SANDFIRE RESOURCES LIMITED — Major Shareholding Notification 2019

Jun 25, 2019

June 25, 2019

Company Announcement Officer

State Street Global Advisors, Australia, Limited (ABN 42 003 914 225) Level 17, 420 George Street Sydney NSW 2000 Australia

T +61 2 9240 7600

ssga.com

Dear Announcement Officer

Notice of Becoming a Substantial Shareholder

Pursuant to section 671B of the Corporations Act, State Street Corporation hereby advises that it has become a substantial shareholder in Sandfire Resources NL. The enclosed ASIC Form 603 discloses the required details.

Yours faithfully,

Alison Mitchell Compliance VP

Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial holder

To Company Name/Scheme	SANDFIRE RESOURCES NL
ACN/ARSN	105 154 185
1. Details of substantial holder (1)
NameACN/ARSN (if applicable)	State Street Corporation and subsidiaries named in Annexures to this form
The holder became a substantial holder on	21/06/2019

2. Details of voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in on the date the substantial holder became a substantial holder are as follows:

Class of securities (4)	Number of securities	Person's votes (5)	Voting power (6)
Ord	8,068,082	8,068,082	5.06%

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

Holder of relevant interest	Nature of relevant interest (7)	Class and number of securities
Annexure A

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

Holder of relevantinterest	Registered holder ofsecurities	Person entitled to beregistered as holder (8)	Class and numberof securities
Annexure A

5. Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

Holder of relevant interest	Date of acquisition	Consideration (9)		Class and number of securities
		Cash	Non-Cash
Annexure B

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

Name and ACN/ARSN (if applicable)	Nature of association
Annexure A

7. Addresses

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

Name	Address
Annexure C

Signature

print name	Ian Appleyard	Capacity: Authorised signatory
sign here		date 25/06/2019

DIRECTIONS

• (1) If there are a number of substantial holders with similar or related relevant interests (eg a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 7 of the form.
• (2) See the definition of "associate" in section 9 of the Corporations Act 2001.
• (3) See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
• (4) The voting shares of a company constitute one class unless divided into separate classes.
• (5) The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant interest in.
• (6) The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
• (7) Include details of:
  • (a) any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and
  • (b) any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

• (8) If the substantial holder is unable to determine the identity of the person (eg if the relevant interest arises because of an option) write "unknown".
• (9) Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.

_______________________________________ 25 June 2019

Ian Appleyard Authorised Signatory

1. Details of relevant interests 4. Details of present registered holders

2. Associates

Holder of relevant interest	Nature of Relevant Interest	Registered Holder of securities	Person Entitled to be registered as holder	Class and number of Securities		Nature of Association
(Section 3, 4 and 6)	(Section 3)	(Section 4)	(Section 4)	(Section 3 and 4)		(Section 6)
	Power to control the exercise of a right to vote
	attached to securities and/or the power to dispose					Subsidiary of State
State Street Global Advisors Asia Limited	of securities as investment manager or trustee	State Street Bank & Trust	N.A.	Ordinary	426,433	Street Corporation
	Power to control the exercise of a right to vote
	attached to securities and/or the power to dispose					Subsidiary of State
State Street Global Advisors Australia Limited	of securities as investment manager or trustee	BNP Paribas Australia	N.A.	Ordinary	5,291	Street Corporation
	Power to control the exercise of a right to vote
	attached to securities and/or the power to dispose					Subsidiary of State
State Street Global Advisors Australia Limited	of securities as investment manager or trustee	BNP PARIBAS SECURITIES SERVICES JER	N.A.	Ordinary	104,731	Street Corporation
	Power to control the exercise of a right to vote
	attached to securities and/or the power to dispose					Subsidiary of State
State Street Global Advisors Australia Limited	of securities as investment manager or trustee	JPMorgan Chase Bank Global Services Australia	N.A.	Ordinary	30,606	Street Corporation
	Power to control the exercise of a right to vote
	attached to securities and/or the power to dispose					Subsidiary of State
State Street Global Advisors Australia Limited	of securities as investment manager or trustee	National Australia Custodian Services	N.A.	Ordinary	278,464	Street Corporation
	Power to control the exercise of a right to vote
	attached to securities and/or the power to dispose					Subsidiary of State
State Street Global Advisors Australia Limited	of securities as investment manager or trustee	Northern Trust Company, Singapore	N.A.	Ordinary	298,608	Street Corporation
	Power to control the exercise of a right to vote
	attached to securities and/or the power to dispose					Subsidiary of State
State Street Global Advisors Australia Limited	of securities as investment manager or trustee	State Street Australia Ltd, Sydney	N.A.	Ordinary	175,906	Street Corporation
	Power to control the exercise of a right to vote
	attached to securities and/or the power to dispose					Subsidiary of State
State Street Global Advisors Australia Limited	of securities as investment manager or trustee	State Street Bank & Trust	N.A.	Ordinary	4,082,572	Street Corporation
	Power to control the exercise of a right to vote
	attached to securities and/or the power to dispose					Subsidiary of State
State Street Global Advisors Australia Limited	of securities as investment manager or trustee	The Northern Trust Co. London	N.A.	Ordinary	64,489	Street Corporation
	Power to control the exercise of a right to vote
	attached to securities and/or the power to dispose					Subsidiary of State
State Street Global Advisors Inc	of securities as investment manager or trustee	Mellon Bank N.A. (Global Trust Dept.,) Pittsburgh	N.A.	Ordinary	23,035	Street Corporation
	Power to control the exercise of a right to vote
	attached to securities and/or the power to dispose					Subsidiary of State
State Street Global Advisors Inc		Mellon Bank, N.A.			24,137
	of securities as investment manager or trustee		N.A.	Ordinary		Street Corporation
	Power to control the exercise of a right to vote
	attached to securities and/or the power to dispose					Subsidiary of State
State Street Global Advisors Inc	of securities as investment manager or trustee	State Street Bank & Trust	N.A.	Ordinary	2,143,787	Street Corporation
	Power to control the exercise of a right to vote
	attached to securities and/or the power to dispose					Subsidiary of State
State Street Global Advisors Inc	of securities as investment manager or trustee	State Street Bank Master Trust	N.A.	Ordinary	20,528	Street Corporation
	Power to control the exercise of a right to vote
	attached to securities and/or the power to dispose					Subsidiary of State
State Street Global Advisors Inc	of securities as investment manager or trustee	State Street Mutual Funds	N.A.	Ordinary	315,452	Street Corporation
	Power to control the exercise of a right to vote
	attached to securities and/or the power to dispose					Subsidiary of State
State Street Global Advisors Inc	of securities as investment manager or trustee	The Northern Trust Company, Chicago	N.A.	Ordinary	1,361	Street Corporation
	Power to control the exercise of a right to vote
	attached to securities and/or the power to dispose					Subsidiary of State
State Street Global Advisors Limited	of securities as investment manager or trustee	Bank of New York, Brussels	N.A.	Ordinary	33,946	Street Corporation
	Power to control the exercise of a right to vote
	attached to securities and/or the power to dispose					Subsidiary of State
State Street Global Advisors Limited	of securities as investment manager or trustee	Northern Trust Global Services London	N.A.	Ordinary	13,513	Street Corporation
	Power to control the exercise of a right to vote
	attached to securities and/or the power to dispose					Subsidiary of State
State Street Global Advisors Limited	of securities as investment manager or trustee	State Street	N.A.	Ordinary	2,209	Street Corporation
	Power to control the exercise of a right to vote
	attached to securities and/or the power to dispose					Subsidiary of State
State Street Global Advisors Limited	of securities as investment manager or trustee	State Street Bank & Trust	N.A.	Ordinary	22,583	Street Corporation
	Power to control the exercise of a right to vote
	attached to securities and/or the power to dispose					Subsidiary of State
State Street Global Advisors Limited	of securities as investment manager or trustee	The Northern Trust Co. London	N.A.	Ordinary	431	Street Corporation

Annexure A

This is Annexure B referred to in Form 603 Notice of initial substantial holder

Annexure B

$$ \begin{array}{c}\n1. \quad \overbrace{\phantom{000000000000000000000000000000000000 $$

Ian Appleyard Authorised Signatory

1. Consideration

Holder of relevant interest	Date of Acquisition	Nature of transaction	Consideration	Class and number of Securities affected
State Street Global Advisors Australia Limited		04‐Mar‐2019 In specie contribution	n/a	Ordinary	530
State Street Global Advisors Australia Limited		19‐Mar‐2019 In specie contribution	n/a	Ordinary	1,794
State Street Global Advisors Australia Limited		01‐Apr‐2019 In specie contribution	n/a	Ordinary	1,370
State Street Global Advisors Australia Limited		05‐Apr‐2019 In specie contribution	n/a	Ordinary	1,614
State Street Global Advisors Australia Limited		08‐Apr‐2019 In specie contribution	n/a	Ordinary	2,466
State Street Global Advisors Australia Limited		17‐Apr‐2019 In specie contribution	n/a	Ordinary	1,644
State Street Global Advisors Australia Limited		26‐Apr‐2019 In specie contribution	n/a	Ordinary	13,106
State Street Global Advisors Australia Limited		29‐Apr‐2019 In specie contribution	n/a	Ordinary	72,043
State Street Global Advisors Australia Limited		29‐Apr‐2019 In specie contribution	n/a	Ordinary	274
State Street Global Advisors Australia Limited	30‐Apr‐2019 Purchase		n/a	Ordinary	27,933
State Street Global Advisors Australia Limited		02‐May‐2019 In specie contribution	n/a	Ordinary	7,066
State Street Global Advisors Australia Limited		03‐May‐2019 In specie contribution	n/a	Ordinary	137
State Street Global Advisors Australia Limited		13‐May‐2019 In specie contribution	n/a	Ordinary	27,933
State Street Global Advisors Australia Limited		16‐May‐2019 In specie contribution	n/a	Ordinary	269
State Street Global Advisors Australia Limited		17‐May‐2019 In specie contribution	n/a	Ordinary	807
State Street Global Advisors Australia Limited		20‐May‐2019 In specie contribution	n/a	Ordinary	3,836
State Street Global Advisors Australia Limited		23‐May‐2019 In specie contribution	n/a	Ordinary	2,877
State Street Global Advisors Australia Limited		20‐Jun‐2019 In specie contribution	n/a	Ordinary	1,642
State Street Global Advisors Australia Limited	21‐Jun‐2019 Purchase		n/a	Ordinary	67,117
State Street Global Advisors Australia Limited		21‐Jun‐2019 In specie contribution	n/a	Ordinary	828
State Street Global Advisors Inc	21‐Feb‐2019 Purchase		n/a	Ordinary	73,134
State Street Global Advisors Inc	21‐Feb‐2019 Purchase		n/a	Ordinary	2,051
State Street Global Advisors Inc	22‐Feb‐2019 Purchase		n/a	Ordinary	133,083
State Street Global Advisors Inc	28‐Feb‐2019 Purchase		n/a	Ordinary	19,991
State Street Global Advisors Inc		12‐Mar‐2019 In specie contribution	n/a	Ordinary	10,700
State Street Global Advisors Inc		29‐Mar‐2019 In specie contribution	n/a	Ordinary	7,868
State Street Global Advisors Inc	04‐Apr‐2019 Purchase		3.29	Ordinary	801
State Street Global Advisors Inc	23‐Apr‐2019 Purchase		n/a	Ordinary	126,011
State Street Global Advisors Inc	24‐Apr‐2019 Purchase		n/a	Ordinary	22,228
State Street Global Advisors Inc	09‐May‐2019 Purchase		3.36	Ordinary	154,627
State Street Global Advisors Inc	22‐May‐2019 Purchase		n/a	Ordinary	124,990
State Street Global Advisors Inc	23‐May‐2019 Purchase		n/a	Ordinary	16,740
State Street Global Advisors Inc	29‐May‐2019 Purchase		3.45	Ordinary	70,326
State Street Global Advisors Inc	03‐Jun‐2019 Purchase		n/a	Ordinary	30,747
State Street Global Advisors Inc	19‐Jun‐2019 Purchase		n/a	Ordinary	141,393
State Street Global Advisors Inc	21‐Jun‐2019 Purchase		n/a	Ordinary	71,467
State Street Global Advisors Limited	20‐Mar‐2019 Purchase		n/a	Ordinary	1,605
State Street Global Advisors Asia Limited	13‐Mar‐2019 Purchase		n/a	Ordinary	7,183
		Taking a pledge oversecurities to secure asecurities loan fromARROWSTREET CANADAINTERNATIONALDEVELOPED MARKET EX US
State Street Bank and Trust Company	30‐Apr‐2019	ALPHA EXTENSION FUND II	n/a	Ordinary	13,884

$$ \begin{array}{c}\n1. \quad \mu \rightarrow \quad \text{25 June 2019}\n\end{array} $$

Ian Appleyard Authorised Signatory

1. Addresses

Name	Address
	Level 17, 420 George Street
State Street Global Advisors Australia Limited	Sydney, NSW 2000, Australia
	One Iron Street
State Street Global Advisors Inc	Boston, MA 02210,USA
State Street Global Advisors Limited	20 Churchill Place, London E14 5HJ, UK
	68th Floor, Two International Finance Centre, 8 Finance Street, Central,
State Street Global Advisors Asia Limited	Hong Kong, China.
	Level 14, 420 George Street
	Sydney, NSW 2000
State Street Bank and Trust Company	Australia

State Street Bank and Trust Company will, if requested by the company or responsible entity to whom this form must be given under the Corporations Act 2001 (Cth) or if requested by the Australian Securities and Investment Commission (ASIC), provide a copy of the master securities lending agreement/s and security agreement/s referred to below to the company, responsible entity or ASIC.

Part A: For relevant interests arising out of lending securities ‐ State Street Bank and Trust Company acquires relevant interest as borrower of the securities under securities lending agreement, subject to obligation to return under the agreement. (State Street Bank and Trust Company has on‐lent the securities and retains relevant interest as per Part B of this Annexure.)

Type of agreement	Global Master Securities Lending Agreement/Master Securities Loan Agreement/Securities Loan Agreement
	(1) State Street Bank and Trust Company
Parties to agreement	(2) The entity referred to in the relevant part of Annexure B to this notice
	(1) Yes (if the borrower is the registered holder. However the securities are on‐lent by the borrower as per Part B of this
Can the parties exercise voting rights	Annexure)
attaching to the securities?	(2) No, not during term of securities loan
	(1) Only if the borrower is the registered holder. However the securities are on‐lent by the borrower as per Part B of
If yes, in what circumstances	this Annexure
	(2) n/a
Transfer date	The dates on which the securities were delivered to State Street Bank and Trust Company as borrower are set out in
	Annexure B to this notice
Scheduled return date	No scheduled return date
Does the borrower have the right to returnthe securities early?	No scheduled return date. Borrower can return securities or equivalent securities at any time subject to giving notice
If yes, in what circumstances	Borrower can return securities or equivalent securities at any time subject to giving notice
Does the lender have the right to recall thesecurities early (ie before the scheduledreturn date)?	No scheduled return date. Lender can require return of securities or equivalent securities at any time subject to givingnotice
If yes, in what circumstances	Lender can require return of securities or equivalent securities at any time subject to giving notice
Are there any circumstances in which theborrower is not required to return securitiesor equivalent securities on settlement?	No
If yes, detail any exceptions	n/a

Part B: For relevant interests arising out of lending securities ‐ State Street Bank and Trust Company lends the securities under securities lending agreement, and retains relevant interest through the right to recall the securities or equivalent securities.

Type of agreement	Global Master Securities Lending Agreement/Master Securities Loan Agreement
Parties to agreement	(1) State Street Bank and Trust Company
	(2) The entity referred to in the relevant part of Annexure B to this notice
Can the parties exercise voting rightsattaching to the securities?	(1) Yes, but only if the lender recalls the loan and exercises its right to become the registered holder(2) Yes (while registered holder)
If yes, in what circumstances	(1) Only if the lender recalls the loan and exercises its right to become the registered holder
	(2) Borrower may exercise voting rights (while registered holder)
Transfer date	The dates on which the securities were delivered to the borrower are set out in Annexure B to this notice
Scheduled return date	No scheduled return date
Does the borrower have the right to returnthe securities early?	No scheduled return date. Borrower can return securities or equivalent securities at any time subject to giving notice
If yes, in what circumstances	Borrower can return securities or equivalent securities at any time subject to giving notice
Does the lender have the right to recall the
securities early (ie before the scheduled	No scheduled return date. Lender can require return of securities or equivalent securities at any time subject to giving
return date)?	notice
If yes, in what circumstances	Lender can require return of securities or equivalent securities at any time subject to giving notice

Are there any circumstances in which theborrower is not required to return securitiesor equivalent securities on settlement?	No
If yes, detail any exceptions	n/a

Part C: For relevant interests arising out of lending securities ‐ State Street Bank and Trust Company acquires a relevant interest in securities through taking a security interest ("pledge") over the securities as collateral to secure a securities loan. (See Part B of this Annexure for securities loan details.)

Type of agreement	Global Master Securities Lending Agreement
	Security Agreement: the pro forma security agreement governing the pledge is attached to this notice
Parties to agreement	(1) State Street Bank and Trust Company
	(2) The entity referred to in the relevant part of Annexure B to this notice
Can the parties exercise voting rights	(1) Yes, but only if the borrower defaults and pledge is enforced
attaching to the securities?	(2) Yes
	(1) Only if the borrower defaults and pledge is enforced
If yes, in what circumstances	(2) In accordance with ordinary rights as registered holder, either directly or through nominee holder
Pledge date	The dates on which the securities were pledged, as indicated in Annexure B to this notice
Scheduled release date	No scheduled release date. Securities are released from pledge on termination of related securities loan
Does the borrower have the right to have	No scheduled release date. Securities are released from pledge on termination of related securities loan or the provision
the securities released early?	of alternative collateral
If yes, in what circumstances	At any time subject to returning the borrowed securities or equivalent securities or providing alternative collateral