ABACUS GROUP — Capital/Financing Update 2010

Feb 2, 2010

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3 February 2010

The Manager Company Announcements Office Australian Stock Exchange Limited 20 Bridge Street Sydney NSW 2000

Dear Sir/Madam

ABACUS PROPERTY GROUP (ASX: ABP) – SECURITY PURCHASE PLAN

Abacus Property Group is pleased to announce its Security Purchase Plan (SPP) which gives eligible securityholders a cost-effective way to acquire new ABP securities up to a value of $15,000 without incurring brokerage.

Eligible securityholders may apply for securities to a value of $2,500, $5,000, $7,500, $10,000, $12,500 or $15,000.

The key features of the SPP are:

• Record date - 7.00pm (Sydney time) 21 January 2010

• Issue price per security is the lesser of:

• $0.40 per security (the same price as securities were subscribed for under the our December 2009 placement); and

• a 2.5% discount to the 5-day volume weighted average price of ABP securities traded on the ASX over the period ending on 26 February 2010.

• New securities will rank equally with existing ordinary securities and will be entitled to the full distribution relating to the six months ending 30 June 2010

• Closing date - 5.00pm (Sydney time) 26 February 2010

• Expected issue date - 5 March 2010

The offer is only open to resident Australian and New Zealand securityholders who held securities on the record date.

A copy of the securityholder letter and acceptance form including the terms and conditions of the SPP is attached. The letter and acceptance form have been dispatched to eligible securityholders today.

Yours sincerely

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Ellis Varejes

Company Secretary

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3 February 2010

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Dear securityholder

Abacus Property Group - Security Purchase Plan

Following our recent successful $91.4m placement to institutional investors at $0.40 per security ( Placement ), we are now pleased to offer eligible securityholders an opportunity to apply for Abacus Property Group ( ABP ) stapled securities ( securities ) through a security purchase plan ( SPP ).

The SPP gives securityholders a cost-effective way to acquire new ABP securities up to a value of $15,000 without incurring brokerage. The issue price of each security under the SPP will be the lesser of:

• $0.40 per security (being the same price as securities were subscribed for under the Placement); and

• a 2.5% discount to the 5-day volume weighted average price (VWAP) of all ABP securities traded on

• the ASX over the period ending on 26 February 2010.

Current security price information is available on the ABP website (www.abacusproperty.com.au) and in major daily metropolitan newspapers.

How will APB use the capital raised

The proceeds of the SPP will be used to reduce debt and will provide capacity for further acquisitions and working capital requirements.

Entitlement to participate

Participation in the SPP is optional and is open to all registered securityholders on ABP’s register with a registered address in Australia and New Zealand at 7.00pm Sydney time on 21 January 2010.

How much can you invest?

The amount you may invest under the SPP is limited. You may apply only for a parcel of securities to a value of $2,500, $5,000, $7,500, $10,000, $12,500 or $15,000. (All amounts are expressed in Australian dollars.)

If:

• you receive more than one SPP Acceptance Form; or

• you hold securities in ABP in more than one capacity (for example, if you are both a sole and joint securityholder, or hold securities via a custodian)

the maximum amount you may invest under the SPP in all capacities is $15,000.

ABP reserves the right to reject any application under the SPP to the extent it considers or is reasonably satisfied that the application (whether alone or in conjunction with other applications) does not comply with the requirements.

The number of new securities to be issued to you will be calculated by dividing the amount you subscribe by the issue price, then rounding down to the nearest whole number of new securities. Any residual amount resulting from rounding down will not be returned to applicants and will become an asset of ABP. The SPP is subject to scale back at ABP’s discretion.

New securities issued as part of this SPP are expected to be issued on Friday 5 March 2010, with trading on ASX expected on Monday 8 March 2010. The new securities will rank equally with existing ordinary securities and will be entitled to the full distribution relating to the six months ending 30 June 2010.

The market price for ABP securities may fluctuate between the date of this offer and the date that securities are allotted to you. This means that the price you pay per security may be above or below the market price of ABP securities at the time that the securities are allotted to you under the SPP. You should consider price movements of ABP securities and seek your own financial advice to decide whether or not to participate in the SPP.

How to accept the offer

If you want to accept this offer please carefully read this letter, the accompanying offer Terms and Conditions and acceptance form and the instructions for completing the acceptance form before completing and returning the acceptance form in the reply paid envelope provided or making your BPAY payment.

Acceptances with payment must be received by Registries Limited (the Registry ), or acceptance by BPAY must be made, before 5.00pm (Sydney time) on Friday 26 February 2010. Abacus Property Group retains the right to close the offer earlier than announced.

Questions

If you have any questions relating to the SPP, please contact the Registry on 1300 139 440 between the hours of 8.30am - 5.30pm (Sydney time) Monday to Friday.

On behalf of the Board of Abacus Property Group, I invite you to consider participating in the SPP and thank you for your continuing support of the Group.

Yours faithfully

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John Thame Chairman

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Security Purchase Plan Acceptance Form

ABP is offering eligible securityholders the opportunity to purchase fully paid securities in ABP up to the maximum value of AUD15,000 per eligible securityholder, subject to the terms and conditions of the ABP security purchase plan ( SPP ) set out on the reverse side of this Acceptance Form.

How do I apply for securities under this offer?

• The Terms and Conditions of the SPP outlined on the reverse of this Acceptance Form, and accompanying letter should be read carefully.

• Payments may only be made by BPAY®, cheque, bank draft or money order in Australian dollars and drawn on an Australian branch of a financial institution. Cash payments won’t be accepted.

• If you are a custodian, you must submit a custodian certificate to ABP, as described in the Terms and Conditions.

• By making a payment, you agree to be bound by the constitutions of the ABP stapled entities and agree that the payment to ABP constitutes an irrevocable offer by you to ABP to subscribe for ABP securities up to the value of your application payment on the Terms and Conditions of the SPP. Further you certify that the aggregate of the application price paid by you for the following does not exceed AUD15,000:

• the ABP securities the subject of the Acceptance Form or BPAY payment;

• any other ABP securities applied for by you, or which you have instructed a custodian to acquire on your behalf, under this SPP or any similar arrangement operated by ABP in the 12 months before this application.

If you are a person who on 21 January 2010 was registered with a New Zealand address you certify that you remain a securityholder as at the time of this Offer.

Payment Options

Option 1: Paying by BPAY

If paying by BPAY, you do NOT need to complete or return the Acceptance Form below. Payment must be received by the Registry by BPAY by 5.00pm (Sydney time) on Friday, 26 February 2010. By paying by BPAY, you will be deemed to have completed an Acceptance Form for securities to the value of your application payment.

If you make a payment by BPAY and ABP receives an amount which is not equal to either AUD2,500, AUD5,000, AUD7,500, AUD10,000, AUD12,500 or AUD15,000, ABP will round down the value of securities that you are applying for to the next lowest parcel and refund the balance to you. Your payment must be a minimum of AUD2,500.

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Biller Code: 119008 Ref:

Telephone & Internet Banking - BPAY Contact your bank or financial institution to make this payment from your cheque, savings, debit or transaction account. More info: www.bpay.com.au ® Registered to BPAY Pty Ltd ABN 69 079 137 518

Option 2: Paying by Cheque, Bank Draft or Money Order

If paying by cheque, bank draft or money order, complete and return the Acceptance Form with your application payment to the Registry by 5.00pm (Sydney time) on Friday, 26 February 2010.

• A. Tick the box beside the amount you wish to apply for, either AUD2,500, AUD5,000, AUD7,500, AUD10,000, AUD12,500 or AUD15,000.

• B. Enter your cheque, bank draft or money order details. The amount of your application payment should be equal to the amount applied for in section A of the Acceptance Form. Cheques, bank drafts or money orders must be drawn on an Australian branch of a financial institution in Australian currency, made payable to “ABP SPP Account” and crossed “Not Negotiable.” Please ensure sufficient cleared funds are held in your account, as your cheque will be banked as soon as it is received. If you provide a cheque, bank draft or money order for an amount that is not equal to either AUD2,500, AUD5,000, AUD7,500, AUD10,000, AUD12,500 or AUD15,000, ABP will round down the value of securities that you are applying for to the next lowest parcel and refund the balance to you. Your payment must be for a minimum of AUD2,500.

• C. Enter a contact telephone number at which we may contact you regarding your application for securities.

A I/we want to purchase a parcel of securities to the dollar amount of (tick one box only)

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AUD 2,500 OR AUD 5,000 OR AUD 7,500 OR AUD 10,000 OR AUD 12,500 OR AUD 15,000
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B Make your cheque, bank draft or money order payable to “ABP SPP Account” and crossed “Not Negotiable”

Drawer Cheque Number BSB Number Account Number Amount of Cheque AUD C Telephone Number – Business Hours Telephone Number (After Hours) Contact Name ( ) ( )

TERMS AND CONDITIONS OF SECURITY PURCHASE PLAN

Who is eligible to participate in this SPP?

All persons registered as holders of fully paid ordinary securities of ABP as at 7.00pm (Sydney time) on Thursday, 21 January 2010 (the Record Date ), whose address in ABP’s register is in Australia or New Zealand may participate in the SPP. The Board reasonably considers that it is not lawful or practical for securityholders in other jurisdictions to participate in the SPP. Participation is optional and is subject to these terms and conditions. In accordance with New Zealand securities law, a person who, on the Record Date was registered as a securityholder with a New Zealand address but who, as at the time of the offer, no longer holds securities, is not eligible to participate.

Offers made under the SPP are non-renounceable. This means that securityholders cannot transfer their right to purchase securities under this SPP to anyone else.

Securityholders must select from one of the six parcels of securities offered (ie AUD2,500, AUD5,000, AUD7,500, AUD10,000, AUD12,500 or AUD15,000). If you do not want to subscribe for securities under the SPP, do not fill out the Acceptance Form or make payment by BPAY (as applicable). By submitting an Acceptance Form and payment or paying by BPAY, you certify that the total of the application price for the following does not exceed AUD15,000 :

• the securities the subject of the Application Form or BPAY payment; and

• any other securities issued to the you under the SPP or any similar arrangement in the 12 months before submission of the Application Form or BPAY payment; and

• any other securities which you have instructed a custodian to acquire on your behalf under the SPP; and

• any other securities issued to a custodian in the 12 months before the application as a result of an instruction given by you to the custodian to apply for securities on your behalf under an arrangement similar to the SPP.

Note that the maximum of AUD15,000 will apply even if a securityholder received more than one offer (whether in respect of a joint holding or because the securityholder has more than one holding under separate security accounts). ABP reserves the right to reject any acceptance where it considers, or is reasonably satisfied, that this rule has not been complied with.

If you are a custodian (as envisaged by ASIC Class Order [CO 09/425]), you may apply for up to AUD15,000 of securities for each beneficiary subject to you annexing to your Acceptance Form a certificate addressed to ABP with the following information:

• that you hold securities on behalf of the beneficiaries (who have instructed you to apply for securities under the SPP on their behalf)

• the number of beneficiaries and their names and addresses

• the number of securities that you hold on behalf of each beneficiary

• the dollar amount of securities that each beneficiary has instructed you to apply for

• confirmation that there are no beneficiaries in respect of whom the total application price for the following exceeds AUD15,000: (i) securities applied for by you (as custodian) for the beneficiary under the SPP; or (ii) any other securities issued to you (as custodian) in the last 12 months as a result of an instruction given to you by the beneficiary to apply for securities on their behalf under an arrangement similar to the SPP.

ABP has obtained conditional relief to allow clients of “second-level” or subsequent level custodians ( IDPS clients ) to participate in the SPP.

ABP may at its absolute and unfettered discretion allot fewer securities than you apply for (or none at all), if any of the following apply:

• ABP considers (in its reasonable opinion) that issuing securities to you under the SPP would breach any law, ASX Listing Rule or the terms of any applicable relief;

• ABP considers (in its reasonable opinion) that by issuing securities to you under the SPP you may receive an aggregate of more than AUD15,000 worth of securities under the SPP or an arrangement similar to the SPP in the last 12 months;

• you are a custodian and you have not provided the required certificate; or

• ABP considers (in its reasonable opinion) that you have not complied with these Terms and Conditions.

How have we determined the price?

The issue price of each security under the SPP will be the lesser of:

• AUD 0.40 per security (being the same price as securities subscribed for under the Placement, and which is a discount of 3.8% to the last market price on the Record Date); and

• a 2.5% discount to the 5-day volume weighted average price (VWAP) of all ABP securities traded on the ASX over the period ending on 26 February 2010.

How is the number of new securities going to be calculated?

The number of new securities to be issued to you will be calculated by dividing the amount you subscribe for new securities by the issue price, then rounding down to the nearest whole number of new securities. Any residual amount resulting from rounding down will not be returned to applicants and will become an asset of ABP. The SPP is subject to scale back at ABP’s discretion.

When will ABP issue the securities?

Securities to be issued under the SPP are expected to be issued on Friday 5 March 2010. Securities issued under the SPP will rank equally in all respects with all other ABP securities.

ABP will, promptly after allotment of securities under this SPP, make an application for the securities to be listed for quotation on the official list of the ASX.

Are there additional costs to participate?

Nothing is payable in addition to the aggregate subscription amount selected in your Acceptance Form.

Can the offer be changed?

ABP may amend, suspend, scale back or terminate the SPP at any time and may adopt any administrative procedures reasonably considered appropriate in relation to the SPP. ABP reserves the right to accept or reject your application, to vary the date the offer closes, the date securities are allotted and the date holding statements are dispatched to securityholders. Any variation of any date will be notified to the ASX.

Dispute Resolution

ABP may settle in any manner it thinks fit, any difficulties, anomalies or disputes which may arise in connection with or by reason of the operation of the SPP, whether generally or in relation to any participant, application securities, and ABP’s decision will be conclusive and binding on all participants and other persons to whom the determination relates.

ABP reserves the right to waive strict compliance with any provision of these terms and conditions. The powers of ABP under these conditions may be exercised by the board of ABP or any delegate of the board.

Payment and Lodgement Details

If you want to pay using BPAY you must contact your bank or financial institution to make this payment from your cheque, savings, debit or transaction account. Payment must be in Australian dollars. For more information visit: www.bpay.com.au.

Cheques, bank drafts or money orders must be made payable to “ABP - SPP Account ”.

Completed cheques and Acceptance Forms should be returned using the reply-paid envelope provided or delivered to ABP’s Registry at the address below. If paying by BPAY, you do not need to return the Acceptance Form.

Mailing Address: Abacus Property Group c/-Registries Limited, GPO Box 3993, Sydney NSW 2001, Australia.

Delivery Address: Abacus Property Group c/-Registries Limited, Level 7, 207 Kent Street, Sydney NSW 2000.

If you require further information on how to complete this Acceptance Form please contact Registries Limited on 1300 139 440.

Please ensure you allow enough time for mail delivery of your completed Acceptance Form and payment to be received by 5.00pm (Sydney time) on Friday, 26 February 2010.

Privacy Statement

Personal information provided by you will be used by the Registry to process your application, maintain registers of securityholders, facilitate distribution payments and other corporate actions. It may be disclosed to members of the ABP Group and its external service companies (e.g. print or mail service providers) or as otherwise permitted by law. For details of your personal information held by the Registry, or to correct any inaccuracies, please contact the Registry. You may be sent material (including marketing material) approved by ABP but may elect not to receive that material by contacting the Registry.