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CENTURIA INDUSTRIAL REIT Proxy Solicitation & Information Statement 2013

Oct 1, 2013

64654_rns_2013-10-01_b4684a12-db32-4fc9-8b28-e2bc80b24d84.pdf

Proxy Solicitation & Information Statement

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360 Capital Industrial Fund

1 October 2013

Dear Member,

Meeting of Members on 25 October 2013

On behalf of 360 Capital Investment Management Limited (360 Capital), the responsible entity of the 360 Capital Industrial Fund (Fund), I am pleased to enclose a Notice of Meeting and Explanatory Memorandum in relation to a meeting of Members of the Fund called to consider the following Resolution:

“That the institutional placement on 25 June 2013, as described in the Explanatory Memorandum accompanying this Notice of Meeting convening the Meeting, is ratified.”

On 25 June 2013, the Fund completed a fully underwritten placement of 48.6 million new Units to existing and new institutional investors. The institutional placement raised approximately $24.3 million which was applied to acquire two industrial facilities valued at $37.2 million, with the remainder funded from existing debt facilities. The acquisition and equity raising were consistent with the Fund’s strategy to acquire quality assets that increase the stability of earnings whilst reducing the Fund’s LVR over time.

360 Capital believes the Resolution is in Members’ best interests and recommends you VOTE IN FAVOUR of the Resolution

Ratifying the June 2013 institutional placement will refresh the Fund’s capacity to raise further equity for suitable investment opportunities and/or general capital management initiatives. Like previous capital raisings, future placements will only be undertaken if they are expected to be in the best interests of Members.

If Members do not approve the Resolution, the Fund’s ability to participate in any suitable investment opportunity in a timely manner, or at all, is likely to be constrained as the Fund will be restricted in raising further capital through a placement without Member approval until 25 June 2014 (being 12 months of the date of completion of the institutional placement) and alternative funding sources may not be available at the time or at a competitive price. Therefore, the Fund may then not be able to meet its strategy of providing income and potential capital growth the Members.

Please read the Notice of Meeting and Explanatory Memorandum carefully when considering your vote. If you are in any doubt regarding how to vote, you should seek your own professional financial advice without delay.

We look forward to welcoming you at the meeting . If you are unable to attend the meeting in person, please vote either online, by filling out the enclosed Proxy Form and returning it in the reply paid envelope or in person by no later than 10.00am (AEDT), Wednesday 23 October 2013.

I urge you to vote, as not voting will increase the likelihood that the Resolution is not approved which will limit the future performance of your investment.

Should you have any questions in relation to the Meeting, please do not hesitate to call the 360 Capital investor enquiry line on 1800 182 257 or email [email protected]

Yours faithfully,

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Ben Butler Fund Manager

360 Capital Industrial Fund

Level 8, 56 Pitt Street Sydney NSW 2000 | GPO Box 5483, Sydney NSW 2001 Australia T +61 2 8405 8860 | Fax +61 2 9238 0354 | E [email protected] | W www.360capital.com.au 360 Capital Investment Management Limited ACN 133 363 185 AFSL 340 304 As responsible entity of the 360 Capital Industrial Fund ARSN 099 680 252

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Notice of Meeting and Explanatory Memorandum

360 CAPITAL INDUSTRIAL FUND

ARSN 099 680 252

Issued by 360 Capital Investment Management Limited ACN 133 363 185, AFSL 340304 as responsible entity of 360 Capital Industrial Fund ARSN 099 680 252

This is an important document and requires your immediate attention. You should read this document in its entirety before deciding how to vote. If you are in any doubt about what to do, you should consult your legal, investment, taxation and other professional adviser without delay.

The Responsible Entity recommends that you vote in FAVOUR of the Resolution.

A

Notice of Meeting and Explanatory Memorandum 360 CAPITAL INDUSTRIAL FUND

Important Notices

What is this document?

This Notice of Meeting and Explanatory Memorandum is dated 1 October 2013 and is issued by 360 Capital Investment Management Limited ACN 38 133 363 185 in its capacity as responsible entity of 360 Capital Industrial Fund ARSN 099 680 252 (Fund).

The purpose of this Notice of Meeting and Explanatory Memorandum is to provide information about the proposed refreshment of the Fund’s capacity to issue new Units and to provide such other information considered material to the decision of Members in determining how to vote on the Resolution. All information in this document forms part of the Notice of Meeting.

Meeting details and important dates

Last date and time for 10.00am Wednesday
receipt of Proxy Forms 23 October 2013
Date and time to determine 10.00am Thursday
your eligibility to vote at 24 October 2013
the Meeting
Date and time of Meeting 10.00am Friday
25 October 2013
Place Sir James Fairfax Room
Radisson Blu Hotel
27 O’Connell Street
Sydney NSW 2000 Australia

No investment advice

The information contained in this Notice of Meeting and Explanatory Memorandum does not constitute financial product advice and has been prepared without reference to your particular investment objectives, financial situation, taxation position and needs. It is important that you read the Notice of Meeting and Explanatory Memorandum in its entirety before making any investment decision and any decision on how to vote on the Resolution.

Contents

Contents
Notice of Meeting 1
Notes about the Meeting and how to vote 2
Explanatory Memorandum 5

Defined terms

Capitalised terms used in this Notice of Meeting and Explanatory Memorandum are defined in the Glossary in section 4. All times expressed in this Notice of Meeting and Explanatory Memorandum refer to Australian Eastern Daylight Time (AEDT) and references to dollars, $, cents or ¢ are to Australian dollars.

Any questions?

If you have any questions about your holding of Units or the Resolution, please contact the 360 Capital Investor Services on 1800 182 257. If you are in any doubt on how to vote on the Resolution or the action to be taken, you should contact your financial, legal, tax or other professional adviser without delay.

B Notice of Meeting and Explanatory Memorandum Cover image: 22 Hawkins Crescent, Bundamba, QLD – API 360 CAPITAL INDUSTRIAL FUND

Notice of Meeting

360 Capital Industrial Fund

NOTICE IS HEREBY GIVEN by 360 Capital Investment Management Limited ACN 38 133 363 185 AFSL 340304 as responsible entity of 360 Capital Industrial Fund ARSN 099 680 252 (Fund) pursuant to section 252A of the Corporations Act that a meeting of Members in the Fund will be held at the time, date and place detailed below, or such later time and date as notified to Members, to consider and vote on the Resolution in this Notice of Meeting.

Time: 10.00am Date: Friday 25 October 2013 Place: Sir James Fairfax Room Radisson Blu Hotel 27 O’Connell Street Sydney NSW 2000 Australia

Business of the Meeting

1. Ratification of the placement of Units to institutional investors in June 2013

To consider and, if thought fit, to pass the following resolution as an ordinary resolution of the Fund:

“That the issue of 48,637,361 ordinary units in the 360 Capital Industrial Fund to institutional investors on 25 June 2013, as described in the Explanatory Memorandum accompanying this Notice of Meeting convening the Meeting, is ratified and approved for the purposes of ASX Listing Rule 7.4 and for all other purposes.”

By order of the Board

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Tony Pitt Managing Director 360 Capital Investment Management Limited as responsible entity of the 360 Capital Industrial Fund

Dated: 1 October 2013

Notice of Meeting and Explanatory Memorandum 360 CAPITAL INDUSTRIAL FUND 1

Notes about the Meeting and how to vote

ThESE NoTES FoRM PART oF ThE NoTICE oF MEETINg

Changing the time and date of the Meeting

The Responsible Entity reserves the right to postpone or adjourn the Meeting to a later time or date. If the Responsible Entity makes such a determination, it will notify all Members by lodging an announcement on the ASX and by placing an announcement on the Fund’s website at www.360capital.com.au.

The Responsible Entity will endeavour to notify Members of any such postponement prior to the original date and time of the Meeting, however, the postponement of the Meeting will not be invalidated by the failure to do so. If the Meeting is adjourned for one month or more, the Responsible Entity will give new notice of the adjourned Meeting.

Quorum

The quorum necessary for the Meeting is two Members, each being a Member present in person, by proxy, attorney, Personal Representative or body corporate and the quorum must be present at all times during the Meeting. If a quorum is not present within 30 minutes after the time for the start of the Meeting set out in the Notice of Meeting, the Meeting is adjourned in accordance with the Corporations Act. If no quorum is present at the resumed Meeting within 30 minutes after the time for the start of the resumed Meeting then the resumed Meeting is dissolved.

Resolution

The Resolution is an ordinary resolution and will be decided on a show of hands unless a poll is required by the Corporations Act or properly demanded. The Resolution will be passed if more than 50% of the votes cast by or on behalf of Members entitled to vote on the Resolution are in favour of the Resolution.

Voting

Voting on the Resolution will be decided on a show of hands unless a poll is required by the Corporations Act or properly demanded. On a show of hands, every person present who is a Member or a proxy, attorney, Personal Representative or body corporate representative has one vote. On a poll, every person present who is a Member or a proxy, attorney, Personal Representative or body corporate representative has one vote for each dollar of the value of the Member’s total Units in the Fund held by the person, or in respect of which the person is appointed as proxy, attorney, Personal Representative or body corporate representative. A Member entitled to two or more votes does not have to exercise its votes in the same way and does not have to cast all its votes.

All Members appearing on the register at 10.00am Thursday 24 October 2013 are entitled to attend and vote at the Meeting, subject to the exclusions outlined in the Notice of Meeting. Accordingly, Unit transfers registered after this time will be disregarded in determining entitlements to vote at the Meeting.

Chairperson

Pursuant to section 252S of the Corporations Act, the Responsible Entity will appoint a person to chair the Meeting.

Voting intentions of the Chairperson

The Chairperson intends to vote all undirected proxies appointing the chair as proxy in favour of the Resolution on a poll (subject to the other provisions of the Notice of Meeting, including the voting exclusions).

2 Notice of Meeting and Explanatory Memorandum 360 CAPITAL INDUSTRIAL FUND

Voting exclusion statement

ASX has granted the Responsible Entity, a waiver from ASX Listing Rule 14.11 to the extent necessary to permit the Fund not to comply with the voting exclusion statement in this Notice of Meeting so that votes cast on the Resolution by Members who participated in the institutional placement the subject of the Resolution may be counted, to the extent only that those Members are acting solely in a fiduciary, nominee or custodial capacity on behalf of beneficiaries who did not participate in the issue of Units (Nominee Holders). The waiver is subject to the following conditions:

  • (a) the beneficiaries provide written confirmation to the Nominee Holders that they did not participate in the issue of Units the subject of the Resolution, nor are they an associate of a person who participated in the issue of Units the subject of the Resolution;

  • (b) the beneficiaries direct the relevant Nominee Holder to vote for or against the Resolution; and

Bodies corporate

A body corporate may appoint an individual as its representative to exercise any of the powers the body corporate may exercise at meetings of Members of the Fund. The appointment may be a standing one. Unless the appointment states otherwise, the representative may exercise all of the powers that the appointing body corporate could exercise at a meeting or in voting on the Resolution.

An original or certified copy of the representative’s appointment should be delivered or presented to the Responsible Entity before the Meeting commences.

Jointly held Units

If a Unit in the Fund is held jointly, and more than one Member votes in respect of that Unit, only the vote of the Member whose name appears first in the register of Members counts.

  • (c) the Nominee Holders do not exercise discretion in casting a vote on behalf of the beneficiaries.

The Responsible Entity will disregard any votes cast on the Resolution by a person who participated in the institutional placement the subject of the Resolution and any associate of that person.

However, the Responsible Entity need not disregard a vote if:

  • (a) it is cast by a person as proxy for a person who is entitled to vote, in accordance with the directions on the Proxy Form; or

  • (b) it is cast by the Chairperson as proxy for a person who is entitled to vote, in accordance with a direction on the Proxy Form to vote as the proxy decides.

Notice of Meeting and Explanatory Memorandum 360 CAPITAL INDUSTRIAL FUND 3

NoTES AboUT ThE MEETINg AND how To voTE

CoNTINUED

Appointment of proxy

If you are entitled to vote at the Meeting you have a right to appoint a proxy to attend and vote at the Meeting on the Member’s behalf and may use the Proxy Form enclosed with the Notice of Meeting. The notes on the Proxy Form explain how the form should be completed. The proxy does not need to be a Member of the Fund.

If you wish to appoint someone other than the Chairperson of the Meeting as your proxy, please write the name of that person in the appropriate box. Members cannot appoint themselves. If you do not name a proxy, or your named proxy does not attend the Meeting, the Chairperson of the Meeting will be your proxy and vote on your behalf.

Your proxy has the same rights as you to speak at the Meeting and to vote to the extent you allow on the Proxy Form.

Signing instructions

A Proxy Form must be signed by the Member or the Member’s attorney. Instructions for signing are on the Proxy Form. If a proxy is signed by an attorney and you have not previously lodged the power of attorney for notation, please attach an original or a certified copy of the power of attorney to the Proxy Form when you return it.

Appointment of proxy under the power of attorney

If a proxy is signed under a power of attorney on behalf of a Member, an original or a certified copy of the power of attorney must be lodged with the Proxy Form and received by the Responsible Entity no later than 10.00am on Wednesday 23 October 2013 at one of the addresses set out below.

Appointing a second proxy

If you are entitled to cast two or more votes you may appoint two proxies and may specify the proportion or number of votes each proxy is appointed to exercise.

If you appoint two proxies and the appointment does not specify the proportion or number of votes each proxy may exercise, each proxy may exercise half of the votes (ignoring fractions).

Voting directions to your proxy

You may direct your proxy on how to vote on the Resolution. If it does, your proxy does not have to vote, but if your proxy does vote, your proxy must vote as directed. If your proxy has two or more appointments that specify different ways to vote on the Resolution, your proxy must not vote on a show of hands. If your proxy is the Chairperson, the Chairperson must vote on a poll and must vote that way.

If you do not direct your proxy how to vote, your proxy will vote as it chooses. If you mark more than one box relating to the Resolution any vote by your proxy on that item may be invalid.

Lodgement of proxies and other authorities

Proxy Forms and other authorities should be returned by posting them in the reply paid envelope provided or delivering them to one of the addresses below.

by post

Boardroom Pty Limited GPO Box 3993 Sydney NSW 2001

online

www.boardroomlimited.com.au/vote/360egmoct2013

by facsimile (02) 9290 9655

by hand

Boardroom Pty Limited Level 7, 207 Kent Street Sydney NSW 2000

All Proxy Forms must be received by the Responsible Entity no later than 10.00am wednesday 23 october 2013. Documents received after that time will not be valid for the Meeting.

4 Notice of Meeting and Explanatory Memorandum 360 CAPITAL INDUSTRIAL FUND

Explanatory Memorandum

1 Overview

1.1 Ratification of the June 2013 institutional placement

On 25 June 2013, the Fund completed a fully underwritten placement of 48,637,361 new Units to existing and new institutional investors.

All new Units under the institutional placement were issued at a price of $0.50 per Unit, representing a discount of approximately 4.0% to the volume weighted average price of Units over the 10 days immediately prior to the announcement of the institutional placement[1] and a 4.2% premium to the 31 December 2012 pro forma NTA per Unit of $0.48 per Unit.

The institutional placement raised approximately $24.3 million (before equity raising costs) for the Fund which was applied to acquire two industrial facilities valued at $37.2 million, with the remainder funded from existing debt facilities.

Units issued under the institutional placement ranked equally with existing Units from the date of issue; however the Units were not eligible for the distribution for the June 2013 quarter distribution.

Units issued under the institutional placement were issued to sophisticated, professional and wholesale clients identified by Moelis Australia Advisory Pty Ltd ABN 72 142 008 446.

The institutional placement was part of a broader strategy to:

  • optimise the Fund’s debt to equity mix and reduce the Fund’s weighted average cost of capital;

  • enhance the Fund’s prospects of being included in the S&P/ASX300 A-REIT Index via increased liquidity and market capitalisation (the Fund was subsequently included in the Index on 20 September 2013);

1.2 What does the Responsible Entity recommend?

Ratification of the June 2013 institutional placement

The Directors consider that the refreshment of the Fund’s capacity to issue new Units under the ASX Listing Rules will be in the best interests of the Members of the Fund as such a resolution provides funding flexibility in respect of potential acquisitions, investment opportunities, and general capital management initiatives that may arise from time to time.

The Fund continues to actively seek acquisition opportunities which complement its investment strategy and existing portfolio with the aim of increasing income returns and the potential for capital growth.

Please refer to section 2 of this document for more details regarding the proposed refreshment of the Fund’s capacity to issue new Units.

The Responsible Entity recommends that Members vote in FAvoUR of the Resolution.

1.3 What do Members need to do?

Members should read this document in its entirety before voting. If you are in any doubt about what to do, you should consult your legal, investment, taxation and other professional adviser without delay.

Your vote is important. The Responsible Entity encourages Members to vote on the Resolution by either attending the Meeting in person or by appointing a proxy to vote on their behalf.

All Proxy Forms are required to be returned to the registry provider, Boardroom Pty Limited by 10.00am Wednesday 23 October 2013.

  • strengthen portfolio quality via the acquisition of additional institutional grade assets (that increase the Fund’s WALE, lower the Fund’s WACR, lower the average age of the Fund’s properties and capex requirements, increase the proportion of leases with high fixed annual rental reviews and increase diversification); and

  • reduce debt such that the Fund’s LVR is more in line with the Fund’s A-REIT peers.

A voting exclusion statement in respect of the Resolution ratifying the institutional placement is set out in the Notice of Meeting.

All information as required under ASX Listing Rule 7.5 is set out in this section 1.1. Further details on the institutional placement can be found in the ASX market announcement made by the Fund on 18 June 2013.

1 Adjusted to an ex-distribution price with respect to the June 2013 quarter distribution of 1.125 cent per Unit.

Notice of Meeting and Explanatory Memorandum 360 CAPITAL INDUSTRIAL FUND 5

EXPLANAToRY MEMoRANDUM

CoNTINUED

2 Ratification of the June 2013 institutional placement

2.1 What is proposed?

Members are requested to approve the institutional placement in accordance with ASX Listing Rule 7.4 to refresh the Fund’s placement capacity.

2.2 Why is this being proposed?

ASX Listing Rules

ASX Listing Rule 7.1 imposes a limit on the number of Units that an entity can issue or agree to issue in a 12 month period without Member approval. Generally, and subject to the exceptions set out in ASX Listing Rule 7.2, an entity may not, without Member approval, issue in any 12 month period more than 15% of the number of Units on issue 12 months before the date of the issue. The institutional placement the subject of the Resolution was made in accordance with the Fund’s placement capacity under ASX Listing Rule 7.1.

ASX Listing Rule 7.4 provides that an issue of Units made without approval under ASX Listing Rule 7.1 is treated as having been made with approval for the purposes of ASX Listing Rule 7.1 if the issue did not breach ASX Listing Rule 7.1 at the time the issue was made and Members subsequently approve the issue. Accordingly, Members are requested to subsequently approve the institutional placement in accordance with ASX Listing Rule 7.4 to refresh the Fund’s placement capacity.

2.3 What does refreshment mean for Members?

Advantages

If Members approve the Resolution, any future equity raisings by the Fund would remain subject to the 15% limit set out in ASX Listing Rule 7.1. The effect of an approval of the Resolution would be that the Units issued under the institutional placement (the subject of the Resolution) would not reduce the number of Units that could be issued by the Fund without Member approval (within the 15% limit) and will increase the base number of Units from which the 15% calculation is made.

Such a resolution provides funding flexibility in respect of potential acquisitions, investment opportunities, and general capital management initiatives that may arise from time to time. The Fund continues to actively seek acquisition opportunities which complement its investment strategy and existing portfolio.

If an opportunity to acquire an attractive asset or assets that will assist the Fund to meet its strategy arises, then an ASX announcement will be made if required.

Disadvantages/risks

The key potential disadvantage and risk associated with the Resolution is if the Fund issues further equity by way of a placement (which it would be able to do, should Members approve the Resolution) the percentage holdings in the Fund of Members who do not participate in that future issue will be reduced.

The Directors are of the opinion that this potential disadvantage and risk are substantially outweighed by the potential advantages and benefits associated with the Fund refreshing its placement capacity, and accordingly considers that the Resolution is in the best interests of all Members. However, Members should consider their individual circumstances and make their own determination as to how to vote on the Resolution.

6 Notice of Meeting and Explanatory Memorandum 360 CAPITAL INDUSTRIAL FUND

2.4 Why is the Responsible Entity recommending refreshment of the Fund’s placement capacity?

The Responsible Entity considers that the ratification of the issue of Units under the institutional placement the subject of the Resolution is in the best interests of Members as it provides enhanced funding flexibility under ASX Listing Rule 7.1 to issue additional Units over the next 12 months, to allow the Fund to deliver its strategy of providing potential income and capital growth to Members.

3 Queries

If you have any questions regarding your investment in the Fund, the Resolution, or what action you should take, please consult your legal, investment, taxation and other professional adviser or contact 360 Capital Investor Services on 1800 182 257 or email [email protected].

2.5 What happens if the Resolution is not approved?

If Members do not approve the Resolution, the Fund’s ability to participate in any suitable investment opportunity in a timely manner, or at all, is likely to be constrained as:

  • (a) the Fund will be restricted in raising further capital through a placement without Member approval until 25 June 2014 (being 12 months of the date of completion of the institutional placement); and

  • (b) alternative funding sources may not be available at the time or at a competitive price.

Therefore the Fund may then not be able to meet its strategy of providing income and potential capital growth the Members.

2.6 What does the Responsible Entity recommend?

The Responsible Entity recommends that Members vote in FAvoUR of the Resolution.

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Notice of Meeting and Explanatory Memorandum 360 CAPITAL INDUSTRIAL FUND

EXPLANAToRY MEMoRANDUM

CoNTINUED

4 Glossary

4
Glossary
360 Capital or 360 Capital Property group 360 Capital Property Group consists of the stapled entity comprising
360 Capital Property Limited (ABN 46 146 484 433) and 360 Capital Investment
Trust (ARSN 141 872 844) and each of their subsidiaries.
360 Capital Investment Management Limited 360 Capital Investment Management Limited (ACN 133 363 185, AFSL 340304),
the Responsible Entity.
associate As defined in sections 12 and 16 of the Corporations Act. Section 12 of the
Corporations Act is to be applied as if it was not confined to associate references
occurring in Chapter 6 of the Corporations Act and on the basis that the entity is
the ‘designated body’ for the purposes of that section. Where the named person in
the voting exclusion statement is a director or officer of the entity or of a child entity,
‘associate’ also includes a related party of that director or officer.
ASX ASX Limited (ABN 98 008 624 691) or the financial market operated by it
(as the context requires).
Constitution The constitution of the Fund as amended from time to time.
Corporations Act Corporations Act 2001(Cth).
Director A director of the Responsible Entity in office at the date of this document.
Explanatory Memorandum The explanatory memorandum contained in this document.
Fund 360 Capital Industrial Fund (ARSN 099 680 252).
LvR As defined under the finance facility as interest being liabilities divided
by property values.
Meeting The meeting of Members of the Fund to be held pursuant to the Notice of Meeting.
Member A member of the Fund determined in accordance with the Corporations Act.
Nominee holders Members who participated in the institutional placement (the subject of the Resolution)
to the extent that those Members are acting solely in a fiduciary, nominee or custodial
capacity on behalf of beneficiaries who did not participate in the issue of Units.
Notice of Meeting This document, including the Notice of Meeting set out on page 1 of this document.
NTA Net tangible assets.
Personal Representative As defined in the Constitution.
Proxy Form The form by which Members may vote on the Resolution without attending the
Meeting in person.
Resolution The resolution set out in the Notice of Meeting.
Responsible Entity The responsible entity of the Fund (360 Capital Investment Management Limited).
Unit An ordinary unit in the Fund.
Unit Registrar Boardroom Pty Limited (ACN 003 209 836).

8 Notice of Meeting and Explanatory Memorandum 360 CAPITAL INDUSTRIAL FUND

Corporate Directory

360 Capital Industrial Fund ARSN 099 680 252

Investor Enquiries

360 Capital Investor Services Toll Free: 1800 182 257 Email: [email protected]

Postal Address For Lodgement of Proxies

Boardroom Pty Limited GPO Box 3993 Sydney NSW 2001

Responsible Entity

360 Capital Investment Management Limited ACN 133 363 185 AFSL 340304

Registered Office

Level 8, 56 Pitt Street Sydney NSw 2000 www.360capital.com.au

Disclaimer

This document has been prepared by 360 Capital Investment Management Limited (ACN 133 363 185, AFSL 340304), Level 8, 56 Pitt Street, Sydney NSW 2000, as responsible entity of the 360 Capital Industrial Fund (ARSN 099 680 252)(“Responsible Entity”). The Responsible Entity, its associates, related entities and directors do not guarantee the performance of the Fund or the repayment of monies invested. The information contained in this document does not constitute financial product advice. While every care has been exercised in the preparation of this document and the information is believed to be correct, this document is provided for general information purposes only and does not have regard to the particular circumstances, financial situation or needs of any specific person who may read it and whom should seek their own professional advice. This document contains forward looking statements which are identified by words such as “may”, “could”, ”believes”, “estimates”, “expects”, ”intends” and other similar words that imply risks and uncertainties. These forward looking statements are subject to known and unknown risks, uncertainties and other factors that could cause the actual results, performance or achievements of the Fund to vary materially from those expressed or implied in such forward looking statements. Past performance is not an indicator of future performance.

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Notice of Meeting and Explanatory Memorandum 360 CAPITAL INDUSTRIAL FUND

01 Notice of Meeting and Explanatory Memorandum 360 CAPITAL INDUSTRIAL FUND

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