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Mon 23 Oct 2023, 8:00 SOUTH32 LIMITED - Quarterly Report September 2023
Quarterly Report September 2023

South32 Limited
(Incorporated in Australia under the Corporations Act 2001 (Cth))
(ACN 093 732 597)
ASX / LSE / JSE Share Code: S32; ADR: SOUHY
ISIN: AU000000S320
south32.net


QUARTERLY REPORT
September 2023

•     FY24 production guidance remains unchanged across all operations.

•     Manganese ore production increased by 4%, with a quarterly record at South Africa Manganese and a strong start to the year at
      Australia Manganese.

•     Alumina production increased by 3%, as Brazil Alumina recovered from temporary port infrastructure outages, while Worsley Alumina
      completed planned calciner maintenance.

•     Hillside Aluminium continued to test its maximum technical capacity and low-carbon aluminium[1] production from Brazil Aluminium
      and Mozal Aluminium increased by 2%.

•     Illawarra Metallurgical Coal production decreased by 33%, as the operation commenced an extended planned longwall move at the
      Dendrobium mine. A new industrial agreement covering deputies at the Appin mine was finalised subsequent to the end of the quarter.

•     Sierra Gorda payable copper production decreased by 8%, as higher throughput delivered by the plant de-bottlenecking project was
      offset by lower planned copper grades.

•     Cannington payable zinc equivalent production decreased by 6%, due to lower planned zinc grades in the quarter, with the operation
      remaining on-track to deliver 11% production growth in FY24.

•     Cerro Matoso payable nickel production decreased by 19%, as the operation was impacted by planned plant maintenance and a temporary
      disruption to gas supply.

•     We commenced federal permitting at our Hermosa project under FAST-41 and remain on-track to complete the feasibility study
      for the Taylor zinc-lead-silver deposit in Q2 FY24.


South32 Chief Executive Officer, Graham Kerr: "We have maintained annual production guidance for all of our operations with a strong
start to the year at our manganese operations, a 34 per cent increase in production at Brazil Alumina and continued growth in low-carbon
aluminium volumes.

"With macroeconomic conditions creating headwinds for many of our commodities, we remain focused on driving operating performance
and cost efficiencies. This focus, along with our production growth in commodities critical for a low-carbon future, positions us well to
capture higher margins as market conditions improve.

"Our disciplined approach to capital management allowed us to return a further US$22 million with the continuation of our US$2.4 billion
capital management program, and following the end of the period, pay our US$145 million fully-franked ordinary dividend in respect of the
prior six months.

"During the quarter, we continued to advance our portfolio of high-quality growth options in critical commodities. At our Hermosa project,
we commenced federal permitting for the Taylor and Clark deposits under FAST-41 and remain on-track to complete Taylor's feasibility
study in the December 2023 quarter."

    Production summary
    South32 share                                YTD FY23      YTD FY24       YoY            1Q23         4Q23         1Q24        QoQ
    Alumina production (kt)                         1,257         1,290        3%           1,257        1,249        1,290         3%
    Aluminium production (kt)                         279           288        3%             279          286          288         1%
    Payable copper production (kt)                   19.0          16.0      (16%)           19.0         17.3         16.0        (8%)
    Payable silver production (koz)                 2,748         3,375       23%           2,748        3,522        3,375        (4%)
    Payable lead production (kt)                     24.6          28.5       16%            24.6         28.3         28.5         1%
    Payable zinc production (kt)                     14.0          13.2       (6%)           14.0         16.2         13.2       (19%)
    Payable nickel production (kt)                    9.6           8.3      (14%)            9.6         10.2          8.3       (19%)
    Metallurgical coal production (kt)              1,270         1,043      (18%)          1,270        1,504        1,043       (31%)
    Manganese ore production (kwmt)                 1,460         1,518        4%           1,460        1,455        1,518         4%
    
    Unless otherwise noted: percentage variance relates to performance during the September 2023 quarter compared with the September 2022
    quarter (YoY), or the September 2023 quarter compared with the June 2023 quarter (QoQ); production and sales volumes are reported on 
    an attributable basis.


CORPORATE UPDATE

•        Supporting our commitment to deliver improved safety performance, we continued to implement our multi-year Safety Improvement
         Program, including significant investment in safety leadership through our 'Lead Safely Every Day' training.

•        We remain focused on driving cost performance to mitigate industry-wide inflationary pressure. During the quarter, we initiated a
         Group-wide review that is expected to deliver a reduction in expenditure across our operations and functions in FY24 and FY25.

•        Net debt[2] increased by US$299M to US$782M during the September 2023 quarter with lower commodity prices, and a temporary
         build in working capital of ~US$250M as we made payments accrued in the prior period and our high value aluminium inventory
         increased by ~US$100M. We expect to lower our aluminium inventory position to normalised levels during the December 2023
         quarter, as Brazil Aluminium makes its first planned export sales and we drawdown inventory in our Southern African value chain.

•        We invested in productivity and improvement activities across our portfolio, allocating US$180M to safe and reliable, and
         improvement and life extension, capital expenditure[3]. This included our planned investment to support Illawarra Metallurgical Coal's
         transition to a more efficient single longwall configuration at the Appin mine from FY25 and additional ventilation capacity to enable
         mining in Appin's Area 7 until at least 2039[4].

•        We received net distributions[5] of US$33M (South32 share) from our equity accounted investments (EAI) during the September 2023
         quarter, including US$15M from our manganese business and US$18M from Sierra Gorda.

•        We allocated US$22M to our on-market share buy-back during the September 2023 quarter, purchasing a further 10M shares at an
         average price of A$3.34 per share. Our US$2.4B capital management program is 95% complete with US$112M remaining to be
         returned ahead of its extension or expiry on 1 March 2024[6].

•        Subsequent to the end of the quarter, we paid a fully-franked ordinary dividend of US$145M in respect of the June 2023 half year.

•        Our FY24 Underlying effective tax rate (ETR) is expected to reflect the corporate tax rates and earnings of the jurisdictions in which 
         we operate[7], including our manganese business and Sierra Gorda on a proportional consolidated basis (including royalty related taxes
         for Australia Manganese and Sierra Gorda). The impact of permanent differences can have a disproportionate effect on our
         Underlying ETR when profit margins are compressed.

•        Separately, the Group made tax payments of US$39M (excluding EAIs) during the September 2023 quarter, as cash tax normalised following
         one-off portfolio related tax payments in the prior period.

DEVELOPMENT AND EXPLORATION UPDATE

Hermosa project

•        We invested US$71M of growth capital expenditure as we progressed construction of key infrastructure and commenced federal
         permitting for our Taylor zinc-lead-silver and Clark battery-grade manganese deposits.

•        We expect to complete the feasibility study and an independent peer review for the Taylor deposit in the December 2023 quarter and
         announce the study results and a final investment decision in the March 2024 quarter.

•        We commissioned the second water treatment plant, a key milestone in our critical path dewatering activity, and are on-track to
         commence construction of the Clark exploration decline in the December 2023 quarter.

•        We submitted a mine plan of operations for both the Taylor and Clark deposits with the US Forest Service, commencing the federal
         permitting process under FAST-41[8].

•        We directed US$6M to capitalised exploration during the September 2023 quarter, as we continued exploration drilling at our copper-
         lead-zinc-silver Peake prospect, to follow-up recent high-grade copper exploration results[9].

Greenfield exploration

•        We invested US$9M in our greenfield exploration opportunities during the September 2023 quarter, including a first time exploration
         drilling program at our 100% owned Roosevelt project in Alaska.
                                                                                                                                     
•        Consistent with our focus on adding prospective base metals options, we acquired an additional 4.9% equity interest in Aldebaran
         Resources Inc. (Aldebaran Resources) for approximately US$8M, taking our ownership to 14.8%.
         Aldebaran Resources has an earn-in to acquire an 80% interest in the Altar copper project in San Juan, Argentina.

Other exploration

•       We invested US$15M (US$11M capitalised) in exploration programs at our existing operations and development options during the
        September 2023 quarter, including US$6M at the Hermosa project (noted above, all capitalised), US$1M at Ambler Metals (all
        capitalised) and US$2M for our Sierra Gorda EAI (all capitalised).


PRODUCTION SUMMARY

     Production guidance
     (South32 share)                                                   FY23   YTD FY24   FY24e(a)   Comments
     
     Worsley Alumina

                                                                                                    Calciner maintenance completed in Q1
                                                                                                    FY24
     Alumina production (kt)                                          3,839        972      4,000
                                                                                                    Further calciner maintenance
                                                                                                    scheduled in Q3 FY24

     Brazil Alumina (non-operated)
     Alumina production (kt)                                          1,262        318      1,400   Recovered from temporary port
                                                                                                    infrastructure outages

     Brazil Aluminium (non-operated)
     Aluminium production (kt)                                           69         24        100

     Hillside Aluminium[10]
     Aluminium production (kt)                                          719        180        720

     Mozal Aluminium[10]
     Aluminium production (kt)                                          345         84        365

     Sierra Gorda (non-operated)
     Payable copper equivalent production[11] (kt)                     86.5       20.3       89.0
     Payable copper production (kt)                                    70.7       16.0       67.0
     Payable molybdenum production (kt)                                 1.2        0.4        2.5
     Payable gold production (koz)                                     28.8        6.3       22.5
     Payable silver production (koz)                                    630        145        550

     Cannington
     Payable zinc equivalent production[12](kt)                       259.6       70.3      287.2
     Payable silver production (koz)                                 11,183      3,230     12,500
     Payable lead production (kt)                                     101.7       28.5      115.0
     Payable zinc production (kt)                                      59.2       13.2       62.0

     Cerro Matoso
                                                                                                    Planned maintenance and a
     Payable nickel production (kt)                                    40.8        8.3       40.5   temporary disruption to
                                                                                                    third-party gas supply

     Illawarra Metallurgical Coal
     Total coal production (kt)                                       6,520      1,168      5,000   Four longwall moves planned
     Metallurgical coal production (kt)                               5,497      1,043      4,400   in FY24
     Energy coal production (kt)                                      1,023        125        600

     Australia Manganese
     Manganese ore production (kwmt)                                  3,545        890      3,400

     South Africa Manganese
     Manganese ore production (kwmt)                                  2,108        628      2,000

a.      The denotation (e) refers to an estimate or forecast year.


                                                                                  
WORSLEY ALUMINA (86% SHARE)
South32 share                                             YTD       YTD        YoY         1Q23       4Q23      1Q24    1Q24 vs    1Q24 vs
                                                         FY23      FY24                                                 1Q23       4Q23

Alumina production (kt)                                   920       972         6%          920      1,012       972      6%       (4%)

Alumina sales (kt)                                        885       913         3%          885      1,111       913      3%      (18%)

Worsley Alumina saleable production decreased by 4% (or 40kt) to 972kt in the September 2023 quarter as we completed planned calciner
maintenance. FY24 production guidance remains unchanged at 4,000kt with the refinery expected to deliver production at nameplate
capacity of 4.6Mt (100% basis) over the year. Further planned calciner maintenance is scheduled for the March 2024 quarter.

Sales decreased by 18% in the September 2023 quarter as a shipment slipped to the December 2023 quarter.

During the September 2023 quarter, we converted the first coal fired boiler to natural gas, which will improve energy security and reduce
the refinery's operational greenhouse gas emissions[13]. The second boiler conversion is on-track to be completed in the June 2024 half
year.


BRAZIL ALUMINA (36% SHARE, NON-OPERATED)
South32 share                                             YTD       YTD        YoY         1Q23       4Q23      1Q24    1Q24 vs    1Q24 vs
                                                         FY23      FY24                                                 1Q23       4Q23

Alumina production (kt)                                   337       318       (6%)          337        237       318    (6%)        34%

Alumina sales (kt)                                        313       272      (13%)          313        242       272   (13%)        12%

Brazil Alumina saleable production increased by 34% (or 81kt) to 318kt in the September 2023 quarter as the refinery continued its
recovery from the temporary port infrastructure outages in the prior quarter. FY24 production guidance remains unchanged at 1,400kt.


BRAZIL ALUMINIUM (40% SHARE, NON-OPERATED)
South32 share                                             YTD       YTD        YoY         1Q23       4Q23      1Q24    1Q24 vs    1Q24 vs
                                                         FY23      FY24                                                 1Q23       4Q23

Aluminium production (kt)                                   8        24       200%            8         24        24    200%         0%

Aluminium sales (kt)                                        3         8       167%            3         26         8    167%      (69%)

Brazil Aluminium saleable production was largely unchanged at 24kt in the September 2023 quarter as the smelter continued to ramp-up
all three potlines. FY24 production guidance remains unchanged at 100kt.

During the September 2023 quarter, we progressed activity to commence export sales of our share of the smelter's aluminium production,
having established initial sales volumes with domestic customers. We expect to commence export sales and drawdown our inventory
position to normalised levels during the December 2023 quarter.


HILLSIDE ALUMINIUM (100% SHARE)
South32 share                                             YTD       YTD        YoY         1Q23       4Q23      1Q24    1Q24 vs    1Q24 vs
                                                         FY23      FY24                                                 1Q23       4Q23

Aluminium production (kt)                                 179       180         1%          179        180       180      1%         0%

Aluminium sales (kt)                                      162       170         5%          162        185       170      5%       (8%)

Hillside Aluminium saleable production was unchanged at 180kt in the September 2023 quarter as the smelter continued to test its
maximum technical capacity despite the impact of elevated load-shedding. FY24 production guidance remains unchanged at 720kt[10].

Sales decreased by 8% in the September 2023 quarter as a shipment slipped to the December 2023 quarter.


MOZAL ALUMINIUM (63.7% SHARE)
South32 share                                             YTD       YTD        YoY         1Q23       4Q23      1Q24    1Q24 vs    1Q24 vs
                                                         FY23      FY24                                                 1Q23       4Q23

Aluminium production (kt)                                  92        84       (9%)           92         82        84    (9%)         2%

Aluminium sales (kt)                                       87        77      (11%)           87        114        77   (11%)      (32%)

Mozal Aluminium saleable production increased by 2% (or 2kt) to 84kt in the September 2023 quarter as the smelter continued to
implement initiatives to achieve planned equipment utilisation and pot stability, while managing the impact of elevated load-shedding.
FY24 production guidance remains unchanged at 365kt[10], with higher volumes expected across the remainder of the year as nameplate
production rates are achieved.

Sales decreased by 32% in the September 2023 quarter as we built inventory following a significant planned drawdown in the prior quarter.
We expect to lower our inventory position to normalised levels during the December 2023 quarter.


SIERRA GORDA (45% SHARE)
South32 share                                             YTD       YTD        YoY         1Q23       4Q23      1Q24    1Q24 vs    1Q24 vs
                                                         FY23      FY24                                                 1Q23       4Q23

Payable copper equivalent production[11] (kt)            22.5      20.3      (10%)         22.5       22.5      20.3   (10%)      (10%)

Payable copper production (kt)                           19.0      16.0      (16%)         19.0       17.3      16.0   (16%)       (8%)

Payable copper sales (kt)                                19.2      15.3      (20%)         19.2       18.0      15.3   (20%)      (15%)

Sierra Gorda payable copper equivalent production[11] decreased by 10% or (2.2kt) to 20.3kt in the September 2023 quarter as higher
plant throughput delivered by the de-bottlenecking project, was more than offset by lower planned copper grades. FY24 production
guidance remains unchanged at 89.0kt payable copper equivalent (copper 67.0kt, molybdenum 2.5kt, gold 22.5koz and silver 550koz).

Sierra Gorda progressed the feasibility study for the fourth grinding line expansion, which has the potential to sustainably lift plant
throughput by ~18% to ~57 to 58Mtpa (100% basis). The feasibility study remains on-track to be completed in the June 2024 half year.


CANNINGTON (100% SHARE)
South32 share                                             YTD       YTD        YoY         1Q23       4Q23      1Q24    1Q24 vs    1Q24 vs
                                                         FY23      FY24                                                 1Q23       4Q23

Payable zinc equivalent production[12] (kt)              61.1      70.3        15%         61.1       74.5      70.3     15%       (6%)

Payable silver production (koz)                         2,568     3,230        26%        2,568      3,368     3,230     26%       (4%)

Payable silver sales (koz)                              1,704     2,873        69%        1,704      3,244     2,873     69%      (11%)

Payable lead production (kt)                             24.6      28.5        16%         24.6       28.3      28.5     16%         1%

Payable lead sales (kt)                                  18.7      25.6        37%         18.7       26.0      25.6     37%       (2%)

Payable zinc production (kt)                             14.0      13.2        (6%)        14.0       16.2      13.2     (6%)     (19%)

Payable zinc sales (kt)                                  14.9      13.9        (7%)        14.9       21.8      13.9     (7%)     (36%)

Cannington payable zinc equivalent production[12] decreased by 6% (or 4.2kt) to 70.3kt in the September 2023 quarter as average zinc
grades declined due to the sequencing of lower grade stopes. FY24 guidance remains unchanged at 287.2kt payable zinc equivalent
production (silver 12,500koz, lead 115.0kt and zinc 62.0kt).


CERRO MATOSO (99.9% SHARE)
South32 share                                             YTD       YTD        YoY         1Q23       4Q23      1Q24    1Q24 vs    1Q24 vs
                                                         FY23      FY24                                                 1Q23       4Q23

Payable nickel production (kt)                            9.6       8.3      (14%)          9.6       10.2       8.3   (14%)      (19%)

Payable nickel sales (kt)                                 9.0       8.5       (6%)          9.0       10.4       8.5    (6%)      (18%)

Cerro Matoso payable nickel production decreased by 19% (or 1.9kt) to 8.3kt in the September 2023 quarter as plant availability was
impacted by planned maintenance and a temporary reduction in third-party gas supply, while nickel grades were sequentially lower in
accordance with the mine plan. FY24 production guidance remains unchanged at 40.5kt, with improved plant throughput and nickel grades
expected across the remainder of the year.

Sales decreased by 18% in the September 2023 quarter, reflecting lower product availability. Price realisations for our ferronickel product
reflected a discount of ~33% to the LME Nickel Index[14], as market dynamics remained largely unchanged from the prior year (FY23: ~29%
discount).


ILLAWARRA METALLURGICAL COAL (100% SHARE)
South32 share                                             YTD       YTD        YoY         1Q23       4Q23      1Q24    1Q24 vs    1Q24 vs
                                                         FY23      FY24                                                 1Q23       4Q23

Total coal production (kt)                              1,595     1,168      (27%)        1,595      1,753     1,168   (27%)      (33%)

Total coal sales[15] (kt)                               1,390     1,196      (14%)        1,390      1,697     1,196   (14%)      (30%)

Metallurgical coal production (kt)                      1,270     1,043      (18%)        1,270      1,504     1,043   (18%)      (31%)

Metallurgical coal sales (kt)                           1,193       996      (17%)        1,193      1,529       996   (17%)      (35%)

Energy coal production (kt)                               325       125      (62%)          325        249       125   (62%)      (50%)

Energy coal sales (kt)                                    197       200         2%          197        168       200      2%        19%

Illawarra Metallurgical Coal saleable production decreased by 33% (or 585kt) to 1,168kt in the September 2023 quarter as the operation
commenced an extended planned longwall move at the Dendrobium mine. A new four-year industrial agreement covering deputies at the Appin 
mine was finalised subsequent to the end of the quarter.

FY24 production guidance remains unchanged at 5.0Mt with production volumes expected to be weighted to H2 FY24, reflecting the
expected duration of planned longwall moves across the year (two in Q2 FY24, two in Q4 FY24).


AUSTRALIA MANGANESE (60% SHARE)
South32 share                                             YTD       YTD        YoY         1Q23       4Q23      1Q24    1Q24 vs    1Q24 vs
                                                         FY23      FY24                                                 1Q23       4Q23
 
Manganese ore production (kwmt)                           898       890       (1%)          898        869       890    (1%)         2%

Manganese ore sales (kwmt)                                779       940        21%          779        866       940     21%         9%

Australia Manganese saleable production increased by 2% (or 21kwmt) to 890kwmt in the September 2023 quarter as the operation
achieved strong primary output, and continued to operate the low-cost PC02 circuit above its design capacity, delivering ~11% of
production (FY23: 11%). FY24 production guidance remains unchanged at 3,400kwmt, subject to the impacts from the wet season.

Sales increased by 9% in the September 2023 quarter, as improved road haulage capacity and alternative shipping solutions supported a
planned drawdown in inventories. Our average realised price for manganese ore sales was a discount of approximately 6% to the high
grade 44% manganese lump ore index[16] on a M-1 basis (FY23: 6% discount), reflecting lower planned ore grades, as well as price
realisations for our PC02 product.


SOUTH AFRICA MANGANESE (ORE 54.6% SHARE)
South32 share                                             YTD       YTD        YoY         1Q23       4Q23      1Q24    1Q24 vs    1Q24 vs
                                                         FY23      FY24                                                 1Q23       4Q23
 
Manganese ore production (kwmt)                           562       628        12%          562        586       628     12%         7%

Manganese ore sales (kwmt)                                473       518        10%          473        541       518     10%        (4%)

South Africa Manganese continued its strong performance, increasing saleable production by 7% (or 42kwmt) to a record 628kwmt in the
September 2023 quarter. FY24 production guidance remains unchanged at 2,000kwmt, with planned maintenance scheduled for the
December 2023 and March 2024 quarters.

Sales decreased by 4% in the September 2023 quarter, as third-party port congestion impacted the timing of shipments. We expect to
complete additional shipments and drawdown inventories during the December 2023 quarter.

Our realised price for manganese ore sales was a premium of approximately 6% to the medium grade 37% manganese lump ore index[17]
on a M-1 basis (FY23: 6% premium), as we continued to optimise our sales mix.


NOTES
1.    Refers to aluminium produced using renewable power.

2.    Net debt number is unaudited and should not be considered as an indication of or alternative to an IFRS measure of profitability, financial performance or liquidity.

3.    Group safe and reliable capital expenditure and improvement and life extension capital expenditure (excluding EAIs). FY24 guidance is US$690M.

4.    The information in this announcement that relates to the Production Target for Appin (up to 2039) of Illawarra Metallurgical Coal is based on
      21% Proved and 79% Probable Coal Reserves from Bulli (Appin). Production Target cautionary statement – The Coal Reserves estimates underpinning the Production Target
      have been prepared by Competent Persons and reported in accordance with the JORC Code. The Coal Resources and Coal Reserves estimates are available to view in
      South32's FY23 Annual Report (http://www.south32.net) published on 8 September 2023. The stated Production Target is based on South32's current expectations of future
      results or events and should not be solely relied upon by investors when making investment decisions. Further evaluation work and appropriate studies are required to
      establish sufficient confidence that this target will be met.

5.    Net distributions from our material equity accounted investments (manganese and Sierra Gorda) includes net debt movements and dividends, which are unaudited and
      should not be considered as an indication of or alternative to an IFRS measure of profitability, financial performance or liquidity.

6.    Since inception, US$1.7B has been allocated to the on-market share buy-back (788M shares at an average price of A$3.05 per share) and US$525M returned in the form of
      special dividends.

7.    The corporate tax rates of the geographies where the Group operates include: Australia 30%, South Africa 27%, Colombia 35%, Mozambique 0%, Brazil 34% and Chile 27%.
      The Mozambique operations are subject to a royalty on revenues instead of income tax. Sierra Gorda is subject to a royalty related tax based on the amount of copper sold
      and the mining operating margin, the rate is between 5% and 14% for annual sales over 50kt of refined copper. This royalty is included in tax expense.

8.    Refer to market release 'Hermosa Project Update' dated 8 May 2023. In May 2023, our Hermosa project was confirmed by the US Federal Permitting Improvement Steering
      Council, an independent federal agency, as the first mining project added to the FAST-41 process.

9.    Peake Prospect Exploration Target: The information in this announcement that relates to Exploration Results for Peake prospect is extracted from the announcement
      entitled (Hermosa Project – Mineral Resource Estimate Update and Exploration Results) published on 24 July 2023 and is available to view on www.south32.net.
      The company confirms that it is not aware of any new information or data that materially affects the information included in the original market announcement.
      The company confirms that the form and context in which the Competent Person's findings are presented have not been materially modified from the original market
      announcement.

10.   Production guidance for Hillside Aluminium and Mozal Aluminium does not assume any load-shedding impact on production.

11.   Payable copper equivalent production (kt) was calculated by aggregating revenues from copper, molybdenum, gold and silver, and dividing the total Revenue by the price of
      copper. FY23 realised prices for copper (US$3.51/lb), molybdenum (US$21.28/lb), gold (US$1,821/oz) and silver (US$21.9/oz) have been used for FY23, Q1 FY24 and FY24e.

12.   Payable zinc equivalent production (kt) was calculated by aggregating revenues from payable silver, lead and zinc, and dividing the total Revenue by the price of zinc. FY23
      realised prices for zinc (US$2,151/t), lead (US$1,919/t) and silver (US$21.1/oz) have been used for FY23, Q1 FY24 and FY24e.

13.   The first boiler conversion is expected to reduce the refinery's operational greenhouse gas emissions by up to ~205,000 tonnes per annum or ~6% from FY23 levels.

14.   Our realised price for nickel sales during the September 2023 quarter was US$6.19/lb, which represented a ~33% discount to the average LME Nickel index price of
      US$9.23/lb.

15.   Illawarra Metallurgical Coal sales are adjusted for moisture and will not reconcile directly to Illawarra Metallurgical Coal production.

16.   The sales volume weighted average of the Metal Bulletin 44% manganese lump ore index (CIF Tianjin, China) on the basis of a one-month lag to published pricing (Month
      minus one or 'M-1' was US$4.53/dmtu in the September 2023 quarter.

17.   The sales volume weighted average of the Metal Bulletin 37% manganese lump ore index (FOB Port Elizabeth, South Africa) on the basis of a M-1 basis was US$2.99/dmtu in
      the September 2023 quarter.


The following abbreviations have been used throughout this report: US$ million (US$M); US$ billion (US$B); grams per tonne (g/t); tonnes (t); thousand tonnes (kt); thousand
tonnes per annum (ktpa); million tonnes (Mt); million tonnes per annum (Mtpa); ounces (oz); thousand ounces (koz); million ounces (Moz); thousand wet metric tonnes (kwmt);
million wet metric tonnes (Mwmt); million wet metric tonnes per annum (Mwmt pa); dry metric tonne unit (dmtu); thousand dry metric tonnes (kdmt).

Figures in Italics indicate that an adjustment has been made since the figures were previously reported. The denotation (e) refers to an estimate or forecast year.


OPERATING PERFORMANCE
South32 share                                   YTD    YTD    1Q23   2Q23    3Q23    4Q23          1Q24
                                               FY23   FY24

Worsley Alumina (86% share)
Alumina hydrate production (kt)                 957    973     957    998     921     957           973
Alumina production (kt)                         920    972     920   1,002    905   1,012           972
Alumina sales (kt)                              885    913     885    976     845   1,111           913

Brazil Alumina (36% share)
Alumina production (kt)                         337    318     337    354     334    237            318
Alumina sales (kt)                              313    272     313    365     317    242            272

Brazil Aluminium (40% share)
Aluminium production (kt)                         8     24       8     15      22     24             24
Aluminium sales (kt)                              3      8       3     16      23     26              8

Hillside Aluminium (100% share)
Aluminium production (kt)                       179    180     179    183     177    180            180
Aluminium sales (kt)                            162    170     162    175     197    185            170

Mozal Aluminium (63.7% share)
Aluminium production (kt)                        92     84      92     90      81     82             84
Aluminium sales (kt)                             87     77      87     90      43    114             77

Sierra Gorda (45% share)
Ore mined (Mt)                                   8.8    5.9    8.8     6.6    5.1     5.5            5.9
Ore processed (Mt)                               5.4    5.5    5.4     5.3    5.1     5.4            5.5
Copper ore grade processed (%, Cu)              0.45   0.37   0.45    0.44   0.40    0.40           0.37
Payable copper equivalent production[11] (kt)   22.5   20.3   22.5    22.3   19.2    22.5           20.3
Payable copper production (kt)                  19.0   16.0   19.0    18.9   15.5    17.3           16.0
Payable copper sales (kt)                       19.2   15.3   19.2    19.2   15.4    18.0           15.3
Payable molybdenum production (kt)               0.2    0.4    0.2     0.2    0.3     0.5            0.4
Payable molybdenum sales (kt)                    0.3    0.4    0.3     0.5    0.2     0.3            0.4
Payable gold production (koz)                    7.8    6.3    7.8     7.5    6.2     7.3            6.3
Payable gold sales (koz)                         7.7    6.3    7.7     7.7    6.4     7.3            6.3
Payable silver production (koz)                  180    145     180    158     138    154            145
Payable silver sales (koz)                       179    140     179    166     137    157            140

Cannington (100% share)
Ore mined (kwmt)                                639     551     639     484     469     631           551
Ore processed (kdmt)                            518     562     518     624     452     562           562
Silver ore grade processed (g/t, Ag)            179     206     179     171     191     210           206
Lead ore grade processed (%, Pb)                5.6     5.8     5.6     5.4     5.5     5.8           5.8
Zinc ore grade processed (%, Zn)                3.7     3.2     3.7     3.6     3.8     4.0           3.2
Payable zinc equivalent production[12] (kt)    61.1    70.3    61.1    69.7    54.3    74.5          70.3
Payable silver production (koz)               2,568   3,230   2,568   2,906   2,341   3,368         3,230
Payable silver sales (koz)                    1,704   2,873   1,704   3,379   2,412   3,244         2,873
Payable lead production (kt)                   24.6    28.5    24.6    27.8    21.0    28.3          28.5
Payable lead sales (kt)                        18.7    25.6    18.7    32.6    21.7    26.0          25.6
Payable zinc production (kt)                   14.0    13.2    14.0    16.4    12.6    16.2          13.2
Payable zinc sales (kt)                        14.9    13.9    14.9    12.6     8.8    21.8          13.9

Cerro Matoso (99.9% share)
Ore mined (kwmt)                              1,332     940   1,332   1,420   1,189   1,619           940
Ore processed (kdmt)                            666     594     666     726     713     702           594
Ore grade processed (%, Ni)                    1.63    1.57    1.63    1.65    1.58    1.62          1.57
Payable nickel production (kt)                  9.6     8.3     9.6    10.8    10.2    10.2           8.3
Payable nickel sales (kt)                       9.0     8.5     9.0    10.8    10.6    10.4           8.5

Illawarra Metallurgical Coal (100%)
Total coal production (kt)                    1,595   1,168   1,595   1,736   1,436   1,753         1,168
Total coal sales[15] (kt)                     1,390   1,196   1,390   1,795   1,477   1,697         1,196
Metallurgical coal production (kt)            1,270   1,043   1,270   1,483   1,240   1,504         1,043
Metallurgical coal sales (kt)                 1,193     996   1,193   1,485   1,195   1,529           996
Energy coal production (kt)                     325     125     325     253     196     249           125
Energy coal sales (kt)                          197     200     197     310     282     168           200

Australia Manganese (60% share)
Manganese ore production (kwmt)                 898     890     898     946     832     869           890
Manganese ore sales (kwmt)                      779     940     779     873     743     866           940
Ore grade sold (%, Mn)                         44.3    42.9    44.3    44.1    44.0    43.1          42.9

South Africa Manganese (54.6% share)
Manganese ore production (kwmt)                 562     628     562     531     429     586           628
Manganese ore sales (kwmt)                      473     518     473     559     492     541           518
Ore grade sold (%, Mn)                         38.5    39.0    38.5    39.8    38.8    39.4          39.0


Forward-looking statements
This release contains forward-looking statements, including statements about trends in commodity prices and currency exchange rates; demand for commodities; production
forecasts; plans, strategies and objectives of management; capital costs and scheduling; operating costs; anticipated productive lives of projects, mines and facilities; and
provisions and contingent liabilities. These forward-looking statements reflect expectations at the date of this release, however they are not guarantees or predictions of future
performance. They involve known and unknown risks, uncertainties and other factors, many of which are beyond our control, and which may cause actual results to differ
materially from those expressed in the statements contained in this release. Readers are cautioned not to put undue reliance on forward-looking statements. Except as required
by applicable laws or regulations, the South32 Group does not undertake to publicly update or review any forward-looking statements, whether as a result of new information or
future events. Past performance cannot be relied on as a guide to future performance. South32 cautions against reliance on any forward-looking statements or guidance.


FURTHER INFORMATION
 INVESTOR RELATIONS                                           MEDIA RELATIONS
 Ben Baker                                                    Jamie Macdonald                                              Miles Godfrey
 M +61 403 763 086                                            M +61 408 925 140                                            M +61 415 325 906
 E Ben.Baker@south32.net                                      E Jamie.Macdonald@south32.net                                E Miles.Godrey@south32.net


Approved for release to the market by Graham Kerr, Chief Executive Officer
JSE Sponsor: The Standard Bank of South Africa Limited
23 October 2023
Date: 23-10-2023 08:00:00
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