Dear Shareholder

I wanted to write to you personally to let you know that this week, your Board unanimously rejected the unsolicited, non-binding, indicative and conditional takeover proposal from a consortium of SGH Limited and Steel Dynamics.

We understand this announcement may raise questions, particularly for those of you with a personal or professional connection to BlueScope through past employment or community ties. We wanted to ensure you have clear, direct information about what has happened and why your Board made this decision.

What was the proposal?

The consortium offered to acquire all BlueScope shares for $30.00 per share, less any future dividends paid by BlueScope, and was subject to numerous conditions.

Let me be clear – this was an attempt to take BlueScope from you and our other shareholders on the cheap. The Board will not let that happen.

Why did the Board reject it?

Simply, the price was too low. BlueScope is worth considerably more than what was on the table.

At $30.00 per share, shareholders would be underpaid for their Company’s high-quality assets and resilient business model, let alone the substantial value from growth initiatives underway.

There are six key reasons your Board decided to reject the proposal.

1. We have major growth initiatives underway. Your management has targeted $500 million per annum in earnings uplift by financial year 2030 through growth projects across the business. These are not speculative; they are well-advanced and represent real, tangible value being built right now;
2. Cost and productivity improvements are delivering. The company has already delivered $130 million in net savings in financial year 2025 and is on track to achieve $200 million in annual improvements in financial year 2026. For those of you who have worked at BlueScope, you know this discipline and execution capability is embedded in our culture;
3. The proposal comes at a time of lower steel spreads in Asia. If steel spreads and currency rates reverted to historical average levels, this would be expected to generate an additional $400 to $900 million of EBIT per annum relative to financial year 2025;
4. Our land portfolio is a major hidden asset. BlueScope holds 1,200 hectares of strategic non-operational land, now being rezoned and developed. Recent transactions (such as the West Dapto sale announced in December) imply a potential value of up to $2.8 billion¹ for this portfolio, to be realised progressively over time;
5. The proposal fails to appropriately value the significant synergies and other benefits available to the consortium. As BlueScope had virtually no net debt at FY2025, the bidders are seeking to use BlueScope’s balance sheet to help fund their opportunistic proposal; and
6. The bid has numerous conditions and risks. Given these conditions, the time required to implement the proposal could be substantial. This would see the effective value of the proposal reduce to less than $30.00 per share, with all upside value for the sole benefit of SGH Limited and Steel Dynamics.
   

This is the fourth time the Board has said no

This is not the first approach. Over the past 12 months, the Board has considered and rejected three separate unsolicited approaches at values ranging from $27.50 to $33.00 per share. These approaches were rejected on the basis that they significantly undervalued BlueScope and presented significant execution risk.

Your Board's resolve on value has not changed. Our focus continues to be on acting in the best interests of the Company and its shareholders. We would only engage with credible approaches that offer fair value for you, our shareholders, and are executable. We would not, however, transfer billions in value to opportunistic approaches.

In addition, your Board’s position has been strongly supported by major shareholders, including AustralianSuper (our largest investor with a 13.5% stake) who publicly stated today that it supports the Board’s decision to reject the offer, offer, noting that “the current offer for BlueScope does not reflect what we presently believe is the underlying value of the business”.

What does this mean for BlueScope's future?

Your Board remains focused on executing BlueScope's strategy and optimising value across all of the company's businesses. The Board welcomes engagement with all shareholders.

Your company is world-class. It operates the best-in-class North Star mini-mill in the United States at a time when US steel demand and prices are high, an integrated steelworks at Port Kembla and Glenbrook, and a global network of coated and painted steel operations that supply building and construction markets with iconic brands like COLORBOND® and TRUECORE® steel.

Under the experienced leadership of 30-year BlueScope veteran, incoming MD&CEO Tania Archibald, the Board is highly confident that management will continue to deliver superior shareholder value.

A final word

We want to assure you that the Board's focus remains unchanged: to build a sustainable, profitable company that creates value for shareholders, which provides secure employment and career opportunities for our people, and is a trusted corporate citizen in the communities where we operate.

If you have questions, please visit our investor relations website or contact our investor relations team (details in the attachment below).

I have attached our release to the ASX made on 7 January 2026, outlining our position further.

Yours faithfully,

Jane McAloon
Chair
BlueScope Steel Limited

^{1. Calculated as a simple implied multiple of $2.3 million per hectare value from recent West Dapto transaction across 1,200ha land, not including adjustments for portion of developable land, timing of delivery of value uplift from rezoning and development.}