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SIMS LIMITED — AGM Information 2007
Nov 20, 2007
65780_rns_2007-11-20_c8419e78-f9c7-4ebd-a440-139bcc7d6ff7.pdf
AGM Information
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ANNUAL GENERAL MEETING 21 NOVEMBER 2007
building the world’s leading recycling company . . .
Sims Group Limited ASX Code: SGM Paul Mazoudier, Chairman Jeremy Sutcliffe, CEO
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Disclaimer
This presentation for Sims Group Limited is designed to provide a high level overview of aspects of the operations of Sims Group Limited. The material set out in the presentation is current as at 21 November 2007.
The presentation may contain forward looking statements about assumptions, estimates and outcomes, which are based on internal business data and external sources. Given the nature of the industry, business risks, and other factors, the assumptions, estimates and outcomes are uncertain. They may be affected by internal and external factors which may have a material effect on future business performance and results. No assurance or guarantee is, or should be taken to be, given in relation to the future business performance or results of Sims Group Limited or the likelihood that the assumptions, estimates or outcomes will be achieved.
While management has taken every effort to ensure the accuracy of the material in the presentation, the presentation is provided for information only. Sims Group Limited, its officers and management exclude and disclaim any liability in respect of anything done in reliance on the presentation.
You should make your own enquiries and take your own advice (including financial and legal advice) before making an investment in the company’s shares or in making a decision to hold or sell your shares.
Please note that all references to $ or dollars herein are references to Australian dollars, unless otherwise indicated.
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building the world’s leading recycling company . . .
Paul Mazoudier Chairman’s Address
Highlights
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Sales revenue of $5.5 billion (up 48% on FY06)
-
Net profit after tax of $254.4 million (up 29% on FY06)
-
Earnings per share of 203.6 cents (up 17% on FY06)
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Dividends per share of 120 cents up 14% on FY06
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166 physical operations globally (up from 122 at end FY06)
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North American region the largest contributor to revenue and profits in FY07, with completion of operational and management integration of former Hugo Neu businesses
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Sims Recycling Solutions EBIT of $66.9 million (pre-corporate costs) (up 82% on FY06)
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Mitsui becomes a substantial cornerstone investor in FY07
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Proposed merger with Metal Management, Inc.
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5 year total shareholder return of 35.7% per annum (9[th] best performer on ASX)
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Dividend Policy
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Higher earnings base from outside Australia reduces Sims’ capacity to frank future dividends
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At the outset, it is contemplated that the combined group will return in the order of 45-55% of net profit after tax to shareholders
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The Company will evaluate the most effective means to provide returns to shareholders, including dividends, share buy-backs and other capital management alternatives
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Post completion buy-back will be contemplated based on market conditions
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building the world’s leading recycling company . . .
Jeremy Sutcliffe Group Chief Executive Officer
building the world’s leading recycling company . . .
Sims in FY07
Sustainability – Health and Safety
� Our number ONE priority
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Significant improvements over 5 years, but
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lost time injury (LTI) frequency was slightly up to 6.5 (from 5.8 in FY06)
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medically treated injury (MTI) frequency rate was also up to 31.5 (from 31.1 in FY06)
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Tragically, one fatality occurred in the UK
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Redoubling efforts globally with new initiatives
LTI Frequency Rates
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25
20
15
10
5
0
2003 2004 2005 2006 2007
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MTI Frequency Rates
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55
50
45
40
35
30
25
20
15
10
5
0
2003 2004 2005 2006 2007
8
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Sustainability - Energy
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Total CO2 footprint - 219,744 tonnes – slightly down on FY06
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Embedded energy savings from recycling activities
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ferrous alone - enough to power almost 40% of Australian homes for one year
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overall - CO2 emission reductions of, at least, 11 million tonnes
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Commitment to reduce energy consumption globally
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registered under Energy Efficiencies Opportunities Act in Australia
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Energy Teams in each region to drive reductions
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Iron Ore /
Integrated
Mill 142 Energy
used to
PJ
produce
8.8 million
tonnes of
steel
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Scrap /
PJ
EAF
Annual power use for
3.3 million homes
Energy 105
Saved PJ
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FY07 Strategic Initiatives
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Metal Recycling
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completion of Hugo Neu integration in the US
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Adams joint venture in Southern California
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acquisition of Cymru Metals Recycling Limited in the UK
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local acquisitions and greenfields developments in Australia
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Sims Recycling Solutions
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acquisitions of M+R (Germany), URI and Noranda ( North America)
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new facilities in Belgium and Sweden
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Proposed Merger with Metal Management, Inc.
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Announced on 25 September 2007
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Merger of Sims Group and Metal Management, Inc. (Metal Management), a leading US metals recycling group listed on the New York Stock Exchange (NYSE)
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Consistent with Sims’ goal to “grow its core metal recycling division while also developing an innovative recycling solutions division”
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Meets all of Sims’ strict transaction criteria
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Creates significant value for both Sims and Metal Management shareholders through both asset combination and synergies
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Sims’ shareholders receive further exposure to the strategically important North American market following on from acquisition of Hugo Neu in 2005
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Strategic Rationale
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Transaction criteria Consistent?
1
Holds strong market position yes
2
Domestic or export marketing flexibility yes
3
Platform for future growth yes
4
Strong management yes
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Enhances shareholder value yes
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building the world’s leading recycling company . . .
About Metal Management
Metal Management Operations
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Illinois Indiana Michigan Connecticut
Ohio
New Jersey New York
Utah
Pennsylvania Kentucky
Arizona Tennessee
Colorado Texas Arkansas Mississippi Alabama
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Metal Management Overview
Sales tonnes 2003 – 2007 EBITDA 2003 – 2007
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6.0 200 176 187
5.6
5.5 5.2 150 116
5.0 5.0 102
4.9
5.0 100
58
4.5 50
4.0 0
2003 2004 2005 2006 2007 2003 2004 2005 2006 2007
US$m
Million tonnes
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Source: Metal Management Company announcements
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Metal Management Overview
Metal Management share price performance
Metal Management return on net assets
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70
40%
60
30%
50 30% 26% 25% 25%
40
20% 16%
30
20 10%
10
0%
0 2003 2004 2005 2006 2007
2003 2004 2005 2006 2007
Metal Management S&P500 (rebased)
US$
RONA (%)
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Source: Bloomberg, Metal Management Company announcements
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building the world’s leading recycling company . . .
Sims Metal Management post-merger
Combined Group Profile
Market capitalisation Tonnage - FY07
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6.0
4.9
5.0
20
5.6 15.2
4.0 3.5
15
3.0 9.6
1.9 10
2.0
1.4
5
1.0
0
0.0
Sims Metal Sims Schnitzer Metal
Sims Metal Sims Metal
Management Management
Management Management
Market cap (A$bn)
M illion tonnes
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Source: Bloomberg, company disclosure
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Experienced and Effective Management Team
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Combined Group’s North American Profile
Metal Management
Sims
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North American Revenue
North American revenue (FY07)
Sims Group 18% 82% Export
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Sims Metal Management
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40%
60%
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Domestic
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EBIT by Geography
EBIT by geography (FY07)
Sims Group Sims Metal Management
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12%
17%
26%
38%
45%
62%
Australasia North America Europe
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Extensive Potential Synergies Identified
Administration Chartering, loading ASR waste disposal Corporate office Stevedoring Non–trade group purchasing Export market related
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Total c.US$35 million per annum to be achieved in the first full financial year following the merger
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NYSE Listing
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Sims will retain ASX listing of ordinary shares
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Under the merger, Sims will issue ADRs to Metal Management shareholders, with 1 ADR being equivalent to 1 ordinary share in Sims Metal Management
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ADRs will trade on the NYSE
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Sims Metal Management to be registered as a Foreign Private Issuer with the Securities and Exchange Commission
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The combined group will become subject to Sarbanes Oxley regime applicable to Foreign Private Issuers and reconcile AIFRS accounts to US GAAP
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building the world’s leading recycling company . . .
Strategy and Outlook
Share Price Performance
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35
30
25
20
15
10
Nov 04 May 05 Nov 05 May 06 Nov 06 May 07 Nov 07
Price (A$)
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Share Price Volatility
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60
50
Average = 31.5%
40
30
20
10
Average = 14.9%
0
30 day volatility (%)
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Nov 06 Jan 07 Mar 07 May 07 Jul 07 Sep 07 Nov 07 S&P/ASX 200 Sims Group
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Market Outlook
� Metals Prices
-
Global environment and demand remain strong – nothing has changed
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Iron ore negotiations an important indicator
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Freight
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Bulk ocean freight rates at all time highs
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Availability of cheap containers impairing ability to adjust buy prices to maintain margin in some markets
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Sims responding by shipping containers itself utilising new rapid loading equipment, and securing more material at source
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Exchange rates
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A weak US dollar continues to adversely affect Australasian and European earnings and Group earnings on translation
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First Half FY08 Earnings Outlook
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First Quarter NPAT of $57.3 million, down 16% on Q1 FY07
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Freight, currency and buy price competition continue to compress margin. Non ferrous margin contracting although still high by historical standards
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Metal Management merger synergies and Group technology upgrades will deliver benefits in the second half and beyond
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Second Quarter NPAT expected to be in line with Q2 FY07. Accordingly first half NPAT likely to be in the range of $105 - $115 million
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building the world’s leading recycling company . . .
Paul Mazoudier Chairman
1. Accounts & Reports
“To receive and consider the financial statements of the Company and its controlled entities for the year ended 30 June 2007 and the related Directors’ Report, Directors’ Declaration and Auditor’s Report.”
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2.1 Re-election of Mr. Ross Cunningham
“That Mr. Ross Cunningham, who retires by rotation at the Annual General Meeting in accordance with the Company’s Constitution and the ASX Listing Rules, be re-elected as an Executive Director of the Company.”
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2.2 Re-election of Mr. Christopher Renwick
“That Mr. Christopher Renwick, who, having been appointed as an additional Director since the last Annual General Meeting, retires at the Annual General Meeting in accordance with the Company’s Constitution and the ASX Listing Rules, be reelected as a Non-Executive Director of the Company.”
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2.3 Re-election of Mr. Mike Iwanaga
“That Mr. Mike Iwanaga, who, having been appointed as an additional Director since the last Annual General Meeting, retires at the Annual General Meeting in accordance with the Company’s Constitution and the ASX Listing Rules, be reelected as a Non-Executive Director of the Company .”
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3. Constitution Amendments - HNC
“That the Constitution of the Company be amended in the manner set out in Annexure A of the Notice of Meeting.”
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4. Constitution Amendments – Mitsui & Co
“That the Constitution of the Company be amended in the manner set out in Annexure B of the Notice of Meeting.”
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- Remuneration of Non-Executive Directors
“That in accordance with clause 21.1(a) of the Company’s Constitution and ASX Listing Rule 10.17, the maximum aggregate cash remuneration which may be paid to Directors (other than Executive Directors) for services rendered as Directors is increased by $1,000,000 from $1,500,000 to $2,500,000 per annum.”
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- Participation in the Sims Group Long Term Incentive Plan by Mr Jeremy Sutcliffe
“That approval is given for the purposes of ASX Listing Rule 10.14 for Mr Jeremy Sutcliffe, the Group Chief Executive, to have issued to him, effective 25 September 2007, 224,534 performance rights, and the issue of any Sims Group Limited ordinary shares upon the exercise of those performance rights, in the Company under the terms of the Sims Group Long Term Incentive Plan as described in the Explanatory Memorandum to this Notice of Meeting.”
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7. Participation in the Sims Group Long Term Incentive Plan by Mr Ross Cunningham
“That approval is given for the purposes of ASX Listing Rule 10.14 for Mr Ross Cunningham, Executive Director, to have issued to him, effective 25 September 2007, 66,847 performance rights, and the issue of any Sims Group Limited ordinary shares upon the exercise of those performance rights, in the Company under the terms of the Sims Group Long Term Incentive Plan as described in the Explanatory Memorandum to this Notice of Meeting.”
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8. Remuneration Report
“That the Remuneration Report for the year ended 30 June 2007 (as set out in the Directors’ Report) is adopted.”
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building the world’s leading recycling company . . .
Sims Group - 90 Years of Recycling