AECI Limited Notification of Sustainability Adjustment Event to Noteholders
December 18 2023 - 2:13AM
UK Regulatory
TIDM87FZ
AECI LIMITED
(Incorporated in the Republic of South Africa) (Registration No. 1924/002590/06)
Company code: AECI
LEI: 3789008641F1D3D90E85
Bond code: AECI05ISIN: ZAG000199258
Bond code: AECI06ISIN: ZAG000199266
(AECI or the Issuer)
NOTIFICATION OF SUSTAINABILITY ADJUSTMENT EVENT TO NOTEHOLDERS
This notice of sustainability adjustment event (this Sustainability Adjustment
Notice) is delivered by the Issuer to each holder of AECI05 Notes and AECI06
Notes (as defined below) (collectively, the Noteholders) issued under the
Issuer's ZAR5,000,000,000 Domestic Medium Term Note Programme (the Programme)
pursuant to the section headed "Terms and Conditions of the Notes" (the Terms
and Conditions) in the amended and restated programme memorandum dated 4
September 2023, and as amended and restated from time to time (the Programme
Memorandum), in accordance with Condition 20 (Notices) of the Terms and
Conditions.
Capitalised terms used herein which are not otherwise defined shall bear the
meaning ascribed thereto in the Terms and Conditions and applicable pricing
supplements in respect of the Notes (the APSs) for the AECI ZAR535,000,000
Senior Unsecured Floating Rate Notes due 11 September 2026 with stock code
"AECI05" (the AECI05 Notes) and the AECI ZAR465,000,000 Senior Unsecured
Floating Rate Notes due 11 September 2028 with stock code "AECI06" (the AECI06
Notes, together with the AECI05 Notes, the Notes) unless otherwise stated
herein.
A manifest error relating to an input into KPI 1 and KPI 2 (as defined in the
Issuer's Sustainability Linked Finance Framework, dated 11 August 2023 (SLFF))
available at https://investor.aeciworld.com/s/sustainability- (https://protect
-za.mimecast.com/s/C9MwCBgXl9ivVk6Otz6b5r?domain=investor.aeciworld.com) linked
-financing-framework-final-31-aug.pdf (https://protect
-za.mimecast.com/s/C9MwCBgXl9ivVk6Otz6b5r?domain=investor.aeciworld.com) has
been identified. As such, the Baseline and Sustainability Performance Targets
(SPTs) for KPI 1 and KPI 2 need to be recalibrated to account for the manifest
error. The summation of the total annual production volumes is incorrect as
eleven subdivisions correctly reported in tonnes, while one subdivision was
incorrectly reported in kilograms. As such, the inconsistent unit of measurement
has led to a factually incorrect denominator.
In accordance with paragraph 4 (Sustainability Adjustment Event) of the
Additional Terms and Conditions of the APSs applicable to each of the Notes, the
Issuer will incorporate the changes required, which are to be measured on a like
for like basis, to correct the manifest error. The only part of the APS's that
will be updated is the table contained in section 2 (Sustainability Performance
Target Table), which will include the correctly calculated baselines and
associated SPTs for KPI 1 and KPI 2. These changes will be carried through to an
updated version of the SLFF which will be subject to the Issuer's internal
governance process and an updated Second Party Opinion (SPO) will be provided.
Furthermore, a Sustainability Assurance Report will be procured in relation to
the correction of the manifest error to ensure the accuracy of amendments to the
SLFF.
The amended and restated APS' applicable to the Notes, which will be amended (in
accordance with the above) to account for the manifest error to the Baseline and
SPTs in respect of KPI 1 and KPI 2 which will be made available as soon as
practicably possible after the release of the SPO but in any event by no later
than 5 business days prior to the first Sustainability Compliance Certificate
Date.
Noteholders are advised that this SENS is only to notify Noteholders of the
Sustainability Adjustment Event. A separate SENS announcement will be released
to notify Noteholders of the availability of the amended and restated APSs,
updated SLFF, updated SPO and accompanying applicable Sustainability Assurance
Report.
14 December 2023
Debt Sponsor
RAND MERCHANT BANK (a division of FirstRand Bank Limited)
This information was brought to you by Cision http://news.cision.com
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