ILUKA RESOURCES LIMITED — Major Shareholding Notification 2014

Oct 15, 2014

MFS Investment Management Servke Cents PO Box 55824 Boston, MA 02205-5824 617-954-5000

Facsimile Cover Sheet

DEte: Wednesday, October 16, 2014 2:24:14 PM

To: Australian Securities Exchange

Compaq:

Fax Number: 901 161297780999

Sender's Name: Fax Sender

Sender's Phone:

Sender's Fax:

To al Pages: 08 (Indndlng coversheet)

Subject:

THE NE MATION CONFAINED IN THIS FACSIMILE MEESAGE ¹⁸ ATrORNEY INFORMATION INTENDED ONLY Fl THE USE OF nIE INDIVIDUAL OR ENTInr NAMED ABOVE. IF THE READER OF mm MESSAGE IS NOT THZ INIENIED , *1 ^{1 +} , YOU ARE HERIBY NOTIPTIm THAT ANY KINAUTHOR,ZF.n ^I i:·:, i, ¹ Hag ¹ 1: ' ¹ OR COPY OF 7NIS COMMUNICATION E SIECILY PRO IF YOU HAVE RECEIVED THIS COMMUNICATION IN ERROR:P!;ICARRIM UNATELYNOINYIBBY ^M : ,1 TRIANKYOU

MFS Investment Mgmt 10/15/2014 2:24:27 PM PAGE 2/008 Fax Server

DATE: October 15, 2014

FROM: Lori Najjar AVP, Sr. Compliance Manager MFS Investment Management, Boston, MA, USA

PHONE: (617)-954-5000

$(617)$ 210-8935 FAX:

TOTAL NUMBER OF PAGES TRANSMITTED INCLUDING COVER: 7

TRANSMISSION BEING SENT TO:

Australian Securities Exchange NAME:

FORM 605-NOTICE OF CEASING TO BE A RE: SUBSTANTIAL HOLDER

FAX NUMBER: +61 2 9778 0999

COMMENTS:

Please find attached Form 604- Notice of change of interests of substantial shareholder for Huka Resources Limited from the Massachusetts Financial Services Company on behalf of Sun Life Financial, Inc.

Please do not hesitate to contact me at (617)-954-5000 should you have any questions

605 page 1/2 15 July 2001

	Corporations Act 2001 Section 671B
	Notice of ceasing to be a substantial holder
To Company Name/Scheme	Iluka Resources Limited
ACN/ARSN	008 675 018
1. Details of substantial holder(1)
Name ACN/ARSN (if applicable)	MFS Investment Management on behalf of Sun Life Financial Inc. N/A
The holder ceased to be a substantial holder on	14/10/14
The previous notice was given to the company on The previous notice was dated	17/4/14 17/4/14

Particulars of each change in, or change in the nature of, a relevant interest (2) of the substantial holder or an associate (3) in voting securities of the company or scheme, since the
substantial holder was last required

Date of change	Person whose relevant interest changed	Nature of change (4)	Consideration given in relation to change(5)	Class (6) and number of securities affected	Person's votes aftected
See Annexure A

3. Changes in association

The persons who have become associates (3) of, ceased to be associates of, or have changed the nature of their association (7) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

Name and ACN/ARSN (if applicable)	Nature of association
See A $\cdot$ inexure $\wedge$
	---------------------------------------

4. Addresses

The addresses of persons named in this form are as follows:

______ ______ --------------------------------------- Name -------------------------------------- --------------------------------------	--------------------------------------- ----------- Address --------------------------------------
______ ______	******** ____ -------------------------------------- _______ ______ ______ --------------------------------------

Signature

print name See Annexure A

capacity See Annexure A

sign here See Annexure A

See Annexúre A date

605 GUIDE page 1/1 13 March 2000

ANNEXURE A

This is Annexure A of 4 pages referred to in Form 605 Notice of change of interests of Substantial
Holder lodged on behalf of MFS investment Management in relation to ILUKA RESOURCES LIMITED

Lori A. Najjar NAME:

SIGN:

CAPACITY:

INVESTMENT COMPLIANCE SENIOR MANAGER
ASSISTANT VICE PRESIDENT

15-Oct-2014

DATE:

1. PREVIOUS AND PRESENT VOTING POWER

voting interersts in the scheme that that substantial holder or an associate (2) had The total number of votes attached to all the voting shares in the company or to give a substantial holding notice ot the compnay or scheme, are as follows: a relevant interest (3) in when last reequired, and when now required,

CLASS OF SECURITIES: PREVIOUS NOTICE	NUMBER OF SECURITIES	PERSON'S VOTE	VOTING POWER
ORD (MFS INVESTMENT MANAGEMENT (LUX) S.A.)	54,828.00	54828.00	001%
ORD (MFS INVESTMENT MANAGEMENT CANADA LIMITED	910,431.00	910,431.00	0.22%
ORD (MASSACHUSETTS FINANCIAL SERVICES COMPANY)	22,898,593.00	22,898,593.00	547%
ORD (MFS HERITAGE TRUST COMPANY)	373,285.00	373,285.00	0.09%
ORD (MFS INSTITUTIONAL ADVISORS, INC.)	1,215,130.00	1,215,130.00	0.29%
LRIO		25,452,267.00	6.08%

2. PREVIOUS AND PRESENT VOTING POWER (continued)

CLASS OF SECURITIES: PRESENT NOTICE	MUNISIPER OF SECURITIES	PERSON'S ÓTÉ	NOTING POWER
DRD (MFS INVESTMENT MANAGEMENT (LUX) S.a.r.L)	17,458.00	17,458.00	9600%
ORD (MFS INVESTMENT MANAGEMENT CANADA LIMITED)	714,503.00	714,503.00	2.17%
EORD (MASSACHUSETTS FINANCIAL SERVICES COMPANY)	18,309,823.00	18,309,823.00	4.37%
ORD (MFS HERITAGE TRUST COMPANY)	262,091.00	262,091.00	0.06%
ORD (MFS INSTITUTIONAL ADVISORS, INC.)	1,033,962.00	1,033,962.00	96520
ORD (MFS INTERNATIONAL (U.K.) LTD.)	114,199.00	114,199.00	0.03%
TOTAL		20,452,036.00	4.88%

3. CHANGES IN RELEVANT INTERESTS

Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate
in voting securities of the company or scheme, since the substantial holder was last required to give

1.20%	ORD (5,000,231)
		e G∩⊅			PT/OT/PT
%E00	ORD 114,199	ORD Average price of 8.6639	Market Purchase	MES INTERNATIONAL (U.K.) LTD.	17/04/14 to
		d∩∀			14/10/14
-0.04%	ORD (181,168)	ORD Average price of 8.6639	Market Sale	MFS INSTITUTIONAL ADVISORS, INC.	17/04/14 to
		JΩ			14/10/14
ASSO.	ORD (111,194)	ORD Average price of 8.6639	Market Sale	INFS HEREITAGE TRUST COMPANY	17/04/14 to
		anvi			14/10/14
%01T	ORD (4,588,770)	ORD Average price of 8.6639	Market Sale	IMASSACHUSETTS FINANCIAL SERVICES COMPANY	17/04/14 to
		POP			14/10/14
%50'0"	ORD (195,928	ORD Average price of 8.6639	Market Sale	MFS INVESTMENT MANAGEMT CAMADA LIMITED	17/04/14 to
		CED			14/10/14
9610.0-	ORD (37,370)	ORD Average price of 8.6639	Market Sale	MFS INVESTMENT MANAGEMENT (LUX) S.a.r.L	17/04/14 to
	AFFECTED	RELATION TO CHANGE			CHANGE
PERSON'S VOTES AFFECTED	CLASS AND NUMBER OF SECURITIES	CONSIDERATION GIVEN IN	NATURE OF CHANGE	PERSON NHORE KEISTEN INTERFEST CHANGED	DATE OF

4. PRESENT RELEVANT INTERESTS

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

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48884	ORD 20,452,036 00				TOTAL:
		and/or institutional accounts)	Products
		and/or dispose of the shares on behalf of its client portfolios (e.g., pooled products	Custodian Banks (Citents and/or Pooled
2.03%	CRD 114,199	Each "Holder of Relevant interest" has the capacity to exercise the power to vote	Various Institutional	Various	MES INTERNATIONAL (U.K.) LTD.
		and/or institutional accounts)	Products
		and/or dispose of the shares on behalf of its client portfolios (e.g., pooled products	Custodian Banks [Clients and/or Pooled
0.25%	CRD 1,033,962	Each "Holder of Relevant interest" has the capacity to exercise the power to vote	Various Institutional	Various	MPS INSTITUTIONAL ADVISORS, INC.
		and/or institutional accounts).	Products
		and/or dispose of the shares on behalf of its client portfolios (e.g., pooled products	Custodian Banks (Clients and/or Pooled
0.06%	ORD 262,091	Each "Holder of Relevant Interest" has the capacity to exercise the power to vote	Various Institutional	snoue N	MFS HERITAGE TRUST COMPANY
		and/or institutional accounts)	Products
		and/or dispose of the shares on behalf of its client portfolios (e.g., pooled products	Custodian Banks (Cifents and/or Pooled
4.37%	ORD 18,309,823	Each "Holder of Relevant Interest" has the capacity to exercise the power to vote	Various Institutional	Various	IMASSACHUSETTS FINANCIAL SERVICES COMPANY
		and/or institutional accounts).	Products
		and/or dispose of the shares on behalf of its client portfolios (e.g., pooled products	Custodian Banks Clients and/or Pooled
0.17%	COS 714,503	Each "Hotder of Relevant Interest" has the capacity to exercise the power to vote	Various Institutional	Various	IMFS INVESTMENT MANAGEMENT CANADA LIMITED
		and/i or institutional accounts)	Products
		and/or dispose of the shares on behalf of its client portfolios (e.g., pooled products	Custodian Banks Clients and/or Pooled
AOO.O	ORD 17,458	Each "Holder of Relevant interest" has the capacity to exercise the power to vote	Various lestitutional	Various	IMFS INVESTMENT MANAGEMENT (LUX) S.a.r.L
	SECURITIES			SECURITIES	INIFRESI
	NUMBER OF		REGISTER CD AS HOLDER	HOLDER OF	RELEVANT
SERSON S.NOSHER	CIASS AND	INATURE OF RELEVANT INTEREST	PERSON ENTITLED TO BE	REGISTERED	HOLDER OF

,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,

5. CHANGES IN ASSOCIATION

The persons who have become associates(2) of, ceased to be associates of, or have changed the nature of their
association (9) with, the substantial holder in relation to voting interests in the company or scheme are as fol

NAME AND CAN/ARSN (IF APPLICABLE)	NATURE OF ASSOCIATION
ISSUE EVALUATING CONSTRUCTION	Sun Life is a related Body Corporate of MFS and its Subsidiaries.
IMASSACHUSETTS FINANCIAL SERVICES COMPANY	MFS is a related Body Corporate of Sun Life Financial, Inc.
INFSHERITAGE TRUST CONPANY	MFSHE is a related Body Corporate of MFS
IMPS INSTITUTIONAL ADVISORS, INC.
INFS INTERNATIONAL (U.K) LTD.	MFSI is a related Body Corporate of MFS MILUK is a related Body Corporate of MFS MILUK is a related Body Corporate of MFS MPSC is a related Body Corporate of MFS
MES INVESTMENT MANAGEMENT CANADA LIMITED
IMES INVESTMENT MANAGEMENT (LUX) S.a.r.L	LUX is a related Body Corporate

6. ADDRESSES

The addresses of persons named in this form are as follows:

NAME AND CAN/ARSN (IF APPLICABLE)	ATURE OF ASSOCIATION
SUN LIFE FINANCIAL INC.	150 King Street West, Toronto, ON M5H 1J9 Canada
MFS INVESTMENT MANAGEMENT (LUX) S.a.r.L	19, Rue de Bibourg, L-1273 Luxembourg, incorporated in Luxembourg
IMASSACHUSETTS FINANCIAL SERVICES COMPANY	111 Huntington Avenue, Boston, Massachusetts 02199 U.S.A.
IMFS HERITAGE TRUST COMPANY	1111 Huntington Avenue, Boston, Massachusetts 02199 U.S.A.
IMFS INSTITUTIONAL ADVISORS, INC.	111 Huntington Avenue, Boston, Massachusetts 02199 U.S.A.
IMFS INTERNATIONAL (U.K) LTD.	One Carter Lane, London EC4V 5ER; incorporated in England and Whales
IMFS INVESTMENT MANAGEMT CANADA LIMITED	Canada 77 King Street West, 35th floor, Toronto, ON M5K 187, Canada; amalgamated in