BWP GROUP — Capital/Financing Update 2011

Mar 23, 2011

Appendix 3B New issue announcement

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 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.

Name of entity

BUNNINGS WAREHOUSE PROPERTY TRUST

ABN

088 581 097

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 +Class of +securities issued or to Fully paid ordinary units be issued

2 Number of[+] securities issued or Final Entitlement Offer numbers: to be issued (if known) or Previously issued on 7 March 2011 maximum number which may be issued - Institutional Entitlement Offer: 47,008,582 - Retail Entitlement Offer (early close): 1,088,046 To be issued on 24 March 2011 - Retail Entitlement Offer (final close): 40,141,831 Total number of new units issued under the Entitlement Offer including those to be allotted today is : 88,238,459.

3 Principal terms of the[+] securities (eg, if options, exercise price and Same terms as existing ordinary units. expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

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 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) 7 Dates of entering +securities into uncertificated holdings or despatch of certificates 8 Number and +class of all +securities quoted on ASX (including the securities in clause 2 if applicable)	Yes	Yes
	$1.70 per ordinary unit
	The net proceeds of the Entitlement Offer will be used for the acquisition, subject to unitholder approval on 30 March 2011, of 13 Bunnings Warehouse properties from Bunnings Group Limited or a wholly owned subsidiary. Further details of the acquisition can be found in the Notice of Meeting and Explanatory Memorandum sent to unitholders on 25 February 2011. If unitholder approval is not obtained then the proceeds will be used to repay debt and be held on deposit for future capital expenditure and acquisition opportunities.
	Monday, 7 March 2011 under the Institutional Entitlement Offer and Retail Entitlement Offer (early close) and Thursday, 24 March 2011 under the Retail Entitlement Offer (final close).
	Number	+Class
	520,012,793	Ordinary units

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

Number +Class 9 Number and +class of all +securities not quoted on ASX (including the securities in clause 2 if applicable) Nil N/A 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests) The Units will be entitled to all distributions on fully paid ordinary units after the date of allotment. art 2 - Bonus issue or pro rata issue 11 Is security holder approval required? No 12 Is the issue renounceable or non- renounceable? As per Appendix 3B lodged on 17 February 2011 13 Ratio in which the+securities will be offered As per Appendix 3B lodged on 17 February 2011 14 +Class of+securities to which the offer relates Fully paid ordinary units. 15 +Record date to determine entitlements As per Appendix 3B lodged on 17 February 2011 16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements? No 17 Policy for deciding entitlements in relation to fractions As per Appendix 3B lodged on 17 February 2011 18 Names of countries in which the entity has+security holders who will not be sent new issue documents Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7. As per Appendix 3B lodged on 17 February 2011 19 Closing date for receipt of acceptances or renunciations As per Appendix 3B lodged on 17 February 2011	Number	+Class
	Nil	N/A
	The Units will be entitled to all distributions on fully paid ordinary units after the date of allotment.
	No
	As per Appendix 3B lodged on 17 February 2011
	As per Appendix 3B lodged on 17 February 2011
	Fully paid ordinary units.
	As per Appendix 3B lodged on 17 February 2011
	No
	As per Appendix 3B lodged on 17 February 2011
	As per Appendix 3B lodged on 17 February 2011
	As per Appendix 3B lodged on 17 February 2011

Part 2 - Bonus issue or pro rata issue

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

20 Names of any underwriters 21 Amount of any underwriting fee or commission 22 Names of any brokers to the issue 23 Fee or commission payable to the broker to the issue 24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of+security holders 25 If the issue is contingent on +security holders’ approval, the date of the meeting 26 Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled 27 If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders 28 Date rights trading will begin (if applicable) 29 Date rights trading will end (if applicable) 30 How do+security holders sell their entitlements_in full_through a broker? 31 How do+security holders sell part of their entitlements through a broker and accept for the balance?	As per Appendix 3B lodged on 17 February 2011
	As per Appendix 3B lodged on 17 February 2011
	N/A
	N/A
	N/A
	N/A
	As per Appendix 3B lodged on 17 February 2011
	N/A
	N/A
	N/A
	N/A
	N/A

• See chapter 19 for defined terms.

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• 32 How do[+] security holders dispose of their entitlements (except by sale through a broker)?

N/A

• 33 +Despatch date

As per Appendix 3B lodged on 17 February 2011

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, employee incentive 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 the additional[+] securities, and the number and percentage of additional[+] securities held by those holders

• 36 If the[+] securities are[+] equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories

• 1 - 1,000

• 1,001 - 5,000

• 5,001 - 10,000 10,001 - 100,000 100,001 and over

• 37 A copy of any trust deed for the additional[+] securities

Entities that have ticked box 34(b)

38 Number of securities for which +quotation is sought

• See chapter 19 for defined terms.

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39 Class of +securities for which quotation is sought 40 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 41 Reason for request for quotation now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another security, clearly identify that other security)

Number +Class 42 Number and +class of all +securities quoted on ASX ( including the securities in clause 38)

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.

• See chapter 19 for defined terms.

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• 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: 24 March 2011 (Company secretary)

Print name: Karen Lange

== == == == ==

• See chapter 19 for defined terms.

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