CENTURIA CAPITAL GROUP — Capital/Financing Update 2021

Mar 21, 2021

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Centuria Capital Group (CNI)
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Centuria Launches Listed Notes Offer

• Centuria Capital No. 2 Fund intends to raise c.$100 million under the Notes offer

• New debt facility diversifies Centuria’s sources of funding and extends debt duration

• Face value of $100 per Note with issuance expected on 20 April 2020 for a five-year term

• Variable, quarterly interest payments anticipated to be between 4.25% and 4.50% per annum

SYDNEY (Monday, 22 March 2021) – Centuria Capital Group’s (“Centuria” or ASX:CNI) wholly-owned subsidiary, Centuria Funds Management Limited, as trustee of the Centuria Capital No. 2 Fund (the “ Issuer ”) announced an offer of new secured, redeemable notes (“ Notes ”), which are expected to be quoted on the Australian Securities Exchange (“ ASX ”) and trade under the ASX code “C2FHA”.

The Issuer intends to raise $100 million under the offer of Notes, with the ability to raise more or less (the “ Offer ”). The proceeds of the Offer will be used to redeem a series of Wholesale Notes that mature in April 2021 as well as support Centuria Capital Group's REIT co-investment programme, strategic acquisitions and to accelerate the growth of its unlisted property funds division.

The Offer comprises:

• an Institutional Offer to certain Institutional Investors;

• a Broker Firm Offer made to eligible clients of Brokers; and

• a Securityholder Offer made to registered holders of Centuria Capital Group Stapled Securities with a registered address in Australia or New Zealand at 7.00pm (Sydney time) on Friday, 12 March 2021 and who are a resident of Australia or New Zealand.

No general public offer of Notes will be made.

OFFER’S KEY TERMS

The Offer is being made under a prospectus lodged with the Australian Securities and Investments Commission (“ ASIC ”) and ASX today (“ Prospectus ”). Key terms of the Notes include:

• To be listed on ASX (code: C2FHA);

• Face value of $100 per Note;

• Unsubordinated and secured debt obligations of the Issuer;

• Guarantee provided by Centuria Capital Limited (the parent company of Centuria Capital Group) with first ranking general security deed over all assets of the Issuer and certain subsidiaries of Centuria Capital Limited;

• Variable, quarterly interest payments calculated as the sum of the Margin plus the Bank Bill Rate – the Margin will be determined under a bookbuild and is expected to be between 4.25% and 4.50% per annum; and

• Term of five years, maturing on 20 April 2026, subject to certain early redemption conditions.

Full details of the Offer are set out in the Prospectus, which can be accessed by calling the Issuer’s Offer Information Line on T: 1300 721 637 (within Australia) or T: +61 2 8023 5428 (outside Australia); online at www.centuria.com.au/C2FHA or by emailing NotesOffer@CenturiaInvestor.com.au. A replacement Prospectus containing the Margin is expected to be made available on Tuesday, 30 March 2021 (“ Replacement Prospectus ”) when the Offer opens.

Investors should read and consider the Prospectus (and Replacement Prospectus, once available) in full and obtain professional advice before deciding whether to acquire Notes. This announcement does not constitute financial product advice and has not taken into account any particular Investor’s objectives, financial situation or needs.

Centuria Capital Group Consisting of: Centuria Capital Limited ABN 22 095 454 336 Centuria Capital Fund ARSN 613 856 358

Level 41, Chifley Tower 2 Chifley Square, Sydney NSW 2000

T: 02 8923 8923 E: sydney@centuria.com.au F: 02 9460 2960 www.centuria.com.au

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Anyone who wants to acquire Notes will need to complete the application form that will be in or will accompany the Prospectus.

Capitalised terms in this announcement have the meaning given to them in the Prospectus.

Indicative timetable for the Offer

KEY DATES FOR THE OFFER	DATE
Record datefordeterminingEligible Securityholders	7:00pm Friday,12 March 2021
ProspectusDate	Monday,22 March 2021
Bookbuild to determine theMargin	Monday,29March 2021
Announcement of Margin	Monday,29March 2021
Lodgement of ReplacementProspectuswith ASIC	Tuesday, 30March 2021
OpeningDateforthe Offer	Tuesday, 30March 2021
ClosingDateforthe SecurityholderOffer	5:00pm Wednesday,14 April 2021
ClosingDatefortheBroker FirmOffer	5:00pm Wednesday,14 April 2021
Issue of Notes	Tuesday,20April 2021
Notes begintrading ontheASX(normalsettlement basis)	Wednesday,21 April 2021
Expected dispatchof holding statements	Thursday,22 April 2021
KEY DATES FOR NOTES
FirstDistribution PaymentDate	Tuesday,20 July2021
MaturityDate	Monday,20April 2026

The aforementioned times refer to the time in Sydney, Australia, unless otherwise stated. The key dates above are indicative only and may change without notice.

The Joint Lead Managers to the Offer are Morgans Financial Limited, National Australia Bank Limited, Shaw and Partners Limited and Westpac Institutional Bank.

-ENDS-

For more information or to arrange an interview, please contact:

John McBain	Tim Mitchell	Alexandra Koolman
Joint CEO	Group Head of Investor Relations	Corporate Communications
Centuria Capital Limited	Centuria Capital Limited	Centuria Capital Limited
T: 02 8923 8910	T: 02 8923 8923	T: 02 8923 8923
E: john.mcbain@centuria.com.au	E: tim.mitchell@centuria.com.au	E: alexandra.koolman@centuria.com.au

Authorised for release by Anna Kovarik, Company Secretary.

About Centuria Capital Group

Centuria Capital Group (CNI) is a leading real estate funds manager with a unique Australasian focus and over $10 billion of assets under management. We offer a range of investment opportunities including listed and unlisted real estate 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 meaningful investments. www.centuria.com.au

Disclaimer

This announcement contains selected summary information and does not purport to be all-inclusive, comprehensive or to contain all of the information that may be relevant, or which a prospective investor may require in evaluations for a possible investment in CNI or the Notes. It should be read in conjunction with CNI's periodic and continuous disclosure announcements which are available at www.centuria.com.au.

This announcement is provided for general information purposes only. It should not be relied upon by the recipient in considering the merits of CNI or any acquisition of securities.

Centuria Capital Group Consisting of: Centuria Capital Limited ABN 22 095 454 336 Centuria Capital Fund ARSN 613 856 358

Level 41, Chifley Tower 2 Chifley Square, Sydney NSW 2000

T: 02 8923 8923 E: sydney@centuria.com.au F: 02 9460 2960 www.centuria.com.au

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Centuria Capital Group (CNI)
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Before making an investment decision, the recipient should consider its own financial situation, objectives and needs, and conduct its own independent investigation and assessment of the contents of this announcement, including obtaining investment, legal, tax, accounting and such other advice as necessary or appropriate.

This announcement may contain forward-looking statements, guidance, forecasts, estimates, prospects, projections or statements in relation to future matters ('Forward Statements'). No independent third party has reviewed the reasonableness of any such statements or assumptions. No member of CNI represents or warrants that such Forward Statements will be achieved or will prove to be correct or gives any warranty, express or implied, as to the accuracy, completeness, likelihood of achievement or reasonableness of any Forward Statement contained in this announcement.

Centuria Capital Group Consisting of: Centuria Capital Limited ABN 22 095 454 336 Centuria Capital Fund ARSN 613 856 358

Level 41, Chifley Tower 2 Chifley Square, Sydney NSW 2000

T: 02 8923 8923 E: sydney@centuria.com.au F: 02 9460 2960 www.centuria.com.au