of the mines is a useful measure for comparing overall extraction efficiency between periods. This measure is affected by the total level of spending in the period and by the grade and volume of mined ore produced. Stillwater Cash costs*: Total Combined Cash Costs (Non-GAAP): This non-GAAP financial measure is calculated as total costs of metals sold - Mine Production adjusted for the change in mined inventories to calculate Total Combined Cash Costs before by-product and recycling income credits, (Non-GAAP). From this calculation, the Company deducts by-product and recycling income credits to arrive at Total Combined Cash Costs, net of by-product and recycling income credits. Total Combined Cash Costs is a measure of extraction efficiency. The Company uses this measure as a comparative indication of the cash costs related to production and processing in its mining operations in any period. When divided by PGM ounces produced in the respective period, Total Combined Cash Costs, net of by-products and recycling income credits (Non-GAAP), measured for each mine or combined, provides an indication of the level of combined cash costs incurred per PGM ounce produced in that period. Stillwater Non-GAAP financial measures For a full description and reconciliation of non-GAAP financial measures to GAAP financial measures, see Reconciliation of GAAP Financial Measures to Non-GAAP Financial Measures and the accompanying discussion in the Company's relevant 10Q or 10K results release. EBITDA: EBITDA is earnings before interest, tax, depreciation and amortization, and is calculated as net operating profit before depreciation and amortisation NAV: NAV is the value of the assets minus the value of liabilities Net Debt: Net debt represents borrowings and bank overdraft less cash and cash equivalents Borrowings are only those borrowings that have recourse to Sibanye and therefore exclude the Burnstone Debt. Borrowings exclude related party loans. *AISC and total cash cost definition sourced from Stillwater company filings 46

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Realising Africa’s full potential Mining Indaba Cape Town 7 February 2017

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“Africa’s mining sector is in crisis. At its root is a lack of trust between mining companies, governments and indeed, the very nations they lead. A failure to tackle the crisis will result in serious, adverse implications for both economic growth and employment prospects at the moment when the continent's needs are rapidly increasing.” HE Olusegun Obasanjo, Chairman: The Brenthurst Foundation and former President of the Federal Republic of Nigeria introducing the Zambezi Protocol

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Africa is host to 95% of the world’s known platinum reserves 90% of chromite 80% of phosphates 60% of gem diamond reserves more than 50% of cobalt 28% of vanadium 25% of manganese 23% of titanium 20% of known gold reserves

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There is a need for a fresh start in stakeholder relationships given clear common interest. The vicious cycle needs to be broken, trust needs to be re-established, a shared narrative developed, and a fair deal agreed. To start this process, which will not be easy, new avenues for dialogue need to be found, and common interests identified.

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5 Aligning stakeholders for a successful future

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Stakeholder responsibilities “The journey to our greatness cannot be carried out by one person alone, or indeed, by one group alone. It cannot be carried out by government alone, or the unions alone, or the industry by itself. The road to a better future for all mining’s stakeholders lies in collaboration and partnership.” Chamber President, Mike Teke 6 Stakeholders Business Government Unions Employees Communities

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Fraser Institute - Investment attractiveness 7 Under-performing many African jurisdictions Source: Fraser survey 2015

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Business Need to commit to transparent engagement with other stakeholders Stakeholder engagement forums must be inclusive in order to secure a sustainable future Adhere to exemplary standards of governance and environmental and social responsibility Develop local communities for a sustainable future post cessation of mining Must ensure that value flows equitably to ALL stakeholders Commit to invest in growth and sustainability in the appropriate economic environment 33 Stakeholders Business Government Unions Employees Communities

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The regulatory framework impacts negatively ... 9 Only 4 other African countries with less favourable regulatory framework Source: Fraser survey 2015

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Government Unambiguous, clear policy and an supportive regulatory framework Partner with private sector to promote investment and growth Administrative processes must be fair and efficient and adhere to legislation Providing incentives to investment and a fair taxation regime 26 Stakeholders Business Government Unions Employees Communities

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... and labour militancy is a greater concern 11 Lowest ranked in Africa Source: Fraser survey 2015

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Organised labour Must focus on promoting members interests in the context of fostering the economic stability of the industry Engage proactively taking consideration of sustainability of operations Avoid damaging industrial action Recognise that a prosperous and growing industry benefits all stakeholders and participate in and support business decisions which ensure sustainability 28 Stakeholders Business Government Unions Employees Communities

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Employees Recognise their role as key stakeholders and influencers in the business Recognise role business plays in achieving personal requirements and ambitions Alignment with business will enable sharing of value in upcycles Need to contribute to industry survival through downcycles 29 Stakeholders Business Government Unions Employees Communities

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... and community sentiment is a major issue 14 19th from lowest in the global sample Source: Fraser survey 2015

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Community organisations Must engage constructively and represent needs of broader constituencies Need to understand implications of economic cycles on industry Need to play supportive role to ensure sustainability and ongoing delivery of benefits 31 Stakeholders Business Government Unions Employees Communities

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Mineral potential compromised 16 South Africa’s mineral heritage at risk of being sterilised Source: Fraser survey 2015 A best practice environment is one that contains a world class regulatory environment, highly competitive taxation, no political risk or uncertainty, and a fully stable mining regime.

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Major scope for improvement 17 An industry requiring re-invention and modernisation Source: Fraser survey 2015

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Leading the way to a modern mining industry

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A modern mining industry Optimally extracts and beneficiates the country’s natural resources Causing no harm to people or the planet Benefits the local community and the national economy Procures locally Is a preferred employer of well skilled people Creates appropriate risk-adjusted returns for investors Regulations, taxation and incentives are consistent, transparent and recognise mining as a long-term driver of economic growth 19 Able to deliver benefits to all stakeholders Source: Joburg Indaba October 2015

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Our core purpose SIBANYE’S MINING IMPROVES LIVES 11 9 SIBANYE’S MINING IMPROVES LIVES

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Our vision SUPERIOR VALUE CREATION FOR ALL OUR STAKEHOLDERS Through mining our multi-commodity resources in a safe and healthy environment 21

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Superior value for all stakeholders Delivery on all strategic imperatives is critical to long term success Safety, volume, cost, grade – our operational deliverables that underpin our business Strong cashflow supports the dividend to shareholders and underpins our growth Growth (organic and acquisitive) ensures long term delivery of sustainable rewards to all stakeholders A holistic, integrated strategy and operating model 11

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Creating value to the country and continent Championing and driving the principles which define a modern mining industry Adopting a firm but fair approach to stakeholder engagement – redefining the role of the mining industry Ensure community development which can be sustain after mining activities have ceased Progress towards a Social and Economic compact sharing of profits with employees and protecting the company during economic downturns Creating a safer and more productive work environment through the advancement of technology and R&D Enhancing efforts which supports best environmental practices Sharing profits to shareholders in the way of dividends to ensure superior return on investment Driving policy change in the industry through active participation of industry bodies such as the Chamber of Mines 23

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Conclusion

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Conclusion The African mining industry needs to modernise if it is to manage all the challenges facing it Industry leadership is required given the historical mistrust between key stakeholders Alignment of all stakeholders towards a common vision is necessary if we are to secure the future of the industry Sibanye has embraced and is well positioned for modernisation and delivery of superior value for ALL stakeholders 25 Business needs to take a leading role in modernisation

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Questions

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1 Operating and financial results 23 February 2017 For the six months and year ended 31 Dec 2016

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Disclaimer Additional Information and Where to Find It This presentation does not constitute the solicitation of any vote, proxy or approval. In connection with the proposed transaction, Sibanye Gold (“Sibanye”) intends to post to its shareholders a JSE Limited (“JSE”) Category 1 circular subject to the approval of the circular by the JSE and Stillwater Mining Company (“Stillwater”)has filed with the Securities and Exchange Commission (the “SEC”) relevant materials, including a proxy statement. The JSE Category 1 circular and other relevant documents will be sent or otherwise disseminated to Sibanye’s shareholders and will contain important information about the proposed transaction and related matters. SHAREHOLDERS OF SIBANYE ARE ADVISED TO READ THE JSE CATEGORY 1 CIRCULAR AND OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. The proxy statement and other relevant documents will be sent or otherwise disseminated to Stillwater’s shareholders and will contain important information about the proposed transaction and related matters. SHAREHOLDERS OF STILLWATER ARE ADVISED TO READ THE PROXY STATEMENT AND OTHER RELEVANT DOCUMENTS THAT HAVE BEEN FILED WITH THE SEC, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. When available, Sibanye shareholders may obtain free copies of the JSE Category 1 circular by going to Sibanye’s website at www.sibanyegold.co.za. The proxy statement and other relevant documents may also be obtained, free of charge, on the SEC's website (http://www.sec.gov). Stillwater shareholders may obtain free copies of the proxy statement from Stillwater by going to Stillwater’s website at www.stillwatermining.com. Participants in the Solicitation Sibanye, Stillwater and their respective directors and officers may be deemed participants in the solicitation of proxies of Sibanye’s and Stillwater’s respective shareholders in connection with the proposed transaction. Sibanye’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Sibanye in Sibanye’s Annual Report on Form 20-F, for the fiscal year ended December 31, 2015, which was filed with the SEC on March 21, 2016. Stillwater’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Stillwater in Stillwater’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015, which was filed with the SEC on February 22, 2016. Additional information regarding the interests of participants in the solicitation of proxies in connection with the proposed transaction is included in the proxy statement that Stillwater has filed with the SEC. No Offer or Solicitation This presentation is for informational purposes only and does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. Any securities referred to herein have not been, and will not be, registered under the U.S. Securities Act of 1933 and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements. Forward Looking Statements This presentation includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “target”, “will”, “forecast”, “expect”, “potential”, “intend”, “estimate”, “anticipate”, “can” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. In this presentation, for example, statements related to expected timings of the transactions (including completion), potential transaction benefits (including financial re-ratings), pricing expectations, levels of output, supply and demand, information related to the Blitz Project, and estimations or expectations of enterprise value, EBTIDA and net asset values, are forward-looking statements. The forward-looking statements set out in this presentation involve a number of known and unknown risks, uncertainties and other factors, many of which are difficult to predict and generally beyond the control of Sibanye and Stillwater, that could cause Sibanye’s or Stillwater’s actual results and outcomes to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. Such risks, uncertainties and other factors include, without limitation: Sibanye’s or Stillwater’s ability to complete the proposed transaction; the inability to complete the proposed transaction due failure to obtain approval of the shareholders of Sibanye or Stillwater or other conditions in the Merger Agreement; Sibanye’s ability to successfully integrate the acquired assets with its existing operations; Sibanye’s ability to achieve anticipated efficiencies and other cost savings in connection with the transaction; Sibanye’s ability to implement its strategy and any changes thereto; Sibanye’s future financial position, plans, strategies, objectives, capital expenditures, projected costs and anticipated cost savings and financing plans; changes in the market price of gold, platinum group metals (“PGMs”) and/or uranium. These forward-looking statements speak only as of the date of this presentation. Neither Sibanye nor Stillwater undertake any obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this presentation or to reflect the occurrence of unanticipated events. 2

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Agenda 3 1. Results overview - Neal Froneman 2 Gold Division - Wayne Robinson 3. Platinum Division - Robert van Niekerk 4. Financial overview - Charl Keyter 5. Strategic update – Neal Froneman 6. The Stillwater transaction - Neal Froneman 7. Conclusion - Neal Froneman

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Results overview Neal Froneman 4

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Salient points Safety improved after proactive intervention in August 2016 Gold Division: 50% improvement in FIFR and 27% improvement in SIFR Platinum Division safety strategy roll-out underway Record annual Group operating profit of R10.5 billion (US$717 million) Gold Division operating profit 60% higher to R10.2 billion (US$692 million) Platinum Division operating profit of R376 million (US$26 million)* Rustenburg Operations turnaround - operating profit of R74 million (US$5 million) for November and December 2016 Kroondal and Mimosa Operations maintain excellent operating performance 5 *Excludes R254million (US$17million) equity accounted operating profit from Mimosa

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Salient points continued Headline earnings of R2.5 billion (US$169 million) for 2016; 269% higher year-on-year Normalised earnings1 increased by 196% to 397 cps (ZAR) (27cps (US)) Balance sheet remains robust - Net Debt: EBITDA of 0.6x at year end Final dividend of 60 cps - total for 2016 of 145 cps, a 5.1% yield 6 Robust financial result Source: Factset and company filings. Share price data as of 20 February 2017 Note: 1. Normalised earnings are defined as: basic earnings excluding gains and losses on foreign exchange differences and financial instruments, non- recurring items and share of results of equity-accounted investees. 2. Analysis based on dividends declared in the last twelve months Current dividend yield (last twelve months dividends declared)2 5.1% 2.8% 2.6% 1.6% 1.1% 0.8% 0.8% 0.6% 0.6% 0.5% 0.4% 0.4% 0% 1% 2% 3% 4% 5% 6%

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Lowest UG gold cost producer in SA Sibanye is the most cost effective miner at its SA underground gold mines 1. Source for Annual Peers’ information at 31 December 2016: Nedbank 7 2. Source: Company reports for twelve months ended 31 December 2016 1,068 986 980 954 800 900 1,000 1,100 Harmony AngloGold Gold Fields Sibanye US$/ oz AISC US$/ oz (Gold operations) 2 3,235 2,249 2,094 1,941 1,500 2,000 2,500 3,000 3,500 Anglo Gold Gold Fields Harmony Sibanye R/t R/tonne operating costs (SA underground) 1

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Gold and PGM prices in rand and US dollars 8 Source: iNet as at 14 February 2017 Strong rand affecting industry margins in South Africa -10 -5 0 5 10 15 20 25 30 35 PGM (R/oz) PGM (US$/oz) Gold (US$/oz) Gold (R/oz)

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Gold Division Wayne Robinson 9

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Solid results for the Gold Division 10 Record operating profit - 60% higher to R10.2 billion (US$692 million) AlSC of R450,152/kg (US$954/oz) - margin doubled to 23% Gold production stable year on year at 47,034kg (1.5Moz) infrastructure maintenance at Driefontein during H2 2016 closure of Cooke 4 after August 2016 R/tonne costs well contained increasing 4% y-o-y lowest SA underground operating cost producer at R1,941/tonne Profitability boosted by rand gold price 300 000 340 000 380 000 420 000 460 000 500 000 0 500 1 000 1 500 2 000 2 500 3 000 Mar-14 June-14 Sep-14 Dec-14 Mar-15 Jun-15 Sep-15 Dec-15 Mar-16 Jun-16 Sep-16 Dec 16 R/kg Rm Gold Division operating profit and AISC Operating profit AISC

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Gold division production profile for 2016 11 Decline in average yield due to lower volumes from higher grade Beatrix 4 shaft 7% lower due to infrastructure issues and power outages during the year Improved throughput and yield driven by 16% higher MCF Closure of unprofitable Cooke 4 shaft after August 2016 47,775 47,034 1,142 64 1220 599 30,000 35,000 40,000 45,000 50,000 C2015 Beatrix Driefontein Kloof Cooke C2016 kg Annual gold production variance

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2017 Guidance – Gold Division * Estimates are converted at an exchange rate of R13.50/US$ 12 Gold production: 47,000kg - 48,000kg (1.51Moz -1.54Moz) Total cash costs (TCC): R385,000/kg - R395,000/kg (US$890/oz - US$910/oz) All-in sustaining costs (AISC): R470,000/kg - R480,000/kg (US$1,080/oz - US$1,105/oz)* Total capital expenditure for 2017: R4 billion (US$300 million)*

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Platinum Division Robert van Niekerk 13

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Established the Platinum Division 14 Took ownership of Aquarius on 12 April 2016 and the Rustenburg Operations on 1 November 2016 Positive production trend under Sibanye management Integration now progressed to building a cohesive Platinum Division Re-planned the Rustenburg Operations to achieve near term profitability through: development aligned to maintaining current production levels operational and cost efficiency improvements previously identified synergies Commenced with merger related S189 R400m worth of synergies by end 2017

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A strong start 15 Good operational results Kroondal, Platinum Mile and Mimosa delivered record H2 production Turnaround of Rustenburg Operations Platinum Division generated operating profit in 2016 of R376 million¹ (US$26 million) Chrome contribution to revenue above expectation Wage negotiations strike All sections contributing to operating profit ¹ Excludes R254million (US$17million) equity accounted operating profit from Mimosa 2 Estimated Rustenburg historic 4E production based on Anglo American public disclosure of refined Pt production at Rustenburg operations ,0 50,000 100,000 150,000 200,000 250,000 300,000 350,000 400,000 2012 - Q1 2012 - Q2 2012 - Q3 2012 - Q4 2013 - Q1 2013 - Q2 2013 - Q3 2013 - Q4 2014 - Q1 2014 - Q2 2014 - Q3 2014 - Q4 2015 - Q1 2015 - Q2 2015 - Q3 2015 - Q4 2016 - Q1 2016 - Q2 2016 - Q3 2016 - Q4 oz 4E Attributable 4E production (Calendar quarters) 2 Kroondal Mimosa Platinum Mile Rustenburg Wildcat strike

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2017 Guidance1 1. Estimates are converted at an exchange rate of R13.50/US$ 2. Platinum Group Metals of which 4E represents platinum, palladium, rhodium and gold 16 4E PGM2 production: 1.05Moz -1.10Moz – flat year on year Marketable (saleable) chrome production: ~400,000 tonnes Operating costs: R11 150/4Eoz to R11 450/4Eoz (US$825/4Eoz – US$850/4Eoz) 0 to 2% nominal terms reduction year on year Total capital expenditure: R900 million (US$67 million)

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Financial overview Charl Keyter 17

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Comparative performance 2016 2015 % Change Sibanye Group Operating profit (Rm) 10,532 6,337 66 Free cash flow (Rm)* 1,866 829 125 Normalised earnings (Rm) 3,657 1,220 200 Gold Division Gold price received (R/kg) 586,319 475,508 23 Operating profit (Rm) 10,155 6,337 60 Operating margin (%) 37 28 32 All-in sustaining cost (R/kg) 450,152 422,472 7 Platinum Division Average basket price (R/4Eoz) 12,209 Operating profit (Rm) 376 Operating margin (%) 10 Operating cost (R/4Eoz) 10,296 18 * Free cash flow – Cash flow from operating activities, pre-dividend after capital expenditure

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Income statement 19 Impairment The recoverable amount of the Cooke cash-generating unit (CGU) is lower than its carrying value and as a result the Cooke CGU is impaired by R556 million. Six months ended 31 December 2016 Rand million US$ million Net operating profit 3,042.2 217.9 Finance expenses (517.9) (36.5) Net other costs 201.7 9.8 Profit before non-recurring items 2,726.0 191.2 Gain on acquisition 2,428.0 165.4 Share-based payment on BEE transaction (240.3) (16.4) Impairment (562.0) (40.8) Other non-recurring items (149.9) (10.6) Profit before royalties and taxation 4,201.8 288.8 Gain on acquisition of the Rustenburg Operation, recognised as follows: Rand million Consideration (3,118.4) Fair value of net identifiable assets 5,546.4 Gain on acquisition 2,428.0 Share-based payment on BEE transaction An expense of R240 million was recognised as part of the Rustenburg Operations acquisition, which represents the BEE shareholders attributable value over the expected life of mine.

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Gearing and facilities Figures are in Rm unless otherwise stated1 31 December 2016 31 December 2015 Gross debt 7,222 1,995 Cash and cash equivalents 929 633 Net debt 6,293 1,362 Net debt:EBITDA 0.60:1 0.21:1 20 Long term internal target – Net Debt:EBITDA < 1 2. Exchange rate R13.69/US$ 1. Excludes Burnstone 900 3,423 420 Undrawn facilities (Rm) As at 31 December 2016 2 R6.0 billion RCF $350 million RCF Uncommitted facilities

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Strategic update Neal Froneman 21

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Our vision SUPERIOR VALUE CREATION FOR ALL OUR STAKEHOLDERS Through mining our multi-commodity resources in a safe and healthy environment Sibanye cares 22

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Value creation focus 23 Continue to drive operational excellence on existing asset base A proven operating model Robust cash flow Strong balance sheet Investing in organic growth in the Gold Division Sustainable growth through value accretive transactions – PGM sector a logical step Aquarius acquisition (2016) Rustenburg acquisition (2016) Proposed Stillwater acquisition (2017) Utilising operational excellence to drive cash flow in complementary Gold-PGM platform

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Sibanye’s strategic progress Value accretive growth sustaining industry leading dividend 24 Gold operations turned around Cooke & Wits Gold acquisitions- provide organic growth options Rustenburg & Aquarius acquisitions establish Sibanye as a leading PGM producer Proposed acquisition of Stillwater – potentially creating a globally competitive precious metals major Future mine to market PGM business in SA Further gold acquisitions

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The Stillwater Transaction Neal Froneman 25

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Strong transaction rationale Value accretive on a NAV basis and cash flow accretive as Blitz ramps up Positioning the Platinum Division further down the global cost curve, with potential for further cost reductions Improving access to lower-cost global financing Balancing the portfolio operationally and geographically with the addition of world class assets in an attractive mining jurisdiction Enhancing the investment case 26 Source: Company filings Note: Production profile, SWM and EB held at current production and company guidance on Blitz used to extrapolate to full production in 2022 Stillwater Mine East Boulder Mine Blitz Project 0. 200,000. 400,000. 600,000. 800,000. 1,000,000. 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2E oz Stillwater Mined Production (2E oz)

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World class assets in an attractive mining jurisdiction High grade (20g/t), palladium biased (78% palladium), long life (+25 years), low-cost (< $500/2E oz), mechanised operations Near term, organic and low-cost growth through the Blitz Project A mine-to-market PGM business Large PGM recycling business provides a steady margin and strategic insight into the market Positions Sibanye as a premier global gold and PGM mining company 27 Cross section across Stillwater operations

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Cost reduction drivers; No exchange rate benefits Increased mechanisation Further infrastructure development Improved safety and productivity Staffing reorganization Supplier negotiations Sibanye recognised the turnaround at Stillwater early-on 28 Stillwater All-in Sustaining Costs (“AISC”)1 and realised prices c.21% AISC improvement Mid-to-high $500’s/oz Positive AISC margin Source: Company filings Note: 1. Non-GAAP financial measure, please refer to appendix for definition; 2 Q4 AISC includes $15 per PGM mined ounce spend on productivity enhancement projects (after Blitz ramp-up) Track record of continuous operating efficiency in-line with Sibanye’s culture of cost management 2 500 550 600 650 700 750 800 850 900 950 1,000 Q3 2014 Q4 2014 Q1 2015 Q2 2015 Q3 2015 Q4 2015 Q1 2016 Q2 2016 Q3 2016 Q4 2016 Mid-term target US$/ oz AISC Realised basket price (Pt/Pd)

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Building a premier global gold and PGM mining company 2015A Palladium Production (moz) 2015A 4E Production1 (moz) Source: Company filings Notes: Platinum, palladium, rhodium and gold (together referred to as 3E+Au or 4E). Stillwater data on a 2E basis Exclusive of Rustenburg Mine Includes PGM by-products only Rustenburg + Aquarius + Stillwater. Rustenburg as publicly disclosed in December 2015; Aquarius Platinum as publicly disclosed in June 2015 and depleted based on actual production to reach December 2015 figures Pro forma for Rustenburg and Aquarius acquisitions Excludes Gold Division Prill split assumed to be same as 9m’16 for Stillwater’s current mining operations 2015A Gold Production (moz) Includes Blitz at full ramp-up by 2021/22 (270-330koz 2E)7 By-product only By-product only By-product only Sibanye PGM Division Ranking Sibanye Gold Division Ranking 5, 6 5 Positioned globally as a top 5 PGM producer and top 10 gold producer 29 0.3 0.4 1.1 1.2 1.7 2.2 3.3 3.6 2.0 RBPlats Northam Sibanye (pre-transaction) Lonmin Sibanye (Pro Forma) ? Impala Norilsk ³ Amplats ² 0.1 0.1 0.4 0.4 0.8 0.8 1.3 2.7 1.0 RBPlats Northam Lonmin Sibanye (pre-transaction) Impala Sibanye (Pro Forma) ? Amplats ² Norilsk ³ 6.1 5.0 4.0 3.5 2.6 2.4 2.1 1.8 1.7 1.5 Barrick Newmont AngloGold Gold Corp Kinross Newcrest Gold Fields Polyus Agnico-Eagle Sibanye

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Quality growth and sustainability Expected Gold and PGM LoM production plan (next 20 years) Source: Company guidance ounces Gold Fields plan Complementary gold and PGM production profiles 30 0 500,000 1,000,000 1,500,000 2,000,000 2,500,000 3,000,000 3,500,000 4,000,000 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 Sibanye, Gold Rustenburg + Aquarius, PGM Stillwater ex. Blitz, PGM Blitz first 5 years, PGM Blitz ramped up, PGM Gold Fields plan, Gold

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Rights offering supports capital structure flexibility Net Debt1 / Last twelve months EBITDA1 Source: Company filings, FactSet Note: Yamana, Goldcorp, Barrick, Newmont, Kinross, Agnico-Eagle, Acacia and Randgold LTM as of 30 September 2016. AngloGold, Newcrest, Gold Fields, Sibanye and Harmony LTM as of 30 June 2016 Non-GAAP financial measure, please refer to appendix for definition Pro forma 2016 net debt excludes Burnstone debt and cash as well as fees and expenses related to the Transaction. Sibanye EBITDA annualised for the year ended 30 June 2016 and Pro forma for full year Rustenburg contribution Excludes Burnstone debt and cash, as per mid year 2016 results presentation YTD average price based on January 1st to February 17th 2017, PF net debt as of year end 2016 excludes Burnstone debt and cash and pro forma for transaction. PF2017E EBITDA pro forma for full year transaction impact Funding plan focused on reaching long-term net leverage targets of <1.0x 31 2 2 3 PF Net Debt / 2017E EBITDA w/ $1.3bn RO at YTD 2017 Average Spot Price and FX4 PF Net Debt / 2017E EBITDA w/ $750m RO at YTD 2017 Average Spot Price and FX4 2.5x Sibanye Pro Forma w/o Rights Offering Yamana Goldcorp Sibanye Pro Forma with $750m Rights Offering AngloGold Newcrest Gold Fields Barrick Newmont Sibanye Long-Term Target Kinross Sibanye Agnico-Eagle Harmony Acacia Randgold ~2.9x 2.3x 2.1x ~2.0x 1.9x 1.6x 1.6x 1.5x 1.1x <1.0x 0.9x 0.6x 0.5x 0.3x NM NM Sibanye Pro Forma w/o Rights Offering Yamana Goldcorp Sibanye Pro Forma with $750m Rights Offering AngloGold Newcrest Gold Fields Barrick Newmont Sibanye Long-Term Target Kinross Sibanye Agnico-Eagle Harmony Acacia Randgold 1.8x Sibanye Pro Forma w/o Rights Offering Yamana Goldcorp Sibanye Pro Forma with $750m Rights Offering AngloGold Newcrest Gold Fields Barrick Newmont Sibanye Long-Term Target Kinross Sibanye Agnico-Eagle Harmony Acacia Randgold

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Conclusion Neal Froneman 32

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Conclusion Renewed focus on safety delivering noticeable results Industry leading dividend maintained Gold Division outlook stable Platinum Division performing strongly – integration on track Realisation of synergies to unlock significant value Stillwater transaction will transform Sibanye to a premier, global precious metal company 33 ¹ Platinum Group Metals of which 4E represents platinum, palladium, rhodium and gold

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Questions 34

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Appendix 35


Definitions The financial information in this presentation includes certain measures that are not defined by IFRS, including “total cash cost”, “All in sustaining cost” and “headline earnings”. These measures are not measures of financial performance or cash flows under IFRS and may not be comparable to similarly titled measures of other companies. These measures should not be considered by investors as alternatives to cost of sales, net operating profit, profit before taxation or any other measure of financial performance presented in accordance with IFRS “Total cash costs” is defined as cost of sales as recorded in the income statement, less amortization and depreciation and off site (i.e. central) general and administrative expenses (including head office costs) plus royalties and production taxes. “Total cash cost per kilogram” is defined as the average cost of producing a kilogram of gold, calculated by dividing the total cash costs in a period by the total gold sold over the same period. “All-in sustaining cost” is defined as the cost to sustain current operations. For a reconciliation of “operating costs” to “All in sustaining cost”, see “Gold Division – Unit cost benchmarking metrics” of our Operating and Financial Results for the six months and financial year ended 31 December 2016. “Headline earnings” is a way of dividing the IFRS reported profit between re-measurements that are more closely aligned to the operating/trading activities of the entity. For a reconciliation of “profit attributable to owners of Sibanye” to “headline earnings”, see “Condensed Consolidated Preliminary Financial Statements—Notes to the condensed consolidated preliminary financial statements—Note 6: Reconciliation of headline earnings with profit for the period” of our Operating and Financial Results for the six months and financial year ended 31 December 2016.

 


 

1 Creating sustainable value BMO conference 27 February 2017 Neal Froneman, CEO

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Disclaimer Additional Information and Where to Find It This presentation does not constitute the solicitation of any vote, proxy or approval. In connection with the proposed transaction, Sibanye Gold (“Sibanye”) intends to post to its shareholders a JSE Limited (“JSE”) Category 1 circular subject to the approval of the circular by the JSE and Stillwater Mining Company (“Stillwater”)has filed with the Securities and Exchange Commission (the “SEC”) relevant materials, including a proxy statement. The JSE Category 1 circular and other relevant documents will be sent or otherwise disseminated to Sibanye’s shareholders and will contain important information about the proposed transaction and related matters. SHAREHOLDERS OF SIBANYE ARE ADVISED TO READ THE JSE CATEGORY 1 CIRCULAR AND OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. The proxy statement and other relevant documents will be sent or otherwise disseminated to Stillwater’s shareholders and will contain important information about the proposed transaction and related matters. SHAREHOLDERS OF STILLWATER ARE ADVISED TO READ THE PROXY STATEMENT AND OTHER RELEVANT DOCUMENTS THAT HAVE BEEN FILED WITH THE SEC, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. When available, Sibanye shareholders may obtain free copies of the JSE Category 1 circular by going to Sibanye’s website at www.sibanyegold.co.za. The proxy statement and other relevant documents may also be obtained, free of charge, on the SEC's website (http://www.sec.gov). Stillwater shareholders may obtain free copies of the proxy statement from Stillwater by going to Stillwater’s website at www.stillwatermining.com. Participants in the Solicitation Sibanye, Stillwater and their respective directors and officers may be deemed participants in the solicitation of proxies of Sibanye’s and Stillwater’s respective shareholders in connection with the proposed transaction. Sibanye’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Sibanye in Sibanye’s Annual Report on Form 20-F, for the fiscal year ended December 31, 2015, which was filed with the SEC on March 21, 2016. Stillwater’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Stillwater in Stillwater’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015, which was filed with the SEC on February 22, 2016. Additional information regarding the interests of participants in the solicitation of proxies in connection with the proposed transaction is included in the proxy statement that Stillwater has filed with the SEC. No Offer or Solicitation This presentation is for informational purposes only and does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. Any securities referred to herein have not been, and will not be, registered under the U.S. Securities Act of 1933 and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements. Forward Looking Statements This presentation includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “target”, “will”, “forecast”, “expect”, “potential”, “intend”, “estimate”, “anticipate”, “can” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. In this presentation, for example, statements related to expected timings of the transactions (including completion), potential transaction benefits (including financial re-ratings), pricing expectations, levels of output, supply and demand, information related to the Blitz Project, and estimations or expectations of enterprise value, EBTIDA and net asset values, are forward-looking statements. The forward-looking statements set out in this presentation involve a number of known and unknown risks, uncertainties and other factors, many of which are difficult to predict and generally beyond the control of Sibanye and Stillwater, that could cause Sibanye’s or Stillwater’s actual results and outcomes to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. Such risks, uncertainties and other factors include, without limitation: Sibanye’s or Stillwater’s ability to complete the proposed transaction; the inability to complete the proposed transaction due failure to obtain approval of the shareholders of Sibanye or Stillwater or other conditions in the Merger Agreement; Sibanye’s ability to successfully integrate the acquired assets with its existing operations; Sibanye’s ability to achieve anticipated efficiencies and other cost savings in connection with the transaction; Sibanye’s ability to implement its strategy and any changes thereto; Sibanye’s future financial position, plans, strategies, objectives, capital expenditures, projected costs and anticipated cost savings and financing plans; changes in the market price of gold, platinum group metals (“PGMs”) and/or uranium. These forward-looking statements speak only as of the date of this presentation. Neither Sibanye nor Stillwater undertake any obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this presentation or to reflect the occurrence of unanticipated events. 2

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Corporate overview A FTSE/JSE Top 40 and global, leading precious metals company 3 Shares in issue Shares in ADR form 929 004 342 159 161 271 (ADR ratio 1:3 ordinary share) Market cap R27 billion (US$2.0 billion) Listings JSE Limited share code: SGL New York Stock Exchange ADR programme share code: SBGL Net Debt at 30 June 2016 R6.2 billion (US$460 million) ND:EBITDA = 0.6x R4.7 billion available facilities Major Sibanye shareholders * Gold One Limited 19.96% Public Investment Corporation 9.28% Van Eck Associates Corporation 5.99% Old Mutual 4.50% Black Rock Inc 3.75% Contact details Libanon Business Park 1 Hospital Road (off Cedar Avenue), Westonaria, 1779 South Africa Neal Froneman CEO Tel: +27 11 278 9600 e-mail: neal.froneman@sibanyegold.co.za James Wellsted Investor Relations Tel: +27 11 278 9656 e-mail: james.wellsted@sibanyegold.co.za * Source: J.P.Morgan Cazenove, January 2017 Share information as at 9 February 2017 * Source: J.P.Morgan Cazenove, January 2017 Shareholder geographic distribution* 20% 28% 36% 2% 5% 6% 4% China South Africa USA Luxembourg United Kingdom Europe excl UK Others

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Our vision SUPERIOR VALUE CREATION FOR ALL OUR STAKEHOLDERS Through mining our multi-commodity resources in a safe and healthy environment Sibanye cares 4

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Value creation focus 5 Drive operational excellence on existing asset base A proven operating model Robust cash flow Strong balance sheet Investing in organic growth in the Gold Division Sustainable growth through value accretive transactions – PGM sector a logical step Aquarius acquisition (2016) Rustenburg acquisition (2016) Proposed Stillwater acquisition (2017) Leveraging operational excellence to drive cash flow from Gold-PGM platform

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Focusing on operational excellence 6

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Gold Division operational track record 7 Turnaround effected and maintained 500 750 1000 1250 1500 1750 500 1,000 1,500 2,000 2,500 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 Production (koz) Gold Price ($/oz) AISC Annual g old production (koz) US$/ oz Gold Fields Sibanye

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Record 2016 Group operating profits US$717 million Group operating profit Gold Division operating profit 60% higher at US$692 million Platinum Division operating profit of US$26 million* Rustenburg Operations returned to profitability with a US$5 million operating profit for November and December 2016 Kroondal and Mimosa Operations maintain excellent operating performance 8 *Excludes R254million (US$17million) equity accounted operating profit from Mimosa

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Paying industry leading dividends Final dividend of 60 cps - total for 2016 of 145 cps, a 5.1% yield We have removed the dividend levy from our American Depository receipts (ADRs) trading on NYSE 9 Robust financial result Source: Factset and company filings. Share price data as of 20 February 2017 Note: 1. Normalised earnings are defined as: basic earnings excluding gains and losses on foreign exchange differences and financial instruments, non- recurring items and share of results of equity-accounted investees. 2. Analysis based on dividends declared in the last twelve months Current dividend yield (last twelve months dividends declared)2 5.1% 2.8% 2.6% 1.6% 1.1% 0.8% 0.8% 0.6% 0.6% 0.5% 0.4% 0.4% 0% 1% 2% 3% 4% 5% 6%

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Solid results for the Gold Division 10 Operating profit 60% higher at US$692 million AlSC of US$954/oz (R450,152/kg) - margin doubled to 23% Gold production stable year-on-year at 47,034kg (1.5Moz), despite closure of Cooke 4 business unit after August 2016 Lowest RSA underground operating cost at R1,941/tonne - well contained increasing 4% y-o-y Profitability boosted by rand gold price 300 000 340 000 380 000 420 000 460 000 500 000 0 500 1 000 1 500 2 000 2 500 3 000 Mar-14 June-14 Sep-14 Dec-14 Mar-15 Jun-15 Sep-15 Dec-15 Mar-16 Jun-16 Sep-16 Dec 16 R/kg Rm Gold Division operating profit and AISC Operating profit AISC

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Lowest UG gold cost producer in SA 11 Sibanye is the most cost effective major underground miner in SA 1. Source for Annual Peers’ information at 31 December 2016: Nedbank 2. Source: Company reports for twelve months ended 31 December 2016 1,068 986 980 954 800 900 1,000 1,100 Harmony AngloGold Gold Fields Sibanye US$/oz AISC US$/oz (Gold operations) 2 3,235 2,249 2,094 1,941 1,500 2,000 2,500 3,000 3,500 Anglo Gold Gold Fields Harmony Sibanye R/t R/tonne operating costs (SA underground) 1

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Value creation in the PGM sector 12

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Dynamic strategic delivery Value accretive growth sustaining industry leading dividend 13 Gold operations turned around Cooke & Wits Gold acquisitions- provide organic growth options Rustenburg & Aquarius acquisitions establish Sibanye as a leading PGM producer Proposed acquisition of Stillwater – potentially creating a globally competitive precious metals major Future mine to market PGM business in SA Further gold acquisitions

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Our PGM view is constructive We believe the PGM market fundamentals remain robust over the long term, particularly for palladium Primary supply under pressure due to industry-wide capex and production cuts already announced Secondary supply recovery is not anticipated as secondary supply driven primarily by scrap steel prices Demand remains robust as auto sales volumes continue to rise even in diesel markets Above ground stocks are expected to normalise by 2018 from current elevated levels Despite diesel and EV concerns, we remain fundamentally bullish Source: Johnson Matthey, WPIC, broker consensus estimates, company forecasts 14 0 200 400 600 800 1,000 1,200 -2,500 -2,000 -1,500 -1,000 -500 0 500 1,000 1,500 2,000 2,500 2007A 2012A 2017E 2022E Palladium: Net market balance (koz) vs Price Surplus / Deficit (koz) Ex-ETF market balance Pall Price (US $ / oz) (rhs) 0 200 400 600 800 1,000 1,200 1,400 1,600 1,800 2,000 -3,000 -2,500 -2,000 -1,500 -1,000 -500 0 500 1,000 1,500 2007A 2012A 2017E 2022E Platinum: Net market balance (koz) vs Price Surplus / (Deficit) Ex-ETF market balance Pt Price (US $ / oz) (rhs)

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Diesel’s downfall and EV’s are being overhyped Global decline in diesel penetration rate and growth in EVs and hybrids are factored into our demand models Diesel’s global market share to decline from 19% to 18% by 2020 European diesel to decline to a 30% penetration rate, versus 47% currently EV’s and hybrids to grow at a CAGR of 24% through to 2020 (c.7m units) Starting off a low base of 4m units in 2016 Global market share of c.7%, in 2020 up from c.4% currently Growth in the overall global car park offsets these headwinds Light vehicles of 108m units in 2020, up from 93m units in 2016 (CAGR of 4%), driven largely by developing economies 19m diesel vehicle units, up from 17m currently, despite a likely decline in global diesel penetration rates and continued thrifting Gasoline expected to maintain a >75% market share through to 2020, underpinning our fundamental preference for palladium Absolute growth in the global car park supports PGM demand 15

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Established the Platinum Division 16 Took ownership of Aquarius on 12 April 2016 and the Rustenburg Operations on 1 November 2016 Positive production trend under Sibanye management Integration now progressed to building a cohesive Platinum Division Re-planned the Rustenburg Operations to achieve near term profitability through development aligned to maintaining current production levels operational and cost efficiency improvements previously identified synergies Commenced with merger related redundancies R400m worth of synergies by end 2017

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A strong start 17 Good operational results Kroondal, Platinum Mile and Mimosa delivered record H2 production Turnaround of Rustenburg Operations Platinum Division generated operating profit in 2016 of R376 million¹ (US$26 million) Chrome contribution to revenue above expectation Wage negotiations strike All sections contributing to operating profit ¹ Excludes R254million (US$17million) equity accounted operating profit from Mimosa 2 Estimated Rustenburg historic 4E production based on Anglo American public disclosure of refined Pt production at Rustenburg operations ,0 50,000 100,000 150,000 200,000 250,000 300,000 350,000 400,000 2012 - Q1 2012 - Q2 2012 - Q3 2012 - Q4 2013 - Q1 2013 - Q2 2013 - Q3 2013 - Q4 2014 - Q1 2014 - Q2 2014 - Q3 2014 - Q4 2015 - Q1 2015 - Q2 2015 - Q3 2015 - Q4 2016 - Q1 2016 - Q2 2016 - Q3 2016 - Q4 oz 4E Attributable 4E production (Calendar quarters) 2 Kroondal Mimosa Platinum Mile Rustenburg Wildcat strike

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The Stillwater Transaction Creating a premier, global precious metal company 18

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Strong transaction rationale 19 Value accretive on a NAV basis and cash flow accretive as Blitz ramps up Positioning the Platinum Division further down the global cost curve, with potential for further cost reductions Improving access to lower-cost global financing Balancing the portfolio operationally and geographically with the addition of world class assets in an attractive mining jurisdiction Enhancing the investment case Source: Company filings Note: Production profile, SWM and EB held at current production and company guidance on Blitz used to extrapolate to full production in 2022 Stillwater Mine East Boulder Mine Blitz Project 0. 200,000. 400,000. 600,000. 800,000. 1,000,000. 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2E oz Stillwater Mined Production (2E oz)

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Stillwater assets high-grade and long-life 20 Source: Company filings. LoM as stated in company annual reports PGM Assets by Reserve Grade and LoM (based on published reserves) East Boulder Stillwater Mine Rustenburg Mimosa Blitz Kroondal Stillwater’s portfolio is long-life and significantly higher grade than other major players Other PGM Assets include: Amandelbult Section Bafokeng-Rasimone Bokoni Impala Marikana Modikwa Mogalakwena Pilanesberg Two Rivers Union Section Zimplats Zondereinde Blitz mine life expected to extend to 35+ years as further drilling expands current reserves Sibanye PGM mines Stillwater PGM mines 0 10 20 30 40 50 60 0 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 LoM years (as defined by reserves) Grade g/t 4E

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Moving Sibanye Platinum down the cost curve 21 Source: Nedbank Research, Company filings; Note: Rustenburg operations has been split into Surface, Mechanised and Conventional Global 4E PGM Cash cost + Capex curve (CY16E - At spot) Pro-forma Moves Sibanye down the PGM cost curve Further benefits from realisation of synergies between Rustenburg and Kroondal Stillwater’s low-cost position expected to drive through-the-cycle cash flows

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Building a premier global precious metals company 22 2015A Palladium Production (moz) 2015A 4E Production1 (moz) Source: Company filings Notes: Platinum, palladium, rhodium and gold (together referred to as 3E+Au or 4E). Stillwater data on a 2E basis Exclusive of Rustenburg Mine Includes PGM by-products only Rustenburg + Aquarius + Stillwater. Rustenburg as publicly disclosed in December 2015; Aquarius Platinum as publicly disclosed in June 2015 and depleted based on actual production to reach December 2015 figures Pro forma for Rustenburg and Aquarius acquisitions Excludes Gold Division Prill split assumed to be same as 9m’16 for Stillwater’s current mining operations 2015A Gold Production (moz) Includes Blitz at full ramp-up by 2021/22 (270-330koz 2E)7 By-product only By-product only By-product only Sibanye PGM Division Ranking Sibanye Gold Division Ranking 5, 6 5 Positioned globally as a top 5 PGM producer and top 10 gold producer 0.3 0.4 1.1 1.2 1.7 2.2 3.3 3.6 2.0 RBPlats Northam Sibanye (pre-transaction) Lonmin Sibanye (Pro Forma) ? Impala Norilsk ³ Amplats ² 0.1 0.1 0.4 0.4 0.8 0.8 1.3 2.7 1.0 RBPlats Northam Lonmin Sibanye (pre-transaction) Impala Sibanye (Pro Forma) ? Amplats ² Norilsk ³ 6.1 5.0 4.0 3.5 2.6 2.4 2.1 1.8 1.7 1.5 Barrick Newmont AngloGold Gold Corp Kinross Newcrest Gold Fields Polyus Agnico-Eagle Sibanye

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Our quality profile secures growth and sustainability 23 Expected Gold and PGM LoM production plan (next 20 years) Source: Company guidance ounces Gold Fields plan Complementary gold and PGM production profiles 0 500,000 1,000,000 1,500,000 2,000,000 2,500,000 3,000,000 3,500,000 4,000,000 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 Sibanye, Gold Rustenburg + Aquarius, PGM Stillwater ex. Blitz, PGM Blitz first 5 years, PGM Blitz ramped up, PGM Gold Fields plan, Gold

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Rights offering supports capital structure flexibility Net Debt1 / Last twelve months EBITDA1 24 Source: Company filings, FactSet Note: Yamana, Goldcorp, Barrick, Newmont, Kinross, Agnico-Eagle, Acacia and Randgold LTM as of 30 September 2016. AngloGold, Newcrest, Gold Fields, Sibanye and Harmony LTM as of 30 June 2016 Non-GAAP financial measure, please refer to appendix for definition Pro forma 2016 net debt excludes Burnstone debt and cash as well as fees and expenses related to the Transaction. Sibanye EBITDA annualised for the year ended 30 June 2016 and Pro forma for full year Rustenburg contribution Excludes Burnstone debt and cash, as per mid year 2016 results presentation YTD average price based on January 1st to February 17th 2017, PF net debt as of year end 2016 excludes Burnstone debt and cash and pro forma for transaction. PF2017E EBITDA pro forma for full year transaction impact Funding plan focused on reaching long-term net leverage targets of <1.0x 2 2 3 PF Net Debt / 2017E EBITDA w/ $1.3bn RO at YTD 2017 Average Spot Price and FX4 PF Net Debt / 2017E EBITDA w/ $750m RO at YTD 2017 Average Spot Price and FX4 2.5x Sibanye Pro Forma w/o Rights Offering Yamana Goldcorp Sibanye Pro Forma with $750m Rights Offering AngloGold Newcrest Gold Fields Barrick Newmont Sibanye Long-Term Target Kinross Sibanye Agnico-Eagle Harmony Acacia Randgold ~2.9x 2.3x 2.1x ~2.0x 1.9x 1.6x 1.6x 1.5x 1.1x <1.0x 0.9x 0.6x 0.5x 0.3x NM NM Sibanye Pro Forma w/o Rights Offering Yamana Goldcorp Sibanye Pro Forma with $750m Rights Offering AngloGold Newcrest Gold Fields Barrick Newmont Sibanye Long-Term Target Kinross Sibanye Agnico-Eagle Harmony Acacia Randgold 1.8x Sibanye Pro Forma w/o Rights Offering Yamana Goldcorp Sibanye Pro Forma with $750m Rights Offering AngloGold Newcrest Gold Fields Barrick Newmont Sibanye Long-Term Target Kinross Sibanye Agnico-Eagle Harmony Acacia Randgold

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Peer multiples 25

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Peer group benchmarking 26 Significant rerating potential - 2 4 6 8 10 12 14 16 US$/oz EV/EBITDA (2016) - 10 20 30 40 50 60 70 80 x F2016 PE - 100 200 300 400 500 600 US$/oz EV/Reserve oz - 0.20 0.40 0.60 0.80 1.00 1.20 1.40 1.60 1.80 x P/NPV

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Conclusion 27

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Conclusion Delivering significant value through operational excellence and value accretive growth Stable, cash generative Gold Division resulting in industry leading dividend yield Integration of Platinum assets to unlock significant value due to realisation of synergies Stillwater transaction transformative, creating a premier, globally competitive precious metal company Potential capital market rerating to bring Sibanye in line with peers 28

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Questions 29

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Appendix 30

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Definitions The financial information in this presentation includes certain measures that are not defined by IFRS, including “earnings before interest, tax, depreciation and amortisation” (EBITDA)” and “net debt”. These measures are not measures of financial performance or cash flows under IFRS and may not be comparable to similarly titled measures of other companies. These measures should not be considered by investors as alternatives to cost of sales, net operating profit, profit before taxation or any other measure of financial performance presented in accordance with IFRS. “EBITDA” is defined as net operating profit before depreciation and amortisation. “Net debt” represents borrowings and bank overdraft less cash and cash equivalents. Borrowings are only those borrowings that have recourse to Sibanye and therefore exclude the Burnstone Debt. Borrowings also exclude related-party loans. Net debt excludes Burnstone cash and cash equivalents. 31

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1 Creating sustainable value European Gold Forum 5 April 2017 Charl Keyter, CFO

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Disclaimer Additional Information and Where to Find It This presentation does not constitute the solicitation of any vote, proxy or approval. In connection with the proposed transaction, Sibanye Gold (“Sibanye”) has posted to its shareholders a JSE Limited (“JSE”) Category 1 circular and Stillwater Mining Company (“Stillwater”) has filed with the Securities and Exchange Commission (the “SEC”) relevant materials, including a proxy statement. The JSE Category 1 circular and other relevant documents have been sent or otherwise disseminated to Sibanye’s shareholders and contain important information about the proposed transaction and related matters. SHAREHOLDERS OF SIBANYE ARE ADVISED TO READ THE JSE CATEGORY 1 CIRCULAR AND OTHER RELEVANT DOCUMENTS BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. The proxy statement and other relevant documents have been sent or otherwise disseminated to Stillwater’s shareholders and contain important information about the proposed transaction and related matters. SHAREHOLDERS OF STILLWATER ARE ADVISED TO READ THE PROXY STATEMENT AND OTHER RELEVANT DOCUMENTS THAT HAVE BEEN FILED WITH THE SEC, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Sibanye shareholders may obtain free copies of the JSE Category 1 circular by going to Sibanye’s website at www.sibanyegold.co.za. The proxy statement and other relevant documents may also be obtained, free of charge, on the SEC's website (http://www.sec.gov). Stillwater shareholders may obtain free copies of the proxy statement from Stillwater by going to Stillwater’s website at www.stillwatermining.com. Participants in the Solicitation Sibanye, Stillwater and their respective directors and officers may be deemed participants in the solicitation of proxies of Sibanye’s and Stillwater’s respective shareholders in connection with the proposed transaction. Sibanye’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Sibanye in Sibanye’s Annual Report on Form 20-F, for the fiscal year ended December 31, 2015, which was filed with the SEC on March 21, 2016. Stillwater’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Stillwater in Stillwater’s Annual Report on Form 10-K, for the fiscal year ended December 31, 2016, which was filed with the SEC on February 16, 2017. Additional information regarding the interests of participants in the solicitation of proxies in connection with the proposed transaction is included in the proxy statement that Stillwater has filed with the SEC. No Offer or Solicitation This presentation is for informational purposes only and does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. Any securities referred to herein have not been, and will not be, registered under the U.S. Securities Act of 1933 and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements. Forward Looking Statements This presentation includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “target”, “will”, “forecast”, “expect”, “potential”, “intend”, “estimate”, “anticipate”, “can” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. In this presentation, for example, statements related to expected timings of the transactions (including completion), potential transaction benefits (including financial re-ratings), pricing expectations, levels of output, supply and demand, information related to the Blitz Project, and estimations or expectations of enterprise value, EBTIDA and net asset values, are forward-looking statements. The forward-looking statements set out in this presentation involve a number of known and unknown risks, uncertainties and other factors, many of which are difficult to predict and generally beyond the control of Sibanye and Stillwater, that could cause Sibanye’s or Stillwater’s actual results and outcomes to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. Such risks, uncertainties and other factors include, without limitation: Sibanye’s or Stillwater’s ability to complete the proposed transaction; the inability to complete the proposed transaction due failure to obtain approval of the shareholders of Sibanye or Stillwater or other conditions in the Merger Agreement; Sibanye’s ability to successfully integrate the acquired assets with its existing operations; Sibanye’s ability to achieve anticipated efficiencies and other cost savings in connection with the transaction; Sibanye’s ability to implement its strategy and any changes thereto; Sibanye’s future financial position, plans, strategies, objectives, capital expenditures, projected costs and anticipated cost savings and financing plans; changes in the market price of gold, platinum group metals (“PGMs”) and/or uranium. These forward-looking statements speak only as of the date of this presentation. Neither Sibanye nor Stillwater undertake any obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this presentation or to reflect the occurrence of unanticipated events. 2

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Corporate overview A FTSE/JSE Top 40 and global, leading precious metals company 3 Shares in issue Shares in ADR form 929 004 342 204 569 488 (ADR ratio 1:4 ordinary share) Market cap R27 billion (US$2.0 billion) Listings JSE Limited share code: SGL New York Stock Exchange ADR programme share code: SBGL Net Debt at 31 December 2016 R6.29 billion (US$460 million) ND:EBITDA = 0.6x R4.5 billion available facilities Major Sibanye shareholders * Gold One Limited 19.96% Public Investment Corporation 8.66% Van Eck Associates Corporation 5.94% Black Rock Inc 3.83% Old Mutual 3.74% Contact details Libanon Business Park 1 Hospital Road (off Cedar Avenue), Westonaria, 1779 South Africa Neal Froneman CEO Tel: +27 11 278 9600 e-mail: neal.froneman@sibanyegold.co.za James Wellsted Investor Relations Tel: +27 11 278 9656 e-mail: james.wellsted@sibanyegold.co.za * Source: J.P.Morgan Cazenove, February 2017 Share information as at end February 2017 * Source: J.P.Morgan Cazenove, February 2017 Shareholder geographic distribution* 20% 26% 34% 2% 8% 6% 3% China South Africa USA Luxembourg United Kingdom Europe excl UK Others

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Our vision SUPERIOR VALUE CREATION FOR ALL OUR STAKEHOLDERS Through mining our multi-commodity resources in a safe and healthy environment Sibanye cares 4

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Value creation focus 5 Drive operational excellence on existing asset base A proven operating model Robust cash flow Strong balance sheet Investing in organic growth in the Gold Division Sustainable growth through value accretive transactions – PGM sector a logical step Aquarius acquisition (2016) Rustenburg acquisition (2016) Proposed Stillwater acquisition (2017) Leveraging operational excellence to drive cash flow from Gold-PGM platform

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Focusing on operational excellence 6

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Gold Division operational track record 7 Turnaround effected and maintained 500 750 1000 1250 1500 1750 500 1,000 1,500 2,000 2,500 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 Production (koz) Gold Price ($/oz) AISC Annual g old production (koz) US$/ oz Gold Fields Sibanye

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Record 2016 Group operating profits US$717 million Group operating profit Gold Division operating profit 60% higher at US$692 million Platinum Division operating profit of US$26 million* Rustenburg Operations returned to profitability with a US$5 million operating profit for November and December 2016 Kroondal and Mimosa Operations maintain excellent operating performance 8 *Excludes R254million (US$17million) equity accounted operating profit from Mimosa

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Paying industry leading dividends Final dividend of 60 cps - total for 2016 of 145 cps, a 5.1% yield We have removed the dividend levy from our American Depository receipts (ADRs) trading on NYSE 9 Robust financial result Source: Factset and company filings. Share price data as of 20 February 2017 Note: 1. Normalised earnings are defined as: basic earnings excluding gains and losses on foreign exchange differences and financial instruments, non- recurring items and share of results of equity-accounted investees. 2. Analysis based on dividends declared in the last twelve months Current dividend yield (last twelve months dividends declared)2 5.1% 2.8% 2.6% 1.6% 1.1% 0.8% 0.8% 0.6% 0.6% 0.5% 0.4% 0.4% 0% 1% 2% 3% 4% 5% 6%

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Solid results for the Gold Division 10 Operating profit 60% higher at US$692 million AlSC of US$954/oz (R450,152/kg) - margin doubled to 23% Gold production stable year-on-year at 47,034kg (1.5Moz), despite closure of Cooke 4 business unit after August 2016 Lowest RSA underground operating cost at R1,941/tonne - well contained increasing 4% y-o-y Profitability boosted by rand gold price 300 000 340 000 380 000 420 000 460 000 500 000 0 500 1 000 1 500 2 000 2 500 3 000 Mar-14 June-14 Sep-14 Dec-14 Mar-15 Jun-15 Sep-15 Dec-15 Mar-16 Jun-16 Sep-16 Dec 16 R/kg Rm Gold Division operating profit and AISC Operating profit AISC

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Lowest UG gold cost producer in SA 11 Sibanye is the most cost effective major underground miner in SA 1. Source for Annual Peers’ information at 31 December 2016: Nedbank 2. Source: Company reports for twelve months ended 31 December 2016 1,068 986 980 954 800 900 1,000 1,100 Harmony AngloGold Gold Fields Sibanye US$/oz AISC US$/oz (Gold operations) 2 3,235 2,249 2,094 1,941 1,500 2,000 2,500 3,000 3,500 Anglo Gold Gold Fields Harmony Sibanye R/t R/tonne operating costs (SA underground) 1

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Value creation in the PGM sector 12

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Dynamic strategic delivery Value accretive growth sustaining industry leading dividend 13 Gold operations turned around Cooke & Wits Gold acquisitions- provide organic growth options Rustenburg & Aquarius acquisitions establish Sibanye as a leading PGM producer Proposed acquisition of Stillwater – potentially creating a globally competitive precious metals major Future mine to market PGM business in SA Further gold acquisitions

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Established the Platinum Division 14 Took ownership of Aquarius on 12 April 2016 and the Rustenburg Operations on 1 November 2016 Positive production trend under Sibanye management Integration now progressed to building a cohesive Platinum Division Re-planned the Rustenburg Operations to achieve near term profitability through development aligned to maintaining current production levels operational and cost efficiency improvements previously identified synergies Commenced with merger related redundancies R400m worth of synergies by end 2017

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A strong start 15 Good operational results Kroondal, Platinum Mile and Mimosa delivered record H2 production Turnaround of Rustenburg Operations Platinum Division generated operating profit in 2016 of R376 million¹ (US$26 million) Chrome contribution to revenue above expectation Wage negotiations strike All sections contributing to operating profit ¹ Excludes R254million (US$17million) equity accounted operating profit from Mimosa 2 Estimated Rustenburg historic 4E production based on Anglo American public disclosure of refined Pt production at Rustenburg operations ,0 50,000 100,000 150,000 200,000 250,000 300,000 350,000 400,000 2012 - Q1 2012 - Q2 2012 - Q3 2012 - Q4 2013 - Q1 2013 - Q2 2013 - Q3 2013 - Q4 2014 - Q1 2014 - Q2 2014 - Q3 2014 - Q4 2015 - Q1 2015 - Q2 2015 - Q3 2015 - Q4 2016 - Q1 2016 - Q2 2016 - Q3 2016 - Q4 oz 4E Attributable 4E production (Calendar quarters) 2 Kroondal Mimosa Platinum Mile Rustenburg Wildcat strike

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The Stillwater Transaction Creating a premier, global precious metal company 16

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Strong transaction rationale 17 Value accretive on a NAV basis and cash flow accretive as Blitz ramps up Positioning the Platinum Division further down the global cost curve, with potential for further cost reductions Improving access to lower-cost global financing Balancing the portfolio operationally and geographically with the addition of world class assets in an attractive mining jurisdiction Enhancing the investment case Source: Company filings Note: Production profile, SWM and EB held at current production and company guidance on Blitz used to extrapolate to full production in 2022 Stillwater Mine East Boulder Mine Blitz Project 0. 200,000. 400,000. 600,000. 800,000. 1,000,000. 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2E oz Stillwater Mined Production (2E oz)

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Stillwater assets high-grade and long-life 18 Source: Company filings. LoM as stated in company annual reports PGM Assets by Reserve Grade and LoM (based on published reserves) East Boulder Stillwater Mine Rustenburg Mimosa Blitz Kroondal Stillwater’s portfolio is long-life and significantly higher grade than other major players Other PGM Assets include: Amandelbult Section Bafokeng-Rasimone Bokoni Impala Marikana Modikwa Mogalakwena Pilanesberg Two Rivers Union Section Zimplats Zondereinde Blitz mine life expected to extend to 35+ years as further drilling expands current reserves Sibanye PGM mines Stillwater PGM mines 0 10 20 30 40 50 60 0 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 LoM years (as defined by reserves) Grade g/t 4E

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Moving Sibanye Platinum down the cost curve 19 Source: Nedbank Research, Company filings; Note: Rustenburg operations has been split into Surface, Mechanised and Conventional Global 4E PGM Cash cost + Capex curve (CY16E - At spot) Pro-forma Moves Sibanye down the PGM cost curve Further benefits from realisation of synergies between Rustenburg and Kroondal Stillwater’s low-cost position expected to drive through-the-cycle cash flows

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Building a premier global mining company 20 2016A Palladium Production (moz) 2016A 4E Production1 (moz) Source: Company filings Notes: Platinum, palladium, rhodium and gold (together referred to as 3E+Au or 4E). Stillwater data on a 2E basis Exclusive of Rustenburg Mine Includes PGM by-products only Rustenburg + Aquarius + Stillwater. Rustenburg, Kroondal, Platinum Mile and Mimosa as of FY16, per public disclosure Pro forma for Rustenburg and Aquarius acquisitions Excludes Gold Division 2016A Gold Production (moz) Includes Blitz at full ramp-up by 2021/22 (270-330koz 2E)7 By-product only By-product only By-product only Sibanye PGM Division Ranking Sibanye Gold Division Ranking 5, 6 5 Positioned globally as a top 5 PGM producer and top 10 gold producer 0.3 0.5 1.1 1.2 1.6 2.5 3.3 3.6 2.0 RBPlats Northam Sibanye (pre-transaction) Lonmin Sibanye (Pro Forma) ? Impala Norilsk ³ Amplats ² 0.1 0.1 0.3 0.3 0.9 0.8 1.3 2.6 1.0 RBPlats Northam Lonmin Sibanye (pre-transaction) Impala Sibanye (Pro Forma) ? Amplats ² Norilsk ³ 5.5 5.2 3.6 2.9 2.8 2.4 2.1 2.0 1.7 1.5 Barrick Newmont AngloGold Gold Corp Kinross Newcrest Gold Fields Polyus Agnico-Eagle Sibanye

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Our quality profile secures growth and sustainability 21 Expected Gold and PGM LoM production plan (next 20 years) Source: Company guidance ounces Gold Fields plan Complementary gold and PGM production profiles 0 500,000 1,000,000 1,500,000 2,000,000 2,500,000 3,000,000 3,500,000 4,000,000 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 Sibanye, Gold Rustenburg + Aquarius, PGM Stillwater ex. Blitz, PGM Blitz first 5 years, PGM Blitz ramped up, PGM Gold Fields plan, Gold

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Rights offering supports capital structure flexibility Net Debt1 / Last twelve months EBITDA1 22 Source: Company filings, FactSet Note: Yamana, Goldcorp, Barrick, Newmont, Kinross, Agnico-Eagle, Acacia and Randgold LTM as of 30 September 2016. AngloGold, Newcrest, Gold Fields, Sibanye and Harmony LTM as of 30 June 2016 Non-GAAP financial measure, please refer to appendix for definition Pro forma 2016 net debt excludes Burnstone debt and cash as well as fees and expenses related to the Transaction. Sibanye EBITDA annualised for the year ended 30 June 2016 and Pro forma for full year Rustenburg contribution Excludes Burnstone debt and cash, as per mid year 2016 results presentation YTD average price based on January 1st to February 17th 2017, PF net debt as of year end 2016 excludes Burnstone debt and cash and pro forma for transaction. PF2017E EBITDA pro forma for full year transaction impact Funding plan focused on reaching long-term net leverage targets of <1.0x 2 2 3 PF Net Debt / 2017E EBITDA w/ $1.3bn RO at YTD 2017 Average Spot Price and FX4 PF Net Debt / 2017E EBITDA w/ $750m RO at YTD 2017 Average Spot Price and FX4 2.5x Sibanye Pro Forma w/o Rights Offering Yamana Goldcorp Sibanye Pro Forma with $750m Rights Offering AngloGold Newcrest Gold Fields Barrick Newmont Sibanye Long-Term Target Kinross Sibanye Agnico-Eagle Harmony Acacia Randgold ~2.9x 2.3x 2.1x ~2.0x 1.9x 1.6x 1.6x 1.5x 1.1x <1.0x 0.9x 0.6x 0.5x 0.3x NM NM Sibanye Pro Forma w/o Rights Offering Yamana Goldcorp Sibanye Pro Forma with $750m Rights Offering AngloGold Newcrest Gold Fields Barrick Newmont Sibanye Long-Term Target Kinross Sibanye Agnico-Eagle Harmony Acacia Randgold 1.8x Sibanye Pro Forma w/o Rights Offering Yamana Goldcorp Sibanye Pro Forma with $750m Rights Offering AngloGold Newcrest Gold Fields Barrick Newmont Sibanye Long-Term Target Kinross Sibanye Agnico-Eagle Harmony Acacia Randgold

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Peer multiples 23

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Peer group benchmarking 24 Significant rerating potential - 2 4 6 8 10 12 14 16 US$/oz EV/EBITDA (2016) - 10 20 30 40 50 60 70 80 x F2016 PE - 100 200 300 400 500 600 US$/oz EV/Reserve oz - 0.20 0.40 0.60 0.80 1.00 1.20 1.40 1.60 1.80 x P/NPV

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Conclusion 25

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Conclusion Delivering significant value through operational excellence and value accretive growth Stable, cash generative Gold Division resulting in industry leading dividend yield Integration of Platinum assets to unlock significant value due to realisation of synergies Stillwater transaction transformative, creating a premier, globally competitive precious metal company Potential capital market rerating to bring Sibanye in line with peers 26

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Questions 27

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Definitions The financial information in this presentation includes certain measures that are not defined by IFRS, including “earnings before interest, tax, depreciation and amortisation” (EBITDA)” and “net debt”. These measures are not measures of financial performance or cash flows under IFRS and may not be comparable to similarly titled measures of other companies. These measures should not be considered by investors as alternatives to cost of sales, net operating profit, profit before taxation or any other measure of financial performance presented in accordance with IFRS. “EBITDA” is defined as net operating profit before depreciation and amortisation. “Net debt” represents borrowings and bank overdraft less cash and cash equivalents. Borrowings are only those borrowings that have recourse to Sibanye and therefore exclude the Burnstone Debt. Borrowings also exclude related-party loans. Net debt excludes Burnstone cash and cash equivalents.

 


 

Creating a premier, global precious metal miner IR Meeting presentation May 2017

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Disclaimer Forward looking Statements This presentation includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “target”, “will”, “forecast”, “expect”, “potential”, “intend”, “estimate”, “anticipate”, “can” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. In this presentation, for example, statements related to potential transaction benefits (including financial re-ratings), pricing expectations, levels of output, supply and demand, information related to the Blitz Project, and estimations or expectations of enterprise value, EBTIDA and net asset values, are forward-looking statements. The forward-looking statements set out in this presentation involve a number of known and unknown risks, uncertainties and other factors, many of which are difficult to predict and generally beyond the control of Sibanye, that could cause Sibanye’s actual results and outcomes to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. Such risks, uncertainties and other factors include, without limitation: Sibanye’s ability to successfully integrate the acquired assets with its existing operations; Sibanye’s ability to achieve anticipated efficiencies and other cost savings in connection with the transaction; Sibanye’s ability to implement its strategy and any changes thereto; Sibanye’s future financial position, plans, strategies, objectives, capital expenditures, projected costs and anticipated cost savings and financing plans; changes in the market price of gold, platinum group metals (“PGMs”) and/or uranium. These forward-looking statements speak only as of the date of this presentation. Sibanye undertakes no obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this presentation or to reflect the occurrence of unanticipated events. Prospectus; No Offer or Solicitation Sibanye has filed a registration statement (including a prospectus) and may file a prospectus supplement with the US Securities and Exchange Commission (“SEC”) for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement, the prospectus supplement and other documents Sibanye will file and has filed with the SEC for more complete information about Sibanye and this offering. You may get these documents, when available, for free by visiting EDGAR on the SEC web site at www.sec.gov or by visiting Sibanye’s website at www.sibanyegold.co.za. Alternatively, Sibanye, any underwriter or any dealer participating in the offering will arrange to send you the registration statement, prospectus and prospectus supplement, when available, if you request it by calling toll-free (800) 322-2885 or by e-mailing rightsoffer@mackenziepartners.com. This presentation is for informational purposes only and does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. Any securities referred to herein that are being offered outside of the United States have not been, and will not be, registered under the U.S. Securities Act of 1933 and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements.

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More about Sibanye

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1 As at 8 May 2017 2 Platinum Group Metals of which 4E represent platinum, palladium, rhodium and gold 3 Note: Financial figures, Reserves exclude Stillwater, which was acquired on 4 May 2017. Refer See the “Annual Financial Report – Overview – Five Year financial performance” in the Company’s 2016 Form 20-F Corporate overview Shares in issue Shares in ADR form 930 056 784 205 939 672 (ADR ratio 1:4 ordinary share) Market cap¹ R23.8 billion (US$1.76 billion) Listings JSE Limited share ticker: SGL NYSE ADR programme share ticker: SBGL Net Debt3 at 31 December 2016 R6.29 billion (US$460 million) Net debt :EBITDA = 0.6x R4.5 billion available facilities Reserves3 Declared at 31 December 2016 Gold Reserves of 28.7moz 4E PGM2 Reserves of 23.19moz Uranium Reserves of 113.23mlb Contact details Head office: Libanon Business Park 1 Hospital Road (off Cedar Avenue), Westonaria, 1779, South Africa James Wellsted SVP: Investor Relations Tel: +27 11 278 9656 james.wellsted@sibanyegold.co.za Major Sibanye shareholders * Gold One Limited 19.96% Public Investment Corporation 8.71% Van Eck Associates Corporation 5.94% Black Rock Inc 3.67% Schroders 2.84% A FTSE/JSE Top 40 and global, leading precious metals company

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Our vision Sibanye cares SUPERIOR VALUE CREATION FOR ALL OUR STAKEHOLDERS Through mining our multi-commodity resources in a safe and healthy environment

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Drive operational excellence on existing asset base A proven operating model Robust cash flow Strong balance sheet Investing in organic growth in the Gold Division Sustainable growth through value accretive transactions – PGM sector a logical step Aquarius acquisition (May 2016) Rustenburg acquisition (November 2016) Stillwater acquisition (May 2017) Value creation focus Leveraging operational excellence to drive cash flow

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Driving operational improvement and sustainability

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Gold division operational track record Turnaround effected and maintained Gold Fields Sibanye Gold Fields Sibanye Production Gold price AISC

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Source: Factset and company filings. Share price data as of 08 May 2017 Note: 1. Analysis based on dividends declared in the last twelve months Total dividend of 145 cps for 2016, a 5.5% yield Average annual dividend yield of over 5% since 2013 Dividend levy from our American Depository receipts (ADRs) trading on NYSE removed Paying industry leading dividends Robust financial result

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Source: 1. Annual Peers’ information at 31 December 2016: Nedbank. See “Overview–Management’s discussion and analysis of the financial statements–2016 financial performance compared with 2015 and 2014–Cost of sales–Operating costs” in the Sibanye 2016 20-F 2. Company reports for twelve months ended 31 December 2016. See “Overview–Management’s discussion and analysis of the financial statements–2016 financial performance compared with 2015 and 2014–Cost of sales–Operating costs-All-In-Costs” in the Sibanye 2016 20-F Lowest cost gold producer in SA Sibanye is the most cost effective major underground miner in SA

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Value creation in the PGM sector

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Dynamic strategic delivery Value accretive growth sustaining industry leading dividend Gold operations turned around Cooke & Wits Gold acquisitions- provide organic growth options Rustenburg & Aquarius acquisitions establish Sibanye as a leading PGM producer Acquisition of Stillwater – potentially creating a globally competitive precious metals major Future mine to market PGM business in SA Further gold acquisitions

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Precious metals strategy Many operational similarities with gold mining Long-term PGM supply and demand fundamentals remain robust Low PGM prices and escalating costs (labour, utilities) have put balance sheets under strain Opportunity to leverage Sibanye’s successful operating model and hard rock, tabular, labour intensive mining competency to realise further value Innovative approach to structuring transactions and projects The SA PGM sector offers a number of consolidation opportunities 13 Platinum a logical first step

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Sources include: WPIC, broker consensus estimates, company forecasts Despite a consensus conservative outlook, we believe the PGM market fundamentals remain robust over the long term, particularly for palladium Industry-wide capex and production cuts already announced – SA supply likely to revert from 2020E onwards SA supply unlikely to return to pre-crisis levels – peaked at 5.3moz in 2007 Limited primary supply growth anticipated globally Historically significant secondary supply growth being eroded by prevailing commodity prices, particularly steel – a material near term secondary supply recovery is not anticipated Auto sales volumes continue to rise even in diesel markets Deficit drawdowns should see a return to sustainable basket prices over the medium term Despite a weaker near term platinum outlook, above ground stocks are still expected to normalize by 2018 from current elevated levels We remain fundamentally bullish, with palladium set for material deficits and platinum following suite post 2020E Our PGM view is constructive Despite diesel and EV concerns, we remain fundamentally bullish

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Absolute growth in the global car park supports PGM demand We believe that platinum’s fundamentals remain positive Global decline in diesel penetration rate and growth in EVs and hybrids factored in Diesel’s global market share to decline to 18% by 2020, from 19% European diesel to decline to a 30% penetration rate, versus 47% currently EV’s and hybrids to grow at a CAGR of 24% through to 2020 (c.7m units) Starting off a low base of 4m units in 2016 Global market share of c.7%, up from c.4% currently Growth in the overall global car park offsets these headwinds Light vehicles of 108m units in 2020, up from 93m units in 2016 (CAGR of 4%), driven largely by developing economies 19m diesel vehicle units, up from 17m currently, despite a likely decline in global diesel penetration rates and continued thrifting Gasoline expected to maintain a >75% market share through to 2020, underpinning our fundamental preference for palladium Diesel’s downfall and EV’s are being overhyped

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Our autos outlook in four key graphs We have factored in a move away from diesel in our outlook and remain positive

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Planning and ore body extraction optimised by breaking down farm boundaries Improved capacity utilisation and rationalisation of infrastructure Remove duplicated/unnecessary overhead structures and costs Rationalise replicated support services Optimise capital allocation Flexibility to close loss making production Enhance financial capacity Access to capital markets improved Cost of capital reduced Consolidation benefits Consolidation is logical and necessary

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Source: HSBC research – size of bubble represents resource size Rustenburg transaction: structured to minimise risk Relatively low capital outlay upfront Downside protection until 2019 Future payments ring-fenced to assets – upside and downside risk sharing Aquarius transaction more commercial, but at favourable point in cycle Realisation of operational and cost synergies to unlock future value Expanding PGM platform at attractive point in cycle Low cost, material PGM acquisitions Historic South Africa PGM transactions Implats: Avmin Two Rivers AngloPlat: Union BEE Implats: Marula AQP Bid for Booysendal Eastplats: Heibei Lonmin: Southern Platinum Bokoni: Amplats Northam BEE: Zambezi Lonmin: Afriore Northam: Booysendal Aquarius: Sibanye Sibanye: Rustenburg 0 2 4 6 8 10 12 14 16 18 20 0 100 200 300 400 500 600 700 (Deal Value: US$/Resource oz) (Deal Value US$ in Millions)

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Operating and separate synergies targeted Driving value creation through realisation of regional and operating synergies Kroondal PSA Kroondal PSA Bathopele Turk # (undeveloped) Siphumelele Siphumelele 1# Siphumelele 3# (C&M) School of Mines Siphumelele 2# (C&M) Khuseleka 2# (C&M) Khomanani 1# (C&M) Thembelani Thembelani 1# Khomanani 2# (C&M) Khuseleka 1# Thembelani 2# (C&M) Khomanani 1# (C&M) Rustenburg Operations Care and maintenance Aquarius Operating synergies Removal of mine boundaries results in optimised mine plans and underground infrastructure Optimising plant utilisation and surface ore flow Direct cost savings at operations Best practice operational benchmarking Economies of scale benefits Shared services and central cost savings Bathopele/Kroondal shared services optimised Rustenburg and Kroondal training Regional, central and shared services Corporate overheads reduced

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Combined savings of R800m anticipated annually Category Shortlist of key initiatives Combined value (Rm) Employee cost Senior employee and management configured to reflect the Sibanye operating model 200 Sourcing and stores management Deploying Sibanye’s procurement power across all suppliers and operations (Kroondal and Rustenburg) 26 Closure of corporate offices Rosebank, Centurion and Perth offices 69 Property/Housing Review of low and high density accommodation contracts for employees 114 Training Consolidate training footprint between Kroondal and Rustenburg 30 Central services synergies Consolidation of production support functions currently duplicated across Kroondal and Rustenburg 237 Other Yet to be specifically quantified – infrastructure consolidation, mining flexibility benefits and plant optimisation 124 Total Annualised savings over 3 years 800 Kroondal: Baseline was 2016 Budget (July 2015 to June 2016) Rustenburg: Baseline was the PFS – re-based as a standalone company Extracting synergies is key to sustainability

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1. Estimated Rustenburg historic 4E production based on Anglo American public disclosure of refined Pt production at Rustenburg operations Positive production trend continued into 2017 Kroondal, Platinum Mile and Mimosa in line with expectations Turnaround of Rustenburg Operations Platinum Division generating operating profit Chrome contribution to revenue above expectation R400 million of the R800 million in annualised synergies on track for end 2017 commenced with merger related redundancies Platinum Division operating strongly All sections contributing to operating profit Wildcat strike Wage negotiations strike

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The Stillwater Transaction Creating a premier, global precious metal company

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1. Non-GAAP financial measure. For a full description and reconciliation of this and other non-GAAP financial measures to GAAP financial measures, see Reconciliation of GAAP financial measures to Non-GAAP financial measures and the accompanying discussion in the Stillwater’s fourth quarter and full-year 2016 results press release Leading low-cost PGM producer Business segments: Montana Mines and Recycling 545.3k oz (Pd & Pt) mined in 2016 Total historical production of ~12M PGM ounces Reserves of over 21 million oz - 78% Pd, 22% Pt Average grade of 15.77 g/t 668.3koz of PGMs recycled in 2016 Cost reductions to costs of metals sold per PGM mined oz of $509 and AISC¹ of $622 for 2016 Stillwater overview World-class assets, stable jurisdiction, highest-grade PGMs deposit in the world Headquarters (Littleton, CO) Stillwater Mine (Montana) East Boulder Mine (Montana) Smelter & Base Metals Refinery (Montana) Stillwater Recycling (Montana) Altar (San Juan Province, Argentina) Blitz Development (Montana) Marathon (Ontario, Canada)

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Source: Company filings Note: Production profile, SWM and EB held at current production and company guidance on Blitz used to extrapolate to full production in 2022 Value accretive on a NAV basis and cash flow accretive as Blitz ramps up Positions the Platinum Division further down the global cost curve, with potential for further cost reductions Improving access to lower-cost global financing Balancing the portfolio operationally and geographically with the addition of world class assets in an attractive mining jurisdiction Strong transaction rationale Enhancing the investment case Stillwater Mine East Boulder Mine Blitz Project

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Source: Company filings. LoM as stated in company annual reports Stillwater assets high-grade and long-life Stillwater’s portfolio is long-life and significantly higher grade than other major players PGM Assets by Reserve Grade and LoM (based on published reserves) Grade g/t 4E LoM years (as defined by reserves) Sibanye PGM mines Stillwater PGM mines Other PGM assets include Amandelbult Section Bafokeng-Rasimone Bokoni Impala Marikana Modikwa Mogalakwena Pilanesberg Two Rivers Union Section Zimplats Zondereinde East Boulder Stillwater Mine Rustenburg Mimosa Kroondal Blitz Blitz mine life expected to extend to 35+ years as further drilling expands current reserves 0 10 20 30 40 50 60 0 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 LoM years (as defined by reserves) Grade g/t 4E

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Source: Nedbank Research, Company filings; Note: Rustenburg operations has been split into Surface, Mechanised and Conventional Moving Sibanye Platinum down the cost curve Stillwater’s low-cost position expected to drive through-the-cycle cash flows Global 4E PGM Cash cost + Capex curve (CY16E - At spot) Pro-forma Moves Sibanye down the PGM cost curve Further benefits from realisation of synergies between Rustenburg and Kroondal Sibanye Spot PGM basket price Stillwater Other assets

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Source: Company filings Notes: 1. Exclusive of Rustenburg Mine 2. Includes PGM by-products only 3. Rustenburg + Aquarius + Stillwater. Rustenburg, Kroondal, Platinum Mile and Mimosa as of FY16, per public disclosure 4. Pro forma for Rustenburg and Aquarius acquisitions 5. Sibanye gold equivalents included 6, Prill split assumed to be same as 9m’16 for Stillwater’s current mining operations Building a premier global mining company Positioned globally as a top 5 PGM producer and top 10 gold producer Sibanye PGM Division Ranking Sibanye Gold Division Ranking By-product only Includes Blitz at full ramp-up by 2021/22 (270-330koz 2E)6 Gold and gold equivalent

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Source: Company guidance Our quality profile secures growth and sustainability Complementary gold and PGM production profiles Gold Fields plan

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Proposed US$2.2 billion cash acquisition of Stillwater announced on 9 December 2016 Transaction went unconditional on 4 May 2017 Purchase price settled through US$2.65 billion syndicated bridge loan Bridge loan to be refinanced through: US$1 billion rights offer (announced on 11 May 2017) US$1 billion corporate bonds Remainder of bridge will be refinanced before end of 2017 – a variety of capital sources are being considered Stillwater acquisition journey

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Funding plan focused on reaching long-term net leverage targets of <1.0x Rights offering supports capital structure flexibility Source: Company filings, FactSet Note: Yamana, Goldcorp, Barrick, Newmont, Kinross, Agnico-Eagle, Acacia and Randgold LTM as of 31 March 2017. AngloGold, Newcrest, Gold Fields, Sibanye & Harmony LTM as of 31 December 2016 1. Non-GAAP financial measure, please refer to appendix for definition 2. Pro forma 2016 net debt excludes Burnstone debt and cash as well as fees and expenses related to the Transaction. Sibanye EBITDA annualised for the year ended 30 June 2016 and Pro forma for full year Rustenburg contribution Excludes Burnstone debt and cash, as per FY2016 results presentation ²

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High grade (20g/t), palladium biased (78% palladium), long life (+25 years), low-cost (< $500/2E oz), mechanised operations Near term, organic and low-cost growth through the Blitz Project A mine-to-market PGM business Large PGM recycling business provides a steady margin and strategic insight into the market World class assets in an attractive mining jurisdiction Positions Sibanye as a premier global gold and PGM mining company

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Source: Company filings Note: 1. Non-GAAP financial measure, please refer to appendix for definition; 2 Q4 AISC includes $15 per PGM mined ounce spend on productivity enhancement projects Sibanye recognised the turnaround at Stillwater early-on Track record of continuous operating efficiency in-line with Sibanye’s culture of cost management Cost reduction drivers; no exchange rate benefits Increased mechanisation Further infrastructure development Improved safety and productivity Staffing reorganisation Supplier negotiations Mid-to-high $500’s/oz Positive AISC margin c.21% AISC improvement

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Relative value

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Peer group benchmarking Significant rerating potential Source: Company filings, FactSet as at 08 May 2017; 1 Production includes gold only - 2 4 6 8 10 12 14 US$/oz EV/EBITDA (2016) - 10 20 30 40 50 60 70 x F2016 PE - 100 200 300 400 500 600 US$/oz EV/Reserve oz - 1,000.00 2,000.00 3,000.00 4,000.00 5,000.00 6,000.00 7,000.00 US$/ oz EV/Production 1

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Conclusion

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Delivering significant value through operational excellence and value accretive growth Stable, cash generative Gold Division resulting in industry leading dividend yield Integration of Platinum assets to unlock significant value through the realisation of synergies Stillwater transaction transformative, creating a premier, globally competitive precious metal company Potential capital market rerating to bring Sibanye in line with peers Conclusion Consolidation is logical and necessary

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Appendix

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Source: Company filings Notes: 1. Non-GAAP, please refer to appendix for definition. See “Item 6 - Selected Financial Data - Reconciliation of GAAP Financial Measures to Non-GAAP Financial Measures” in the Stillwater 2016 10-K 2. Total cash costs per PGM mined ounce, net of by-product and recycling credits 3. $75-95m to be spent to 1st production ($112m spent to date as of FY2016) Portfolio of low cost assets with growth potential tier one PGM producer Operating Stillwater Mine (Montana, USA) 2016 2E PGM production: 327 koz 2016 PGM cash cost¹: $437/oz² 2E PGM reserves: 10.5 moz @19.5 g/t Est. mine life: 25+ years East Boulder Mine (Montana, USA) 2016 2E PGM production: 218 koz 2016 PGM cash cost1: $441/oz² 2E PGM reserves: 10.7 moz @13.4 g/t Est. mine life: 25+ years Stillwater Mining Company Headquarters: Colorado, USA Employees: 1,432 Trading: NYSE (SWC) 2016 Revenue: $711m 2016 Operating cash flow: $78m Recycling Growth opportunities Smelter and base metals refinery Recycling facility for: Ceramic automotive catalysts Petroleum catalysts Industrial PGM catalysts Other PGM-containing materials 2016 recycling volumes fed: 668 koz (Pt, Pd, Rh) Blitz Project Estimated first production: early 2018 Steady state production by 2021 2E PGM production: 270-330 koz Total capital: c. $250m Remaining capital: c. $140m³ Est. mine life: 35+ years East Boulder Project PFS ongoing for a 150-200 koz mine Provides further regional optionality Altar Project Copper-gold project in Argentina Marathon Project PGM-copper project in Canada

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Significant untapped resources along strike of orebody Significant expansion opportunity with 45km orebody strike Stillwater Mine 90 89 212 310 191 89 Livingston Big Timber McLeod NYE Fishtail Red Lodge Absarokee Columbus Laurel Billings Sweet Grass Park Carbon Big Horn Boulder River Yellowstone River Yellowstone River E. Boulder River Stillwater River Bear Tooth Mountain Range 298 420 419 78 72 Yellowstone East Boulder Mine 87 Metallurgical Complex, Recycling Facilities Stillwater Mine Geographic location

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Source: Company filings Note: 1. Platinum + Palladium + Rhodium Creating a mine-to-market business Metallurgical complex overview Smelter and base metal refinery located in Montana Processes mined and recycled materials Provides unique insight into secondary market Becoming fully integrated mine-to-market Includes processing & sampling facility with assay lab Expansion potential with modest additional capital Process flow Recycling facility overview: expansion potential Advanced PGM recycling operations Produces palladium, platinum and rhodium c.169k PGM¹ recycled ounces fed in Q4 2016 Since 2009, recycling volumes have grown consistently 90 89 212 310 191 89 Livingston Big Timber McLeod NYE Fishtail Red Lodge Absarokee Columbus Laurel Billings Sweet Grass Stillwater Park Carbon Big Horn Boulder River Yellowstone River Yellowstone River E. Boulder River Stillwater River Bear Tooth Mountain Range 298 420 419 78 72 Yellowstone East Boulder Mine 87 Metallurgical Complex, Recycling Facilities Stillwater River Stillwater Mine Geographic location Mining PGM Recycling Smelter Base Metal Refinery 99.95% Purity Sponge Precious Metal Refinery Converter Matte Granulated & Transferred to Refinery By-products NI & CU Removed, Creating PGM-rich Filter Cake Marketed & Sold to Customers Third Party – Johnson Matthey

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Source: Company filings Note: 1. Other includes: Losses on trade receivable and inventory purchases, (Gain) / loss on disposal of PP&E, Loss on long-term investments, Impairment of PP&E and non-producing mineral properties, Exploration, Proxy contest, Accelerated equity based compensation for change in control, Reorganization Stillwater financials $ in m, unless stated otherwise 2013a 2014a 2015a 2016a 2E mine sales, koz 509 542 507 549 PGM Recycled, koz 542 384 340 401 2E basket price, $/oz 887 934 774 694 AISC, $/PGM oz 813 784 709 622 Total Revenues 1,040 944 726 711 Mine production 479 536 416 405 PGM Recycling 561 402 310 306 Other 0 6 0 0 Total costs of metals sold 841 729 595 574 Mine production 314 333 294 279 PGM Recycling 527 391 301 295 Other 0 5 0 0 Total depletion, depreciation and amortization 59 67 65 74 Mine production 58 66 64 73 PGM Recycling 1 1 1 1 General and administrative 47 35 34 35 Others¹ 489 14 52 5 Operating income (loss) (397) 98 (20) 24 Net cash provided by operating activities 149 188 110 78 Capital expenditure (129) (120) (107) (89)

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Source: Company filings Notes: 1. 1,091 claims subject to 5% NSR payable to Franco Nevada, 147 claims subject to 0.35% NSR payable to Mouat family and 97 claims subject to both royalties. Franco Nevada estimates that their NSR royalty currently covers 80-85% of the Stillwater mine reserves Stillwater mine Asset overview Ownership 100% Stillwater Location J-M Reef, Montana Mining Statistics Status: Producing Mine type: Underground Initial production: 1986 2016A PGM production: 327 koz 2015A PGM production: 320 koz 2016A PGM cash cost: $437/oz (-10% y-on-y) 2015 same period: $487/oz Est. mine life: 25+ years Reserves PGM reserves: 10.5 moz (78% Pd) Avg. PGM reserve grade: 19.5 g/t Infra-structure Developed a 6.8 mile/10.9km-long UG segment of J-M Reef Mill and concentrator on site Geology J-M Reef is the world’s highest grade PGM deposit Succession of ultramafic to mafic rocks Royalty¹ Franco-Nevada 5% NSR royalty Mouat family 0.35% NSR royalty 90 89 212 310 191 89 Livingston Big Timber McLeod NYE Fishtail Red Lodge Absarokee Columbus Laurel Billings Sweet Grass Stillwater Park Carbon Big Horn Boulder River Yellowstone River Yellowstone River E. Boulder River Stillwater River Bear Tooth Mountain Range 298 420 419 78 72 Yellowstone East Boulder Mine 87 Stillwater River Stillwater Mine Geographic location Stillwater Mine Stillwater Mine Mine site overview

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Source: Company filings Notes: 1. 1,091 claims subject to 5% NSR payable to Franco Nevada, 147 claims subject to 0.35% NSR payable to Mouat family and 97 claims subject to both royalties. Franco Nevada estimates that their NSR royalty currently covers 80-85% of the Stillwater mine reserves East Boulder mine Asset overview Ownership 100% Stillwater Location J-M Reef, Montana Mining Statistics Status: Producing Mine type: Underground Initial production: 2002 2016A PGM production: 218 koz 2015A PGM production: 201 koz 2016A PGM cash cost: $441/oz (-13% y-on-y) 2015 same period: $508/oz Est. mine life: 25+ years Reserves PGM reserves: 10.7 moz (78% Pd) Avg. PGM reserve grade: 13.4 g/t Infra-structure Developed 3.2 mile/5.1km strike extent of J-M Reef Mill and concentrator on site Geology J-M Reef is the world’s highest grade PGM deposit Succession of ultramafic to mafic rocks Royalty¹ Franco-Nevada 5% NSR royalty Mouat family 0.35% NSR royalty 90 89 212 310 191 89 Livingston Big Timber McLeod NYE Fishtail Red Lodge Absarokee Columbus Laurel Billings Sweet Grass Stillwater Park Carbon Big Horn Boulder River Yellowstone River Yellowstone River E. Boulder River Stillwater River Bear Tooth Mountain Range 298 420 419 78 72 Yellowstone East Boulder Mine 87 Stillwater River Geographic location Stillwater Mine East Boulder Mine Mine site overview

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Source: Company filings Blitz Project Asset overview Ownership 100% Stillwater Location Beartooth Mountains, Montana Mining Statistics Status Development Mine type: Underground Est. first production: Early 2018 Production target: 270 – 330 koz 2E Total capital spend: $250 million Capital spend remaining: c.$140 million Project Update Primarily growth production for the first decade Crew for ore access moved to Blitz in August Optionality to increase production rate and ramp up Expected to reduce Stillwater’s average AISC Drilling continues to demonstrate high grades Project acceleration has potential to maximize NPV Steady state production by 2021 Underground Drilling Sample Areas Proven and Probable PGM Reserve Area (2015) 1,800m 56E 10.7 56E 11.5 56E 10.4 56E10.4 40546 20.9ft @ 1.70oz/t PGM 40547 14.4ft @ 1.19oz/t PGM 40553 12.3ft @ 1.36oz/t PGM 40552 3.9ft @ 2.49oz/t PGM 40548 8.0ft @ 1.00oz/t PGM 40571 2.4ft @ 2.78oz/t PGM 40553 2.6ft @ 1.40oz/t PGM 40555 4.9ft @ 0.69oz/t PGM 40547 8.4ft @ 0.34oz/t PGM 40554 1.4ft @ 2.06oz/t PGM 40554 3.4ft @ 0.81oz/t PGM 40553 3.5ft @ 0.73oz/t PGM 40553 3.4ft @ 0.71oz/t PGM 56E 11.5 40593 0.8ft @ 7.14oz/t PGM 40585 9.0ft @ 0.57oz/t PGM 40589 1.2ft @ 1.76oz/t PGM 56E 10.7 40620 11.9ft @ 1.29oz/t PGM 40619 3.0ft @ 2.23oz/t PGM 40618 6.6ft @ 0.35oz/t PGM Blitz Project Surface Blitz Project Area Mineralized Material Outline TBM Drive Conventional 56 FWL Drive Existing Mine Development 1,000 feet 300m V & H Scale 1,200m 4,000’ 6,000’ Meters 2,400m E 70,000’ 2,100m E 10,000’ 3,000m Feet 8,000’ Note: Intervals are Estimated True Widths. Stillwater Mine Mine site overview

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Source: Company filings Note: 1 Imperial (short tons) converted to metric (long tonnes) Stillwater PGM reserves Stillwater Mine East Boulder Mine Total Montana Mines Ore Tonnes1 (000's) Cont. Ounces (000's) Ore Tonnes (000's) Avg. Grade (g/t) Cont. Ounces (000's) Ore Tonnes1 (000's) Avg. Grade (g/t) Cont. Ounces (000's) As of December 31, 2016 Proven Reserves 2,905 1,898 2,518 13.37 1,094 5,423 17.14 2,992 Palladium 1,481 10.63 856 Platinum 417 2.74 238 Probable Reserves 13,719 8,569 22,281 13.37 9,638 36,001 15.77 18,207 Palladium 6,685 10.63 7,543 Platinum 1,884 2.74 2,095 Total Proven and Probable Reserves 16,624 10,467 24,800 13.37 10,732 41,424 15.77 21,199 Palladium 8,166 8,399 Platinum 2,301 2,333

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*AISC and total cash cost definition sourced from Stillwater company filings Definitions Stillwater AISC*: All-In Sustaining Costs (Non-GAAP): This non-GAAP financial measure is used as an indicator from period to period of the level of total cash required by the company to maintain and operate the existing mines, including corporate administrative costs and replacement capital. The measure is calculated beginning with costs of metal sold - Mine Production, the Company's most directly comparable GAAP financial measure and adding to it the change in mined inventories, and adjusting for the by-product and recycling income credits, domestic corporate general and administrative costs (excluding any depreciation and general and administrative costs of foreign subsidiaries) and that portion of total capital expenditures associated with sustaining the current level of mining operations. Capital expenditures, however, for Blitz and certain other one-time projects are not included in the calculation. When divided by the total recoverable PGM mined ounces produced in the respective period, All-In Sustaining Costs per PGM Mined Ounce Produced (Non-GAAP) provides an indication of the level of total cash required to maintain and operate the mines per PGM ounce produced in the period. Recoverable PGM ounces from production are an indication of the amount of PGM product extracted through mining in any period. Because the objective of PGM mining activity is to extract PGM material, the all-in cash costs per PGM mined ounce to produce PGM material, administer the business and sustain the operating capacity of the mines is a useful measure for comparing overall extraction efficiency between periods. This measure is affected by the total level of spending in the period and by the grade and volume of mined ore produced. Stillwater Cash costs*: Total Combined Cash Costs (Non-GAAP): This non-GAAP financial measure is calculated as total costs of metals sold - Mine Production adjusted for the change in mined inventories to calculate Total Combined Cash Costs before by-product and recycling income credits, (Non-GAAP). From this calculation, the Company deducts by-product and recycling income credits to arrive at Total Combined Cash Costs, net of by-product and recycling income credits. Total Combined Cash Costs is a measure of extraction efficiency. The Company uses this measure as a comparative indication of the cash costs related to production and processing in its mining operations in any period. When divided by PGM ounces produced in the respective period, Total Combined Cash Costs, net of by-products and recycling income credits (Non-GAAP), measured for each mine or combined, provides an indication of the level of combined cash costs incurred per PGM ounce produced in that period. Stillwater Non-GAAP financial measures For a full description and reconciliation of non-GAAP financial measures to GAAP financial measures, see Reconciliation of GAAP Financial Measures to Non-GAAP Financial Measures and the accompanying discussion in the Company's relevant 10Q or 10K results release. EBITDA: EBITDA is earnings before interest, tax, depreciation and amortization, and is calculated as net operating profit before depreciation and amortisation NAV: NAV is the value of the assets minus the value of liabilities Net Debt: Net debt represents borrowings and bank overdraft less cash and cash equivalents Borrowings are only those borrowings that have recourse to Sibanye and therefore exclude the Burnstone Debt. Borrowings exclude related party loans.

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Contact James Wellsted james.wellsted@sibanyegold.co.za Tel:+27(0)83 453 4014

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Rights Offer guide for shareholders May – June 2017 1

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Disclaimer Prospectus; No Offer or Solicitation Sibanye has filed a registration statement (including a prospectus) and may file a prospectus supplement with the Securities and Exchange Commission (“SEC”) in respect of the Rights Offer. Before you invest, you should read the prospectus in that registration statement, the prospectus supplement and other documents Sibanye will file and has filed with the SEC for more complete information about Sibanye and the Rights Offer. You may get these documents, when available, for free by visiting EDGAR on the SEC web site at www.sec.gov or by visiting Sibanye’s website at www.sibanyegold.co.za. Alternatively, Sibanye, any underwriter or any dealer participating in the Rights Offer will arrange to send you the registration statement, prospectus and prospectus supplement, when available, if you request it by calling toll-free (800) 322-2885 or by e-mailing rightsoffer@mackenziepartners.com. This announcement is for information purposes only and does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. Any securities referred to herein that are being offered outside of the United States have not been, and will not be, registered under the U.S. Securities Act of 1933 and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements. 2

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Shareholders’ options when receiving Nil paid rights In a rights issue, shareholders are given a number of “Nil paid rights” for each share in Sibanye they own For each nil paid right the shareholder receives they have one of 4 possible options: 1. “Exercise” the nil paid right – additional money will need to be invested (pay the “subscription price”) 2. “Sell” the nil paid right – as the right has a value, the shareholder can expect some income 3. Fully subscribe and apply for excess Rights Offer Shares not taken up by other shareholders 4. Renounce their rights to a renouncee – i.e. transfer their rights and their value to another person If a shareholder does not take any action, they will not be entitled to any payment or compensation 3

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Important dates for shareholders There are several important dates for shareholders – for which full details will be provided in the shareholder circular to be published: – “Terms announced” – this is the date when the full terms of the rights issue will be announced “Ex-date” – this is the date at which the shares trade without the nil paid right attached “Record date” – shares held by the shareholder at this date are eligible to receive the nil paid right “Exercise period” – shareholders can “exercise” their nil paid rights to subscribe for new shares in this period only “Trading period” – shareholders can sell and buy “Letters of Allocation” in this period only “Letters of Allocation” – these represent the nil paid rights, are dematerialised and are the actual items traded – – – – – Exercise period close (9 June 2017) Exercise period start (29 May 2017) Trading period closes (6 June 2017) Terms announced (18 May 2017) Trading period start (24 May 2017) Ex-date (24 May 2017) Record date (26 May 2017) Settlement (12 June 2017) 4

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How to take action and further considerations Further shareholder considerations The number of rights to be exercised is up to each individual shareholder but the following will apply: - Not taking up all of the rights allocated to a shareholder will mean they are diluted (i.e. the shareholding percentage of Sibanye which they hold will be reduced) Selling rights may generate income for the shareholder, although the amount received depends on the value obtained by the Transfer Secretaries - 5 In order to undertake any of the actions – shareholders should complete a “Form of Instruction” which will be provided in the shareholder circular

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Courses of action for a shareholder in a rights issue 6 Do nothing The rights will lapse Shareholder will be diluted and will receive no payment under the rights issue Renounce rights Renounce rights to another investor (renouncee) Shareholder will receive no payment under the rights issue and will be diluted Renouncee will be able to take up the rights by paying the subscription price Tail swallow Sell some rights through the Transfer Secretaries and receive some funds Use these funds to exercise the shareholder’s remaining rights Limited dilution for shareholder, no additional investment required The % of total rights exercised in this scenario is theoretically the same as the discount to TERP Sell all rights Realise value of the rights by selling them through the Transfer Secretaries Shareholder will be diluted, but may receive some funds from the sale of the rights Exercise all rights Exercise rights by paying the subscription price for all the additional shares to which they are entitled Percentage holding of the newly-enlarged issued capital is maintained Description Action

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Illustrative pricing mechanics of the rights offering Theoretical Ex-Rights Price (“TERP”) is the price at which the shares should theoretically trade, post announcement E.g. if a Company with a share price of [x] announces a [a] (new shares) for [b] (existing shares) rights issue at [y], then the TERP would be [z] The “discount” of the rights issue will be referenced against both the market price and TERP, although the TERP is the more accurate measure Pre-announcement price = [x] Bonus element of the issue Discount to market: - TERP = [z] Discount to TERP: Theoretical value of nil-paid rights Rights issue price = [y] Issue price of new shares 7 TERP = ([a] * [y]) + ([b] * [x]) = [z] [a] + [b]

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4 May 2017 OPERATIONAL DELIVERY WILL ENSURE SUSTAINABILITY Dear Colleagues, Today we provided an update to the market on our Quarter 1 production performance. I am encouraged by the continuing improvement in our Group safety performance, with a 67% lower Fatal Injury Frequency Rate being recorded compared to the same quarter last year. I urge all of you to keep up the focus on safe operations remembering our goal of zero harm. Maintaining the focus on consistently delivering on our production targets is crucial for our long-term success as a Company. Our sustainability and credibility depends on us delivering on our promises and commitments. The operating performance of our Gold Division continues to be disappointing, with higher costs and lower production volumes than the same period last year. It will require a significant effort from almost all our mining units to turn this performance around. I have stressed many times that Sibanye cannot subsidise loss-making production as it is putting the sustainability of our business at risk and will impact our ability to secure jobs. Our gold assets remain at the core of our business, and needs to be the foundation of our success. As such I urge all of you in the gold division to put an extra effort into ensuring we deliver on our targets. While the Platinum Division delivered positive results, there remains significant work to be done to deliver a sustainable and consistent performance from all areas of the business, particularly as we consolidate our position in the Platinum industry and integrate Stillwater into Sibanye. It is important for all of us to embrace our vision of superior value creation for all stakeholders so that we can unlock the potential of our assets and realise our intended purpose of “Sibanye’s Mining Improves Lives”. NEAL FRONEMAN Chief Executive Officer

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26 April 2017 WELCOMING STILLWATER TO THE SIBANYE FAMILY Dear Colleagues, I am pleased to inform you that, following an overwhelming vote in support by our shareholders yesterday, we have successfully acquired the Stillwater PGM assets in Montana, USA. Please join me in welcoming Stillwater management and employees into the Sibanye family. This is a significant step for Sibanye, as it not only consolidates our position as a top three player in the PGM sector, but also positions us as a leading global mining company. We expect that we will take effective ownership next Thursday, 4 May 2017 after which we will begin with the integration of Stillwater’s high quality, low cost assets into the Sibanye Group. While Stillwater will become an important part of our future, we are only able to be a leading mining company by ensuring that we achieve operational excellence at all our operations. We have set out to create superior value for all our stakeholders by ensuring our business is profitable and sustainable. Through our superior value strategy, we will unlock the potential of our industry both locally and abroad and give effect to our purpose of “Sibanye’s Mining Improves Lives”. Sibanye – ‘We are One” NEAL FRONEMAN Chief Executive Officer

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9 December 2016 WE ARE BECOMING A GLOBAL PLAYER Dear Colleagues, I am pleased to announce that we have reached an agreement to purchase Stillwater Mining, a leading palladium and platinum producer in North America. This transaction is expected to create superior value for all our stakeholders by transforming Sibanye into a globally competitive, premier precious metal miner. Stillwater’s operations consist of two low-cost underground PGM mines (the Stillwater Mine and East Boulder Mine), with an organic growth project, the Blitz Project, currently in development and their reserves have the highest PGM grades in the world. Stillwater also owns a downstream metallurgical facility, the Columbus metallurgical complex, which includes one of the largest secondary recycling operations in the world. Importantly, the Stillwater assets are cash generative and are expected to be able to finance any growth internally and over the longer term, are expected to contribute strongly to Sibanye`s cash flow and sustain our strategically important investment leading dividend payment. The transaction will be funded through debt and then partly refinanced by Sibanye through a rights issue. I have spent time at Stillwater and in addition to the operational excellence and upside potential in the operations, was pleased to note Stillwater`s commitment to its people, health and safety, which I believe complements our vision of creating superior value for all our stakeholders and is consistent with our CARES values. We are confident that acquiring an industry leading, top-tier asset, with added exposure in refining and recycling, will create value enhancement for all our stakeholders. This transaction will position us as a South African mining company that is able to compete globally. Our commitment to our country remains firm and we will continue to grow our gold and platinum operations so that we can sustain jobs, ensure operational stability and continue to support our government and local communities through royalties and taxes and our social development programmes. I look forward to welcoming the Stillwater team once the transaction is concluded. With your support, we have been able to be in a position where we are not only a leading South African company, but are able to use our local expertise to compete internationally. Sibanye – We are One NEAL FRONEMAN Chief Executive Officer

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Notice This documents for informational purposes only and does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. Any securities referred to herein have not been, and will not be, registered under the US Securities Act of 1933 and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements. This document does not constitute the solicitation of any vote, proxy or approval. In connection with the proposed transaction, Sibanye Gold Limited (“Sibanye”) intends to post to its shareholders a JSE Limited (“JSE”) Category 1 circular subject to the approval of the circular by the JSE and Stillwater Mining Company (“Stillwater”) intends to file with the Securities and Exchange Commission (the “SEC”) relevant materials, including a proxy statement. The JSE Category 1 circular and other relevant documents will be sent or otherwise disseminated to Sibanye’s shareholders and will contain important information about the proposed transaction and related matters. SHAREHOLDERS OF SIBANYE ARE ADVISED TO READ THE JSE CATEGORY 1 CIRUCLAR AND OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. The proxy statement and other relevant documents will be sent or otherwise disseminated to Stillwater’s shareholders and will contain important information about the proposed transaction and related matters. SHAREHOLDERS OF STILLWATER ARE ADVISED TO READ THE PROXY STATEMENT AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. When available, Sibanye shareholders may obtain free copies of the JSE Category 1 circular by going to Sibanye’s website at www.sibanye.co.za. The proxy statement and other relevant documents may also be obtained, free of charge, on the SEC's website (http://www.sec.gov), when available. Stillwater shareholders may obtain free copies of the proxy statement once it is available from Stillwater by going to Stillwater’s website at www.Stillwater.com. Sibanye, Stillwater and their respective directors and officers may be deemed participants in the solicitation of proxies of Sibanye’s and Stillwater’s respective shareholders in connection with the proposed transaction. Sibanye’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Sibanye in Sibanye’s Annual Report on Form 20-F, for the fiscal year ended December 31, 2015, which was filed with the SEC on March 21, 2016. Stillwater’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Stillwater in Stillwater’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015, which was filed with the SEC on February 22, 2016. Additional information regarding the interests of participants in the solicitation of proxies in connection with the proposed transaction will be included in the proxy statement that Stillwater intends to file with the SEC. This document includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “target”, “will”, “forecast”, “expect”, “potential”, “intend”, “estimate”, “anticipate”, “can” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. The forward-looking statements set out in this document involve a number of known and unknown risks, uncertainties and other factors, many of which are difficult to predict and generally beyond the control of Sibanye and Stillwater, that could cause Sibanye’s or Stillwater’s actual results and outcomes to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. These forward-looking statements speak only as of the date of this document. Neither Sibanye nor Stillwater undertake any obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this document or to reflect the occurrence of unanticipated events. This announcement confidential and intended solely for the use of the individual or entity to whom it is addressed. You may not, nor are you authorised to, deliver this announcement, electronically or otherwise, to any other person. If you are not the intended recipient, you are hereby notified that any use or dissemination of this communication is strictly prohibited. If you have received this announcement in error, please notify us immediately. CEO Brief: We are becoming a global player 9 Dec 2016 Page 2 of 2

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Corporate Action Notice May 12, 2017 Rights Offering Sibanye Gold Limited DR CUSIP: 825724206 DR ISIN: US8257242060 DR Ticker Symbol: SBGL Ratio (DRs: Underlying Shares): 1:4 Sibanye Gold Limited (“Sibanye”) announced a renounceable Rights Offer and holders of American Depositary Shares (“ADSs”) as of the ADS record date will receive ADS Rights which will entitle the Rights Holder to subscribe for New ADSs. The ADS Rights will be listed for trading on the New York Stock Exchange and will be transferable. Additional details about the planned rights offering will be announced on May 18, 2017. The details of the offer are as follows: ADS Rights Distribution Ratio: TBA ADS Rights for every one (1) Sibanye ADS held on the ADS Record Date. Each ADS Right will allow the holder to subscribe for one new ADS. Each ADS is equal to four (4) ordinary shares. Fractional ADS rights will not be issued, and ADS right entitlements will be reduced to the next smaller whole number of ADS rights. ADS Subscription Payment: To validly subscribe for new ADSs, holders of ADSs will need to deposit with the ADS rights agent $TBA for each new ADS subscribed for or sought. This payment represents the subscription price of $TBA per ADS plus the Depositary’s fee of $0.05 per ADS for issuance of the new ADSs. ADS Record date: May 23, 2017. ADS Rights CUSIP: TBA The ADS exercise period is May 24, 2017 until June 6, 2017. ADS Rights expiration date is 5:00 p.m. New York time on June 6, 2017. The ADS rights are transferable. ADS Rights Holders are entitled to purchase additional ADSs via Oversubscription Rights. Guarantee Period: * NOT applicable. The exercise of ADS rights is irrevocable and may not be cancelled or modified. Unexercised ADS rights will expire worthless. Mail Date for ADS Rights Materials: on or about May 24, 2017. • • • • • • • • • • Page 1 of 2

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Information Agent: MacKenzie Partners, Inc.: phone number (800) 322-2885 (U.S. toll free) and (212) 929-5500 (Collect Outside U.S.) email: rightsoffer@mackenziepartners.com. The Rights Offering is being made pursuant to the Company’s effective shelf registration statement on Form F-3 on file with the U.S. Securities and Exchange Commission (the “SEC”), including the base prospectus, dated April 17, 2017, included therein and a prospectus supplement thereto to be filed with the SEC prior to the publication date of May 18, 2017 (collectively, the “Prospectus”). The Prospectus and a form letter with subscription instructions for the Rights Offering is available by contacting the information agent, MacKenzie Partners, Inc., or by visiting the Company’s website for the Rights Offering at www.sibanyegold.co.za. The Prospectus and form letter are also available by visiting the EDGAR system of the SEC at its website at www.sec.gov/edgar.shtml. Page 2 of 2 To learn more about Depositary Receipts and issuer programs, please contact our marketing desks: NEW YORK Ravi Davis Richard J Maehr + 1 212 815 2267 adrdesk@bnymellon.com LONDON Jacek Jankowski Vice President + 44 207 163 7427 jacek.jankowski@bnymellon.com BNY Mellon is providing this information for general informational purposes only and does not warrant or guarantee the accuracy, timeliness or completeness of this information. BNY Mellon does not undertake any obligation to update or amend this information. BNY Mellon provides no advice, recommendation or endorsement with respect to any company or securities. Nothing herein shall be deemed to constitute an offer to sell or a solicitation of an offer to buy securities. BNY Mellon collects fees from Depositary Receipt (“DR”) holders pursuant to the terms and conditions of the DRs. BNY Mellon may make payments to sponsored DR issuers to reimburse and /or share revenue from the fees collected from DR holders, or waive fees and expenses for services provided. BNY Mellon may pay a rebate to brokers in connection with unsponsored DR issuances. BNY Mellon may also use brokers, dealers or other service providers that are affiliates and that may earn or share fees and commissions. BNY Mellon may execute DR foreign currency transactions itself or through its affiliates and in such cases it acts as principal counterparty and not as agent, advisor, broker or fiduciary. BNY Mellon has no obligation to obtain the most favorable exchange rate, makes no representation that the rate is a favorable rate and will not be liable for any direct or indirect losses associated with the rate. BNY Mellon earns and retains revenue on its executed foreign currency transactions based on, among other things, the difference between the rate it assigns to the transaction and the rate that it pays and receives for purchases and sales of currencies when buying or selling foreign currency for its own account. The methodology used by BNY Mellon to determine DR conversion rates is available to registered Owners upon request or at https://www.adrbnymellon.com/us/en/news-and-publications/dr-issuers/asset_upload_file49220_197380.pdf. Depositary Receipts are not insured by the FDIC or any other government agency, are not deposits or other obligations of, and are not guaranteed by BNY Mellon, and are subject to investment risks.

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101 Barclay Street 22nd Floor New York, NY 10286 May 11, 2017 Mr. Silvio Conte The New York Stock Exchange Sibanye Gold Limited - Rights Offering NYSE SYMBOL: SBGL CUSIP: 825724206 RATIO: 1 ADS represents 4 Ordinary Shares Sibanye Gold Limited (“Sibanye”) announced a renounceable Rights Offer and holders of American Depositary Shares (“ADSs”) as of the ADS record date will receive ADS Rights which will entitle the Rights Holder to subscribe for New ADSs. The ADS Rights will be listed for trading on the New York Stock Exchange and will be transferable. Additional details about the planned rights offering will be announced on May 18, 2017. The details of the offer are as follows: ADS Rights Distribution Ratio: TBA ADS Rights for every one (1) Sibanye ADS held on the ADS Record Date. Each ADS Right will allow the holder to subscribe for one new ADS. Each ADS is equal to four (4) ordinary shares. Fractional ADS rights will not be issued, and ADS right entitlements will be reduced to the next smaller whole number of ADS rights. ADS Subscription Payment: To validly subscribe for new ADSs, holders of ADSs will need to deposit with the ADS rights agent $TBA for each new ADS subscribed for or sought. This payment represents the subscription price of $TBA per ADS plus the Depositary’s fee of $0.05 per ADS for issuance of the new ADSs. • • • • • • ADS Record date: May 23, 2017. ADS Rights CUSIP: TBA The ADS exercise period is May 24, 2017 until June 6, 2017. ADS Rights expiration date is 5:00 p.m. New York time on June 6, 2017. The ADS rights are transferable. ADS Rights Holders are entitled to purchase additional ADSs via Oversubscription Rights. Guarantee Period: * NOT applicable. The exercise of ADS rights is irrevocable and may not be cancelled or modified. Unexercised ADS rights will expire worthless. Mail Date for ADS Rights Materials: on or about May 24, 2017. • • • • Information Agent: MacKenzie Partners, Inc.: phone number (800) 322-2885 (U.S. toll free) and (212) 929-5500 (Collect Outside U.S.) email: rightsoffer@mackenziepartners.com. The Rights Offering is being made pursuant to the Company’s effective shelf registration statement on Form F-3 on file with the U.S. Securities and Exchange Commission (the “SEC”), including the base prospectus, dated April 17, 2017, included therein and a prospectus Depositary Receipts

 


supplement thereto to be filed with the SEC prior to the publication date of May 18, 2017 (collectively, the “Prospectus”). The Prospectus and a form letter with subscription instructions for the Rights Offering is available by contacting the information agent, MacKenzie Partners, Inc., or by visiting the Company’s website for the Rights Offering at www.sibanyegold.co.za. The Prospectus and form letter are also available by visiting the EDGAR system of the SEC at its website at www.sec.gov/edgar.shtml. Sincerely, Paul Brophy Vice President T: +212 815 2301 / F: +212 571 3050 paul.g.brophy@bnymellon.com cc: The Depository Trust Clearing Company BNY Mellon is providing this information for general informational purposes only and does not warrant or guarantee the accuracy, timeliness or completeness of this information. BNY Mellon does not undertake any obligation to update or amend this information. BNY Mellon provides no advice, recommendation or endorsement with respect to any company or securities. Nothing herein shall be deemed to constitute an offer to sell or a solicitation of an offer to buy securities. BNY Mellon collects fees from Depositary Receipt (“DR”) holders pursuant to the terms and conditions of the DRs. BNY Mellon may make payments to sponsored DR issuers to reimburse and /or share revenue from the fees collected from DR holders, or waive fees and expenses for services provided. BNY Mellon may pay a rebate to brokers in connection with unsponsored DR issuances. BNY Mellon may also use brokers, dealers or other service providers that are affiliates and that may earn or share fees and commissions. BNY Mellon may execute DR foreign currency transactions itself or through its affiliates and in such cases it acts as principal counterparty and not as agent, advisor, broker or fiduciary. BNY Mellon has no obligation to obtain the most favorable exchange rate, makes no representation that the rate is a favorable rate and will not be liable for any direct or indirect losses associated with the rate. BNY Mellon earns and retains revenue on its executed foreign currency transactions based on, among other things, the difference between the rate it assigns to the transaction and the rate that it pays and receives for purchases and sales of currencies when buying or selling foreign currency for its own account. The methodology used by BNY Mellon to determine DR conversion rates is available to registered Owners upon request or at https://www.adrbnymellon.com/us/en/news-and-publications/dr-issuers/asset_upload_file49220_197380.pdf. Depositary Receipts are not insured by the FDIC or any other government agency, are not deposits or other obligations of, and are not guaranteed by BNY Mellon, and are subject to investment risks.

 


 

 

MARKET RELEASE

 

Sibanye Gold Limited

Reg. 2002/031431/06

 

Business Address :

Libanon Business Park

1 Hospital Street

(Off Cedar Ave)

Libanon, Westonaria, 1780

 

Postal Address:

Private Bag X5

Westonaria, 1780

 

Tel +27 11 278 9600

Fax +27 11 278 9863

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO AUSTRALIA, JAPAN OR ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF APPLICABLE LAW OR REGULATION

 

Declaration of information relating to a proposed renounceable Rights Offer of approximately U.S.$1 billion

 

1.             INTRODUCTION

 

Westonaria, 11 May 2017 : Sibanye shareholders are referred to the announcements released on the stock exchange news service (“SENS”) on 25 April 2017, 26 April 2017 and 4 May 2017, confirming the approval of the acquisition by Sibanye (the “Transaction”) of the entire issued share capital of Stillwater Mining Company (“Stillwater”) by the shareholders of both Sibanye and Stillwater and the successful conclusion of the Transaction.

 

For purposes of concluding the Transaction, Sibanye obtained, directly and indirectly through its newly formed US merger subsidiary, a U.S.$2.65 billion bridge loan commitment (the “Bridge Facility”). The Transaction was completed on 4 May 2017 and was funded through drawings from the Bridge Facility.

 

2.             THE RIGHTS OFFER AND ITS PURPOSE

 

On Tuesday, 25 April 2017, at the Sibanye general meeting, Sibanye shareholders approved resolutions authorising Sibanye, among other things, to raise equity capital by way of a rights offer.

 

The board of directors of Sibanye (the “Board”) is pleased to announce that the Company intends to raise a gross capital amount of approximately U.S.$1.0 billion through a renounceable rights offer (the “Rights Offer”) to qualifying Sibanye shareholders, for the purposes of repaying a portion of the Bridge Facility, subject to the satisfaction of the conditions precedent set out in paragraph 4 below.

 

A further announcement setting out the full terms of and finalisation information regarding the Rights Offer is currently scheduled to be released on Thursday, 18 May 2017, and it is anticipated that a circular relating to, and containing details of, the Rights Offer (the “Rights Offer Circular”) will be available on the Sibanye website later that day and will be posted to qualifying Sibanye shareholders on or about Tuesday, 23 May 2017.

 

All information with regards to the Rights Offer will be available on https://www.sibanyegold.co.za/investors/transactions/stillwater-acquisition/rights-offer.

 

Directors: Sello Moloko* (Chairman) Neal Froneman (CEO) Charl Keyter (CFO) Chris Chadwick* Robert Chan* Timothy Cumming* Barry Davison* Rick Menell* Nkosemntu Nika* Keith Rayner* Sue van der Merwe* Jerry Vilakazi* Jiyu Yuan* Cain Farrel (Corporate Secretary) (*Non-Executive)

 

www.sibanyegold.co.za

 



 

3.             EXCESS APPLICATIONS

 

Qualifying Sibanye shareholders will be entitled to apply for Rights Offer shares in excess of their entitlement. Should there be excess Rights Offer shares available for allocation, these will be allocated to applicants in an equitable manner in accordance with the terms set forth in the Rights Offer Circular.

 

4.             CONDITIONS PRECEDENT

 

The implementation of the Rights Offer is subject to the fulfilment of the following conditions precedent:

 

·               approval by the JSE Limited (“JSE”) of the Rights Offer Circular;

 

·               approval by the JSE of the Company’s application for the listing of Letters of Allocation in respect of the Rights Offer and of the Company’s application for the listing of the Rights Offer shares on the exchange operated by the JSE after closing of the Rights Offer; and

 

·               any other relevant approvals required by the JSE and the New York Stock Exchange.

 

5.             SALIENT DATES AND TIMES OF THE RIGHTS OFFER

 

Subject to the fulfilment of the conditions precedent as set out in paragraph 4 above, the proposed salient dates and times for the Rights Offer are set out below:

 

 

 

2017

 

Full terms and finalisation announcement released on SENS

 

Thursday, 18 May

 

Rights Offer Circular available on the Sibanye website

 

Thursday, 18 May

 

Last day to trade in Sibanye ordinary shares in order to participate in the Rights Offer (cum rights)

 

Tuesday, 23 May

 

Rights Offer Circular and Form of Instruction posted to certificated qualifying Shareholders

 

Tuesday, 23 May

 

Rights Offer Circular and Form of Instruction, where applicable, posted to dematerialised qualifying Shareholders

 

Tuesday, 23 May

 

Sibanye ordinary shares commence trading ex-rights at 09:00 on

 

Wednesday, 24 May

 

Listing of and trading in the Letters of Allocation on the exchange operated by the JSE (under Alpha Code SGLN and ISIN ZAE000243572), commences at 09:00 on

 

Wednesday, 24 May

 

Letters of Allocation credited to an electronic account held at Computershare Investor Services Proprietary Limited (the “Transfer Secretaries”) in respect of certificated qualifying Shareholders

 

Thursday, 25 May

 

 



 

Record Date for the Rights Offer

 

Friday, 26 May

 

Rights Offer opens at 09:00 on

 

Monday, 29 May

 

CSDP or broker accounts credited with Letters of Allocation in respect of dematerialised qualifying Shareholders

 

Monday, 29 May

 

Last day for trading Letters of Allocation on the exchange operated by the JSE

 

Tuesday, 6 June

 

Listing of Rights Offer shares and trading therein on the exchange operated by the JSE commences at 09:00 on

 

Wednesday, 7 June

 

Payment to be made and Form of Instruction to be lodged with the Transfer Secretaries by certificated qualifying Shareholders by 12:00 on

 

Friday, 9 June

 

Rights Offer closes at 12:00 on

 

Friday, 9 June

 

Record Date for the Letters of Allocation

 

Friday, 9 June

 

Rights Offer shares issued on or about

 

Monday, 12 June

 

Central Securities Depository Participant’s (“CSDP”) or Broker accounts of dematerialised qualifying Shareholders credited/debited and updated with Rights Offer shares

 

Monday, 12 June

 

Share certificates posted to certificated qualifying Shareholders by registered post on or about

 

Monday, 12 June

 

Results of the Rights Offer and basis of allocation of excess Rights Offer shares announced on SENS

 

Monday, 12 June

 

Results of the Rights Offer and basis of allocation of excess Rights Offer shares published in the South African press

 

Tuesday, 13 June

 

Rights Offer shares in respect of successful excess applications (if applicable) issued on or about

 

Wednesday, 14 June

 

CSDP or broker accounts of dematerialised qualifying Shareholders credited/debited and updated with Rights Offer shares in respect of successful excess applications (if applicable)

 

Wednesday, 14 June

 

Share certificates in respect of successful excess applications (if applicable) posted to certificated qualifying Shareholders by registered post on or about

 

Wednesday, 14 June

 

 



 

Refund payments made to certificated qualifying

 

Wednesday, 14 June

 

Shareholders in respect of unsuccessful excess applications (if applicable) on or about

 

 

 

 

Notes:

 

1.             All time references are applicable to Central Africa Time

 

2.             The dates and times may be changed by Sibanye. Any material change will be announced on SENS.

 

3.             Sibanye ordinary shares may not be dematerialised or rematerialised between Tuesday 23 May 2017 and Friday, 26 May 2017, both days inclusive.

 

4.             Dematerialised Shareholders are required to notify their CSDP or Broker of the action they wish to take in respect of their Letters of Allocation in the manner and by the time stipulated in their custody agreements.

 

5.             CSDPs effect payment in respect of dematerialised Shareholders Rights Offers shares on a delivery versus payment basis.

 

6.             Any material changes to the dates and times above will be released on SENS.

 

7.             There will be a separate timetable applicable to the holders of American depositary shares, which will be made available in the prospectus supplement to be filed with the US Securities Exchange Commission and will be made available free of charge at www.sec.gov.

 

Ends.

 

Sibanye Investor Relations Contact:

 

James Wellsted

SVP Investor Relations

Sibanye Gold Limited

+27 (0) 83 453 4014

james.wellsted@sibanyegold.co.za

 

Sponsor

J.P. Morgan Equities South Africa Proprietary Limited

 

NOTICE TO RECIPIENTS

 

This announcement is not for distribution, directly or indirectly, in or into Australia or Japan or any jurisdiction where to do so would constitute a violation of applicable law or regulation.

 

This announcement includes “forward-looking statements” within the meaning of the “safe harbour” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “target”, “will”, “forecast”, “expect”, “potential”, “intend”, “estimate”, “anticipate”, “can” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. In this announcement, for example, statements related to expected timings of the rights offer, are forward-looking statements. The forward-looking statements set out in this announcement involve a number of known and unknown risks, uncertainties and other factors, many of which are difficult to predict and generally beyond the control of Sibanye, that could cause Sibanye’s actual results and outcomes to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. These forward-looking statements speak only as of the date of this presentation. Sibanye undertakes no obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this presentation or to reflect the occurrence of unanticipated events, save as required by applicable law.

 



 

Prospectus; No Offer or Solicitation

 

Sibanye has filed a registration statement (including a prospectus) and may file a prospectus supplement with the Securities and Exchange Commission (“SEC”) in respect of the Rights Offer. Before you invest, you should read the prospectus in that registration statement, the prospectus supplement and other documents Sibanye will file and has filed with the SEC for more complete information about Sibanye and the Rights Offer. You may get these documents, when available, for free by visiting EDGAR on the SEC web site at www.sec.gov or by visiting Sibanye’s website at www.sibanyegold.co.za. Alternatively, Sibanye, any underwriter or any dealer participating in the Rights Offer will arrange to send you the registration statement, prospectus and prospectus supplement, when available, if you request it by calling toll-free (800) 322-2885 or by e-mailing rightsoffer@mackenziepartners.com. This announcement is for information purposes only and does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. Any securities referred to herein that are being offered outside of the United States have not been, and will not be, registered under the U.S. Securities Act of 1933 and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements.

 



 

 

MARKET RELEASE

Sibanye Gold Limited

Reg. 2002/031431/06

 

Business Address :

Libanon Business Park

1 Hospital Street

(Off Cedar Ave)

Libanon, Westonaria, 1780

 

Postal Address:

Private Bag X5

Westonaria, 1780

 

Tel +27 11 278 9600

Fax +27 11 278 9863

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO AUSTRALIA, JAPAN OR ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF APPLICABLE LAW OR REGULATION

 

Declaration of information relating to a proposed renounceable Rights Offer of approximately U.S.$1 billion

 

1.             INTRODUCTION

 

Westonaria, 11 May 2017 : Sibanye shareholders are referred to the announcements released on the stock exchange news service (“SENS”) on 25 April 2017, 26 April 2017 and 4 May 2017, confirming the approval of the acquisition by Sibanye (the “Transaction”) of the entire issued share capital of Stillwater Mining Company (“Stillwater”) by the shareholders of both Sibanye and Stillwater and the successful conclusion of the Transaction.

 

For purposes of concluding the Transaction, Sibanye obtained, directly and indirectly through its newly formed US merger subsidiary, a U.S.$2.65 billion bridge loan commitment (the “Bridge Facility”). The Transaction was completed on 4 May 2017 and was funded through drawings from the Bridge Facility.

 

2.             THE RIGHTS OFFER AND ITS PURPOSE

 

On Tuesday, 25 April 2017, at the Sibanye general meeting, Sibanye shareholders approved resolutions authorising Sibanye, among other things, to raise equity capital by way of a rights offer.

 

The board of directors of Sibanye (the “Board”) is pleased to announce that the Company intends to raise a gross capital amount of approximately U.S.$1.0 billion through a renounceable rights offer (the “Rights Offer”) to qualifying Sibanye shareholders, for the purposes of repaying a portion of the Bridge Facility, subject to the satisfaction of the conditions precedent set out in paragraph 4 below.

 

A further announcement setting out the full terms of and finalisation information regarding the Rights Offer is currently scheduled to be released on Thursday, 18 May 2017, and it is anticipated that a circular relating to, and containing details of, the Rights Offer (the “Rights Offer Circular”) will be available on the Sibanye website later that day and will be posted to qualifying Sibanye shareholders on or about Tuesday, 23 May 2017.

 

All information with regards to the Rights Offer will be available on https://www.sibanyegold.co.za/investors/transactions/stillwater-acquisition/rights-offer.

 

Directors: Sello Moloko* (Chairman) Neal Froneman (CEO) Charl Keyter (CFO) Chris Chadwick* Robert Chan* Timothy Cumming* Barry Davison* Rick Menell* Nkosemntu Nika* Keith Rayner* Sue van der Merwe* Jerry Vilakazi* Jiyu Yuan* Cain Farrel (Corporate Secretary) (*Non-Executive)

 

www.sibanyegold.co.za

 



 

3.             EXCESS APPLICATIONS

 

Qualifying Sibanye shareholders will be entitled to apply for Rights Offer shares in excess of their entitlement. Should there be excess Rights Offer shares available for allocation, these will be allocated to applicants in an equitable manner in accordance with the terms set forth in the Rights Offer Circular.

 

4.             CONDITIONS PRECEDENT

 

The implementation of the Rights Offer is subject to the fulfilment of the following conditions precedent:

 

·               approval by the JSE Limited (“JSE”) of the Rights Offer Circular;

 

·               approval by the JSE of the Company’s application for the listing of Letters of Allocation in respect of the Rights Offer and of the Company’s application for the listing of the Rights Offer shares on the exchange operated by the JSE after closing of the Rights Offer; and

 

·               any other relevant approvals required by the JSE and the New York Stock Exchange.

 

5.             SALIENT DATES AND TIMES OF THE RIGHTS OFFER

 

Subject to the fulfilment of the conditions precedent as set out in paragraph 4 above, the proposed salient dates and times for the Rights Offer are set out below:

 

 

 

2017

 

Full terms and finalisation announcement released on SENS

 

Thursday, 18 May

 

Rights Offer Circular available on the Sibanye website

 

Thursday, 18 May

 

Last day to trade in Sibanye ordinary shares in order to participate in the Rights Offer (cum rights)

 

Tuesday, 23 May

 

Rights Offer Circular and Form of Instruction posted to certificated qualifying Shareholders

 

Tuesday, 23 May

 

Rights Offer Circular and Form of Instruction, where applicable, posted to dematerialised qualifying Shareholders

 

Tuesday, 23 May

 

Sibanye ordinary shares commence trading ex-rights at 09:00 on

 

Wednesday, 24 May

 

Listing of and trading in the Letters of Allocation on the exchange operated by the JSE (under Alpha Code SGLN and ISIN ZAE000243572), commences at 09:00 on

 

Wednesday, 24 May

 

Letters of Allocation credited to an electronic account held at Computershare Investor Services Proprietary Limited (the “Transfer Secretaries”) in respect of certificated qualifying Shareholders

 

Thursday, 25 May

 

 



 

Record Date for the Rights Offer

 

Friday, 26 May

 

Rights Offer opens at 09:00 on

 

Monday, 29 May

 

CSDP or broker accounts credited with Letters of Allocation in respect of dematerialised qualifying Shareholders

 

Monday, 29 May

 

Last day for trading Letters of Allocation on the exchange operated by the JSE

 

Tuesday, 6 June

 

Listing of Rights Offer shares and trading therein on the exchange operated by the JSE commences at 09:00 on

 

Wednesday, 7 June

 

Payment to be made and Form of Instruction to be lodged with the Transfer Secretaries by certificated qualifying Shareholders by 12:00 on

 

Friday, 9 June

 

Rights Offer closes at 12:00 on

 

Friday, 9 June

 

Record Date for the Letters of Allocation

 

Friday, 9 June

 

Rights Offer shares issued on or about

 

Monday, 12 June

 

Central Securities Depository Participant’s (“CSDP”) or Broker accounts of dematerialised qualifying Shareholders credited/debited and updated with Rights Offer shares

 

Monday, 12 June

 

Share certificates posted to certificated qualifying Shareholders by registered post on or about

 

Monday, 12 June

 

Results of the Rights Offer and basis of allocation of excess Rights Offer shares announced on SENS

 

Monday, 12 June

 

Results of the Rights Offer and basis of allocation of excess Rights Offer shares published in the South African press

 

Tuesday, 13 June

 

Rights Offer shares in respect of successful excess applications (if applicable) issued on or about

 

Wednesday, 14 June

 

CSDP or broker accounts of dematerialised qualifying Shareholders credited/debited and updated with Rights Offer shares in respect of successful excess applications (if applicable)

 

Wednesday, 14 June

 

Share certificates in respect of successful excess applications (if applicable) posted to certificated qualifying Shareholders by registered post on or about

 

Wednesday, 14 June

 

 



 

Refund payments made to certificated qualifying Shareholders in respect of unsuccessful excess applications (if applicable) on or about

 

Wednesday, 14 June

 

 


Notes:

 

1.             All time references are applicable to Central Africa Time

2.             The dates and times may be changed by Sibanye. Any material change will be announced on SENS.

3.             Sibanye ordinary shares may not be dematerialised or rematerialised between Tuesday 23 May 2017 and Friday, 26 May 2017, both days inclusive.

4.             Dematerialised Shareholders are required to notify their CSDP or Broker of the action they wish to take in respect of their Letters of Allocation in the manner and by the time stipulated in their custody agreements.

5.             CSDPs effect payment in respect of dematerialised Shareholders Rights Offers shares on a delivery versus payment basis.

6.             Any material changes to the dates and times above will be released on SENS.

7.             There will be a separate timetable applicable to the holders of American depositary shares, which will be made available in the prospectus supplement to be filed with the US Securities Exchange Commission and will be made available free of charge at www.sec.gov.

 

Ends.

 

Sibanye Investor Relations Contact:

James Wellsted

SVP Investor Relations

Sibanye Gold Limited

+27 (0) 83 453 4014

james.wellsted@sibanyegold.co.za

 

Sponsor

J.P. Morgan Equities South Africa Proprietary Limited

 

NOTICE TO RECIPIENTS

 

This announcement is not for distribution, directly or indirectly, in or into Australia or Japan or any jurisdiction where to do so would constitute a violation of applicable law or regulation.

 

This announcement includes “forward-looking statements” within the meaning of the “safe harbour” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “target”, “will”, “forecast”, “expect”, “potential”, “intend”, “estimate”, “anticipate”, “can” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. In this announcement, for example, statements related to expected timings of the rights offer, are forward-looking statements. The forward-looking statements set out in this announcement involve a number of known and unknown risks, uncertainties and other factors, many of which are difficult to predict and generally beyond the control of Sibanye, that could cause Sibanye’s actual results and outcomes to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. These forward-looking statements speak only as of the date of this presentation. Sibanye undertakes no obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this presentation or to reflect the occurrence of unanticipated events, save as required by applicable law.

 



 

Prospectus; No Offer or Solicitation

 

Sibanye has filed a registration statement (including a prospectus) and may file a prospectus supplement with the Securities and Exchange Commission (“SEC”) in respect of the Rights Offer. Before you invest, you should read the prospectus in that registration statement, the prospectus supplement and other documents Sibanye will file and has filed with the SEC for more complete information about Sibanye and the Rights Offer. You may get these documents, when available, for free by visiting EDGAR on the SEC web site at www.sec.gov or by visiting Sibanye’s website at www.sibanyegold.co.za. Alternatively, Sibanye, any underwriter or any dealer participating in the Rights Offer will arrange to send you the registration statement, prospectus and prospectus supplement, when available, if you request it by calling toll-free (800) 322-2885 or by e-mailing rightsoffer@mackenziepartners.com. This announcement is for information purposes only and does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. Any securities referred to herein that are being offered outside of the United States have not been, and will not be, registered under the U.S. Securities Act of 1933 and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements.

 



 

 

MARKET RELEASE

Sibanye Gold Limited

Reg. 2002/031431/06

 

Business Address :

Libanon Business Park

1 Hospital Street

(Off Cedar Ave)

Libanon, Westonaria, 1780

 

Postal Address:

Private Bag X5

Westonaria, 1780

 

Tel +27 11 278 9600

Fax +27 11 278 9863

 

Sibanye successfully concludes the acquisition of Stillwater

 

Westonaria, 4 May 2017 : Shareholders are referred to the announcements released on the stock exchange news service on 25 April 2017 and 26 April 2017, confirming the approval of the proposed acquisition by Sibanye of the entire issued share capital of Stillwater Mining Company (“Stillwater”) (the “Transaction”) by the shareholders of both Sibanye and Stillwater and that the Transaction, at the time of those announcements, was still subject to certain customary closing conditions set forth in the Merger Agreement (“Closing Conditions”).

 

Sibanye is pleased to announce that all the Closing Conditions to the Transaction have been satisfied or waived, and that Sibanye has successfully concluded the acquisition of Stillwater.

 

For more information on the Transaction, please refer to the Sibanye website at https://www.sibanyegold.co.za/investors/transactions/stillwater-acquisition/overview.

 

Sibanye Investor Relations Contact:

 

James Wellsted

SVP Investor Relations

Sibanye Gold Limited

+27 (0) 83 453 4014

james.wellsted@sibanyegold.co.za

 

Sponsor

J.P. Morgan Equities South Africa Proprietary Limited

 

Forward-looking Statements

 

This announcement includes “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, wherever they may occur in this announcement, are necessarily estimates reflecting the best judgment of the senior management and directors of Sibanye, and involve a number of known and unknown risks and uncertainties that could cause actual results, performance or achievements of the Sibanye Group 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 that could cause the actual results to differ materially from estimates or projections contained in the forward-looking statements. Further details of potential risks and uncertainties affecting Sibanye are described in Sibanye’s filings with the JSE and the SEC, including in Sibanye’s Annual Report on Form 20-F, for the fiscal year ended 31 December 2016 and the Integrated Annual Report 2016. These forward-looking statements speak only as of the date of this announcement. Neither Sibanye nor Stillwater undertake any obligation to update

 

Directors: Sello Moloko* (Chairman) Neal Froneman (CEO) Charl Keyter (CFO) Chris Chadwick* Robert Chan* Timothy Cumming* Barry Davison* Rick Menell* Nkosemntu Nika* Keith Rayner* Sue van der Merwe* Jerry Vilakazi* Jiyu Yuan* Cain Farrel (Corporate Secretary) (*Non-Executive)

 

www.sibanyegold.co.za

 



 

publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this announcement or to reflect the occurrence of unanticipated events, except as required by law.

 

About Sibanye Gold Limited

 

Sibanye is an independent mining group domiciled in South Africa. It currently owns and operates gold, uranium and platinum group metals (“PGMs”) operations and projects throughout the Witwatersrand Basin and the western limb of the Bushveld Complex in South Africa. In addition, Sibanye is a 50 percent joint venture partner in Mimosa, a PGM operation in Zimbabwe. Sibanye is the largest individual South African producer of gold, one of the ten largest gold producers globally and the world’s fifth largest producer of PGMs. Sibanye’s corporate office is located close to Westonaria, in the province of Gauteng, near its West Wits operations. Sibanye’s shares are traded on the JSE under the symbol “SGL” and its American Depositary Receipts are traded on the NYSE under the symbol “SBGL”.

 

About Stillwater Mining Company

 

Stillwater Mining Company is the only U.S. miner of PGMs and the largest primary producer of PGMs outside of South Africa and the Russian Federation. PGMs are rare precious metals used in a wide variety of applications, including automobile catalysts, fuel cells, hydrogen purification, electronics, jewelry, dentistry, medicine and coinage. Stillwater is engaged in the development, extraction and processing of PGMs from a geological formation in south-central Montana recognized as the J-M Reef. The J-M Reef is the only known significant source of PGMs in the U.S. and the highest-grade PGM resource known in the world. Stillwater also recycles PGMs from spent catalytic converters and other industrial sources. Stillwater owns the Marathon PGM-copper deposit in Ontario, Canada, and the Altar porphyry copper-gold deposit located in the San Juan province of Argentina.

 



 

 

MEDIA RELEASE

 

Sibanya Gold Limited

Reg. 2002/031431/06

 

Business Address :

Libanon Business Park

1 Hospital Street

(Off Cedar Ave)

Libanon, Westonaria, 1780

 

Postal Address:

Private Bag X5

Westonaria, 1780

 

Tel +27 11 278 9600

Fax +27 11 278 9863

 

Sibanye on track to deliver a pronounced 2017

 

Salient features for the quarter ended 31 March 2017

 

·   All safety indicators improved across the Group

 

·   Annual production guidance remains on track for Gold and Platinum Divisions

 

·   Costs well managed

 

·   Gold Division strengthened by senior management appointments

 

·   Platinum integration is progressing well — 12% real reduction in unit costs at Rustenburg since acquisition

 

·   Stillwater acquisition creates a globally competitive precious metals company

 

Westonaria, 4 May 2017 : Sibanye today reported an operating update for the March 2017 quarter.

 

Pleasingly, safety trends across the Group continued to improve, with all safety indicators significantly better for the March 2017 quarter than for the comparable quarter in 2016. The improved safety performance follows the implementation of a revised safety strategy in August 2016, which is being rolled out in both the Gold and Platinum Divisions.

 

The integration of South African platinum operations continues to progress well. The Sibanye operating model has been implemented across the Division and positive operating and financial performance momentum has already been noted. There has been a real 12% reduction in Rustenburg’s unit operating costs since Sibanye took control of the operation on 1 November 2016.

 

The Platinum Division delivered attributable PGM production of 286,716oz (4E) for the March 2017 quarter in line with planned levels. The operating cost was R11,128/4Eoz resulting in an operating margin of 8% for the period and an operating profit of R243 million, excluding the equity accounted attributable operating profit of R119 million from Mimosa.

 

After taking into account the revenue contribution from base metals and chrome, Kroondal, Platinum Mile and Rustenburg delivered attributable operating profits of R77 million, R15 million and R122 million respectively during the quarter. This equated to a quarterly operating profit margin of 12%, 35% and 5% respectively for each operation.

 

Gold production for the March 2017 quarter of 10,266kg (330,100oz), was 9% lower than for the comparable quarter in 2016 mainly as a result of the cessation of mining operations at the Cooke 4 shaft in September 2016. Gold in inventory at the end of December 2016 of 129kg (4,147oz) was sold during the March 2017 quarter, resulting in sales of 10,395kg (334,200oz). All-in sustaining cost (AISC) increased by 9% from R454,282/kg to R493,862/kg mainly as a result of the decrease in gold produced.

 

Directors: Sello Moloko* (Chairman) Neal Froneman (CEO) Charl Keyter (CFO) Chris Chadwick* Robert Chan* Timothy Cumming* Barry Davison* Rick Menell* Nkosemntu Nika* Keith Rayner* Sue van der Merwe* Jerry Vilakazi* Jiyu Yuan* Cain Farrel (Corporate Secretary) (*Non-Executive)

 

www.sibanyegold.co.za

 



 

Our Gold Division has been strengthen with the appointment of two senior managers, William Taylor as Chief Operating Officer for the Gold Division and Koos Barnard as an additional Vice President at the Driefontein Operations. Both these individuals have more than 30 years’ of mining experience in both Gold and Platinum mining.

 

Annual production and cost guidance remains intact at both the Gold and Platinum Divisions.

 

The closing of the Stillwater acquisition is imminent. Located in Montana in the United States, Stillwater houses the highest grade PGM mines in the world and is the lowest cost PGM producer (on an All-in Sustaining Cost basis which includes sustaining capital expenditure requirements). The company is also the only PGM Company that, through the brownfields Blitz project, is able to substantially grow production at a low point in the commodity price cycle, financed entirely through internal cash flow. This combination and the fact that it is the only primary palladium producer in the world, strategically positions Sibanye as a global precious metals company with a unique mix of commodities.

 

Sibanye is now the third largest producer of palladium (and only primary producer of palladium) and the third largest producer of platinum in the world and also features in the top ten global gold companies. Sibanye also owns the most geographically diverse asset base in the PGM industry with its peers assets located predominantly in Southern Africa or in Russia.

 

“We are pleased with our improved safety performance at our operations and the positive momentum evident in the Platinum Division integration. We now look forward to integrating Stillwater, which we are certain will enhance Sibanye’s portfolio and deliver sustainable value to all stakeholders.” added Froneman.

 

For more information on the operating update, please refer to

https://www.sibanyegold.co.za/investors/financial-reporting/operating-financial-updates/2017.

 

Sibanye Investor Relations Contact:

 

James Wellsted

SVP Investor Relations

Sibanye Gold Limited

+27 (0) 83 453 4014

james.wellsted@sibanyegold.co.za

 

Sponsor

J.P. Morgan Equities South Africa Proprietary Limited

 

This press release is for information purposes only and does not constitute or form part of an offer to sell or the solicitation of an offer to buy or subscribe to any securities of Sibanye. This press release should not be sent, distributed, transmitted or otherwise made available in or into the United States or any other jurisdiction where it would be impermissible to do so. The securities referred to herein have not been and will not be registered under the United States Securities Act of 1933 (the “Securities Act”) or with any securities regulatory authority of any state or other jurisdiction of the United States and may not be offered, sold, resold, transferred or delivered, directly or indirectly, in the United States except pursuant to registration under, or an exemption from the registration requirements of, the Securities Act. There will be no public offering of securities in the United States or any other jurisdiction.

 

The securities have not been approved or disapproved by the US Securities and Exchange Commission, and state securities commission in the United States or any other US regulatory authority. Any representation to the contrary is a criminal offence in the United States.

 

FORWARD LOOKING STATEMENTS

 

This document includes “forward-looking statements” within the meaning of the “safe harbour” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “target”, “will”, “would”, “expect”,

 

2



 

“anticipate”, “plans”, “potential”, “can”, “may” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters.

 

These forward-looking statements, including, among others, those relating to Sibanye’s future business prospects, revenues and income, expected timings of the Stillwater transaction (including completion) (the Transaction), potential Transaction benefits (including statements regarding growth and cost savings) or information related to the Blitz Project, wherever they may occur in this document and the exhibits to this document, are necessarily estimates reflecting the best judgment of the senior management and directors of Sibanye, and involve a number of known and unknown risks and uncertainties that could cause actual results, performance or achievements of the Sibanye Group 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 document. Important factors that could cause the actual results to differ materially from estimates or projections contained in the forward-looking statements include, without limitation, economic, business, political and social conditions in South Africa, Zimbabwe and elsewhere; changes in assumptions underlying Sibanye’s estimation of its current Mineral Reserves and Resources; the ability to achieve anticipated efficiencies and other cost savings in connection with past and future acquisitions, as well as at existing operations; the ability of Sibanye to successfully integrate acquired businesses and operations (whether in the gold mining business or otherwise) into its existing businesses; Sibanye’s or Stillwater’s ability to complete the Transaction; the inability to complete the Transaction due to failure complete any conditions; Sibanye’s ability to achieve anticipated efficiencies and other cost savings in connection with the Transaction; the success of Sibanye’s business strategy and changes thereto, exploration and development activities; the ability of Sibanye to comply with requirements that it operate in a sustainable manner; changes in the market price of gold, platinum group metals (PGMs) and/or uranium; the occurrence of hazards associated with underground and surface gold, PGMs and uranium mining; the occurrence of labour disruptions and industrial action; the availability, terms and deployment of capital or credit; changes in relevant government regulations, particularly environmental tax health and safety regulations and new legislation affecting water, mining, mineral rights and business ownership, including any interpretations thereof which may be subject to dispute; the outcome and consequence of any potential or pending litigation or regulatory proceedings or other environmental, health and safety issues; power disruptions, constraints and cost increases; supply chain shortages and increases in the price of production inputs; fluctuations in exchange rates, currency devaluations, inflation and other macro-economic monetary policies; the occurrence of temporary stoppages of mines for safety incidents and unplanned maintenance; Sibanye’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’s information technology and communications systems; the adequacy of Sibanye’s insurance coverage; any social unrest, sickness or natural or man-made disaster at informal settlements in the vicinity of some of Sibanye’s operations; and the impact of HIV, tuberculosis and other contagious diseases. Further details of potential risks and uncertainties affecting Sibanye are described in Sibanye’s filings with the JSE and the SEC, including in Sibanye’s Integrated Annual Report 2016 and Annual Report on Form 20-F, for the fiscal year ended 31 December 2016. These forward-looking statements speak only as of the date of this document.

 

The Sibanye Group undertakes no obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this document or to reflect the occurrence of unanticipated events, except as required by law.

 

ADDITIONAL INFORMATION AND WHERE TO FIND IT

 

This document does not constitute the solicitation of any vote, proxy or approval. In connection with the Transaction, Sibanye has posted to its shareholders a JSE Limited (JSE) Category 1 circular and Stillwater has filed with the Securities and Exchange Commission (the SEC) relevant materials, including a proxy statement. The JSE Category 1 circular and other relevant documents have been sent or otherwise disseminated to Sibanye’s shareholders and contain important information about the Transaction and related matters. SHAREHOLDERS OF SIBANYE ARE ADVISED TO READ THE JSE CATEGORY 1 CIRCULAR AND OTHER RELEVANT DOCUMENTS, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE TRANSACTION. The proxy statement and other relevant documents have been sent or otherwise disseminated to Stillwater’s shareholders and contain important information about the Transaction and related matters. SHAREHOLDERS OF STILLWATER ARE ADVISED TO READ THE PROXY STATEMENT THAT HAS BEEN FILED AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE TRANSACTION. Sibanye shareholders may obtain free copies of the JSE Category 1 circular by going to Sibanye’s website at www.sibanyegold.co.za. The proxy statement and other relevant documents may also be obtained, free of charge, on the SEC’s website (http://www.sec.gov). Stillwater shareholders may obtain free copies of the proxy statement from Stillwater by going to Stillwater’s website at http://stillwatermining.com/.

 

PARTICIPANTS IN THE SOLICITATION

 

Sibanye, Stillwater and their respective directors and officers may be deemed participants in the solicitation of proxies of Sibanye’s and Stillwater’s respective shareholders in connection with the Transaction. Sibanye’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Sibanye in Sibanye’s Annual Report on Form 20-F, for the fiscal year ended 31 December 2016, which was filed with the SEC on 7 April 2017. Stillwater’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Stillwater in Stillwater’s Annual Report on Form 10-K for the fiscal year ended 31 December 2016, which was filed with the SEC on 16 February 2017. Additional information regarding the interests of participants in the solicitation of proxies in connection with the Transaction is included in the proxy statement that Stillwater has filed with the SEC.

 

NO OFFER OR SOLICITATION

 

This document is for informational purposes only and does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. Any securities referred to herein that are being offered outside of the United States have not been, and will not be, registered under the U.S. Securities Act of 1933 and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements. The public offering of securities currently intended by the issuer to be made in the United States will be made by means of a prospectus that may be obtained from the issuer and that will contain detailed information about the company, its management and financial statements.

 

3



 

MEDIA RELEASE

 

Sibanya Gold Limited

Reg. 2002/031431/06

 

Business Address :

Libanon Business Park

1 Hospital Street

(Off Cedar Ave)

Libanon, Westonaria, 1780

 

Postal Address:

Private Bag X5

Westonaria, 1780

 

Tel +27 11 278 9600

Fax +27 11 278 9863

 

Sibanye and Stillwater deal- the largest PGM Transaction globally in over a decade

 

Westonaria, 26 April 2017 : Sibanye Gold Limited (‘Sibanye’ and/or ‘the Group’) is pleased to report that, following overwhelming approval from both Sibanye and Stillwater Mining Company (Stillwater) shareholders at their respective General Meetings this week, it has successfully concluded the acquisition of Stillwater.

 

Stillwater, located in Montana in the United States, owns the highest grade Platinum Group Metals (PGM) mines in the world. In addition it is the lowest cost PGM producers in the world (on an All-in Sustaining Cost basis which includes sustaining capital expenditure requirements). This combination and the fact that it is the only primary palladium producer in the world, makes it unique and strategically positions Sibanye as a unique investment case.

 

Stillwater currently produces approximately 550,000 ounces of 2E PGM per annum (PGM split of approximately 78% Palladium and 22% Platinum) from two operating mines. The company is also developing a low risk organic growth project the Blitz project, which is expected to add between 270,000oz and 330,000 ounces 2E PGM per annum by 2021. This is a substantial production increase of over 50%, which is fully funded from internal cash flow. Stillwater is also the biggest PGM recycling business in the world, recycling about 668,000 ounces of PGMs during 2016. This business will provide Sibanye with important strategic insights into the secondary PGM markets.

 

This transformative transaction uniquely positions Sibanye as a global precious metals company with a unique mix of commodities. Sibanye is now the third largest producer of palladium (and only primary producer of palladium) and the third largest producer of platinum in the world and also features in the top ten global gold companies.

 

“We are very pleased to add Stillwater into the Sibanye Group, thereby creating a unique, high quality, global precious metals company. We look forward to integrating Stillwater into Sibanye and are confident that this Transaction will realise significant value for Sibanye shareholders and its other stakeholders for many years. We would like to thank our shareholders for their support, as well as the management and employees of both companies, whose efforts enabled us to successfully conclude this significant transaction, which ranks among the largest mining transactions conclude by a South African company since 2001.” said Neal Froneman, CEO of Sibanye.

 

For more information about this Transaction and for photographs of the Stillwater Operations, please refer to the Sibanye website at https://www.sibanyegold.co.za/investors/transactions/stillwater-acquisition.

 

Directors: Sello Moloko* (Chairman) Neal Froneman (CEO) Charl Keyter (CFO) Chris Chadwick* Robert Chan* Timothy Cumming* Barry Davison* Rick Menell* Nkosemntu Nika* Keith Rayner* Sue van der Merwe* Jerry Vilakazi* Jiyu Yuan* Cain Farrel (Corporate Secretary) (*Non-Executive)

 

www.sibanyegold.co.za

 



 

Sibanye Investor Relations Contact:

 

James Wellsted

SVP Investor Relations

Sibanye Gold Limited

+27 (0) 83 453 4014

james.wellsted@sibanyegold.co.za

 

Sponsor

J.P. Morgan Equities South Africa Proprietary Limited

 

Forward-looking Statements

 

This announcement includes “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 expected timings of the Transaction (including completion), wherever they may occur in this announcement, are necessarily estimates reflecting the best judgment of the senior management and directors of Sibanye, and involve a number of known and unknown risks and uncertainties that could cause actual results, performance or achievements of the Sibanye Group 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 that could cause the actual results to differ materially from estimates or projections contained in the forward-looking statements including, without limitation: Sibanye’s or Stillwater’s ability to complete the Transaction; the inability to complete the proposed Transaction due to failure to complete any closing conditions. Further details of potential risks and uncertainties affecting Sibanye are described in Sibanye’s filings with the JSE and the SEC, including in Sibanye’s Annual Report on Form 20-F, for the fiscal year ended 31 December 2016 and the Integrated Annual Report 2016. These forward-looking statements speak only as of the date of this announcement. Neither Sibanye nor Stillwater undertake any obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this announcement or to reflect the occurrence of unanticipated events, except as required by law.

 

Additional Information and Where to Find It

 

This announcement does not constitute the solicitation of any vote, proxy or approval. In connection with the Transaction, Sibanye has posted the Circular to its shareholders and Stillwater has filed with the Securities and Exchange Commission (the “SEC”) relevant materials, including a proxy statement. The Circular and other relevant documents have been sent or otherwise disseminated to Sibanye’s shareholders and contain important information about the Transaction and related matters. SHAREHOLDERS OF SIBANYE ARE ADVISED TO READ THE CIRCULAR AND OTHER RELEVANT DOCUMENTS, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE TRANSACTION. The proxy statement and other relevant documents have been sent or otherwise disseminated to Stillwater’s shareholders and contain important information about the Transaction and related matters. SHAREHOLDERS OF STILLWATER ARE ADVISED TO READ THE PROXY STATEMENT THAT HAS BEEN FILED AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE TRANSACTION. Sibanye shareholders may obtain free copies of the Circular by going to Sibanye’s website at www.sibanyegold.co.za. The proxy statement and other relevant documents may also be obtained, free of charge, on the SEC’s website (http://www.sec.gov). Stillwater shareholders may obtain free copies of the proxy statement from Stillwater by going to Stillwater’s website at http://stillwatermining.com/.

 



 

Participants in the Solicitation

 

Sibanye, Stillwater and their respective directors and officers may be deemed participants in the solicitation of proxies of Sibanye’s and Stillwater’s respective shareholders in connection with the Transaction. Sibanye’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Sibanye in Sibanye’s Annual Report on Form 20-F, for the fiscal year ended 31 December 2016, which was filed with the SEC on 7 April 2017. Stillwater’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Stillwater in Stillwater’s Annual Report on Form 10-K for the fiscal year ended 31 December 2016, which was filed with the SEC on 16 February 2017. Additional information regarding the interests of participants in the solicitation of proxies in connection with the Transaction is included in the proxy statement that Stillwater has filed with the SEC.

 

No Offer or Solicitation

 

This announcement is for informational purposes only and does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. Any securities referred to herein have not been, and will not be, registered under the US Securities Act of 1933 and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements.

 

About Sibanye Gold Limited

 

Sibanye is an independent mining group domiciled in South Africa. It currently owns and operates gold, uranium and platinum group metals (“PGMs”) operations and projects throughout the Witwatersrand Basin and the western limb of the Bushveld Complex in South Africa. In addition, Sibanye is a 50 percent joint venture partner in Mimosa, a PGM operation in Zimbabwe. Sibanye is the largest individual South African producer of gold, one of the ten largest gold producers globally and the world’s fifth largest producer of PGMs. Sibanye’s corporate office is located close to Westonaria, in the province of Gauteng, near its West Wits operations. Sibanye’s shares are traded on the JSE under the symbol “SGL” and its American Depositary Receipts are traded on the NYSE under the symbol “SBGL”.

 

About Stillwater Mining Company

 

Stillwater Mining Company is the only U.S. miner of PGMs and the largest primary producer of PGMs outside of South Africa and the Russian Federation. PGMs are rare precious metals used in a wide variety of applications, including automobile catalysts, fuel cells, hydrogen purification, electronics, jewellery, dentistry, medicine and coinage. Stillwater is engaged in the development, extraction and processing of PGMs from a geological formation in south-central Montana recognized as the J-M Reef. The J-M Reef is the only known significant source of PGMs in the U.S. and the highest-grade PGM resource known in the world. Stillwater also recycles PGMs from spent catalytic converters and other industrial sources. Stillwater owns the Marathon PGM-copper deposit in Ontario, Canada, and the Altar porphyry copper-gold deposit located in the San Juan province of Argentina. Stillwater’s shares are traded on the New York Stock Exchange under the symbol “SWC”.

 



 

Sibanye Gold Limited

Incorporated in the Republic of South Africa

Registration number 2002/031431/06

Share code: SGL

ISIN — ZAE000173951

Issuer code: SGL

(“Sibanye Gold”, “Sibanye” or “the Group”)

 

Stillwater Transaction conditions fulfilment

 

Westonaria, 26 April 2017 : Shareholders are referred to the announcement released on the stock exchange news service on 25 April 2017, confirming, inter alia , the approval by Sibanye shareholders for the proposed acquisition of the entire issued share capital of Stillwater Mining Company (“Stillwater”) (the “Transaction”).

 

Further to that announcement, Sibanye is pleased to announce that the requisite majority of Stillwater shareholders, resolved to approve the Transaction at the Stillwater shareholders’ meeting held on 25 April 2017. All major conditions precedent to the Transaction have thus been met to the parties’ satisfaction. The completion of the Transaction remains subject to the satisfaction or waiver of certain customary closing conditions set forth in the Merger Agreement. Although no assurance can be given as to if and when the Transaction will be completed because it remains subject to such customary closing conditions, the parties expect the Transaction to close on Thursday, 4 May 2017.

 

“We are very pleased to receive the approval of both Stillwater and Sibanye shareholders for the Transaction, which we believe is beneficial to both sets of shareholders. We look forward to welcoming and engaging with Stillwater management and employees and beginning the process of integrating the operations into the Sibanye Group” said Neal Froneman, CEO of Sibanye.

 

An announcement regarding the rights offer is anticipated to be made towards the end of the week of the 1st of May with the associated rights offer circular (containing the terms and details of the rights offer) to be issued in mid-May 2017.

 

For more information about this on this Transaction, please refer to the Sibanye website at https://www.sibanyegold.co.za/investors/transactions/stillwater-acquisition.

 

Sibanye Investor Relations Contact:

 

James Wellsted

SVP Investor Relations

Sibanye Gold Limited

+27 (0) 83 453 4014

james.wellsted@sibanyegold.co.za

 

1



 

Sponsor

J.P. Morgan Equities South Africa Proprietary Limited

 

Forward-looking Statements

 

This announcement includes “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 expected timings of the Transaction (including completion), wherever they may occur in this announcement, are necessarily estimates reflecting the best judgment of the senior management and directors of Sibanye, and involve a number of known and unknown risks and uncertainties that could cause actual results, performance or achievements of the Sibanye Group 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 that could cause the actual results to differ materially from estimates or projections contained in the forward-looking statements including, without limitation: Sibanye’s or Stillwater’s ability to complete the Transaction; the inability to complete the proposed Transaction due to failure to complete any closing conditions. Further details of potential risks and uncertainties affecting Sibanye are described in Sibanye’s filings with the JSE and the SEC, including in Sibanye’s Annual Report on Form 20-F, for the fiscal year ended 31 December 2016 and the Integrated Annual Report 2016. These forward-looking statements speak only as of the date of this announcement. Neither Sibanye nor Stillwater undertake any obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this announcement or to reflect the occurrence of unanticipated events, except as required by law.

 

Additional Information and Where to Find It

 

This announcement does not constitute the solicitation of any vote, proxy or approval. In connection with the Transaction, Sibanye has posted the Circular to its shareholders and Stillwater has filed with the Securities and Exchange Commission (the “SEC”) relevant materials, including a proxy statement. The Circular and other relevant documents have been sent or otherwise disseminated to Sibanye’s shareholders and contain important information about the Transaction and related matters. SHAREHOLDERS OF SIBANYE ARE ADVISED TO READ THE CIRCULAR AND OTHER RELEVANT DOCUMENTS, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE TRANSACTION. The proxy statement and other relevant documents have been sent or otherwise disseminated to Stillwater’s shareholders and contain important information about the Transaction and related matters. SHAREHOLDERS OF STILLWATER ARE ADVISED TO READ THE PROXY STATEMENT THAT HAS BEEN FILED AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE TRANSACTION. Sibanye shareholders may obtain free copies of the Circular by going to Sibanye’s website at www.sibanyegold.co.za. The proxy statement and other relevant documents may also be obtained, free of charge, on the SEC’s website (http://www.sec.gov). Stillwater shareholders may obtain free copies of the proxy statement from Stillwater by going to Stillwater’s website at http://stillwatermining.com/.

 

2



 

Participants in the Solicitation

 

Sibanye, Stillwater and their respective directors and officers may be deemed participants in the solicitation of proxies of Sibanye’s and Stillwater’s respective shareholders in connection with the Transaction. Sibanye’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Sibanye in Sibanye’s Annual Report on Form 20-F, for the fiscal year ended 31 December 2016, which was filed with the SEC on 7 April 2017. Stillwater’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Stillwater in Stillwater’s Annual Report on Form 10-K for the fiscal year ended 31 December 2016, which was filed with the SEC on 16 February 2017. Additional information regarding the interests of participants in the solicitation of proxies in connection with the Transaction is included in the proxy statement that Stillwater has filed with the SEC.

 

No Offer or Solicitation

 

This announcement is for informational purposes only and does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. Any securities referred to herein have not been, and will not be, registered under the US Securities Act of 1933 and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements.

 

About Sibanye Gold Limited

 

Sibanye is an independent mining group domiciled in South Africa. It currently owns and operates gold, uranium and platinum group metals (“PGMs”) operations and projects throughout the Witwatersrand Basin and the western limb of the Bushveld Complex in South Africa. In addition, Sibanye is a 50 percent joint venture partner in Mimosa, a PGM operation in Zimbabwe. Sibanye is the largest individual South African producer of gold, one of the ten largest gold producers globally and the world’s fifth largest producer of PGMs. Sibanye’s corporate office is located close to Westonaria, in the province of Gauteng, near its West Wits operations. Sibanye’s shares are traded on the JSE under the symbol “SGL” and its American Depositary Receipts are traded on the NYSE under the symbol “SBGL”.

 

About Stillwater Mining Company

 

Stillwater Mining Company is the only U.S. miner of PGMs and the largest primary producer of PGMs outside of South Africa and the Russian Federation. PGMs are rare precious metals used in a wide variety of applications, including automobile catalysts, fuel cells, hydrogen purification, electronics, jewelry, dentistry, medicine and coinage. Stillwater is engaged in the development, extraction and processing of PGMs from a geological formation in south-central Montana recognized as the J-M Reef. The J-M Reef is the only known significant source of PGMs in the U.S. and the highest-grade PGM resource known in the world. Stillwater also recycles PGMs from spent catalytic converters and other industrial sources. Stillwater owns the Marathon PGM-copper deposit in Ontario, Canada, and the Altar porphyry copper-gold deposit located in the San Juan province of Argentina. Stillwater’s shares are traded on the New York Stock Exchange under the symbol “SWC”.

 

3



 

Sibanye Gold Limited

Incorporated in the Republic of South Africa

Registration number 2002/031431/06

Share code: SGL

ISIN — ZAE000173951

Issuer code: SGL

(“Sibanye Gold”, “Sibanye” or “the Group”)

 

Results of the Sibanye General Meeting regarding the acquisition of Stillwater

 

Westonaria, 25 April 2017 : Sibanye is pleased to report that all resolutions for the approval and implementation of the proposed acquisition of Stillwater Mining Company (NYSE: SWC) (“Stillwater”) (the “Transaction”), were passed by the requisite majority of votes at the Company’s General Meeting held at the Sibanye Gold Academy, Glenharvie at 09:00 today, Tuesday, 25 April 2017

 

Shareholders are referred to the announcement released on the stock exchange news service on 20 March 2017, regarding the posting of the circular (“Circular”) incorporating the notice of general meeting (“General Meeting”) and which contains, inter alia , the details of the Transaction. All capitalised terms contained herein shall bear the meaning ascribed to them in the Circular.

 

The number of shares voted in person or by proxy was 773,013,184 representing 83% of the total issued share capital of Sibanye ordinary shares. The resolutions proposed at the General Meeting and the percentage of shares voted for and against each resolution, as well as the shares abstained, are set out below:

 

1



 

 

 

 

 

% of

 

 

 

 

 

 

 

 

 

% of

 

votes

 

 

 

 

 

 

 

 

 

votes

 

against

 

Number of

 

% of

 

% of

 

 

 

for the

 

the

 

shares

 

Shares

 

Shares

 

Resolution

 

resolution (1)

 

resolution (1)

 

voted

 

Voted (2)

 

abstained (2)

 

 

 

 

 

 

 

 

 

 

 

 

 

Ordinary Resolution 1 — Approval of the Transaction as required by and in terms of the JSE Listings Requirements.

 

81.96

 

18.04

 

771,103,843

 

82.91

 

0.21

 

Special Resolution 1 — Approval of the increase of Authorised Shares of the Company.

 

82.05

 

17.95

 

771,227,988

 

82.92

 

0.19

 

Special Resolution 2 — Approval of the amendment of the existing Memorandum of Incorporation (MOI) of the Company.

 

81.87

 

18.13

 

770,952,336

 

82.89

 

0.22

 

Special Resolution 3 — Approval for the allotment and issue of Sibanye Shares, including in particular but not limited to the Proposed Rights Offer Shares, as required by and in terms of section 41(3) of the Companies Act.

 

81.73

 

18.27

 

771,094,702

 

82.91

 

0.21

 

Ordinary Resolution 2 — Placing control of the authorised but unissued Shares under the control of the Directors for the purpose of implementing the Proposed Rights Offer.

 

81.84

 

18.16

 

771,035,015

 

82.90

 

0.21

 

Ordinary Resolution 3 — Waiver of mandatory offer provisions of the Companies Act.

 

81.84

 

18.16

 

770,886,557

 

82.89

 

0.23

 

Ordinary Resolution 4 — Approval for authority to increase amount of authorised but unissued Shares to be issued by the Board.

 

92.06

 

7.84

 

771,120,473

 

82.91

 

0.20

 

 


Notes:

 

(1)   The shares voted disclosed as a percentage in relation to the total number of shares voted at the meeting.

 

(2)   The shares voted or abstained disclosed as a percentage in relation to the total issued share capital.

 

Neal Froneman, CEO of Sibanye, commenting on the shareholder vote said: “We thank our shareholders for their support for this transaction which represents a unique and transformative opportunity to acquire world class, low-cost international PGM assets. Stillwater offers near-term organic production growth through the Blitz project, further enhancing Sibanye’s asset portfolio and will create in Sibanye, a globally competitive South African mining champion with a unique commodity mix”.

 

The implementation of the Transaction is still subject to certain customary closing conditions as well as the fulfilment of the final major condition precedent, i.e. the approval of the Transaction by the holders of a majority of Stillwater’s outstanding shares. The Stillwater shareholders meeting to vote on the Transaction is scheduled to take place today, at 14:00 (Mountain Daylight Time (MDT)) (22:00 South African Time (SAT)). Sibanye shareholders will be notified once vote of the Stillwater shareholders has occurred.

 

2



 

Sibanye Investor Relations Contact:

 

James Wellsted

SVP Investor Relations

Sibanye Gold Limited

+27 (0) 83 453 4014

james.wellsted@sibanyegold.co.za

 

Sponsor

J.P. Morgan Equities South Africa Proprietary Limited

 

Forward-looking Statements

 

This announcement includes “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 expected timings of the Transaction (including completion), wherever they may occur in this announcement, are necessarily estimates reflecting the best judgment of the senior management and directors of Sibanye, and involve a number of known and unknown risks and uncertainties that could cause actual results, performance or achievements of the Sibanye Group 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 that could cause the actual results to differ materially from estimates or projections contained in the forward-looking statements including, without limitation: Sibanye’s or Stillwater’s ability to complete the Transaction; the inability to complete the proposed Transaction due to failure to obtain approval of the shareholders of Stillwater or to complete other closing conditions. Further details of potential risks and uncertainties affecting Sibanye are described in Sibanye’s filings with the JSE and the SEC, including in Sibanye’s Annual Report on Form 20-F, for the fiscal year ended 31 December 2016 and the Integrated Annual Report 2016. These forward-looking statements speak only as of the date of this announcement. Neither Sibanye nor Stillwater undertake any obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this announcement or to reflect the occurrence of unanticipated events, except as required by law.

 

Additional Information and Where to Find It

 

This announcement does not constitute the solicitation of any vote, proxy or approval. In connection with the Transaction, Sibanye has posted the Circular to its shareholders and Stillwater has filed with the Securities and Exchange Commission (the “SEC”) relevant materials, including a proxy statement. The Circular and other relevant documents have been sent or otherwise disseminated to Sibanye’s shareholders and contain important information about the Transaction and related matters. SHAREHOLDERS OF SIBANYE ARE ADVISED TO READ THE CIRCULAR AND OTHER RELEVANT DOCUMENTS, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE

 

3



 

TRANSACTION. The proxy statement and other relevant documents have been sent or otherwise disseminated to Stillwater’s shareholders and contain important information about the Transaction and related matters. SHAREHOLDERS OF STILLWATER ARE ADVISED TO READ THE PROXY STATEMENT THAT HAS BEEN FILED AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE TRANSACTION. Sibanye shareholders may obtain free copies of the Circular by going to Sibanye’s website at www.sibanyegold.co.za. The proxy statement and other relevant documents may also be obtained, free of charge, on the SEC’s website (http://www.sec.gov). Stillwater shareholders may obtain free copies of the proxy statement from Stillwater by going to Stillwater’s website at http://stillwatermining.com/.

 

Participants in the Solicitation

 

Sibanye, Stillwater and their respective directors and officers may be deemed participants in the solicitation of proxies of Sibanye’s and Stillwater’s respective shareholders in connection with the Transaction. Sibanye’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Sibanye in Sibanye’s Annual Report on Form 20-F, for the fiscal year ended 31 December 2016, which was filed with the SEC on 7 April 2017. Stillwater’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Stillwater in Stillwater’s Annual Report on Form 10-K for the fiscal year ended 31 December 2016, which was filed with the SEC on 16 February 2017. Additional information regarding the interests of participants in the solicitation of proxies in connection with the Transaction is included in the proxy statement that Stillwater has filed with the SEC.

 

No Offer or Solicitation

 

This announcement is for informational purposes only and does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. Any securities referred to herein have not been, and will not be, registered under the US Securities Act of 1933 and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements.

 

About Sibanye Gold Limited

 

Sibanye is an independent mining group domiciled in South Africa. It currently owns and operates gold, uranium and platinum group metals (“PGMs”) operations and projects throughout the Witwatersrand Basin and the western limb of the Bushveld Complex in South Africa. In addition, Sibanye is a 50 percent joint venture partner in Mimosa, a PGM operation in Zimbabwe. Sibanye is the largest individual South African producer of gold, one of the ten largest gold producers globally and the world’s fifth largest producer of PGMs. Sibanye’s corporate office is located close to Westonaria, in the province of Gauteng, near its West Wits operations. Sibanye’s shares are traded on the JSE under the symbol “SGL” and its American Depositary Receipts are traded on the NYSE under the symbol “SBGL”.

 

About Stillwater Mining Company

 

Stillwater Mining Company is the only U.S. miner of PGMs and the largest primary producer of PGMs outside of South Africa and the Russian Federation. PGMs are rare

 

4



 

precious metals used in a wide variety of applications, including automobile catalysts, fuel cells, hydrogen purification, electronics, jewelry, dentistry, medicine and coinage. Stillwater is engaged in the development, extraction and processing of PGMs from a geological formation in south-central Montana recognized as the J-M Reef. The J-M Reef is the only known significant source of PGMs in the U.S. and the highest-grade PGM resource known in the world. Stillwater also recycles PGMs from spent catalytic converters and other industrial sources. Stillwater owns the Marathon PGM-copper deposit in Ontario, Canada, and the Altar porphyry copper-gold deposit located in the San Juan province of Argentina. Stillwater’s shares are traded on the New York Stock Exchange under the symbol “SWC”.

 

5



 

 

 

MARKET RELEASE

Sibanya Gold Limited

 

Reg. 2002/031431/06

 

 

 

Business Address :

 

Libanon Business Park

 

1 Hospital Street

 

(Off Cedar Ave)

 

Libanon, Westonaria, 1780

 

 

 

Postal Address:

 

Private Bag X5

 

Westonaria, 1780

 

 

 

Tel +27 11 278 9600

 

Fax +27 11 278 9863

 

 

Posting of notice of amendments to resolutions to be tabled at the Annual General Meeting on 23 May 2017

 

Westonaria, 21 April 2017 : Shareholders are referred to the notice convening the Annual General Meeting (“AGM”) of the Company on 23 May 2017 (“Original Date of Notice of the AGM”) at 09:00 (CAT).

 

All capitalised terms used herein shall bear the same meanings as those defined in the Notice of Annual General Meeting, which was distributed electronically on 30 March 2017 and posted to shareholders on 4 April 2017.

 

Shareholders are notified that the Sibanye Board will propose at the AGM that Ordinary Resolutions Numbers 11 and 12 and the Explanatory Notes in respect of those Ordinary Resolutions, which relate to the general authority of Sibanye’s directors to issue shares for cash, be replaced in their entirety.

 

The “Notice of amendments to resolutions to be tabled at the Annual General Meeting” and an Amended Proxy Form have been distributed to shareholders today and are available on the Company’s website: http://reports.sibanyegold.co.za/2016/download/SGL-NOM16-amendments.pdf.

 

Rationale for amendment to resolutions

 

In terms of the Company’s Memorandum of Incorporation, read together with the JSE Listings Requirements; shareholders of the Company may authorise the directors, inter alia, to issue any unissued ordinary shares of the Company and/or grant options over them, as the directors in their discretion think fit. Such an authority may be a specific or a general authority.

 

The existing general authority granted by shareholders to the directors at the previous AGM on 24 May 2016, is proposed to be amended at a General Meeting of the Company to be held on 25 April 2017 (“EGM”), by increasing the limit thereof from 5% to 15%. It is proposed that this amended general authority, be renewed at the AGM, with the aggregate number of ordinary shares capable of being generally allotted and issued by

 

Directors: Sello Moloko* (Chairman) Neal Froneman (CEO) Charl Keyter (CFO) Chris Chadwick* Robert Chan* Timothy Cumming* Barry Davison* Rick Menell* Nkosemntu Nika* Keith Rayner* Sue van der Merwe* Jerry Vilakazi* Jiyu Yuan* Cain Farrel (Corporate Secretary) (*Non-Executive)

 

www.sibanyegold.co.za

 



 

the directors for cash being limited to 15% (fifteen per cent) of the number of ordinary shares in issue, as at 31 December 2016.

 

In accordance with the past practice of the Company, the directors have decided to seek renewal at the AGM of their annual general authority to issues shares for cash and to maintain the limitation on this authority at the 15% level proposed to be fixed by the EGM. The directors intend to make use of this authority, which is standard in the industry and accords with best practice, to provide flexibility to the Company in respect of the financing or refinancing of the Stillwater Transaction.

 

The date of the AGM remains unchanged. The AGM will be held at Sibanye Gold Academy, Rietkloof 349, Glenharvie, 1786, South Africa, on 23 May 2017 at 09:00.

 

Shareholders may use either the form of proxy which was included with the original notice convening the AGM or the Amended Proxy Form. Those shareholders who have already submitted their original form of proxy are not required submit the Amended Proxy Form but may do so at their discretion, thereby replacing their already submitted form of proxy with the Amended Proxy Form.

 

Ends.

 

Contact

 

James Wellsted

SVP Investor Relations

Sibanye Gold Limited

+27 83 453 4014

james.wellsted@sibanyegold.co.za

 

Sponsor: J.P. Morgan Equities South Africa Proprietary Limited

 



 

 

MARKET RELEASE

Sibanye Gold Limited

 

Reg. 2002/031431/06

 

 

 

Business Address :

 

Libanon Business Park

 

1 Hospital Street

 

(Off Cedar Ave)

 

Libanon, Westonaria, 1780

 

 

 

Postal Address:

 

Private Bag X5

 

Westonaria, 1780

 

 

 

Tel +27 11 278 9600

 

Fax +27 11 278 9863

 

Sibanye receives CFIUS approval and provides Stillwater Transaction financing update

 

Westonaria, 18 April 2017 : Sibanye is pleased to announce that on 14 April 2017 it received unconditional approval from the Committee on Foreign Investment into the United States (“CFIUS”), with respect to the proposed acquisition of Stillwater Mining Company (“Stillwater”) (“the Transaction”), which was announced on 9 December 2016. All regulatory conditions required for the implementation of the Transaction have now been satisfied. The Transaction remains subject to the approval of the shareholders of Stillwater and Sibanye.

 

On 20 March 2017, Sibanye posted a circular outlining the background and rationale for the proposed Transaction (the “Circular”) and a notice convening an extraordinary general meeting of the shareholders of Sibanye (the “General Meeting”) which will be held on 25 April 2017. At the General Meeting, shareholders will be asked to vote on and approve the Transaction and certain other resolutions, including an increase in authorised share capital for the purposes of a proposed rights offer (the “Capital Increase”) to optimise the Group’s capital structure associated with the Transaction.

 

Sibanye is also pleased to provide additional information regarding the planned funding structure for the Transaction.

 

Equity Capital Raising Update

 

As per the announcement on 9 December 2016, Sibanye secured a US$2.65 billion bridge loan facility (the “Acquisition Bridge”), which was subsequently syndicated to a consortium of 16 banks in February 2017, in order to conclude the Transaction.

 

Following previous announcements relating to an equity capital raising, Sibanye has continued to engage extensively with its shareholders, whilst continuing to monitor fluctuations in commodity prices and exchange rates. Sibanye management and board has determined that a US$1 billion equity capital raise, through the rights offer, is optimal given current market conditions. The company also plans to raise approximately US$1 billion in debt, most likely through the bond market. Subject to market conditions, these two tranches of capital are expected to be raised during the first half of 2017, which will enable the Group to restructure the majority of the Acquisition Bridge.

 

Directors: Sello Moloko* (Chairman) Neal Froneman (CEO) Charl Keyter (CFO) Chris Chadwick* Robert Chan* Timothy Cumming* Barry Davison* Rick Menell* Nkosemntu Nika* Keith Rayner* Sue van der Merwe* Jerry Vilakazi* Jiyu Yuan* Cain Farrel (Corporate Secretary) (*Non-Executive)

 

www.sibanyegold.co.za

 



 

Additional Funding

 

In order to optimise the financing structure, ensure appropriate financial flexibility and minimise financing costs Sibanye will continue to explore other sources of long term capital that may be applied to settle the balance of the outstanding Acquisition Bridge. Additional funding is likely to be comprised of combination of capital sources, including; equity like products such as commodity streaming transactions, convertible bonds or new equity issued under the Group’s general authority, as well as debt instruments such as bank debt and bonds. The balance of this funding is expected to be completed before the end of 2017.

 

General Meeting

 

The salient dates and times relating to the General Meeting remain as previously communicated in the Circular and are set out below for ease of reference:

 

Last day and time to lodge forms of proxy with the Transfer Secretaries, by 09:00 (CAT)

Friday, 21 April 2017

 

 

General Meeting of Sibanye Shareholders at 09:00 (CAT)

Tuesday, 25 April 2017

 

 

Results of General Meeting released on SENS

Tuesday, 25 April 2017

 

 

Results of General Meeting published in the South African press

Wednesday, 26 April 2017

 

Forward-looking Statements

 

This announcement includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995.

 

These forward-looking statements, including, among others, those relating to expected timings of the Transaction (including completion), wherever they may occur in this announcement, are necessarily estimates reflecting the best judgment of the senior management and directors of Sibanye, and involve a number of known and unknown risks and uncertainties that could cause actual results, performance or achievements of the Sibanye Group 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 that could cause the actual results to differ materially from estimates or projections contained in the forward-looking statements including, without limitation: Sibanye’s or Stillwater’s ability to complete the Transaction; the inability to complete the Transaction due to failure to obtain approval of the

 



 

shareholders of Sibanye or Stillwater or other conditions in the merger agreement. Further details of potential risks and uncertainties affecting Sibanye are described in Sibanye’s filings with the JSE and the SEC, including in Sibanye’s Annual Report on Form 20-F, for the fiscal year ended 31 December 2016 and the Integrated Annual Report 2016. These forward-looking statements speak only as of the date of this announcement. Neither Sibanye nor Stillwater undertake any obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this announcement or to reflect the occurrence of unanticipated events, except as required by law.

 

Additional Information and Where to Find It

 

This announcement does not constitute the solicitation of any vote, proxy or approval. In connection with the Transaction, Sibanye has posted the Circular to its shareholders and Stillwater has filed with the Securities and Exchange Commission (the “SEC”) relevant materials, including a proxy statement. The Circular and other relevant documents have been sent or otherwise disseminated to Sibanye’s shareholders and contain important information about the Transaction and related matters. SHAREHOLDERS OF SIBANYE ARE ADVISED TO READ THE CIRCULAR AND OTHER RELEVANT DOCUMENTS, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE TRANSACTION. The proxy statement and other relevant documents have been sent or otherwise disseminated to Stillwater’s shareholders and contain important information about the Transaction and related matters. SHAREHOLDERS OF STILLWATER ARE ADVISED TO READ THE PROXY STATEMENT THAT HAS BEEN FILED AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE TRANSACTION. Sibanye shareholders may obtain free copies of the Circular by going to Sibanye’s website at www.sibanye.co.za. The proxy statement and other relevant documents may also be obtained, free of charge, on the SEC’s website (http://www.sec.gov). Stillwater shareholders may obtain free copies of the proxy statement from Stillwater by going to Stillwater’s website at www.stillwatermining.com.

 

Participants in the Solicitation

 

Sibanye, Stillwater and their respective directors and officers may be deemed participants in the solicitation of proxies of Sibanye’s and Stillwater’s respective shareholders in connection with the Transaction. Sibanye’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Sibanye in Sibanye’s Annual Report on Form 20-F, for the fiscal year ended 31 December 2016, which was filed with the SEC on [4] April 2017. Stillwater’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Stillwater in Stillwater’s Annual Report on Form 10-K for the fiscal year ended 31 December 2016, which was filed with the SEC on 16 February 2017. Additional information regarding the interests of participants in the solicitation of proxies in connection with the Transaction is included in the proxy statement that Stillwater has filed with the SEC.

 

No Offer or Solicitation

 

This announcement is for informational purposes only and does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. Any securities referred to herein have not been, and will not be, registered under the US Securities Act of 1933 and may not be offered,

 



 

exercised or sold in the United States absent registration or an applicable exemption from registration requirements.

 

Ends.

 

Contact

 

James Wellsted

SVP Investor Relations

Sibanye Gold Limited

+27 83 453 4014

james.wellsted@sibanyegold.co.za

 

Sponsor: J.P. Morgan Equities South Africa Proprietary Limited

 



 

Sibanye Gold Limited

(Reg. No. 2002/031431/06)

(Incorporated in the Republic of South Africa)

Share Code: JSE: SGL; NYSE: SBGL

ISIN Code: ZAE000173951

Issuer Code: SGL

 


 

SIBANYE RECEIVES CFIUS INVESTIGATION NOTICE FOR PROPOSED ACQUISITION OF STILLWATER

MINING COMPANY

 


 

Westonaria 3 March 2017 : Sibanye Gold Limited (“Sibanye”), advises shareholders that Sibanye and Stillwater Mining Company (“Stillwater”) (NYSE:SWC) received written notification from the Committee on Foreign Investment in the United States (“CFIUS”) that it wishes to undertake further investigation of the proposed acquisition of Stillwater, which was announced on 9 December 2016 (the “Transaction”). This investigation, follows the initial review period which concluded on February 28, 2017 and will be completed by no later than April 14, 2017, although it is possible CFIUS’ investigation could be concluded sooner. The notification is in line with standard CFIUS procedure for a transaction of this nature.

 

The Transaction remains on schedule for closure during the second calendar quarter of 2017 and, in addition to the CFIUS approval, remains subject to the approval of the Transaction by the holders of a majority of Stillwater’s outstanding shares, the approval of the Transaction by the holders of a majority of Sibanye’s shares present and voting, the approval of the related issuance of shares by Sibanye in the context of a potential rights issue by the holders of at least 75% of the shares present and voting, and other customary conditions.

 

Forward-looking Statements

 

This announcement includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995.

 

These forward-looking statements, including, among others, those relating to expected timings of the Transaction (including completion), potential transaction benefits, wherever they may occur in this announcement, are necessarily estimates reflecting the best judgment of the senior management and directors of Sibanye, and involve a number of known and unknown risks and uncertainties that could cause actual results, performance or achievements of the Group 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 announcement. Important factors that could cause the actual results to differ materially from estimates or projections contained in the forward-looking statements include, without limitation: economic, business, political and social conditions in South Africa, Zimbabwe and elsewhere; changes in assumptions underlying Sibanye’s estimation of its current Mineral Reserves and Resources; the ability to achieve anticipated efficiencies and other cost savings in connection with past and future acquisitions, as well as at existing operations; the ability of Sibanye to successfully integrate acquired businesses and operations (whether in the gold mining business or otherwise) into its existing businesses; Sibanye’s or Stillwater’s ability to complete the proposed Transaction; the inability to complete the proposed Transaction due to failure to obtain approval of the shareholders of Sibanye or Stillwater or other conditions in the merger agreement; the inability to complete the proposed Transaction due to failure to obtain CFIUS clearance; Sibanye’s ability to achieve anticipated efficiencies and other cost savings in connection with the Transaction; the success of Sibanye’s business strategy and any changes thereto, exploration and development activities; the ability of Sibanye to comply with requirements that it operate in a sustainable manner; changes in the market price of gold, PGMs and/or uranium; the occurrence of hazards

 

1



 

associated with underground and surface gold, PGMs and uranium mining; the occurrence of labour disruptions and industrial action; Sibanye’s future financial position, plans, strategies, objectives, capital expenditures, projected costs and anticipated cost savings and financing plans; the availability, terms and deployment of capital or credit; changes in relevant government regulations, particularly environmental, tax health and safety regulations and new legislation affecting water, mining, mineral rights and business ownership, including any interpretations thereof which may be subject to dispute; the outcome and consequence of any potential or pending litigation or regulatory proceedings or other environmental, health and safety issues; power disruptions, constraints and cost increases; supply chain shortages and increases in the price of production inputs; fluctuations in exchange rates, currency devaluations, inflation and other macro-economic monetary policies; the occurrence of temporary stoppages of mines for safety incidents and unplanned maintenance; Sibanye’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’s information technology and communications systems; the adequacy of Sibanye’s insurance coverage; any social unrest, sickness or natural or man-made disaster at informal settlements in the vicinity of some of Sibanye’s operations; and the impact of HIV, tuberculosis and other contagious diseases. Further details of potential risks and uncertainties affecting Sibanye are described in Sibanye’s filings with the JSE and the SEC, including in Sibanye’s Annual Report on Form 20-F, for the fiscal year ended 31 December 2015 and the Integrated Annual Report 2015. These forward-looking statements speak only as of the date of this announcement.

 

Neither Sibanye nor Stillwater undertake any obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this announcement or to reflect the occurrence of unanticipated events.

 

Additional Information and Where to Find It

 

This announcement does not constitute the solicitation of any vote, proxy or approval. In connection with the proposed Transaction, Sibanye intends to post to its shareholders a JSE Limited (“JSE”) Category 1 circular subject to the approval of the circular by the JSE and Stillwater has filed with the Securities and Exchange Commission (the “SEC”) relevant materials, including a proxy statement. The JSE Category 1 circular and other relevant documents will be sent or otherwise disseminated to Sibanye’s shareholders and will contain important information about the proposed Transaction and related matters. SHAREHOLDERS OF SIBANYE ARE ADVISED TO READ THE JSE CATEGORY 1 CIRUCLAR AND OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. The proxy statement and other relevant documents will be sent or otherwise disseminated to Stillwater’s shareholders and will contain important information about the proposed Transaction and related matters. SHAREHOLDERS OF STILLWATER ARE ADVISED TO READ THE PROXY STATEMENT THAT HAS BEEN FILED AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. When available, Sibanye shareholders may obtain free copies of the JSE Category 1 circular by going to Sibanye’s website at www.sibanye.co.za. The proxy statement and other relevant documents may also be obtained, free of charge, on the SEC’s website (http://www.sec.gov). Stillwater shareholders may obtain free copies of the proxy statement from Stillwater by going to Stillwater’s website at www.stillwatermining.com.

 

Participants in the Solicitation

 

Sibanye, Stillwater and their respective directors and officers may be deemed participants in the solicitation of proxies of Sibanye’s and Stillwater’s respective shareholders in connection with the proposed Transaction. Sibanye’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Sibanye in Sibanye’s Annual Report on Form 20-F, for the fiscal year ended 31 December 2015, which was filed with the SEC on 21 March 2016. Stillwater’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of

 

2



 

Stillwater in Stillwater’s Annual Report on Form 10-K for the fiscal year ended 31 December 2015, which was filed with the SEC on 22 February 2016. Additional information regarding the interests of participants in the solicitation of proxies in connection with the proposed Transaction is included in the proxy statement that Stillwater has filed with the SEC.

 

No Offer or Solicitation

 

This announcement is for informational purposes only and does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. Any securities referred to herein have not been, and will not be, registered under the US Securities Act of 1933 and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements.

 

About Sibanye Gold Limited

 

Sibanye is an independent mining group domiciled in South Africa, which currently owns and operates gold, uranium and platinum group metals (“PGMs”) operations and projects throughout the Witwatersrand Basin and the western limb of the Bushveld Complex in South Africa. In addition, Sibanye is a 50 percent joint venture partner in Mimosa, a PGM operation in Zimbabwe. Sibanye is the largest individual producer of gold from South Africa, one of the ten largest gold producers globally and the world’s fifth largest producer of PGMs. Sibanye’s corporate office is located close to Westonaria, in the province of Gauteng, near its West Wits operations. It has over 60,000 employees. Sibanye’s shares are traded on the JSE under the symbol “SGL” and its American Depositary Shares are traded on the NYSE under the symbol “SBGL”.

 

About Stillwater Mining Company

 

Stillwater Mining Company is the only U.S. miner of PGMs and the largest primary producer of PGMs outside of South Africa and the Russian Federation. PGMs are rare precious metals used in a wide variety of applications, including automobile catalysts, fuel cells, hydrogen purification, electronics, jewelry, dentistry, medicine and coinage. Stillwater is engaged in the development, extraction and processing of PGMs from a geological formation in south-central Montana recognized as the J-M Reef. The J-M Reef is the only known significant source of PGMs in the U.S. and the highest-grade PGM resource known in the world. Stillwater also recycles PGMs from spent catalytic converters and other industrial sources. Stillwater owns the Marathon PGM-copper deposit in Ontario, Canada, and the Altar porphyry copper-gold deposit located in the San Juan province of Argentina. Stillwater’s shares are traded on the New York Stock Exchange under the symbol “SWC”.

 

Contacts

 

Sibanye

 

Investor

 

Relations

 

Contact:

 

 

 

 

 

 

 

James Wellsted

 

 

 

 

 

 

SVP Investor Relations

 

 

 

 

 

 

Sibanye Gold Limited

 

 

 

 

 

 

+27 83 453 4014

 

 

 

 

 

 

james.wellsted@sibanyegold.co.za

 

 

 

 

 

 

 

3



 

 

MEDIA RELEASE

 

Sibanye Gold Limited

Reg. 2002/031431/06

 

Business Address :

Libanon Business Park

1 Hospital Street

(Off Cedar Ave)

Libanon, Westonaria, 1780

 

Postal Address:

Private Bag X5

Westonaria, 1780

 

Tel +27 11 278 9600

Fax +27 11 278 9863

 

SIBANYE REPORTS RECORD ANNUAL OPERATING PROFIT

 

Salient features for the year ended 31 December 2016.

 

·     Record operating profit of R10.5 billion (US$717 million)

 

·     Headline earnings of R2.5 billion (US$169 million)- represents a 269% increase year-on-year

 

·     Normalised earnings per share increased by 196% to 397 cents (ZAR) (27 US cents)

 

·     Total dividend of 145 cents per share (ZAR) for the year, representing 37% of normalised earnings

 

Salient features for the six months ended 31 December 2016.

 

·     Platinum Division delivers operating profit of R304 million (US$21 million)

 

·           Rustenburg operations return to profitability with a R74 million (US$5 million ) operating profit for November and December

 

·     Kroondal and Mimosa Operations continued their excellent performance

 

·     Gold production was 2% higher than for the first half of 2016 at 23,805kg (765,400oz)

 

·     Final dividend of 60 cents per share (ZAR) declared

 

Westonaria, 23 February 2016: Sibanye today reported record annual operating profit of R10.5 billion for the six months and year ended 31 December 2016, a 60% increase on the previous year.

 

Group operating profit of R5.1 billion for the second half of 2016, was 29% higher than for the comparable period in 2015, with the Gold Division contributing R4.8 billion and the Platinum Division adding R304 million, including a positive R74 million contribution from Rustenburg for November and December 2016. Sibanye’s 50% JV in Mimosa, which is equity accounted and therefore not included in operating profit contributed a further R186 million profit to the Group.

 

Normalised earnings, increased by 52% compared to the same period in 2015 to 163 cents per share. Normalised earnings of 397 cents per share for F2016 were 196% higher year-on-year.

 

Directors: Sello Moloko* (Chairman) Neal Froneman (CEO) Charl Keyter (CFO) Chris Chadwick* Robert Chan* Timothy Cumming* Barry Davison* Rick Menell* Nkosemntu Nika* Keith Rayner* Sue van der Merwe* Jerry Vilakazi* Jiyu Yuan*

 

Cain Farrel (Corporate Secretary) (*Non-Executive)

 

www.sibanyegold.co.za

 



 

A final dividend of 60 cents per share (R560 million) equivalent to 37% of normalised earnings was declared, taking the total dividend for the year ended 31 December 2016 to 145 cents per share or R1,345 million.

 

Commenting on the result, Neal Froneman, CEO of Sibanye said: “It is pleasing to report such solid financial results and again be able to deliver an industry leading dividend yield of over 5% to our shareholders. The positive contribution from the Platinum Division is notable, with the Aquarius assets continuing to operate well and the Rustenburg operations showing a solid turnaround and returning to profitability.”

 

Operating performance

 

Total gold production of 23,805/kg (765,400oz) from Sibanye’s Gold Division for the six months under review, was approximately 7% lower than for the comparative period in 2015, primarily due to the cessation of underground mining at Cooke 4 mine. Lower production impacted on unit costs, with All-in sustaining cost (AISC) increasing by 10% to R451,352/kg (US$1,005/oz) year-on-year.

 

The Platinum Division delivered attributable PGM production of 327,990oz (4E) for the six months ended 31 December 2016. Operating costs for the Division were well managed, resulting in an 11% average operating margin.

 

“The turnaround at the Rustenburg Operations, was particularly pleasing, with the operating results in line with our expectations” said Froneman. “For comparative purposes the production from the Rustenburg operations was 7% higher than the the previous quarter and 9% higher than the comparable quarter in 2015”.

 

The integration of the Platinum operations continues with approximately R400 million in synergies expected to be realised by year-end.

 

The Stillwater Acquisition

 

Regarding the proposed acquisition of Stillwater which was announced on 9 December 2016, Froneman said: “the acquisition of this Tier 1, low cost PGM producer is expected to significantly enhance Sibanye’s asset base and create a globally competitive South African mining champion. Stillwater low-cost, high grade operations and reserves with near term organic growth through the Blitz Project. Thee transaction will attractively position Sibanye’s Platinum Division on the global cost curve, is value accretive and will enhancing our ability to sustain industry-leading dividends”.

 

On 3 February 2017, an update on the transaction was released which indicated that a General Meeting of shareholders to approve the proposed Transaction will be held in in mid-April 2017, followed by an equity capital raise in the form of a rights offer with a minimum value of US$750 million and a targeted value of US$1.3 billion.

 

Contact

 

James Wellsted

 

Head of Investor Relations

Sibanye Gold Limited

+27 83 453 4014

 



 

james.wellsted@sibanyegold.co.za

 

This press release is for information purposes only and does not constitute or form part of an offer to sell or the solicitation of an offer to buy or subscribe to any securities of Sibanye. This press release should not be sent, distributed, transmitted or otherwise made available in or into the United States or any other jurisdiction where it would be impermissible to do so. The securities referred to herein have not been and will not be registered under the United States Securities Act of 1933 (the “Securities Act”) or with any securities regulatory authority of any state or other jurisdiction of the United States and may not be offered, sold, resold, transferred or delivered, directly or indirectly, in the United States except pursuant to registration under, or an exemption from the registration requirements of, the Securities Act. There will be no public offering of securities in the United States or any other jurisdiction.

 

The securities have not been approved or disapproved by the US Securities and Exchange Commission, and state securities commission in the United States or any other US regulatory authority. Any representation to the contrary is a criminal offence in the United States.

 

Additional Information and Where to Find It

 

This announcement does not constitute the solicitation of any vote, proxy or approval. In connection with the proposed transaction, Sibanye intends to post to its shareholders a JSE Limited (“JSE”) Category 1 circular subject to the approval of the circular by the JSE and Stillwater intends to file with the Securities and Exchange Commission (the “SEC”) relevant materials, including a proxy statement. The JSE Category 1 circular and other relevant documents will be sent or otherwise disseminated to Sibanye’s shareholders and will contain important information about the proposed transaction and related matters. SHAREHOLDERS OF SIBANYE ARE ADVISED TO READ THE JSE CATEGORY 1 CIRCULAR AND OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. The proxy statement and other relevant documents will be sent or otherwise disseminated to Stillwater’s shareholders and will contain important information about the proposed transaction and related matters. SHAREHOLDERS OF STILLWATER ARE ADVISED TO READ THE PROXY STATEMENT AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. When available, Sibanye shareholders may obtain free copies of the JSE Category 1 circular by going to Sibanye’s website at www.sibanye.co.za. The proxy statement and other relevant documents may also be obtained, free of charge, on the SEC’s website (http://www.sec.gov), when available. Stillwater shareholders may obtain free copies of the proxy statement once it is available from Stillwater by going to Stillwater’s website at www.Stillwater.com.

 

Participants in the Solicitation

 

Sibanye, Stillwater and their respective directors and officers may be deemed participants in the solicitation of proxies of Sibanye’s and Stillwater’s respective shareholders in connection with the proposed transaction. Sibanye’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Sibanye in Sibanye’s Annual Report on Form 20-F, for the fiscal year ended 31 December 2015, which was filed with the SEC on 21 March 2016. Stillwater’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Stillwater in Stillwater’s

 



 

Annual Report on Form 10-K for the fiscal year ended 31 December 2015, which was filed with the SEC on 22 February 2016. Additional information regarding the interests of participants in the solicitation of proxies in connection with the proposed transaction will be included in the proxy statement that Stillwater intends to file with the SEC.

 

No Offer or Solicitation

 

This announcement is for informational purposes only and does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. Any securities referred to herein have not been, and will not be, registered under the US Securities Act of 1933 and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements.

 

Forward Looking Statements

 

This announcement includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “target”, “will”, “forecast”, “expect”, “potential”, “intend”, “estimate”, “anticipate”, “can” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. In this announcement, for example, statements related to expected timings of the transactions (including completion), potential transaction benefits (including statements regarding growth, cost savings, benefits from and access to international financing and financial re-ratings), PGM pricing expectations, levels of output, supply and demand, information related to the Blitz Project, and estimations or expectations of enterprise value, EBTIDA and net asset values, are forward-looking statements. The forward-looking statements set out in this announcement involve a number of known and unknown risks, uncertainties and other factors, many of which are difficult to predict and generally beyond the control of Sibanye and Stillwater, that could cause Sibanye’s or Stillwater’s actual results and outcomes to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. Such risks, uncertainties and other factors include, without limitation: Sibanye’s or Stillwater’s ability to complete the proposed transaction; the inability to complete the proposed transaction due to failure to obtain approval of the shareholders of Sibanye or Stillwater or other conditions in the Merger Agreement; Sibanye’s ability to successfully integrate the acquired assets with its existing operations; Sibanye’s ability to achieve anticipated efficiencies and other cost savings in connection with the transaction; Sibanye’s ability to implement its strategy and any changes thereto; Sibanye’s future financial position, plans, strategies, objectives, capital expenditures, projected costs and anticipated cost savings and financing plans; changes in the market price of gold, platinum group metals (“PGM”) and/or uranium. These forward-looking statements speak only as of the date of this announcement.

 

Neither Sibanye nor Stillwater undertakes any obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this announcement or to reflect the occurrence of unanticipated events.

 

Ends.

 



 

Sibanye Gold Limited

Incorporated in the Republic of South Africa

Registration number 2002/031431/06

Share code: SGL

ISIN — ZAE000173951

Issuer code: SGL

(“Sibanye Gold”, “Sibanye” or “the Group” or “the Company”)

 

Trading statement and notice of release of operating and financial results for the year ended 31 December 2016

 

Westonaria, 22 February 2017: Shareholders are advised that profit attributable to shareholders of Sibanye (JSE Ticker: SGL, NYSE Ticker: SBGL) is expected to be R3,702 million for the year ended 31 December 2016. Profit attributable to shareholders for the year ended 31 December 2015 was R717 million.

 

Earnings per share (EPS) and headline earnings per share (HEPS) for the year ended 31 December 2016 are expected to be 402 cents and 270 cents respectively. EPS and HEPS for the year ended 31 December 2015 were 79 cents and 74 cents, respectively. This represents an increase of 409% in respect of EPS and an increase of 265% in respect of HEPS.

 

Normalised earnings for the year ended 31 December 2016 are expected to be R3,657 million, compared with R1,220 million for the year ended 31 December 2015.

 

The increase in earnings is as a result of higher revenues from the Gold Division during the year and the inclusion of the Aquarius and Rustenburg platinum operations, which were acquired during 2016.

 

The financial information, on which the trading statement has been based, has not been reviewed or reported on by the Company’s auditors.

 

Sibanye will be releasing its operating and financial results for the six months and year ended 31 December 2016 on SENS tomorrow at 08:00 CAT, Thursday 23 February 2017. A live presentation will be held tomorrow at the JSE at 10:00 CAT and on the Company website: www.sibanyegold.co.za, with conference call and webcast options available.

 

An international conference call will be held at 15:00 CAT time to cater for our North American investors. Please see below dial-in and webcast details:

 

Webcast and conference call details for the live presentation at 10:00 (CAT):

 



 

Live Call Access Numbers

 

Country

 

Access Number

 

South Africa Toll Free:

 

0 800 200 648

 

Other Countries

 

+27 11 535

 

(Neotel)

 

3600

 

Other Countries

 

+27 10 201

 

(Telkom)

 

6800

 

UK (Toll Free)

 

0 808 162

 

 

 

4061

 

Australia (Toll Free)

 

1 800 350 100

 

USA and Canada (Toll

 

1 855 481

 

Free)

 

5362

 

 

Playback Access Numbers

 

Code

 

10890

 

South Africa:

 

011 305 2030

 

UK Toll Free:

 

0 808 234

 

 

 

6771

 

Australia Toll Free:

 

1 800 091 250

 

USA and Canada Toll

 

1 855 481

 

Free:

 

5363

 

International Toll:

 

+27 11 305

 

 

 

2030

 

 

Webcast

 

Click here to view the Webcast

 

 

 

 

For queries

 

contact:

 

webcast@overend.co. za

 

Tel: +27 (0) 11 883 7422

 

 

The morning conference call and webcast will be available on our website: www.sibanyegold.co.za.

 

Conference call details at 15:00 (CAT):

 

Live Call Access Numbers

 

Country

 

Access Number

 

South Africa Toll Free:

 

0 800 200 648

 

Other Countries (Neotel)

 

+27 10 201 6800

 

Other Countries (Telkom)

 

+27 11 535 3600

 

UK (Toll Free)

 

0 808 162 4061

 

Australia (Toll Free)

 

1 800 350 100

 

USA and Canada (Toll Free)

 

1 855 481 5362

 

 

Playback Access Numbers

 

Code

 

10999

 

South Africa:

 

011 305 2030

 

UK Toll Free:

 

0 808 234 6771

 

Australia Toll Free:

 

1 800 091 250

 

USA and Canada Toll Free:

 

1 855 481 5363

 

International Toll:

 

+27 11 305 2030

 

 

Contact:

 

James Wellsted

Head of Investor Relations

Sibanye Gold Limited

+27 (0) 83 453 4014

james.wellsted@sibanyegold.co.za

 

Sponsor: J.P. Morgan Equities South Africa (Proprietary) Ltd

 

FORWARD LOOKING STATEMENTS

Certain statements in this document constitute “forward-looking statements” within the meaning of Section 27A of the US Securities Act of 1933 and Section 21E of the US Securities Exchange Act of 1934.

 

These forward-looking statements, including, among others, those relating to Sibanye’s future business prospects, revenues and income, wherever they may occur in this document and the exhibits to this document, are necessarily estimates reflecting the best judgment of the senior management and directors of Sibanye, and involve a number of

 



 

known and unknown risks and uncertainties that could cause actual results, performance or achievements of the Group 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 document. Important factors that could cause the actual results to differ materially from estimates or projections contained in the forward-looking statements include, without limitation, economic, business, political and social conditions in South Africa, Zimbabwe and elsewhere; changes in assumptions underlying Sibanye’s estimation of its current Mineral Reserves and Resources; the ability to achieve anticipated efficiencies and other cost savings in connection with past and future acquisitions, as well as at existing operations; the ability of Sibanye to successfully integrate acquired businesses and operations (whether in the gold mining business or otherwise) into its existing businesses; the success of Sibanye’s business strategy, exploration and development activities; the ability of Sibanye to comply with requirements that it operate in a sustainable manner; changes in the market price of gold, platinum group metals (PGMs) and/or uranium; the occurrence of hazards associated with underground and surface gold, PGMs and uranium mining; the occurrence of labour disruptions and industrial action; the availability, terms and deployment of capital or credit; changes in relevant government regulations, particularly environmental, tax health and safety regulations and new legislation affecting water, mining, mineral rights and business ownership, including any interpretations thereof which may be subject to dispute; the outcome and consequence of any potential or pending litigation or regulatory proceedings or other environmental, health and safety issues; power disruptions, constraints and cost increases; supply chain shortages and increases in the price of production inputs; fluctuations in exchange rates, currency devaluations, inflation and other macro-economic monetary policies; the occurrence of temporary stoppages of mines for safety incidents and unplanned maintenance; Sibanye’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’s information technology and communications systems; the adequacy of Sibanye’s insurance coverage; any social unrest, sickness or natural or man-made disaster at informal settlements in the vicinity of some of Sibanye’s operations; and the impact of HIV, tuberculosis and other contagious diseases. These forward-looking statements speak only as of the date of this document.

 

The Group undertakes no obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this document or to reflect the occurrence of unanticipated events.

 



 

Sibanye Gold Limited

(Reg. No. 2002/031431/06)

(Incorporated in the Republic of South Africa)

Share Code: JSE: SGL; NYSE: SBGL

ISIN Code: ZAE000173951

Issuer Code: SGL

 


 

SIBANYE RECEIVES SA RESERVE BANK APPROVAL FOR PROPOSED ACQUISITION OF

STILLWATER MINING COMPANY

 


 

Westonaria 21 February 2017 : Sibanye Gold Limited (“Sibanye”), is pleased to announce that it has received the approval of the South African Reserve Bank, as required in accordance with the Exchange Control Regulations of South Africa, with respect to the proposed acquisition of Stillwater Mining Company (“Stillwater”) (NYSE:SWC) which was announced on 9 December 2017 (the “Transaction”).

 

The Transaction remains on schedule for closure during the second calendar quarter of 2017 and remains subject to the approval of the Transaction by the holders of a majority of Stillwater’s outstanding shares, the approval of the Transaction by the holders of a majority of Sibanye’s shares present and voting, the approval of the related issuance of shares by Sibanye in the context of a potential rights issue by the holders of at least 75% of the shares present and voting, CFIUS clearance and other customary conditions.

 

Neal Froneman, CEO of Sibanye said “We are extremely pleased to have received another important regulatory approval, which takes us another step closer to concluding this transformative transaction. Management remains focused on ensuring that the remaining conditions are met and will notify stakeholders as further progress is made.”

 

Forward-looking Statements

 

This announcement includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995.

 

These forward-looking statements, including, among others, those relating to expected timings of the Transaction (including completion), potential transaction benefits, wherever they may occur in this announcement, are necessarily estimates reflecting the best judgment of the senior management and directors of Sibanye, and involve a number of known and unknown risks and uncertainties that could cause actual results, performance or achievements of the Group 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 announcement. Important factors that could cause the actual results to differ materially from estimates or projections contained in the forward-looking statements include, without limitation: economic, business, political and social conditions in South Africa, Zimbabwe and elsewhere; changes in assumptions underlying Sibanye’s estimation of its current Mineral Reserves and Resources; the ability to achieve anticipated efficiencies and other cost savings in connection with past and future acquisitions, as well as at existing operations; the ability of Sibanye to successfully integrate acquired businesses and operations (whether in the gold mining business or otherwise) into its existing businesses; Sibanye’s or Stillwater’s ability to complete the proposed Transaction; the inability to complete the proposed Transaction due to failure to obtain approval of the shareholders of Sibanye or Stillwater or other conditions in the merger agreement; the inability to complete the proposed Transaction due to failure to obtain CFIUS clearance; Sibanye’s ability to achieve anticipated efficiencies and other

 

1



 

cost savings in connection with the Transaction; the success of Sibanye’s business strategy and any changes thereto, exploration and development activities; the ability of Sibanye to comply with requirements that it operate in a sustainable manner; changes in the market price of gold, PGMs and/or uranium; the occurrence of hazards associated with underground and surface gold, PGMs and uranium mining; the occurrence of labour disruptions and industrial action; Sibanye’s future financial position, plans, strategies, objectives, capital expenditures, projected costs and anticipated cost savings and financing plans; the availability, terms and deployment of capital or credit; changes in relevant government regulations, particularly environmental, tax health and safety regulations and new legislation affecting water, mining, mineral rights and business ownership, including any interpretations thereof which may be subject to dispute; the outcome and consequence of any potential or pending litigation or regulatory proceedings or other environmental, health and safety issues; power disruptions, constraints and cost increases; supply chain shortages and increases in the price of production inputs; fluctuations in exchange rates, currency devaluations, inflation and other macro-economic monetary policies; the occurrence of temporary stoppages of mines for safety incidents and unplanned maintenance; Sibanye’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’s information technology and communications systems; the adequacy of Sibanye’s insurance coverage; any social unrest, sickness or natural or man-made disaster at informal settlements in the vicinity of some of Sibanye’s operations; and the impact of HIV, tuberculosis and other contagious diseases. Further details of potential risks and uncertainties affecting Sibanye are described in Sibanye’s filings with the JSE and the SEC, including in Sibanye’s Annual Report on Form 20-F, for the fiscal year ended 31 December 2015 and the Integrated Annual Report 2015. These forward-looking statements speak only as of the date of this announcement.

 

Neither Sibanye nor Stillwater undertake any obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this announcement or to reflect the occurrence of unanticipated events.

 

Additional Information and Where to Find It

 

This announcement does not constitute the solicitation of any vote, proxy or approval. In connection with the proposed Transaction, Sibanye intends to post to its shareholders a JSE Limited (“JSE”) Category 1 circular subject to the approval of the circular by the JSE and Stillwater has filed with the Securities and Exchange Commission (the “SEC”) relevant materials, including a proxy statement. The JSE Category 1 circular and other relevant documents will be sent or otherwise disseminated to Sibanye’s shareholders and will contain important information about the proposed Transaction and related matters. SHAREHOLDERS OF SIBANYE ARE ADVISED TO READ THE JSE CATEGORY 1 CIRUCLAR AND OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. The proxy statement and other relevant documents will be sent or otherwise disseminated to Stillwater’s shareholders and will contain important information about the proposed Transaction and related matters. SHAREHOLDERS OF STILLWATER ARE ADVISED TO READ THE PROXY STATEMENT THAT HAS BEEN FILED AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. When available, Sibanye shareholders may obtain free copies of the JSE Category 1 circular by going to Sibanye’s website at www.sibanye.co.za. The proxy statement and other relevant documents may also be obtained, free of charge, on the SEC’s website (http://www.sec.gov). Stillwater shareholders may obtain free copies of the proxy statement from Stillwater by going to Stillwater’s website at www.stillwatermining.com.

 

2



 

Participants in the Solicitation

 

Sibanye, Stillwater and their respective directors and officers may be deemed participants in the solicitation of proxies of Sibanye’s and Stillwater’s respective shareholders in connection with the proposed Transaction. Sibanye’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Sibanye in Sibanye’s Annual Report on Form 20-F, for the fiscal year ended 31 December 2015, which was filed with the SEC on 21 March 2016. Stillwater’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Stillwater in Stillwater’s Annual Report on Form 10-K for the fiscal year ended 31 December 2015, which was filed with the SEC on 22 February 2016. Additional information regarding the interests of participants in the solicitation of proxies in connection with the proposed Transaction is included in the proxy statement that Stillwater has filed with the SEC.

 

No Offer or Solicitation

 

This announcement is for informational purposes only and does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. Any securities referred to herein have not been, and will not be, registered under the US Securities Act of 1933 and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements.

 

About Sibanye Gold Limited

 

Sibanye is an independent mining group domiciled in South Africa, which currently owns and operates gold, uranium and platinum group metals (“PGMs”) operations and projects throughout the Witwatersrand Basin and the western limb of the Bushveld Complex in South Africa. In addition, Sibanye is a 50 percent joint venture partner in Mimosa, a PGM operation in Zimbabwe. Sibanye is the largest individual producer of gold from South Africa, one of the ten largest gold producers globally and the world’s fifth largest producer of PGMs. Sibanye’s corporate office is located close to Westonaria, in the province of Gauteng, near its West Wits operations. It has over 60,000 employees. Sibanye’s shares are traded on the JSE under the symbol “SGL” and its American Depositary Shares are traded on the NYSE under the symbol “SBGL”.

 

About Stillwater Mining Company

 

Stillwater Mining Company is the only U.S. miner of PGMs and the largest primary producer of PGMs outside of South Africa and the Russian Federation. PGMs are rare precious metals used in a wide variety of applications, including automobile catalysts, fuel cells, hydrogen purification, electronics, jewelry, dentistry, medicine and coinage. Stillwater is engaged in the development, extraction and processing of PGMs from a geological formation in south-central Montana recognized as the J-M Reef. The J-M Reef is the only known significant source of PGMs in the U.S. and the highest-grade PGM resource known in the world. Stillwater also recycles PGMs from spent catalytic converters and other industrial sources. Stillwater owns the Marathon PGM-copper deposit in Ontario, Canada, and the Altar porphyry copper-gold deposit located in the San Juan province of Argentina. Stillwater’s shares are traded on the New York Stock Exchange under the symbol “SWC”.

 

Contacts

 

Sibanye Investor Relations Contact:

 

James Wellsted

 

SVP Investor Relations

 

Sibanye Gold Limited

 

3



 

+27 83 453 4014

james.wellsted@sibanyegold.co.za

 

4



 

 

MARKET RELEASE

Sibanya Gold Limited

 

Reg. 2002/031431/06

 

 

 

Business Address :

 

Libanon Business Park

 

1 Hospital Street

 

(Off Cedar Ave)

 

Libanon, Westonaria, 1780

 

 

 

Postal Address:

 

Private Bag X5

 

Westonaria, 1780

 

 

 

Tel +27 11 278 9600

 

Fax +27 11 278 9863

 

Sibanye closes syndication of US$2,650,000,000 bridge facilities

 

Westonaria, 13 February 2017 : Sibanye (JSE: SGL & NYSE: SBGL) is pleased to announce that it has successfully closed the syndication of the bridge facilities (the “Facilities”), underwritten by Citi and HSBC, to support its acquisition of Stillwater Mining Company, which was announced on 9 December 2016.

 

Citi and HSBC also acted as Mandated Lead arrangers and Book runners in respect of the Facilities.

 

Syndication of the Facilities was launched in early January 2017 and was oversubscribed by more than US$1 billion. The Facilities were structured with three tranches including Facility A comprising a US$750 million bridge-to-equity (which will be repaid following a planned rights offering), Facility B comprising a US$300 million bridge-to-cash and Facility C comprising a US$1,600 million bridge-to-debt capital markets. Syndication raised over US$3 billion of commitments into the syndicated $1.9 billion combined B and C Facilities, across a final syndicate of 16 banks. The syndication attracted strong interest from banks with existing relationships with Sibanye, as well as a number of new international banks, which we believe reflects confidence in Sibanye’s operational and financial strategy.

 

Joining as Mandated Lead Arrangers alongside Citi and HSBC were:

 

·               ABSA Bank Limited (acting through its Corporate and Investment Banking Division)

·               Barclays Bank PLC

·               Banca IMI S.P.A., London branch

·               Credit Suisse International

·               FirstRand Bank Limited (acting through its Rand Merchant Bank Division)

·               J.P. Morgan Limited

·               Mizuho Bank Europe N.V.

·               Morgan Stanley Bank International Limited

·               Royal Bank of Canada

·               Société Générale

·               The Bank of Nova Scotia

·               The Bank of Tokyo-Mitsubishi UFJ, Ltd.

·               The Standard Bank of South Africa Limited

 

Joining as Lead Arrangers were:

 

·                                           BNP Paribas

·                                           Nedbank Limited, London Branch

 

Citi is acting as Facility Agent.

 

Directors: Sello Moloko* (Chairman) Neal Froneman (CEO) Charl Keyter (CFO) Chris Chadwick* Robert Chan* Timothy Cumming* Barry Davison* Rick Menell* Nkosemntu Nika* Keith Rayner* Sue van der Merwe* Jerry Vilakazi* Jiyu Yuan* Cain Farrel (Corporate Secretary) (*Non-Executive)

 

www.sibanyegold.co.za

 



 

Neal Froneman commenting on the syndication said: “It is pleasing to note the strong support for the Transaction from a significant number of leading banks. This is a clear vote of confidence on the merits of the Transaction, following detailed due diligence by the syndicate banks.”

 

CONTACT

 

James Wellsted

SVP Investor Relations

Sibanye Gold Limited

+27 83 453 4014

james.wellsted@sibanyegold.co.za

 

Sponsor: J.P. Morgan Equities South Africa Proprietary Limited

 

ADDITIONAL INFORMATION AND WHERE TO FIND IT

 

This announcement does not constitute the solicitation of any vote, proxy or approval. In connection with the proposed Transaction, Sibanye intends to post to its shareholders a JSE Limited (“JSE”) Category 1 circular subject to the approval of the circular by the JSE and Stillwater has filed with the Securities and Exchange Commission (the “SEC”) relevant materials, including a proxy statement. The JSE Category 1 circular and other relevant documents will be sent or otherwise disseminated to Sibanye’s shareholders and will contain important information about the proposed Transaction and related matters. SHAREHOLDERS OF SIBANYE ARE ADVISED TO READ THE JSE CATEGORY 1 CIRUCLAR AND OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. The proxy statement and other relevant documents will be sent or otherwise disseminated to Stillwater’s shareholders and will contain important information about the proposed Transaction and related matters. SHAREHOLDERS OF STILLWATER ARE ADVISED TO READ THE PROXY STATEMENT THAT HAS BEEN FILED AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. When available, Sibanye shareholders may obtain free copies of the JSE Category 1 circular by going to Sibanye’s website at www.sibanye.co.za. The proxy statement and other relevant documents may also be obtained, free of charge, on the SEC’s website (http://www.sec.gov). Stillwater shareholders may obtain free copies of the proxy statement from Stillwater by going to Stillwater’s website at www.stillwatermining.com.

 

PARTICIPANTS IN THE SOLICITATION

 

Sibanye, Stillwater and their respective directors and officers may be deemed participants in the solicitation of proxies of Sibanye’s and Stillwater’s respective shareholders in connection with the proposed Transaction. Sibanye’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Sibanye in Sibanye’s Annual Report on Form 20-F, for the fiscal year ended 31 December 2015, which was filed with the SEC on 21 March 2016. Stillwater’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Stillwater in Stillwater’s Annual Report on Form 10-K for the fiscal year ended 31 December 2015, which was filed with the SEC on 22 February 2016. Additional information regarding the interests of participants in the solicitation of proxies in connection

 



 

with the proposed Transaction is included in the proxy statement that Stillwater has filed with the SEC.

 

NO OFFER OR SOLICITATION

 

This announcement is for informational purposes only and does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. Any securities referred to herein have not been, and will not be, registered under the US Securities Act of 1933 and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements.

 

FORWARD-LOOKING STATEMENTS

 

This announcement includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “target”, “will”, “would”, “expect”, “anticipate”, “plans”, “potential”, “can”, “may” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters.

 

These forward-looking statements, including, among others, those relating to Sibanye’s future business prospects, revenues and income, expected timings of the transactions (including completion), potential transaction benefits (including statements regarding growth, cost savings and benefits from and access to international financing), PGM pricing expectations, levels of output, supply and demand, information related to the Blitz Project, estimations or expectations of enterprise value, EBTIDA and net asset values, wherever they may occur in this announcement, are necessarily estimates reflecting the best judgment of the senior management and directors of Sibanye, and involve a number of known and unknown risks and uncertainties that could cause actual results, performance or achievements of the Group 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 announcement. Important factors that could cause the actual results to differ materially from estimates or projections contained in the forward-looking statements include, without limitation: economic, business, political and social conditions in South Africa, Zimbabwe and elsewhere; changes in assumptions underlying Sibanye’s estimation of its current Mineral Reserves and Resources; the ability to achieve anticipated efficiencies and other cost savings in connection with past and future acquisitions, as well as at existing operations; the ability of Sibanye to successfully integrate acquired businesses and operations (whether in the gold mining business or otherwise) into its existing businesses; Sibanye’s or Stillwater’s ability to complete the proposed transaction; the inability to complete the proposed transaction due to failure to obtain approval of the shareholders of Sibanye or Stillwater or other conditions in the merger agreement; Sibanye’s ability to achieve anticipated efficiencies and other cost savings in connection with the transaction; the success of Sibanye’s business strategy and any changes thereto, exploration and development activities; the ability of Sibanye to comply with requirements that it operate in a sustainable manner; changes in the market price of gold, PGMs and/or uranium; the occurrence of hazards associated with underground and surface gold, PGMs and uranium mining; the occurrence of labour disruptions and industrial action; Sibanye’s future financial position, plans, strategies, objectives, capital expenditures, projected costs and anticipated cost savings and financing plans; the availability, terms and deployment of capital or credit; changes in relevant government regulations, particularly environmental, tax health and safety regulations and new legislation affecting water, mining, mineral rights and business

 



 

ownership, including any interpretations thereof which may be subject to dispute; the outcome and consequence of any potential or pending litigation or regulatory proceedings or other environmental, health and safety issues; power disruptions, constraints and cost increases; supply chain shortages and increases in the price of production inputs; fluctuations in exchange rates, currency devaluations, inflation and other macro-economic monetary policies; the occurrence of temporary stoppages of mines for safety incidents and unplanned maintenance; Sibanye’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’s information technology and communications systems; the adequacy of Sibanye’s insurance coverage; any social unrest, sickness or natural or man-made disaster at informal settlements in the vicinity of some of Sibanye’s operations; and the impact of HIV, tuberculosis and other contagious diseases. Further details of potential risks and uncertainties affecting Sibanye are described in Sibanye’s filings with the JSE and the SEC, including in Sibanye’s Annual Report on Form 20-F, for the fiscal year ended 31 December 2015 and the Integrated Annual Report 2015. These forward-looking statements speak only as of the date of this announcement.

 

Neither Sibanye nor Stillwater undertake no obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this announcement or to reflect the occurrence of unanticipated events.

 

Ends.

 



 

 

MARKET RELEASE

Sibanye Gold Limited

Westonaria, 3 February 2017

Reg. 2002/031431/06

 

 

 

Business Address:

 

Libanon Business Park

 

1 Hospital Street

 

(Off Cedar Ave)

 

Libanon, Westonaria, 1780

 

 

 

Postal Address:

 

Private Bag X5

 

Westonaria, 1780

 

 

 

Tel +27 11 278 9600

 

Fax +27 11 278 9863

 

Sibanye operating and strategic update for the six months ended 31 December 2016

 

·                                           Gold production in line with H1 2016

·                                           Average underground gold grade increased by 4% year-on-year

·                                           Kroondal, Mimosa and Platinum Mile beat guidance on PGM production and costs

·                                           Operational turnaround at the Rustenburg operations

·                                           Good progress has been made regarding the proposed acquisition of Stillwater Mining Company Limited (“Stillwater”)

·                                           Successful syndication of Stillwater bridge financing - oversubscribed by more than US$1 billion

 

OPERATING UPDATE

 

Gold Division

 

Sibanye’s Gold Division produced approximately 23,800kg (765,000oz) of gold for the six months ended 31 December 2016. This is similar to the amount produced during the six months ended 30 June 2016, but is 7% lower than the comparable period in 2015. The year-on-year decline in production is primarily due to the closure of the Cooke 4 shaft during the period and a number of power outages due to severe thunderstorm activity that occurred during the last quarter. Gold production for the full year of approximately 47,000kg (1.5Moz) 2016 was approximately 2% lower than guidance.

 

Targeted mineral reserve management and limited mining below cut-off grades, resulted in the average underground grade increasing by 4% year-on-year to 5.31g/t. An increased focus on fragmentation and cleaning practices, resulted in the average Mine Call Factor increasing by 2% to 81%.

 

The Gold Division maintained its development rates during 2016, and as a result, has ended the year with an increase in developed ore reserve to 20 months, compared with 19 months in 2015.

 

All-in Sustaining Costs (“AISC”) for the six months ended 31 December 2016 will be approximately R452,000/kg (US$1,007/oz), lower than forecast AISC of R460,000/kg as a result of good cost controls. All-in Costs (“AIC”) will be approximately R475,000/kg (US$1,005/oz).

 

Directors: Sello Moloko* (Chairman) Neal Froneman (CEO) Charl Keyter (CFO) Chris Chadwick* Robert Chan* Timothy Cumming* Barry Davison* Rick Menell* Nkosemntu Nika* Keith Rayner* Sue van der Merwe* Jerry Vilakazi* Jiyu Yuan* Cain Farrel (Corporate Secretary) (*Non-Executive)

 

www.sibanyegold.co.za

 



 

The gold price received of approximately R569,000/kg (US$1,268/oz)for the six months ended 31 December 2016 was 6% lower than for the six months ended 30 June 2016, primarily due to a 9% stronger average exchange rate of R13.97/US$, which offset a 4% increase in the average dollar gold price.

 

Platinum Division

 

The Platinum Division delivered a solid operating result, with attributable platinum group metal (“PGM”) production amounting to approximately 230,000oz (4E) for the December 2016 quarter, which now includes two months from the Rustenburg operations. For the six months ended 31 December 2016, attributable production from Kroondal and Mimosa was approximately 118,000oz (4E) and 62,000oz (4E) respectively.

 

It is particularly pleasing to note the operational turnaround achieved at the Rustenburg operations during the fourth quarter, following a challenging first 9 months of 2016. The Rustenburg Operations produced approximately 210,000oz (4E) for the full December 2016 quarter, an improvement of 7% from the previous quarter and 9% more than for the comparable quarter in 2015. Attributable production from the Rustenburg Operations for November 2016 and December 2016, was approximately 138,000oz (4E), which is in line with our expectations.

 

Attributable PGM production of approximately 95,000oz (4E) from Kroondal, Mimosa and Platinum Mile, again beat guidance of 88,000oz (4E) for the December 2016 quarter. The solid operational performance at Kroondal enabled sufficient stockpiles to be built to allow milling to continue uninterrupted throughout the annual 11 day Christmas break, for the first time in four years.

 

Cash operating costs for the Platinum Division, excluding the Rustenburg Operations, were approximately R9,200/4Eoz (US$675/4Eoz) for the December 2016 quarter, below the forecast of R9,700/4Eoz (US$690/4Eoz). Costs at Kroondal and Mimosa substantially beat the original guidance provided, due to operational outperformance and good cost control. Cash operating costs, including the Rustenburg Operations, are approximately R10,600/4Eoz (US$770/4Eoz) with the Rustenburg Operations averaging approximately R11,500/4Eoz (US$835/4Eoz) for November 2016 and December 2016. These unit costs are consistent with our expectations and highlight the necessity and importance of realising the operating and cost synergies identified during the Rustenburg due diligence to ensure sustainability of the Rustenburg Operations.

 

A further operational benefit at Rustenburg has been the sustained increase in chrome production following the successful commissioning of the inter-stage plant in February 2016, with enhanced steady-state yields achieved from September 2016. Chrome production for the two months was approximately 75,000t. The improved production volumes, combined with the recent increase in chrome prices, has significantly added to the margins achieved at the Rustenburg operations.

 

Following the ongoing integration of the Aquarius operations, the integration of the Rustenburg operations is underway and implementation is according to schedule. The Group has previously highlighted that it expects to realise operational synergies of approximately R800 million per annum from the combined Aquarius and Rustenburg operations. While this is anticipated to be achieved over a three year period, the first steps in realising these synergies have begun. A Section 189 process at the Platinum Division was announced on 26 January 2017. Short term mine plans are currently being reviewed and optimised, with specific consideration of the operational efficiencies that can be obtained through the “dropping of mine boundaries” between the Kroondal and Rustenburg mines and shared overhead infrastructure.

 



 

Capital Expenditure

 

Capital expenditure for the period under review was approximately R2.4 billion, while total capital spent for 2016 was approximately R4.2 billion. This was inclusive of growth capital expenditure for the year of approximately R750 million.

 

The consensus outlook for precious metal prices in the near term, particularly in rand terms, is subdued, with the rand remaining surprisingly resilient. Further, sustained strength of the rand will impact on South African mining industry operating margins, including those of Sibanye’s South African Gold and Platinum Divisions. In light of these factors and the likely impact on cash flow, management is re-evaluating its current growth capital expenditure plans. This includes reviewing the planned 2017 capital profile at the UG2 project at Rustenburg, the Burnstone project and the West Rand Tailings Retreatment Project (“WRTRP”). Certain projects may be deferred or placed on care and maintenance until commodity prices sustainably improve, and/or exchange rate volatility has subsided.

 

STRATEGIC UPDATE — STILLWATER TRANSACTION

 

Good progress has been made regarding the proposed acquisition of Stillwater, which was announced on 9 December 2016 (the “Transaction”). The acquisition of this Tier 1, low cost PGM producer is expected to enhance Sibanye’s asset base and create a globally competitive South African mining champion.

 

In addition to expanding Sibanye’s portfolio with high-grade reserves that currently support over 25 years of mine life, Stillwater also offers near-term, low-cost organic growth through the Blitz Project, medium term growth through the Lower East Boulder project and longer term opportunities through the substantial unmined strike extensions of the current operations.

 

The world class downstream processing facilities will provide Sibanye with a mine-to-market PGM business and a steady state recycling operation that has consistent margins and strategic insight into the PGM markets. Ultimately, this Transaction will attractively position Sibanye’s Platinum Division on the global cost curve, enhancing our ability to sustain and pay industry-leading dividends.

 

Despite the sustained US Dollar strength during 2016, the palladium price has continued its upward trajectory from approximately US$500/oz in January 2016 to over US$700/oz in January 2017. Stillwater’s PGM Reserves comprise approximately 78% palladium.

 

Post the Transaction announcement, Sibanye management were well received in Billings, Montana, where they met Stillwater management, employees, organised labour representatives and local community groups.

 

An initial marketing roadshow to shareholders was also undertaken during December 2016, and feedback to date has reflected general support for the Transaction. Sibanye management have also noted feedback that shareholders prefer to minimise the financial leverage associated with the Transaction with certain shareholders expressing support for an increased equity issue.

 

Financing

 

The initial financing for the Transaction comprising US$2.65 billion of bridge facilities (the “Facilities”), was initially provided by Citi and HSBC. The syndication of the Facilities was launched in early January 2017 and was oversubscribed by more than US$1 billion. The Facilities were structured with three tranches including Facility A comprising a $750m bridge-to-equity (which

 



 

will be repaid following a planned rights offering), Facility B comprising a $300m bridge-to-cash and Facility C comprising a $1,600m bridge-to-debt capital markets. Syndication raised over US$3 billion of commitments into the syndicated US$1.9 billion combined B and C Facilities, across a final syndicate of 16 banks. The syndication attracted strong interest from banks with existing relationships with Sibanye, as well as a number of new international banks, which we believe reflects confidence in Sibanye’s operational and financial strategy.

 

Pending approval by shareholders, refinancing of the bridge loan is expected to begin soon after the general meeting to approve the Transaction (“General Meeting”), which is anticipated to be held in April 2017. Longer term financing is expected to comprise an equity portion, and debt in the form of corporate bonds.

 

At the time of the initial Transaction announcement, Sibanye expressed its intention to raise a between a minimum of US$750 million and US$1 billion dollars in the equity capital markets. Taking into account the current strong rand environment, spot precious metals prices, and in response to feedback from certain shareholders regarding the impact of these on the ability of the Company to achieve a more desirable financial leverage ratio, Sibanye is considering increasing the size of the equity component of the Stillwater financing package up to US$1.3 billion. While the amount is still to be finalised and is subject to then prevailing market conditions, exchange rates, commodity prices and further engagement with our shareholders, Sibanye believes that increasing the equity component would be prudent in the current strong rand environment, allowing the Company to maintain a strong balance sheet.

 

Regulatory and other approvals

 

Applications for various regulatory approvals for the Transaction have been submitted on schedule, with US anti-trust conditions already satisfied (announced on 19 January 2017). Shareholders will be appraised of further approvals as they are received.

 

The implementation of the Transaction is, among other requirements, both subject to and conditional on Sibanye shareholder approval of the Transaction (majority of votes cast) and for the issuance of Sibanye shares in the context of a potential rights issue (75% of votes cast). These approvals will be obtained in a shareholders’ general meeting convened in accordance with Sibanye’s memorandum of incorporation and the JSE Listings Requirements. In addition, Stillwater shareholder approval (majority of votes outstanding) of the Transaction is to be obtained.

 

Updated presentation available

 

An updated Investor presentation is available on the website at https://www.sibanyegold.co.za/investors/events/presentations/2017 which management will be referring to in upcoming meetings and interviews.

 

CONTACT

 

James Wellsted

SVP Investor Relations

Sibanye Gold Limited

+27 83 453 4014

james.wellsted@sibanyegold.co.za

 

Sponsor: J.P. Morgan Equities South Africa Proprietary Limited

 



 

ADDITIONAL INFORMATION AND WHERE TO FIND IT

 

This announcement does not constitute the solicitation of any vote, proxy or approval. In connection with the proposed Transaction, Sibanye intends to post to its shareholders a JSE Limited (“JSE”) Category 1 circular subject to the approval of the circular by the JSE and Stillwater has filed with the Securities and Exchange Commission (the “SEC”) relevant materials, including a proxy statement. The JSE Category 1 circular and other relevant documents will be sent or otherwise disseminated to Sibanye’s shareholders and will contain important information about the proposed Transaction and related matters. SHAREHOLDERS OF SIBANYE ARE ADVISED TO READ THE JSE CATEGORY 1 CIRUCLAR AND OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. The proxy statement and other relevant documents will be sent or otherwise disseminated to Stillwater’s shareholders and will contain important information about the proposed Transaction and related matters. SHAREHOLDERS OF STILLWATER ARE ADVISED TO READ THE PROXY STATEMENT THAT HAS BEEN FILED AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. When available, Sibanye shareholders may obtain free copies of the JSE Category 1 circular by going to Sibanye’s website at www.sibanye.co.za. The proxy statement and other relevant documents may also be obtained, free of charge, on the SEC’s website (http://www.sec.gov). Stillwater shareholders may obtain free copies of the proxy statement from Stillwater by going to Stillwater’s website at www.stillwatermining.com.

 

PARTICIPANTS IN THE SOLICITATION

 

Sibanye, Stillwater and their respective directors and officers may be deemed participants in the solicitation of proxies of Sibanye’s and Stillwater’s respective shareholders in connection with the proposed Transaction. Sibanye’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Sibanye in Sibanye’s Annual Report on Form 20-F, for the fiscal year ended 31 December 2015, which was filed with the SEC on 21 March 2016. Stillwater’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Stillwater in Stillwater’s Annual Report on Form 10-K for the fiscal year ended 31 December 2015, which was filed with the SEC on 22 February 2016. Additional information regarding the interests of participants in the solicitation of proxies in connection with the proposed Transaction is included in the proxy statement that Stillwater has filed with the SEC.

 

NO OFFER OR SOLICITATION

 

This announcement is for informational purposes only and does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. Any securities referred to herein have not been, and will not be, registered under the US Securities Act of 1933 and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements.

 

FORWARD-LOOKING STATEMENTS

 

This announcement includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “target”, “will”, “would”, “expect”, “anticipate”, “plans”, “potential”, “can”, “may” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters.

 



 

These forward-looking statements, including, among others, those relating to Sibanye’s future business prospects, revenues and income, expected timings of the transactions (including completion), potential transaction benefits (including statements regarding growth, cost savings and benefits from and access to international financing), PGM pricing expectations, levels of output, supply and demand, information related to the Blitz Project, estimations or expectations of enterprise value, EBTIDA and net asset values, wherever they may occur in this announcement, are necessarily estimates reflecting the best judgment of the senior management and directors of Sibanye, and involve a number of known and unknown risks and uncertainties that could cause actual results, performance or achievements of the Group 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 announcement. Important factors that could cause the actual results to differ materially from estimates or projections contained in the forward-looking statements include, without limitation: economic, business, political and social conditions in South Africa, Zimbabwe and elsewhere; changes in assumptions underlying Sibanye’s estimation of its current Mineral Reserves and Resources; the ability to achieve anticipated efficiencies and other cost savings in connection with past and future acquisitions, as well as at existing operations; the ability of Sibanye to successfully integrate acquired businesses and operations (whether in the gold mining business or otherwise) into its existing businesses; Sibanye’s or Stillwater’s ability to complete the proposed transaction; the inability to complete the proposed transaction due to failure to obtain approval of the shareholders of Sibanye or Stillwater or other conditions in the merger agreement; Sibanye’s ability to achieve anticipated efficiencies and other cost savings in connection with the transaction; the success of Sibanye’s business strategy and any changes thereto, exploration and development activities; the ability of Sibanye to comply with requirements that it operate in a sustainable manner; changes in the market price of gold, PGMs and/or uranium; the occurrence of hazards associated with underground and surface gold, PGMs and uranium mining; the occurrence of labour disruptions and industrial action; Sibanye’s future financial position, plans, strategies, objectives, capital expenditures, projected costs and anticipated cost savings and financing plans; the availability, terms and deployment of capital or credit; changes in relevant government regulations, particularly environmental, tax health and safety regulations and new legislation affecting water, mining, mineral rights and business ownership, including any interpretations thereof which may be subject to dispute; the outcome and consequence of any potential or pending litigation or regulatory proceedings or other environmental, health and safety issues; power disruptions, constraints and cost increases; supply chain shortages and increases in the price of production inputs; fluctuations in exchange rates, currency devaluations, inflation and other macro-economic monetary policies; the occurrence of temporary stoppages of mines for safety incidents and unplanned maintenance; Sibanye’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’s information technology and communications systems; the adequacy of Sibanye’s insurance coverage; any social unrest, sickness or natural or man-made disaster at informal settlements in the vicinity of some of Sibanye’s operations; and the impact of HIV, tuberculosis and other contagious diseases. Further details of potential risks and uncertainties affecting Sibanye are described in Sibanye’s filings with the JSE and the SEC, including in Sibanye’s Annual Report on Form 20-F, for the fiscal year ended 31 December 2015 and the Integrated Annual Report 2015. These forward-looking statements speak only as of the date of this announcement.

 

Neither Sibanye nor Stillwater undertake no obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this announcement or to reflect the occurrence of unanticipated events.

 

ENDS

 



 

 

MEDIA RELEASE

Sibanye Gold Limited

Reg. 2002/031431/06

 

Business Address :

Libanon Business Park

1 Hospital Street

(Off Cedar Ave)

Libanon, Westonaria, 1780

 

Postal Address:

Private Bag X5

Westonaria, 1780

 

Tel +27 11 278 9600

Fax +27 11 278 9863

 

SIBANYE ANNOUNCES PROPOSED ACQUISITION OF STILLWATER MINING COMPANY

 

Creating superior value for all stakeholders

 

Westonaria, 9 December 2016 : Sibanye Gold Limited (Sibanye) is pleased to announce it has reached a definitive agreement to acquire Stillwater Mining Company (Stillwater, NYSE: SWC) for US$18 per share in cash, or US$2.2 billion in aggregate (approximately R30 billion). The consideration represents a premium of 23% to Stillwater’s prior day closing share price, and 20% to Stillwater’s 20-day volume-weighted average closing share price.

 

Stillwater Mining Company, a leading palladium and platinum producer located in Montana and headquartered in Colorado, USA, is a Tier One producer of platinum group metals (PGMs). Stillwater currently comprises two underground PGM mines (the Stillwater Mine and the East Boulder Mine), the Blitz organic growth Project and the Columbus Metallurgical Complex.

 

Commenting on the announcement, Neal Froneman, CEO of Sibanye said: “The Transaction is consistent with Sibanye’s strategy of creating superior value for all of our stakeholders by enhancing the cash flow generation through value accretive growth, which underpins our strategy of paying sustainable, industry-leading dividends. The Transaction represents a transformational opportunity for Sibanye to acquire high-quality, low-cost, PGM assets at a favourable point in the cycle.”

 

Strategically the Transaction is compelling in that it expands Sibanye’s PGM portfolio with high-grade reserves that currently support over 25 years of mine life, and also provide near term, organic, low-cost growth through the Blitz Project. Furthermore, the extensive strike length of the mineralised orebody, suggests that there may be further upside potential.

 

Sillwater’s Columbus metallurgical processing complex will provide Sibanye with a “mine-to-market” PGM business and the sizeable recycling operation provides a steady margin and strategic market insight.

 

Directors: Sello Moloko* (Chairman) Neal Froneman (CEO) Charl Keyter (CFO) Chris Chadwick* Robert Chan* Timothy Cumming* Barry Davison* Rick Menell* Nkosemntu Nika* Keith Rayner* Sue van der Merwe* Jerry Vilakazi* Jiyu Yuan* Cain Farrel (Corporate Secretary) (*Non-Executive)

 

www.sibanyegold.co.za

 



 

The Transaction also positions Sibanye shareholders for a potential re-rating. Following a thorough due diligence on Stillwater, Sibanye management considers the Transaction to be value accretive. In addition, the transaction will position Sibanye’s Platinum Division further down the global cost curve, with the potential of further cost reductions, thus enhancing the Group’s cash flow generation and improving its access to lower-cost global financing.

 

Mick McMullen, CEO of Stillwater said: “The Board of Directors of Stillwater has approved the Transaction and recommends that stockholders of Stillwater vote in favor of it. The Transaction allows our stockholders to realise immediate value and also positions our operations and employees as part of a preeminent global precious metals company. Sibanye has complementary values to Stillwater, and we are confident that Sibanye will continue to be a world-class steward of our operations and partner to our local communities in Montana.”

 

The implementation of the Transaction is subject to Stillwater and Sibanye shareholder approval as well as applicable regulatory approvals in the U.S. and South Africa. Sibanye’s two largest shareholders, Gold One International Ltd. and the PIC, which in aggregate represent 29% of Sibanye’s issued share capital, have indicated their support for the Transaction.

 

Sibanye will fund the transaction through a US$2.7 billion bridge loan commitment. The Transaction is expected to close in the second quarter of 2017. Post-closing of the Transaction, Sibanye will raise new debt and equity through a rights issue, with the objective of maintaining its dividend policy and preserving its long-term financial flexibility.

 

Froneman concluded: “This Transaction balances Sibanye’s portfolio operationally and geographically with the addition of a world-class operation in an attractive mining jurisdiction. We have been most impressed with the workforce at Stillwater, and look forward to the opportunity of working with them. We believe that our two organisations have a strong cultural fit, with mutual priorities of employee health and safety, the environment and the communities in which we operate.”

 

ENDS

 

There will be at 10h00 (CAT) a live presentation/ webcast and at 16h00 (CAT) an international analyst call. Information can be found at:

 

https://www.sibanyegold.co.za/investors/transactions/stillwater-acquisition

 

Contact

 

Investors

 

James Wellsted

 

SVP Investor Relations

 

Sibanye Gold Limited

 



 

+27 83 453 4014

 

james.wellsted@sibanyegold.co.za

 

Media

 

Carol Roos

 

Brunswick

 

+27 72 690 1230

 

croos@brunswickgroup.com

 



 

Sibanye Gold Limited

(Reg. No. 2002/031431/06)

(Incorporated in the Republic of South Africa)

Share Code: SGL

ISIN Code: ZAE000173951

Issuer Code: SGL

 


 

PROPOSED ACQUISITION OF

STILLWATER MINING COMPANY: CREATING A PREMIER,

GLOBAL PRECIOUS METALS MINER

 


 

1.    Introduction

 

Sibanye Gold Limited (“Sibanye”) is pleased to announce that it has entered into a definitive agreement to acquire all of the outstanding common stock of Stillwater Mining Company (NYSE: SWC) (“Stillwater”) for US$18.00 per share in cash, or US$2.2 billion in aggregate (approximately R30 billion(1)) (the “Transaction”). The consideration represents a premium of 23% to Stillwater’s prior day closing share price, and 20% to Stillwater’s 20-day volume-weighted average closing share price.

 

The Board of Directors of Stillwater has unanimously determined and resolved that the Transaction is advisable, fair to and in the best interests of Stillwater and the stockholders of Stillwater, and has recommended that the stockholders of Stillwater vote in favour of the Transaction.

 

2.    Transaction Rationale

 

Sibanye’s management believes that the Transaction is value accretive and represents a unique and transformational opportunity to create, for the benefit of all stakeholders, a premier, global precious metals miner, with a balanced portfolio of gold and platinum group metals (“PGM”) assets, at a favourable point in the commodity cycle.

 

The Transaction is expected to enhance Sibanye’s asset base and create a globally competitive South African mining champion by:

 

·   Adding to its portfolio two low-cost, low-risk, steady-state, producing PGM mines;

 

·       Expanding its portfolio with high-grade reserves that currently support over 25 years of mine life;

 

·   Providing near-term and low-cost growth through the Blitz Project;

 

·       Providing significant upside and organic growth potential through extensive regional resources;

 

·   Creating a mine-to-market PGM business with a metallurgical processing complex;

 



 

·       Introducing a significant recycling operation which provides a steady margin and strategic market insight; and

 

·       Potentially providing further operational optimisation through the transfer of “best practices.”

 

Furthermore, Sibanye’s management believes that, following a detailed due diligence review, the Transaction is value accretive and supports the case for potential valuation re-rating by:

 

·       Balancing its portfolio operationally and geographically with the addition of a world-class operation in an attractive mining jurisdiction;

 

·       Positioning its Platinum Division further down the global cost curve, with the potential of further cost reductions;

 

·   Enhancing its cash flow generation to sustain its industry-leading dividend; and

 

·   Improving its access to lower-cost global financing.

 

Neal Froneman, CEO of Sibanye said: “The Transaction is consistent with Sibanye’s strategy of creating superior value for all of our stakeholders, by enhancing the cash flow generation and growth profile of its portfolio, underpinning its strategy of paying sustainable, industry leading dividends.

 

We believe the Transaction represents a unique opportunity for Sibanye to acquire high-quality, low-cost PGM assets which offer near-term organic growth through the anticipated ramp-up of the Blitz Project. The extensive strike length of the mineralised orebody suggests that there may be further upside potential.

 

We have been most impressed with the workforce at Stillwater, and look forward to the opportunity of working with them. We believe that our two organisations have a strong cultural fit, with mutual priorities of employee health and safety, the environment and the communities in which we operate.”

 

Mick McMullen, CEO of Stillwater said: “The Board of Directors of Stillwater has approved the Transaction and recommends that stockholders of Stillwater vote in favor of it. The Transaction allows our stockholders to realise immediate value and also positions our operations and employees as part of a preeminent global precious metals company. Sibanye has complementary values to Stillwater, and we are confident that Sibanye will continue to be a world-class steward of our operations and partner to our local communities in Montana.”

 

3.    The Transaction and Financing Package

 

Sibanye and Stillwater have entered into a definitive agreement (the “Transaction Agreement”) whereby the Transaction will be implemented in accordance with the General Corporation Law of the State of Delaware, US (the “DGCL”). Pursuant to the Transaction Agreement, a newly formed US subsidiary of Sibanye’s newly formed US holding company will merge with and into Stillwater, with Stillwater surviving as an indirect wholly-owned subsidiary of Sibanye.

 

2



 

Stockholders of Stillwater will be entitled to receive US$18.00 in cash from one of Sibanye’s US subsidiaries in exchange for each Stillwater share, which represents a premium of 23% to Stillwater’s prior day closing share price, and 20% to Stillwater’s 20-day volume-weighted average closing share price.

 

Sibanye has obtained, directly and indirectly through its newly formed US merger subsidiary, a US$2.7 billion bridge loan commitment from Citi and HSBC to fund the Transaction consideration and repay Stillwater’s convertible debentures (US$0.5 billion aggregate principal and associated make-whole adjustment).

 

The Transaction is expected to close in the second quarter of 2017. Post-closing of the Transaction, Sibanye expects to raise in the capital markets new debt and at least US$750 million in equity through a rights issue, with the objective of maintaining its dividend policy and preserving its long-term financial flexibility. Consistent with its long-term strategy, Sibanye is targeting a net debt-to-2017 EBITDA ratio of no greater than 1.5x by the end of fiscal year 2017.

 

4.    Stillwater Overview

 

Stillwater is the only US miner of PGM and the largest primary producer of PGM outside of South Africa and the Russian Federation. Located in Montana, US, Stillwater’s operations consist of two underground PGM mines (the Stillwater Mine and East Boulder Mine), the Blitz Project and the Columbus metallurgical complex.

 

Located in the J-M Reef, the world’s highest-grade PGM deposit, the Stillwater Mine and East Boulder Mine have been in operation since 1986 and 2002, respectively. In aggregate, the two mines are expected to produce between 535,000 and 545,000 ounces of 2E PGM in fiscal year 2016, at a total cash cost (net of credits) of between US$430 and US$455 per ounce. Each mine has its own milling and concentrator infrastructure on site.

 

Development of the Blitz Project is expected to be completed in early 2018. The Blitz Project is expected to ramp up to full production of between 270,000-330,000 ounces of 2E PGM by 2021/2022, with lower cash cost per ounce than that currently of the Stillwater Mine and East Boulder Mine.

 

As of 31 December 2015, Stillwater’s proven and probable reserves consisted of 39.4 million tonnes of ore with an average grade of 15.6 g/t, or 19.9 million ounces of contained 2E PGM. The proven and probable reserves are 78% palladium and 22% platinum, and support a mine life of over 25 years(2).

 

The Columbus metallurgical complex is a state-of-the-art operation that is capable of providing smelting and refining processes for mine concentrates. The complex produces a PGM-rich filter cake that is shipped to a third-party precious metal refinery. In addition, the complex facilitates recycling operations for various materials containing PGM that are provided by third-party suppliers, principally automotive catalytic converters. The complex has continued to expand its recycling volumes, with a record 175,000 ounces of PGM processed in 3Q 2016.

 

Stillwater has a long history of constructive labour relations and support for local community development.

 

3



 

5.    Conditions Precedent

 

The implementation of the Transaction is both subject to and conditional on the fulfillment of conditions precedent customary for a transaction of this nature and include, inter alia, the following:

 

·                   Stillwater stockholder approval (majority of votes outstanding) of the Transaction shall have been obtained in accordance with the DGCL;

 

·                   Sibanye shareholder approval of the Transaction (majority of votes cast) and for the issuance of Sibanye shares in the context of a potential rights issue (75% of votes cast) each shall have been obtained in a shareholders’ general meeting convened in accordance with its memorandum of incorporation and the JSE Listings Requirements;

 

·                   Required regulatory authorisations shall have been obtained: (i) any applicable waiting period (or any extensions thereof) under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 relating to the consummation of the Transaction shall have expired or been terminated; (ii) clearance from the Committee of Foreign Investment in the United States; and (iii) the approval of the South African Reserve Bank as required in accordance with the Exchange Control Regulations of South Africa;

 

·                   Stillwater and Sibanye shall have performed and complied in all material respects with all agreements and covenants required by the Transaction Agreement to be performed or complied with by them at or prior to the closing of the Transaction; and

 

·                   From the date of signature of the Transaction Agreement, there shall not have been any effects that have had or would reasonably be expected to have, individually or in the aggregate, a material adverse change on Stillwater and its operations.

 

Sibanye and Stillwater are committed to engage with the relevant authorities and affected stakeholders in order to fulfill the conditions precedent to enable the Transaction to become unconditional as soon as possible.

 

6.    Transaction Agreement

 

The Transaction Agreement provides for terms customary in agreements of this nature and includes (i) a non-solicitation covenant on the part of Stillwater, subject to customary “fiduciary out” provisions; (ii) a right in favor of Sibanye to match any superior proposal; (iii) payment to Sibanye of a termination fee equal to 0.75% of the Transaction consideration to the stockholders of Stillwater in certain circumstances, including if the Board of Directors of Stillwater changes its recommendation for the Transaction; (iv) payment to Stillwater of a termination fee equal to 1.5% of the Transaction consideration to the stockholders of Stillwater in certain circumstances; and (v) provisions governing the operation of Stillwater during the interim period.

 

4



 

7.    Sibanye Shareholder Support

 

Sibanye’s two largest shareholders Gold One International Ltd. and Public Investment Corporation Ltd., which in aggregate represent 29% of Sibanye’s issued share capital, have confirmed their support of the Transaction.

 

8.    Financial Information

 

The net asset value of Stillwater as of 30 September 2016 is US$916 million and the profit attributable to Stillwater for the nine months ended 30 September 2016 is US$4 million.

 

9.    Categorisation of Transaction

 

In terms of the JSE Listing Requirements, the Transaction is classified as a category 1 transaction. As the categorisation exceeds 100%, Sibanye will be required to prepare revised listing particulars in accordance with the JSE Listing Requirements. In the event that the Transaction is approved by shareholders, the continued listing of Sibanye has been approved by the JSE. The circular to the shareholders of Sibanye, including revised listing particulars, will be posted in due course.

 

10.           Implementation of the Transaction

 

Upon closing of the Transaction, a newly formed US subsidiary of Sibanye shall be merged with and into Stillwater, whereupon the separate existence of the US subsidiary shall cease. Stillwater shall remain as the surviving corporation and shall be a direct subsidiary of Sibanye’s newly formed US holding company and an indirect wholly owned subsidiary of Sibanye. Post-closing of the Transaction, Stillwater’s organisational documents will be amended to ensure compliance with the JSE Listings Requirements and, subject to compliance with relevant laws and regulations, Stillwater’s listing on the NYSE will be terminated and its securities (to the extent relevant) will be deregistered under the Securities Exchange Act of 1934, as amended, and its reporting obligations in the United States will be terminated.

 

There will be at 10h00 (Central Africa Time) a live presentation / webcast and at 16h00 (Central Africa Time) an international analyst call. Information can be found at:

 

https://www.sibanyegold.co.za/investors/transactions/stillwater-acquisition

 

9 December 2016

Libanon

 

Financial Advisors:

Citigroup Global Markets Limited (“Citi”)

HSBC Bank plc (“HSBC”)

 

Corporate Advisor:

Qinisele Resources Proprietary Limited (“Qinisele Resources”)

 

Sponsor:

J.P. Morgan Equities South Africa Proprietary Limited (“J.P. Morgan”)

 

5



 

South African Legal and Tax Advisor:

ENSAfrica

 

US Legal and Tax Advisor:

Linklaters LLP

 

Technical Advisor:

Mineral Corporation Consultancy Proprietary Limited

 

Reporting Accountant:

KPMG Inc.

 

Additional Information and Where to Find It

 

This announcement does not constitute the solicitation of any vote, proxy or approval. In connection with the proposed transaction, Sibanye intends to post to its shareholders a JSE Limited (“JSE”) Category 1 circular subject to the approval of the circular by the JSE and Stillwater intends to file with the Securities and Exchange Commission (the “SEC”) relevant materials, including a proxy statement. The JSE Category 1 circular and other relevant documents will be sent or otherwise disseminated to Sibanye’s shareholders and will contain important information about the proposed transaction and related matters. SHAREHOLDERS OF SIBANYE ARE ADVISED TO READ THE JSE CATEGORY 1 CIRUCLAR AND OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. The proxy statement and other relevant documents will be sent or otherwise disseminated to Stillwater’s shareholders and will contain important information about the proposed transaction and related matters. SHAREHOLDERS OF STILLWATER ARE ADVISED TO READ THE PROXY STATEMENT AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. When available, Sibanye shareholders may obtain free copies of the JSE Category 1 circular by going to Sibanye’s website at www.sibanye.co.za. The proxy statement and other relevant documents may also be obtained, free of charge, on the SEC’s website (http://www.sec.gov), when available. Stillwater shareholders may obtain free copies of the proxy statement once it is available from Stillwater by going to Stillwater’s website at www.Stillwater.com.

 

Participants in the Solicitation

 

Sibanye, Stillwater and their respective directors and officers may be deemed participants in the solicitation of proxies of Sibanye’s and Stillwater’s respective shareholders in connection with the proposed transaction. Sibanye’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Sibanye in Sibanye’s Annual Report on Form 20-F, for the fiscal year ended 31 December 2015, which was filed with the SEC on 21 March 2016. Stillwater’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Stillwater in Stillwater’s Annual Report on Form 10-K for the fiscal year ended 31 December 2015, which was filed with the SEC on 22 February 2016. Additional information regarding the interests of

 

6



 

participants in the solicitation of proxies in connection with the proposed transaction will be included in the proxy statement that Stillwater intends to file with the SEC.

 

No Offer or Solicitation

 

This announcement is for informational purposes only and does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. Any securities referred to herein have not been, and will not be, registered under the US Securities Act of 1933 and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements.

 

Forward Looking Statements

 

This announcement includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “target”, “will”, “forecast”, “expect”, “potential”, “intend”, “estimate”, “anticipate”, “can” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. In this announcement, for example, statements related to expected timings of the transactions (including completion), potential transaction benefits (including statements regarding growth, cost savings, benefits from and access to international financing and financial re-ratings), PGM pricing expectations, levels of output, supply and demand, information related to the Blitz Project, and estimations or expectations of enterprise value, EBTIDA and net asset values, are forward-looking statements. The forward-looking statements set out in this announcement involve a number of known and unknown risks, uncertainties and other factors, many of which are difficult to predict and generally beyond the control of Sibanye and Stillwater, that could cause Sibanye’s or Stillwater’s actual results and outcomes to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. Such risks, uncertainties and other factors include, without limitation: Sibanye’s or Stillwater’s ability to complete the proposed transaction; the inability to complete the proposed transaction due to failure to obtain approval of the shareholders of Sibanye or Stillwater or other conditions in the Merger Agreement; Sibanye’s ability to successfully integrate the acquired assets with its existing operations; Sibanye’s ability to achieve anticipated efficiencies and other cost savings in connection with the transaction; Sibanye’s ability to implement its strategy and any changes thereto; Sibanye’s future financial position, plans, strategies, objectives, capital expenditures, projected costs and anticipated cost savings and financing plans; changes in the market price of gold, platinum group metals (“PGM”) and/or uranium. These forward-looking statements speak only as of the date of this announcement.

 

Neither Sibanye nor Stillwater undertakes any obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this announcement or to reflect the occurrence of unanticipated events.

 

The offer in the United States is solely being made by Sibanye and/or its affiliated entities and not by any other person. None of Citi, HSBC, Qinisele Resources nor J.P. Morgan will be making any offer into the United States on behalf of Sibanye and/or its affiliated entities.

 

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Important Notices

 

Citi and HSBC which are authorised by the Prudential Regulation Authority and regulated in the United Kingdom by the Financial Conduct Authority and the Prudential Regulation Authority, are acting exclusively for Sibanye and no one else in connection with the Transaction and will not be responsible to anyone other than Sibanye for providing the protections afforded to clients of Citi or HSBC nor for providing advice in relation to the Transaction or any other matter referred to in this announcement.

 


(1) Based on exchange rate of South African Rand to US Dollar equal to 13.66 as of 8 December 2016.

(2) The December 31, 2015, ore reserves for Stillwater’s operations were reviewed by Behre Dolbear & Company (USA), Inc. (“Behre Dolbear”), third-party independent consultants, who are experts in mining, geology and ore reserve determination. Stillwater has utilised Behre Dolbear to carry out independent reviews and inventories of its ore reserves since 1990. Behre Dolbear consents to the use of its report. The qualified person in the report is David M. Abbott, Jr., FIAMM, QP. who has 41 years of experience in the mining industry. Mr. Abbott has reviewed the contents of this announcement and consents to the inclusion in the announcement of the ore reserves information (abstracted from the Behre Dolbear 2015 report) in the form above and in the context in which it appear.

 

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Westonaria 4 May 2017: Sibanye Gold Limited (“Sibanye” and/or “the Group”) (JSE: SGL & NYSE: SBGL) is pleased to provide an operating update for the quarter ended 31 March 2017. Detailed financial and operating results are provided on a six-monthly basis. OPERATING UPDATE UNITED STATES DOLLARS1 SOUTH AFRICAN RAND 1 Average exchange rates for the quarters ended 31 March 2017, 31 December 2016 and 31 March 2016 were R13.21/US$, R13.88/US$ and R15.79/US$, respectively. 2 The Platinum Division’s performance is only provided for the quarters ended 31 March 2017 and 31 December 2016, as the Aquarius group was only acquired on 12 April 2016 and the Rustenburg operations on 1 November 2016. 3 Platinum Group Metals of which 4E represent platinum, palladium, rhodium and gold. Sibanye Operating update 31 March 2017 1 STOCK DATA FOR THE THREE MONTHS ENDED 31 MARCH 2017 JSE LIMITED – (SGL) Number of shares in issue – at end 31 March 2017929,004,342 – weighted average929,004,342 Price range per ordinary shareZAR24.01 to ZAR31.15 Average daily volume6,089,544 NYSE – (SBGL); ONE ADR REPRESENTS FOUR ORDINARY SHARES Free Float80% Price range per ADRUS$7.45 to US$9.40 Average daily volume2,127,679 Bloomberg/ReutersSGLS / SGLJ.J MarDec 20162016 Mar 2017 UnitUnit Mar 2017 DecMar 20162016 KEY STATISTICS Gold Division 360.8382.9 1,1821,212 5460 160.3166.2 3836 895957 330.1 1,215 68 73.2 18 1,163 000’ozGold producedkg US$/ozAverage gold priceR/kg US$/t Operating costR/t US$m Operating profitRm % Operating margin% US$/ozAll-in sustaining costR/kg 10,266 515,998 896 967.0 18 493,872 11,90811,221 541,082600,267 833845 2,304.12,530.6 3638 427,091454,282 Platinum Division - attributable2 -134.8 -233.2 -857 -762 -8.1 -8 168.1 286.7 917 842 18.4 8 000’ozPlatinum producedkg 000’oz4E PGM3 productionkg US$/4EozAverage PGM basket priceR/4Eoz US$/4EozOperating costR/4Eoz US$m Operating profitRm %Operating margin% 5,228 8,918 12,109 11,128 242.9 8 4,194-7,253-11,900-10,571-114.4-8-

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OVERVIEW AND UPDATE FOR THE QUARTER ENDED 31 MARCH 2017 COMPARED WITH THE QUARTER ENDED 31 MARCH 2016 Due to significant appreciation in the ZAR/USD exchange rate during 2016, the average rand gold price of R515,998/kg for the March 2017 quarter was 14% lower than for the comparable period in 2016. The exchange rate appreciated by 16% from an average of R15.70/US$ for the March 2016 quarter, to R13.21/US$ for the March 2017 quarter. As a result, the average operating margin for the Gold Division declined from 38% to 18% with operating profit decreasing from R2,531 million for the March 2016 quarter to R967 million. The positive momentum developed by the Platinum Division in 2016 has continued into 2017, with all of the operations performi ng strongly and the integration process proceeding well. In line with the progress made on the realisation of synergies it is therefore pleasing that the Platinum Division generated attributable operating profit of R243 million, with Mimosa contributing an additional R119 million to Earnings from Associates. SAFETY Safety trends for the Group continued to improve, with all safety indicators better for the March 2017 quarter relative to the comparable quarter in 2016. The Fatal Injury Frequency Rate was 67% lower at 0.05 per million hours and the Serious Injury Frequency Rate was 27% lower at 3.7 per million hours. The improved safety performance follows the implementation of a revised safety strategy which has been rolled out in both the Gold and Platinum Divisions. Regrettably two fatal accidents occurred in the Gold Division during the March 2017 quarter, both at the Beatrix Operation. Sibanye Management and Board extend their sincere condolences to the families and colleagues of Mr Sphampano Machenene and Mr Mxolisi Cekiso. Pleasingly, the Platinum Division recorded a fatality free March 2017 quarter. GOLD DIVISION Gold production for the March 2017 quarter of 10,266kg (330,100oz), was 9% lower than for the comparable quarter in 2016. The 955kg (30,700oz) decrease was mainly due to the cessation of mining operations at the Cooke 4 shaft in September 2016, which previously contributed 409kg (13,100oz) in the March 2016 quarter. Lower underground volumes at Driefontein and Cooke were supplemented, where possible, by surface rock dump (SRD) material, albeit at lower grades. Gold in inventory at the end of December 2016 of 129kg (4,147oz) was sold during the March 2017 quarter, resulting in sales of 10,395kg (334,200oz). Costs at the Gold Division of R4,937 million were approximately 5% higher than for the March 2016 quarter with unit costs 6% higher at R896/t milled. All-in sustaining cost (AISC) increased by 9% from R454,282/kg to R493,862/kg mainly as a result of the decrease in gold produced. Kloof posted a strong performance as production increased by 1% to 3,201kg (102,900oz). A decision to mill current waste with the mined ore to improve efficiency and reduce unit costs resulted in a 15% increase in mill throughput to 506,000t, and a corresponding 12% decline in the average yield to 6.33g/t. An opportunity to utilise excess capacity at Ezulwini and Cooke plants with Kloof surface material resulted in surface throughput increasing by 37%. Production declined 5% however due to the processing of lower grade feed ma terial at the Kloof rock dump. At Beatrix, underground gold production increased by 1% to 2,176kg (70,000oz). This was due to an increase in volume from Beatrix 1 shaft and an increase in grade at Beatrix 4 shaft. Gold production from the surface operations decreased by 9% to 109kg (3,500oz) due to lower volumes from SRDs which were preferentially replaced with underground ore. Surface throughput decreased by 21% to 336,000t. The yield from the surface operations increased from 0.28g/t to 0.32g/t. Underground production at Driefontein for the March 2017 quarter, at 3,038kg (97,700oz) was 8% lower than for the comparable period in 2016, mainly as a result of lower production from 5 and 6 shafts. Higher grade areas at 6 shaft will only return to production in July 2017 due to a seismic event that occurred during the March 2017 quarter. Ore milled was 1% lower at 531,000t. Gold production from surface sources decreased by 2% to 474kg (15,200oz) due to lower SRD grade and volume. Management at Driefontein has been strengthened through the appointment of Koos Barnard as an additional VP at the Driefontein Operations. Koos has over 30 years mining experience in the South African gold industry, nine of those with Gold Fields as well as after its unbundling, with Sibanye Gold for two years. Prior to that Koos occupied various roles at Anglo Gold and Durban Roodepoort Deep. We are pleased to welcome Koos bac k to Sibanye where we are certain his experience will be invaluable. Underground production at Cooke of 701kg (22,500oz) was 48% lower than for the comparable period in 2016, primarily due to the cessation of production at Cooke 4, which produced 409kg (13,100oz) for the March 2016 quarter. The Cooke 3 grout plant was commissioned at the end of Q1 which should allow extraction of higher grade mining areas in future. Lower underground volumes were supplemented with surface material where possible, resulting in production from surface increasing by 1 0% to 192kg (6,200oz) for the quarter. The surface yields increased by 18% to 0.20g/t. 2 Sibanye Operating update 31 March 2017 Sibanye is an independent mining group domiciled in South Africa, which owns and operates a portfolio of high-quality gold and platinum group metals (PGMs) operations and projects.

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The continuous operational underperformance of Beatrix 4 shaft and the Cooke underground operations is currently under review . We are pleased to report the appointment of William Taylor as Chief Operating Officer for the Gold Division. William has extensive mining experience in both the Gold and Platinum industries. He spent close to 17 years at Anglo American Platinum, most recently in the role of Senior General Manager at Amandelbult and prior to that, nearly 15 years in the Gold Mining industry at, amongst others, Harmony and Durban Roodepoort Deep. William’s appointment will substantially strengthen the Gold Division management team. PLATINUM DIVISION The Platinum Division delivered attributable PGM production of 286,716oz (4E) for the March 2017 quarter in line with planned levels. The operating cost was R11,128/4Eoz (US$842/4Eoz) resulting in an operating margin of 8% for the period. The PGM basket price for the quarter was R12,109/4Eoz (US$917/4Eoz). The Platinum Division recorded an operating profit of R243 million (US$18 million) for the first quarter of 2017, excluding the equity accounted attributable operating profit of R119 million (US$9 million) from Mimosa. Despite the noted volatility in rand PGM prices during the quarter, and after taking into account the revenue contribution fr om base metals and chrome, Kroondal, Platinum Mile and Rustenburg delivered attributable operating profits of R77 million, R15 million and R122 million respectively during the quarter. This equated to a quarterly operating profit margin of 12%, 35% and 5% respectively for each operation. Mimosa and Platinum Mile continue to deliver solid results, with Rustenburg continuing its positive turnaround and Kroondal operating to guidance. Operating costs at Kroondal and Mimosa for the March 2017 quarter amounted to R10,430/4Eoz (US$790/4Eoz) and R8,921/4Eoz (US$675/4Eoz), respectively. Platinum Mile’s operating cost of R6,470/4Eoz (US$490/4Eoz) resulted in an operating margin of 35%. The integration of the Rustenburg operation is progressing well. The Sibanye operating model has been implemented across the Division and positive operating and financial performance momentum has already been noted. There has been a real 12% reduction in Rustenburg’s unit operating costs since Sibanye took control of the operation on 1 November 2016. R400 million in synergies is anticipated to be realised by year end. The Section 189 process announced on 26 January 2017, arising from the consolidation of Aquarius and the Rustenburg Operations into Sibanye, is ongoing. STRATEGIC UPDATE On 25 April 2017 Sibanye and Stillwater shareholders overwhelmingly approved the acquisition of Stillwater by Sibanye. All resolutions at the Sibanye General Meeting of shareholders were passed by a majority of approximately 8 2% of shareholders voting. This strong support from shareholders as well as the financial support in the Transaction already shown by some of the largest financial institutions in the world, is a significant vote of confidence in the strategic rational and value that Sibanye is confident it will deliver for all stakeholders through this transaction. While this transaction is significantly value accretive, even assuming relatively conservative commodity price assumptions, with earnings and cash flows enhanced as the Blitz project ramps up, Sibanye believes that supply and demand fundamentals across the PGM suite are positive and imply potential value upside. We expect sustained and material supply deficits across the PGMs over the long term, with palladium likely to move into significant deficits first, supported by continued growth in gasoline light passenger vehicle sales globa lly. Despite a likely decline in global diesel penetration rates, led by a structural change in the make-up of the European car market, we forecast a relatively balanced platinum market for the remainder of this decade, followed by deficits thereafter, driven by declining supply from South Africa. An industry wide decrease in stay-in-business capital over the last decade to unsustainable levels, is likely to result in lower primary platinum supply from South Africa, in our opinion. The outlook for Rhodium is similar, moving from a balanced market to long-term deficits early next decade. The resultant drawdown from above ground inventories will drive the PGM basket prices higher to more sustainable levels post 2018 in our view. The Stillwater acquisition follows the acquisitions of Aquarius and Rustenburg in 2016. Both of these acquisitions represented low cost entries into the PGM sector and importantly, through the realisation of cost and operating synergies, offered significant potential to enhance value, as is already evident in the Platinum Division results presented for the March 2017 quarter. Stillwater, located in Montana in the United States, owns the highest grade PGM mines in the world and is the lowest cost PGM producer (on an All-in Sustaining Cost basis which includes sustaining capital expenditure requirements ). The company is also the only PGM Company, through the brownfields Blitz project, that is able to substantially grow production at a low point in the commodity price cycle, financed entirely through internal cash flow. The high quality Stillwater assets, including a world class recycling facility, combined with Sibanye’s unique geographically diversified PGM operating base and the fact that Stillwater is the only primary palladium producer in the world, strategically positions Sibanye as an exclusive investment case. This transformative transaction uniquely positions Sibanye as a global precious metals company with a unique mix of commodities. Sibanye is now the third largest producer of palladium (and only primary producer of palladium) and the third largest producer of platinum in the world and also features in the top ten global gold companies. While the Company still perceives a potential for further value accretive growth through consolidation of the PGM Sector, des pite continued engagement with Government, the regulatory environment in South Africa is becoming increasingly uncertain and recen t political events have added significant economic volatility, complicating investment decisions, particularly capital intensiv e investments, with long lead times, such as in the mining industry. The group remains focused on delivering superior value to all stakeholders but until Sibanye Operating update 31 March 2017 3

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there is more clarity on the investment and regulatory environment in South Africa, decisions to commit to long term growth p rojects in South Africa are difficult. OUTLOOK Guidance provided for the Gold and Platinum Divisions remains unchanged for the year. Gold production guidance for the year ending 31 December 2017 is between 47,000kg and 48,000kg (1.51 to 1.54Moz), with total cash cost between R385,000/kg and R395,000/kg (US$890/oz and US$910/oz) and AISC of between R470,000/kg and R480,000/kg (US$1,080/oz and US$1,105/oz). Total capital expenditure for 2017, including Burnstone, is currently planned at approximately R4.0 billion (US$300 million). Guidance for 4E PGM production from the Platinum Division is between 1.05Moz and 1.10Moz. Operating cost guidance for the division remains between R11,150/4Eoz and R11,450/4Eoz, with attributable capital expenditure planned at R900 million (US$67 million). The dollar costs are based on an average exchange rate of R13.50/US$. Neal Froneman Chief Executive Officer 4 May 2017 4 Sibanye Operating update 31 March 2017

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SALIENT FEATURES AND COST BENCHMARKS Average exchange rates for the quarters ended 31 March 2017, 31 December 2016 and 31 March 2016 were R 13.21/US$, R13.88/US$ and R15.79/US$, respectively. Figures may not add as they are rounded independently. 1 Total cash cost is calculated in accordance with the Gold Institute Industry Standard as cost of sales as recorded in profit or loss, less amortisation and depreciation and off-site (i.e. central) general and administrative expenses (including head office costs) plus royalties and production taxes. Total cash cost per kilogram is defined as the average cost of producing a kilogram of gold, calculated by dividing the total cash cost in a period by the total gold sold over the same period. 2 All-in sustaining cost is defined as production costs plus all costs relating to sustaining current production and sustaining capital expenditure, a nd includes (but not limited to) operating costs, share based payments, royalties, rehabilitation costs and sustaining capital expenditure. 3 Corporate project expenditure for the quarters ended 31 March 2017, 31 December 2016 and 31 March 2016 amounted to R94.5 mill ion (US$7.2 million), R168.4 million (US$12.1 million), and R90.9 million (US$5.7 million), respectively. The majority of this expenditure was on our Burnstone project. Sibanye Operating update 31 March 2017 5 UnitQuarter Total Mines DriefonteinKloofBeatrixCooke Under-Totalground Surface Under-Under-Under-Under-ground Surface ground Surface ground Surface ground Surface SALIENT FEATURES AND COST BENCHMARKS Gold Division Production Tonnes milled/treated000’tMar 2017 Dec 2016 Mar 2016 Yieldg/tMar 2017 Dec 2016 Mar 2016 Gold producedkgMar 2017 Dec 2016 Mar 2016 000’ozMar 2017 Dec 2016 Mar 2016 Gold soldkgMar 2017 Dec 2016 Mar 2016 000’ozMar 2017 Dec 2016 Mar 2016 4,8581,8523,006 4,9361,9522,984 4,9781,9753,003 2.114.920.38 2.415.480.40 2.255.060.41 10,2669,1161,150 11,90810,7031,205 11,2219,9911,230 330.1293.137.0 382.9344.338.8 360.8321.239.6 10,3959,2341, 161 11,77910,5851,194 11,2219,9911,230 334.2296.937.3 378.6340.238.4 360.8321.239.6 5318455068136213361941,012 516919517789701361218915 5379534415936564253411,032 5.720.566.330.463.500.323.610.19 7.250.546.660.513.620.304.500.22 6.180.577.170.663.280.283.990.17 3,0384743,2013752,176109701192 3,7404993,4453992,537107981200 3,3185413,1633942,1491201,361175 97.715.2102.912.170.03.522.56.2 120.316.0110.812.881.53.531.56.5 106.717.4101.712.769.13.943.75.6 3,1224743,2353752,176109701203 3,6564993,4113992,537107981189 3,3185413,1633942,1491201,361175 100.415.2104.012.170.03.522.56.5 117.516.0109.712.881.53.531.56.1 106.717.4101.712.769.13.943.75.6 Price and costs Gold price receivedR/kgMar 2017 Dec 2016 Mar 2016 US$/ozMar 2017 Dec 2016 Mar 2016 Operating costR/tMar 2017 Dec 2016 Mar 2016 Operating margin%Mar 2017 Dec 2016 Mar 2016 Total cash cost1R/kgMar 2017 Dec 2016 Mar 2016 US$/ozMar 2017 Dec 2016 Mar 2016 All-in sustaining cost2R/kgMar 2017 Dec 2016 Mar 2016 US$/ozMar 2017 Dec 2016 Mar 2016 All-in sustaining margin%Mar 2017 Dec 2016 Mar 2016 515,998 541,082 600,267 1,215 1,212 1,182 8962,113147 8331,893140 8451,932129 181726 363636 383647 421,308 346,439 385,117 992 776 759 493,872 427,091 454,282 1,163 957 895 4 21 24 515,406515,263516,674519,580 540,842539,790540,998570,000 601,555599,353602,556595,768 1,2141,2131,2171,223 1,2121,2091,2121,277 1,1851,1811,1871,174 2,5382002,3751821,4611302,35280 2,3121892,0901471,3241092,26596 2,2111682,5921631,2621181,93079 153127231922(25)19 4135424632311318 4151405936301922 426,446376,814414,967594,690 324,260310,630368,684491,538 361,907360,866397,708481,120 1,0048879771,400 7266968261,101 713711783948 497,831450,859486,871666,150 393,333409,843445,045562,308 421,845435,001463,729535,156 1,1721,0621,1461,568 8819189971,260 8318579131,054 3126(28) 2724171 30272310 Capital expenditure Total capital expenditure3RmMar 2017 Dec 2016 Mar 2016 US$mMar 2017 Dec 2016 Mar 2016 806.5 1,106.9 739.0 61.1 79.7 46.8 259.8264.8143.843.6 297.1399.1176.465.9 219.7241.4130.656.4 19.720.010.93.3 21.428.812.74.7 13.915.38.33.6

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SALIENT FEATURES AND COST BENCHMARKS Average exchange rates for the quarters ended 31 March 2017, 31 December 2016 and 31 March 2016 were R13.21/US$, R13.88/US$ and R15.79/US$, respectively. Figures may not add as they are rounded independently. 1 Platinum Division includes the attributable operations of Kroondal (50%), Mimosa (50%), Platinum Mile surface operation and R ustenburg since acquisition on 1 November 2016. 2 Production per product – see prill split in the table below. 3 The total Platinum Division price and unit costs exclude the financial results of Mimosa, which are equity accounted and excl uded from net operating profit. 4 4E PGM revenue per ounce, prior to a purchase of concentrate adjustment. 5 Operating costs are all mining related costs calculated as costs of sales before amortisation and depreciation. 6 Total cash cost is calculated in accordance with the Gold Institution industry standard as costs of sales as recorded in profit or loss, less amortisation and depreciation and off-site (i.e. central) general and administrative expenses (including head office costs) plus royalties and production taxes. Total cash costs per 4E ounce is defined as the average cost of producing a 4E ounce, calculated by dividing the total cash cost in a period by the PGM 4E produced over the same period. Prill split Quarter ended 6 Sibanye Operating update 31 March 2017 Mar 2017 Dec 2016 4Eoz% 4Eoz% Platinum Palladium Rhodium Gold 168,080 88,654 20,006 9,976 59 31 7 3 134,83658 73,43732 19,4578 5,4692 PGM 4E production Ruthenium Iridium 286,716 37,642 8,780 100 233,199100 30,804 7,047 Total 333,138 271,050 UnitQuarter Total Mines KroondalMimosaPlat MileRustenburg Under-TotalgroundSurface Under-Attributable AttributableSurfacegroundSurface SALIENT FEATURES AND COST BENCHMARKS Platinum Division - attributable Production1 Tonnes milled/treated000’tMar 2017 Dec 2016 Plant head gradeg/tMar 2017 Dec 2016 Plant recoveries%Mar 2017 Dec 2016 Yieldg/tMar 2017 Dec 2016 PGM 4E production24EozMar 2017 Dec 2016 6,5632,9043,659 5,8082,4483,360 2.103.291.15 1.883.200.92 64.7682.3625.01 66.3782.9324.66 1.362.710.29 1.252.650.23 286,716252,73733,979 233,199208,58624,613 8883352,1211,6811,538 9043402,3661,204994 2.413.580.693.691.79 2.443.610.673.651.53 81.4077.729.1683.5933.46 82.2978.2812.3884.5437.42 1.972.780.063.090.60 2.002.820.083.090.57 56,10629,9754,328166,65629,651 58,25230,8636,297119,47118,316 Price and unit costs3 Average PGM 4E basket price4R/4EozMar 2017 Dec 2016 US$/4EozMar 2017 Dec 2016 Operating costR/tMar 2017 Dec 2016 US$/tMar 2017 Dec 2016 Operating margin%Mar 2017 Dec 2016 Operating cost5R/4EozMar 2017 Dec 2016 US$/4EozMar 2017 Dec 2016 Total cash cost6R/4EozMar 2017 US$/4EozMar 2017 12,10912,19811,525 11,90011,87212,133 917923872 857855874 4591,04051 42494545 35794 31683 8252 8536 11,12811,9915,471 10,57111,0906,176 842908414 762799445 11,026 835 12,06212,08512,02812,24311,451 11,68812,22811,75411,87012,263 913915911927867 842881847855883 659798131,241103 604917111,209128 50601948 44661879 123135(2)54 71947133 10,4308,9216,47012,5165,325 9,36810,1034,00212,1856,923 790675490947403 675728288878499 10,1669,5986,47011,371 770727490861 Capital expenditure Total capital expenditureRmMar 2017 Dec 2016 US$mMar 2017 Dec 2016 175.5173.91.6 269.3269.10.2 13.313.20.1 19.319.3-23.755.31.694.9-67.053.40.2148.7-1.84.20.17.2-4.83.8-10.7-

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DEVELOPMENT RESULTS Development values represent the actual results of sampling and no allowance has been made for any adjustments which may be necessary when estimating ore reserves. All figures below exclude shaft sinking metres, which are reported separately where appropriate. 1 Kroondal development data since acquisition date on 12 April 2016 2 Rustenburg development data since acquisition on 1 November 2016 Sibanye Operating update 31 March 2017 7 QUARTER ENDED 31 March 2017 31 December 2016 REEF BATHOPELETHEMBELANIKHUSELEKASIPHUMELELE BATHOPELETHEMBELANIKHUSELEKASIPHUMELELE Platinum Division Rustenburg2Unit Advanced (m) Advanced on reef (m) Height(cm) Average value (g/t) (cm.g/t) 3341,3691,1781,113 334611306270 198117116117 2.581.862.141.93 511218248225 1901,3871,2541,291 190445236305 219119117122 2.614.064.145.55 570483485677 QUARTER ENDED 31 March 2017 31 December 2016 REEF KOPANENGSIMUNYE BAMBANANIKWEZIK6 KOPANENGSIMUNYE BAMBANANIKWEZIK6 Platinum Division Kroondal1Unit Advanced (m) Advanced on reef (m) Channel width(cm) Height(cm) Average value (g/t) (cm.g/t) 3235597371.118682 221559558917682 13120911192196 255253227237247 1.532.5122.082.46 390635453494607 7015521,160767974 300477294694971 10218345104193 260244224240254 1.262.160.812.452.46 326528182587627 QUARTER ENDED 31 March 2017 31 December 201631 March 2016 REEF ELSBURGSELSBURG KIMBERLEY VCRREEFS MASSIVESREEFS ELSBURGSELSBURG KIMBERLEY VCRREEFS MASSIVESREEFS ELSBURGS ELSBURG KIMBERLEY VCRREEFS MASSIVESREEFS Gold Division CookeUnit Advanced (m) Advanced on reef (m) Channel width(cm) Average value (g/t) (cm.g/t) 145717-177 59139-38 44116-129 8.58.4-4.9 373974-631 203831-184 45142-27 7388-119 5.410.6-4.7 392933-559 3791,675104146 2116186944 281250343205 2.24.15.23.2 6221,0371,784665 QUARTER ENDED 31 March 2017 31 December 201631 March 2016 REEF BEATRIXKALKOENKRANS BEATRIXKALKOENKRANS BEATRIXKALKOENKRANS Gold Division BeatrixUnit Advanced (m) Advanced on reef (m) Channel width(cm) Average value (g/t) (cm.g/t) 3,698476 80660 15690 5.722.7 8892,034 4,613723 1,289138 145102 5.913.3 8611,361 4,176947 1,358249 115126 8.111.7 9381,470 QUARTER ENDED 31 March 2017 31 December 201631 March 2016 REEF KLOOFMAIN LIBANONVCR KLOOFMAIN LIBANONVCR KLOOFMAIN LIBANONVCR Gold Division KloofUnit Advanced (m) Advanced on reef (m) Channel width(cm) Average value (g/t) (cm.g/t) 7794412191,816 1674262243 1693613891 5.623.45.918.1 9458348161,656 6817681702,425 20669-454 11548-102 11.618.9-25.4 1,331907-2,584 2,24072366687 52021014410 117173133138 21.69.05.16.8 2,5301,563682932 QUARTER ENDED 31 March 2017 31 December 201631 March 2016 REEF CARBON LEADERMAINVCR CARBON LEADERMAINVCR CARBON LEADERMAINVCR Gold Division DriefonteinUnit Advanced (m) Advanced on reef (m) Channel width(cm) Average value (g/t) (cm.g/t) 1,309844802 165255151 636994 16.69.534.5 1,0496603,242 1,512974845 237378131 3650116 33.811.627.2 1,2185783,141 1,6537021,307 214173135 815352 14.09.658.5 1,1395093,062

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ADMINISTRATION AND CORPORATE INFORMATION SIBANYE GOLD LIMITED Incorporated in the Republic of South Africa Registration number 2002/031431/06 Share code: SGL Issuer code: SGL ISIN: ZAE E000173951 DIRECTORS Sello Moloko* (Chairman) Neal Froneman (CEO) Charl Keyter (CFO) Chris Chadwick# Robert Chan# Timothy Cumming* Barry Davison* Rick Menell* Nkosemntu Nika* Keith Rayner* Susan van der Merwe1 Jerry Vilakazi* Jiyu Yuan# * Independent non-executive # Non-independent non-executive AMERICAN DEPOSITORY RECEIPTS TRANSFER AGENT BNY Mellon Shareowner Services PO Box 358516 Pittsburgh PA15252-8516 US toll-free: +1 888 269 2377 Tel: +1 201 680 6825 Email: shrrelations@bnymellon.com LISTINGS JSE: SGL NYSE: SBGL 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 WEBSITE www.sibanyegold.co.za REGISTERED OFFICE Libanon Business Park 1 Hospital Street (Off Cedar Ave) Libanon Westonaria 1780 South Africa JSE SPONSOR JP Morgan Equities South Africa Proprietary Limited (Registration number : 1995/011815/07) 1 Fricker Road Illovo Johannesburg 2196 South Africa TRANSFER SECRETARIES SOUTH AFRICA Computershare Investor Services Proprietary Limited Rosebank Towers 15 Biermann Avenue Rosebank 2196 Private Bag X5 Westonaria 1780 South Africa Tel: +27 11 278 9600 Fax: +27 11 278 9863 Private Bag X9936 Sandton 2196 South Africa INVESTOR ENQUIRIES James Wellsted Senior Vice President: Investor Relations Sibanye Gold Limited Tel: +27 83 453 4014 +27 11 278 9656 Email: james.wellsted@sibanyegold.co.za PO Box 61051 Marshalltown 2107 South Africa Tel: +27 11 370 5000 Fax: +27 11 688 5248 OFFICE OF THE UNITED KINGDOM SECRETARIES LONDON St James’s Corporate Services Limited Suite 31 Second Floor 107 Cheapside London EC2V 6DN United Kingdom Tel: +44 20 7796 8644 Fax: +44 20 7796 8645 TRANSFER SECRETARIES UNITED KINGDOM Capita Asset Services The Registry 34 Beckenham Road Beckenham Kent BR3 4TU England Tel: 0871 664 0300 (calls cost 10p a minute plus network extras, lines are open 8.30am – 5pm Mon-Fri) or +44 20 8639 3399 (from overseas) Fax: +44 20 8658 3430 Email: ssd@capitaregistrars.com CORPORATE SECRETARY Cain Farrel Tel: +27 10 001 1122 Fax: +27 11 278 9863 Email: cain.farrel@sibanyegold.co.za AUDITORS KPMG Inc. KPMG Crescent 85 Empire Road Parktown 2193 Johannesburg South Africa Tel: +27 11 647 7111 8 Sibanye Operating update 31 March 2017

GRAPHIC

 


FORWARD LOOKING STATEMENTS This document includes “forward-looking statements” within the meaning of the “safe harbour” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “target”, “will”, “would”, “expect”, “anticipate”, “plans”, “potential”, “can”, “may” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements, including, among others, those relating to Sibanye’s future business prospects, revenues and income, expected timings of the Stillwater transaction (including completion) (the Transaction), potential Transaction benefits (including statements regarding growth and cost savings) or information related to the Blitz Project, wherever they may occur in this document and the exhibits to this document, are necessarily estimates reflecting the best judgment of the senior management and directors of Sibanye, and involve a number of known and unknown risks and uncertainties that could cause actual results, performance or achievements of the Sibanye Group 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 document. Important factors that could cause the actual results to differ materially from estimates or projections contained in the forward-looking statements include, without limitation, economic, business, political and social conditions in South Africa, Zimbabwe and elsewhere; changes in assumptions underlying Sibanye’s estimation of its current Mineral Reserves and Resources; the ability to achieve anticipated efficiencies and other cost savings in connection with past and future acquisitions, as well as at existing operations; the ability of Sibanye to successfully integrate acquired businesses and operations (whether in the gold mining business or otherwise) into its existing businesses; Sibanye’s or Stillwater’s ability to complete the Transaction; the inability to complete the Transaction due to failure complete any conditions; Sibanye’s ability to achieve anticipated efficiencies and other cost savings in connection with the Transaction; the success of Sibanye’s business strategy and changes thereto, exploration and development activities; the ability of Sibanye to comply with requirements that it operate in a sustainable manner; changes in the market price of gold, platinum group metals (PGMs) and/or uranium; the occurrence of hazards associated with underground and surface gold, PGMs and uranium mining; the occurrence of labour disruptions and industrial action; the availability, terms and deployment of capital or credit; changes in relevant government regulations, particularly environmental tax health and safety regulations and new legislation affecting water, mining, mineral rights and business ownership, including any interpretations thereof which may be subject to dispute; the outcome and consequence of any potential or pending litigation or regulatory proceedings or other environmental, health and safety issues; power disruptions, constraints and cost increases; supply chain shortages and increases in the price of production inputs; fluctuations in exchange rates, currency devaluations, inflation and other macro-economic monetary policies; the occurrence of temporary stoppages of mines for safety incidents and unplanned maintenance; Sibanye’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’s information technology and communications systems; the adequacy of Sibanye’s insurance coverage; any social unrest, sickness or natural or man-made disaster at informal settlements in the vicinity of some of Sibanye’s operations; and the impact of HIV, tuberculosis and other contagious diseases. Further details of potential risks and uncertainties affecting Sibanye are described in Sibanye’s filings with the JSE and the SEC, including in Sibanye’s Integrated Annual Report 2016 and Annual Report on Form 20-F, for the fiscal year ended 31 December 2016. These forward-looking statements speak only as of the date of this document. The Sibanye Group undertakes no obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this document or to reflect the occurrence of unanticipated events, except as required by law. ADDITIONAL INFORMATION AND WHERE TO FIND IT This document does not constitute the solicitation of any vote, proxy or approval. In connection with the Transaction, Sibanye has posted to its shareholders a JSE Limited (JSE) Category 1 circular and Stillwater has filed with the Securities and Exchange Commission (the SEC) relevant materials, including a proxy statement. The JSE Category 1 circular and other relevant documents have been sent or otherwise disseminated to Sibanye’s shareholders and contain important information about the Transaction and related matters. SHAREHOLDERS OF SIBANYE ARE ADVISED TO READ THE JSE CATEGORY 1 CIRCULAR AND OTHER RELEVANT DOCUMENTS, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE TRANSACTION. The proxy statement and other relevant documents have been sent or otherwise disseminated to Stillwater’s shareholders and contain important information about the Transaction and related matters. SHAREHOLDERS OF STILLWATER ARE ADVISED TO READ THE PROXY STATEMENT THAT HAS BEEN FILED AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE TRANSACTION. Sibanye shareholders may obtain free copies of the JSE Category 1 circular by going to Sibanye’s website at www.sibanyegold.co.za. The proxy statement and other relevant documents may also be obtained, free of charge, on the SEC’s website (http://www.sec.gov). Stillwater shareholders may obtain free copies of the proxy statement from Stillwater by going to Stillwater’s website at http://stillwatermining.com/. PARTICIPANTS IN THE SOLICITATION Sibanye, Stillwater and their respective directors and officers may be deemed participants in the solicitation of proxies of Sibanye’s and Stillwater’s respective shareholders in connection with the Transaction. Sibanye’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Sibanye in Sibanye’s Annual Report on Form 20-F, for the fiscal year ended 31 December 2016, which was filed with the SEC on 7 April 2017. Stillwater’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Stillwater in Stillwater’s Annual Report on Form 10-K for the fiscal year ended 31 December 2016, which was filed with the SEC on 16 February 2017. Additional information regarding the interests of participants in the solicitation of proxies in connection with the Transaction is included in the proxy statement that Stillwater has filed with the SEC. NO OFFER OR SOLICITATION This document is for informational purposes only and does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. Any securities referred to herein that are being offered outside of the United States have not been, and will not be, registered under the U.S. Securities Act of 1933 and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements. The public offering of securities currently intended by the issuer to be made in the United States will be made by means of a prospectus that may be obtained from the issuer and that will contain detailed information about the company, its management and financial statements. Sibanye Operating update 31 March 2017 9

GRAPHIC

 


 

 

 

Mar-16

 

Jun-16

 

Sep-16

 

Dec-16

 

Mar-17

 

Driefontein

 

 

 

 

 

 

 

 

 

 

 

Main development - metres

 

3,662

 

3,493

 

2,971

 

3331

 

2,955

 

Square metres mined - 000

 

82,836

 

78,729

 

68,107

 

81,483

 

74,114

 

Ore milled (000 ton)

 

 

 

 

 

 

 

 

 

 

 

Underground

 

537

 

496

 

506

 

516

 

531

 

Surface

 

953

 

946

 

1,098

 

919

 

845

 

Total

 

1,490

 

1,442

 

1,604

 

1,435

 

1,376

 

Yield (g/t)

 

 

 

 

 

 

 

 

 

 

 

Underground

 

6.18

 

6.84

 

6.85

 

7.25

 

5.72

 

Surface

 

0.57

 

0.66

 

0.50

 

0.54

 

0.56

 

Combined

 

2.59

 

2.78

 

2.50

 

2.95

 

2.55

 

Gold produced (kilogram)

 

 

 

 

 

 

 

 

 

 

 

Underground

 

3,318

 

3,394

 

3,468

 

3,740

 

3,038

 

Surface

 

541

 

620

 

550

 

499

 

474

 

Total

 

3,859

 

4,014

 

4,018

 

4,239

 

3,512

 

Operating costs (Rand per ton)

 

 

 

 

 

 

 

 

 

 

 

Underground

 

2,211

 

2,509

 

2,479

 

2,312

 

2,538

 

Surface

 

168

 

185

 

187

 

189

 

200

 

Total

 

904

 

984

 

910

 

952

 

1,102

 

Capital expenditure (R’mil.)

 

 

 

 

 

 

 

 

 

 

 

Ore reserve development

 

191.1

 

188.7

 

214.4

 

184.8

 

201.8

 

Sustaining capex

 

19.7

 

51.8

 

53.7

 

93.3

 

38.6

 

Major/growth projects

 

8.9

 

8.0

 

18.3

 

18.9

 

19.4

 

Total capex

 

219.7

 

248.5

 

286.4

 

297.0

 

259.8

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial summary - R’mil.

 

 

 

 

 

 

 

 

 

 

 

Revenue

 

2,321.4

 

2,430.7

 

2,401.8

 

2,247.2

 

1,853.4

 

Operating costs

 

(1,347.4

)

(1,420.0

)

(1,459.5

)

(1,339.7

)

(1,543.8

)

Operating profit

 

974.0

 

1,010.7

 

942.3

 

907.5

 

309.6

 

Amortisation

 

(248.9

)

(245.4

)

(248

)

(271.0

)

 

 

Sundry/exceptionals

 

(196.1

)

(79.5

)

(60

)

 

 

 

Royalties

 

(65.8

)

(36.2

)

(78

)

(25.3

)

 

 

Tax

 

(127.9

)

(88.2

)

(222

)

(98.4

)

 

 

Net profit

 

335.3

 

561.4

 

335.0

 

512.8

 

 

 

Driefontein

 

 

 

 

 

 

 

 

 

 

 

Unit revenue/costs

 

 

 

 

 

 

 

 

 

 

 

Gold price - R/kg

 

601,555

 

605,556

 

597,760

 

540,842

 

515,406

 

Gold price - US$/oz

 

1,185

 

1,258

 

1,323

 

1,212

 

1,214

 

Total cash cost - R/kg

 

361,907

 

358,445

 

378,372

 

324,260

 

426,446

 

Total cash cost - US$/oz

 

713

 

745

 

837

 

726

 

1,004

 

Notional cash expenditure - R/kg

 

n/a

 

n/a

 

n/a

 

n/a

 

n/a

 

Notional cash expenditure - US$/oz

 

n/a

 

n/a

 

n/a

 

n/a

 

n/a

 

All-in sustaining cost - R/kg

 

421,845

 

422,646

 

449,154

 

393,333

 

497,831

 

All-in sustaining cost - US$/oz

 

831

 

878

 

994

 

881

 

1,172

 

All-in cost - R/kg

 

424,151

 

424,664

 

453,708

 

397,882

 

503,226

 

All-in cost - US$/oz

 

836

 

882

 

1,004

 

891

 

1,185

 

Average exchange rate R/US$

 

15.79

 

14.97

 

14.06

 

13.88

 

13.21

 

 

 

 

 

 

 

 

 

 

 

 

 

Kloof

 

 

 

 

 

 

 

 

 

 

 

Main development - metres

 

3,716

 

4,452

 

3,955

 

4044

 

3255

 

Square metres mined - 000

 

68,403

 

71,288

 

65,903

 

72,815

 

70,734

 

Ore milled (000 ton)

 

 

 

 

 

 

 

 

 

 

 

Underground

 

441

 

496

 

555

 

517

 

506

 

Surface

 

593

 

598

 

687

 

789

 

813

 

Total

 

1,034

 

1,094

 

1,242

 

1,306

 

1,319

 

Yield (g/t)

 

 

 

 

 

 

 

 

 

 

 

Underground

 

7.17

 

7.01

 

6.52

 

6.66

 

6.33

 

Surface

 

0.66

 

0.59

 

0.53

 

0.51

 

0.46

 

Combined

 

3.44

 

3.50

 

3.20

 

2.94

 

2.71

 

Gold produced (kilogram)

 

 

 

 

 

 

 

 

 

 

 

Underground

 

3,163

 

3,479

 

3,617

 

3,445

 

3,201

 

Surface

 

394

 

352

 

361

 

399

 

375

 

Total

 

3,557

 

3,831

 

3,978

 

3,844

 

3,576

 

 



 

Operating costs (Rand per ton)

 

 

 

 

 

 

 

 

 

 

 

Underground

 

2,592

 

2,363

 

2,207

 

2,090

 

2,375

 

Surface

 

163

 

179

 

164

 

147

 

182

 

Total

 

1,199

 

1,169

 

1,077

 

916

 

1,023

 

Capital expenditure (R’mil.)

 

 

 

 

 

 

 

 

 

 

 

Ore reserve development

 

195.2

 

223.3

 

262.8

 

231.6

 

209.6

 

Sustaining capex

 

33.0

 

52.9

 

59.8

 

115.5

 

21.2

 

Major/growth projects

 

13.2

 

22.2

 

42.7

 

52.0

 

34.0

 

Total capex

 

241.4

 

298.4

 

365.3

 

399.1

 

264.8

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial summary - R’mil.

 

 

 

 

 

 

 

 

 

 

 

Revenue

 

2,131.9

 

2,325.9

 

2,376.4

 

2,056.7

 

1,860.1

 

Operating costs

 

(1,239.7

)

(1,279.1

)

(1,337.1

)

(1,185.1

)

(1,360.6

)

Operating profit

 

892.2

 

1,046.8

 

1,039.3

 

871.6

 

499.5

 

Amortisation

 

(278.1

)

(287.4

)

(296

)

(329.5

)

 

 

Sundry/exceptionals

 

(188.0

)

(12.6

)

(52.7

)

(26.3

)

 

 

Royalties

 

(59.1

)

(40.8

)

(79

)

(15.0

)

 

 

Tax

 

(112.4

)

(101.6

)

(238

)

(119.0

)

 

 

Net profit

 

254.6

 

604.4

 

374.0

 

381.8

 

 

 

Kloof

 

 

 

 

 

 

 

 

 

 

 

Unit revenue/costs

 

 

 

 

 

 

 

 

 

 

 

Gold price - R/kg

 

599,353

 

607,152

 

597,386

 

539,790

 

515,263

 

Gold price - US$/oz

 

1,181

 

1,261

 

1,322

 

1,209

 

1,213

 

Total cash cost - R/kg

 

360,866

 

340,277

 

352,086

 

310,630

 

376,814

 

Total cash cost - US$/oz

 

711

 

707

 

779

 

696

 

887

 

Notional cash expenditure - R/kg

 

n/a

 

n/a

 

n/a

 

n/a

 

n/a

 

Notional cash expenditure - US$/oz

 

n/a

 

n/a

 

n/a

 

n/a

 

n/a

 

All-in sustaining cost - R/kg

 

435,001

 

421,274

 

441,956

 

409,843

 

450,859

 

All-in sustaining cost - US$/oz

 

857

 

875

 

978

 

918

 

1,062

 

All-in cost - R/kg

 

438,712

 

427,069

 

452,690

 

423,491

 

460,277

 

All-in cost - US$/oz

 

864

 

887

 

1,002

 

949

 

1,084

 

Average exchange rate R/US$

 

15.79

 

14.97

 

14.06

 

13.88

 

13.21

 

 



 

Beatrix

 

 

 

 

 

 

 

 

 

 

 

Main development - metres

 

5123

 

5562

 

5259

 

5336

 

4174

 

Square metres mined - 000

 

102,189

 

118,776

 

105,836

 

110,415

 

98,088

 

Ore milled (000 ton)

 

 

 

 

 

 

 

 

 

 

 

Underground

 

656

 

762

 

743

 

701

 

621

 

Surface

 

425

 

326

 

359

 

361

 

336

 

Total

 

1,081

 

1,088

 

1,102

 

1,062

 

957

 

Yield (g/t)

 

 

 

 

 

 

 

 

 

 

 

Underground

 

3.28

 

3.25

 

3.28

 

3.62

 

3.50

 

Surface

 

0.28

 

0.30

 

0.32

 

0.30

 

0.32

 

Combined

 

2.10

 

2.37

 

2.32

 

2.49

 

2.39

 

Gold produced (kilogram)

 

 

 

 

 

 

 

 

 

 

 

Underground

 

2,149

 

2,477

 

2,438

 

2,537

 

2,176

 

Surface

 

120

 

98

 

115

 

107

 

109

 

Total

 

2,269

 

2,575

 

2,553

 

2,644

 

2,285

 

Operating costs (Rand per ton)

 

 

 

 

 

 

 

 

 

 

 

Underground

 

1,262

 

1,182

 

1,226

 

1,324

 

1,461

 

Surface

 

118

 

151

 

131

 

109

 

130

 

Total

 

812

 

873

 

869

 

911

 

993

 

Capital expenditure (R’mil.)

 

 

 

 

 

 

 

 

 

 

 

Ore reserve development

 

120.4

 

136.6

 

145.5

 

140.4

 

127.5

 

Sustaining capex

 

10.2

 

21.8

 

17.2

 

35.6

 

16.3

 

Major/growth projects

 

0.0

 

0.2

 

0.1

 

0.4

 

0.0

 

Total capex

 

130.6

 

158.6

 

162.8

 

176.4

 

143.8

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial summary - R’mil.

 

 

 

 

 

 

 

 

 

 

 

Revenue

 

1,367.2

 

1,559.2

 

1,527.2

 

1,430.3

 

1,180.6

 

Operating costs

 

(878.2

)

(949.9

)

(957.8

)

(967.5

)

(950.7

)

Operating profit

 

489.0

 

609.3

 

569.4

 

462.8

 

229.9

 

Amortisation

 

(178.3

)

(213.0

)

(214.2

)

(212.5

)

 

 

Sundry/exceptionals

 

(140.0

)

(37.0

)

(33.3

)

(25.3

)

 

 

Royalties

 

(32.3

)

(20.0

)

(44.3

)

(16.7

)

 

 

Tax

 

(37.0

)

(39.4

)

(110.0

)

(17.2

)

 

 

Net profit

 

101.4

 

299.9

 

167.6

 

191.1

 

 

 

Beatrix

 

 

 

 

 

 

 

 

 

 

 

Unit revenue/costs

 

 

 

 

 

 

 

 

 

 

 

Gold price - R/kg

 

602,556

 

605,515

 

598,198

 

540,998

 

516,674

 

Gold price - US$/oz

 

1,187

 

1,258

 

1,324

 

1,212

 

1,217

 

Total cash cost - R/kg

 

397,708

 

373,282

 

389,111

 

368,684

 

414,967

 

Total cash cost - US$/oz

 

783

 

776

 

861

 

826

 

977

 

Notional cash expenditure - R/kg

 

n/a

 

n/a

 

n/a

 

n/a

 

n/a

 

Notional cash expenditure - US$/oz

 

n/a

 

n/a

 

n/a

 

n/a

 

n/a

 

All-in sustaining cost - R/kg

 

463,729

 

441,786

 

462,162

 

445,045

 

486,871

 

All-in sustaining cost - US$/oz

 

913

 

918

 

1,023

 

997

 

1,146

 

All-in cost - R/kg

 

463,729

 

441,903

 

462,201

 

446,710

 

486,871

 

All-in cost - US$/oz

 

913

 

918

 

1,023

 

1,001

 

1,146

 

Average exchange rate R/US$

 

15.79

 

14.97

 

14.06

 

13.88

 

13.21

 

 



 

Cooke

 

 

 

 

 

 

 

 

 

 

 

Main development - metres

 

2304

 

1975

 

1618

 

1218

 

1039

 

Square metres mined - 000

 

49,548

 

52,623

 

41,060

 

31,866

 

32,587

 

Ore milled (000 ton)

 

 

 

 

 

 

 

 

 

 

 

Underground

 

341

 

337

 

262

 

218

 

194

 

Surface

 

1,032

 

1,068

 

1,028

 

915

 

1,012

 

Total

 

1,373

 

1,405

 

1,290

 

1,133

 

1,206

 

Yield (g/t)

 

 

 

 

 

 

 

 

 

 

 

Underground

 

3.99

 

4.11

 

4.30

 

4.50

 

3.61

 

Surface

 

0.17

 

0.19

 

0.22

 

0.22

 

0.19

 

Combined

 

1.12

 

1.13

 

1.04

 

1.04

 

0.74

 

Gold produced (kilogram)

 

 

 

 

 

 

 

 

 

 

 

Underground

 

1,361

 

1,385

 

1,126

 

981

 

701

 

Surface

 

175

 

203

 

222

 

200

 

192

 

Total

 

1,536

 

1,588

 

1,348

 

1,181

 

893

 

Operating costs (Rand per ton)

 

 

 

 

 

 

 

 

 

 

 

Underground

 

1,930

 

2,196

 

2,802

 

2,265

 

2,352

 

Surface

 

79

 

96

 

89

 

96

 

80

 

Total

 

539

 

600

 

640

 

514

 

445

 

Capital expenditure (R’mil.)

 

 

 

 

 

 

 

 

 

 

 

Ore reserve development

 

44.2

 

42.7

 

38.4

 

34.3

 

32.4

 

Sustaining capex

 

9.4

 

12.4

 

13.4

 

13.7

 

4.3

 

Major/growth projects

 

2.8

 

1.7

 

18.2

 

18.0

 

6.9

 

Total capex

 

56.4

 

56.8

 

70.0

 

66.0

 

43.6

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial summary - R’mil.

 

 

 

 

 

 

 

 

 

 

 

Revenue

 

915.1

 

963.4

 

816.9

 

666.8

 

469.7

 

Operating costs

 

(739.7

)

(842.3

)

(825.8

)

(577.2

)

(541.8

)

Operating profit

 

175.4

 

121.1

 

(8.9

)

89.6

 

(72.1

)

Amortisation

 

(209.7

)

(216.0

)

(169.6

)

(175.5

)

 

 

Sundry/exceptionals

 

(13.2

)

(835.6

)

(47.7

)

(685.7

)

 

 

Royalties

 

(4.6

)

(3.9

)

(4.9

)

(2.3

)

 

 

Tax

 

0.4

 

(8.8

)

10.7

 

31.9

 

 

 

Net profit

 

(51.7

)

(943.2

)

(220.4

)

(742.0

)

 

 

Cooke

 

 

 

 

 

 

 

 

 

 

 

Unit revenue/costs

 

 

 

 

 

 

 

 

 

 

 

Gold price - R/kg

 

595,768

 

606,612

 

606,009

 

570,000

 

519,580

 

Gold price - US$/oz

 

1,174

 

1,260

 

1,341

 

1,277

 

1,223

 

Total cash cost - R/kg

 

481,120

 

529,030

 

611,573

 

491,538

 

594,690

 

Total cash cost - US$/oz

 

948

 

1,099

 

1,353

 

1,101

 

1,400

 

Notional cash expenditure - R/kg

 

n/a

 

n/a

 

n/a

 

n/a

 

n/a

 

Notional cash expenditure - US$/oz

 

n/a

 

n/a

 

n/a

 

n/a

 

n/a

 

All-in sustaining cost - R/kg

 

535,156

 

585,390

 

676,632

 

562,308

 

666,150

 

All-in sustaining cost - US$/oz

 

1,054

 

1,216

 

1,497

 

1,260

 

1,568

 

All-in cost - R/kg

 

536,979

 

586,461

 

690,134

 

577,692

 

673,783

 

All-in cost - US$/oz

 

1,058

 

1,219

 

1,527

 

1,294

 

1,586

 

Average exchange rate R/US$

 

15.79

 

14.97

 

14.06

 

13.88

 

13.21

 

 



 

Sibanye (GOLD operations only)

 

 

 

 

 

 

 

 

 

 

 

Main development - metres

 

14,805

 

15,482

 

13,803

 

13,929

 

11,423

 

Square metres mined - 000

 

302,976

 

321,416

 

280,906

 

296,579

 

275,523

 

Ore milled (000 ton)

 

 

 

 

 

 

 

 

 

 

 

Underground

 

1,975

 

2,091

 

2,066

 

1,952

 

1,852

 

Surface

 

3,003

 

2,938

 

3,172

 

2,984

 

3,006

 

Total

 

4,978

 

5,029

 

5,238

 

4,936

 

4,858

 

Yield (g/t)

 

 

 

 

 

 

 

 

 

 

 

Underground

 

5.06

 

5.13

 

5.15

 

5.48

 

4.92

 

Surface

 

0.41

 

0.43

 

0.39

 

0.40

 

0.38

 

Combined

 

2.25

 

2.39

 

2.27

 

2.41

 

2.11

 

Gold produced (kilogram)

 

 

 

 

 

 

 

 

 

 

 

Underground

 

9,991

 

10,735

 

10,649

 

10,703

 

9,116

 

Surface

 

1,230

 

1,273

 

1,248

 

1,205

 

1,150

 

Total

 

11,221

 

12,008

 

11,897

 

11,908

 

10,266

 

Operating costs (Rand per ton)

 

 

 

 

 

 

 

 

 

 

 

Underground

 

1,932

 

1,940

 

1,996

 

1,893

 

2,113

 

Surface

 

129

 

148

 

144

 

140

 

147

 

Total

 

845

 

893

 

874

 

833

 

896

 

Capital expenditure (R’mil.)

 

 

 

 

 

 

 

 

 

 

 

Ore reserve development

 

550.9

 

591.3

 

661.1

 

591.1

 

571.3

 

Sustaining capex

 

72.3

 

138.9

 

144.1

 

258.1

 

80.4

 

Major/growth projects

 

24.9

 

32.1

 

79.3

 

89.3

 

60.3

 

Total capex

 

648.1

 

762.3

 

884.5

 

938.5

 

712.0

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial summary - R’mil.

 

 

 

 

 

 

 

 

 

 

 

Gold revenue

 

6,735.6

 

7,281.4

 

7,110.9

 

6,373.4

 

5,363.8

 

Operating costs

 

(4,205.0

)

(4,491.3

)

(4,580.4

)

(4,069.3

)

(4,396.8

)

Operating profit from Gold

 

2,530.6

 

2,790.1

 

2,530.5

 

2,304.1

 

967.0

 

 

 

 

 

 

 

 

 

 

 

 

 

Total capital expenditure

 

739.0

 

954.3

 

1,024.0

 

1,106.9

 

806.6

 

 

 

 

 

 

 

 

 

 

 

 

 

Unit revenue/costs - Gold Division

 

 

 

 

 

 

 

 

 

 

 

Gold price - R/kg

 

600,267

 

606,379

 

597,705

 

541,082

 

515,998

 

Gold price - US$/oz

 

1,182

 

1,260

 

1,322

 

1,212

 

1,215

 

Total cash cost - R/kg

 

385,117

 

378,398

 

398,319

 

346,439

 

421,308

 

Total cash cost - US$/oz

 

759

 

786

 

881

 

776

 

992

 

Notional cash expenditure - R/kg

 

n/a

 

n/a

 

n/a

 

n/a

 

n/a

 

Notional cash expenditure - US$/oz

 

n/a

 

n/a

 

n/a

 

n/a

 

n/a

 

All-in sustaining cost - R/kg

 

454,282

 

443,912

 

479,785

 

427,091

 

493,872

 

All-in sustaining cost - US$/oz

 

895

 

922

 

1,062

 

957

 

1,163

 

All-in cost - R/kg

 

464,602

 

467,214

 

497,974

 

455,370

 

514,526

 

All-in cost - US$/oz

 

915

 

971

 

1,102

 

1,020

 

1,211

 

Average exchange rate R/US$

 

15.79

 

14.97

 

14.06

 

13.88

 

13.21

 

 

 

 

 

 

 

 

 

 

 

 

 

NCE excludes corporate capital expenditure - add around US$2/oz per qtr.

 

 

 

 

 

 

 

 

 

 

 

All-in costs includes corporate expenditure.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

All-in profit

 

1,522

 

1,671

 

1,187

 

1,021

 

15

 

All-in cost margin

 

23

%

23

%

17

%

16

%

0

%

 



 

Data since acquisition - 12 April 2016

 

Jun-16

 

Sep-16

 

Dec-16

 

Mar-17

 

Kroondal (attributable 50%)

 

 

 

 

 

 

 

 

 

Quarterly history

 

 

 

 

 

 

 

 

 

Main development - metres

 

1,708

 

1826

 

2077

 

1710

 

Ore milled (000 ton)

 

 

 

 

 

 

 

 

 

Underground

 

932

 

897

 

904

 

888

 

Surface

 

0

 

0

 

0

 

0

 

Total

 

932

 

897

 

904

 

888

 

Plant head grade (g/t)

 

 

 

 

 

 

 

 

 

Underground

 

2.50

 

2.51

 

2.44

 

2.41

 

Surface

 

0.00

 

0

 

0

 

0

 

Combined

 

2.50

 

2.51

 

2.44

 

2.41

 

PGM 4E production

 

 

 

 

 

 

 

 

 

Underground

 

60,707

 

59268

 

58252

 

56106

 

Surface

 

0

 

0

 

0

 

0

 

Total

 

60,707

 

59,268

 

58,252

 

56,106

 

Operating costs (Rand per ton)

 

 

 

 

 

 

 

 

 

Underground

 

630

 

625

 

604

 

659

 

Surface

 

0

 

0

 

0

 

0

 

Total

 

630

 

625

 

604

 

659

 

 

 

 

 

 

 

 

 

 

 

Kroondal Attributable (50%)

 

 

 

 

 

 

 

 

 

Financial summary - R’mil.

 

 

 

 

 

 

 

 

 

Revenue

 

658.3

 

730.0

 

585.0

 

667.6

 

Operating costs

 

(586.5

)

-557.6

 

-545.7

 

-585.2

 

Operating profit

 

71.8

 

172.4

 

39.3

 

82.4

 

Amortisation

 

(45.9

)

(44.7

)

(45.6

)

 

 

Sundry/exceptionals

 

(2.1

)

(58.7

)

4.3

 

 

 

Royalties

 

0.0

 

0.0

 

0.0

 

 

 

Tax

 

0.0

 

0.0

 

0.0

 

 

 

Net profit

 

23.8

 

69.0

 

-2.0

 

 

 

 

 

 

 

 

 

 

 

 

 

Capital expenditure (R’mil.)

 

 

 

 

 

 

 

 

 

Ore reserve development

 

 

 

 

 

 

 

 

 

Sustaining capex

 

67.3

 

41.5

 

67.0

 

23.7

 

Major/growth projects

 

 

 

 

 

 

 

 

 

Total capex

 

67.3

 

41.5

 

67.0

 

23.7

 

 

 

 

 

 

 

 

 

 

 

Kroondal benchmarks

 

 

 

 

 

 

 

 

 

Unit revenue/costs

 

 

 

 

 

 

 

 

 

PGM 4E basket price - R/4Eoz

 

12,578

 

12949

 

11688

 

12062

 

PGM 4E basket price - US$/4Eoz

 

836

 

914

 

842

 

913

 

Operating cost - R/4Eoz

 

9,683

 

9453

 

9368

 

10430

 

Operating cost - US$/4Eoz

 

642

 

672

 

675

 

790

 

Total cash cost - R/4Eoz

 

 

 

 

 

 

 

10166

 

Total cash cost - US$/4Eoz

 

 

 

 

 

 

 

770

 

 

 

 

 

 

 

 

 

 

 

Mimosa (50% )

 

 

 

 

 

 

 

 

 

Quarterly history

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ore milled (000 ton)

 

 

 

 

 

 

 

 

 

Underground

 

327

 

345

 

340

 

335

 

Surface

 

0

 

0

 

0

 

0

 

Total

 

327

 

345

 

340

 

335

 

Plant head grade (g/t)

 

 

 

 

 

 

 

 

 

Underground

 

3.57

 

3.53

 

3.61

 

3.58

 

Surface

 

0.00

 

0

 

0

 

0

 

Combined

 

3.57

 

3.53

 

3.61

 

3.58

 

PGM 4E production

 

 

 

 

 

 

 

 

 

Underground

 

29,491

 

30722

 

30863

 

29975

 

Surface

 

0

 

0

 

0

 

0

 

Total

 

29,491

 

30,722

 

30,863

 

29,975

 

Operating costs (Rand per ton)

 

 

 

 

 

 

 

 

 

Underground

 

1,035

 

907

 

917

 

798

 

Surface

 

0

 

0

 

0

 

0

 

Total

 

1,035

 

907

 

917

 

798

 

 



 

Mimosa attributable at 50%, however as Mimosa is equity accounted this is for information only.

 

 

 

 

 

 

 

 

 

Financial summary - R’mil.

 

 

 

 

 

 

 

 

 

Revenue

 

419.6

 

420.8

 

382.8

 

386

 

Operating costs

 

(351.5

)

(305.7

)

(311.8

)

(267.4

)

Operating profit

 

68.1

 

115.1

 

71.0

 

118.6

 

Amortisation

 

(67.9

)

-55.5

 

-100.3

 

 

 

Sundry/exceptionals

 

(4.6

)

-6.4

 

188

 

 

 

Royalties

 

(27.1

)

-27.3

 

-28.5

 

 

 

Tax

 

2.5

 

-17.1

 

4.9

 

 

 

Net profit

 

(29.0

)

8.8

 

135.1

 

 

 

 

 

 

 

 

 

 

 

 

 

Capital expenditure (R’mil.)

 

 

 

 

 

 

 

 

 

Ore reserve development

 

 

 

 

 

 

 

 

 

Sustaining capex

 

60.7

 

45.7

 

53.4

 

55.3

 

Major/growth projects

 

 

 

 

 

 

 

 

 

Total capex

 

60.7

 

45.7

 

53.4

 

55.3

 

 

 

 

 

 

 

 

 

 

 

Mimosa benchmarks

 

 

 

 

 

 

 

 

 

Unit revenue/costs

 

 

 

 

 

 

 

 

 

PGM 4E basket price - R/4Eoz

 

12,313

 

12252

 

12228

 

12085

 

PGM 4E basket price - US$/4Eoz

 

822

 

871

 

881

 

915

 

Cash operating cost - R/4Eoz

 

11,482

 

10179

 

10103

 

8921

 

Cash operating cost - US$/4Eoz

 

766

 

724

 

728

 

675

 

Total cash cost - R/4Eoz

 

 

 

 

 

 

 

9598

 

Total cash cost - US$/4Eoz

 

 

 

 

 

 

 

727

 

 

 

 

 

 

 

 

 

 

 

Platinum Mile surface operation (100%)

 

 

 

 

 

 

 

 

 

Quarterly history

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ore milled (000 ton)

 

 

 

 

 

 

 

 

 

Underground

 

0

 

0

 

0

 

0

 

Surface

 

1,433

 

1870

 

2366

 

2121

 

Total

 

1,433

 

1,870

 

2,366

 

2,121

 

Plant head grade (g/t)

 

 

 

 

 

 

 

 

 

Underground

 

0.00

 

0

 

0

 

0

 

Surface

 

0.65

 

0.63

 

0.67

 

0.69

 

Combined

 

0.65

 

0.63

 

0.67

 

0.69

 

PGM 4E production

 

 

 

 

 

 

 

 

 

Underground

 

0

 

0

 

0

 

0

 

Surface

 

2,575

 

4801

 

6297

 

4328

 

Total

 

2,575

 

4,801

 

6,297

 

4,328

 

Operating costs (Rand per ton)

 

 

 

 

 

 

 

 

 

Underground

 

0

 

0

 

0

 

0

 

Surface

 

19

 

16

 

11

 

13

 

Total

 

19

 

16

 

11

 

13

 

 

 

 

 

 

 

 

 

 

 

Platinum Mile

 

 

 

 

 

 

 

 

 

Financial summary - R’mil.

 

 

 

 

 

 

 

 

 

Revenue

 

29.4

 

53.9

 

47.8

 

42.8

 

Operating costs

 

(29.0

)

(36.6

)

(25.2

)

(28.0

)

Operating profit

 

0.4

 

17.3

 

22.6

 

14.8

 

Amortisation

 

(0.4

)

-0.4

 

-0.4

 

 

 

Sundry/exceptionals

 

0.1

 

0.3

 

-10

 

 

 

Royalties

 

0.0

 

0

 

0

 

 

 

Tax

 

(0.3

)

-5.1

 

-6.2

 

 

 

Net profit

 

(0.2

)

12.1

 

6.0

 

 

 

 

 

 

 

 

 

 

 

 

 

Capital expenditure (R’mil.)

 

 

 

 

 

 

 

 

 

Ore reserve development

 

 

 

 

 

 

 

 

 

Sustaining capex

 

0.8

 

0.3

 

0.2

 

1.6

 

Major/growth projects

 

 

 

 

 

 

 

 

 

Total capex

 

0.8

 

0.3

 

0.2

 

1.6

 

 

 

 

 

 

 

 

 

 

 

Platinum Mile benchmarks

 

 

 

 

 

 

 

 

 

Unit revenue/costs

 

 

 

 

 

 

 

 

 

PGM 4E basket price - R/4Eoz

 

12,769

 

13015

 

11754

 

12028

 

PGM 4E basket price - US$/4Eoz

 

846

 

925

 

847

 

911

 

Operating cost - R/4Eoz

 

10,660

 

6361

 

4002

 

6470

 

Operating cost - US$/4Eoz

 

707

 

452

 

288

 

490

 

Total cash cost - R/4Eoz

 

 

 

 

 

 

 

6470

 

Total cash cost - US$/4Eoz

 

 

 

 

 

 

 

490

 

 



 

Rustenburg Managed (100%)

 

 

 

 

 

 

 

 

 

Quarterly history

 

 

 

 

 

 

 

 

 

Main development - metres

 

 

 

 

 

4122

 

3994

 

Ore milled (000 ton)

 

 

 

 

 

 

 

 

 

Underground

 

 

 

 

 

1204

 

1681

 

Surface

 

 

 

 

 

994

 

1538

 

Total

 

 

 

 

 

2,198

 

3,219

 

Plant head grade (g/t)

 

 

 

 

 

 

 

 

 

Underground

 

 

 

 

 

3.65

 

3.69

 

Surface

 

 

 

 

 

1.53

 

1.79

 

Combined

 

 

 

 

 

2.69

 

2.78

 

PGM 4E production

 

 

 

 

 

 

 

 

 

Underground

 

 

 

 

 

119471

 

166656

 

Surface

 

 

 

 

 

18316

 

29651

 

Total

 

 

 

 

 

137,787

 

196,307

 

Operating costs (Rand per ton)

 

 

 

 

 

 

 

 

 

Underground

 

 

 

 

 

1209

 

1241

 

Surface

 

 

 

 

 

128

 

103

 

Total

 

 

 

 

 

720

 

697

 

 

 

 

 

 

 

 

 

 

 

Rustenburg Managed (100%)

 

 

 

 

 

 

 

 

 

Financial summary - R’mil.

 

 

 

 

 

 

 

 

 

Revenue

 

 

 

 

 

1656.0

 

2389.5

 

Operating costs

 

 

 

 

 

-1582.5

 

-2243.8

 

Operating profit

 

 

 

 

 

73.5

 

145.7

 

Amortisation

 

 

 

 

 

-58.6

 

 

 

Sundry/exceptionals

 

 

 

 

 

-682.6

 

 

 

Royalties

 

 

 

 

 

-8.3

 

 

 

Tax

 

 

 

 

 

27.0

 

 

 

Net profit

 

 

 

 

 

-649.0

 

 

 

 

 

 

 

 

 

 

 

 

 

Capital expenditure (R’mil.)

 

 

 

 

 

 

 

 

 

Ore reserve development

 

 

 

 

 

 

 

 

 

Sustaining capex

 

 

 

 

 

148.7

 

94.9

 

Major/growth projects

 

 

 

 

 

0

 

0

 

Total capex

 

 

 

 

 

148.7

 

94.9

 

 

 

 

 

 

 

 

 

 

 

Rustenburg benchmarks

 

 

 

 

 

 

 

 

 

Unit revenue/costs

 

 

 

 

 

 

 

 

 

PGM 4E basket price - R/4Eoz

 

 

 

 

 

11922

 

12147

 

PGM 4E basket price - US$/4Eoz

 

 

 

 

 

859

 

920

 

Operating cost - R/4Eoz

 

 

 

 

 

11485

 

11430

 

Operating cost - US$/4Eoz

 

 

 

 

 

827

 

869

 

Total cash cost - R/4Eoz

 

 

 

 

 

 

 

11371

 

Total cash cost - US$/4Eoz

 

 

 

 

 

 

 

861

 

 

 

 

 

 

 

 

 

 

 

Sibanye Platinum Division - attributable salient features

 

 

 

 

 

 

 

 

 

Quarterly history

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ore milled (000 ton)

 

 

 

 

 

 

 

 

 

Underground

 

1,259

 

1242

 

2448

 

2904

 

Surface

 

1,433

 

1870

 

3360

 

3659

 

Total

 

2,692

 

3,112

 

5,808

 

6,563

 

Plant head grade (g/t)

 

 

 

 

 

 

 

 

 

Underground

 

2.78

 

2.79

 

3.20

 

3.29

 

Surface

 

0.65

 

0.63

 

0.92

 

1.15

 

Combined

 

1.65

 

1.49

 

1.88

 

2.1

 

PGM 4E production ounces

 

 

 

 

 

 

 

 

 

Underground

 

90,198

 

89990

 

208586

 

252737

 

Surface

 

2,575

 

4801

 

24613

 

33979

 

Total

 

92,773

 

94,791

 

233,199

 

286,716

 

Operating costs (Rand per ton)

 

 

 

 

 

 

 

 

 

Underground

 

735

 

703

 

945

 

1040

 

Surface

 

19

 

16

 

45

 

51

 

Total

 

354

 

290

 

424

 

459

 

 

 

 

 

 

 

 

 

 

 

Platinum Division - Attributable (Mimosa is equity accounted and included in Sundry. Corporate costs are also included)

 

 

 

 

 

 

 

 

 

Financial summary - R’mil.

 

 

 

 

 

 

 

 

 

Revenue

 

687.7

 

783.9

 

2267.8

 

3099.9

 

Operating costs

 

(615.5

)

(594.2

)

(2,153.4

)

(2,857.0

)

Operating profit

 

72.2

 

189.7

 

114.4

 

242.9

 

Amortisation

 

(55.9

)

(56.4

)

(114.9

)

 

 

Sundry/exceptionals

 

(204.0

)

(46.2

)

2,171.6

 

 

 

Royalties

 

(2.8

)

(3.9

)

(11.9

)

 

 

Tax

 

4.1

 

9.2

 

19.3

 

 

 

Net profit

 

(186.4

)

92.4

 

2,178.5

 

 

 

 

 

 

 

 

 

 

 

 

 

Capital expenditure (R’mil.)

 

 

 

 

 

 

 

 

 

Ore reserve development

 

 

 

 

 

 

 

 

 

Sustaining capex

 

68.1

 

41.8

 

217.1

 

120.2

 

Major/growth projects

 

 

 

 

 

 

 

 

 

Total capex

 

68.1

 

41.8

 

217.1

 

120.2

 

 

 

 

 

 

 

 

 

 

 

Platinum Division benchmarks

 

 

 

 

 

 

 

 

 

Unit revenue/costs

 

 

 

 

 

 

 

 

 

PGM 4E basket price - R/4Eoz

 

12,499

 

12726

 

11900

 

12109

 

PGM 4E basket price - US$/4Eoz

 

832

 

901

 

857

 

917

 

Operating cost - R/4Eoz

 

10,268

 

9532

 

10571

 

11128

 

Operating cost - US$/4Eoz

 

683

 

678

 

762

 

842

 

Total cash cost - R/4Eoz

 

 

 

 

 

 

 

11026

 

Total cash cost - US$/4Eoz

 

 

 

 

 

 

 

835

 

 



 

WESTONARIA 23 February 2017: Sibanye Gold Limited ("Sibanye" or the "Group") (JSE: SGL & NYSE: SBGL) is pleased to report operating and financial results for the six months ended 31 December 2016, and reviewed condensed consolidated preliminary financial statements for the year ended 31 December 2016. SALIENT FEATURES FOR THE YEAR ENDED 31 DECEMBER 2016     Record operating profit of R10.5 billion (US$717 million) Headline earnings of R2.5 billion (US$169 million) – represents a 269% increase year-on-year Normalised earnings per share increased 196% to 397 cents (ZAR) (27 US cents) Total dividend of 145 cents per share (ZAR) for the year, representing 37% of normalised earnings SALIENT FEATURES FOR THE SIX MONTHS ENDED 31 DECEMBER 2016      Platinum Division delivers operating profit of R304 million (US$21 million) Rustenburg operations return to profitability with a R74 million (US$5 million) operating profit for November and December Kroondal and Mimosa Operations continued their excellent performance Gold production was 2% higher than for the first half of 2016 at 23,805kg (765,400oz) Final dividend, number 8 of 60 cents per share (ZAR) declared United States Dollars South African Rand Six months ended Year Six months ended Year 2015 1 The Platinum Division’s results for the year ended 31 December 2016 are for the nine months since acquisition for Aquarius and for two months since acquisition for the Rustenburg Operations. 2 Platinum Group Metals of which 4E represents platinum, palladium, rhodium and gold. Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016 1 Stock data for the six months ended 31 December 2016 JSE Limited – (SGL) Number of shares in issue – at end December 2016 – weighted average 929,004,342 924,379,018 Price range per ordinary share Average daily volume ZAR21.98 to ZAR70.23 6,213,336 NYSE – (SBGL); one ADR represents four ordinary shares Free Float 80% Price range per ADR Average daily volume US$6.41 to US$20.78 Bloomberg/Reuters SGLS / SGLJ.J 1,635,498 Dec 2015 DecDec 20162015 JuneDecDecJune 20162016KEY STATISTICS20162016 DecDec 20152016 Dec Gold Division 1,536.0 1,160 65 497.0 28 1,031 1,512.2 1,242 59 691.7 37 954 822.1746.8 1,1151,220 6157 298.0346.0 3238 941908 765.4 1,268 61 345.7 36 1,005 000’oz Gold produced kg US$/oz Revenue R/kg US$/t Operating cost R/t US$m Operating profit Rm % Operating margin % US$/oz All-in sustaining cost R/kg 23,805 569,535 854 4,834.6 36 451,352 23,22925,571 603,427 487,736 869839 5,320.7 3,971.0 3832 448,922 411,795 47,034 586,319 862 10,155.3 37 450,152 47,775 475,508 825 6,337.0 28 422,472 Platinum Division – attributable1 - - - - - - 238,662 420,763 832 25.6 10 701 - 51,346 - 92,773 -832 -4.7 -10 -683 187,316 327,990 874 20.9 10 734 oz Platinum produced kg oz 4E PGM2 production kg US$/4Eoz Average basket price R/4Eoz US$m Operating profit Rm % Operating margin % US$/4Eoz Operating cost R/4Eoz 5,826 10,201 12,204 304.1 10 10,260 1,597-2,886-12,499-72.2-10-10,268-7,423 13,087 12,209 376.3 10 10,296 - - - - - - Group 56.2 52.9 95.7 10 252.2 169.4 249.1 27 41.121.7 38.672.4 75.2139.9 815 230.5 97.0 109.2 12 US$m Basic earnings Rm US$m Headline earnings Rm US$m Normalised earnings Rm cps Normalised earnings cps 3,368.6 1,372.7 1,505.0 163 333.0537.1 1,113.9505.0 2,152.0976.5 234107 3,701.6 2,486.6 3,657.0 397 716.9 674.6 1,219.8 134

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 STATEMENT BY NEAL FRONEMAN, CHIEF EXECUTIVE OFFICER OF SIBANYE “The new safety structures and interventions announced in August 2016, have thus far been effective, with the Group safety performance much improved in the second half of the year. The safety performance for the Gold Division for the six months ended 31 December 2016, compared with the previous period included:    50% improvement in the FIFR to 0.07 per million man hours; 27% improvement SIFR to 3.72 per million man hours; and 19% improvement in the LDIFR to 6.25 per million man hours. The Sibanye Group delivered a solid operating result. The Gold Division benefited from a relatively high rand gold price for most of the year. Unfortunately margins towards the end of the year have shrunk considerably due to a substantially lower rand gold price. Operating profit for the Gold Division for the six months ended 31 December 2016, was R4,835 million (US$346 million), 22% higher than for the comparable period in 2015, driven primarily by a 17% increase in the average rand gold price received to R569,535/kg (US$1,268/oz) compared with the same period in 2015. While the average rand gold price during the last six months of 2016 was 9% lower than for the six months ended 30 June 2016. Operating profit from the Gold Division, for the year ended 31 December 2016 of R10,155 million (US$692 million), 60% higher than for the previous year. Operating profit for the Platinum Division for the six months ended 31 December 2016, of R304 million (US$21 million) reflects a positive contribution from the Rustenburg Operations from 1 November 2016 and another good performance at the Kroondal and Mimosa Operations. The operating margin for the Platinum Division increased to 10%. Normalised earnings of R1,505 million (US$109 million) for the six months ended 31 December 2016, was R528 million (US$34 million) higher than the R977 million (US$75 million) reported for the comparative period in 2015. Normalised earnings of R3,657 million (US$249 million) for the year, were also significantly higher than in 2015 (R1,220 million and US$96 million). Consistent with Sibanye’s dividend policy, the Board has declared a final dividend of 60 cents per share (R560 million) equivalent to 37% of normalised earnings. The comparative final dividend declared in 2015 was 90 cents per share (R916 million). The total dividend of 145 cents per share (R1,345 million) for the year ended 31 December 2016 represents a dividend yield of 5%. GOLD DIVISION For the six months ended 31 December 2016, total gold production from Sibanye’s Gold Division was 23,805/kg (765,400oz). While this is similar to that produced during the six months ended 30 June 2016, it is 7% lower than the comparative period in 2015, primarily due to the cessation of underground mining operations at Cooke 4 mine during the period, ongoing engineering-related bottlenecks at Driefontein and the impact of severe storm activity in the December quarter, which resulted in a number of power outages. Gold sales were marginally lower than production at 23,676kg (761,200oz), which resulted in 129kg (4,100oz) remaining unsold at year end. Accordingly, operating costs were credited R43 million (US$3 million). A stronger US dollar gold price, together with a weaker rand/dollar exchange rate, resulted in a 17% year-on-year increase in the average rand gold price from R487,736/kg to R569,535/kg, offsetting the lower production, with revenue increasing by 8% to R13,484 million from R12,472 million. Unit costs reflect the decline in production with total cash cost (TCC) and All-in sustaining cost (AISC), increasing by 10% to R372,504/kg (US$829/oz) and R451,352/kg (US$1,005/oz) respectively year-on-year. An increase in project expenditure resulted in All-in cost (AIC) increasing by 13% to R476,774/kg (US$1,062/oz). Margins of 35% (TCC), 21% (AISC) and 16% (AIC) were approximately three percentage points higher than for the comparative period in 2015, driven by the higher gold price. Underground production at Driefontein for the six months ended 31 December 2016, was 9% lower year-on-year at 7,208kg (231,700oz) due to various engineering issues, power outages and a seismic event, which affected volumes from the Masakhane, Ya Rona and Hlanganani shafts. This was despite the yield increasing from 6.69g/t to 7.05g/t due to significantly improved mining quality factors. As a result of the lower production, TCC and AISC increased by 17% and 14% to R350,875/kg (US$781/oz) and R420,763/kg (US$937/oz), respectively. Kloof underground production was 3% higher year-on-year at 7,062kg (227,000oz) for the second half of 2016, as a result of a 1% increase in throughput and a 2% improvement in the average yield to 6.59g/t, driven largely by a 13% improvement in the Mine Call Factor (MCF). Costs continued to be well managed with TCC 2% lower at R331,818/kg (US$739/oz) and AISC marginally higher at R426,233/kg (US$949/oz) mainly due to an increase in capital expenditure. Beatrix’s production six months under review was 7% lower year-on-year at 4,975kg (159,900oz) due to a 7% decline in the average yield to 3.45g/t. This decrease was primarily due to lower volumes mined and processed from the higher grade Beatrix 4 shaft. Throughput was similar at 1.44 Mt. Underground production from Cooke for the second half of 2016 was 30% lower year-on-year mainly due to the closure of Cooke 4 shaft in September 2016. Tonnes milled decreased by 42%, while the average grade increased from 3.62g/t to 4.39g/t. Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016 3

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Gold production from the surface operations increased by 8% for the comparable six months in 2015, mainly due to an increase in volume from Kloof surface sources. Following the cessation of underground operation at the Cooke 4 shaft, Kloof utilised spare capacity at the Cooke 4 plant to mill additional volumes of lower grade Venterspost surface material, resulting in an additional 14kg (450oz) of production or an increase of 23%. The other surface operations were similar year-on-year. PLATINUM DIVISION The Platinum Division delivered attributable PGM production of 327,990oz (4E) for the six months ended 31 December 2016. Average operating costs for the Division were well managed at R10,260/4Eoz (US$734/4Eoz), resulting in an 11% cash operating margin, despite the average basket price remaining subdued at R12,204/oz (4E) (US$874/oz (4E). The Platinum Division recorded a R304 million (US$21 million) operating profit, excluding the equity accounted attributable operating profit of R186 million from Mimosa. Particularly pleasing was the turnaround at the Rustenburg Operations, which were acquired effective from 1 November 2016. Attributable production from the Rustenburg Operations for November 2016 and December 2016 was 137,787oz (4E), which was in line with our expectations. While not owned by Sibanye for the full December 2016 quarter, for comparative purposes the Rustenburg Operations produced approximately 210,000oz (4E) for the quarter, an improvement of 7% from the previous quarter and 9% more than for the comparable quarter in 2015. Operating cost for the Rustenburg Operations averaged R11,485/4Eoz (US$822/4Eoz) for November 2016 and December 2016, which, while consistent with our expectations, is unsustainable and highlights the necessity and importance of realising the operating and cost synergies identified during the due diligence to ensure the sustainability of the Rustenburg Operations. Attributable PGM production of 190,203oz (4E) from Kroondal, Mimosa and Platinum Mile was above guidance for both the September and December 2016 quarter. The solid operational performance at Kroondal through the period enabled sufficient stockpiles to be built to support planned milling operations throughout the annual 11-day Christmas break, for the first time in four years. Due to operational outperformance and good cost control, operating costs at all these operations for the six months ended 31 December 2016 were lower than for the previous six months, with unit costs at Kroondal declining by 3%, Mimosa by 13% and Platinum Mile by 48%. Platinum Mile delivered a 39% operating margin for the December half year, a notable achievement. Attributable capital expenditure from Kroondal and Platinum Mile for the six months was R109 million (US$8 million). Following the successful integration of the Aquarius Operations, the integration of the Rustenburg Operations is now underway and according to schedule. The Group has previously highlighted that it expects to realise operational synergies of approximately R800 million per annum from the combined Aquarius and Rustenburg operations over a three year period. The first steps in realising these synergies have begun, with approximately R400 million in synergies expected to be realised by year-end. A Section 189 process at the Platinum Division was announced on 26 January 2017. INTERNAL GROWTH PROJECTS Expenditure on organic growth projects for the year ended 31 December 2016 was R762 million (US$52 million), 70% of which was spent at the Burnstone project. As a result of the recent strength in the rand and its impact on operating margins for the gold industry, organic project capital expenditure is being reviewed. This includes reviewing the planned 2017 capital profile at the UG2 project at Rustenburg, the Burnstone project and the West Rand Tailings Retreatment Project (WRTRP). Certain projects may be deferred or placed on care and maintenance until commodity prices sustainably improve and/or exchange rate volatility has subsided. CORPORATE ACTIVITY The Stillwater Acquisition Good progress has been made regarding the proposed acquisition of Stillwater Mining Company Limited (Stillwater), which was announced on 9 December 2016 (Transaction). The acquisition of this Tier 1, low cost PGM producer is expected to significantly enhance Sibanye’s asset base and create a globally competitive South African mining champion. In addition to expanding Sibanye’s portfolio with high-grade reserves that currently support over 25 years of mine life, Stillwater also offers near-term, low-cost organic growth through the Blitz Project, medium term growth through the Lower East Boulder project and longer term opportunities through the substantial unmined strike extensions of the current operations. The world class downstream processing facilities will provide Sibanye with a mine-to-market PGM business and a steady state recycling operation that has consistent margins and strategic insight into the PGM markets. Ultimately, this transaction will attractively position Sibanye’s Platinum Division on the global cost curve, enhancing our ability to sustain and pay industry-leading dividends. On 3 February 2017, an update on the transaction was released which indicated that a General Meeting of shareholders to approve the proposed Transaction will be held in in mid-April 2017, followed by an equity capital raise in the form of a rights offer with a minimum value of US$750 million and a targeted value of US$1.3 billion. 4 Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016

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 OUTLOOK Gold production for the year ending 31 December 2017 is forecast between 47,000kg and 48,000kg (1.51Moz and 1.54Moz), with TCC forecast between R385,000/kg and R395,000/kg (US$890/oz to US$910/oz) and AISC of between R470,000/kg and R480,000/kg (US$1,080/oz to US$1,105/oz). Total capital expenditure for 2017, including Burnstone, is currently planned at approximately R4.0 billion (US$300 million). The dollar costs are based on an average exchange rate of R13.50/US$. The Platinum Division is forecast to produce between 1.05Moz and 1.10Moz (4E). Operating cost for the Kroondal Operation is forecast at R10,500/4Eoz (US$780/4Eoz), the Mimosa Operation at R11,400/4Eoz (US$845/4Eoz), the Platinum Mile Operation at R8,500/4Eoz (US$615/4Eoz) and the Rustenburg Operation at R11,800/4Eoz (US$875/4Eoz). The total operating cost for the Platinum Division is forecast at R11,150/4Eoz to R11,450/4Eoz (US$825/4Eoz – US$850/4Eoz). The expected capital expenditure for 2017 is planned at approximately R900 million (US$67 million) or R780/4Eoz to R850/4Eoz. Marketable (saleable) chrome production from Rustenburg is forecast at approximately 400,000t. The ongoing strength in the rand and relatively muted consensus outlook for the gold price will impact the South African mining industry operating margins in 2017, including those of Sibanye’s South African Gold and Platinum Divisions. As mentioned, in light of these factors and the likely impact on cash flow, management is re-evaluating its current growth capital expenditure plans." 23 February 2017 Neal Froneman Chief Executive Officer Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016 5

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 SALIENT FEATURES AND COST BENCHMARKS Gold Division – Salient features and cost benchmarks for the six months ended 31 December 2016, 30 June 2016 and 31 December 2015 Average exchange rates for the six months ended 31 December 2016, 30 June 2016 and 31 December 2015 were R13.97/US$, R15.38/US$ and R13.61/US$, respectively. Figures may not add as they are rounded independently. 1 Total cost, All-in sustaining cost and All-in cost are defined in the Gold Division - Unit Cost Benchmarking Metrics included elsewhere in this report. 2 Included in total capital expenditure is expenditure of R307.9 million (US$21.8 million), R282.9 million (US$18.4 million) and R154.6 million (US$11.4 million) for the six months ended 31 December 2016, 30 June 2016 and 31 December 2015, respectively, the majority of which was spent on our growth project, Burnstone. 6 Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016 Gold Division Driefontein Kloof Beatrix Cooke Under-Totalground Surface Under-ground Surface Under-ground Surface Under-ground Surface Under-groundSurface Tonnes milled/treated000’tDec 2016 Jun 2016 Dec 2015 10,1744,0186,156 10,0074,0665,941 10,1294,5395,590 1,0222,017 1,0331,899 1,2031,764 1,0721,476 9371,191 1,064996 1,444720 1,418751 1,441756 4801,943 6782,100 8312,074 Yieldg/tDec 2016 Jun 2016 Dec 2015 2.345.310.40 2.325.100.42 2.525.130.41 7.050.52 6.500.61 6.690.60 6.590.51 7.090.63 6.440.62 3.450.31 3.260.29 3.720.32 4.390.22 4.050.18 3.620.19 Gold producedkgDec 2016 Jun 2016 Dec 2015 000’ozDec 2016 Jun 2016 Dec 2015 23,80521,3522,453 23,22920,7262,503 25,57123,2712,300 765.4686.578.9 746.8666.380.5 822.1748.273.9 7,2081,049 6,7121,161 8,0431,050 231.833.7 215.837.3 258.633.7 7,062760 6,642746 6,852619 227.124.4 213.524.0 220.319.9 4,975222 4,626218 5,364240 159.97.2 148.77.0 172.57.7 2,107422 2,746378 3,012391 67.713.6 88.312.2 96.812.6 Gold price receivedR/kgDec 2016 Jun 2016 Dec 2015 US$/ozDec 2016 Jun 2016 Dec 2015 569,535 603,427 487,736 1,268 1,220 1,115 568,824 603,595 487,078 1,266 1,221 1,113 569,209 603,384 488,583 1,267 1,220 1,117 569,078 604,129 488,276 1,267 1,222 1,116 589,277 601,312 486,747 1,312 1,216 1,112 Operating costR/tDec 2016 Jun 2016 Dec 2015 8541,946142 8691,937138 8391,714129 2,395188 2,354177 1,953165 2,150155 2,471171 2,181160 1,273120 1,219132 1,167134 2,55893 2,06287 1,71981 Operating margin%Dec 2016 Jun 2016 Dec 2015 363638 383745 323235 4037 4052 4043 4347 4255 3147 3532 3824 3614 225 1519 38 Total cash cost1R/kgDec 2016 Jun 2016 Dec 2015 US$/ozDec 2016 Jun 2016 Dec 2015 372,504 381,635 339,017 829 772 775 350,875 360,130 300,319 781 728 686 331,818 350,189 337,692 739 708 772 378,718 384,723 326,481 843 778 746 555,838 505,410 465,971 1,238 1,022 1,065 All-in sustaining cost1R/kgDec 2016 Jun 2016 Dec 2015 US$/ozDec 2016 Jun 2016 Dec 2015 451,352 448,922 411,795 1,005 908 941 420,763 422,253 370,043 937 854 846 426,233 427,883 416,905 949 865 953 453,454 452,044 389,097 1,010 914 889 623,550 560,723 523,244 1,388 1,134 1,196 All-in cost1R/kgDec 2016 Jun 2016 Dec 2015 US$/ozDec 2016 Jun 2016 Dec 2015 476,774 465,952 421,548 1,062 942 963 425,315 424,400 371,572 947 858 849 438,392 432,661 425,177 976 875 972 454,320 452,106 389,097 1,012 914 889 637,927 562,164 527,329 1,420 1,137 1,205 All-in cost margin%Dec 2016 Jun 2016 Dec 2015 16 23 14 25 30 24 23 28 13 20 25 20 (11) 7 (8) Total capital expenditure2RmDec 2016 Jun 2016 Dec 2015 US$ milDec 2016 Jun 2016 Dec 2015 2,130.9 1,693.3 1,787.9 150.4 110.1 131.4 583.4 468.2 579.1 41.2 30.4 43.1 764.4 539.8 598.7 53.8 35.1 43.9 339.2 289.2 300.7 24.0 18.8 21.8 136.0 113.2 154.8 9.6 7.4 11.2

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Platinum Division – Salient features and cost benchmarks for the six months ended 31 December 2016 and 30 June 2016 covering periods from the relevant acquisition dates1. 1 Platinum Division includes the attributable operations of Kroondal (50%), Mimosa (50%), Platinum Mile surface operation and Rustenburg. Kroondal, Mimosa and Platinum Mile are included in the six months ended 30 June 2016 for three months since acquisition, and Rustenburg is included in the six months ended 31 December 2016 for two months since acquisition. 2 Production per product Six months ended Dec 2016 Jun 2016 Platinum Palladium Rhodium 187,316 105,134 27,586 51,346 31,022 7,996 Gold 7,954 2,409 PGM4E production (4Eoz) Ruthenium 327,990 43,172 92,773 12,186 Iridium 10,085 3,079 Total 381,247 108,038 3 Operating costs are all mining related costs before amortisation and depreciation, royalties, taxation and non-recurring items. Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016 7 Platinum Division – attributable1 Kroondal Mimosa Platinum Mile Rustenburg Under-TotalgroundSurface Attributable Attributable Surface Under groundSurface Tonnes milled/treated000’t Dec 2016 Jun 2016 8,9203,6905,230 2,6921,2591,433 1,801 932 685 327 4,236 1,433 1,204994 --Plant head gradeg/t Dec 2016 Jun 2016 1.743.060.82 1.652.780.65 2.47 2.50 3.57 3.57 0.65 0.65 3.651.53 --Plant recoveries% Dec 2016 Jun 2016 65.5582.2621.40 65.0980.158.58 82.13 80.96 78.39 78.54 12.54 8.58 84.5437.42 --PGM 4E production24Eoz Dec 2016 Jun 2016 327,990298,57629,414 92,77390,1982,575 117,520 60,707 61,585 29,491 11,098 2,575 119,47118,316 --Average PGM 4E basket priceR/4Eoz Dec 2016 Jun 2016 US$/4Eoz Dec 2016 Jun 2016 12,20412,19712,277 12,49912,49112,769 874873879 832831846 12,324 12,578 882 836 12,590 12,313 901 822 12,300 12,769 880 846 11,87012,263 --850878 --Operating costR/t Dec 2016 Jun 2016 US$/t Dec 2016 Jun 2016 37786136 35473519 27623 24491 613 630 44 42 902 1,035 65 69 15 19 1 1 1,209128 --879 --Operating margin% Dec 2016 Jun 2016 11835 10111 16 11 23 16 39 1 133 --Operating cost3R/4Eoz Dec 2016 Jun 2016 US$/4Eoz Dec 2016 Jun 2016 10,26010,6396,411 10,26810,25610,660 734762459 683682707 9,388 9,683 672 642 10,028 11,482 718 766 5,569 10,660 399 707 12,1856,923 --872496 --Total capital expenditureRm Dec 2016 Jun 2016 US$ mil Dec 2016 Jun 2016 356.8356.30.5 128.8128.00.8 24.824.8-8.38.20.1 108.5 67.3 7.7 4.3 99.1 60.7 7.0 3.9 0.5 0.8 - 0.1 148.7--- 10.1---

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 FINANCIAL AND OPERATING REVIEW OF THE GROUP For the six months ended 31 December 2016 SHARE OF RESULTS OF EQUITY-ACCOUNTED INVESTMENTS The R98 million gain from share of results of equity-accounted investments, was primarily due to Sibanye’s share of losses of R41 million relating to its 33.1% interest in Rand Refinery, and share of gains of R144 million from its attributable share in Mimosa. For additional information of Sibanye’s equity-accounted investments see note 9 of the condensed consolidated preliminary financial statements included elsewhere in this report. compared with the six months ended 31 December 2015 REVENUE Revenue increased by 33% to R16,536 million from R12,472 million. This included first time revenue from the newly acquired Platinum Division of R3,052 million. The balance of the increase of R1,012 million represents an increase of 8% for the Gold Division. This increase was due to a 17% increase in the rand gold price, offsetting the decrease in gold sales partly due to the cessation of mining at Cooke 4. GAIN AND LOSS ON FINANCIAL INSTRUMENTS The R144 million net gain for the six months ended 31 December 2016 compares with a R255 million net loss on financial instruments for the six months ended 31 December 2015. This primarily consists of a R105 million fair value gain (31 December 2015: R96 million fair value loss) related to the share-based payment obligations, a R45 million fair value gain (31 December 2015: Rnil) on the Cooke hedges, a R21 million fair value gain (31 December 2015: Rnil) on the “purchase of concentrate” debtor acquired on acquisition of the Rustenburg Operations, and a R29 million loss (31 December 2015: R163 million loss) on revised estimated cash flows of the Burnstone Debt. For additional information of the gain and loss on financial instruments see note 4 of the condensed consolidated preliminary financial statements included elsewhere in this report. OPERATING COSTS Operating costs, including R2,748 million at the Platinum Division, increased by 34% to R11,397 million. Costs at the Gold Division were well controlled and showed an increase of 2% to R8,650 million from R8,501 million, despite above inflation increases on electricity and labour costs. These increases were partly offset by the cessation of mining at Cooke 4. Gold production of 129kg was unsold at year end due to timing differentials, resulting in a credit to operating costs of R43 million. OPERATING PROFIT Operating profit for the Group was 29% higher at R5,139 million, from R3,971 million for the comparable period in 2015. The Group operating margin remains robust at 31%, while the operating margin at the Gold Division increased from 32% to 36%. GAIN AND LOSS ON FOREIGN EXCHANGE DIFFERENCES The gain on foreign exchange differences of R182 million was mainly due to exchange rate gains of R124 million on the Burnstone Debt and R98 million on the US$350 million revolving credit facility, partly offset by the effect of exchange rate fluctuations on other financial assets and financial liabilities of R40 million. CAPITAL EXPENDITURE Capital expenditure of R2,131 million at the Gold Division was 19% higher year-on-year largely due to expenditure of R461 million on Burnstone and other projects, approved in 2015. Sustaining capital expenditure at the Gold Division was higher at R418 million due to the timing of winder and technical upgrades as well as energy saving projects. Ore reserve development capital (ORD) was similar year-on-year at R1,252 million. Attributable capital expenditure at the Platinum Division was R259 million for the six months ended 31 December 2016 of which the majority was spent on conveyor installations. NON-RECURRING ITEMS GAIN ON ACQUISITION A gain on acquisition of R2.4 billion arose on the acquisition of the Rustenburg Operations. For additional information on the gain on acquisition see note 8 of the condensed consolidated financial statements included elsewhere in this report. AMORTISATION AND DEPRECIATION Amortisation and depreciation of R2,097 million IMPAIRMENTS As a result of a decrease in the gold price from 30 June 2016, a decision was taken during the six months ended 31 December 2016, to impair the goodwill allocated to the Cooke CGU by R201 million and the Cooke 1, 2 and 3 mining assets by R355 million. For additional information on the impairments see note 5 of the condensed consolidated financial statements included elsewhere in this report. was marginally higher than for the comparable period in 2015. This included an attributable R171 million from the consolidation of the Platinum Division, partly offset by lower amortisation and depreciation from the Gold Division, primarily due to the impairment of Cooke 4. FINANCE EXPENSES Finance expenses increased from R299 million to R518 million. This increase was due to a R132 million increase in interest paid following an increase in gross debt required to fund the acquisition of the Aquarius and Rustenburg Operations. Sibanye’s average gross debt outstanding (excluding the Burnstone Debt) was approximately R6,300 million during the second half of 2016, compared with R3,600 million for the comparable period in 2015. In addition, there was a R48 million increase in the environmental rehabilitation obligation accretion expenses mainly due to the acquisition of Aquarius and the Rustenburg Operations, which added R35 million, and new disturbances. SHARE-BASED PAYMENT ON BEE TRANSACTION An expense of R240 million relating to share-based payment on BEE transaction was recognised as part of the Rustenburg Operations acquisition. This represents the BEE shareholders attributable value over the expected life of mine. For additional information on the impairments see note 8 of the condensed consolidated financial statements included elsewhere in this report. 8 Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016

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RESTRUCTURING COSTS The final dividend is subject to the Dividends Withholding Tax. In accordance with paragraphs 11.17 (a) (i) and 11.17 (c) of the JSE Listings Requirements the following additional information is disclosed: Restructuring costs, including voluntary separation packages, of R149 million (31 December 2015: R74 million) were incurred at Driefontein, Kloof, Beatrix, Cooke and Corporate Services.   The dividend has been declared out of income reserves The local Dividends Withholding Tax rate is 15% (fifteen per centum). The implications of Minister Gordhan’s announcement of an increase in the dividend withholding tax from 15% to 20% in his budget speech of 22 February 2017 will be evaluated and communicated to shareholders once clarity on implementation has been secured The gross local dividend amount is 60 cents per ordinary share (ZAR) for shareholders exempt from the Dividends Tax Dividend Withholding Tax of 15% will be applicable to this dividend The net local dividend amount is 51 cents (85% of 60 cents) per ordinary share (ZAR) for shareholders liable to pay the Dividends Withholding Tax Sibanye currently has 929,004,342 ordinary shares in issue Sibanye’s income tax reference number is 9431292151 Sibanye’s Auditors are KPMG Inc. and the individual auditor is Jacques Erasmus TRANSACTION COSTS Transaction costs of R43 million primarily acquisition of the Rustenburg Operations. related to the MINING AND INCOME TAX Mining and income tax increased from  R383 million to R738 million. Current tax increased by R83 million to R618 million due to an increase in taxable mining income for the period. Deferred tax increased R153 million to a charge of R120 million. from a credit of   CASH FLOW ANALYSIS Sibanye defines free cash flow as cash from operating activities before dividends, less additions to property, plant and equipment. Free cash flow of R330 million compares with R438 million for the six months ended 31 December 2015. This was largely due to the R832 million increase in cash generated from the operating activities, a R41 million increase in investment in working capital, a R129 million increase in net interest paid, a R150 million increase in royalties and taxation paid, and a R602 million increase in capital expenditure. Available cash at 31 December 2016 (after net loans raised of R2,075 million) increased to R968 million from R871 million at 30 June 2016.    Shareholders are advised of the following dates in respect of the final dividend:    Final dividend number 8: 60 cents per share (ZAR) Last date to trade cum dividend: Tuesday, 4 April 2017 Sterling and US dollars conversion date: Wednesday, 5 April 2017 Shares commence trading ex-dividend: Wednesday, 5 April 2017 Record date: Friday, 7 April 2017 Payment of dividend: Monday, 10 April 2017  DIVIDEND DECLARATION The Sibanye Board approved a final dividend, number 8, of 60 cents per share (ZAR) (gross) resulting in a total dividend of 145 cents per share (ZAR) (gross) for the year ended 31 December 2016. Sibanye‘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. Normalised earnings are defined as: basic earnings excluding gains and losses on foreign exchange differences and financial instruments, non-recurring items and share of results of equity-accounted investees. After due consideration of the Group cash position and future requirements, the Board has determined the final dividend at 60 cents per share (ZAR).   Pleasenotethatsharecertificatesmaynotbe dematerialised or rematerialised between Wednesday, 5 April 2017, and Friday, 7 April 2017, both dates inclusive. Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016 9

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 CONDENSED CONSOLIDATED PRELIMINARY FINANCIAL STATEMENTS Condensed consolidated income statement Figures are in millions unless otherwise stated United States Dollars South African Rand Six months ended Year Six months ended Year The condensed consolidated financial statements for the year ended 31 December 2016 have been prepared by Sibanye Gold Limited’s Group financial reporting team headed by Alicia Brink. This process was supervised by the Group’s Chief Financial Officer, Charl Keyter and approved by the board of Sibanye Gold Limited. 10 Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016 DecDec 20152016 DecJunDec 201520162016 Notes Reviewed DecJunDec 201620162015 ReviewedAudited DecDec 20162015 1,781.8 (1,284.8) 2,128.1 (1,410.7) 920.1 956.1 (622.1)(605.4) 1,172.0 (805.3) Revenue Operating costs2 16,536.0 (11,397.3) 14,704.7 12,471.9 (9,311.8)(8,500.9) 31,240.7 (20,709.1) 22,717.4 (16,380.4) 497.0 (285.2) 717.4 (275.3) 298.0350.7 (149.9)(126.5) 366.7 (148.8) Operating profit Amortisation and depreciation 5,138.7 (2,096.5) 5,392.93,971.0 (1,945.4)(2,028.0) 10,531.6 (4,041.9) 6,337.0 (3,636.6) 211.8 20.2 (44.1) (6.1) (1.9) 9.1 (21.5) (18.1) (27.3) 442.1 22.6 (61.5) (24.1) (0.3) 0.9 (17.4) (70.4) 15.0 148.1224.2 10.410.5 (22.0)(25.0) (0.8)(5.6) (0.8)-6.7(5.5) (9.3)(8.9) (20.2)(76.5) (23.1)2.5 217.9 12.1 (36.5) (18.5) (0.3) 6.4 (8.5) 6.1 12.5 Net operating profit Interest income Finance expense Net other costs Exploration and feasibility costs Share of results of equity-accounted investees after tax Share-based payments3 (Loss)/gain on financial instruments4 Gain/(loss) on foreign exchange differences 3,042.2 169.6 (517.9) (269.5) (4.0) 98.2 (118.5) 144.2 181.7 3,447.51,943.0 161.8 140.1 (385.2)(298.9) (85.1)(15.5) (0.1)(10.7) (84.9)87.2 (137.4)(129.4) (1,177.0)(254.5) 37.9(309.6) 6,489.7 331.4 (903.1) (354.6) (4.1) 13.3 (255.9) (1,032.8) 219.6 2,700.4 257.0 (561.8) (78.6) (23.6) 116.0 (274.4) (229.5) (359.4) 122.1 4.6 - - - (8.2) (2.0) (13.3) 306.9 6.5 (94.1) (16.4) 165.4 (12.8) (10.7) - 89.0115.7 3.43.5 -(53.3) --- - (5.6) (2.5) (2.0) (7.4) --191.2 3.0 (40.8) (16.4) 165.4 (10.3) (3.3) - Profit before non-recurring items Gain on disposal of property, plant and equipment Impairments5 Share-based payment on BEE transaction8 Gain on acquisition8 Restructuring costs Transaction costs Net loss on derecognition of financial guarantee asset and liability 2,726.0 42.3 (562.0) (240.3) 2,428.0 (148.8) (43.4) - 1,777.51,151.7 53.144.5 (819.1)--- --(38.9)(73.6) (113.6) (25.7) --4,503.5 95.4 (1,381.1) (240.3) 2,428.0 (187.7) (157.0) - 1,546.1 58.7 - - - (104.8) (25.7) (158.3) 103.2 (31.4) 344.8 (37.2) 84.856.0 (19.7)(17.3) 288.8 (19.9) Profit before royalties and tax Royalties 4,201.8 (281.1) 859.01,096.9 (265.5) (261.2) 5,060.8 (546.6) 1,316.0 (400.6) 71.8 (29.6) 307.6 (84.7) 65.138.7 (30.0)(32.9) 268.9 (51.8) Profit before tax Mining and income tax - Current tax - Deferred tax 3,920.7 (737.8) 593.5 835.7 (505.4)(382.5) 4,514.2 (1,243.2) 915.4 (377.2) (54.6) 25.0 (75.7) (9.0) (41.0)(32.1) 11.0(0.8) (43.6) (618.1) (119.7) (493.7)(535.0) (11.7) 152.5 (1,111.8) (131.4) (696.7) 319.5 (8.2) 42.2 56.2 (14.0) 222.9 252.2 35.15.8 41.121.7 (6.0)(15.9) 217.1 230.5 Profit for the period Profit for the period attributable to: - Owners of Sibanye - Non-controlling interests 3,182.9 3,368.6 88.1453.2 333.0 537.1 (244.9)(83.9) 3,271.0 3,701.6 538.2 716.9 (178.7) (29.3) (13.4) (185.7) (430.6) 6 6 27 27 42 42 25 25 Earnings per ordinary share (cents) Basic earnings per share Diluted earnings per share 364 364 3659 3658 402 401 79 78 912,038 917,709 921,733 923,894 914,771919,089 920,442924,760 924,379 926,540 Weighted average number of shares (‘000) Diluted weighted average number of shares (‘000) 924,379 926,540 919,089914,771 924,760920,442 921,733 923,894 912,038 917,709 6 6 18 18 48 48 10 10 Headline earnings per ordinary share (cents)6 Headline earnings per share Diluted headline earnings per share 148 148 12155 12055 270 269 74 74 12.75 14.68 13.6115.38 13.97 Average R/US$ rate

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Condensed consolidated statement of other comprehensive income Figures are in millions unless otherwise stated United States Dollars South African Rand Year Six months ended Six months ended Year 1 The currency translation adjustments arise on the convenience translation of the South African Rand amount to the United States Dollars. These gains and losses will never be reclassified to profit and loss. Condensed consolidated statement of financial position Figures are in millions unless otherwise stated United States Dollars South African Rand 1 Net debt represents borrowings and bank overdraft less cash and cash equivalents. Borrowings are only those borrowings that have recourse to Sibanye and therefore exclude the Burnstone Debt. Net debt excludes Burnstone cash and cash equivalents. Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016 11 Revised DecJunDec 201520162016Notes ReviewedRevisedAudited DecJunDec 201620162015 1,641.91,986.6 2,485.0 Non-current assets Property, plant and equipment Goodwill Equity-accounted investments9 Environmental rehabilitation obligation funds Non-current financial assets Deferred tax Current assets Inventories Trade and other receivables Current financial assets Cash and cash equivalents 34,018.1 29,203.525,515.0 1,424.21,562.5 47.477.4 10.8149.1 155.3180.6 0.17.6 4.19.4 1,989.8 68.4 157.6 226.5 26.0 16.7 27,240.7 936.0 2,157.4 3,100.5 355.3 228.2 22,968.022,132.4 1,137.3736.7 2,192.2167.5 2,655.52,413.9 111.61.3 138.963.2 177.0241.9 562.7 7,703.2 3,555.62,750.7 26.137.5 104.7145.2 --46.259.2 49.4 419.9 22.7 70.7 676.8 5,747.9 310.6 967.9 550.8405.9 2,134.11,627.4 --870.7717.4 1,818.92,228.5 3,047.7 Total assets 41,721.3 32,759.128,265.7 964.3976.3 510.5696.5 1,219.7 1,372.3 Shareholders’ equity Non-current liabilities Deferred tax liabilities Borrowings10 Environmental rehabilitation obligation11 Post-retirement healthcare obligation Share-based payment obligations3 Non-current financial liabilities7,8 Current liabilities Trade and other payables Tax and royalties payable Current borrowings10 Current share-based payment obligations3 16,697.4 18,787.3 14,352.114,984.8 10,238.17,933.6 229.2244.9 116.4221.0 155.1227.2 1.01.1 8.8--2.3 343.8 600.5 290.9 1.2 18.0 117.9 4,707.1 8,221.5 3,982.2 16.3 246.5 1,613.7 3,599.63,561.4 3,248.61,808.3 3,340.42,411.0 16.316.3 -136.6 33.2-344.1555.7 455.7 6,236.6 8,168.95,347.3 177.6264.1 8.310.9 128.4257.2 29.823.5 378.5 5.0 55.0 17.2 5,180.5 68.6 752.3 235.2 3,881.72,759.4 160.8129.6 3,780.31,995.3 346.1463.0 1,818.92,228.5 3,047.7 Total equity and liabilities 41,721.3 32,759.128,265.7 87.6300.2 459.7 Net debt1 6,292.8 4,412.71,361.9 15.5414.70 13.69 Closing R/US$ rate Dec 2015 Dec 2016 Dec 2015 Jun 2016 Dec 2016 Notes Dec 2016 Reviewed Jun 2016 Dec 2015 Reviewed Dec 2016 Audited Dec 2015 42.2 (329.3) 222.9 35.15.8 (265.2)54.4 217.1 Profit for the period Other comprehensive income, net of tax Foreign currency translation adjustments Currency translation adjustments1 3,182.9 88.1453.2 9.5-3,271.0 538.2 - 130.8 76.4 (140.9) (131.4) - (329.3) - --(265.2)54.4 - (140.9) 9.5--- (131.4) - - 130.8 76.4 - - (287.1) 353.7 (230.1)60.2 293.5 Total comprehensive income 3,042.0 97.6453.2 3,139.6 538.2 (268.9) (18.2) (221.1)76.6 (9.0)(16.4) Total comprehensive income attributable to: - Owners of Sibanye - Non-controlling interests 342.5 537.1 (244.9)(83.9) 716.9 (178.7) 382.5 305.9 3,227.7 3,570.2 (28.8) (12.4) (185.7) (430.6) 12.75 13.6115.38 Average R/US$ rate 14.68 13.97

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Condensed consolidated statement of changes in equity Figures are in millions unless otherwise stated United States Dollars South African Rand 1 On acquisition of the Cooke Operations, the amount recognised as non-controlling interests represented the BEE consortium’s proportionate share of the net assets at acquisition date after considering the loan amount due and payable to Sibanye. As the recoverable amount of the Cooke cash generating units (CGU) is lower than its carrying value, the BEE consortium’s proportionate share of the net fair value at 31 December 2016 is not sufficient to fund the BEE consortium’s attributable loss, and therefore the non-controlling interest was limited to zero. Condensed consolidated statement of cash flows Figures are in millions unless otherwise stated United States Dollars South African Rand Six months ended Year Six months ended Year 12 Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016 DecDec 20152016 Dec 2015 Jun 2016 Dec 2016 Dec 2016 Reviewed Jun 2016 Dec 2015 ReviewedAudited Dec December 20162015 480.8 (3.3) (52.4) 669.9 (103.4) (16.2) 291.3 333.3 (2.8)(96.9) (55.5)33.1 336.6 (6.5) (49.3) Cash flows from operating activities Cash generated by operations Cash-settled share-based payments paid Change in working capital 4,708.6 (28.8) (746.6) 5,126.53,877.2 (1,489.8)(35.8) 509.0(705.3) 9,835.1 (1,518.6) (237.6) 6,130.3 (42.2) (668.0) 425.1 (9.2) (20.4) (31.0) (51.5) (54.2) (4.4) 550.3 7.6 (30.0) (37.9) (80.2) (109.8) - 233.0269.5 5.4 4.1 (10.4)(11.1) (22.0)(16.7) (42.7)(31.5) (6.6)(53.7) --280.8 3.5 (18.9) (21.2) (48.7) (56.1) - Interest received Interest paid Royalties paid Tax paid Dividends paid Guarantee release fee paid 3,933.2 48.8 (270.9) (299.6) (691.8) (786.5) - 4,145.73,136.1 63.4 72.2 (170.2) (141.7) (256.3) (288.9) (484.9) (552.0) (825.4) (91.3) --8,078.9 112.2 (441.1) (555.9) (1,176.7) (1,611.9) - 5,420.1 117.3 (260.2) (395.4) (656.3) (658.4) (51.8) 272.8 300.0 156.7160.6 139.4 Net cash from operating activities 1,933.2 2,472.32,134.4 4,405.5 3,515.3 (262.3) 5.1 (6.1) - - (0.2) 1.4 (282.8) 6.8 (5.1) (395.2) 33.7 (0.7) - (131.4)(114.5) 3.63.6 (6.1)(0.2) -(294.0) - 33.7 (0.2)(1.0) 1.4-(168.3) 3.2 (4.9) (101.2) - - 0.3 Cash flows from investing activities Additions to property, plant and equipment Proceeds on disposal of property, plant and equipment Contributions to funds and payment of environmental rehabilitation obligation Investment in subsidiaries Cash acquired on acquisition of subsidiaries Loan advanced to equity-accounted investee Loan repaid by equity-accounted investee (2,389.7) 44.4 (71.4) (1,500.0) 0.1 - 5.4 (1,761.4)(1,787.9) 55.0 47.2 (3.3)(77.8) (4,301.5)-494.1-(15.5)(3.0) -20.9 (4,151.1) 99.4 (74.7) (5,801.5) 494.2 (10.1) - (3.344.8) 65.1 (78.1) - - (3.0) 20.9 (262.1) (643.3) (132.7)(372.4) (270.9) Net cash used in investing activities (3,911.2) (5,532.6)(1,800.6) (9,443.8) (3,339.9) 130.5 (122.0) 1,177.1 (806.2) -346.3 (29.3)(127.1) 830.8 (679.1) Cash flows from financing activities Loans raised Loans repaid 11,955.0 (9,879.8) 5,325.5-(1,954.9)(470.9) 17,280.5 (11,834.7 ) 1,552.0 (1,572.9) 8.5 370.9 (29.3)219.2 151.7 Net cash from/(used in) financing activities 2,075.2 3,370.6(470.9) 5,445.8 (20.9) 19.2 (21.7) 48.7 27.6 (3.1) 46.2 (5.3)7.4 (18.7)5.6 70.246.2 20.2 (8.7) 59.2 Net increase/(decrease) in cash and cash equivalent Effect of exchange rate fluctuations on cash held Cash and cash equivalents at beginning of period 97.2 - 870.7 310.3(137.1) (157.0)-717.4854.5 407.5 (157.0) 717.4 154.5 - 562.9 46.2 70.7 46.259.2 70.7 Cash and cash equivalents at end of period 967.9 870.7717.4 967.9 717.4 12.75 15.54 14.68 13.69 13.6115.38 15.5414.70 13.97 13.69 Average R/US$ rate Closing R/US$ rate Stated capital Other Reserves Accumul ated loss Non-controlling interests Total equity Total equity Non-Accumul controllingatedOther Stated interests loss Reservescapital 2,388.6550.2 (1,671.0)28.5 1,296.3 Balance at 31 December 2014 (Audited) 14,985.9 329.6(9,897.4)2,819.121,734.6 -(325.1)56.2(18.2) (287.1) Total comprehensive income for the period Profit for the period Other comprehensive income, net of tax Dividends paid Share-based payments Transactions with non-controlling interests 538.2 (178.7)716.9----56.2(14.0) -(325.1)-(4.2) 42.2 (329.3) 538.2 - (178.7)716.9--------(54.2)--9.3----3.2(3.2) (54.2) 9.3 - (658.4) 119.1 - -(658.4)----119.1-(41.1)41.1--2,388.6234.4 (1,665.8)7.1 964.3 Balance at 31 December 2015 (Audited) 14,984.8 109.8(9,797.8)2,938.221,734.6 -130.3252.2(28.8) 353.7 Total comprehensive income for the period Profit for the period Other comprehensive income, net of tax Dividends paid Share-based payments Transactions with non-controlling interests1 Acquisition of subsidiary with non-controlling interests 3,139.6 (430.6)3,701.6(131.4)---252.2(29.3) -130.3-0.5 222.9 130.8 3,271.0 (131.4) (430.6)3,701.6----(131.4)---(110.7)(0.1) -11.7----(22.3)22.3 ---0.8 (110.8) 11.7 - 0.8 (1,611.9) 172.0 - 12.9 (1.3)(1,610.6)----172.0-326.9(326.9)--12.9---2,388.6376.4 (1,546.6)1.3 1,219.7 Balance at 31 December 2016 (Reviewed) 16,697.4 17.7(8,033.7)2,978.821,734.6

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 NOTES TO THE CONDENSED CONSOLIDATED PRELIMINARY FINANCIAL STATEMENTS 1. Basis of accounting and preparation The condensed consolidated preliminary financial statements are prepared in accordance with the requirements of the JSE Listings Requirements for preliminary reports and the requirements of the Companies Act of South Africa. The JSE Listings Requirements require preliminary reports to be prepared in accordance with the framework concepts and the measurement and recognition requirements of International Financial Reporting Standards (IFRS) and the SAICA Financial Reporting Guides as issued by the Accounting Practices Committee and Financial Pronouncements as issued by Financial Reporting Standards Council and to also, as a minimum, contain the information required by IAS 34 Interim Financial Reporting. The accounting policies applied in the preparation of the condensed consolidated preliminary financial statements are in terms of IFRS and are consistent with those applied in the previous consolidated annual financial statements. The accounting policies (including significant accounting judgements and estimates), however, have been expanded for the PGM assets (due to the Aquarius and the Rustenburg Operations acquisitions) mainly relating to: • Revenue arising from PGM concentrate sales is recognised when risks and rewards of ownership of the mine product has passed to the buyer pursuant to a sales contract. The sales price is determined on a provisional basis at the date of delivery. Adjustments to the sales price occur based on movements in the metal market price up to the date of final pricing. Revenue on provisionally priced sales is initially recorded at the estimated fair value of the consideration receivable, determined with reference to estimated forward prices using consensus forecasts. The fair value of the final sales price adjustment is re-estimated continuously and changes in fair value recognised as an adjustment to revenue in profit or loss and trade receivables in the statement of financial position. 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. 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. The consideration transferred for the acquisition of a business includes any liability resulting from a contingent arrangement. The contingent consideration for the Rustenburg Operations acquisition includes a deferred payment and is measured at fair value. • • In terms of the Group’s accounting policies:  Joint ventures are accounted for using the equity method; and Joint operations are accounted for by recognising the proportionate share of assets, liabilities and transactions incurred jointly. The condensed consolidated statement of financial position as at 30 June 2016 has been revised to reflect the adjustment of the initial accounting in respect of Aquarius acquired on 12 April 2016. The impact of these adjustments is presented in note 7. The condensed consolidated income statement and statements of other comprehensive income and cash flows for the six months ended 31 December 2015 were not reviewed by the Company’s auditor and were prepared by subtracting the reviewed condensed consolidated financial statements for the period ended 30 June 2015 from the audited comprehensive consolidated financial statements for the year ended 31 December 2015. The condensed consolidated income statement and statements of other comprehensive income and cash flows for the six months ended 31 December 2016 have not been reviewed and were prepared by subtracting the reviewed condensed consolidated financial statements for the six months ended 30 June 2016 from the reviewed condensed consolidated preliminary financial statements for the year ended 31 December 2016. The US dollars consolidated income statements, and statements of comprehensive income, financial position, changes in equity, and cash flows have not been audited. The translation of the financial statements into US Dollars is based on the average exchange rate for the period for the income statement, statement of other comprehensive income and statement of cash flows and the period-end closing exchange rate for the statement of financial position items. Exchange differences on translation are accounted for in the statement of other comprehensive income. This information is provided as supplementary information only. 2. Operating costs A net realisable value write down on uranium finished goods and uranium-in-process has been recognised in operating costs as follows: Six months ended Year ended Figures are in South African Rand millions unless otherwise stated 3. Share-based payments Six months ended Year ended Figures are in South African Rand millions unless otherwise stated Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016 13 Dec 2016 Jun 2016 Dec 2015 Dec 2016 Dec 2015 Sibanye Gold Limited 2013 Share Plan Sibanye Gold Limited Phantom Share Scheme (89.9) (28.6) (82.2)(59.2) (55.2)(70.2) (172.1) (83.8) (119.1) (155.3) Total share-based payments (118.5) (137.4)(129.4) (255.9) (274.4) Dec 2016 Jun 2016 Dec 2015 Dec 2016 Dec 2015 Net realisable value write down (55.6) (37.7)(24.0) (93.3) (24.0)

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Sibanye Gold Limited Phantom Share Scheme On 14 May 2013 Sibanye’s Remuneration Committee limited the issuance of share options for the 2013 allocation under the Sibanye Gold Limited 2013 Share Plan (SGL Share Plan) to senior management only. Middle and certain senior management, who previously participated in the equity-settled share option scheme, now participate in a cash-settled share scheme, the Sibanye Gold 2013 Phantom Share Scheme (SGL Phantom Scheme). The fair value of the cash-settled instruments at reporting date, used to value the share-based payment obligation, is determined using the same assumptions as for the grant date valuation. However, the respective models take into account the actual share data of the peer group for the period from the grant date to the reporting date. Reconciliation of the share-based payment obligations: Six months ended Year ended Figures are in South African Rand millions unless otherwise stated 1 The fair value adjustment at reporting date is included in loss on financial instruments in profit or loss and not as part of share-based payments expense. The appreciation in Sibanye's share price for the six month period ended 30 June 2016 of approximately 120%, resulted in a fair value loss of R1,181.1 million. The depreciation in share price for the six month period ended 31 December 2016 of approximately 49% resulted in a fair value gain of R110.7 million. 2 Payments made during the period relate to vesting of shares to employees and proportionate vesting of shares to employees that have left the Group in good faith. Bonus Share (BS) options under the SGL Share Plan are issued on grant date and thus dividends are paid when the Company declares a dividend. Similarly, the BS holders under the SGL Phantom Scheme receive share-based payments to the equivalent of dividends paid, which were also paid during the period. 4. (Loss)/gain on financial instruments Six months ended Year ended Figures are in South African Rand millions unless otherwise stated 1 The other gain on financial instruments for the year ended 31 December 2016 includes fair value gains of R40.8 million of the Cooke hedges and R21.0 million on the “purchase of concentrate” debtor acquired on acquisition of the Rustenburg Operations. 5. Impairments Six months ended Year ended Figures are in South African Rand millions unless otherwise stated 1 The gold price decreased from R628,000/kg at 30 June 2016 to R510,000/kg at 31 December 2016. As a result a decision was taken during the six months ended 31 December 2016, to impair the goodwill allocated to the Cooke CGU by R201.3 million and the Cooke 1, 2 and 3 mining assets by R355.0 million. The impairment was based on the estimated fair value less cost to sale over the life of mine calculated as expected discounted cash flows from the expected gold reserves and costs to extract the gold. 2 Despite intense monitoring and interventions, the Cooke 4 Operation continued to fall short of production targets and losses continued to accumulate. As a result a decision was taken during the six months ended 30 June 2016 to impair the Cooke 4 Operation’s mining assets by R816.7 million. This impairment was based on negative cash flow projections for the remainder of the life of mine. 6. Reconciliation of headline earnings with profit for the period Figures are in South African Rand millions unless otherwise stated Six months ended Year ended 14 Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016 Dec 2016 Jun 2016 Dec 2015 Dec 2016 Dec 2015 Profit attributable to owners of Sibanye Gain on disposal of property, plant and equipment Impairments Gain on acquisition Taxation effect of re-measurement items 3,368.6 (42.3) 562.0 (2,428.0) (87.6) 333.0 537.1 (53.1)(44.5) 819.1--- 14.912.4 3,701.6 (95.4) 1,381.1 (2,428.0) (72.7) 716.9 (58.7) - - 16.4 Headline earnings 1,372.7 1,113.9505.0 2,486.6 674.6 DecJunDec 201620162015 DecDec 20162015 Impairment of goodwill1 Impairment of property, plant and equipment1,2 Impairment of loan to equity-accounted investee (201.3) (355.0) (5.7) --(816.7)-(2.4)-(201.3) (1,171.7) (8.1) - - - Total impairments (562.0) (819.1)-(1,381.1) - Note Dec 2016 Jun 2016 Dec 2015 Dec 2016 Dec 2015 Fair value adjustment of share-based payment obligations3 Loss on revised cash flows of the Burnstone Debt8 Other1 104.5 (29.3) 69.0 (1,181.1)(96.4) -(162.5) 4.14.4 (1,076.6) (29.3) 73.1 (87.3) (162.5) 20.3 Total (loss)/gain on financial instruments 144.2 (1,177.0)(254.5) (1,032.8) (229.5) Note Dec 2016 Jun 2016 Dec 2015 Dec 2016 Dec 2015 Balance at beginning of the period Share-based payments expensed Share-based payment on BBE transaction8 Fair value adjustment of obligation14 Cash-settled share-based payments paid2 346.1 28.6 240.3 (104.5) (28.8) 599.6468.8 55.270.2 --1,181.1 96.4 (1,489.8)(35.8) 599.6 83.8 240.3 1,076.6 (1,518.6) 399.2 155.3 - 87.3 (42.2) Balance at end of the period Current share-based payment obligations 481.7 346.1599.6 (346.1)(463.0) 481.7 599.6 (463.0) (235.2) (235.2) Non-current share-based payment obligations 246.5 -136.6 246.5 136.6

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7. Aquarius acquisition On 6 October 2015 Sibanye announced a cash offer of US$0.195 per share for the entire issued share capital of Aquarius Platinum Limited (Aquarius) (the Aquarius Transaction), valuing Aquarius at US$294 million. The transaction was subject to the fulfilment of various conditions precedent which were completed on 12 April 2016. On 12 April 2016, Sibanye paid R4,302 million to the Aquarius shareholders and obtained control (100%) of Aquarius. The acquisition has a strong strategic and financial rationale for Sibanye, both as a stand-alone transaction and when considered in conjunction with the announcement on 9 September 2015 of the conditional acquisition of the Rustenburg PGM operations from Anglo American Platinum Limited. These acquisitions will result in significant value creation through the realisation of synergies between the PGM assets in the Rustenburg area, thereby enhancing Sibanye’s platinum portfolio. The Aquarius operations are efficiently managed, mechanised and low-cost operations that will consolidate Sibanye’s position in the South African PGM sector and also provide Sibanye with additional PGM operational experience. For the nine months ended 31 December 2016, Aquarius contributed revenue of R2,104.4 million and a profit of R223.6 million to the Group’s results. At 30 June 2016 the purchase price allocation (PPA) was prepared on a provisional basis in accordance with IFRS 3 Business Combinations (IFRS 3). If new information obtained within one year of the acquisition date, about facts and circumstances that existed at the acquisition date identifies adjustments to the below amounts, or any additional provisions that existed at the date of acquisition, then the accounting for the acquisition will be revised. Subsequently, the Group received new information relating to probable PGM reserves that existed at acquisition date and adjustments were made to the provisional calculation of the fair values resulting in a decrease of R243.0 million in the fair value of property, plant and equipment, and decrease of R68.1 million to the net deferred tax liability, and an increase of R174.9 million in the reported value of goodwill. Accordingly, the PPA has been restated as required by IFRS 3. Consideration Figures are in South African Rand millions unless otherwise stated Acquisition-related costs The Group incurred acquisition-related costs of R93.1 million on advisory and legal fees. These costs are recognised as transaction costs in profit or loss. Identifiable assets acquired and liabilities assumed The following table summarises the recognised amounts of assets acquired and liabilities assumed at the acquisition date: Figures are in South African Rand millions unless otherwise stated The fair value of assets and liabilities excluding property plant and equipment, and environmental rehabilitation obligation approximate their carrying value. The fair value of property, plant and equipment was based on the expected discounted cash flows of the expected (PGM) reserves and costs to extract the PGMs discounted at a discount rate of 9% for Kroondal and Platinum Mile, and 15% for Mimosa, and an average PGM (4E) basket price of R14,700/kg. Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016 15 Notes Revised Property, plant and equipment Equity-accounted investments9 Environmental rehabilitation obligation funds Non-current financial assets Inventories Trade and other receivables Cash and cash equivalents Deferred tax Environmental rehabilitation obligation11 Non-current financial liabilities Trade and other payables Tax and royalties payable 1,680.8 2,066.7 151.9 108.4 155.0 908.9 494.1 49.2 (630.0) (32.4) (1,025.6) (13.2) Total fair value of identifiable net assets acquired 3,913.8 Dec 2016 Cash 4,301.5 Total consideration 4,301.5

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Goodwill Goodwill arising from the acquisition has been recognised as follows: Figures are in South African Rand millions unless otherwise stated The goodwill is attributable to the synergies between the PGM assets in the Rustenburg area. The allocation of goodwill has been provisionally allocated to the Kroondal and Rustenburg Operations cash-generating units. None of the goodwill recognised is expected to be deducted for tax purposes. 8. Rustenburg Platinum Mines acquisition On 9 September 2015, Sibanye announced that it had entered into written agreements with Rustenburg Platinum Mines Limited (RPM), a wholly owned subsidiary of Anglo American Platinum Limited (Anglo Platinum) to acquire the Bathopele, Siphumelele (including Khomanani), and Thembelani (including Khuseleka) mining operations, two concentrating plants, an on-site chrome recovery plant, the Western Limb Tailings Retreatment Plant, associated surface infrastructure and related assets and liabilities on a going concern basis (the Rustenburg Operations) (the Rustenburg Operations Transaction). The purchase consideration comprises an upfront payment of R1.5 billion at the closing of the Rustenburg Operation Transaction (Closing) and a deferred payment calculated as being equal to 35% of the distributable free cash flow generated by the Rustenburg Operations over a six-year period from the later of Closing or 1 January 2017 (Deferred Payment), subject to a minimum payment of R3.0 billion. In addition to the Deferred Payment, which allows for a favourable extended payment period; should the Rustenburg Operations generate negative distributable free cash flows in any of 2016, 2017 or 2018, RPM will be required to pay up to R267 million per annum to ensure that the free cash flows for the relevant year is equal to zero. On 19 October 2016, Sibanye obtained consent in terms of section 11 of the Mineral and Petroleum Resources Development Act for the transfer of the mining right and prospecting right pursuant to the Rustenburg Operations Transaction. Sibanye obtained control (88.4%) of the Rustenburg Operations on this date. For the two months ended 31 December 2016, the Rustenburg Operations contributed revenue of R1,656.0 million and a loss of R242.6 million to the Group's results. The purchase price allocation has been prepared on a provisional basis in accordance with IFRS 3. The values measured on a provisional basis include, inter alia, deferred tax and the process to determine the effective date tax valuations. If new information obtained within one year of the acquisition date, about facts and circumstances that existed at the acquisition date, identifies adjustments to the below amounts, or any additional provisions that existed at the date of acquisition, then the accounting for the acquisition will be revised. Consideration Figures are in South African Rand millions unless otherwise stated Acquisition-related costs The Group incurred acquisition-related costs of R72.4 million on advisory and legal fees. These costs are recognised as transaction costs in profit or loss. Identifiable assets acquired and liabilities assumed The following table summarises the provisional fair value of assets acquired and liabilities assumed at the acquisition date: Figures are in South African Rand millions unless otherwise stated 16 Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016 Dec 2016 Property, plant and equipment Environmental rehabilitation obligation funds Non-current financial assets Inventories Trade and other receivables Current financial assets Cash and cash equivalents Deferred tax Environmental rehabilitation obligation11 Trade and other payables 4,021.5 280.7 220.9 80.4 2,991.6 242.0 0.1 (898.5) (79.8) (1,312.5) Total fair value of identifiable net assets acquired 5,546.4 Dec 2016 Cash Deferred Payment (included in non-current financial liabilities) True-up amount 1,500.0 1,553.3 65.1 Total consideration 3,118.4 Revised Consideration paid Fair value of identifiable net assets Non-controlling interests, based on their proportionate interest in the recognised amounts of the assets and liabilities 4,301.5 (3,913.8) 12.9 Goodwill 400.6

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The fair value of assets and liabilities excluding property, plant and equipment, and environmental rehabilitation obligation approximate their carrying value. The fair value of property, plant and equipment was based on the expected discounted cash flows of the expected PGM reserves and costs to extract the PGMs discounted at a discount rate of 9.2% and an average PGM (4E) basket price of R14,725/kg. Share-based payment on BEE transaction The share-based payment on BEE transaction amounted to R240.3 million. In terms of the Rustenburg Operations Transaction a 26% equity stake in Sibanye Rustenburg Platinum Mines Proprietary Limited (SRPM) was acquired by the BBBEE SPV (the “BBBEE 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’s highest cost of debt; Post payment of the annual Deferred Payment to 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 BBBEE SPV; Of the 26% payment to BBBEE SPV, 85% will be used to service the facility owing by BBBEE SPV to Sibanye Platinum; The remaining 15% of any such payment or 100%, once the facility owing by BBBEE SPV to Sibanye Platinum is repaid, will be declared by BBBEE SPV as a dividend to the BBBEE SPV shareholders; and The facility will be capped at R3,500 million.    The IFRS 2 Share-based Payment expense has been limited to 44.8% of the 26% interest relating to the Bakgatla-Ba-Kgafela Investment Holdings, as the Rustenburg Mine Community Trust and Rustenburg Mine Employees Trust are controlled and consolidated by Sibanye. The 44.8% interest was based on the expected discounted future cash flows of the expected PGM reserves and costs to extract the PGMs. Gain on acquisition Gain on acquisition has been recognised as follows: Figures are in South African Rand millions unless otherwise stated 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 fact the Rustenburg Operations were considered non-core operations by Anglo Platinum. 9. Equity-accounted investments The Group holds the following equity-accounted investments: Figures are in South African Rand millions unless otherwise stated Six months ended Year ended Rand Refinery Sibanye has a 33.1% interest in Rand Refinery Proprietary Limited (Rand Refinery) which is accounted for using the equity method. Rand Refinery recognised losses during the period as a result of inefficiencies in processing by-product stockpiles. The carrying value of Rand Refinery remains an area of estimation and uncertainty. The equity-accounted investment in Rand Refinery movement for the period is as follows: Six months ended Year ended Figures are in South African Rand millions unless otherwise stated Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016 17 DecJunDec 201620162015 DecDec 20162015 Balance at beginning of the period Share of results of equity-accounted investee after tax Interest on the loan to equity-accounted investee capitalised Loan repaid by equity-accounted investee 93.9 (41.0) 19.5 - 148.783.6 (75.5)86.0 20.7--(20.9) 148.7 (116.5) 40.2 - 55.1 114.5 - (20.9) Balance at end of the period 72.4 93.9148.7 72.4 148.7 Dec 2016 Jun 2016 Dec 2015 Dec 2016 Dec 2015 Rand Refinery Mimosa Other equity-accounted investments 72.4 2,049.3 35.7 93.9148.7 2,046.8-51.518.8 72.4 2,049.3 35.7 148.7 - 18.8 Total equity-accounted investments 2,157.4 2,192.2167.5 2,157.4 167.5 Dec 2016 Consideration Fair value of net identifiable assets 3,118.4 (5,546.4) Gain on acquisition (2,428.0)

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Mimosa Sibanye has a 50% interest in Mimosa Investments Limited, which owns and operates the Mimosa mine. The equity-accounted investment in Mimosa movement for the period is as follows: Six months ended Year ended Figures are in South African Rand millions unless otherwise stated 10. Borrowings Six month periods ended Year ended Figures are in South African Rand millions unless otherwise stated 1 At 31 December 2016, the expected free cash flows expected to repay the Burnstone loan was revised as a result of revised cash flows over the life of mine plan updated for revised gold prices, exchange rates, forecast cost and capital expenditure. In terms of IAS 39 AG8 the carrying value of the Burnstone Debt increased by R29.3 million, disclosed as part of loss on financial instruments in profit or loss. 11. Environmental rehabilitation obligation Six months ended Year ended Figures are in South African Rand millions unless otherwise stated 1 Changes in estimates are defined as changes in reserves and corresponding changes in life of mine, changes in discount rates, and changes in laws and regulations governing environmental matters. At acquisition the environmental rehabilitation obligation acquired was calculated based on the weighted average cost of capital in terms of IFRS 3 for acquisition purposes. Subsequent to initial recognition the provision was recalculated based on the risk free rate of interest in terms of IAS 37. The resulting change in estimate for Aquarius and Rustenburg Operations was R157.4 million and R197.6 million, respectively. 18 Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016 Note DecJunDec 201620162015 DecDec 20162015 Balance at beginning of the period Interest charge Payment of environmental rehabilitation obligation Change in estimates1 Charge to profit or loss Environmental rehabilitation obligation assumed on acquisition of subsidiaries7,8 3,340.4 149.4 - 411.5 1.1 79.8 2,411.02,583.1 142.0101.3 --157.4(273.4) --630.0-2,411.0 291.4 - 568.9 1.1 709.8 2,486.8 197.9 (0.3) (273.4) - - Balance at end of the period 3,982.2 3,340.42,411.0 3,982.2 2,411.0 Dec 2016 Jun 2016 Dec 2015 Dec 2016 Dec 2015 Balance at beginning of the period Loans raised - R6.0 billion facilities - R4.5 billion facilities - US$350 million revolving credit facility - Other uncommitted facilities Loans repaid - R4.5 billion facilities - US$350 million revolving credit facility - Other uncommitted facilities Franco-Nevada settlement (non-cash) Unwinding of loans recognised at amortised cost Loss on revised estimated cash flows1 (Gain)/loss on foreign exchange difference 7,028.9 11,955.0 3,803.63,716.3 5,325.5-3,803.6 17,280.5 3,170.0 1,552.0 5,100.0 - 554.0 6,301.0 --1,936.4-2,217.5-1,171.6-5,100.0 1,936.4 2,771.5 7,472.6 - 1,000.0 - 552.0 (9,879.8) (1,954.9)(470.9) (11,834.7) (1,527.9) (3,250.0) (558.3) (6,071.5) (650.0) (470.9) (653.3) - (651.6) - (3,900.0) (1,211.6) (6,723.1) (1,020.9) - (552.0) (7.8) 69.0 29.3 (220.8) (21.3)(20.2) 72.455.1 -162.5 (196.4)360.8 (29.1) 141.4 29.3 (417.2) (34.6) 102.3 162.5 424.3 Balance at end of the period Borrowings consist of: - R6.0 billion facilities - US$350 million revolving credit facility - R4.5 billion facilities - Franco Nevada - Burnstone Debt - Other borrowings 8,973.8 5,100.0 1,369.0 - 2.7 1,752.6 749.5 7,028.93,803.6 --1,470.0-3,249.21,961.6 11.133.7 1,778.61,808.3 520.0-8,973.8 5,100.0 1,369.0 - 2.7 1,752.6 749.5 3,803.6 - - 1,961.6 33.7 1,808.3 - Borrowings Current portion of borrowings 8,973.8 (752.3) 7,028.93,803.6 (3,780.3)(1,995.3) 8,973.8 (752.3) 3,803.6 (1,995.3) Non-current borrowings 8,221.5 3,248.61,808.3 8,221.5 1,808.3 Note DecJunDec 201620162015 DecDec 20162015 Balance at beginning of the period Share of results of equity-accounted investee after tax Foreign currency translation Equity-accounted investment on acquisition of subsidiaries7 2,046.8 143.9 (141.4) - --(29.0)-9.1-2,066.7-- 114.9 (132.3) 2,066.7 - - - - Balance at end of the period 2,049.3 2,046.8-2,049.3 -

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12. Fair value of financial assets and financial liabilities The fair value of financial instruments is estimated based on ruling market prices, volatilities and interest rates at 31 December 2016. The Group uses the following hierarchy for determining and disclosing the fair value of financial instruments: Level 1: Level 2: unadjusted quoted prices in active markets for identical assets or liabilities; 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); and inputs for the asset or liability that are not based on observable market data (unobservable inputs). Level 3: The following tables set out the Group’s significant financial instruments measured at fair value by level within the fair value hierarchy: Figures are in South African Rand millions unless otherwise stated 13. Contingent liabilities As previously indicated, the claims relating to silicosis and other occupational lung diseases are being defended. On 13 May, 2016, the High Court ruled in favour of the applicants and found that there were sufficient common issues to certify two industry-wide classes: (i) a silicosis class comprising current and former mine workers who have contracted silicosis and the dependents of mine workers who have died of silicosis; and (ii) a tuberculosis class comprising current and former mine workers who have worked on the mines for a period of not less than two years and who have contracted pulmonary tuberculosis and the dependents of deceased mine workers who died of pulmonary tuberculosis. The High Court ordered a two-stage process in the class action: (i) resolve common issues and allow individuals to opt out, and (ii) allow the individuals to opt in to the class to make claims against the Respondents. The High Court also decided that claims for general damages will transmit to the estate of any deceased mine worker who dies after the date of filing of the certification application. On 3 June 2016, Sibanye and the other Respondents filed an application with the High Court for leave to appeal to the Supreme Court of Appeal. Arguments in the application for leave to appeal were heard on 23 June 2016. On 24 June 2016, leave to appeal was (i) granted in respect of the transferability of general damages claims but (ii) denied in respect of certification of silicosis and tuberculosis classes. On 15 July 2016, Sibanye and the other Respondents each filed petitions with the Supreme Court of Appeal for leave to appeal against the certification of the two separate classes for silicosis and tuberculosis. At this stage, Sibanye can neither quantify the potential liability from the action due to the inherent legal and factual uncertainties with respect to the pending claims and other claims not yet filed against the Group nor can the length of time until finalisation be estimated. 14. Events after the reporting date There were no events that could have a material impact on the financial results of the Group after 31 December 2016, other than those disclosed below: Dividend declared A final dividend in respect of the six months ended 31 December 2016 of 60 cents per share (ZAR) was approved by the Board. This dividend is not reflected in these financial statements. The final dividend will be subject to Dividend Withholding Tax. Stillwater Good progress has been made regarding the proposed acquisition of Stillwater Mining Company Limited (Stillwater), which was announced on 9 December 2016. Ultimately, this transaction will attractively position Sibanye’s Platinum Division on the global cost curve, enhancing Sibanye’s ability to sustain and pay industry-leading dividends. 15. Mineral Reserves and Resources Reserves and Resources as at 31 December 2016 are in the process of being updated and reviewed. Included in this update will be added 4E reserves and resources from the recent Platinum acquisitions. 16. Review Report of the Independent Auditor These condensed consolidated preliminary financial statements for the year ended 31 December 2016, have been reviewed by the Company’s auditor, KPMG Inc., who expressed an unmodified review conclusion. The auditor’s report does not necessarily report on all of the information contained in these financial results. Shareholders are therefore advised that in order to obtain a full understanding of the nature of the auditor’s engagement they should obtain a copy of the auditor’s report together with the accompanying financial information from the Company’s registered office. Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016 19 Dec 2016 Jun 2016 Dec 2015 Level 1Level 2Level 3 Level 1Level 2Level 3Level 1Level 2Level 3 Financial assets measured at fair value Environmental rehabilitation obligation funds Financial assets Financial liabilities measured at fair value Non-current financial liabilities 2,655.5--2,413.9----111.6--1.3 --(33.2)---3,100.5----665.9 --(1,613.7)

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Segment financial results Figures are in millions unless otherwise stated South African Rand For the six month ended 31 Dec 2016 United Sates Dollars2 For the six months ended 31 Dec 2016 1 The Platinum Division’s results for the six months ended 31 December 2016 include the Rustenburg Operations for two months since acquisition. 2 The average exchange rate for the six months ended 31 December 2016 was R13.97/US$. 20 Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016 Group Total Gold Drie-Cor-fonteinKloofBeatrixCookeporate Total1 Platinum PlatinumRusten-Cor-KroondalMile Mimosaburgporate Revenue 1,172.0 1,052.8 119.3 (805.3) (730.6) (74.7) 962.0 862.7 99.3 (616.2) (554.4) (61.8) 331.4315.8210.5107.0(2.6) 210.0 190.0 20.0 (189.1) (176.2) (12.9) 91.67.056.0112.9(57.5) Underground Surface 288.5285.1201.590.3(2.6) 42.930.79.016.7-91.6-56.099.9(57.5) -7.0-13.0-Operating costs (199.3)(179.7)(136.8)(100.5)-(77.0)(4.3)(43.1)(107.8)43.1 Underground Surface (172.4)(163.5)(130.6)(88.0)-(26.9) (16.2)(6.2)(12.5)-(77.0)-(43.1)(99.2)43.1 -(4.3)-(8.6)-Operating profit 366.7 322.2 44.6 (148.8) 345.8 308.3 37.5 (136.9) 132.1136.173.76.5(2.6) 20.9 13.8 7.1 (11.9) 14.62.712.95.1(14.4) Underground Surface 116.1121.670.92.3(2.6) 16.014.52.84.2-14.6-12.90.714.4 -2.7-4.4-Amortisation and depreciation (36.9)(44.3)(30.3)(24.8)(0.6) (6.3)(0.1)(10.8)(4.0)9.3 Net operating profit Investment income Finance expenses Share-based payments Exploration and feasibility costs Net other costs Non-recurring items Royalties Current tax Deferred tax 217.9 12.1 (36.5) (8.5) (0.3) 6.5 97.6 (19.9) (43.6) (8.2) 208.9 10.3 (31.9) (8.5) (0.3) 3.0 (46.1) (18.8) (43.5) (10.1) 95.2 91.8 43.4 (18.3) (3.2) 2.4 2.1 1.2 1.1 3.5 (5.1) (6.0) (2.8) (2.6) (15.4) (0.4) (0.3) (0.2) - (7.6) --(0.3)-- (0.7)(1.1)(1.4) (7.5) 13.7 (1.1)(0.8)(1.1)(43.7) 0.6 (7.4)(6.7)(4.2) (0.5)-(19.0)(15.2) (9.6)-0.3 (3.5)(9.7)0.72.9(0.5) 9.0 1.8 (4.6) - - 3.5 143.7 (1.1) (0.1) 1.9 8.32.62.11.1(5.1) 0.5(0.6)-(198.8)200.7 (0.1)-(0.6)(1.8) (2.1) ---------- (4.1)-12.9(6.3)1.0 ---160.4(16.7) --(3.8)(0.6)3.3 --(1.6)-1.5 -(0.8)0.71.80.2 Profit for the period Profit attributable to: Owners of Sibanye Non-controlling interests 217.1 230.5 (13.4) 63.0 76.6 (13.6) 60.454.125.7(68.6)(8.6) 60.454.125.7(54.9)(8.7) ---(13.7)0.1 154.1 153.9 0.2 4.61.29.7(44.2)182.8 4.61.09.7(44.2)182.8 -0.2---Capital expenditure Total expenditure (168.3) (47.2) (88.8) (32.3) (150.4) (29.3) (88.8) (32.3) (41.2)(53.8)(24.0)(9.6)(21.8) (17.9) (17.9) - - (7.7)-(7.0)(10.1)6.9 Sustaining capital Ore reserve development Growth projects (10.3)(12.2) (3.7)(1.9)(1.2) (28.3)(35.0)(20.3)(5.2)-(2.6)(6.6)-(2.5)(20.6) (7.7)-(7.0)(10.1)6.9 ----------Group Total Gold Drie-Cor-fonteinKloofBeatrixCookeporate Total1 Platinum PlatinumRusten-Cor-KroondalMile Mimosaburgporate Revenue 16,536.0 14,855.8 1,680.2 (11,397.3) (10,340.1) (1,057.2) 13,484.3 12,096.0 1,388.3 (8,649.7) (7,781.1) (868.6) 4,649.04,433.12,957.51,483.7(39.0) 3,051.7 2,759.8 291.9 (2,747.6) (2,559.0) (188.6) 1,315.0101.7803.61,656.0(824.6) Underground Surface 4,051.24,003.02,831.31,249.5(39.0) 597.8430.1126.2234.2-1,315.0-803.61,465.8(824.6) -101.7-190.2-Operating costs (2,799.2) (2,522.2) (1,925.3) (1,403.0)-(1,103.3)(61.8)(617.5) (1,582.5)617.5 Underground Surface (2,420.4) (2,294.1) (1,838.7) (1,227.9)-(378.8)(228.1)(86.6)(175.1)-(1,103.3)-(617.5) (1,455.7)617.5 -(61.8)-(126.8)-Operating profit 5,138.7 4,515.7 623.0 (2,096.5) 4,834.6 4,314.9 519.7 (1,925.2) 1,849.81,910.91,032.280.7(39.0) 304.1 200.8 103.3 (171.3) 211.739.9186.173.5(207.1) Underground Surface 1,630.81,708.9992.621.6(39.0) 219.0202.039.659.1-211.7-186.110.1(207.1) -39.9-63.4-Amortisation and depreciation (518.6)(625.2)(426.7)(345.1)(9.6) (90.3)(0.8)(155.8)(58.6)134.2 Net operating profit Investment income Finance expenses Share-based payments Exploration and feasibility costs Net other costs Non-recurring items Royalties Current tax Deferred tax 3,042.2 169.6 (517.9) (118.5) (4.0) 154.6 1,475.8 (281.1) (618.1) (119.7) 2,909.4 144.5 (452.5) (118.5) (4.0) 98.1 (633.4) (265.3) (617.7) (148.6) 1,331.21,285.7605.5(264.4)(48.6) 34.6 30.6 16.815.946.6 (72.5)(85.5)(39.4)(35.8) (219.3) (5.6)(4.3)(2.4) -(106.2) --(4.0)--(0.7) (5.7)(14.7)(110.0)229.2 (15.9) (14.1)(15.0)(603.5)15.1 (102.8)(94.4) (60.9)(7.2)-(269.3) (213.7)(137.5)(0.3) 3.1 (51.2)(142.8) 10.3 42.9 (7.8) 132.8 25.1 (65.4) - - 56.5 2,109.2 (15.8) (0.4) 28.9 121.439.130.314.9(72.9) 7.8(9.3)-(2,918.8)2,945.4 (0.7)-(7.7)(26.2) (30.8) ------ ----(61.2)(0.4)189.3(92.2)21.0 (0.3)--2,354.6(245.1) --(55.8)(8.3)48.3 --(22.8)-22.4 -(11.3)10.627.02.6 Profit for the period Profit attributable to: Owners of Sibanye Non-controlling interests 3,182.9 3,368.6 (185.7) 912.0 1,100.0 (188.0) 847.8755.8358.7(962.4)(87.9) 847.8755.8358.7(773.5)(88.8) ---(188.9)0.9 2,270.9 2,268.6 2.3 67.018.1143.9(649.0)2,690.9 67.015.8143.9(649.0)2,690.9 -2.3---Capital expenditure Total expenditure (2,389.8) (676.5) (1,252.1) (461.2) (2,130.9) (417.6) (1,252.1) (461.2) (583.4)(764.4)(339.2)(136.0)(307.9) (258.9) (258.9) - - (108.5)(0.5)(99.1)(148.7)97.9 Sustaining capital Ore reserve development Growth projects (147.0)(175.3) (52.8) (27.1) (15.4) (399.2)(494.3)(285.9) (72.7)-(37.2)(94.8) (0.5)(36.2)(292.5) (108.5)(0.5)(99.1)(148.7)97.9 ----------

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Segment financial results (continued) Figures are in millions unless otherwise stated South African Rand For the six months ended 30 June 2016 United States Dollars2 For the six months ended 30 June 2016 1 The Platinum Division’s results for the six months ended 30 June 2016 include Aquarius for three months since acquisition. 2 The average exchange rate for the six and three months ended 30 June 2016 was R15.38/US$ and R14.97/US$, respectively. Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016 21 Group Total Gold Drie-Cor-fonteinKloofBeatrixCookeporate Total1 Platinum PlatinumCor-KroondalMileMimosaporate Revenue 956.1 856.3 99.7 (605.4) (550.1) (55.3) 911.4 813.6 97.8 (565.4) (512.0) (53.4) 309.0289.8190.3122.10.1 44.7 42.8 1.9 (40.0) (38.1) (1.9) 42.81.927.3(27.3) Underground Surface 263.6260.7181.8107.30.1 45.429.18.514.8-42.8-27.3(27.3) -1.9--Operating costs (179.9)(163.7)(118.9)(102.8)-(38.1)(1.9)(22.9)22.9 Underground Surface (158.1)(150.5)(112.4)(90.9)-(21.8) (13.2) (6.5)(11.9)-(38.1)-(22.9)22.9 -(1.9)--Operating profit 350.7 306.3 44.4 (126.5) 346.0 301.3 44.4 (122.9) 129.1126.171.419.30.1 4.7 4.7 - (3.6) 4.7-4.4(4.4) Underground Surface 105.5110.269.416.40.1 23.615.92.02.9-4.7-4.4(4.4) ----Amortisation and depreciation (32.1)(36.8)(25.4)(27.7)(0.9) (3.0)-(4.4)3.8 Net operating profit Investment income Finance expenses Share-based payments Exploration and feasibility costs Net other costs Non-recurring items Royalties Current tax Deferred tax 224.2 10.5 (25.0) (8.9) - (85.1) (59.7) (17.3) (32.1) (0.8) 223.1 9.4 (23.0) (8.9) - (73.0) (59.4) (17.1) (32.1) (1.1) 97.0 89.3 46.0 (8.4) (0.8) 2.4 2.1 1.1 1.1 2.7 (4.6) (4.6) (2.5) (2.6) (8.7) (0.7) (0.6) (0.4) - (7.2) -----(14.7)(11.8) (9.9) (0.3)(36.3) (0.3)1.9 0.2(53.3)(7.9) (6.6)(6.5)(3.4)(0.6) - (13.2)(13.5) (5.6) (0.1) 0.3 (0.9)(0.4) 0.6(0.5)0.1 1.1 1.1 (2.0) - - (12.1) (0.3) (0.2) - 0.3 1.7.-(0.6) 0.3--0.8 --(0.2)(1.8) ----- - - - (0.3) - (0.1) (11.7) (0.1) - - (0.2) --(1.8)1.6 ------0.20.1 Profit for the period Profit attributable to: Owners of Sibanye Non-controlling interests 5.8 21.7 (15.9) 17.9 33.8 (15.9) 58.455.926.1(64.7)(57.8) 58.455.926.1(48.8)(57.8) ---(15.9)-(12.1) (12.1) - 1.6-(1.9)(11.8) 1.6-(1.9)(11.8) ----Capital expenditure Total expenditure (114.5) (21.7) (74.3) (18.5) (110.1) (17.3) (74.3) (18.5) (30.4)(35.1)(18.8)(7.4)(18.4) (4.4) (4.4) - - (4.3)(0.1)(3.9)3.9 Sustaining capital Ore reserve development Growth projects (4.6)(5.6) (2.1) (1.4) (3.6) (24.7)(27.2)(16.7) (5.7)-(1.1)(2.3)-(0.3)(14.8) (4.3)(0.1)(3.9)3.9 --------Group Total Gold Drie-Cor-fonteinKloofBeatrixCookeporate Total1 Platinum PlatinumCor-KroondalMileMimosaporate Revenue 14,704.7 13,170.7 1,534.0 (9,311.8) (8,460.5) (851.3) 14,017.0 12,512.4 1,504.6 (8,696.3) (7,874.0) (822.3) 4,752.14,457.82,926.41,878.52.2 687.7 658.3 29.4 (615.5) (586.5) (29.0) 658.329.4419.6(419.6) Underground Surface 4,054.14,009.62,795.61,650.92.2 698.0448.2130.8227.6-658.3419.6(419.6) -29.4--Operating costs (2,767.4) (2,518.8) (1,828.1) (1,582.0)-(586.5)(29.0)(351.5)351.5 Underground Surface (2,431.7) (2,315.3) (1,728.7) (1,398.3)-(335.7)(203.5)(99.4)(183.7)-(586.5)-(351.5)351.5 -(29.0)--Operating profit 5,392.9 4,710.6 682.3 (1,945.4) 5,320.7 4,638.4 682.3 (1,889.5) 1,984.71,939.01,098.3296.52.2 72.2 71.8 0.4 (55.9) 71.80.468.1(68.1) Underground Surface 1,622.41,694.31,066.9252.62.2 362.3244.731.443.9-71.8-68.1(68.1) -0.4--Amortisation and depreciation (494.3)(565.5)(391.3)(425.7)(12.7) (45.9)(0.4)(67.9)58.3 Net operating profit Investment income Finance expenses Share-based payments Exploration and feasibility costs Net other costs Non-recurring items Royalties Current tax Deferred tax 3,447.5 161.8 (385.2) (137.4) (0.1) (1,309.1) (918.5) (265.5) (493.7) (11.7) 3,431.2 145.1 (353.7) (137.4) (0.1) (1123.3) (915.1) (262.7) (493.6) (15.9) 1,490.41,373.5707.0(129.2)(10.5) 36.2 31.7 17.3 16.6 43.3 (70.6) (70.5) (38.2) (40.0) (134.4) (10.9) (9.4) (6.7) - (110.4) --(0.1)--(225.4)(182.2)(151.7) (5.0)(559.0) (4.9) 29.8 2.4(820.4)(122.0) (102.0) (99.9) (52.3) (8.5)-(203.0)(208.3) (85.5) (0.8) 4.0 (13.1) (5.7) 9.1(7.6)1.4 16.3 16.7 (31.5) - - (185.8) (3.4) (2.8) (0.1) 4.2 25.9-0.2(9.8) 4.20.30.5 11.7 (0.7)-(3.5)(27.3) ----- - - - (4.6) (0.2) (1.6) (179.4) (1.0) - - (2.4) --(27.1)24.3 ---(0.1) -(0.3)2.52.0 Profit for the period Profit attributable to: Owners of Sibanye Non-controlling interests 88.1 333.0 (244.9) 274.5 519.3 (244.9) 896.7859.0401.3(994.9)(887.6) 896.7859.0401.3(750.0)(887.6) ---(244.9)-(186.4) (186.4) - 23.8(0.2)(29.0)(181.0) 23.8(0.2)(29.0)(181.0) ----Capital expenditure Total expenditure (1,761.4) (334.0) (1,142.3) (285.1) (1,693.3) (265.9) (1,142.3) (285.1) (468.2)(539.8)(289.2)(113.2)(282.9) (68.1) (68.1) - - (67.3)(0.8)(60.7)60.7 Sustaining capital Ore reserve development Growth projects (71.5) (85.9) (32.0)(21.8)(54.7) (379.8)(418.6)(257.0)(86.9)-(16.9)(35.3) (0.2)(4.5)(228.2) (67.3)(0.8)(60.7)60.7 --------

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Segment financial results (continued) Figures are in millions unless otherwise stated For the six months ended 31 December 2015 United States Dollars1 South African Rand 1 The average exchange rate for the six months ended 31 December 2015 was R13.61/US$. 22 Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016 Cor-Drie-porateCookeBeatrixKlooffontein Group Group Drie-Cor-fonteinKloofBeatrixCookeporate -122.4202.9269.0325.8 920.1 839.0 81.1 (622.1) (569.7) (52.4) Revenue 12,471.9 11,358.6 1,113.3 (8,500.9) (7,780.5) (720.4) 4,429.03,650.22,736.31,656.4--109.3194.4247.1288.2 -13.18.521.937.6 Underground Surface 3,917.83,349.12,618.71,473.0-511.2301.1117.6183.4--(117.4)(130.7)(181.5)(192.5) Operating costs (2,641.2) (2,479.9) (1,782.6) (1,597.2)--(105.3)(123.4)(169.9)(171.1) -(12.1)(7.3)(11.6)(21.4) Underground Surface (2,349.3) (2,321.0) (1,681.3) (1,428.9)-(291.9)(158.9)(101.3)(168.3)--5.072.287.5133.3 298.0 269.3 28.7 (149.9) Operating profit 3,971.0 3,578.1 392.9 (2,028.0) 1,787.81,170.3953.759.2--4.071.077.2117.1 -1.01.210.316.2 Underground Surface 1,568.51,028.1937.444.1-219.3142.216.315.1-(0.7)(29.0)(35.0)(39.8)(45.4) Amortisation and depreciation (617.5)(543.8)(464.6)(392.3)(9.8) (0.7)(24.0)37.247.787.9 2.90.9 1.5 2.13.0 (7.8)(0.5)(2.3)(6.0)(5.4) (28.8) (0.7)(2.8) (2.8) (3.2) (6.5) -(0.8)(0.9)(1.1) (0.1) -(0.1)(0.1)(0.5) (1.1)(1.1)(0.6)(0.1)(0.4) -(0.6)(5.0)(5.3) (8.8) (1.3)-(11.4)(7.3)(21.0) 1.64.51.71.51.7 148.1 10.4 (22.0) (38.3) (9.3) (0.8) (3.3) (19.7) (41.0) 11.0 Net operating profit Investment income Finance expenses Net other costs Share-based payments Exploration costs Non-recurring items Royalties Current tax Deferred tax 1,943.0 140.1 (298.9) (492.4) (129.4) (10.7) (54.8) (261.2) (535.0) 152.5 1,170.3626.5489.1(333.1)(9.8) 39.927.719.8 13.339.4 (73.8)(80.2)(31.6)(10.1)(103.2) (42.5)(37.2)(38.0)(10.1)(364.6) (16.0)(12.0)(11.3)-(90.1) (7.3)(0.6)(0.4)(0.1) (2.3) (4.3)(1.8)(6.8)(14.9)(27.0) (117.9) (69.7) (65.4) (8.2)-(278.3) (94.2)(145.7) - (16.8) 23.817.821.560.129.3 (41.8)(21.5)17.428.852.2 (41.8)(15.5)17.428.852.2 -(6.0)---35.1 41.1 (6.0) Profit for the period Profit attributable to: Owners of Sibanye Non-controlling interests 453.2 537.1 (83.9) 693.9376.3231.2(303.1)(545.1) 693.9376.3231.2(219.2)(545.1) -(83.9)---(11.4)(11.2)(21.8)(43.9)(43.1) (131.4) (26.8) (86.8) (17.8) Capital expenditure Total expenditure (1,787.9) (363.5) (1,186.8) (237.6) (579.1)(598.7)(300.7)(154.8)(154.6) (0.5)(2.7)(2.8)(8.3)(12.5) -(7.4)(19.0)(30.8)(29.6) (10.9)(1.1)-(4.8) (1.0) Sustaining capital Ore reserve development Growth projects (165.1)(114.4) (39.4) (38.0)(6.6) (400.1)(422.5)(261.3)(102.9)-(13.9)(61.8)-(13.9)(148.0)

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Segment operating and financial results Figures are in millions unless otherwise stated South African Rand For the year ended 31 Dec 2016 1 The Platinum Division’s results for the year ended 31 December 2016 include Aquarius for nine months since acquisition and the Rustenburg Operations for two months since acquisition. Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016 23 Group Total Gold Drie-Cor-fonteinKloofBeatrixCookeporate Total1 Platinum PlatinumRusten-Cor-KroondalMile Mimosaburgporate Operating results Ore milled000’t 20,181 8,084 12,097 2.33 5.21 0.41 47,034 42,078 4,956 46,905 41,960 4,945 586,319 377,034 472,585 19 862 1,941 140 5,9714,6764,3335,201 11,611 4,948 6,663 1.72 2.99 0.78 - - - 13,087 12,092 995 287,339 - - 373 832 33 2,7325,6691,0122,198 Underground Surface 2,0552,0092,8621,158 3,9162,6671,4714,043 2,732-1,0121,204 -5,669-994 Yieldg/t 2.703.252.321.09 2.483.570.652.69 Underground Surface 6.776.823.354.19 0.560.560.300.20 2.48-0.653.65 -3.57-1.53 Gold produced/PGM’sKg 16,13015,21010,0415,653 ----Underground Surface 13,92013,7049,6014,853 2,2101,506440800 --------Gold sold/PGM’skg 16,04615,17610,0415,642 5,5434252,8334,286 Underground Surface 13,83613,6709,6014,853 2,2101,506440789 5,543-2,8333,716 -425-570 Revenue R/kg Total cash cost R/kg All-in-cost R/kg All-in-cost margin % Operating cost R/t 585,884 585,853 585,997 595,923 355,416 340,762 381,625 527,916 424,872 435,609 453,232 595,959 282623(1) 9371,080866575 355,999 308,471 431,768 386,374 --------61916958720 Underground Surface 2,3742,3001,2462,268 18216212690 619-9581,209 -16-128 Revenue 31,240.7 28,026.5 3,214.2 (20,709.1) (18,800.6) (1,908.5) 27,501.3 24,608.4 2,892.9 (17,346.0) (15,655.1) (1,690.9) 9,401.18,890.95,883.93,362.2(36.8) 3,739.4 3,418.1 321.3 (3,363.1) (3,145.5) (217.6) 1,973.3131.11,223.21,656.0 (1,244.2) Underground Surface 8,105.38,012.65,626.92,900.4(36.8) 1,295.8878.3257.0461.8-1,973.3-1,223.21,465.8 (1,244.2) -131.1-190.2-Operating costs (5,566.6) (5,041.0) (3,753.4) (2,985.0)-(1,689.8)(90.8)(969.0) (1,582.5)969.0 Underground Surface (4,852.1) (4,609.4) (3,567.4) (2,626.2)-(714.5)(431.6)(186.0)(358.8)-(1,689.8)-(969.0) (1,455.7)969.0 -(90.8)-(126.8)-Operating profit 10,531.6 9,225.9 1,305.7 (4,041.9) 10,155.3 8,953.3 1,202.0 (3,814.7) 3,834.53,849.92,130.5377.2(36.8) 376.3 272.6 103.7 (227.2) 283.540.3254.273.5(275.2) Underground Surface 3,253.23,403.22,059.5274.2(36.8) 581.3446.771.0103.0-283.5-254.210.1(275.2) -40.3-63.4-Amortisation and depreciation (1,012.9) (1,190.7)(818.0)(770.8)(22.3) (136.2)(1.2)(223.7)(58.6)192.5 Net operating profit Investment income Finance expenses Share-based payments Exploration and feasibility costs Net other costs Non-recurring items Royalties Current tax Deferred tax 6,489.7 331.4 (903.1) (255.9) (4.1) (1,154.5) 557.3 (546.6) (1,111.8) (131.4) 6,340.6 289.6 (806.2) (255.9) (4.1) (1,025.2) (1,548.5) (528.0) (1,111.3) (164.5) 2,821.62,659.21,312.5(393.6)(59.1) 70.862.3 34.132.589.9 (143.1)(156.0)(77.6)(75.8) (353.7) (16.5)(13.7)(9.1) - (216.6) --(4.1)--(226.1) (187.9)(166.4)(115.0) (329.8) (20.8)15.7(12.6) (1,423.9) (106.9) (204.8) (194.3)(113.2) (15.7)-(472.3) (422.0)(223.0)(1.1)7.1 (64.3)(148.5) 19.4 35.3(6.4) 149.1 41.8 (96.9) - - (129.3) 2,105.8 (18.6) (0.5) 33.1 147.339.130.514.9(82.7) 12.0(9.0)0.5 (2,918.8)2,957.1 (1.4)-(11.2)(26.2) (58.1) ------ - ---(65.8)(0.6)187.7(92.2) (158.4) (1.3)--2,354.6(247.5) --(82.9)(8.3)72.6 --(22.8)-22.3 -(11.6)13.127.04.6 Profit for the period Profit attributable to: Owners of Sibanye Non-controlling interests 3,271.0 3,701.6 (430.6) 1,186.5 1,619.4 (432.9) 1,744.51,614.8760.0 (1,957.3) (975.5) 1,744.51,614.8760.0 (1,523.5) (976.4) ---(433.8)0.9 2,084.5 2,082.2 2.3 90.817.9114.9(649.0)2,509.9 90.815.6114.9(649.0)2,509.9 -2.3---Capital expenditure Total expenditure (4,151.2) (1,010.5) (2,394.4) (746.3) (3,824.2) (683.5) (2,394.4) (746.3) (1,051.6) (1,304.2)(628.4)(249.2) (590.8) (327.0) (327.0) - - (175.8)(1.3)(159.8)(148.7)158.6 Sustaining capital Ore reserve development Growth projects (218.5) (261.2) (84.8) (48.9)(70.1) (779.0) (912.9)(542.9)(159.6)-(54.1)(130.1) (0.7)(40.7) (520.7) (175.8)(1.3)(159.8)(148.7)158.6 ----------

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Segment financial results (continued) Figures are in millions unless otherwise stated United State Dollars2 For the year ended 31 Dec 2016 1 The Platinum Division’s results for the year ended 31 December 2016 include Aquarius for nine months since acquisition and the Rustenburg Operations for two months since acquisition. 2 The average exchange rate for the year ended 31 December 2016 was R14.68/US$. 24 Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016 Group Total Gold Drie-Cor-fonteinKloofBeatrixCookeporate Total1 Platinum PlatinumRusten-Cor-KroondalMile Mimosaburg porate Revenue 2,128.1 1,909.1 219.0 (1,410.7) (1,280.7) (130.0) 1,873.4 1,676.3 197.1 (1,181.6) (1,066.4) (115.2) 640.4605.6400.8229.1(2.5) 254.7 232.8 21.9 (229.1) (214.3) (14.8) 134.48.983.3112.9(84.8) Underground Surface 552.1545.8383.3197.6(2.5) 88.359.817.531.5-134.4-83.399.9(84.8) -8.9-13.0-Operating costs (379.2)(343.4)(255.7)(203.3)-(115.1)(6.2)(66.0)(107.8)66.0 Underground Surface (330.5)(314.0)(243.0)(178.9)-(48.7) (29.4) (12.7)(24.4)-(115.1)-(66.0)(99.2)66.0 -(6.2)-(8.6)-Operating profit 717.4 628.4 89.0 (275.3) 691.8 609.9 81.9 (259.8) 261.2262.2145.125.8(2.5) 25.6 18.5 7.1 (15.5) 19.32.717.35.1(18.8) Underground Surface 221.6231.8140.318.7(2.5) 39.630.44.87.1-19.3-17.30.7(18.8) -2.7-4.4-Amortisation and depreciation (69.0)(81.1)(55.7)(52.5)(1.5) (9.3)(0.1)(15.2)(4.0)13.1 Net operating profit Investment income Finance expenses Share-based payments Exploration and feasibility costs Net other costs Non-recurring items Royalties Current tax Deferred tax 442.1 22.6 (61.5) (17.4) (0.3) (78.6) 37.9 (37.2) (75.7) (9.0) 432.0 19.7 (54.9) (17.4) (0.3) (70.0) (105.5) (35.9) (75.6) (11.2) 192.2181.189.4(26.7)(4.0) 4.8 4.2 2.3 2.2 6.2 (9.7) (10.6) (5.3) (5.2) (24.1) (1.1) (0.9) (0.6) - (14.8) --(0.3)-- (15.4)(12.9)(11.3)(7.8)(22.6) (1.4) 1.1(0.9)(97.0)(7.3) (14.0)(13.2)(7.6)(1.1) - (32.2)(28.7)(15.2)(0.1)0.6 (4.4)(10.1) 1.3 2.4(0.4) 10.1 2.9 (6.6) - - (8.6) 143.4 (1.3) (0.1) 2.2 10.02.62.11.1(5.7) 0.8(0.6)-(198.8)201.5 (0.1)-(0.8) (1.8) (3.9) ------ - - - - (4.4) - 12.8 (6.3) (10.7) (0.1) - - 160.4 (16.9) --(5.6)(0.6)4.9 --(1.6)-1.5 -(0.8)0.91.80.3 Profit for the period Profit attributable to: Owners of Sibanye Non-controlling interests 222.9 252.2 (29.3) 80.9 110.4 (29.5) 118.8110.051.8(133.3)(66.4) 118.8110.051.8(103.7)(66.5) ---(29.6)0.1 142.0 141.8 0.2 6.21.27.8(44.2)171.0 6.21.07.8(44.2)171.0 -0.2---Capital expenditure Total expenditure (282.8) (68.9) (163.1) (50.8) (260.5) (46.6) (163.1) (50.8) (71.6)(88.9)(42.8)(17.0)(40.2) (22.3) (22.3) - - (12.0)(0.1)(10.9)(10.1)10.8 Sustaining capital Ore reserve development Growth projects (14.9)(17.8)(5.8) (3.3)(4.8) (53.0)(62.2)(37.0)(10.9)-(3.7)(8.9) -(2.8)(35.4) (12.0)(0.1)(10.9)(10.1)10.8 ----------

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Segment operating and financial results (continued) Figures are in millions unless otherwise stated For the year ended 31 December 2015 United States Dollars1 South African Rand 1 The average exchange rate for the year ended 31 December 2015 was R12.75/US$. Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016 25 Cor-Drie-porateCooke BeatrixKlooffontein Group Group Drie-Cor-fonteinKloofBeatrixCooke porate -5,7934,3193,9775,772 19,861 8,584 11,277 2.41 5.02 0.41 1,536.0 1,386.0 150.0 1,160 848 1,051 9 65 137 10 1,781.8 1,609.1 172.7 (1,284.8) (1,171.9) (112.9) Operating results 000’tOre milled000’t 19,861 8,584 11,277 2.41 5.02 0.41 47,775 43,109 4,666 475,508 347,613 430,746 9 825 1,741 128 22,717.4 20,515.0 2,202.4 (16,380.4) (14,940.8) (1,439.6) 5,7723,9774,3195,793--1,4702,7231,9792,412 -4,3231,5961,9983,360 Underground Surface 2,4121,9792,7231,470-3,3601,9981,5964,323--1.082.343.543.01 g/tYieldg/t 3.013.542.341.08--3.653.516.506.36 -0.210.340.610.60 Underground Surface 6.366.493.513.65-0.600.610.340.21--201.0324.9452.3557.8 Gold 000’ozproduced/soldkg 17,35014,06810,1056,252--172.3307.3413.1493.3 -28.717.639.264.5 Underground Surface 15,34512,8489,5575,359-2,0051,220548893--1,1611,1631,1601,158 -1,158831836756 -1,3299961,051914 -(14)14921 -40629471 $/ozGold priceR/kg $/ozTotal cash costR/kg $/ozAll-in-costR/kg %All-in-cost margin% $/tOperating costR/t 474,697475,647 476,546 475,768-309,764342,764 340,792 474,584-374,790430,751 408,422 544,658-21914(14)-9071,201785514--14092177152 -7101313 Underground Surface 1,9412,2511,1691,782-16516112983--233.3377.7524.8646.0 Financial results Revenue 8,236.06,691.4 4,815.5 2,974.5--201.0357.3479.5571.3 -32.320.445.374.7 Underground Surface 7,284.16,112.8 4,555.7 2,562.4-951.9578.6259.8412.1--(233.5) (266.0)(374.7)(410.6) Operating costs (5,234.2) (4,777.2) (3,391.0) (2,978.0)--(205.5)(249.8)(349.4)(367.2) -(28.0)(16.2)(25.3)(43.4) Underground Surface (4,681.2) (4,454.9) (3,184.5) (2,620.2)-(553.0)(322.3)(206.5)(357.8)--(0.2)111.7150.1235.4 497.0 437.2 59.8 (285.2) Operating profit 6,337.0 5,574.2 762.8 (3,636.6) 3,001.81,914.2 1,424.5(3.5)--(4.5)107.5130.1204.1 -4.34.220.031.3 Underground Surface 2,602.91,657.9 1,371.2(57.8)-398.9256.353.354.3-(1.6)(55.3)(58.0)(80.7)(89.6) Amortisation and depreciation (1,142.6) (1,029.3)(739.4)(704.6)(20.7) (1.6)(55.5)53.769.4145.8 6.3 2.1 2.5 4.0 5.3 (11.4)(4.8)(4.5)(11.8)(11.6) (27.8)(2.2)(3.6)(4.7) (5.0) (14.8)-(1.8)(2.2) (2.7) (0.4)(0.2)(0.1)(0.1)(1.1) (15.1)(2.5)(0.7) 0.6 (0.3) -(1.3)(7.0)(7.7)(15.4) (1.2)-(12.0)(7.6)(33.8) 9.79.61.40.14.2 211.8 20.2 (44.1) (43.3) (21.5) (1.9) (18.0) (31.4) (54.6) 25.0 Net operating profit Investment income Finance expenses Net other costs Share-based payments Exploration/feasibility costs Non-recurring items Royalties Current tax Deferred tax 2,700.4 257.0 (561.8) (551.5) (274.4) (23.6) (230.1) (400.6) (696.7) 319.5 1,859.2884.9685.1(708.1)(20.7) 67.550.631.327.180.5 (147.7)(150.1) (57.2) (61.3) (145.5) (64.0)(59.8)(46.4) (28.2) (353.1) (35.1)(27.6)(23.5)-(188.2) (13.9) (0.6) (0.9) (1.9)(6.3) (2.9) 7.2(8.4)(31.8) (194.2) (196.8) (98.4) (88.7) (16.7)-(430.8) (97.4)(153.4) -(15.1) 53.40.918.0122.0125.2 (56.3)(54.8)27.940.085.4 (56.3)(40.8)27.940.085.4 -(14.0)---42.2 56.2 (14.0) Profit for the period Profit attributable to: Owners of Sibanye Non-controlling interests 538.2 716.9 (178.7) 1,088.9509.7355.9(698.9) (717.4) 1,088.9509.7355.9(519.9) (717.7) ---(179.0)0.3 (22.5)(26.5)(46.7)(88.6)(78.0) (262.3) (52.5) (180.8) (29.0) Capital expenditure Total expenditure (3,344.8) (668.9) (2,304.9) (371.0) (994.2) (1,129.9)(596.5)(337.4) (286.8) (1.2)(7.3)(6.7)(17.7)(19.6) -(17.8)(40.0)(65.9)(57.1) (21.3)(1.4)-(5.0) (1.3) Sustaining capital Ore reserve development Growth projects (249.2)(225.6) (86.1) (92.9)(15.1) (727.0)(840.6)(510.4)(226.9)-(18.0)(63.7)-(17.6) (271.7)

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 GOLD DIVISION – UNIT COST BENCHMARKING METRICS Cost benchmarks for the six months ended 31 December 2016, compared with the six months ended 30 June 2016 and the six months ended 31 December 2015 Figures are in rand millions unless otherwise stated The average exchange rates for the six months ended 31 December 2016, 30 June 2016 and 31 December 2015 were R13.97/US$, R15.38/US$ and R13.61/US$, respectively. Figures may not add as they are rounded independently. Total cash costs are calculated in accordance with the Gold Institute Industry standard. 1 Operating costs – All gold mining related costs before amortisation/depreciation, tax, non-recurring items. 2 Total cash cost – Operating costs less off-mine costs, which include general and administration costs, as detailed in the table above All-in costs are calculated in accordance with the World Gold Council guidance 1 Operating cost – As published and includes all mining and processing costs, third party refining costs, permitting costs and corporate G&A charges. 3 Share-based payments are calculated based on the fair value at initial recognition fair value and does not include the fair valuing adjustment of the cash-settled share-based payment liability to the reporting date fair value. 4 Total All-in sustaining costs includes operating costs and costs detailed above, including sustaining capital expenditure, based on managed gold sales. 5 Total All-in costs includes sustaining and Group costs, excluding income tax, M&A activity, working capital, impairments, financing costs, one-time severance charges and items needed to normalise earnings. 26 Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016 Gold Division DriefonteinKloofBeatrixCookeCorporate Operating cost1Dec 2016 Jun 2016 Dec 2015 Less: General and adminDec 2016 Jun 2016 Dec 2015 Plus: RoyaltyDec 2016 Jun 2016 Dec 2015 8,649.7 8,696.3 8,500.9 (95.3) (94.0) (93.1) 265.3 262.7 261.2 2,799.2 2,522.2 1,925.3 1,403.0 - 2,767.4 2,518.8 1,828.1 1,582.0 - 2,641.2 2,479.9 1,782.6 1,597.2 - (34.3) (32.4) (18.0) (10.6) - (34.1) (31.5) (16.8) (11.6) - (28.3) (26.7) (18.4) (19.7) - 102.894.460.97.2-102.099.952.38.5-117.969.765.48.2-Total cash cost2Dec 2016 Jun 2016 Dec 2015 8,819.7 8,865.0 8,669.0 2,867.72,584.21,968.21,399.6-2,835.32,587.21,863.61,578.9-2,730.82,522.91,829.61,585.7-Plus: General and adminDec 2016 Jun 2016 Dec 2015 Community costsDec 2016 Jun 2016 Dec 2015 Share-based payments3Dec 2016 Jun 2016 Dec 2015 RehabilitationDec 2016 Jun 2016 Dec 2015 Ore reserve developmentDec 2016 Jun 2016 Dec 2015 Sustaining capitalDec 2016 expenditureJun 2016 Dec 2015 On-mine explorationDec 2016 Jun 2016 Dec 2015 Less: By-product creditDec 2016 Jun 2016 Dec 2015 95.3 94.0 93.1 60.8 19.7 23.8 12.3 27.0 129.4 58.8 82.0 74.6 1,252.1 1,142.3 1,186.8 402.2 211.2 356.9 - - 8.4 (15.0) (13.2) (12.0) 34.3 32.4 18.0 10.6 - 34.1 31.5 16.8 11.6 - 28.3 26.7 18.4 19.7 - 8.513.123.016.2-8.07.24.00.5-8.75.913.7(4.5)-5.64.32.4--10.9 9.4 6.7 - - 16.0 12.0 11.3 - 90.1 (18.4) 19.7 10.4 46.0 1.1 (10.6) 24.4 13.1 54.1 1.0 12.9 12.4 9.8 40.2 (0.7) 399.2494.3285.972.7-379.8418.6257.086.9-400.1422.5261.3102.9-147.0175.352.827.1-71.5 85.9 32.0 21.8 - 165.1114.439.438.0-----------7.3 0.6 0.4 0.1 - (5.0) (3.8) (4.1) (2.1) - (4.6) (3.0) (3.5) (2.1) - (4.4) (2.7) (3.4) (1.5) - Total All-in sustaining cost4Dec 2016 Jun 2016 Dec 2015 10,686.2 10,428.0 10,530.0 3,438.93,319.52,356.61,570.11.1 3,324.43,161.22,189.71,751.71.0 3,364.83,114.72,180.51,780.689.4 Plus: Corporate cost, growth and capital expenditureDec 2016 Jun 2016 Dec 2015 601.9 395.6 249.4 37.294.74.536.2429.3 16.935.30.34.5338.6 13.961.8-13.9159.8 Total All-in cost5Dec 2016 Jun 2016 Dec 2015 11,288.1 10,823.6 10,779.4 3,476.13,414.22,361.11,606.3430.4 3,341.33,196.52,190.01,756.2339.6 3,378.73,176.52,180.51,794.5249.2 Gold soldkgDec 2016 Jun 2016 Dec 2015 000’ozsDec 2016 Jun 2016 Dec 2015 23,676 23,229 25,571 761.3 746.8 822.1 8,1737,7885,1972,518-7,8737,3884,8443,124-9,0937,4715,6043,403-262.8250.4167.181.0-253.1237.5155.7100.4-292.3240.2180.2109.4-Total cash costR/kgDec 2016 Jun 2016 Dec 2015 US$/ozDec 2016 Jun 2016 Dec 2015 372,504 381,635 339,017 829 772 775 350,875331,818378,718555,838-360,130350,189384,723505,410-300,319337,692326,481465,971-7817398431,238-7287087781,022-6867727461,065-All-in sustaining costR/kgDec 2016 Jun 2016 Dec 2015 US$/ozDec 2016 Jun 2016 Dec 2015 451,352 448,922 411,795 1,005 908 941 420,763426,233453,454623,550-422,253427,883452,044560,723-370,043416,905389,097523,244-9379491,0101,388-8548659141,134-8469538891,196-All-in costR/kgDec 2016 Jun 2016 Dec 2015 US$/ozDec 2016 Jun 2016 Dec 2015 476,774 465,952 421,548 1,062 942 963 425,315438,392454,320637,927-424,400432,661452,106562,164-371,572425,177389,097527,329-9479761,0121,420-8588759141,137-8499728891,205-

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Cost benchmarks for the year ended 31 December 2016 compared with the year ended 31 December 2015 Figures are in rand millions unless otherwise stated The average exchange rates for the year ended 31 December 2016 and 31 December 2015 were R14.68/US$, and R12.75/US$, respectively. Figures may not add as they are rounded independently. Total cash costs are calculated in accordance with the Gold Institute Industry standard. 1 Operating costs – All gold mining-related costs before amortisation/depreciation, tax, non-recurring items. 2 Total cash cost – Operating costs less off-mine costs, which include general and administration costs, as detailed in the table above All-in costs are calculated in accordance with the World Gold Council guidance 1 Operating cost – As published and includes all mining and processing costs, third party refining costs, permitting costs and corporate G&A charges. 3 Share-based payments are calculated based on the fair value at initial recognition fair value and does not include the fair valuing adjustment of the cash-settled share-based payment liability to the reporting date fair value. 4 Total All-in sustaining costs includes operating costs and costs detailed above, including sustaining capital expenditure, based on managed gold sales. 5 Total All-in costs includes sustaining and Group costs, excluding income tax, M&A activity, working capital, impairments, financing costs, one-time severance charges and items needed to normalise earnings. Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016 27 Gold Division DriefonteinKloofBeatrixCookeCorporate Operating cost1Dec 2016 Dec 2015 Less: General and adminDec 2016 Dec 2015 Plus: RoyaltyDec 2016 Dec 2015 17,346.0 16,380.4 (189.3) (173.8) 528.1 400.6 5,566.6 5,041.0 3,753.4 2,985.0 - 5,234.2 4,777.2 3,391.0 2,978.0 - (68.4) (63.9) (34.8) (22.2) - (56.6) (53.6) (36.0) (27.6) - 204.8194.3113.315.7-196.898.488.716.7-Total cash cost2Dec 2016 Dec 2015 17,684.8 16,607.2 5,703.05,171.43,831.92,978.5-5,374.44,822.03,443.72,967.1-Plus: General and adminDec 2016 Dec 2015 Community costsDec 2016 Dec 2015 Share-based payments3Dec 2016 Dec 2015 RehabilitationDec 2016 Dec 2015 Ore reserve developmentDec 2016 Dec 2015 Sustaining capital expenditureDec 2016 Dec 2015 On-mine explorationDec 2016 Dec 2015 Less: By-product creditDec 2016 Dec 2015 189.3 173.8 80.4 40.7 39.3 274.4 141.0 138.3 2,394.4 2,304.9 613.4 653.8 - 17.3 (28.2) (26.8) 68.4 63.9 34.8 22.2 - 56.6 53.6 36.0 27.6 - 16.5 20.3 27.0 16.6 - 13.9 8.9 15.0 2.9 - 16.5 13.7 9.1 - - 35.1 27.6 23.5 - 188.2 (28.9)44.123.2100.12.5 23.1 22.9 17.3 75.0 - 779.0 912.9 542.9 159.6 - 727.0 840.6 510.4 226.9 - 218.5 261.2 84.8 48.9 - 249.2 225.6 86.1 92.9 - -----13.9 0.6 0.9 1.9 - (9.6) (6.8) (7.6) (4.2) - (8.6) (5.7) (5.8) (6.7) - Total All-in sustaining cost4Dec 2016 Dec 2015 Plus: Group exploration growth and other capital explorationDec 2016 Dec 2015 21,114.4 20,183.6 1,052.2 395.3 6,763.46,480.74,546.13,321.72.5 6,484.65,996.14,127.13,387.6188.2 54.1130.14.840.7822.5 18.063.7-17.6296.0 Total All-in cost5Dec 2016 Dec 2015 22,166.6 20,578.9 6,817.56,610.84,550.93,362.4827.0 6,502.66,059.84,127.13,405.2484.2 Gold soldKgDec 2016 Dec 2015 000’ozsDec 2016 Dec 2015 46,905 47,775 1,508 1,536.0 16,04615,17610,0415,642-17,35014,06810,1056,252-515.9487.9322.8181.4-557.8452.3324.9201.0-Total cash costR/kgDec 2016 Dec 2015 US$/ozDec 2016 Dec 2015 377,034 347,613 799 848 355,416340,762381,625527,916-309,764342,764340,792474,584-7537228091,119-7568368311,158-All-in sustaining costR/kgDec 2016 Dec 2015 US$/ozDec 2016 Dec 2015 450,152 422,472 954 1,031 421,501427,036452,754588,745-373,752426,223408,422541,843-8939059601,248-9121,0409961,322-All-in costR/kgDec 2016 Dec 2015 US$/ozDec 2016 Dec 2015 472,585 430,746 1,002 1,051 424,872435,609453,232595,959-374,790430,751408,422544,658-9019239611,263-9141,0519961,329-

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 GOLD DIVISION – QUARTERLY SALIENT FEATURES Salient features and cost benchmarks for the quarters ended 31 December 2016 and 30 September 2016 Under-ground Under-ground Under-ground Under-ground Under-ground Total Surface Surface Surface Surface Surface The average exchange rates for the quarters ended 31 December 2016 and 30 September 2016 were R13.88/US$ and R14.06/US$, respectively. Figures may not add as they are rounded independently. 1 Corporate and project expenditure for the quarters ended 31 December 2016 and 30 September 2016 amounted to R168.4 million (US$12.1 million) and R139.5 million (US$10.0 million), respectively. 28 Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016 Tonnes milled/treated000’t Dec 2016 Sept 2016 4,9361,9522,984 5,2382,0663,172 516919517789701361218915 5061,0985556877433592621,028 Yieldg/t Dec 2016 Sept 2016 2,415.480.40 2.275.150.39 7.250.546.660.513.620.304.500.22 6.850.506.520.533.280.324.300.22 Gold producedkg Dec 2016 Sept 2016 000’oz Dec 2016 Sept 2016 11,90810,7031,205 11,89710,6491,248 382.9344.338.8 382.5342.440.1 3,7404993,4453992,537107981200 3,4685503,6173612,4381151,126222 120.316.0110.812.881.53.531.56.5 111.517.7116.311.678.43.736.27.1 Gold price receivedR/kg Dec 2016 Sept 2016 US$/oz Dec 2016 Sept 2016 541,082 597,705 1,212 1,322 540,842539,790540,998570,000 597,760597,386598,198606,009 1,2121,2091,2121,277 1,3231,3221,3241,341 Operating costR/t Dec 2016 Sept 2016 8331,893140 8741,996144 2,3121892,0901471,3241092,26596 2,4791872,2071641,2261312,80289 Total cash costR/kg Dec 2016 Sept 2016 US$/oz Dec 2016 Sept 2016 346,439 398,319 776 881 324,260310,630368,684491,538 378,372352,086389,111611,573 7266968261,101 8377798611,353 Operating margin% Dec 2016 Sept 2016 363636 363540 4135424632311318 393843483834(10)35 All-in sustaining costR/kg Dec 2016 Sept 2016 US$/oz Dec 2016 Sept 2016 427,091 479,785 957 1,062 393,333409,843445,045562,308 449,154441,956462,162676,632 8819189971,260 9949781,0231,497 All-in costR/kg Dec 2016 Sept 2016 US$/oz Dec 2016 Sept 2016 455,370 497,794 1,020 1,102 397,882423,491446,710577,692 453,708452,690462,201690,134 8919491,0011,294 1,0041,0021,0231,527 All-in cost margin% Dec 2016 Sept 2016 16 17 262217(6) 242423(16) Ore reserve developmentR’mil Dec 2016 Sept 2016 Sustaining capitalDec 2016 Sept 2016 Corporate and projectDec 2016 expenditure1Sept 2016 Total capital expenditureR’mil Dec 2016 Sept 2016 591,1 661.1 258.1 144.1 257.7 79.3 1,106.9 1,024.0 184.9231.6140.434.2 214.4262.8145.538.4 93.4115.535.613.6 53.759.817.213.4 18.852.00.418.1 18.342.70.118.2 297.1399.1176.465.9 286.4365.3162.870.0 Total capital expenditureUS$’mil Dec 2016 Sept 2016 79.7 71.7 21.428.812.74.7 20.125.211.54.9 Gold Division DriefonteinKloofBeatrixCooke

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 PLATINUM DIVISION – QUARTERLY SALIENT FEATURES Platinum Division – Salient features and cost benchmarks for the quarters ended 31 December 2016 and 30 September 2016 Under-ground Under-ground Total Surface Attributable Attributable Surface Surface Figures may not add as they are rounded independently. 1 Platinum Division includes the attributable operations of Kroondal (50%), Mimosa (50%), Platinum Mile surface operation and Rustenburg since acquisition on 1 November 2016. 2 Production per product Quarter ended Dec 2016 Sep 2016 Platinum Palladium Rhodium 134,836 73,437 19,457 52,480 31,697 8,129 Gold 5,469 2,485 PGM4E production (4Eoz) Ruthenium 233,199 30,804 94,791 12,368 Iridium 7,047 3,038 Total 271,050 110,197 3 Operating costs are all mining related costs before amortisation and depreciation, royalties, taxation and non-recurring items. Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016 29 Tonnes milled/treated000’t Dec 2016 Sep 2016 5,8082,4483,360 3,1121,2421,870 9043402,3661,204994 8973451,870--Plant head gradeg/t Dec 2016 Sep 2016 1.883.200.92 1.492.790.63 2.443.610.673.651.53 2.513.530.63--Plant recoveries% Dec 2016 Sep 2016 66.3782.9324.66 63.6080.7512.77 82.2978.2812.3884.5437.42 81.9778.5012.77--PGM 4E production24Eoz Dec 2016 Sep 2016 233,199208,58624,613 94,79189,9904,801 58,25230,8636,297119,47118,316 59,26830,7224,801--Average PGM 4E basket priceR/4Eoz Dec 2016 Sep 2016 US$/4Eoz Dec 2016 Sep 2016 11,90011,87212,133 12,72612,71113,015 857855874 901899925 11,68812,22811,75411,87012,263 12,94912,25213,015--842881847855883 914871925--Operating costR/t Dec 2016 Sep 2016 US$/t Dec 2016 Sep 2016 42494545 29070316 31683 21501 604917111,209128 62590716--44661879 44641--Operating margin% Dec 2016 Sep 2016 8536 252439 71947133 232639--Operating cost3R/4Eoz Dec 2016 Sep 2016 US$/4Eoz Dec 2016 Sep 2016 10,57111,0906,176 9,5329,7016,361 762799445 678690452 9,36810,1034,00212,1856,923 9,45310,1796,361--675728288878499 672724452--Total capital expenditureRm Dec 2016 Sep 2016 US$ mil Dec 2016 Sep 2016 269.3269.10.2 87.587.20.3 19.319.3-6.26.2-67.053.40.2148.7-41.545.70.3--4.83.8-10.7-2.93.3---Platinum Division – attributable1 KroondalMimosaPlat MileRustenburg

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 DEVELOPMENT RESULTS Development values represent the actual results of sampling and no allowance has been made for any adjustments which may be necessary when estimating ore reserves. All figures below exclude shaft sinking metres, which are reported separately where appropriate. Quarter ended 31 December 2016 Quarter ended 30 September 2016 Year ended 31 December 2016 Driefontein Quarter ended 31 December 2016 Quarter ended 30 September 2016 Year ended 31 December 2016 Kloof Quarter ended 31 December 2016 Quarter ended 30 September 2016 Year ended 31 December 2016 Beatrix Quarter ended 31 December 2016 Quarter ended 30 September 2016 Year ended 31 December 2016 Cooke ReefsMassives Reefs Quarter ended 31 December 2016 Period ended 31 December 2016 Kroondal1 1 Development data since acquisition on 12 April 2016. Period ended 31 December 2016 Rustenburg2 2 Development data since acquisition on 1 November 2016. 30 Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016 Reef BathopeleThembelaniKhuselekaSiphumelele Advanced(m) Advanced waste(m) Advanced on reef(m) Channel width(cm) Height (SW)(cm) Average value (g/t) (cmg/t) 1901,3871,2541,291 -9421,018986 190445236305 73---219119117122 2.614.064.145.55 570483485677 Reef KopanengSimunye BambananiKweziK6 KopanengSimunye BambananiKweziK6 Advanced(m) Advanced on reef(m) Channel width(cm) Height(cm) Average value (g/t) (cmg/t) 7015521,160767974 300477294694971 10218345104193 260244224240254 1.262.160.812.452.46 326528182587627 1,9251,5403,1332,0942,529 1,4091,4171,7771,5872,492 1591897185178 250235224231241 1.752.21.572.032.65 439517352470640 Reef VCR ElsburgsElsburg Kimberley Reefs MassivesReefs VCR ElsburgsElsburg Kimberley Reefs MassivesReefs VCR ElsburgsElsburg Kimberley Advanced(m) Advanced on reef(m) Channel width(cm) Average value (g/t) (cmg/t) 203831-184 45142-27 7388-119 5.410.6-4.7 392933-559 2681,124-226 129434-71 248232-213 3.83.5-2.9 954816-628 1,1555,002173785 5341,758125201 241243352223 3.04.04.73.6 7259821,654807 Reef BeatrixKalkoenkrans BeatrixKalkoenkrans BeatrixKalkoenkrans Advanced (m) Advanced on reef (m) Channel width (cm) Average value(g/t) (cmg/t) 4,613723 1,289138 145102 5.913.3 8611,361 4,503756 1,35485 128118 7.716.9 9921,998 17,9863,294 5,168675 129130 7.213.5 9321,522 Reef KloofMainLibanonVCR KloofMain LibanonVCR KloofMainLibanonVCR Advanced(m) Advanced on reef(m) Channel width(cm) Average value (g/t) (cmg/t) 6817681702,425 20669-454 11548-102 11.618.9-25.4 1,331907-2,584 6177822262,330 292116-476 14250-110 5.613.8-22.9 794696-2,514 2,8243,0646969,583 992422321,949 15682117111 7.88.711.022.8 1,2207141,2862,526 Reef Carbon leaderMainVCR Carbon leaderMainVCR Carbon leaderMainVCR Advanced(m) Advanced on reef(m) Channel width(cm) Average value (g/t) (cmg/t) 1,512974845 237378131 3650116 33.811.627.2 1,2185783,141 1,237963771 130214109 784196 13.716.341.5 1,0676693,980 6,1113,4803,866 8741040482 566096 21.69.536.4 1,2035673,511

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 FORWARD LOOKING STATEMENTS This document includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “target”, “will”, “would”, “expect”, “anticipate”, “plans”, “potential”, “can”, “may” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements, including, among others, those relating to Sibanye’s future business prospects, revenues and income, expected timings of the Stillwater transaction (the “Transaction”) (including completion), potential Transaction benefits (including statements regarding growth and cost savings) or information related to the Blitz Project, wherever they may occur in this document and the exhibits to this document, are necessarily estimates reflecting the best judgment of the senior management and directors of Sibanye, and involve a number of known and unknown risks and uncertainties that could cause actual results, performance or achievements of the Group 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 document. Important factors that could cause the actual results to differ materially from estimates or projections contained in the forward-looking statements include, without limitation, economic, business, political and social conditions in South Africa, Zimbabwe and elsewhere; changes in assumptions underlying Sibanye’s estimation of its current Mineral Reserves and Resources; the ability to achieve anticipated efficiencies and other cost savings in connection with past and future acquisitions, as well as at existing operations; the ability of Sibanye to successfully integrate acquired businesses and operations (whether in the gold mining business or otherwise) into its existing businesses; Sibanye’s or Stillwater’s ability to complete the proposed Transaction; the inability to complete the proposed Transaction due to failure to obtain approval of the shareholders of Sibanye or Stillwater or other conditions in the merger agreement; Sibanye’s ability to achieve anticipated efficiencies and other cost savings in connection with the Transaction; the success of Sibanye’s business strategy and changes thereto, exploration and development activities; the ability of Sibanye to comply with requirements that it operate in a sustainable manner; changes in the market price of gold, platinum group metals (PGMs) and/or uranium; the occurrence of hazards associated with underground and surface gold, PGMs and uranium mining; the occurrence of labour disruptions and industrial action; the availability, terms and deployment of capital or credit; changes in relevant government regulations, particularly environmental tax health and safety regulations and new legislation affecting water, mining, mineral rights and business ownership, including any interpretations thereof which may be subject to dispute; the outcome and consequence of any potential or pending litigation or regulatory proceedings or other environmental, health and safety issues; power disruptions, constraints and cost increases; supply chain shortages and increases in the price of production inputs; fluctuations in exchange rates, currency devaluations, inflation and other macro-economic monetary policies; the occurrence of temporary stoppages of mines for safety incidents and unplanned maintenance; Sibanye’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’s information technology and communications systems; the adequacy of Sibanye’s insurance coverage; any social unrest, sickness or natural or man-made disaster at informal settlements in the vicinity of some of Sibanye’s operations; and the impact of HIV, tuberculosis and other contagious diseases. Further details of potential risks and uncertainties affecting Sibanye are described in Sibanye’s filings with the JSE and the SEC, including in Sibanye’s Annual Report on Form 20-F, for the fiscal year ended 31 December 2015 and the Integrated Annual Report 2015. These forward-looking statements speak only as of the date of this document. The Group undertakes no obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this document or to reflect the occurrence of unanticipated events. ADDITIONAL INFORMATION AND WHERE TO FIND IT This document does not constitute the solicitation of any vote, proxy or approval. In connection with the proposed Transaction, Sibanye intends to post to its shareholders a JSE Limited (“JSE”) Category 1 circular subject to the approval of the circular by the JSE and Stillwater has filed with the Securities and Exchange Commission (the “SEC”) relevant materials, including a proxy statement. The JSE Category 1 circular and other relevant documents will be sent or otherwise disseminated to Sibanye’s shareholders and will contain important information about the proposed Transaction and related matters. SHAREHOLDERS OF SIBANYE ARE ADVISED TO READ THE JSE CATEGORY 1 CIRCULAR AND OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. The proxy statement and other relevant documents will be sent or otherwise disseminated to Stillwater’s shareholders and will contain important information about the proposed Transaction and related matters. SHAREHOLDERS OF STILLWATER ARE ADVISED TO READ THE PROXY STATEMENT THAT HAS BEEN FILED AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. When available, Sibanye shareholders may obtain free copies of the JSE Category 1 circular by going to Sibanye’s website at www.sibanye.co.za. The proxy statement and other relevant documents may also be obtained, free of charge, on the SEC's website (http://www.sec.gov). Stillwater shareholders may obtain free copies of the proxy statement from Stillwater by going to Stillwater’s website at www.stillwatermining.com. PARTICIPANTS IN THE SOLICITATION Sibanye, Stillwater and their respective directors and officers may be deemed participants in the solicitation of proxies of Sibanye’s and Stillwater’s respective shareholders in connection with the proposed Transaction. Sibanye’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Sibanye in Sibanye’s Annual Report on Form 20-F, for the fiscal year ended 31 December 2015, which was filed with the SEC on 21 March 2016. Stillwater’s shareholders and other interested persons may obtain, without charge, more detailed information regarding the directors and officers of Stillwater in Stillwater’s Annual Report on Form 10-K for the fiscal year ended 31 December 2015, which was filed with the SEC on 22 February 2016. Additional information regarding the interests of participants in the solicitation of proxies in connection with the proposed Transaction is included in the proxy statement that Stillwater has filed with the SEC. NO OFFER OR SOLICITATION This document is for informational purposes only and does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction. Any securities referred to herein that are being offered outside of the United States have not been, and will not be, registered under the U.S. Securities Act of 1933 and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements. The public offering of securities currently intended by the issuer to be made in the United States will be made by means of a prospectus that may be obtained from the issuer and that will contain detailed information about the company, its management and financial statements. Sibanye Operating and Financial Results | Six months and financial year ended 31 December 2016 31

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 ADMINISTRATION AND CORPORATE INFORMATION Sibanye Gold Limited Incorporated in the Republic of South Africa Registration number 2002/031431/06 Share code: SGL Issuer code: SGL ISIN: ZAE E000173951 Corporate Secretary Cain Farrel Tel: +27 10 001 1122 Fax: +27 11 278 9863 E-mail: cain.farrel@sibanyegold.co.za 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, 2196, South Africa) 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 Directors Sello Moloko1 (Chairman) Neal Froneman (CEO) Charl Keyter (CFO) Chris Chadwick2 Robert Chan2 Timothy Cumming1 Barry Davison1 Rick Menell1 Nkosemntu Nika1 Keith Rayner1 Susan van der Merwe1 Jerry Vilakazi1 Jiyu Yuan2 1 Independent non-executive 2 Non-independent non-executive Listings JSE: SGL NYSE: SBGL Office of the United Kingdom Secretaries London St James’s Corporate Services Limited Suite 31, Second Floor 107 Cheapside London EC2V 6DN United Kingdom Tel: +44 20 7796 8644 Fax: +44 20 7796 8645 Website www.sibanyegold.co.za Transfer Secretaries United Kingdom Capita Asset Services The Registry 34 Beckenham Road Beckenham Kent BR3 4TU England Tel: 0871 664 0300 [calls cost 10p a minute plus network extras, lines are open 8.30am – 5pm Mon-Fri] or +44 20 8639 3399 (from overseas) Fax: +44 20 8658 3430 e-mail: ssd@capitaregistrars.com Registered Office Libanon Business Park 1 Hospital Street, (Off Cedar Ave), Libanon, Westonaria, 1780 South Africa (Private Bag X5, Westonaria, 1780, South Africa) Tel: +27 11 278 9600 Fax: +27 11 278 9863 American Depository Receipts Transfer Agent BNY Mellon Shareowner Services PO Box 358516 Pittsburgh PA15252-8516 US toll-free: +1 888 269 2377 Tel: +1 201 680 6825 e-mail: shrrelations@bnymellon.com Investor Enquiries James Wellsted Senior Vice President: Investor Relations Sibanye Gold Limited Tel: +27 83 453 4014 +27 11 278 9656 E-mail: james.wellsted@sibanyegold.co.za Auditors KPMG Inc. KPMG Crescent 85 Empire Road Parktown 2193 Johannesburg South Africa Tel: +27 11 647 7111 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

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Sibanye Gold Limited

Incorporated in the Republic of South Africa

Registration number 2002/031431/06

Share code: SGL

ISIN - ZAE000173951

Issuer code: SGL

(“Sibanye” and/or the “Group”)

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO AUSTRALIA, JAPAN OR ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF APPLICABLE LAW OR REGULATION

 

FINAL TERMS OF A FULLY UNDERWRITTEN RENOUNCEABLE RIGHTS OFFER OF APPROXIMATELY U.S.$1.0 BILLION (THE “RIGHTS OFFER”)

 

1.               INTRODUCTION

 

Westonaria, 18 May 2017: Sibanye shareholders are referred to the announcement by Sibanye, released on the stock exchange news service (“SENS”) on Thursday, 11 May 2017 and published in the South African press on Friday, 12 May 2017(the “Declaration Announcement”), which included the declaration information relating to the proposed renounceable rights offer by the Company of approximately U.S.$1 billion (the “Rights Offer”).

 

The Group is pleased to announce that its board of directors (the “Board”) has finalised the terms of the Rights Offer, the salient terms of which are set out below.

 

2.               SALIENT TERMS OF THE RIGHTS OFFER

 

Terms used but not defined herein shall have the meanings ascribed to such terms in the Rights Offer Circular (as defined below).

 

Rights Offer

 

Sibanye offers to qualifying shareholders

 

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registered in the Sibanye share register on Friday, 26 May 2017 (the “Record Date”), and their qualifying renouncees, a total of 1,195,787,294 shares in the issued share capital of Sibanye (the “Rights Offer Shares”) for subscription, upon the terms and conditions set out in a circular to shareholders (the “Rights Offer Circular”) dated 18 May 2017, relating to the Rights Offer and in the Form of Instruction attached to the Rights Offer Circular, by way of renounceable Share Rights on the basis of 9 Rights Offer Shares for every 7 existing Sibanye shares held by qualifying shareholders at the close of trade on the Record Date for the Rights Offer (“Existing Shares”). The Rights Offer is fully underwritten, subject to customary terms and conditions.

 

Only whole numbers of Rights Offer Shares will be issued and qualifying shareholders will be entitled to subscribe for rounded numbers of Rights Offer Shares. Fractional entitlements of 0.5 or greater will be rounded up and of less than 0.5 will be rounded down.

 

 

 

Rights Offer Shares Exercise Period

 

The Rights Offer will open at 09:00 (CAT) on Monday, 29 May 2017, and will close at 12:00 (CAT) on Friday, 9 June 2017.

 

 

 

Rights Offer Subscription Price

 

R11.28 per Rights Offer Share (equivalent to U.S.$0.86 on May 17, 2017 using an exchange rate of R13.15 per U.S. dollar

 

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(as published by Bloomberg at approximately 15:00(CAT) on that date)). The aforementioned Rights Offer Subscription Price represents a discount of (i) 40% to the theoretical ex-rights price of Existing Shares on Wednesday, 17 May 2017; (ii) 60% to the closing price of Existing Shares on Wednesday, 17 May 2017; and (iii) approximately 62% to the prevailing 30-day VWAP of the Existing Shares as at the Last Practicable Date.

 

 

 

Unexercised Share Rights

 

If payment is not received on or before 12:00 (CAT) on Friday, 9 June 2017, the day of the closing of the Rights Offer, the qualifying shareholder or renouncee concerned will be deemed to have declined the offer to acquire Rights Offer Shares pursuant to the Rights Offer and the Rights Offer entitlement of such shareholder or renouncee will lapse. See the Rights Offer Circular for further details.

 

 

 

Excess Applications

 

All Rights Offer Shares not taken up pursuant to the terms of the Rights Offer will be available for allocation to qualifying shareholders who wish to apply for a greater number of Rights Offer Shares than those offered to them in terms of the Rights Offer.
Excess Rights Offer Shares (if any) will be allocated in accordance with the allocation principles set out in in the Rights Offer Circular.

 

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ISIN

 

Share Rights: ZAE000243572

 

Share Rights Code: SGLN

 

 

 

Shareholder helpline

 

+27 (0) 861 100 634

 

An announcement will be released on SENS on or about Monday, 12 June 2017 and published in the South African media on Tuesday, 13 June 2017 stating the results of the Rights Offer and the basis of allocation of any additional Rights Offer Shares for which application is made.

 

Sibanye has filed a registration statement and a prospectus supplement with the U.S. Securities and Exchange Commission (the “SEC”) regarding the Rights Offer. U.S. shareholders and American Depositary Share (“ADS”) holders should read these documents and other documents Sibanye will file and has filed with the SEC which may be accessed by visiting EDGAR on the SEC web site at http://www.sec.gov or on Sibanye’s website at https://www.sibanyegold.co.za/investors/transactions/stillwater-acquisition/rights-offer.

 

3.               UNDERWRITING

 

The Group has entered into an underwriting agreement with Citigroup Global Markets Limited, HSBC Bank plc, J.P. Morgan Securities plc, Morgan Stanley & Co. International plc and Rand Merchant Bank (a division of FirstRand Bank Limited) (together, the “Underwriters”), pursuant to which the Underwriters have severally agreed, subject to customary terms and conditions, to underwrite any Rights Offer Shares not subscribed for pursuant to the Rights Offer. (including pursuant to excess applications).

 

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4.               EXPRESSIONS OF INTENT

 

Gold One, which holds approximately 19.9% of Sibanye’s shares, has expressed in writing to Sibanye its intention to exercise the Share Rights allocated to it under the terms of the Rights Offer.

 

5.               FULFILMENT OF CONDITIONS PRECEDENT

 

The conditions precedent to the Rights Offer, as specified in the Declaration Announcement, have all been fulfilled. Accordingly, t he Rights Offer is unconditional and may now be implemented.

 

6.               SALIENT DATES AND TIMES OF THE RIGHTS OFFER

 

Shareholders are advised that there have been no changes to the salient dates and times of the Rights Offer as set out in the Declaration Announcement.

 

No transfers of Sibanye shares will be permitted between the London and Johannesburg registers from Friday, 19 May 2017 until Friday, 26 May 2017, both days inclusive. The ADS depositary will close Sibanye’s ADS programme for issuances and cancellations between 24 May 2017 and 30 May 2017.

 

7.               DOCUMENTATION

 

The Rights Offer Circular providing full details of the Rights Offer will be available on Sibanye’s website later today at https://www.sibanyegold.co.za/investors/transactions/stillwater-acquisition/rights-offer and will be posted, together with a form of instruction where applicable, to qualifying shareholders located outside of the Australia and Japan, or any other jurisdiction where such distribution would be unlawful, on Tuesday, 23 May 2017.

 

Copies of the Rights Offer Circular can be obtained during normal business hours from the opening of the Rights Offer to the closing of the Rights Offer at the registered office of Sibanye: 1 Hospital

 

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Street, Libanon, Westonaria 1780 ; at the offices of the Transaction Sponsor: J.P. Morgan Equities South Africa (Pty) Ltd, 1 Fricker Road, Illovo, 2196; and at the offices of the Transfer Secretaries: Computershare Investor Services Proprietary Limited, Rosebank Towers, 15 Biermann Avenue, Rosebank, Johannesburg, 2196.

 

Ends.

 

Investor relations contact:

 

James Wellsted

SVP Investor Relations

Sibanye Gold Limited

+27 83 453 4014

james.wellsted@sibanyegold.co.za

 

Sponsor: J.P. Morgan Equities South Africa Proprietary Limited

 

Joint Global Co-ordinators, Joint Bookrunners and Underwriters:

Citigroup Global Markets Limited (“Citi”)

HSBC Bank plc (“HSBC”)

J.P. Morgan Securities plc (“J.P. Morgan”)

Morgan Stanley & Co. International plc (“Morgan Stanley”)

Rand Merchant Bank (a division of FirstRand Bank Limited) (“RMB”)

 

Legal advisers to Sibanye:

Linklaters LLP

ENSAfrica

 

Legal advisers to the Joint Global Co-ordinators:

Shearman & Sterling (London) LLP

Bowman Gilfillan Inc.

 

NOTICE TO RECIPIENTS

 

This announcement is not for distribution, directly or indirectly, in or into Australia or Japan or any jurisdiction

 

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where to do so would constitute a violation of applicable law or regulation.

 

This announcement includes “forward-looking statements” within the meaning of the “safe harbour” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “target”, “will”, “forecast”, “expect”, “potential”, “intend”, “estimate”, “anticipate”, “can” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. In this announcement, for example, statements related to expected timings of the rights offer, are forward-looking statements. The forward-looking statements set out in this announcement involve a number of known and unknown risks, uncertainties and other factors, many of which are difficult to predict and generally beyond the control of Sibanye, that could cause Sibanye’s actual results and outcomes to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. These forward-looking statements speak only as of the date of this presentation. Sibanye undertakes no obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this presentation or to reflect the occurrence of unanticipated events, save as required by applicable law.

 

Each of the Underwriters are acting exclusively for the Group and no one else in connection with the Rights Offer. They will not regard any other person (whether or not a recipient of this announcement) as their respective clients in relation to the Rights Offer and will not be responsible to anyone other than the Group for providing the protections afforded to their respective clients nor for giving advice in relation to the Rights Offer or any transaction or arrangement referred to herein.

 

No representation or warranty, express or implied, is made by any of the Underwriters as to the accuracy, completeness or verification of the information set forth in this announcement, and nothing contained in this announcement is, or shall be relied upon as, a promise or representation in this respect, whether as to the past or the future. None of the Underwriters assumes any responsibility for the accuracy, completeness or verification of the information set forth in this announcement and, accordingly, disclaim each of the Underwriters, to the fullest extent permitted by applicable law, any and all

 

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liability which they might otherwise be found to have in respect of this announcement or any such statement.

 

Prospectus; No Offer or Solicitation

 

Sibanye has filed a registration statement (including a prospectus) and may file a prospectus supplement with the Securities and Exchange Commission (the Rights Offer. Before you invest, you should read the prospectus in that registration statement, the prospectus supplement and other documents Sibanye will file and has filed with the SEC for more complete information about Sibanye and the Rights Offer. You may get these documents, when available, for free by visiting EDGAR on the SEC web site at www.sec.gov or by visiting Sibanye’s website at www.sibanyegold.co.za. Alternatively, Sibanye, any Underwriter or any dealer participating in the Rights Offer will arrange to send you the registration statement, prospectus and prospectus supplement, when available, if you request it by calling toll-free (800) 322-2885 or by e-mailing rightsoffer@mackenziepartners.com. This announcement is for information purposes only and does not constitute: (i) an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States or any other jurisdiction; or (ii) investment advice in any jurisdiction relating to the securities discussed herein.

 

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