ARENA REIT. — Capital/Financing Update 2014

Dec 4, 2014

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	What’s this about?						Effective date: 5/12/2014	Effective date: 5/12/2014
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Title

Arena REIT – Stapling Proposal – admission to the official list of Arena REIT Limited (the “Company”) and the commencement of official quotation of a triple-stapled Arena REIT

Description

On 4 November 2014, Arena Investment Management Limited (“AIML”) The responsible entity for both Arena REIT No 1 (“ARF 1) and Arena REIT No 2 (“ARF 2”) (which collectively comprise the existing listed stapled entity known as Arena REIT (“ARF”)) announced it had entered into an implementation agreement with Citrus II Investments Pty Ltd (“Citrus II”) (the ultimate owner of AIML) for ARF to internalise its corporate governance and management function and to assume the management of two unlisted wholesale property syndicates being PHC Syndicate and BSH JV (which both own healthcare properties). The Internalisation Proposal involves AIML being replaced as responsible entity of ARF by Arena REIT Management Limited (“ARML”) a subsidiary of the Company. Internalisation of management is to be effected through the:

• (a) distribution to existing ARF securityholders of one fully paid share in the Company for each existing stapled security in ARF;

• (b) stapling of each share in the Company to each existing stapled security to form a new triple stapled security (“New Stapled Securities”);

• © acquistition by the Company of Citrus Services Pty Ltd (and its wholly owned subsidiaries, ARML and Arena Property Services Ltd) from Citrus II; and

• (d) change of the responsible entity of ARF (as well as the manager and trustee of PHC Syndicate and the manager of BSH JV) from AIML to ARML,

Collectively referred to as the “Internalisation Proposal”.

On 5 December 2014, security holders of ARF approved the necessary resolutions to effect the Internalisation Proposal. Accordingly, it is expected that the Company will be admitted to the official list of ASX on Tuesday, 9 December 2014.

Official quotation of the New Stapled Securities will commence at 10.00 am +/- 15 secs A.E.D.T. on Tuesday, 9 December 2014 on a deferred settlement basis.

Quoted Securities: 211,605,103 New Stapled Securities fully paid

ASX Code: ARFDC It is expected that the New Stapled Securities ASX code will revert to ARF on Tuesday,16 December 2014, with the commencement of normal (T+3) settlement

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ASX Notice Notice

Time: 10:00 am +/- 15 secs AEDT Date: 9 December 2014 ASX Trade Abbeviation: ARENA REIT ISIN: During the deferred settlement trading period the ISIN of the New Stapled Securities will be: AU0000ARFDC4 At the commencement of normal (T+3) trading the ISIN of the New Stapled Securities will return to: AU000000ARF6 Home Branch: Melbourne Industry classification: 4040 - Real Estate Registered Office: 71 Flinders Lane, Melbourne VIC 3000 Company Secretary: Gareth Bruce Winter Share Registry: Boardroom Pty Ltd 7/207 Kent Street, Sydney, NSW 2000 Phone:- 1300 737 760 Fax:- 1300 653 459 Balance Date: 30 June CHESS: Participating. The Company will also operate an issuer sponsored subregister. State of Incorporation: Victoria Distribution policy: Refer page 143 of the Prospectus dated 4 November 2014. Activities: Investment in real estate. ASX restricted securities: None Securities not quoted: n/a

The indicative timetable in relation to the Stapling Proposal is as follows.

Indicative Date	Event
Monday, 8 December2014	Last day of trading in Existing ARF stapled securities (ASX Code:ARF)
Tuesday, 9 December2014	Company admitted to the official listNew Stapled Securities commence trading on ASX on a deferredsettlement basis (ASXCode: ARFDC)
Thursday, 11 December2014	Stapling Record DateStapling Commencement DateDespatchdate of holding statements of NewStapled Securities
Friday, 12 December2014	Implementation Date (effective date of management internalisation)Change of responsible entity (from AIMLtoARML)
Monday, 15 December2014	Last day of deferred settlement trading in New Stapled Securities(ASXCode: ARFDC)
Tuesday, 16 December2014	New Stapled Securities commence trading on a normal (t+3)settlement basis (ASXCode: ARF)
Friday, 19 December2014	Settlement of all trades of New Stapled Securities conducted on adeferred settlement basis and onthefirst day oft+3 trading

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ASX Notice Notice

Need more information?

For further information please refer to Arena REIT’s notice of meeting and explanatory memorandum and Arena REIT Limited’s Prospectus dated 4 November 2014 or call the Arena Information Line on 1800 008 494 Monday to Friday between 8.30 am and 5.00 pm (AEDT).

Issued by Kate Kidson

4B

Contact Details (03) 9617 8711

Disclaimer

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