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ABACUS GROUP M&A Activity 2019

Oct 3, 2019

64280_rns_2019-10-03_65e3ecd1-630e-4724-aed0-6b75656142ef.pdf

M&A Activity

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ASX Release

4 October 2019

AOF Unitholder Meeting convened for proposed acquisition of AOF

Abacus Property Group (“Abacus”) and Charter Hall Group (“Charter Hall”) (together “the Consortium”), welcome the announcement today by Australian Unity Office Fund (ASX: AOF) in relation to the Consortium’s proposed acquisition of AOF by way of a trust scheme (“Scheme”). AOF announced earlier today that the Supreme Court of Victoria has made orders convening a meeting of AOF unitholders to consider and vote on resolutions to effect the Scheme.

The meeting of AOF unitholders will take place at 10.00am AEDT on Thursday, 7 November 2019 at the Ground Floor, 271 Spring Street, Melbourne, Victoria 3000.

The Independent Directors of AOF’s Responsible Entity have unanimously recommended that AOF unitholders vote in favour of the Scheme in the absence of a superior proposal. Reasons for this recommendation are contained in an Explanatory Memorandum which was released today and is expected to be despatched to AOF unitholders on or around 11 October 2019.

The Explanatory Memorandum also includes an Independent Expert’s Report prepared by Deloitte Corporate Finance which has concluded that the Scheme consideration of $3.04 cash per AOF unit is, fair and reasonable, and in the best interests of, AOF unitholders.

If the Scheme is approved by AOF unitholders and all other conditions precedent to the Scheme are satisfied, the Scheme is expected to be implemented on 22 November 2019.

The Consortium retained J.P. Morgan Securities Australia Limited as financial adviser and Allens as legal adviser in relation to the Scheme.

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Abacus Property Group (ASX: ABP)

Abacus is a diversified Australian REIT with an investment portfolio concentrated in the Office and Self Storage sectors. We invest capital in real estate opportunities to deliver superior long term returns and maximise securityholder value.

Abacus’ key focus is to be a strong asset backed, annuity style business model where capital is directed towards assets that provide potential for enhanced income growth and ultimately create value. Our people, market insight and repositioning capability together with strategic partnering are the key enablers of our strategy.

Abacus was established in 1996 and listed on the ASX in 2002. It is included in the S&P/ASX 200 index and has a market capitalisation of c.$2.5 billion, with a single corporate office in Sydney, Australia.

Charter Hall Group (ASX: CHC)

With over 28 years’ experience in property investment and funds management, we’re one of Australia’s leading fully integrated property groups. We use our property expertise to access, deploy, manage and invest equity across our core sectors – office, retail, industrial and social infrastructure.

Operating with prudence, we’ve carefully curated a $34.6 billion diverse portfolio of over 840 high quality, long leased properties. Partnership and financial discipline are at the heart of our approach. Acting in the best interest of customers and communities, we combine insight and inventiveness to unlock hidden value. Taking a long term view, our $6.5 billion development pipeline delivers sustainable, technologically enabled projects for our customers.

The impacts of what we do are far-reaching. From helping businesses succeed by supporting their evolving workplace needs, to providing investors with superior returns for a better retirement, we’re powered by the drive to go further.

Abacus Property Group

For further information, please contact

Cynthia Rouse

Head of Investor Relations Abacus Property Group Level 34, Australia Square 264-278 George Street, Sydney NSW 2000 T +61 2 9253 8673 [email protected]

Charter Hall Group

For investor enquiries, please contact

Philip Cheetham Head of Listed Investor Relations Charter Hall Group T +61 2 8651 9214 [email protected]

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