CENTURIA CAPITAL GROUP — Capital/Financing Update 2017

Jun 28, 2017

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Australian Securities Exchange - Company Announcements Platform

Centuria Capital Group

LEDERER GROUP INVESTMENT IN CENTURIA PLATFORM

Sydney, 29 June 2017: Centuria Capital Group ( Centuria or CNI ) today announced that it has issued 20.1 million options to subscribe for CNI stapled securities to a private investment vehicle within the Lederer Group ( Lederer Group ) ( Options ). The Options have an exercise price of $1.30 per stapled security and an expiry date of 5 years post issuance.[1]

In addition, CNI has today entered into a Placement Agreement to issue 2.62 million CNI securities to the Lederer Group at an issue price of $1.14 per CNI stapled security.

The Lederer Group was founded by Paul Lederer and is a leading Australian family office comprising a conglomerate of entities including property, manufacturing, financial investments and community based developments.

The Lederer Group first became an investor in the Centuria property funds management platform in 2014 when it made a foundation investment in Centuria Metropolitan REIT ( CMA ). The group has supported the growth of CMA through full participation in all subsequent rights issues and currently holds an interest of approximately 7.3%.

Centuria Property Funds No. 2 Limited ( CPF2L ) as Responsible Entity for Centuria Industrial REIT ( CIP ) earlier today announced a $35 million fully underwritten institutional placement ( CIP Placement ) to fund the acquisition of two strategic assets for a combined purchase price of $65 million (excluding transaction costs). The Lederer Group has committed to subscribe $25 million for approximately 10.2 million units under the CIP Placement representing a holding of approximately 4.5% of CIP (post the CIP Placement).

Following the completion of the CIP Placement, the Lederer Group will hold a combined investment in excess of $55 million across the Centuria platform.

John McBain, CEO of Centuria said, “ The Lederer Group is a highly respected, prominent real estate investor and we are delighted the group has decided to increase its investment in the Centuria platform to include CNI, CMA and CIP.”

Paul Lederer, Chairman of the Lederer Group said, “ Building on our successful investment in CMA, this additional investment represents a substantial commitment and demonstrates our confidence in the Centuria property funds management platform.”

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For more information, please contact:

John McBain CEO Centuria Capital Limited Phone: 02 8923 8910 Email: john.mcbain@centuria.com.au

Shalome Ruiter Investor Relations Manager Centuria Property Funds Limited Phone: 02 8923 8962 Email: shalome.ruiter@centuria.com.au

Katy Lithgow Consultant BlueChip Communication Phone: 02 9018 8603 Email: katy@bluechipcommunication.com.au

1 The terms of the Options are provided in Appendix A.

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About Us

Centuria Capital “CNI” is an ASX-listed specialist investment manager with $3.8 billion in funds under management. We offer a range of investment opportunities including listed and unlisted property funds as well as tax-effective investment bonds. Our drive, allied with our in-depth knowledge of these sectors and intimate understanding of our clients, allows us to transform opportunities into rewarding investments.

Any forward-looking statements included in this announcement involve subjective judgment and analysis and are subject to significant uncertainties, risks and contingencies, many of which are outside the control of, and are unknown to, CNI and its directors. In particular, they speak only as of the date of this announcement, they assume the success of CNI’s business strategies, and they are subject to significant regulatory, business, competitive and economic uncertainties, risks and other factors. Actual future events may vary materially from forward looking statements and assumptions on which those statements are based. Other than as required by law, although they believe there is a reasonable basis for the forward-looking statements, neither CNI nor its directors, officers, employees or any related body corporate, gives any representation, assurance or guarantee (express or implied) as to the accuracy or completeness of any forward-looking statement or that the occurrence of any event, result, performance or achievement will actually occur. Recipients are cautioned not to place undue reliance on such forward-looking statements.

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APPENDIX A – OPTION TERMS

Date of issue	29 June 2017
Consideration for issue	Nil
Number of options	20,098,470
Exercise ratio	Upon exercise, each option entitles the option holder to be issued
	with one ordinary CNI stapled security (consisting of one share in
	Centuria Capital Limited stapled to one unit in the Centuria Capital
	Fund)
Exercise price	$1.30 per option
Term	5 years from date of issue
Exercise limitation	At any time, the maximum number of options that the option
	holder may exercise in any twelve month period is half of the
	number of options initially granted unless any person has voting
	power of 15% or more in CNI, in which case, the option holder
	may exercise any number of unexercised options.
Dividend/distribution	The options carry no right to a dividend/distribution, CNI stapled
	securities issued upon exercise of options will rank from the date
	of issue equally with all other issued CNI stapled securities
Adjustment provisions	The exercise ratio or exercise price will only be adjusted in
	accordance with the ASX Listing Rules

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