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SIMS LIMITED Major Shareholding Notification 2019

May 1, 2019

65780_rns_2019-05-01_4466b1ca-8d3e-45d1-a340-0eca17c8aa1e.pdf

Major Shareholding Notification

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Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name ~~/Scheme~~ Sims Metal Management Limited

~~ACN/A~~ BN 114 838 630

1. Details of substantial holder (1)

Name Allan Gray Australia Pty Ltd ( Allan Gray Australia ) and its related bodies corporate as set out in Table 1 of Annexure A (together the Group ), as investment manager for the funds or investment mandates listed at Table 2 of Annexure A

ACN ~~/ARSN (~~ if applicable) 112 316 168 (ACN of Allan Gray Australia)

There was a change in the interests of the substantial holder on 30 April 2019 The previous notice was given to the company on 23 January 2019 The previous notice was dated 23 January 2019

2. Previous and present 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 when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:

Class of securities (4) Previous notice Present notice
Person’s votes Voting power Person’s votes Voting power(5)
Ordinary shares 29,105,369 14.36% 31,193,998 15.39%

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 a substantial holding notice to the company or scheme are as follows:

Date of change Person whose relevant
interest changed
Nature of
change (6)
Consideration
given in relation
to change (7)
Class and number of
securities affected
Person’s votes
affected
See Annexure A, Tables 2
and 3

4. Present relevant interests

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

Holder of relevant interest Registered holder of
securities
Person entitled to be
registered as holder (8)
Nature of relevant
interest (6)
Class and number
of securities
Person’s
votes
See Annexure A,Tables 2 and 4

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 follows:

Name and ACN/ARSN (if applicable) Nature of association
See Annexure A,Tables 1 and 2

6. Addresses

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

Name Address
The Group C/- Allan Gray Australia, Level 2 Challis House, 4 Martin Place Sydney, NSW 2000

Signature

print name Elizabeth Lee Company Secretary sign here date 2 May 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 6 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 person’s votes divided by the total votes in the body corporate or scheme multiplied by 100. (6) Include details of: (a) any relevant agreement or other circumstances because of which the change in relevant interest occurred. 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. (7) 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.

(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) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

Sims Metal Management Limited THIS IS ANNEXURE A OF 2 PAGES REFERRED TO IN THE ABOVE FORM 604

Print name Elizabeth Lee Company Secretary
Sign here Date: 2 May 2019

Table 1 – Related bodies corporate

The following entities are associates of Allan Gray Australia Pty Ltd (AGA) and each other by virtue of being related bodies corporate. Orbis Allan Gray Limited Orbis Mansfield Street Properties Ltd Orbis Holdings Limited Orbis Investment Management (BVI) Limited (OIMLBVI) Orbis Investment Management Limited (OIML) Orbis Investment Advisory Pty Limited Orbis Asset Management Limited (OAML) Allan Gray (Holdings) Pty Ltd Orbis Administration Limited Orbis Investment Management (Hong Kong) Limited Orbis Investment Research Limited Orbis Client Services (Canada) Limited Orbis Investment Management (MIS) Limited Orbis Holdings (UK) Limited Triple Blue Holdings Limited Orbis Investment Management (Europe) LLP Pictet Overseas Trust Corporation and Pictet Trustee Company SA Orbis Investment Management (Luxembourg) S.A Allan & Gill Gray Foundation (Guernsey) EmCap Limited (Guernsey)

Table 2 - Funds

An entity within the Group acts as investment manager for some or all of the assets in the following funds.

No Fund name Manager Code Registered holder Persons entitled to be registered
holder
1.
Allan Gray Australia Equity Fund AGA SMEF Citibank N.A., Sydney Branch as
SMEF’s custodian
Equity Trustees Limited as SMEF’s
responsible entity
2.
Allan Gray Australia Balanced Fund AGA SMBF Citibank N.A., Hong Kong Branch
as SMBF’s custodian
Equity Trustees Limited as SMBF’s
responsible entity
3.
Allan Gray Australia Stable Fund AGA SMSF Citibank N.A., Sydney Branch as
SMSF’s custodian
Equity Trustees Limited as SMSF’s
responsible entity
4.
Warakirri Australian Equities Pensions
and Charities Fund
AGA SMWA RBC Investor Services Trust as
SMWA’s custodian
Warakirri Asset Management Pty Ltd
SMWA’s trustee
5.
Morningstar Australian Shares High
Alpha Fund
AGA SMIA JP Morgan Nominees Australia
Ltd as SMIA’s custodian
Morningstar Investment Management
Australia Limited SMIA’s trustee
6.
Construction and Building Unions
Superannuation Fund
AGA SMCB JP Morgan Nominees Australia
Ltd as SMCB’s custodian
United Super Pty Ltd as SMCB’s trustee
7.
HESTA Superannuation Fund AGA SMHT JP Morgan Nominees Australia
Ltd as SMHT’s custodian
H.E.S.T. Australia Ltd as SMHT’s trustee
8.
Hostplus Pooled Superannuation
Trust
AGA SMHP Citibank N.A., Sydney Branch as
SMHP’s custodian
Host Plus Pty ltd as SMHP’s trustee
9.
Russell Australian Opportunities Fund AGA SMRI State Street Australia Ltd as
SMRI’s custodian
Russell Investment Management Ltd as
SMRI’s responsible entity
10. MyLifeMyMoney Superannuation
Fund
AGA SMCS NAB Custodial Services as
custodian for SMCS
CSF Pty Ltd as SMCS’s trustee
11. Maritime Super AGA SMMS NAB Custodial Services as
custodian for SMMS
Maritime Super Pty Ltd as SMMS’s
trustee
12. Non-Government Schools
Superannuation Fund
AGA SMNG State Street Australia Ltd as
SMNG’s custodian
Non-Government Schools
Superannuation Fund Pty Ltd as
SMNG’s trustee
13. REST Superannuation Fund AGA SMRT State Street Australia Ltd as
SMRT’s custodian
Retail Employees Superannuation Pty
Ltd as SMRT’s trustee
14. Government Employees
Superannuation Board
AGA SMGB Northern Trust Corporation as
SMGB’s custodian
Government Employees Superannuation
Board
15. Statewide Superannuation Trust AGA SMSW NAB Custodial Services as
custodian for SMSW
Statewide Superannuation Pty Ltd as
SMSW’s trustee
16. Orbis Global Equity Fund (Australia
Registered)
OIML GAPL Citibank N.A., Hong Kong Branch,
as GAPL’s custodian
Equity Trustees Limited as GAPL’s
responsible entity
17. Orbis Emerging Markets Equity Fund
(Australia Registered)
OIML EMAF Citibank N.A., Hong Kong Branch,
as EMAF’s custodian
Equity Trustees Limited as EMAF’s
responsible entity
18. Orbis Global Equity LE Fund
(Australia Registered)
AGA GALE Citibank N.A., Hong Kong Branch,
as GALE’s custodian
Equity Trustees Limited as GALE’s
responsible entity
No Fund name Manager Code Registered holder Persons entitled to be registered
holder
19. Orbis Global Equity Fund Limited OIML OGEF Citigroup Fund Services Canada,
Inc (Citi Canada) as OGEF’s
custodian
OGEF
20. Orbis Optimal SA Fund Limited OIML OSAP Citi Canada as OSAP’s custodian OSAP
21. Institutional Global Equity Fund OIML IGEF Citi Canada as IGEF’s custodian IGEF
22. Orbis Optimal LP OIML OOLP Citi Canada as OOLP’s custodian OOLP
23. Orbis International Equity LP OIML IELP Citi Canada as IELP’s custodian IELP
24. Orbis Institutional Global Equity LP OIML OGLP Citi Canada as OGLP’s custodian OGLP
25. Orbis Institutional International Equity
LP
OIML ONLP Citi Canada as ONLP’s custodian ONLP
26. Orbis Institutional U.S. Equity LP OIML USLP Citi Canada as USLP’s custodian USLP
27. Orbis Institutional Emerging Markets
EquityLP
OIML EMLP Citi Canada as EMLP’s custodian EMLP
28. Orbis SICAV – Global Equity Fund OIML SGPL Citibank International plc
(Luxembourg Branch) (Citi Lux)
as SGPL’s custodian
SGPL
29. Orbis SICAV – Asia- Ex Japan Fund OIML XJPL Citi Lux as XJPL’s custodian XJPL
30. Orbis SICAV – Global Balanced Fund OIML GBSA Citi Lux as GBSA’s custodian GBSA
31. Orbis SICAV – International Equity OIML SNPL Citi Lux as SNPL’s custodian SNPL
32. Orbis OEIC Global EquityFund OIML UKGE Citi Lux as UKGE’s custodian UKGE
33. Orbis Institutional Global Equity
(OFO)
OIML OGEO Citi Canada as OGEO’s custodian OGEO
34. OEIC Global Cautious Fund OIML OCS4 Citi Lux as OCS4’s custodian OCS4
35. Orbis SICAV Global Cautious Fund OIML OCSU Citi Lux as OCSU’s custodian OCSU

Table 3 – Change in relevant interest

Trade Date Reference Code Action No of security Consideration
29 Jan 19 to 12 Apr 19 SMBF Buy and Sell 2,287 $ 25,257
23 Jan 19 to 16 Apr 19 SMCB Buy and Sell 220,464 $ 2,091,124
23 Jan 19 to 16 Apr 19 SMCS Buy and Sell 86,437 $ 819,755
23 Jan 19 to 30 Apr 19 SMEF Buy and Sell 923,144 $ 9,485,004
23 Jan 19 to 16 Apr 19 SMGB Buy and Sell 277,354 $ 2,868,384
23 Jan 19 to 16 Apr 19 SMHP Buy and Sell 153,293 $ 1,459,533
23 Jan 19 to 16 Apr 19 SMHT Buy and Sell 94,967 $ 901,801
23 Jan 19 to 16 Apr 19 SMIA Buy and Sell 16,560 $ 157,718
23 Jan 19 to 16 Apr 19 SMMS Buy and Sell 39,224 $ 371,980
23 Jan 19 to 15 Apr 19 SMNG Buy and Sell 17,275 $ 163,991
23 Jan 19 to 16 Apr 19 SMRI Buy and Sell 45,540 $ 435,013
23 Jan 19 to 16 Apr 19 SMRT Buy and Sell 234,132 $ 2,225,112
07 Feb 19 to 12 Apr 19 SMSF Buy and Sell -51,887 -$ 630,409
23 Jan 19 to 16 Apr 19 SMSW Buy and Sell 27,031 $ 260,230
23 Jan 19 to 16 Apr 19 SMWA Buy and Sell 2,808 $ 24,124
Total 2,088,629 $ 20,658,615

All trades occur on market, under a dividend reinvestment plan, or pursuant to a capital raising (as applicable).

Table 4 – Present relevant interest

Reference Code Total no of securities
SMBF 158,159
SMCB 4,409,372
SMCS 1,733,880
SMEF 9,360,249
SMGB 2,529,989
SMHP 3,012,187
SMHT 1,899,840
SMIA 329,416
SMMS 785,586
SMNG 356,265
SMRI 872,132
SMRT 4,616,338
SMSF 530,919
SMSW 520,823
SMWA 78,843
Total 31,193,998