SIMS LIMITED — Share Issue/Capital Change 2013

Jul 7, 2013

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12

Name of entity

SIMS METAL MANAGEMENT LIMITED

ABN

69 114 838 630

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

1	+Classof+securitiesissued or tobe issued	Performance rights/ Restricted stock units [SGMAI]
2	Numberof+securitiesissued or tobe issued (ifknown)ormaximumnumberwhichmaybe issued	(5,496)

+ See chapter 19 for defined terms.

3	Principalterms of the	N/A
	+securities
	(eg,ifoptions,
	exercisepriceand
	expiry date;
	if partly paid+securities,
	theamountoutstanding
	anddue
	datesforpayment;if
	+convertiblesecurities,
	the
	conversionpriceand
	datesforconversion)

+ See chapter 19 for defined terms.

4 Do the +securities rank equally in all respects from the date of allotment with an existing +class of quoted +securities?

If the additional securities do not rank equally, please state:

• the date from which they do
• the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment
• the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment
• 5 Issue price or consideration

N/A

N/A

6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)

Forfeiture and subsequent cancellation of performance rights/ restricted stock units under the Sims Metal Management Long Term Incentive Plan.

6a Is the entity an +eligible entity that has obtained security holder approval under rule 7.1A?

If Yes, complete sections 6b – 6h in relation to the +securities the subject of this Appendix 3B, and comply with section 6i

• 6b The date the security holder resolution under rule 7.1A was passed
• 6c Number of +securities issued without security holder approval under rule 7.1
• 6d Number of +securities issued with security holder approval under rule 7.1A

• See chapter 19 for defined terms.

• 6e Number of +securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)
• 6f Number of securities issued under an exception in rule 7.2
• 6g If securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the issue date and both values. Include the source of the VWAP calculation.
• 6h If securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements
• 6i Calculate the entity's remaining issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements
• 7 Dates of entering +securities into uncertificated holdings or despatch of certificate

30 June 2013

• See chapter 19 for defined terms.

	Number	+Class
+class8Numberandofall+securitiesquotedonASX(including the securities in section2 if applicable)	204,314,281	Fullypaidordinaryshares

+ See chapter 19 for defined terms.

		Number	+Class
9	+classNumberandofall+securities not quoted on ASX	4,209,101	performance rights and restricted stock units[SGMAI]
	(includingthesecuritiesinsection 2 if applicable)		(this is the maximum number of ordinary sharesand ADSs, collectively, which may be issued
			pursuant to the performance rights and restrictedstock units assuming that the performance hurdles
			are metunder the SimsMM Plan or the former
		_______	Sims Metal Management Long Term IncentivePlan or individual contracts._____________________________________
		492,000	options [SGMAK]
			(issued to certain executives that were formerlyexecutives of Metal Management Inc ("MMI")
			under the former MMI 2002 Incentive Plan andthatareoutstandingundertheSimsMetal
			Management Limited Transition Incentive StockPlan - this is the maximum number of ordinary
			shares which may be issued pursuant to theexercise of options.
		________45,145	_____________________________________options exp 24/11/ 2015 [SGMAK]
			(issued to executive directors pursuant to theSimsMM Plan - this is the maximum number ofordinary shares and ADSs, collectively, whichmay be issued pursuant to the exercise of options).
		________	_____________________________________
		273,999	options exp 2/04/2016 [SGMAK](issued to certain executives pursuant to the
			SimsMM Plan - this is the maximum number ofordinary shares and ADSs, collectively, whichmay be issued pursuant to the exercise of options).
		________	_____________________________________
		850,946	options exp 17/06/2016 [SGMAK](issued to certain executives pursuant to the
			SimsMM Plan - this is the maximum number ofordinary shares and ADSs, collectively, whichmay be issued pursuant to the exercise of options).

+ See chapter 19 for defined terms.

________	______________________________________
4,747________	options exp 22/10/2016 [SGMAK](issued to executive pursuant to the SimsMM Plan -this is the maximum number of ordinary shares andADSs, collectively, which may be issued pursuantto the exercise of options)______________________________________
370,915________	options exp 23/11/ 2016 [SGMAK](issuedtocertainexecutives,includingtheexecutive director, pursuant to the SimsMM Plan -this is the maximum number ofordinary shares and ADSs, collectively, which maybe issued pursuant to the exercise of options).______________________________________
501,214________	options exp 17/12/ 2016 [SGMAK](issuedtocertainexecutives,includingtheexecutive director, pursuant to the SimsMM Plan -this is the maximum number ofordinary shares and ADSs, collectively, which maybe issued pursuant to the exercise of options).______________________________________
203,908________	options exp 22/11/ 2017 [SGMAK](issued to executive pursuant to the SimsMM Plan -this is the maximum number of ADSs which maybe issued pursuant to the exercise of options)______________________________________
714,796________	options exp 30/11/2017 [SGMAK](issued to executives pursuant to the SimsMM Plan- this is the maximum number of ordinary sharesand ADSs, collectively, which may be issuedpursuant to the exercise of options)_____________________________________
16,499________	options exp 17/12/2017 [SGMAK](issued to executive pursuant to the SimsMM Plan -this is the maximum number of ADSs which maybe issued pursuant to the exercise of options)______________________________________
1,311,976________	options exp 11/11/2018 [SGMAK](issued to executive pursuant to the SimsMM Plan -this is the maximum number of ordinary shares andADSs, collectively, which may be issued pursuantto the exercise of options)______________________________________
2,222,892	options exp 16/11/2019 [SGMAK](issued to executive pursuant to the SimsMM Plan -this is the maximum number of ordinary shares andADSs, collectively, which may be issued pursuantto the exercise of options)

10	Dividend policy (in the case of a
	trust, distribution policy) on the
	increased capital (interests)

No change

Part 2 - Bonus issue or pro rata issue

11	Issecurityholderapprovalrequired?	N/A
12	Is the issue renounceable or nonrenounceable?	N/A
13	Ratio in which the +securities willbe offered	N/A
14	+Class of +securities to which theoffer relates	N/A
15	+Recorddatetodetermineentitlements	N/A
16	Will holdings on different registers(or subregisters) be aggregated forcalculating entitlements?	N/A
17	Policy for deciding entitlements inrelation to fractions	N/A
18	Names of countries in which theentity has +security holders whowillnotbesentnewissuedocumentsNote: Security holders must be told how their	N/A
	entitlements are to be dealt with.Cross reference: rule 7.7.
19	Closingdateforreceiptofacceptances or renunciations	N/A

+ See chapter 19 for defined terms.

20	Names of any underwriters	N/A
21	Amount of any underwriting fee or	N/A
	commission
22	Names of any brokers to the issue	N/A
23	Fee or commission payable to thebroker to the issue	N/A
24	Amountofanyhandlingfee	N/A
	payabletobrokerswholodge
	acceptances or renunciations on
	behalf of +security holders
25	Iftheissueiscontingenton	N/A
	+securityholders'approval,the
	date of the meeting
26	Date entitlement and acceptance	N/A
	form and prospectus or Product
	Disclosure Statement will be sent topersons entitled
27	If the entity has issued options, and	N/A
	the terms entitle option holders toparticipate on exercise, the date on
	which notices will be sent to option
	holders
28	Date rights trading will begin (if
	applicable)	N/A
29	Date rights trading will end (ifapplicable)	N/A
30	How do +security holders sell their
	entitlementsinfullthrougha	N/A
	broker?
31	How do +security holders sell part
	oftheirentitlementsthrougha	N/A
	broker and accept for the balance?

+ See chapter 19 for defined terms.

32	How do +security holders disposeof their entitlements (except by salethrough a broker)?	N/A
33	+Despatch date	N/A

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

34	Type of securities
	(tick one)

(a) Securities described in Part 1

(b)	All other securities
	Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employeeincentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

35	If the +securities are +equity securities, the names of the 20 largest holders of theadditional +securities, and the number and percentage of additional +securities held bythose holders
36	If the +securities are +equity securities, a distribution schedule of the additional+securities setting out the number of holders in the categories1 - 1,0001,001 - 5,0005,001 - 10,00010,001 - 100,000100,001 and over
37	A copy of any trust deed for the additional +securities

+ See chapter 19 for defined terms.

Entities that have ticked box 34(b)

38	Number of securities for which+quotation is sought	N/A
39	+securitiesClassofforwhichquotation is sought	N/A
40	Do the +securities rank equally in allrespects from the date of allotmentwith an existing +class of quoted+securities?If the additional securities do not	N/A
	rank equally, please state:the date from which they dotheextenttowhichtheyparticipate for the next dividend,(inthecaseofatrust,distribution) or interest paymentthe extent to which they do notrankequally,otherthaninrelation to the next dividend,distribution or interest payment
41	Reason for request for quotationnow	N/A
	Example: In the case of restricted securities, end ofrestriction period
	(ifissueduponconversionofanother security, clearly identify thatother security)
		Number	+Class
42	Number and +class of all +securitiesquotedonASX(includingthesecurities in clause 38)	N/A	N/A

+ See chapter 19 for defined terms.

Quotation agreement

• 1 +Quotation of our additional +securities is in ASX's absolute discretion. ASX may quote the +securities on any conditions it decides.
• 2 We warrant the following to ASX.
  • The issue of the +securities to be quoted complies with the law and is not for an illegal purpose.
  • There is no reason why those +securities should not be granted +quotation.
  • An offer of the + securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any +securities to be quoted and that no-one has any right to return any +securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the +securities be quoted.
• If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the +securities be quoted.
• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.
• 4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Sign here: ............................................................ Date: 8 /7/2013 (Company secretary)

Print name: Frank Moratti

== == == == ==

+ See chapter 19 for defined terms.

Appendix 3B – Annexure 1

Calculation of placement capacity under rule 7.1 and rule 7.1A for + eligible entities

Introduced 01/08/12

Part 1

Rule 7.1 – Issues exceeding 15% of capitalStep 1: Calculate "A", the base figure from which the placement capacity iscalculated
Add the following:
•Number of fully paid ordinary securitiesissued in that 12 month period under anexception in rule 7.2
•Number of fully paid ordinary securitiesissued in that 12 month period withshareholder approval
•Number of partly paid ordinary securitiesthat became fully paid in that 12 monthperiod
Note:•Include only ordinary securities here –other classes of equity securities cannot beadded•Include here (if applicable) the securitiesthe subject of the Appendix 3B to which thisform is annexed•It may be useful to set out issues ofsecurities on different dates as separate lineitems
Subtract the number of fully paid ordinarysecurities cancelled during that 12 month period
"A"

+ See chapter 19 for defined terms.

Step 2: Calculate 15% of "A"
"B"	0.15
	[Note: this value cannot be changed]
Multiply "A" by 0.15
Step 3: Calculate "C", the amount of placement capacity under rule 7.1 that hasalready been used
Insert number of equity securities issued oragreed to be issued in that 12 month period notcounting those issued:
•Under an exception in rule 7.2
•Under rule 7.1A
•With security holder approval under rule 7.1or rule 7.4
Note:•This applies to equity securities, unlessspecifically excluded – not just ordinarysecurities•Include here (if applicable ) the securitiesthe subject of the Appendix 3B to which thisform is annexed•It may be useful to set out issues ofsecurities on different dates as separate lineitems
"C"
Step 4: Subtract "C" from ["A" x "B"] to calculate remaining placementcapacity under rule 7.1
"A" x 0.15
Note: number must be same as shown in Step 2
Subtract "C"
Note: number must be same as shown in Step 3
Total ["A" x 0.15] – "C"
	[Note: this is the remaining placement capacityunder rule 7.1]

Part 2

+ See chapter 19 for defined terms.

Rule 7.1A – Additional placement capacity for eligible entities

Step 1: Calculate "A", the base figure from which the placement capacity is calculated

"A"

Note: number must be same as shown in Step 1 of Part 1

Step 2: Calculate 10% of "A"

"D" 0.10

Note: this value cannot be changed

Multiply "A" by 0.10

Step 3: Calculate "E", the amount of placement capacity under rule 7.1A that has already been used

Insert number of equity securities issued oragreed to be issued in that 12 month periodunder rule 7.1A
Notes:
•This applies to equity securities – not justordinary securities
•Include here – if applicable – the securities
the subject of the Appendix 3B to which thisform is annexed
•Do not include equity securities issued
under rule 7.1 (they must be dealt with in
Part 1), or for which specific security holderapproval has been obtained
•It may be useful to set out issues of
securities on different dates as separate line
items
"E"

+ See chapter 19 for defined terms.

Step 4: Subtract "E" from ["A" x "D"] to calculate remaining placementcapacity under rule 7.1A
"A" x 0.10
Note: number must be same as shown in Step 2
Subtract "E"
Note: number must be same as shown in Step 3
Total ["A" x 0.10] – "E"
	Note: this is the remaining placement capacityunder rule 7.1A

+ See chapter 19 for defined terms.