AECI
LIMITED
(Incorporated
in the Republic of South
Africa)
(Registration
No. 1924/002590/06)
Company
code: AECI
LEI:
3789008641F1D3D90E85
Bond code:
AECI05
ISIN:
ZAG000199258
Bond code:
AECI06
ISIN:
ZAG000199266
(AECI or
the Issuer)
NOTIFICATION
OF A DELAY IN CORRECTING THE MAINFEST ERROR, DELAY OF THE
AVAILABILITY OF THE SUSTAINABILITY COMPLIANCE CERTIFICATE AND A
SUSTAINABILITY MARGIN ADJUSTMENT EVENT
This
notice is delivered by the Issuer (this Notice)
to each holder (the Noteholder)
of ZAR535,000,000 senior unsecured
floating rate notes due 11 September
2026 (AECI05) (the AECI05
Notes) and
ZAR465,000,000 senior unsecured
floating rate notes due 11 September
2028 (AECI06) (the AECI06
Notes, together
referred to as
the
Notes,
issued
under the Issuer's ZAR5,000,000,000
Domestic Medium Term Note Programme (the Programme)
pursuant to the section headed "Terms
and Conditions of the Notes"
(the Terms
and Conditions) in the
programme memorandum dated 4 September
2023, as amended and restated from time to time (the
Programme
Memorandum), in
accordance with Condition 20 (Notices)
of the Terms and Conditions read with each of the applicable
pricing supplements in respect of the Notes (the
Applicable Pricing Supplements) for
purposes of giving notice to the Noteholders of (i) the correction
of the manifest error, (ii) delay of the availability of
Sustainability Compliance Certificate, and (iii) a Sustainability
Margin Adjustment Event (each term as defined in the Applicable
Pricing Supplements).
Capitalised
terms used herein which are not otherwise defined shall bear the
meaning ascribed thereto in the Terms and Conditions and/or the
Applicable Pricing Supplements.
-
Notice
The Issuer
hereby gives notice to each Noteholder that:
1.1
Notification of a delay in correcting the manifest
error
due to a
delay in the audit of denominator of the baseline's for KPI 1
(Reduction
in effluent discharge intensity) and KPI
2 (Reduction
in carbon intensity) for
which a manifest error was identified and announced on 14 December 2023, the recalibration for the
applicable Sustainability Performance Targets (SPTs)
has been delayed. An audited denominator for the baseline's of KPI
1 (Reduction
in effluent discharge intensity) and KPI
2 (Reduction
in carbon intensity) is
critical to ensuring the accuracy of the recalibration for the
SPTs. This delay has in turn resulted in the delay of the
availability of the amended and restated Applicable Pricing
Supplements for the Notes, updated Sustainability Linked Finance
Framework and updated Second Party Opinion. The Issuer intends on
making the above-mentioned updated documents available for
publication on or about 4 June
2024;
1.2
Notification of a delay of the availability of the
Sustainability Compliance Certificate
the
release of the Sustainability Compliance Certificate has been
delayed and will not be available by the Sustainability Compliance
Certificate Delivery Due Date as required under paragraph 1.9 of
Appendix 1, of the Applicable Pricing Supplements for each Note.
The delay is attributed to the reasons set out in paragraph 1.1
above. The Issuer intends on making the Sustainability Compliance
Certificate available for publication on or about 4 June 2024; and
1.3
Notification of a Sustainability Margin Adjustment
Event
the Issuer
was unable to deliver the Sustainability Compliance Certificate
accompanied by the Sustainability Assurance Report by the
applicable Sustainability Compliance Certificate Delivery
Date.
Accordingly,
the Initial Margin in relation to Target Observation Period 1 will
be increased by 5 basis points for the Interest Period commencing
after the Sustainability Compliance Certificate Delivery Date,
being 11 June 2024, and the new
applicable Margin for the Notes are as follows:
Bond
code: AECI05
ISIN: ZAG000199258
Margin: 3
Month ZAR-JIBAR plus 144 basis points
Bond
code: AECI06
ISIN: ZAG000199266
Margin: 3
Month ZAR-JIBAR plus 155 basis points
3 May 2024
Debt
sponsor
Rand Merchant Bank (a division of FirstRand Bank
Limited)
