Notes to the condensed group results

1. Basis of preparation

The condensed group interim financial statements for the quarter ended December 2025 have been prepared in accordance with the framework concepts and the measurement and recognition requirements of IFRS® Accounting Standards as issued by the International Accounting Standards Board, the Financial Pronouncements as issued by the Financial Reporting Standards Council and SAICA Financial Reporting Guides as issued by the Accounting Practices Committee, the JSE Listings Requirements, IAS 34 Interim Financial Reporting and the South African Companies Act. The accounting policies applied in the preparation of the condensed group financial statements are in terms of IFRS® Accounting Standards and are consistent with those applied in the previous annual financial statements.

The preparation of these condensed group financial statements was supervised by the Chief Financial Officer, GT Pearce, CA(SA) and were authorised for issue on 4 February 2026.

The results are unaudited.

2. Segment information

  Quarter ended
Metric tons (000’s) Dec 2025 Dec 2024
Volumes sold    
North America 335 371
Europe 461 465
South Africa – Pulp and paper 416 371
  Forestry
333 294
Total 1,545 1,501
Which consists of:    
   Pulp 379 346
   Packaging and speciality papers 343 325
   Graphic papers 490 536
   Forestry 333 294
    Reviewed
  Quarter ended
US$ million Dec 2025 Dec 2024
Revenue(1)    
North America 395 458
Europe 532 552
South Africa – Pulp and paper 343 334
  Forestry
17 19
Total 1,287 1,363
Which consists of:    
   Pulp 282 293
   Packaging and speciality papers 424 420
   Graphic papers 564 631
   Forestry 17 19
Operating profit (loss) excluding special items    
North America (30) 47
Europe 12 14
South Africa 12 69
   Unallocated and eliminations(2) 5 2
Total (1) 132
Which consists of:    
   Pulp (2) 66
   Packaging and speciality papers (35) 6
   Graphic papers 31 58
      Unallocated and eliminations(2) 5 2
Special items – (gains) losses    
North America 4 1
Europe 2 2
South Africa 3
   Unallocated and eliminations(2) 8 8
Total 17 11
Operating profit (loss) by segment    
North America (34) 46
Europe 10 12
South Africa 9 69
   Unallocated and eliminations(2) (3) (6)
Total (18) 121
Adjusted EBITDA    
North America (1) 71
Europe 38 37
South Africa 47 93
   Unallocated and eliminations(2) 6 2
Total 90 203
Which consists of:    
   Pulp 27 85
   Packaging and speciality papers 34
   Graphic papers 57 82
      Unallocated and eliminations(2) 6 2

(1) Revenue is presented net of delivery costs where Sappi acts as an agent in the fulfilment of shipping and handling performance obligations. Prior periods have been adjusted.
(2) Includes the group's treasury operations and insurance captive.

Reconciliation of Adjusted EBITDA to profit for the period and operating profit excluding special items to operating profit

    Reviewed
  Quarter ended
US$ million Dec 2025 Dec 2024
Adjusted EBITDA 90 203
   Plantation fair value price adjustment (9) (1)
EBITDA excluding special items 81 202
Depreciation and amortisation (82) (70)
Operating profit (loss) excluding special items (1) 132
Special items – gains (losses) (17) (11)
   Net restructuring release (charge) (1)
   Profit (Loss) on disposal and written-off assets (1) 2
   Asset (impairments) impairment reversal (1)
   Write down of held-for-sale assets (4)
   Written off other assets and expenses (6)
   Fire, flood, storm and other events (9) (8)
Operating profit (loss) (18) 121
Net finance costs (26) (19)
Profit (Loss) before taxation (44) 102
Taxation 7 (32)
Profit (Loss) for the period (37) 70
Net operating assets    
North America 1,726 1,553
Europe 1,232 1,170
South Africa 1,937 1,756
  Unallocated and eliminations(2) 28 (32)
Total 4,923 4,447
Reconciliation of net operating assets to total assets    
Segment assets 4,923 4,447
   Deferred tax assets 25 72
   Cash and cash equivalents 143 283
   Trade and other payables 839 836
   Provisions 33 5
   Derivative financial instruments 8 7
   Taxation payable 19 29
   Shareholders for dividend 79
Total assets 5,990 5,758
(2) Includes the group’s treasury operations and insurance captive.

 

3. Operating profit (loss)

    Reviewed
  Quarter ended
US$ million Dec 2025 Dec 2024
Included in operating profit are the following items:    
Depreciation and amortisation 82 70
Fair value adjustment on plantations (included in cost of sales)    
   Fellings 19 19
   Growth (22) (21)
   Price 9 1
  6 (1)
Net restructuring charge (release) 1
(Profit) Loss on disposal and written off assets 1 (2)
Asset impairments (impairment reversal) 1
Write down of held-for-sale assets 4

4. Earnings per share

    Reviewed
  Quarter ended
US$ million Dec 2025 Dec 2024
Basic earnings (loss) per share (US cents) (6) 12
Headline earnings (loss) per share (US cents) (6) 12
Adjusted EPS (US cents) (3) 14
Weighted average number of shares in issue (millions) 605.7 601.8
Diluted earnings (loss) per share (US cents) (6) 12
Diluted headline earnings (loss) per share (US cents) (6) 12
Weighted average number of shares on fully diluted basis (millions) 606.1 607.8
Calculation of headline earnings (loss)    
   Profit (Loss) for the period (37) 70
   (Profit) Loss on disposal and write off of property, plant and equipment 1 (2)
   Asset impairments (impairment reversal) 1
   Write down of held-for-sale assets 4
   Tax effect of above items 1
Headline earnings (loss) (36) 74
Calculation of adjusted earnings (loss)    
Profit (Loss) for the period (37) 70
Special items and plantation fair value price adjustment after tax 20 12
   Gross amount 26 12
   Tax effect (6)
Adjusted earnings (loss) (17) 82

5. Financial instruments

Financial instruments The group's financial instruments that are measured at fair value on a recurring basis consist of derivative financial instruments and investment funds. These have been categorised in terms of the fair value measurement hierarchy as established by IFRS 13 Fair Value Measurement per the table below.

      Fair value(1)
        Reviewed
US$ million Classification Fair value hierarchy Dec 2025 Sept 2025
Investment funds(2) FV through OCI Level 1 5 5
Derivative financial assets FV through PL Level 2 12 6
Derivative financial liabilities FV through PL Level 2 8 4
(1) The fair value of the financial instruments are equal to their carrying value.
(2) Included in other non-current assets.

There have been no transfers of financial assets or financial liabilities between the categories of the fair value hierarchy.

The fair value of all external over-the-counter derivatives is calculated based on the discount rate adjustment technique. The discount rate used is derived from observable rates of return for comparable assets or liabilities traded in the market. The credit risk of the external counterparty is incorporated into the calculation of fair values of financial assets and own credit risk is incorporated in the measurement of financial liabilities. The change in fair value is therefore impacted by the following inputs, the movement of the interest rate curves, by the volatility of the applied credit spreads, and by any changes to the credit profile of the involved parties.

There are no financial assets and liabilities that have been remeasured to fair value on a non-recurring basis.

The carrying amounts of other financial instruments which include cash and cash equivalents, trade and other receivables, certain investments, trade and other payables and current interest-bearing borrowings approximate their fair values.

6. Capital commitments

    Reviewed
US$ million Dec 2025 Sept 2025
Contracted 40 62
  40 62

7. Interest-bearing borrowings, lease liabilities and cash and cash equivalents

    Reviewed
US$ million Dec 2025 Sept 2025
Non-current and current interest-bearing borrowings 1,959 2,015
Non-current and current lease liabilities and bank overdrafts 135 124
Less: Cash and cash equivalents (143) (219)
Net debt 1,951 1,920
As at December 2025 the group was in compliance with its debt covenants:    
Covenant leverage ratio 4.9 3.6
Interest cover 4.2 6.1

8. Material balance sheet movements

Since the 2025 financial year-end, the Euro and the ZAR have strengthened approximately 0.2% and 3.9% respectively against the US Dollar, the group's presentation currency. This has resulted in an increase of the group's European and South African assets and liabilities, which are held in the aforementioned functional currency, on translation to the presentation currency at period-end.

Inventories, trade and other receivables and trade and other payables

The increase in inventories and decrease in both trade and other receivables and trade and other payables is largely attributable to weaker trading conditions and seasonal working capital movements.

9. Announced proposed transaction

On 04 December 2025, the group announced that it had signed a non-binding letter of intent with UPM-Kymmene Corporation (UPM) in relation to the possible formation of a 50/50 joint venture for graphic papers in Europe subject to the fulfilment of a number of regulatory and other conditions precedent. The joint venture will include the European graphic papers business of Sappi (Gratkorn Mill, Ehingen Mill, Maastricht Mill, Kirkniemi Mill and Sappi Europe's wood supply joint ventures) and the UPM Communications Paper Business in Europe, the UK and the USA.

The rationale for the creation of the joint venture is that the European graphic paper industry has been in structural decline for decades and is facing growing pressure due to falling demand, high energy costs, excess production capacity and broader economic challenges. To remain competitive and sustainable in the long term, consolidation is needed. Consolidation will contribute to a more robust and resilient European graphic papers industry.

The joint venture's combined enterprise value is EUR1,420 million. Sappi's businesses are valued at EUR320 million based on a FY2025 EBITDA of EUR64 million with a 5x multiple. Sappi will transfer pension and other liabilities of EUR53 million and net assets valued at EUR267 million to the joint venture. In return Sappi will receive cash of EUR139 million and 50% shareholding in the joint venture.

The book value of the Sappi net assets that are to be contributed to the joint venture and which are the subject of the transaction are approximately EUR680 million as at 30 September 2025. The net assets Sappi is contributing to the joint venture generated a net loss after tax of approximately EUR83 million for the year ended 30 September 2025, which included restructuring and impairment charges incurred during the year. Shareholders should note that the book value and loss after tax values are unaudited and based on management accounts and carve-out calculations made with material assumptions, specifically for the purposes of the transaction disclosure requirements.

The parties intend signing definitive agreements during the first half of 2026 and expect to close the proposed transaction by the end of 2026 provided that all the conditions precedent have been fulfilled.

Management have considered the requirements of IFRS 5 Non-current Assets Held for Sale and Discontinued Operations and concluded that these were not met at the reporting date.

10. Related parties

There has been no material change, by nature or amount, in transactions with related parties since the 2025 financial year-end.

11. Events after balance sheet date

In January, the group raised a new EUR200 million five-year syndicated term loan of which the proceeds will be used to term out short-term debt.

12. Accounting standards, interpretations and amendments to existing standards that are not yet effective

There has been no significant change to management's estimates in respect of new accounting standards, amendments and interpretations to existing standards that have been published which are not yet effective and which have not yet been adopted by the group.