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Notification of Sustainability Adjustment Event to Noteholders

18 Dec 2023 08:13

AECI Limited - Notification of Sustainability Adjustment Event to Noteholders

AECI Limited - Notification of Sustainability Adjustment Event to Noteholders

PR Newswire

LONDON, United Kingdom, December 18

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 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- linked-financing-framework-final-31-aug.pdf 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)



Date   Source Headline
13th Feb 20197:00 amPRNInterest Payments Notification
12th Dec 201811:18 amPRNInterest Payments Notification Correction
3rd Dec 201812:00 pmPRNInterest Payments Notification
3rd Dec 201810:00 amPRNRefinancing of short-term bridge facilities
20th Nov 20189:00 amPRNPreference Dividend Declaration
19th Nov 20184:16 pmPRNListing of New Financial Instruments
6th Nov 20187:20 amPRNPresentation: Much Asphalt Proprietary Limited
5th Sep 20182:30 pmPRNUpdate to the Programme Memorandum
13th Aug 201811:15 amPRNPublication of Presentation on website
30th Jul 20188:00 amPRNDirector/PDMR Shareholding
25th Jul 201811:00 amPRNResults Presentation on Website
25th Jul 20187:00 amPRNInterim Financial Results & Cash Dividend Declaration
2nd Jul 201811:00 amPRNDirector/PDMR Shareholding
27th Jun 20188:30 amPRNHolding(s) in Company
25th Jun 20188:51 amPRNDealings re LTIP
1st Jun 20188:32 amPRNDirectorate Change
31st May 201812:15 pmPRNResult of AGM
22nd May 20189:00 amPRNDividend Declaration
4th May 20182:42 pmPRNLTIP Acceptance of Awards of Performance Shares
26th Apr 20181:47 pmPRNNotice of AGM, No Change Stmt & BEE Stmt
6th Apr 201810:00 amPRNAppointment of External Auditor
3rd Apr 20184:00 pmPRNFulfilment of Conditions Precedent - Much Asphalt
29th Mar 20183:16 pmPRNTimeline for Appointment of External Auditor
27th Feb 201812:30 pmPRNDirectorate Change
27th Feb 201810:00 amPRNResults Presentation
27th Feb 20188:27 amPRNFinal Results & Dividend Declaration
19th Feb 20187:17 amPRNTrading Statement
17th Jan 20183:07 pmPRNFulfilment of Conditions Precedent
11th Dec 20172:13 pmPRNNotification in terms of Section 45(5)
4th Dec 20173:00 pmPRNRotation of External Auditors
27th Nov 20173:00 pmPRNDirectorate Change
27th Nov 20177:01 amPRNHolding(s) in Company
23rd Nov 20179:23 amPRNHolding(s) in Company
21st Nov 20179:00 amPRNPreference Dividend Declaration
13th Nov 20179:30 amPRNLTIP Acceptance
8th Nov 20177:00 amPRNAcquisition of Schirm & Withdrawal of Cautionary Ann
30th Oct 20177:00 amPRNAcquisition of Much Asphalt & Further Cautionary
24th Oct 20178:00 amPRNPresentation on Website
18th Oct 20177:47 amPRNCautionary Announcement
29th Sep 20174:00 pmPRNDirectorate Change
21st Aug 20179:13 amPRNDirector/PDMR Shareholding
10th Aug 20172:44 pmPRNListing of New Financial Instrument
10th Aug 201712:09 pmPRNPublication of Programme Memorandum
28th Jul 201712:00 pmPRNDirector/PDMR Shareholding
26th Jul 201711:00 amPRNResults Presentation
26th Jul 20177:00 amPRNInterim Financial Results & Cash Dividend Declaration
18th Jul 20177:00 amPRNTrading Statement
30th Jun 20172:00 pmPRNDirector/PDMR Shareholding
7th Jun 20178:30 amPRNStatement re Water Strategy Presentation
31st May 20172:37 pmPRNHolding(s) in Company

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