SENS & Regulatory Announcements

Stock exchange news service (SENS) and other regulatory announcements.

                        
                        
                        Dealing in securities by a director

THUNGELA RESOURCES LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 2021/303811/06
JSE Share Code: TGA
LSE Share Code: TGA
ISIN: ZAE000296554
Tax number: 9111917259
(‘Company’ or ‘Thungela Resources’)

DEALING IN SECURITIES BY A DIRECTOR

In compliance with paragraphs 3.63 to 3.74 of the Listings Requirements of the JSE Limited, the following
information relating to the dealing in securities by a director of Thungela Resources is disclosed:

Director : Gideon Frederick Smith
Company : Thungela Resources
Date of transaction : 16 September 2022
Class of securities : Thungela Resources ordinary shares
Nature of transaction : On-market sale of ordinary shares
Number of securities : 30,000
Volume weighted average sales price per share : 379.83
Highest sales price 382.48
Lowest sales price 377.99
Total value of transaction : R 11 394 900.00
Nature of interest : Direct, beneficial
Clearance obtained : Yes

Director : Gideon Frederick Smith
Company : Thungela Resources
Date of transaction : 19 September 2022
Class of securities : Thungela Resources ordinary shares
Nature of transaction : On-market sale of ordinary shares
Number of securities : 3,485
Sales price per share : 375.00
Total value of transaction : R 1 306 875.00
Nature of interest : Direct, beneficial
Clearance obtained : Yes

Director : Gideon Frederick Smith
Company : Thungela Resources
Date of transaction : 20 September 2022
Class of securities : Thungela Resources ordinary shares
Nature of transaction : On-market sale of ordinary shares
Number of securities : 26,515
Volume weighted average sales price per share : 377.34
Highest sales price 380.76
Lowest sales price 375.50
Total value of transaction : R 10 005 170.10

Nature of interest : Direct, beneficial
Clearance obtained : Yes

21 September 2022
Rosebank

UK Financial adviser and corporate broker
Liberum Capital Limited

Sponsor
Rand Merchant Bank (A division of FirstRand Bank Limited)

In compliance with article 19(3) of the Market Abuse Regulation (MAR), we hereby provide the following
information regarding the dealing in securities:

1 Details of the person discharging managerial responsibilities / person closely associated
a) Name Gideon Frederick Smith
2 Reason for the notification
a) Position/status PDMR – Executive Director
b) Initial notification /Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
a) Name Thungela Resources Limited
b) LEI 213800EGYK3BN3SRIF27
4 Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii)
each type of transaction; (iii) each date; and (iv) each place where transactions have been
conducted
a) Description of the financial Ordinary shares of no par value
instrument, type of instrument
Identification code ISIN: ZAE000296554
b) Nature of the transaction On-market sale of ordinary shares
c) Price(s) and volume(s)
Price(s) Volume(s)
379.83 30 000
375.00 3 485
377.34 26 515

d) Aggregated information
- Aggregated volume 60 000
- Price R22 706 945.10
e) Date of the transaction 16/ 19/ 20 September 2022
f) Place of the transaction On market

Date: 21-09-2022 09:00:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
                        
                        
                        Thungela signs three-year wage agreement

THUNGELA RESOURCES LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 2021/303811/06
JSE Share Code: TGA
LSE Share Code: TGA
ISIN: ZAE000296554
Tax number: 9111917259
('Thungela' or the 'Company' and, together with its affiliates, the 'Group')


THUNGELA SIGNS THREE-YEAR WAGE AGREEMENT

Thungela announces that it has signed a three-year wage agreement with the National
Union of Mineworkers ("NUM") which is the recognised labour union across Thungela's
operations, and which represents 86% of unionised employees. This agreement
enables the implementation of a new wage agreement across Thungela's operations,
other than Mafube which runs an independent wage negotiation process. The
agreement is effective from 1 June 2022 and covers a period of three-years through to
the end of May 2025.

The wage agreement increases salary and salary-related allowances and is expected to
increase the total labour cost-to-company, on average by approximately 6% per annum
over the three-year period.

Under the agreement, Thungela and the NUM also commit to engaging the board of
trustees of the SACO Employee Partnership Plan Trust ("EPP") to review and amend
the trust deed to enable the payment of awards made to the EPP in the same financial
year in which they are declared, as opposed to vesting over a period of three years.

July Ndlovu, CEO of Thungela, commented: "We are very pleased to have reached an
agreement with our employees and I thank the NUM for their collaboration and
constructive engagement during the wage negotiation process. The agreement
recognises the important role that our employees have in responsibly creating value
together for a shared future."


Johannesburg
20 September 2022


Investor Relations
Ryan Africa
Email: ryan.africa@thungela.com


Media Contacts
Tarryn Genis
Email: tarryn.genis@thungela.com


UK Financial adviser and corporate broker
Liberum Capital Limited
Tel: +44 20 3100 2000


Sponsor
Rand Merchant Bank
(A division of FirstRand Bank Limited)

Date: 20-09-2022 10:00:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
                        
                        
                        TR-1: Standard form for notification of major holdings

THUNGELA RESOURCES LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 2021/303811/06
JSE share code: TGA
LSE share code: TGA
ISIN: ZAE000296554
(‘Thungela’ or the ‘Company’ and together with its affiliates, the ‘Group’)

TR-1: Standard form for notification of major holdings

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft
Word format if possible)

1a. Identity of the issuer or the underlying issuer
of existing shares to which voting rights are THUNGELA RESOURCES LTD
attached ii:

1b. Please indicate if the issuer is a non-UK issuer (please mark with an “X” if appropriate)
Non-UK issuer

2. Reason for the notification (please mark the appropriate box or boxes with an “X”)

An acquisition or disposal of voting rights X
An acquisition or disposal of financial instruments
An event changing the breakdown of voting rights
Other (please specify) iii:

3. Details of person subject to the notification obligation iv
Name PUBLIC INVESTMENT CORPORATION SOC LIMITED
City and country of registered office (if applicable) PRETORIA, SOUTH AFRICA

4. Full name of shareholder(s) (if different from 3.) v

Name

City and country of registered office (if applicable)

5. Date on which the threshold was crossed or reached vi: 07/09/2022

6. Date on which issuer notified (DD/MM/YYYY): 09/09/2022

7. Total positions of person(s) subject to the notification obligation


% of voting rights % of voting rights Total of both in % Total number of
attached to shares through financial (8.A + 8.B) voting rights held
(total of 8. A) instruments in issuer (8.A +
(total of 8.B 1 + 8.B 2) 8.B) vii
Resulting situation 13.887% 13.887% 18 930 009
on the date on which
threshold was
crossed or reached
Position of previous 14.146% 14.146%
notification (if
applicable)


8. Notified details of the resulting situation on the date on which the threshold was crossed or reached viii
A: Voting rights attached to shares
Class/type of Number of voting rights ix % of voting rights
shares
ISIN code (if possible) Direct Indirect Direct Indirect
(DTR5.1) (DTR5.2.1) (DTR5.1) (DTR5.2.1)

18 930 009 13.887%

SUBTOTAL 8. A 18 930 009 13.887%

B 1: Financial Instruments according to DTR5.3.1R (1) (a)
Type of financial Expiration Exercise/ Number of voting rights % of voting rights
instrument date x Conversion Period xi that may be acquired if
the instrument is
exercised/converted.

SUBTOTAL 8. B 1 NIL NIL

B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b)
Type of financial Expiration Exercise/ Physical or Number of % of voting rights
instrument date x Conversion cash voting rights
Period xi Settlement xii

SUBTOTAL NIL NIL
8.B.2

9. Information in relation to the person subject to the notification obligation (please mark the applicable box with an “X”)
Person subject to the notification obligation is not controlled by any natural person or legal entity and does not
control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer xiii X
Full chain of controlled undertakings through which the voting rights and/or the
financial instruments are effectively held starting with the ultimate controlling natural person or legal entity
(please add additional rows as necessary) xiv
Name xv % of voting rights if it % of voting rights Total of both if it
equals or is higher through financial equals or is higher
than the notifiable instruments if it equals than the notifiable
threshold or is higher than the threshold
notifiable threshold
PUBLIC INVESTMENT 13.887% 13.887%
CORPORATION SOC
LIMITED

10. In case of proxy voting, please identify:
Name of the proxy holder N/A
The number and % of voting rights held N/A
The date until which the voting rights will be held N/A

11. Additional information xvi


Place of completion PRETORIA, SOUTH AFRICA
Date of completion 09 September 2022


Sponsor
Rand Merchant Bank (A division of FirstRand Bank Limited)

UK Financial adviser and corporate broker

Liberum Capital Limited

Johannesburg
12 September 2022

Date: 12-09-2022 08:00:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
                        
                        
                        Dealing in securities by a director

THUNGELA RESOURCES LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 2021/303811/06
JSE Share Code: TGA
LSE Share Code: TGA
ISIN: ZAE000296554
('Company' or 'Thungela Resources')

DEALING IN SECURITIES BY A DIRECTOR

In compliance with paragraphs 3.63 to 3.74 of the Listings Requirements of the JSE Limited, the following
information relating to dealing in securities by a director of Thungela Resources is disclosed:

Director : Sango Siviwe Ntsaluba
Company : Thungela Resources
Date of transaction : 6 September 2022
Class of securities : Thungela Resources ordinary shares
Nature of transaction : On-market acquisition of ordinary shares
Number of securities : 830
Purchase price per share : 35847.08 cents
Total value of transaction : R297 530.76
Nature of interest : Direct, beneficial
Clearance obtained : Yes

6 September 2022
Rosebank

UK Financial adviser and corporate broker
Liberum Capital Limited

Sponsor
Rand Merchant Bank (A division of FirstRand Bank Limited)

In compliance with article 19(3) of the Market Abuse Regulation (MAR), we hereby provide the following
information regarding the dealing in securities:

1 Details of the person discharging managerial responsibilities / person closely associated
a) Name Sango Siviwe Ntsaluba

2 Reason for the notification
a) Position/status PDMR – Non Executive Director
b) Initial notification /Amendment Initial notification

3 Details of the issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
a) Name Thungela Resources Limited
b) LEI 213800EGYK3BN3SRIF27

4 Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii)
each type of transaction; (iii) each date; and (iv) each place where transactions have been
conducted
a) Description of the financial Ordinary shares of no par value
instrument, type of instrument
Identification code ISIN: ZAE000296554
b) Nature of the transaction On-market acquisition of ordinary shares
c) Price(s) and volume(s)
Price(s) Volume(s)
R358.47 830
d) Aggregated information
- Aggregated volume 830
- Price R297,530.76
e) Date of the transaction 6 September 2022
f) Place of the transaction On market

Date: 06-09-2022 12:30:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
                        
                        
                        Dealing in securities by a director

THUNGELA RESOURCES LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 2021/303811/06
JSE Share Code: TGA
LSE Share Code: TGA
ISIN: ZAE000296554
Tax number: 9111917259
(‘Company’ or ‘Thungela Resources’)

DEALING IN SECURITIES BY A DIRECTOR

In compliance with paragraphs 3.63 to 3.74 of the Listings Requirements of the JSE Limited, the following
information relating to the dealing in securities by a director of Thungela Resources is disclosed:

Director : Sango Siviwe Ntsaluba
Company : Thungela Resources
Date of transaction : 19 August 2022
Class of securities : Thungela Resources ordinary shares
Nature of transaction : On-market acquisition of ordinary shares
Number of securities : 312
Purchase price per share : 31941 cents
Total value of transaction : R99,655.92
Nature of interest : Direct, beneficial
Clearance obtained : Yes

19 August 2022
Rosebank

UK Financial adviser and corporate broker
Liberum Capital Limited

Sponsor
Rand Merchant Bank (A division of FirstRand Bank Limited)

In compliance with article 19(3) of the Market Abuse Regulation (MAR), we hereby provide the following
information regarding the dealing in securities:

1 Details of the person discharging managerial responsibilities / person closely associated
a) Name Sango Siviwe Ntsaluba
2 Reason for the notification
a) Position/status PDMR – Non Executive Director
b) Initial notification /Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
a) Name Thungela Resources Limited
b) LEI 213800EGYK3BN3SRIF27
4 Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii)
each type of transaction; (iii) each date; and (iv) each place where transactions have been
conducted
a) Description of the financial Ordinary shares of no par value
instrument, type of instrument
Identification code ISIN: ZAE000296554
b) Nature of the transaction On-market acquisition of ordinary shares
c) Price(s) and volume(s)
Price(s) Volume(s)
R319.41 312
d) Aggregated information
- Aggregated volume 312
- Price R99,655.92
e) Date of the transaction 19 August 2022
f) Place of the transaction On market

Date: 19-08-2022 04:00:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
                        
                        
                        Thungela and Transnet conclude amendment to the Long-Term Agreement

THUNGELA RESOURCES LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 2021/303811/06
JSE Share Code: TGA
LSE Share Code: TGA
ISIN: ZAE000296554
Tax number: 9111917259
('Thungela' and, together with its affiliates, the 'Group')


THUNGELA AND TRANSNET CONCLUDE AMENDMENT TO THE LONG-TERM AGREEMENT

On 14 April 2022, Thungela issued an announcement on SENS and RNS informing the market that
Transnet SOC Ltd, acting through its Transnet Freight Rail Division ("Transnet"), had notified Coal Export
Parties ("CEPs") on 8 April 2022 that a number of circumstances beyond Transnet’s reasonable control
would continue to detract from Transnet's ability to perform at its contracted rail capacity for at least the
next six months and that accordingly Transnet believed that it was under Force Majeure. Transnet also
expressed a view that these circumstances actuated a termination right of the existing Long-Term
Agreement ("LTA"), which Transnet desired to exercise.

Thungela, as well as other CEPs, rejected Transnet's view that it was entitled to terminate the LTA but
committed to engage in negotiations with Transnet in order to negotiate a deed of amendment to the LTA
for the balance of the tenure of the LTA (which expires on 31 March 2024).

Thungela and Transnet have now reached agreement on the deed of amendment, which was concluded
with the following outcomes:
- Transnet has declared a minimum contractual rail capacity of 60Mt for its financial year ending
March 2023, which will be reviewed by Transnet on a six-monthly basis with a view to increasing
this.
- Agreement on the rail tariff escalation to be applied as from 1 April 2022 for the balance of the
tenure of the LTA. Performance and underutilization ("take or pay") penalties, in revised form, will
continue to be applied.

Thungela management is appreciative of Transnet's constructive engagement in the negotiations, during
which time bulk coal rail services and export sales continued. The conclusion of the deed of amendment,
and the spirit of collaboration between Transnet and Thungela in achieving this, is encouraging. At this
stage, however, Thungela does not believe that these developments will have a material impact on the
Group’s operational outlook which was published as part of its interim results for the six months ended 30
June 2022 announced on SENS and RNS on 15 August 2022.

18 August 2022

Investor Relations
Ryan Africa
Email: ryan.africa@thungela.com

Media Contacts
Tarryn Genis
Email: tarryn.genis@thungela.com

UK Financial adviser and corporate broker
Liberum Capital Limited
Tel: +44 20 3100 2000

Sponsor
Rand Merchant Bank
(A division of FirstRand Bank Limited)

Date: 18-08-2022 09:00:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
                        
                        
                        Dealing in securities by the company secretary

Thungela Resources Limited
Incorporated in the Republic of South Africa
Registration number: 2021/303811/06
ISIN: ZAE000296554
Share code: TGA
(“Thungela Resources”)

DEALING IN SECURITIES BY THE COMPANY SECRETARY

In compliance with paragraphs 3.63 to 3.74 of the Listings Requirements of the JSE Limited, the following
information relating to dealing in securities by the Company Secretary of Thungela Resources is disclosed:

Company Secretary : Daniel Francois Klem
Company : Thungela Resources
Date of transaction : 15 August 2022
Class of securities : Thungela Resources ordinary shares
Nature of transaction : On-market purchase of ordinary shares
Number of securities : 870
Purchase price per ordinary share : 29600 cents
Total value of transaction : R257 520
Nature of interest : Direct, beneficial
Clearance obtained : Yes

UK Financial adviser and corporate broker
Liberum Capital Limited

Sponsor
Rand Merchant Bank (A division of FirstRand Bank Limited)

Johannesburg
16 August 2022

Date: 16-08-2022 11:00:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
                        
                        
                        Ordinary cash dividend declaration

THUNGELA RESOURCES LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 2021/303811/06
JSE Share Code: TGA
LSE Share Code: TGA
ISIN: ZAE000296554
Tax number: 9111917259
(‘Thungela’ or the ‘Company’ and, together with its affiliates, the 'Group')

ORDINARY CASH DIVIDEND DECLARATION

The Thungela board of directors (“board”) approved the declaration of an interim gross
ordinary cash dividend of 6,000.00000 cents per share (South African Rand). The
dividend has been declared from retained earnings accrued during the six-months
ended 30 June 2022.

The Company’s issued share capital at the declaration date is 136,311,808 ordinary
shares.

The salient dates pertaining to the cash dividend are as follows:
JSE LSE
Declaration of ordinary cash dividend Monday, 15 August Monday, 15 August
and currency conversion rate 2022 2022
announced
Last day for trading to qualify and Tuesday, 20 Wednesday, 21
participate in the dividend September 2022 September 2022
Trading ex-dividend commences Wednesday, 21 Thursday, 22
September 2022 September 2022
Record date Friday, 23 September Friday, 23 September
2022 2022
Payment date to shareholders Monday, 26 Monday, 10 October
September 2022 2022

No transfers of shareholdings to and from South Africa or the United Kingdom will be
permitted between Tuesday, 20 September 2022 and Friday, 23 September 2022 (both
dates inclusive). Share certificates may not be dematerialised or rematerialised between
Wednesday, 21 September 2022 and Friday, 23 September 2022, both dates inclusive.
Any changes to the dividend instructions and timetable will be announced on the
Johannesburg Stock Exchange News Service and on the London Stock Exchange
Regulatory News Service.

The salient dates have been set as above in order to allow non-South African resident
shareholders sufficient time to apply for a reduced rate of dividend withholding tax in
the event that they may qualify for this.

The dividend is payable in South African Rand to shareholders recorded as such on the
register on the record date and whose shares are held through Central Securities
Participants and brokers traded on the JSE.

Shareholders on the United Kingdom register of members will be paid in Pound sterling.
The Pound sterling cash equivalent will be calculated using the following exchange rate:
GBP1: ZAR19.99878, being the 5-day average GBP:ZAR exchange rate (Bloomberg)
up to Thursday, 11 August 2022.

Shareholders are encouraged to ensure that their bank mandates have been recorded
by their service provider or registrars before the last day to trade for this dividend.
Electronic payments ensure more efficient and timely payment. It should be noted that
cheques are no longer permitted to be issued or processed by South African banks;
however in the UK, registrars will still issue and post cheques in the absence of specific
mandates.

Tax treatment for shareholders on the South African register

The dividend will have no tax consequences for the Company but will be subject to 20%
withholding tax for shareholders who are not exempt from dividends tax, or who do not
qualify for a reduced rate of withholding tax in terms of any applicable agreement for the
avoidance of double taxation ("DTA") concluded between South Africa and the country
of residence of the shareholder.

Should dividend withholding tax be withheld at a rate of 20%, the net dividend amount
due to shareholders is 4,800.00000 cents per share (South African Rand) –
6,000.00000 cents gross dividend per share less 1,200.00000 cents dividend
withholding tax per share.

Tax treatment for shareholders on the UK register

The Company has retained Computershare UK as intermediary to receive and process
the relevant prescribed declarations and forms as set out below. Any reference below to
documentation which is required to be submitted to the Company, should therefore be
submitted to Computershare UK.

Non-South African tax resident shareholders will be paid the dividend subject to 20%
withholding tax for shareholders. Certain non-South African tax resident shareholders
may however be entitled to a reduced rate of dividends tax due to the provisions of an
applicable tax treaty. In the case of UK-resident shareholders, for example, the DTA
allows for (i) a reduced rate of 5% if the shareholder is a company that holds at least
10% of the capital of Thungela, and (ii) a reduced rate of 10% in all other cases.

Shareholders who qualify for an exemption from dividends tax in terms of section 64F of
the South African Income Tax Act, 58 of 1962 must provide:
a) a declaration that the dividend is exempt from dividends tax; and
b) a written undertaking to inform the regulated intermediary should the circumstances
affecting the exemption change or the beneficial owner cease to be the beneficial
owner, both in the form prescribed by the Commissioner for the South African Revenue
Service to the regulated intermediary prior to the required date in order to benefit from
the exemption. The prescribed form has been transposed onto the Computershare UK
format.

Shareholders on the UK register will be sent the required documentation for completion
and return to Computershare UK. Qualifying shareholders on the UK register are
advised to arrange for the above mentioned documents to be submitted to
Computershare UK by Friday, 23 September 2022.

Should dividend withholding tax be withheld at a rate of 20%, the net dividend amount
due to shareholders is 240.01464 pence per share (Pound sterling) (300.01830 pence
gross dividend per share less 60.00366 pence dividend withholding tax per share).

By order of the board.
Date of SENS release: 15 August 2022

DISCLAIMER

The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the market abuse regulation (EU) no.
596/2014 as amended by the market abuse (amendment) (UK mar) regulations 2019.
Upon the publication of this announcement via the regulatory information service, this
inside information is now considered to be in the public domain.

Transfer Secretaries (UK)
Computershare Investor Services
Email: WebCorres@computershare.co.uk

Transfer Secretaries (South Africa)
Computershare Investor Services Proprietary Limited
Email: Web.Queries@computershare.co.za

Investor Relations
Ryan Africa
Email: ryan.africa@thungela.com

UK Financial adviser and corporate broker
Liberum Capital Limited
Tel: +44 20 3100 2000

Sponsor
Rand Merchant Bank
(A division of FirstRand Bank Limited)

Date: 15-08-2022 08:01:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
                        
                        
                        Click below to view full PDF article
https://senspdf.jse.co.za/documents/2022/jse/isse/tgae/Int2022.pdf
2022 Interim results short-form announcement and cash dividend declaration

THUNGELA RESOURCES LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 2021/303811/06
JSE Share Code: TGA
LSE Share Code: TGA
ISIN: ZAE000296554
Tax number: 9111917259
(‘Thungela’ or the ‘Company’ and, together with its affiliates, the 'Group')

2022 Interim results short-form announcement and cash dividend declaration

THUNGELA DECLARES INTERIM DIVIDEND ON BACK OF RECORD HALF YEAR
RESULTS FOR THE SIX MONTHS ENDED 30 JUNE 2022 (“H1 2022”)

KEY FEATURES

• Thungela remains committed to operating a fatality-free business and has
completed 12 months without a fatality.

• Profit for the reporting period of R9.6 billion in a volatile operating environment
(H1 2021: R351 million).

• Adjusted operating free cash flow* of R8.9 billion resulting in a robust net cash*
position of R14.8 billion (H1 2021: R3.0 billion).

• Interim ordinary cash dividend declared of R60 per share, resulting in R8.2 billion
returned to shareholders.

• SACO Employee and Nkulo Community Partnership Trusts to receive a
distribution of R500 million in keeping with commitment to create shared value

• Elders production replacement project approved by the board, enabling us to
maximise the value of our existing assets and support livelihoods in the region.

• Full year guidance for export saleable production revised to 13.0Mt to 13.6Mt,
reflecting the on-going inconsistent and poor rail performance by Transnet
Freight Rail (TFR).

• Full year guidance for FOB cost per tonne* revised to R1,025 to R1,065 per
tonne including royalties, or R885 to R915 per tonne excluding royalties.
Guidance for capital expenditure, both sustaining and expansionary, reiterated.

KEY FINANCIAL INFORMATION

Financial Overview
Rand million (unless otherwise stated) H1 2022 H1 2021 % change
Revenue 26,176 10,046 161
Operating costs (10,119) (8,670) 17
Profit for the reporting period 9,630 351 4,427
Earnings per share (cents) 6,723 313 2,048
Headline earnings per share (cents) 6,723 305 2,104
Dividend per share (cents) 6,000 — n/a
Alternative Performance Measures*
Adjusted EBITDA 16,679 1,888 783
Adjusted EBITDA margin (%) 64 19 45pp
Adjusted operating free cash flow 8,934 (1,682) n/a
Net cash 14,815 3,043 387
Capital expenditure 568 1,284 (56)

pp – percentage points change period on period

Message from July Ndlovu, Chief Executive Officer

The first half of 2022 has been one of good progress on a number of fronts:
• We have continued our relentless pursuit of operating a fatality-free business and
have not recorded a loss of life in the last 12 months.
• We have delivered another set of exceptional financial results driven by elevated
Benchmark coal prices in a volatile operating environment.
• We launched the Thuthukani supplier and enterprise development programme to
support local business and stimulate job creation.
• The board has approved the Elders project, a key element in delivering our
strategy.

Demand for affordable energy sources such as thermal coal escalated amid the energy
security crisis which was exacerbated by the escalation of the Russia-Ukraine conflict.

Coupled with supply constraints in major coal producing regions, this resulted in the
price of thermal coal increasing to unprecedented levels.

Thungela’s ability to fully take advantage of the strong price environment in the first half
of 2022 was hindered by TFR’s continued underperformance. A consistently well run
logistics corridor between Mpumalanga and Richards Bay is crucial not only for coal
exporters like Thungela, but also for the South African economy with coal exports
generating billions of Rand in tax and royalty revenues.

Notwithstanding the impact of the rail performance on export equity sales volumes, we
achieved record adjusted operating free cash flow* of R8.9 billion. As a result the net
cash* position stands at R14.8 billion at 30 June 2022.

Creating value

Delivering attractive shareholder returns while maintaining disciplined capital allocation
remains a cornerstone of Thungela’s strategy. Our robust cash flow generation and
substantial net cash* position allow us to declare an interim ordinary dividend of R60.00
per share. This represents a payout of 92% of adjusted operating free cash flow*, once
again substantially higher than the minimum payout ratio of 30% per our stated dividend
policy.

Considering the increase in our share price, together with the 2021 final and 2022
interim dividends, Thungela has generated a total shareholder return of 1,138% from
listing through to the end of June 2022.

The EPP and CPP will receive a distribution of R500 million, in addition to the R273
million received by the trusts in relation to 2021. These distributions cement our people
as our partners and will allow us to create a lasting legacy for our communities.

Thungela is also committed to building sustainable livelihoods in our host communities
and has launched an enterprise and supplier development programme called
‘Thuthukani’ which is focused on providing hands-on entrepreneurial business support
and mentorship, loan funding and technical development to small enterprises in the
regions in which we operate.

Operating responsibly

We remain committed to operating responsibly. As a result, in addition to the
R188 million contribution made to the Green Fund in the first half of 2022, we will make
a further discretionary contribution of R200 million in the second half of the year to
increase the quantum of cash set aside for future environmental obligations.

Remediation work in response to the uncontrolled release of water into the
Kromdraaispruit and Wilge river on 14 February 2022 continues to progress well and we
remain committed to restoring the river system.

Delivering on our strategy

Aligned to our strategic pillars of maximising value from existing assets and optimising
capital allocation, the board has approved the development of the Elders project which
has been an integral part of Thungela’s equity story from the outset. The project has
been approved at a total capital cost of R2 billion (in 2022 money terms). The purpose
of this project is not to add incremental volumes to our production profile, but to replace
volumes from the adjacent Goedehoop operation as that mine comes to the end of its
life. In keeping with our commitment to make environmental, social and governance
considerations a key driver of our capital allocation strategy, the social implications
relating to the project were carefully considered. Elders will sustain regional jobs and
existing community suppliers.

We also rigorously evaluated the potential environmental impacts of the project. While
initial plans were for the development of an opencast mine, we have since opted for and
approved the construction of an underground operation which will result in superior
returns and a materially reduced environmental footprint. Furthermore, we are
undertaking a study to evaluate the viability of a solar-powered energy solution for the
complex which should result in both cost and emissions efficiencies.

We continue to strive towards reducing our carbon intensity. The targets set prior to the
demerger have been met and we have started the journey towards setting more
ambitious intermediate carbon reduction goals as we chart our path to net-zero by 2050.
Our disclosure and reporting processes are constantly improving and it is our intention
to be compliant with the recommendations set by the Task Force on Climate Related
Financial Disclosures (TCFD) by the time we publish our 2022 full year results and
announce our new targets.

Looking ahead

Energy security, reliability and affordability concerns in Europe have highlighted the
importance of coal in the energy transition. Coal is set to remain a critical input for
affordable and reliable power generation, not only in the developing world, but also in
highly industrialised and developed nations which have recently increased their reliance
on coal to meet their energy needs. We are monitoring these trends and their
implications for Thungela’s strategy in the short to medium term, with particular attention
given to exploring opportunities for geographic diversification.

The Zibulo North Shaft life extension project studies are progressing well and we expect
this project to be tabled for board consideration in early 2023.

Operating a fatality-free business and ensuring exceptional shareholder returns are
crucial to earning the trust and support of our stakeholders. We remain committed to
delivering on our purpose of responsibly creating value together for a shared future.

Group Operational Outlook

2022 2022
Revised Previous
guidance

Export saleable production (Mt) 13.0 – 13.6 14.0 – 15.0
FOB cost per export tonne* (Rand/tonne) 1,025 – 1,065 870 – 890
FOB cost per export tonne excluding 885 – 915 850 – 870
royalties* (Rand/tonne)
Capital – sustaining (Rand billion) Unchanged 1.6 – 1.8
Capital – expansionary (Rand billion) Unchanged 0.1 – 0.2

Rand amounts in the table above are in real money terms

In response to TFR’s inconsistent and poor rail performance we have curtailed
production, thus affecting our ability to take full advantage of the strong pricing
environment.

Taking into consideration TFR’s execution since our Pre-Close and Trading Statement
issued on 13 June 2022, the anticipated rail performance for the remainder of the year
remains of concern. While we continue to implement mitigating actions, this uncertainty
has necessitated a review of our full-year guidance for export saleable production and
unit cost.

We have accordingly taken the view that the level of rail performance has not improved
sufficiently to warrant confirmation of our original guidance for export saleable
production. This guidance is accordingly revised to a range of 13.0Mt to 13.6Mt for 2022
(down from 14.0Mt to 15.0Mt previously guided).

This range assumes a potential stockbuild of between 0.4Mt and 1.0Mt for the full year
should TFR only be able to rail 53.3Mt on an annualised basis for the industry for the
remainder of 2022 (viz. August to December).

Our revised guidance range for export saleable production also implies a step-up in
production of 13% to 23% in the second half of the year. We are comfortable that this
step-up will be achieved as first-half production was lower due to curtailments already in
place. Furthermore, the business is seasonal and we are typically able to achieve
higher second-half production due to fewer interruptions and rain events.

Recognising that improvements at TFR are likely to be gradual, we continue to use the
levers at our disposal to mitigate the impact on our operations and financial
performance. We have commenced with trucking volumes between sites in order to
further optimise stockpile management and train distribution patterns. We have also
initiated a trial to assess the viability of trucking coal volumes to ports as an alternative
to rail transport.

As a result of the change in export saleable production guidance as well as materially
higher royalties, the Group is now likely to incur FOB cost per tonne* of R1,025/tonne to
R1,065/tonne including royalties or R885/tonne to R915/tonne excluding royalties. This
represents a measured increase over the guidance originally provided, reflecting our
ability to optimise our cost profile in an environment characterised by inflation and lower
production.

We confirm that we are likely to meet the lower end of the capital expenditure guidance
range of between R1.7 billion and R2.0 billion for total capex (including sustaining and
expansionary) for 2022. The bulk of the spend is expected to occur in the second half of
the year in line with historical seasonality relating to planning and execution.

We will provide guidance for 2023 at the release of our 2022 annual results in March
2023, or earlier as may be appropriate.

Interim dividend

The board has declared an interim ordinary cash dividend of R60.00 per share payable
in September 2022 and October 2022 to shareholders on the JSE and LSE respectively.
Further details regarding the dividend payable to shareholders of Thungela may be found
in a separate announcement on SENS and RNS dated 15 August 2022.

ALTERNATIVE PERFORMANCE MEASURES

Throughout this short-form announcement a range of financial and non-financial
measures are used to assess our performance, including a number of financial
measures that are not defined or specified under International Financial Reporting
Standards (IFRS), which are termed ‘Alternative Performance Measures’ (APMs).
Management uses these measures to monitor the Group’s financial performance
alongside IFRS measures to improve the comparability of information between reporting
periods. These APMs should be considered in addition to, or as a substitute for, or as
superior to, measures of financial performance, financial position or cash flows reported
in accordance with IFRS. APMs are not uniformly defined by all companies, including
those in the Group’s industry. Accordingly, it may not be comparable with similarly titled
measures and disclosures by other companies. In this short form announcement, APMs
are denoted with an asterisk (*).

ABOUT THIS SHORT FORM ANNOUNCEMENT

This short-form announcement is the responsibility of the board of directors of
Thungela.

Shareholders are advised that this short-form announcement is only a select extract of
the information contained in the full results announcement and does not contain full or
complete details. Any investment decisions by investors and/or shareholders should be
based on a consideration of the full results announcement as a whole and investors
and/or shareholders are encouraged to review the full results announcement which is
available on the Thungela website via the following web link:
https://www.thungela.com/investors/results and has been published on SENS, the
Johannesburg Stock Exchange News Service, at
https://senspdf.jse.co.za/documents/2022/JSE/ISSE/TGAE/Int2022.pdf

A conference call and audio webinar relating to the details of this announcement will be
held at 12:00 SAST on Monday 15 August 2022. A recording of the webinar will be
made available on the Thungela website from 15:00 on the same date.

Conference Call registration:
https://services.choruscall.za.com/DiamondPassRegistration/register?confirmationNum
ber=7257076&linkSecurityString=f59556630
Webinar registration:
https://78449.themediaframe.com/links/thungela220815_1200.html

The condensed consolidated interim financial statements for the six months ended
30 June 2022 were reviewed by PricewaterhouseCoopers Incorporated who have
issued an unmodified review report.

This short-form announcement and the Group operational outlook have not been
audited or reviewed by the Group’s independent external auditor.

Copies of the full results announcement, as well as of the condensed consolidated
interim financial statements for the six months ended 30 June 2022 may be requested
by contacting Thungela Investor Relations by email at ryan.africa@thungela.com and
are also available for inspection at the Company’s registered office and at the offices of
the Company’s sponsor, to investors and/or shareholders at no charge, on any business
day between the hours of 08h00 – 17h00. The Company’s registered office is located at:
25 Bath Avenue, Rosebank, Johannesburg, 2196, South Africa. The Company's
sponsor's office is located at: 1 Merchant Place, Cnr Rivonia Road and Fredman Drive,
Sandton, 2196, South Africa.

The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the market abuse regulation (EU) no.
596/2014 as amended by the market abuse (amendment) (UK mar) regulations 2019.
Upon the publication of this announcement via the regulatory information service, this
inside information is now considered to be in the public domain.

On behalf of the board of directors

Sango Ntsaluba, Chairperson
July Ndlovu, Chief executive officer
Johannesburg (South Africa)

Date of SENS release: 15 August 2022

Investor Relations
Ryan Africa
Email: ryan.africa@thungela.com

Media Contacts
Tarryn Genis
Email: tarryn.genis@thungela.com

UK Financial adviser and corporate broker
Liberum Capital Limited
Tel: +44 20 3100 2000

Sponsor
Rand Merchant Bank
(A division of FirstRand Bank Limited)

Date: 15-08-2022 08:00:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
                        
                        
                        Appointment of independent non-executive director and change to board committee

Thungela Resources Limited
Incorporated in the Republic of South Africa
Registration number: 2021/303811/06
ISIN: ZAE000296554
JSE share code: TGA
LSE share code: TGA
(“Thungela”)

APPOINTMENT OF INDEPENDENT NON-EXECUTIVE DIRECTOR AND CHANGE TO
BOARD COMMITTEE

In compliance with paragraph 3.59 of the JSE Limited Listings Requirements, shareholders are advised
of the appointment of Yoza Noluyolo Jekwa (“Yoza”) as an independent non-executive director to the
Thungela board of directors, and as member of the Thungela Social and Ethics Committee, with effect
from 12 August 2022.

Yoza is the CEO and Co-founder of Thrive Capital Partners (an investment firm focussed on
infrastructure and impact investing in SA and other parts of Sub-Saharan Africa. Prior to establishing
Thrive Capital Partners, Yoza was the CEO of Mergence Investment Managers, a mid-sized diversified
asset management company with products in the listed and unlisted space, with circa R35 billion of
Assets Under Management. She also has extensive investment banking experience as an originator
and structurer of acquisition financing/ investments for mid to large cap corporates in South Africa, Sub
Saharan Africa and Europe, as a dealmaker within RMB and as a Principal in Acquisition and Leverage
Finance at Nedbank. Yoza currently serves as an independent non-executive director on the board of
Brait PLC. She is also an independent non-executive director on the board of Northam Platinum, and a
member of its HR, Social Ethics and Transformation Committee, its Audit and Risk Committee, and its
Occupational Health and Safety Committee. She is a former independent non-executive director and
Chair of the Investment Committee at Ascendis Health Limited. Yoza is actively involved in various
outreach and social responsibility programmes.

The Thungela board of directors welcome Yoza and look forward to the knowledge and experience that
she will contribute to the group.

Qualifications: MBChB (medical degree) and MBA (finance focus) from the University of the
Witwatersrand.

Current directorships and/or partnerships Past directorships and/or partnerships
Northam Platinum Ltd Ascendis Health Limited
Brait PLC

Thungela confirms that there is no further information required to be disclosed pursuant to paragraph
9.6.15 of the UK Listing Rules.

UK financial adviser and corporate broker
Liberum Capital Limited

Sponsor
Rand Merchant Bank (A division of FirstRand Bank Limited)

Rosebank
12 August 2022

Date: 12-08-2022 05:30:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.

Investor Relations Contact

Ryan Africa
Head Office: 25 Bath Avenue, Rosebank
Email: ryan.africa@thungela.com
Tel: +27 (0) 11 638 0237
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