CHARTER HALL LONG WALE REIT

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Retail Entitlement Offer

Details of a fully underwritten capital raising for an accelerated non-renounceable entitlement offer at an Issue Price of $4.65 per New Security

Retail Entitlement Offer closes at 5:00pm (AEST), Wednesday, 2 June 2021

Charter Hall WALE Limited (ABN 20 610 772 202, AFSL 486721) as responsible entity of Charter Hall Long WALE REIT

NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES

This document and the personalised Entitlement and Acceptance Form that accompanies it contains important information. You should read both documents carefully and in their entirety. If you have any queries please call your professional adviser or the Charter Hall Long WALE REIT Offer Information Line on +61 1300 303 063 between 8:30am and 5:30pm (AEST), Monday to Friday during the Retail Offer Period (Monday, 24 May 2021 to Wednesday, 2 June 2021) or visit our website at www.charterhall.com.au/lwr. If you do not understand these documents, or are in doubt as to how to act, you should consult your financial or other professional adviser before making any investment decision.

Important Notice	3
Leter from the Chair	6
Key dates	9
Section 1 - What Should You Do?	10
Section 2 - How to Apply – Eligible Retail Securityholders	12
Section 3 - Taxation	15
Section 4 - Important Information for Securityholders	17
Section 5 - Eligible Retail Securityholder Declarations	23
Annexure A - ASX announcement	25
Annexure B - Investor Presentation	29
Glossary	49
Corporate Directory	51

Important Notice

This Retail Offer Booklet is issued by Charter Hall WALE Limited ( Responsible Entity ) (ABN 20 610 772 202, AFSL 486721) as responsible entity for Charter Hall Direct Industrial Fund (ARSN 144 613 641) and LWR Finance Trust (ARSN 614 713 138), being the managed investment schemes that comprise the Charter Hall Long WALE REIT ( CLW or the REIT ). This Retail Offer Booklet is dated Monday, 24 May 2021 and relates to the Retail Entitlement Offer, which is part of an offer of New Securities announced by the Responsible Entity on Tuesday, 18 May 2021.

This Retail Entitlement Offer is being made pursuant to section 1012DAA of the Corporations Act (as modified by ASIC Corporations (Non-Traditional Rights Issues) Instrument 2016/84 and ASIC Corporations (Disregarding Technical Relief) Instrument 2016/73) which allows rights issues to be conducted without a product disclosure statement.

This Retail Offer Booklet is not a product disclosure statement under the Corporations Act and has not been lodged with ASIC. This Retail Offer Booklet does not contain all of the information which would be required to be disclosed in a product disclosure statement. As a result, it is important for you to read and understand the publicly available information on the REIT and the Entitlement Offer (for example, the information available on the REIT’s website www.charterhall.com.au/lwr or on the ASX’s website www.asx.com.au) prior to deciding whether to accept your Entitlement and apply for New Securities. As an Eligible Retail Securityholder who takes up your full Entitlement, you may also apply for additional New Securities in excess of your Entitlement up to 50% of your full Entitlement (to the extent available) at the Issue Price ( Oversubscription Facility ). The allocation of additional New Securities will be subject to the availability of New Securities, and the Responsible Entity and the REIT (in consultation with its advisors) retain the flexibility to scale back applications for additional New Securities at their sole discretion. In the event of oversubscriptions, the allocation of additional New Securities will be subject to scale back at the sole discretion of the Responsible Entity and REIT in consultation with its advisors. There is no guarantee you will be allocated any additional New Securities.

The Investor Presentation, which is included in Annexure B, contains a non-exhaustive summary of important factors and risks that could affect the financial and operating performance of the REIT. Please refer to the Key Risks section of the Investor Presentation for further details. When making an investment decision in connection with this Retail Entitlement Offer, it is essential that you consider these risk factors carefully in light of your individual personal circumstances, including financial and taxation issues (some of which have been outlined in Section 3 of this Retail Offer Booklet).

The Responsible Entity does not guarantee any particular rate of return or the performance of the REIT, nor does it guarantee the repayment of capital from the REIT or any particular tax treatment.

In addition to reading this Retail Offer Booklet in conjunction with the REIT’s other periodic and continuous disclosure announcements including the Investor Presentation and ASX Announcements, you should conduct your own independent review, investigation and analysis of the REIT and the New Securities and obtain any professional advice you require to evaluate the merits and risks of an investment in the REIT before making any investment decision.

This Entitlement Offer is made on the basis that the determination of eligibility of investors is made by reference to a number of matters, including legal and regulatory requirements, logistical and registry constraints and the discretion of the Responsible Entity and / or the Underwriters. Each of the Responsible Entity and the Underwriters and each of their respective affiliates disclaim any duty or liability (including for negligence) in respect of that determination and the exercise or otherwise of that discretion, to the maximum extent permitted by law.

Citigroup Global Markets Australia Pty Limited and Morgan Stanley Australia Securities Limited are acting as joint lead managers and underwriters to the Entitlement Offer and they have not authorised, permitted or caused the issue or lodgement, submission, despatch or provision of this Retail Offer Booklet and there is no statement in this booklet which is based on any statement made by the Underwriters or by any of their respective affiliates, officers, employees or advisers.

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To the maximum extent permitted by law, the Underwriters, their respective related body corporates and affiliates, officers, and any of their respective directors, officers, partners, employees, representatives, agents, consultants and advisers expressly disclaim all liabilities (including without limitation, any liability arising from fault or negligence on the part of any person) and any direct, indirect, consequential or contingent loss or damage whatsoever in respect of, and make no representations regarding, and take no responsibility for, any part of this booklet other than references to its name and makes no representation or warranty as to the currency, accuracy, reliability or completeness of the information in this booklet.

The Underwriters make no recommendation as to whether you or your related parties should participate in the Entitlement Offer nor do they make any representations or warranties, expressed, to you concerning the Entitlement Offer or any such information and by returning an Entitlement and Acceptance Form or otherwise paying for your New Securities through BPAY® in accordance with the instructions on the Entitlement and Acceptance Form, you acknowledge that you have read this Retail Offer Booklet, you have acted in accordance with and agree to the terms of the Retail Entitlement Offer detailed in this Retail Offer Booklet and you represent, warrant and agree that you have not relied on any statements made by the Underwriters in relation to the New Securities or the Entitlement Offer generally.

No overseas offering

This Retail Offer Booklet, the accompanying Entitlement and Acceptance Form or any accompanying ASX Announcements, do not constitute an offer or invitation in any place in which, or to any person to whom, it would not be lawful to make such an offer or invitation. In particular, this Retail Offer Booklet does not constitute an offer to Ineligible Securityholders and may not be distributed in the United States and the New Securities may not be offered or sold, directly or indirectly, to persons in the United States.

No action has been taken to register or qualify the Retail Entitlement Offer or the New Securities, or otherwise permit the public offering of the New Securities, in any jurisdiction other than Australia and New Zealand.

The distribution of this Retail Offer Booklet (including an electronic copy) outside Australia and New Zealand, is restricted by law. If you come into possession of the information in this Retail Offer Booklet, you should observe such restrictions and should seek your own advice on such restrictions. Any non-compliance with these restrictions may contravene applicable securities laws.

New Zealand

The New Securities are not being offered to the public within New Zealand other than to existing Securityholders with registered addresses in New Zealand to whom the offer of these securities is being made in reliance on the Financial Markets Conduct Act 2013 and the Financial Markets Conduct (Incidental Offers) Exemption Notice 2016.

This document has been prepared in compliance with Australian law and has not been registered, filed with or approved by any New Zealand regulatory authority. This document is not a product disclosure statement under New Zealand law and is not required to, and may not, contain all the information that a product disclosure statement under New Zealand law is required to contain.

United States

This Retail Offer Booklet, and any accompanying ASX Announcements and the Entitlement and Acceptance Form, do not constitute an offer to sell, or a solicitation of an offer to buy, any securities in the United States or to any persons acting for the account or benefit of any person in the United States. Neither this Retail Offer Booklet nor the Entitlement and Acceptance Form may be released or distributed, directly or indirectly, to persons in the United States. The New Securities have not been, and will not be, registered under the US Securities Act of 1933, as amended ( US Securities Act ) or the securities laws of any state or other jurisdiction of the United States. The New Securities may not be offered or sold, directly or indirectly, to any person in the United States or to any person acting for the account or benefit of a person in the United States (to the extent such person is acting for the account or benefit of a person in the United States). The New Securities offered and sold in the Retail Entitlement Offer may only be offered and sold outside the United States in “offshore transactions” (as defined in Rule 902(h) under the US Securities Act) in reliance on Regulation S under the US Securities Act.

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Not investment advice

Securityholders must note that the information provided in this Retail Offer Booklet and the accompanying Entitlement and Acceptance Form, does not constitute financial product advice. All information has been prepared without taking into account your individual investment objectives, financial circumstances or particular needs. The information contained in this Retail Offer Booklet and the accompanying Entitlement and Acceptance Form should not be considered as comprehensive or to comprise all the information which a Securityholder may require in order to determine whether or not to subscribe for New Securities. If you have any questions, please consult your professional adviser before deciding whether or not to invest.

Forward-looking statements

No representation or warranty is given as to the accuracy or likelihood of achievement of any forward-looking statement (including any statements related to the ongoing impact of the COVID-19 pandemic) in this document, or any events or results expressed or implied in any forward-looking statement. These statements can generally be identified by the use of words such as “anticipate”, “believe”, “expect”, “project”, “forecast”, “estimate”, “likely”, “intend”, “should”, “could”, “may”, “target”, “predict”, “guidance”, “plan” and other similar expressions. Indications of, and guidance on, future earnings and financial position and performance, and the ongoing impact of COVID-19, are also forward-looking statements. Such forward-looking statements are not guarantees of future performance and are by their nature subject to significant uncertainties, risks and contingencies. Actual results or events may differ materially from any expressed or implied in any forward-looking statement and deviations are both normal and to be expected. Past performance is not a reliable indicator of future performance.

Definitions

Defined terms used in this Retail Offer Booklet are contained in the Glossary.

Past performance

Investors should note that past performance, including past security price performance, cannot be relied upon as an indicator of (and provides no guidance as to) future performance including future security price performance.

Currency

All currency amounts in this Retail Offer Booklet are in Australian Dollars unless otherwise stated.

Times and dates

All dates and times in this Retail Offer Booklet are indicative only and subject to change. Unless otherwise specified, all times and dates refer to AEST. Any changes to the timetable will be posted on Charter Hall Long WALE REIT’s website at www.charterhall.com.au/lwr

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Letter from the Chair

Level 20, No.1 Martin Place Sydney NSW 2000 GPO Box 2704 Sydney NSW 2001

Tel +61 2 8651 9000 Fax +61 2 9221 4655 www.charterhall.com.au Charter Hall WALE Limited (ACN 610 772 202)

Dear Securityholder,

Charter Hall Long WALE REIT – Retail Entitlement Offer

On behalf of the board of Charter Hall WALE Limited, as the responsible entity of the managed investment schemes that comprise the Charter Hall Long WALE REIT, I am pleased to invite you to participate in a fully underwritten accelerated non-renounceable entitlement offer of new securities in the REIT at an issue price of $4.65 per New Security.

Entitlement Offer

On Tuesday, 18 May 2021, the Responsible Entity announced its intention to raise approximately $250 million by way of a fully underwritten 1 for 10.68 accelerated non-renounceable entitlement offer (“ Entitlement Offer ”).

The Entitlement Offer comprises:

an offer to Eligible Institutional Securityholders; and
an offer to Eligible Retail Securityholders, to which this Retail Offer Booklet relates.

The Responsible Entity successfully conducted the Institutional Entitlement Offer to raise approximately $169 million, at an issue price of $4.65 per New Security. New Securities are expected to be issued under the Institutional Entitlement Offer and Early Retail Entitlement Offer on Thursday, 27 May 2021. New Securities are expected to be issued under the Retail Entitlement Offer on Tuesday, 8 June 2021.

The Entitlement Offer is fully underwritten by Citigroup Global Markets Australia Pty Limited and Morgan Stanley Australia Securities Limited.

Use of proceeds

The proceeds from the Entitlement Offer will be used to partially fund the acquisition of 50% interests in four modern, long WALE suburban office and life sciences properties, as summarised below:

25 Cowlishaw Street, Tuggeranong, ACT, leased to Services Australia, for $153.0 million;
913 Whitehorse Road, Box Hill, VIC, primarily leased to the Australian Taxation Office, for $115.0 million;
17 O’Riordan Street, Alexandria, NSW, leased to the Australian Red Cross, for $79.5 million; and
520 Smollett Street, Albury, NSW, primarily leased to the Australian Taxation Office, for $42.5 million.

In addition, the REIT has also settled the aquisition of a 100% interest in an Ampol anchored long WALE convenience retail property in Redbank Plains, QLD, for $25.4 million (together the Acquisitions ). The total consideration of the Acquisitions is $415.4 million and reflects a weighted average passing yield of 5.2%.

The balance of the funding for the Acquisitions and associated transaction costs will be funded with the REIT’s existing debt facilities.

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Key highlights of the Acquisitions include:

long leases to high quality covenants, increasing the REIT’s proportion of Government tenants from 16% to 21% of income and introducing two new high quality tenants in the Australian Red Cross and Ampol;
the Acquisitions’ weighted average rent review (WARR) of 3.6% are accretive to CLW’s portfolio WARR, and provide secure growing income;
well located, Eastern Seaboard properties diversified across NSW, VIC, ACT and QLD; and
modern properties with high sustainability ratings.

Intentions of major securityholder

Charter Hall Group is the REIT’s largest securityholder with approximately 11.5% of securities on issue and has committed to take up its full entitlement under the Entitlement Offer, representing a commitment of approximately $29 million.

Financial impact of the Acquisitions and the Offer

Including the impact of the Acquisitions and Offer and barring any unforeseen events and no material change in market conditions, CLW is pleased to:

upgrade FY21 Operating EPS guidance to 29.2 cents per security, reflecting annual growth of 3.2% over FY20 Operating EPS of 28.3 cents per security; and
provide FY22 Operating EPS growth guidance of no less than 2.75% over the upgraded FY21 Operating EPS of 29.2 cents per security.

Following the Acquisitions and the Offer and including the impact of post balance date transactions[1] , the REIT’s pro-forma 31 December 2020:

balance sheet gearing is forecast to be 30.4%, within CLW’s target range of 25% – 35%; and
look through gearing is forecast to 39.7%.

Additional information on the transaction rationale, use of the proceeds of the Offer, the REIT and its strategy is contained in the ASX Announcement and the Investor Presentation annexed to this Retail Offer Booklet.

Retail Entitlement Offer

This Retail Offer Booklet relates to the Retail Entitlement Offer, which will raise approximately $81 million. Under the Retail Entitlement Offer, Eligible Retail Securityholders can subscribe for 1 New Security for every 10.68 Securities they hold as at the Record Date at an Issue Price of $4.65 per New Security. The Issue Price under the Retail Entitlement Offer is the same Issue Price as for the Institutional Entitlement Offer, and represents:

a discount of 3.3% to the last close price of $4.81 on Monday, 17 May 2021;
a discount of 3.1% to the theoretical ex-rights price (TERP)[2] of $4.80; and
a FY22 forecast Operating EPS Yield of 6.5%.

New Securities issued under the Offer will rank equally with existing Securities from the date of their issue and will be entitled to the distribution for the three months to 30 June 2021.

The number of New Securities for which you are entitled to subscribe for under the Retail Entitlement Offer is set out in your personalised Entitlement and Acceptance Form that will accompany this Retail Offer Booklet when it is despatched to Eligible Retail Securityholders on Monday, 24 May 2021.

The Entitlement Offer is non-renounceable and therefore your Entitlements will not be tradeable on ASX or otherwise transferable. This means that Eligible Retail Securityholders who do not take up their full Entitlement will receive no value for those Entitlements and their percentage holding in the REIT will be reduced.

Eligible retail securityholders who take up their entitlement in full may also apply for additional New Securities in excess of their entitlement (to the extent other eligible retail securityholders do not take up their full Entitlement) up to 50% of their full Entitlement.[3]

1 Including post balance date transactions reported in Appendix A of the Investor Presentation annexed to this Retail Offer Booklet.

2 The theoretical ex rights price (TERP) is the theoretical price at which securities should trade after the ex-date for the Entitlement Offer.

3 In the event of oversubscriptions, the allocation of additional New Securities will be subject to scale back at the discretion of the Responsible Entity in consultation with its advisers. There is no guarantee that you will be allocated any additional New Securities.

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Securityholders in the United States are not eligible to participate in the Retail Entitlement Offer. Similarly, securityholders (including custodians and nominees) who hold securities on behalf of persons in the United States, or who are acting for the account or benefit of persons in the United States, are not eligible to participate in the Retail Entitlement Offer on behalf of those persons.

How to apply

To participate in the Retail Entitlement Offer, please ensure that you validly accept it, before 5:00pm (AEST) on Wednesday, 2 June 2021. You can accept by paying your Application Monies via BPAY®. If you choose to pay via BPAY® you are not required to submit the Entitlement and Acceptance Form but are taken to make the statements on that form and representations outlined below in Section 2.5 ( Implications of making an Application ) including the Eligible Retail Securityholder declarations set out in Section 5. Alternatively, you may submit your completed Entitlement and Acceptance Form together with cheque, bank draft or money order for all Application Monies. Detailed payment instructions are set out in the personalised Entitlement and Acceptance Form that accompanies this Retail Offer Booklet.

If you apply and pay your Application Monies before 5:00pm (AEST) on Wednesday, 26 May 2021 ( Early Retail Acceptance Due Date ) via BPAY®, your New Securities will be allotted to you on Friday, 28 May 2021, which is the same date applicable to Eligible Institutional Securityholders who took up their entitlements on Tuesday, 18 May 2021 under the Institutional Entitlement Offer.

You should seek appropriate professional advice before making any investment decision. If you have any questions about the Retail Entitlement Offer, please do not hesitate to contact the Charter Hall Long WALE REIT Offer Information Line on +61 1300 303 063 between 8:30am and 5:30pm (AEST), Monday to Friday during the Retail Offer Period (Monday, 24 May 2021 to Wednesday, 2 June 2021) or visit our website at www.charterhall.com.au/lwr.

The board of Charter Hall WALE Limited encourages you to participate in the Retail Entitlement Offer and thanks you for your continued support of the REIT.

Yours faithfully,

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Peeyush Gupta AM Chair

Charter Hall WALE Limited

as responsible entity of the Charter Hall Long WALE REIT

24 May 2021

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Key dates

Key event	Date
Trading halt and announcement of the Acquisitions	Tuesday, 18 May 2021
Institutional Entitlement Ofer conducted	Tuesday, 18 May 2021
Announcement of results of Institutional Entitlement Ofer	Wednesday, 19 May 2021
Trading of securities recommences on the ASX on an	Wednesday, 19 May 2021
'ex-entitlement' basis
Entitlement Ofer Record Date	7:00pm, Thursday, 20 May 2021
Retail Entitlement Ofer Booklet is despatched and Retail	9:00am, Monday, 24 May 2021
Entitlement Ofer opens
Early Retail Acceptance Due Date	5:00pm, Wednesday, 26 May 2021
Setlement of New Securities issued under the Institutional Entitlement	Thursday, 27 May 2021
Ofer (and Retail Entitlement Ofer for applications received by the
Early Retail Acceptance Due Date)
Allotment and normal trading of New Securities issued under the	Friday, 28 May 2021
Institutional Entitlement Ofer (and Retail Entitlement Ofer for
applications received by the Early Retail Acceptance Due Date)
Retail Entitlement Ofer closes	5:00pm, Wednesday, 2 June 2021
Announcement of results of Retail Entitlement Ofer	Friday, 4 June 2021
Setlement of New Securities issued under the Retail Entitlement Ofer	Tuesday, 8 June 2021
Allotment of remaining New Securities issued under the	Wednesday, 9 June 2021
Retail Entitlement Ofer
Holding statements despatched and normal trading of remaining	Thursday, 10 June 2021
New Securities issued under the Retail Entitlement Ofer

All dates and times are indicative only and subject to change. Unless otherwise specified, all times and dates refer to AEST.

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Section 1 - What Should You Do?

1.1 Decide if you are eligible to participate in the Retail Entitlement Offer

The Retail Entitlement Offer is an offer only to Eligible Retail Securityholders, being Securityholders who:

are registered as a Securityholder on the Record Date;
have a registered address in Australia or New Zealand;
are not in the United States and are not acting for the account or benefit of a person in the United States (to the extent such persons are acting for the account or benefit of a person in the United States);
are not an Institutional Securityholder; and
are eligible under all applicable securities laws to receive an offer under the Retail Entitlement Offer.

1.2 Read this Retail Offer Booklet and the accompanying Entitlement and Acceptance Form

This Retail Offer Booklet and the personalised Entitlement and Acceptance Form that accompanies it contain important information about the Retail Entitlement Offer. You should read both documents carefully and in their entirety before deciding whether or not to participate in the Retail Entitlement Offer.

This Retail Entitlement Offer is not being made under a product disclosure statement. This Retail Offer Booklet does not contain all of the information which would be required to be disclosed in a product disclosure statement. As a result, it is important for you to read and understand the publicly available information on the REIT and the Entitlement Offer (for example, the information available on Charter Hall Long WALE REIT’s website www.charterhall.com.au/lwr or on the ASX’s website www.asx.com.au) before deciding whether to accept your Entitlement and apply for New Securities.

If you are in doubt as to the course you should follow, you should seek appropriate professional advice before making an investment decision.

1.3 Consider the Retail Entitlement Offer in light of your particular investment objectives and circumstances

Please consult with your stockbroker, accountant or other independent professional adviser if you have any queries or are uncertain about any aspects of the Retail Entitlement Offer.

An investment in New Securities is subject to both known and unknown risks, some of which are beyond the control of the Responsible Entity. These risks include the possible loss of income and principal invested. The Responsible Entity does not guarantee any particular rate of return or the performance of the REIT, nor does it guarantee the repayment of capital from the REIT or any particular tax treatment. In considering an investment in New Securities, investors should have regard to (amongst other things) the Key Risks section of the Investor Presentation and the disclaimers outlined in this Retail Offer Booklet.

1.4 Decide what you want to do

1.4.1 Ineligible Securityholder

All Securityholders who do not satisfy the criteria to be Eligible Retail Securityholders or Eligible Institutional Securityholders, are Ineligible Securityholders.

Ineligible Securityholders must not take up any of their Entitlements.

1.4.2 Eligible Securityholders

If you are an Eligible Retail Securityholder, you may subscribe for all, some or none of your Entitlement.

Eligible Retail Securityholders who take up their Entitlement in full may also apply for additional New Securities in excess of their Entitlement up to 50% of their full Entitlement (to the extent available). In the event of oversubscription, the allocation of additional New Securities will be subject to scale back at the absolute discretion of the Responsible Entity and REIT in consultation with their advisors.

Eligible Retail Securityholders who do not participate in the Retail Entitlement Offer, or participate for an amount less than their Entitlement will have their percentage holding in the REIT reduced. Eligible Retail Securityholders who participate in the Retail Entitlement Offer will see their percentage holding in the REIT reduce, increase or stay the same depending on the proportion of their Entitlement they subscribe for and the additional New Securities applied for and allocated to them.

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The Entitlement Offer is non-renounceable, which means the Entitlements cannot be traded or otherwise transferred on the ASX or any other exchange or privately. If you do not take up your Entitlement, you will not receive any value for those Entitlements not taken up.

1.5 Apply for New Securities

To participate in the Retail Entitlement Offer, please complete and lodge a valid Entitlement and Acceptance Form and Applicable Monies for New Securities, or make a payment by BPAY®, by 5:00pm (AEST) on Wednesday, 2 June 2021 pursuant to the instructions set out on the Entitlement and Acceptance Form. See Section 2 for more information.

Eligible Retail Securityholders have the opportunity to be allotted New Securities up to their Entitlement at the same time as Eligible Institutional Securityholders under the Institutional Entitlement Offer and Institutional Investors, on Friday, 28 May 2021 if they submit their Application and pay their relevant Application Monies by BPAY® so that cleared funds are received by 5:00pm (AEST) on Wednesday, 26 May 2021 in accordance with their Entitlement and Acceptance Form.

If you take no action your Entitlement under the Retail Entitlement Offer will lapse, you will receive no value for your lapsed Entitlement and your percentage holding in the REIT will reduce.

1.6 Questions

If you have any questions about the Retail Entitlement Offer, please do not hesitate to contact the Charter Hall Long WALE REIT Offer Information Line on +61 1300 303 063 between 8:30am and 5:30pm (AEST), Monday to Friday during the Retail Offer Period (Monday, 24 May 2021 to Wednesday, 2 June 2021).

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Section 2 - How to Apply – Eligible Retail Securityholders

2.1 Choices available to Eligible Retail Securityholders

Eligible Retail Securityholders may:

take up all of their Entitlement;
take up part of their Entitlement; or
do nothing and allow their Entitlement to lapse (refer to Section 2.4).

The Retail Entitlement Offer is a pro-rata offer to Eligible Retail Securityholders only.

Eligible Retail Securityholders who take up their Entitlement in full may also apply for additional New Securities in excess of their Entitlement (to the extent other Eligible Retail Securityholders do not take up their full Entitlement) up to 50% of their full Entitlement. In the event of oversubscription, the allocation of additional New Securities will be subject to scale back at the absolute discretion of the Responsible Entity and REIT in consultation with their advisors.

2.2 Take up all, or part, of your Entitlement

If you wish to take up your Entitlement in full or in part, there are two different ways you can submit your Application and Application Monies.

2.2.1 Payment via BPAY®

To apply and pay via BPAY®, you should:

read this Retail Offer Booklet and the Entitlement and Acceptance Form in their entirety (also available online at www.charterhall.com.au/lwr) and seek appropriate professional advice if necessary;
make your payment of the Application Monies via BPAY® for the number of New Securities you wish to subscribe for (being the Issue Price of $4.65 per New Security multiplied by the number of New Securities you are applying for) so that it is received by no later than the Final Retail Closing Date, being 5:00pm (AEST) on Wednesday, 2 June 2021. You can only make a payment via BPAY® if you are the holder of an account with an Australian financial institution.

If you choose to pay via BPAY® you are not required to submit a completed Entitlement and Acceptance Form but are taken to make all of the statements on that form, including the representations and declarations outlined below in Section 2.5 or online at www.charterhall.com.au/lwr.

You will be taken to have applied for such whole number of New Securities which is covered in full by your Application Monies.

You can choose for your New Securities the subject of your Entitlement to be allotted at the same time as Eligible Institutional Securityholders under the Institutional Entitlement Offer on the Early Retail Entitlement Offer Allotment Date, being Friday, 28 May 2021. To do this you must pay your Application Monies via BPAY® in time to ensure that cleared funds are received no later than 5:00pm (AEST) on Wednesday, 26 May 2021.

If your payment is received in cleared funds after 5:00pm (AEST) on Wednesday, 26 May 2021, but before the Final Retail Closing Date, New Securities will be allotted to you on the Final Allotment Date being Wednesday, 9 June 2021. Your Application Monies will not be accepted after the Final Retail Closing Date, being 5:00pm (AEST) on Wednesday, 2 June 2021, and no New Securities will be issued to you in respect of that Application.

If you have multiple holdings you will have multiple BPAY® reference numbers. To ensure you receive your Entitlement in respect of a holding, you must use the reference number shown on each personalised Entitlement and Acceptance Form when paying for any New Securities that you wish to apply for in respect of that holding.

Applicants should be aware that their own financial institution may implement earlier cut off times with regards to electronic payment and should therefore take this into consideration when making payment of Application Monies.

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2.2.2 Submit your completed Entitlement and Acceptance Form together with cheque, bank draft or money order for all Application Monies

To apply and pay by cheque, bank draft or money order, you should:

read this Retail Offer Booklet and the Entitlement and Acceptance Form in their entirety and seek appropriate professional advice if necessary;
complete the personalised Entitlement and Acceptance Form accompanying this Retail Offer Booklet in accordance with the instructions set out on that form, and indicate the number of New Securities you wish to subscribe for; and
return the form to the Registry (address details below) together with a cheque, bank draft or money order which must be:
in respect of the full Application Monies (being $4.65 multiplied by the number of New Securities you wish to subscribe for);
in Australian currency drawn on an Australian branch of a financial institution; and
made payable to ‘Charter Hall Long WALE REIT’ and crossed ‘Not Negotiable’.

You should ensure that sufficient funds are held in relevant account(s) to cover the full Application Monies.

Cash payments will not be accepted. Receipts for payment will not be issued.

You can only choose for the New Securities the subject of your Entitlement to be allotted at the same time as Eligible Institutional Securityholders on the Institutional Entitlement Offer on the Early Retail Entitlement Offer Allotment Date being Friday, 28 May 2021 if you pay your Application Monies by BPAY®.

If you apply and pay by cheque, bank draft or money order, your Entitlement and Acceptance Form and your Application Monies in cleared funds must be received by the Registry by no later than the Final Retail Closing Date being 5:00pm (AEST) on Wednesday, 2 June 2021 and New Securities will be allotted to you on the Final Allotment Date being Wednesday, 9 June 2021. Entitlement and Acceptance Forms (and payments for Application Monies) will not be accepted after the Final Retail Closing Date and no New Securities will be issued to you in respect of that Application.

You need to ensure that your completed Entitlement and Acceptance Form and cheque, bank draft or money order in respect of the full Application Monies reaches the Registry at the following address:

Postal Address

Link Market Services Limited Locked Bag A14 Sydney South NSW 1235

+61 1300 303 063

Entitlement and Acceptance Forms (and payments for any Application Monies) will not be accepted at Responsible Entity’s registered or corporate offices.

For the convenience of Eligible Retail Securityholders, an Australian reply paid envelope addressed to the Registry has been enclosed with this Retail Offer Booklet.

Note that if you have more than one holding of Securities, you will be sent more than one personalised Entitlement and Acceptance Form and you will have separate Entitlements for each separate holding. A separate Entitlement and Acceptance Form and payment of Application Monies must be completed for each separate holding.

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2.3 Refund of Application Monies

Any Application Monies received for more than your final allocation of New Securities or received after the Final Retail Closing Date will be refunded as soon as practicable after the Final Allotment Date. No interest will be paid to applicants on any Application Monies received or refunded.

2.4 If you take no action all of your Entitlement will lapse

If you are an Eligible Retail Securityholder and you do nothing, your Entitlements will lapse in respect of your Securities.

You should also note that, if you do not take up all of your Entitlement, then your percentage holding in the REIT will be reduced to the extent that New Securities are issued to other Eligible Securityholders.

2.5 Implications of making an Application

Returning a completed Entitlement and Acceptance Form or paying Application Monies for New Securities via BPAY® will be taken to constitute a representation by the Eligible Retail Securityholder that they:

have received a copy of this Retail Offer Booklet and accompanying Entitlement and Acceptance Form, and read them in their entirety;
make the Eligible Retail Securityholder declarations set out in Section 5; and
acknowledge that once the Entitlement and Acceptance Form is returned, or a BPAY® payment instruction is given in relation to any Application Monies, the Application may not be varied or withdrawn except as required by law.

2.6 Enquiries

This Retail Offer Booklet and the Entitlement and Acceptance Form that accompanies it contain important information. You should read both documents in their entirety before deciding whether or not to participate in the Retail Entitlement Offer. If you:

have questions in relation to the existing Securities upon which your Entitlement has been calculated;
have questions on how to complete the Entitlement and Acceptance Form or take up your Entitlement; or
you have lost your Entitlement and Acceptance Form and would like a replacement form,

please call the Charter Hall Long WALE REIT Offer Information Line on +61 1300 303 063 between 8:30am and 5:30pm (AEST), Monday to Friday during the Retail Offer Period (Monday, 24 May 2021 to Wednesday, 2 June 2021). If you have further questions you should contact your professional adviser.

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Section 3 - Taxation

3.1 General

This Section 3 below provides a general summary of the Australian income tax, goods and services tax (GST) and stamp duty implications of the Retail Entitlement Offer for certain Eligible Retail Securityholders.

The comments in this Section deal only with the Australian taxation implications of the Retail Entitlement Offer if you:

are a resident for Australian income tax purposes; and
hold your Securities on capital account.

These comments do not apply to you if you:

are not a resident for Australian income tax purposes; or
hold your Securities as revenue assets or trading stock (which will generally be the case if you are a bank, insurance company or carry on a business of share trading); or
are assessed on gains and losses on the Securities under the ‘TOFA provisions’ in Division 230 of the Income Tax Assessment Act 1997; or
are subject to special tax rules such as insurance companies, partnerships, tax exempt organisations, trusts (except where expressly stated), superannuation funds (except where expressly stated) or temporary residents.

The taxation implications of the Retail Entitlement Offer will vary depending upon your particular circumstances. Accordingly, you should seek and rely upon your own professional advice before concluding on the particular taxation treatment that will apply to you.

The Responsible Entity and its officers, employees, taxation or other advisers do not accept any liability or responsibility in respect of any statement concerning taxation consequences, or in respect of the taxation consequences.

This taxation summary is necessarily general in nature and is not exhaustive of all Australian tax consequences that could apply in all circumstances for Eligible Retail Securityholders. It is strongly recommended that each Eligible Retail Securityholder seek their own independent professional tax advice applicable to their particular circumstances.

This summary does not constitute financial product advice as defined in the Corporations Act. This summary is confined to certain taxation matters, based on the relevant Australian tax laws in force, established interpretations of that law and understanding of the practice of the relevant tax authority at the date of this summary. This summary does not take into account the tax laws of countries other than Australia.

3.2 Issue of Entitlements

The issue of the Entitlements should not, of itself, result in any amount being included in your assessable income.

3.3 Acquiring New Securities

Eligible Retail Securityholders who exercise their Entitlements will acquire New Securities.

For the purposes of CGT, each New Security will:

have an initial cost base (and reduced cost base) that is equal to the Issue Price for the New Securities plus certain non-deductible incidental costs incurred in acquiring the New Security; and
be taken to be acquired on the day that the Entitlement in respect of the New Security is exercised.

No income tax will arise on the exercise of the Entitlements.

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3.4 Distributions on New Securities

Future distributions made in respect of New Securities will be subject to the same income taxation treatment as distributions made on existing Securities held in the same circumstances.

The Responsible Entity has made an irrevocable election to adopt the Attribution Managed Investment Trust (AMIT) regime. The Responsible Entity intends to attribute the taxable income of the REIT to its Securityholders on a fair and reasonable basis each year. On this basis and the basis that the REIT undertakes only eligible investment business activities (i.e. passive investment activities such as investing in land for the purpose/ primarily for the purpose of deriving rent), the REIT should not have any liability for Australian income tax.

In respect of each income tax year, an Eligible Retail Securityholder will be required to include their share of the taxable income of the REIT (as advised by Responsible Entity) in their assessable income for tax purposes. An Eligible Retail Securityholder’s share of the taxable income of the REIT will be included in their assessable income for the income year to which that taxable income relates and not the year in which the relevant distribution is paid to the Eligible Retail Securityholder.

If the REIT makes any non-assessable distributions to an Eligible Retail Securityholder, the cost base and reduced cost base of the Security would be reduced by the amount of the non-assessable payment.

In the event that the non-assessable distribution exceeds an Eligible Retail Securityholder’s cost base in their Security, a capital gain will arise (such a gain may potentially be eligible for the CGT discount – see below). Where this happens, the cost base and reduced cost base of the Security are reduced to nil.

3.5 Disposal of New Securities

On disposal of a New Security, you will make a capital gain if the capital proceeds exceed the total cost base of the New Security. You will make a capital loss if the capital proceeds are less than the total reduced cost base of the New Security.

Individuals, complying superannuation entities or trustees that have held New Securities for at least 12 months (not including the dates of acquisition and disposal of the New Securities) should be entitled to discount the amount of any net capital gain resulting from the disposal of the New Securities (after the application of any current year or carry forward capital losses).

The CGT discount applicable is one-half for individuals and trustees and one-third for complying superannuation entities. The CGT discount is not available for companies that are not trustees.

If a capital loss arises on disposal of the New Securities, the capital loss can only be used to offset capital gains; the capital loss cannot be used to offset ordinary income. However, the capital loss can be carried forward to use in future income years if the loss cannot be used in a particular income year it, providing certain tests are satisfied.

3.6 Entitlements not taken up

As described in Section 2.4 above, any Entitlement not taken up under the Retail Entitlement Offer will lapse and the Eligible Retail Securityholder will not receive any consideration for those Entitlements. In these circumstances, there should not be any tax implications for the Eligible Retail Securityholder.

3.7 Tax file number

If an Eligible Retail Securityholder has quoted their Australian business number (ABN) (in certain circumstances), tax file number (TFN) or provided notice of an exemption from quoting their tax file number in respect of an existing Security, this quotation or exemption will also apply in respect of any New Securities acquired by that Eligible Retail Securityholder.

Tax may be required to be deducted by Responsible Entity from any distributions at the highest marginal tax rate if a TFN has not been not quoted, or an appropriate TFN exemption has not been provided. Where the Eligible Retail Securityholder acquires Securities in the course of an enterprise it carries on, the Eligible Retail Securityholder may quote its ABN rather than a TFN.

3.8 Other Australian taxes

No Australian GST or stamp duty will be payable by Eligible Retail Securityholders in respect of the issue or exercise of the Entitlements or the acquisition of New Securities pursuant to the Retail Entitlement Offer.

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Section 4 - Important Information for Securityholders

4.1 Retail Offer Booklet availability

Eligible Retail Securityholders will receive a copy of this Retail Offer Booklet and a personalised Entitlement and Acceptance Form in the mail. Please read this Retail Offer Booklet and the Entitlement and Acceptance Form together in their entirety.

A copy of this Retail Offer Booklet can be obtained during the Retail Offer Period (Monday, 24 May 2021 to Wednesday, 2 June 2021) at the offer website at www.charterhall.com.au/lwr. Alternatively you can obtain a copy by calling the Charter Hall Long WALE REIT Offer Information Line on +61 1300 303 063 between 8:30am and 5:30pm (AEST), Monday to Friday during the Retail Offer Period.

If this Retail Offer Booklet is being viewed electronically, please ensure that you download the Retail Offer Booklet in its entirety (including the annexures to this Retail Offer Booklet). Eligible Retail Securityholders can access their BPAY® details online when the Retail Entitlement Offer opens on Monday, 24 May 2021.

It is important to note that you will only be able to accept the Retail Entitlement Offer by either:

paying your Application Monies via BPAY® using the information contained on your personalised Entitlement and Acceptance Form or online at www.charterhall.com.au/lwr; or
completing your personalised Entitlement and Acceptance Form which accompanies this Retail Offer Booklet and returning it to the Registry together with your Application Monies by the Final Retail Closing Date.

See Section 2.2.2 for further information. Please carefully read the instructions on the accompanying Entitlement and Acceptance Form.

Securityholders in foreign jurisdictions should refer to Section 4.17 below.

4.2 Ranking of New Securities

New Securities will rank equally with existing Securities from the date of their issue.

4.3 Reconciliation and fractional entitlements

In any entitlement offer investors may believe that they own more or fewer existing Securities on the Record Date than they ultimately do. This could potentially result in the requirement for reconciliation to ensure all Eligible Retail Securityholders have the opportunity to receive their full Entitlement. If this is required, it is possible that the Responsible Entity may need to issue a small quantity of additional New Securities to ensure all Eligible Institutional Securityholders and Eligible Retail Securityholders have the opportunity to receive their full Entitlement. The price at which these Securities will be issued will be the same as the Issue Price ($4.65). The Responsible Entity also reserves the right to reduce the number of New Securities allocated to Eligible Securityholders or persons claiming to be Eligible Securityholders, if their Entitlement claims prove to be overstated, or if they or their nominees fail to provide information requested to substantiate their Entitlement claims, or if they are indeed not Eligible Securityholders.

To the extent that application of the offer ratio of 1 New Security for every 10.68 existing Securities held on the Record Date results in a fractional entitlement to New Securities for a particular Securityholder, that Securityholder’s Entitlement shall be rounded up to the next higher whole number of New Securities.

4.4 Quotation and trading

The Responsible Entity will apply to ASX for official quotation of the New Securities in accordance with ASX Listing Rule requirements. Subject to approval being granted, it is expected that:

normal trading of New Securities allotted under the Institutional Entitlement Offer and Early Retail Entitlement Offer will commence on Friday, 28 May 2021; and
normal trading of New Securities allotted under the Retail Entitlement Offer will commence on Thursday, 10 June 2021.

4.5 Holding Statements

Holding statements are expected to be despatched to Eligible Retail Securityholders:

on Monday, 31 May 2021 in respect of New Securities allotted under the Institutional Entitlement Offer and Early Retail Entitlement Offer; and
on Friday, 11 June 2021 in respect of New Securities allotted under the Retail Entitlement Offer.

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It is the responsibility of each applicant to confirm their holding before trading in New Securities. Any applicant who sells New Securities before receiving confirmation of their holding in the form of their holding statement will do so at their own risk. The Responsible Entity and the Underwriters disclaim all liability whether in negligence or otherwise (and to the maximum extent permitted by law) to persons who trade New Securities before receiving their holding statements, whether on the basis of confirmation of the allocation provided by Responsible Entity, the Registry or the Underwriters.

4.6 Brokerage

No brokerage fee is payable by Eligible Securityholders who accept their Entitlement.

4.7 No Entitlement Trading

The Entitlement Offer is non-renounceable and therefore your Entitlements will not be tradeable on ASX or otherwise transferable. If you do not participate in the Retail Entitlement Offer, your Entitlement will lapse and you will receive no value for those your lapsed Entitlements and your percentage holding in the REIT will be reduced.

4.8 Participation of Directors and Charter Hall Group

The Directors (and their representatives) may acquire New Securities under the Entitlement Offer to the extent they are Eligible Securityholders.

Charter Hall Group is the REIT’s largest Securityholder with approximately 11.5% of securities on issue and has committed to take up its full Entitlements under the Entitlement Offer.

Details of Directors’ holdings of Securities and substantial holders’ interests in the REIT are disclosed to, and available from, ASX at www.asx.com.au.

4.9 Withdrawal of the Entitlement Offer

The Responsible Entity reserves the right to withdraw the Entitlement Offer at any time, in which case Responsible Entity will refund any Application Monies already received in accordance with the Corporations Act and will do so without interest.

4.10 Continuous disclosure requirements

Under the Corporations Act, the REIT is a disclosing entity and is subject to ongoing reporting and disclosure obligations under the Corporations Act and the ASX Listing Rules, including the preparation of annual reports and half yearly reports.

Under the ASX Listing Rules, the Responsible Entity has an obligation (subject to certain exceptions) to notify the ASX immediately of any information that a reasonable person would expect to have a material effect on the price or value of the Securities. Such information is available to the public from the ASX.

The Responsible Entity is also required to lodge certain documents with ASIC. Such documents can be inspected and obtained from an ASIC office.

4.11 Retail Offer Booklet does not constitute investment advice

Securityholders must note that the information provided in this Retail Offer Booklet and the accompanying Entitlement and Acceptance Form, does not constitute financial product advice. This Retail Offer Booklet is not a prospectus, product disclosure statement or other form of disclosure document under the Corporations Act. All information has been prepared without taking into account your individual investment objectives, financial circumstances or particular needs. The information contained in this Retail Offer Booklet and the accompanying Entitlement and Acceptance Form should not be considered as comprehensive or to comprise all the information which a Securityholder may require in order to determine whether or not to subscribe for New Securities. Before making an investment decision, Eligible Retail Securityholders should consider the appropriateness of the information having regard to their own objectives, financial situation and needs, make their own assessment of the information and seek advice appropriate to their jurisdiction in relation to the information and any action taken on the basis of the information. Any reference to, or explanations of legislation, regulatory issues or any other legal commentary (if any) are indicative only, and do not summarise all relevant issues and are not intended to be a full explanation of a particular matter.

If, after reading this Retail Offer Booklet, you have any questions about whether you should invest in the Retail Entitlement Offer, please consult your professional adviser.

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4.12 Risk factors

An investment in the REIT is subject to known and unknown risks, some of which are beyond the control of the REIT. The Investor Presentation contains a non-exhaustive summary of important factors and risks that could affect the financial and operating performance of the REIT. Please refer to the Summary of the key risks section of the Investor Presentation for further details. When making an investment decision in connection with this Retail Entitlement Offer, it is essential that you consider these risk factors carefully in light of your individual personal circumstances, including financial and taxation issues (some of which have been outlined in Section 3 of this Retail Offer Booklet).

4.13 No authorisation beyond information contained within this Retail Offer Booklet

Any information or representation not contained in this Retail Offer Booklet may not be relied on as having been authorised by the Responsible Entity in connection with the Entitlement Offer. No person is authorised to give any information or make any representation in connection with the Entitlement Offer, which is not contained in this Retail Offer Booklet.

Except as required by law, and only to the extent so required, none of the Responsible Entity or the REIT or any of their respective directors, officers or employees or any other person, warrants or guarantees the future performance of the REIT or any return on any investment made pursuant to this Retail Information Booklet.

4.14 No cooling-off rights

Cooling-off rights do not apply to a subscription for New Securities under the Entitlement Offer. This means that you cannot withdraw your Application once it has been accepted.

4.15 Forward-looking statements

No representation or warranty is given as to the accuracy or likelihood of achievement of any forwardlooking statement (including any statements related to the ongoing impact of the COVID-19 pandemic) in this document, or any events or results expressed or implied in any forward-looking statement. These statements can generally be identified by the use of words such as “anticipate”, “believe”, “expect”, “project”, “forecast”, “estimate”, “likely”, “intend”, “should”, “could”, “may”, “target”, “predict”, “guidance”, “plan” and other similar expressions. Indications of, and guidance on, future earnings and financial position and performance, and the ongoing impact of COVID-19, are also forward-looking statements. Such forward-looking statements are not guarantees of future performance and are by their nature subject to significant uncertainties, risks and contingencies. Actual results or events may differ materially from any expressed or implied in any forwardlooking statement and deviations are both normal and to be expected. Past performance is not a reliable indicator of future performance.

Actual results, performance or events may differ materially from any expressed or implied in any forwardlooking statement and deviations are normal and to be expected. Neither the Responsible Entity or the REIT, nor any other person, gives any representation, warranty, assurance or guarantee that the occurrence of the events expressed or implied in any forward-looking statement will actually occur.

Please refer to the Key Risks section of the Investor Presentation for a non-exhaustive summary of certain general and company-specific risk factors that may affect the REIT. Eligible Retail Securityholders should consider any forward-looking statements contained in this Retail Offer Booklet in light of those risks and disclosures. Any forward-looking statements are based on information available to the REIT as at the date of this Retail Offer Booklet and may involve significant elements of subjective judgement and assumptions as to future events which may or may not be proven to be correct. Except as required by law or regulation (including the ASX Listing Rules), the Responsible Entity disclaims any obligation and makes no undertaking to provide any additional or updated information whether as a result of new information, future events or results or otherwise, or to reflect any change in expectations or assumptions.

4.16 Past performance

Past performance is not a reliable indicator of future performance.

4.17 Offer jurisdictions – restrictions and limitations

The Retail Entitlement Offer will not be made to Securityholders with registered addresses outside Australia and New Zealand. This document does not constitute an offer or invitation in any place in which, or to any person to whom, it would not be lawful to make such an offer or invitation. Return of the Entitlement and Acceptance Form or payment by BPAY® of Application Monies shall be taken by Responsible Entity to constitute a representation that there has been no breach of any such laws by you.

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The distribution of this document outside Australia and New Zealand may be restricted by law. If you come into possession of this document you should observe any such restrictions. See Appendix C of the Investor Presentation titled “International Offer Restrictions” for such restrictions. A failure to comply with such restrictions may contravene applicable securities laws.

United States

This document does not constitute an offer to sell, or a solicitation of an offer to buy, any securities in the United States. Neither this document nor the Entitlement and Acceptance Form may be distributed or released in the United States. The securities described in this document have not been, and will not be, registered under the US Securities Act or the securities laws of any state or other jurisdiction of the United States. Accordingly, the New Securities in the Retail Entitlement Offer may not be offered or sold, directly or indirectly, to any person in the United States or to any person acting for the account or benefit of a person in the United States (to the extent such person is acting for the account or benefit of a person in the United States). The New Securities in the Retail Entitlement Offer will be sold in “offshore transactions” (as defined in Rule 902(h) under the US Securities Act) in reliance on Regulation S under the US Securities Act.

New Zealand

4.18 Ineligible Securityholders

The Responsible Entity has decided that it is unreasonable to make offers under the Retail Entitlement Offer to retail investors who are holders of Securities and who are resident outside Australia and New Zealand, having regard to the number of such holders in those places and the number and value of the New Securities that they would be offered and the cost of complying with the relevant legal and regulatory requirements in those places.

4.19 Nominees

The Retail Entitlement Offer is being made to all Eligible Retail Securityholders. Nominees with registered addresses in the eligible jurisdictions, irrespective of whether they participate under the Institutional Entitlement Offer, may also be able to participate in the Retail Entitlement Offer in respect of some or all of the beneficiaries on whose behalf they hold Securities, provided that the applicable beneficiary would satisfy the criteria for an Eligible Retail Securityholder.

Nominees and custodians which hold Securities as nominees or custodians will have received, or will shortly receive, a letter from the Responsible Entity. Nominees and custodians should consider carefully the contents of that letter and note in particular that the Retail Entitlement Offer is not available to:

beneficiaries on whose behalf they hold Securities who would not satisfy the criteria for an Eligible Retail Securityholder;
Eligible Institutional Securityholders who received an offer to participate in the Institutional Entitlement Offer (whether they accepted their Entitlement or not);
Ineligible Securityholders who were ineligible to participate in the Institutional Entitlement Offer or Retail Entitlement Offer; or
Securityholders who are not eligible under all applicable securities laws to receive an offer under the Retail Entitlement Offer.

Persons acting as nominees and/or custodians must not apply for New Securities on behalf of, or for the account or benefit of, a person in the United States and must not send this Retail Entitlement Offer Booklet, the Entitlement or Acceptance Form or any other document relating to the Retail Entitlement Offer to any person that is in the United States or any person that is acting for the account or benefit of any person in the United States. Nominees and custodians may not send copies of this Retail Offer Booklet or accept the Retail Entitlement Offer on behalf of any person in any jurisdiction outside Australia or New Zealand, except outside the United States to beneficial Securityholders who are institutional or professional investors in certain foreign

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countries to the extent contemplated in the Investor Presentation under Appendix C titled “International Offer Restrictions” or as the Responsible Entity may otherwise permit in compliance with applicable law.

The Responsible Entity is not required to determine whether or not any registered Securityholder is acting as a nominee or the identity or residence of any beneficial owners of existing Securities.

4.20 Underwriting arrangements and fees

Morgan Stanley Australia Securities Limited and Citigroup Global Markets Australia Pty Limited will be acting as joint lead managers, bookrunners and underwriters of the Entitlement Offer ( Underwriters ). The Responsible Entity has entered into an Underwriting Agreement with the Underwriters in respect of the Offer. Any New Securities which are not taken up by Eligible Institutional Securityholders pursuant to their Entitlements and under the Oversubscription Facility will form part of a shortfall to be taken up by the Underwriters, on the terms and conditions of the Underwriting Agreement. For a summary of the key terms of the Underwriting Agreement, please refer to Appendix D of the Investor Presentation titled “Underwriting Agreement” (also included at Annexure B of this Retail Offer Booklet). The Responsible Entity must pay the Underwriters an underwriting fee of 1.2% of the proceeds of the Offer and a management fee of 0.3% of the proceeds of the Offer. The Responsible Entity must also reimburse the Underwriters for its reasonably incurred costs in connection with the Entitlement Offer, including legal fees and disbursements, bookbuild expenses, travel expenses and stamp duty or similar taxes payable in respect of the Underwriting Agreement.

The Underwriting Agreement contains representations and warranties and indemnities in favour of the Underwriters. Each Underwriter may also, in certain circumstances, terminate their obligations under the Underwriting Agreement on the occurrence of certain termination events including where:

any of the material obligations of the relevant parties under the agreements for the Acquisition ( Acquisition Agreement ) are not capable of being performed in accordance with their terms (in the reasonable opinion of the Underwriters) or if all or any part of any Acquisition Agreement:
is amended or varied in a material respect without the consent of the Underwriters;
is terminated or rescinded;
is materially breached;
ceases to have effect, otherwise than in accordance with its terms; or
is or becomes void, voidable, illegal, invalid or unenforceable (other than by reason only of a party waiving any of its rights)
a statement in this Retail Offer Booklet or other Offer documents is or becomes misleading or deceptive in a material respect or is likely to mislead or deceive in a material respect (including by omission);
a certificate which is required to be furnished under the Underwriting Agreement is not furnished by the time required;
CLW withdraws the Entitlement Offer;
CLW becomes required to give or gives a correcting notice under the Corporations Act other than as a result of a new circumstance arising;
an application is made by ASIC for an order under Part 9.5 in relation to the Offer or the Offer documents or ASIC commences any investigation or hearing under Part 3 of the Australian Securities and Investments Commission Act 2001 (Cth) , and in each case is not withdrawn within 2 business days after it is made or commenced or within 2 business days of a settlement date for the Entitlement Offer, before that date;
ASX announces that the REIT will be removed from the official list or that any Securities will be delisted or suspended from quotation by ASX;
a Director of the Responsible Entity is charged with an indictable offence or is disqualified from managing a corporation under the Corporations Act;
any government agency commences any public action against a Director of CLW in their capacity as a Director of CLW (or the Charter Hall Group) or announces that it intends to take any such action;
CLW or a material member of the REIT group is insolvent or there is an act or omission which may result in such party becoming insolvent;
unconditional approval (or conditional approval, provided such condition would not have a material adverse effect on the success or settlement of the Offer) by the ASX for official quotation of the New Securities is refused, or is not granted, or is withdrawn or ASX makes, in writing, an official statement to any person or indicates to CLW or the Underwriters that official quotation of the New Securities will not be granted;
the Responsible Entity ceases to be the responsible entity of CLW;

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there are certain delays in the timetable for the Offer;
any statement in a certificate to be provided under the Underwriting Agreement is false, misleading or deceptive;
any information supplied by or on behalf of CLW to the Underwriters in final form is or becomes misleading or deceptive in a material respect, including by way of omission;
hostilities not presently existing commence (whether war has been declared or not) or an escalation in existing hostilities occurs (whether war has been declared or not) involving any one or more of Australia, Hong Kong, New Zealand, Singapore, the United Kingdom, any member state of the European Union or the United States, or a major terrorist act is perpetrated on any of those countries;
there is introduced, or there is a public announcement of a proposal to introduce, into the Parliament of Australia or any State of Australia, or any Federal or State authority of Australia adopts or announces a proposal to adopt a new policy (other than a law or policy which has been announced before the date of the Underwriting Agreement), any of which does or is likely to prohibit or adversely regulate the Offer;
a contravention by CLW or a CLW group member of the Corporations Act, any of their respective constitutions, the ASX Listing Rules or any other applicable law;
CLW fails to perform or observe any of its obligations under the Underwriting Agreement and such breach is not remedied within the time limits specified;
a representation or warranty made or given by CLW under the Underwriting Agreement proves to be, or has been, or becomes, untrue or incorrect;
a general moratorium on commercial banking activities in Australia, Hong Kong, Singapore or the United States is declared by the relevant central banking authority in those countries, or there is a material disruption in commercial banking or security settlement or clearance services in any of those countries, in any such case continuing for 1 full trading day or more;
trading in all securities quoted or listed on ASX, the New York Stock Exchange, the London Stock Exchange or the Hong Kong Stock Exchange is suspended or limited in a material respect for at least 1 day on which that exchange is open for trading;
a change in the fund manager of CLW or in the board of directors of CLW is announced or occurs;
in the reasonable opinion of an Underwriter, a new circumstance arises that would have been required to be disclosed in the Offer documents had it arisen before the Offer documents were lodged with ASX; or
there is an application to a government agency for an order, declaration or other remedy, or a government agency commences any investigation or hearing or announces its intention to do so, in each case in connection with the Offer (or any part of it) or any agreement entered into in respect of the Offer (or any part of it).

If an Underwriter terminates its obligations under the Underwriting Agreement, that Underwriter will not be obliged to perform any of their obligations which remain to be performed.

Neither of the Underwriters nor any of their respective related bodies corporate and affiliates, nor any of their respective directors, officers, partners, employees, representatives, agents, consultants or advisers (the Limited Parties ) have authorised or caused the issue of this Retail Offer Booklet and they do not take responsibility for any statements made in this Retail Offer Booklet or any action taken by you on the basis of such information. To the maximum extent permitted by law, each Limited Party disclaims all liability for any expenses, losses, damages or costs incurred by you as a result of your participation in the Entitlement Offer and this information being inaccurate or incomplete in any way for any reason, whether by negligence or otherwise. None of the Limited Parties make any recommendations as to whether you or your related parties should participate in the Entitlement Offer, nor do they make any representations or warranties to you concerning this Entitlement Offer or any such information and you represent, warrant and agree that you have not relied on any statements made by the Underwriters or any of their respective related bodies corporate and affiliates or any of their respective directors, officers, partners, employees, representatives, agents, consultants or advisers in relation to the New Securities or the Entitlement Offer generally.

4.21 Governing law

This Retail Offer Booklet, the Entitlement Offer and the contracts formed on acceptance of the Entitlement and Acceptance Forms are governed by the law applicable in New South Wales, Australia. Each Securityholder who applies for New Securities submits to the jurisdiction of the courts of New South Wales, Australia.

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Section 5 -Eligible Retail Securityholder Declarations

In making your application for New Securities as part of the Retail Entitlement Offer, you will be declaring to Responsible Entity that you:

acknowledge and agree that:
determination of eligibility of investors for the purposes of the Offer is determined by reference to a number of matters, including legal and regulatory requirements, logistical and registry constraints and the discretion of the Responsible Entity, REIT and the Underwriters; and
the Responsible Entity, REIT the Underwriters and each of their respective related bodies corporate and affiliates disclaim any duty or liability (including for negligence) in respect of that determination and the exercise or otherwise of that discretion, to the maximum extent permitted by law;
have read and understand the contents of this Retail Offer Booklet and the accompanying Entitlement and Acceptance Form in full;
agree to be bound by the provisions of this Retail Offer Booklet and the constitution of the REIT;
acknowledge the statement of risks in Appendix B of the Investor Presentation titled “Summary of Key Risks”, and that investments in the REIT are subject to investment risk;
agree to be bound by the terms of the Retail Entitlement Offer;
authorise the Responsible Entity to register you as the holder of New Securities allotted to you under this Retail Entitlement Offer;
confirm that all details in the Entitlement and Application Form are complete, accurate and up to date;
are over 18 years of age and that you have full legal capacity and power to perform all your rights and obligations under the Entitlement and Acceptance Form;
accept that there is no cooling off period under the Retail Entitlement Offer and that once the Responsible Entity receives either your Entitlement and Acceptance Form, your payment of Application monies via BPAY® or both, that you may not withdraw or change your Application;
agree to apply for and be issued with up to the number of New Securities shown on the Entitlement and Acceptance Form, or for which you have submitted payment of Application Monies via BPAY®, at the Issue Price of $4.65 per New Security;
authorise the Responsible Entity, the Underwriters, the Registry and respective officers or agents, to do anything on your behalf necessary for the New Securities to be issued to you, including to act on instructions of the Registry upon using the contact details set out in the Entitlement and Acceptance Form;
you are the current registered holder of existing Securities and are an Australian or New Zealand resident at the Record Date;
declare you are an Eligible Securityholder;
acknowledge that the information contained in this Retail Offer Booklet and the Entitlement and Acceptance Form does not constitute investment advice, nor a recommendation that New Securities are suitable for you given your individual investment objectives, financial situation or particular needs;
understand that this Retail Offer Booklet is not a product disclosure statement, does not contain all of the information that you may require in order to assess an investment in the REIT and is given in the context of the REIT’s past and ongoing continuous disclosure obligations under the Corporations Act and the ASX listing rules;
acknowledge that none of the Responsible Entity, its directors, officers, employees, agents, consultants nor advisers, or the Underwriters, guarantees the performance of the REIT, or guarantees the payment of income or repayment of capital from the REIT;
represent and warrant that you are an Eligible Retail Securityholder and the law of any other jurisdiction does not prohibit you from being given this Retail Offer Booklet or making an Application;
represent and warrant that you are not in the United States and are not acting for the account or benefit of a person in the United States (or, in the event that you are acting for the account or benefit of a person in the United States, you are not participating in the Retail Entitlement Offer in respect of that Person);
acknowledge that the New Securities have not, and will not be, registered under the Securities Act or the securities laws of any state or other jurisdictions in the United States, or in any other jurisdiction outside Australia;
acknowledge that the New Securities to be offered and sold in the Retail Entitlement Offer may only be offered and sold outside the United States in “offshore transactions” (as defined in Rule 902(h) under the US Securities Act) in compliance with Regulation S under the US Securities Act;

Charter Hall Long WALE REIT[| ] Retail Entitlement Offer[|] 23

represent and warrant that you have not sent, and will not send, this Retail Offer Booklet, the Entitlement and Acceptance Form, or any other materials relating to the Retail Entitlement Offer to any person in the United States;
acknowledge and agree that, if in the future you decide to sell or otherwise transfer any New Securities, you will only do so in standard (regular way) brokered transactions on the ASX where neither you nor any person acting on your behalf knows, or has reason to know, that the sale has been pre arranged with, or that the purchaser is, a person in the United States;
acknowledge that, if you are acting as a nominee or custodian, each beneficial holder on whose behalf you are submitting the Entitlement and Acceptance Form is resident in Australia or New Zealand and is not in the United states and is not acting for the account or benefit of a person in the United States;
make all other representations and warranties set out in this Retail Offer Booklet;
agree to provide (and direct your nominee or custodian to provide) any requested substantiation of your eligibility to participate in the Retail Entitlement Offer and/or of your holding of Securities on the Record Date; and
make all other representations and warranties out in this Retail Offer Booklet.
acknowledge that, if you decide to sell or otherwise transfer any New Securities, you will only do so in regular way transactions on the ASX where neither you nor any person acting on your behalf knows, or has reason to know, that the sale has been pre-arranged with, or that the purchaser is, a person in the United States;
acknowledge that, if you are acting as a nominee or custodian, each beneficial holder on whose behalf you are submitting the Entitlement and Acceptance Form is an Eligible Retail Securityholder;
make all other representations and warranties set out in this Retail Offer Booklet;
agree to provide (and direct your nominee or custodian to provide) any requested substantiation of your eligibility to participate in the Retail Entitlement Offer and/or of your holding of Securities on the Record Date; and
make all other representations and warranties out in this Retail Offer Booklet.

Charter Hall Long WALE REIT[| ] Retail Entitlement Offer[|] 24

Annexure A – ASX announcement

Charter Hall WALE Limited ASX Release ACN 610 772 202 AFSL 486721 Responsible Entity of Charter Charter Hall Long WALE REIT – Level 20, No.1 Martin Place Hall Long WALE REIT Acquisitions and Equity Raising Sydney NSW 2000 GPO Box 2704 Sydney NSW 2001 18 May 2021 T +61 2 8651 9000 F +61 2 9221 4655 www.charterhall.com.au

NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES

Charter Hall WALE Limited as responsible entity of the Charter Hall Long WALE REIT (ASX:CLW) ( CLW or the REIT ) is pleased to announce that it:

has entered into agreements to acquire 50%[1] interests in three modern, long WALE suburban office properties and one modern life sciences property and has settled the acquisition of a long WALE convenience retail property (together, the Acquisitions ) with a total purchase price of $415.4 million; and
will undertake a fully underwritten accelerated non-renounceable entitlement offer to raise approximately $250 million ( Entitlement Offer ) to partially fund the Acquisitions and associated transaction costs.

Overview of the Acquisitions

The REIT has entered into agreements to acquire 50% interests in three modern, predominantly Commonwealth Government leased suburban office properties and one modern life sciences property:

the Services Australia Building in Tuggeranong, ACT for $153.0 million;
the Australian Taxation Office ( ATO ) Building in Box Hill, VIC for $115.0 million;
the Red Cross Building in Alexandria, NSW for $79.5 million; and
the ATO Building in Albury, NSW for $42.5 million.

In addition, the REIT has settled the acquisition of a 100% interest in an Ampol-anchored long WALE convenience retail property in Redbank Plains, QLD for $25.4 million.

The total property purchase price for the Acquisitions is $415.4 million, reflecting a passing yield of 5.2%. The Acquisitions feature a long weighted average lease expiry ( WALE ) of 9.2 years with an attractive weighted average rent review ( WARR ) of 3.6% p.a.

Avi Anger, Fund Manager of CLW said: “The Acquisitions of these modern, long WALE properties reinforces the REIT’s strategy of acquiring high quality properties with long leases to strong tenant covenants. The properties are diversified across the Eastern Seaboard and support the provision of essential government, life sciences and convenience retail services.

The Acquisitions are 75% leased by income to the Commonwealth Government and will increase CLW’s exposure to Government tenants from 16% to 21%. The Acquisitions weighted average rent review of 3.6% is accretive to CLW’s portfolio weighted average rent review and supports the REIT’s secure and growing income profile.”

1 Remaining 50% interest in each property will be owned by a Charter Hall managed fund

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Charter Hall Long WALE REIT[| ] Retail Entitlement Offer[|] 25

Portfolio impact

	Pre-		Post-
	Acquisitions2	Acquisitions	Acquisitions

Number of properties	459	5	464

Property valuation	$4,482m	$415m	$4,897m

Occupancy	97.5%	100.0%	97.7%

WALE	14.2 years	9.2 years	13.8 years

WARR3	2.2%	3.6%	2.3%

Proportion of leases subject to fixed rent review	57%	100%	61%

Entitlement Offer

To partially fund the Acquisitions and associated transaction costs, CLW will undertake a fully underwritten 1-for-10.68 accelerated non-renounceable entitlement offer to raise approximately $250 million.

Charter Hall Group, CLW’s largest securityholder with approximately 11.5% of securities on issue, has committed to take up its full entitlement under the Entitlement Offer, representing a commitment of approximately $29 million.

The Entitlement Offer will be issued at a fixed price of $4.65 per security, which represents a:

3.3% discount to the last close of $4.81 per security on 17 May 2021;
3.1% discount to the theoretical ex-rights price of $4.80; and
6.5% FY22 forecast Operating EPS yield[4] .

Securities issued under the Entitlement Offer will rank equally with existing CLW securities from the date of issue and will be entitled to the distribution for the three months to 30 June 2021.

The Entitlement Offer is fully underwritten.

The retail entitlement offer will only be available to eligible CLW securityholders in Australia or New Zealand.

The balance of the funding for the Acquisitions and associated transaction costs will be sourced from existing CLW debt facilities.

Earnings guidance

Including the anticipated impact of the Acquisitions and Entitlement Offer and based solely on information currently available and barring any unforeseen events, CLW is pleased to:

upgrade its FY21 Operating EPS guidance to 29.2 cents per security, reflecting growth of 3.2% over FY20 Operating EPS of 28.3 cents per security; and
provide FY22 Operating EPS guidance of no less than 2.75% growth over upgraded FY21 Operating EPS of 29.2 cents per security.
2 As at 31 December 2020, pro forma adjusted for the acquisition of David Jones, Sydney which was announced on 22 December 2020 and the acquisition of Bunnings Caboolture (at the on-completion valuation) which was announced on 9 December 2020 3 CPI is assumed at 1% on average over the forecast period
4 Based on CLW’s guidance for FY21 Operating EPS of 29.2 cents per security, and FY22 Operating EPS growth of no less than 2.75% based solely on information currently available and barring any unforeseen events

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Charter Hall Long WALE REIT[| ] Retail Entitlement Offer[|] 26

Including the impact of the Acquisitions and Entitlement Offer, the REIT's pro-forma Dec-20[5] :

balance sheet gearing is 30.4%, within CLW's target range of 25 – 35%;
look through gearing is 39.7%; and
NTA per security is $4.65.

Timetable

	Event	Date
	Trading halt and announcement of the Acquisitions and Entitlement Offer	Tuesday, 18 May
	Institutional Entitlement Offer conducted	Tuesday, 18 May
	Announcement of results of Institutional Entitlement Offer	Wednesday, 19 May
	Trading halt lifted and securities recommence trading	Wednesday, 19 May
	Entitlement Offer Record Date	7:00 PM, Thursday, 20 May
	Retail Entitlement Offer opens and retail offer booklet dispatched	9:00 AM, Monday, 24 May
	Early retail acceptance due date	5:00 PM, Wednesday, 26 May
	Settlement of new securities issued under the Institutional Entitlement Offer and Early Retail Entitlement Offer	Thursday, 27 May
	Allotment and normal trading of new securities issued under the Institutional Entitlement Offer and Early Retail Entitlement Offer	Friday, 28 May
	Retail Entitlement Offer closes	5:00 PM, Wednesday, 2 June
	Announcement of results of Retail Entitlement Offer	Friday, 4 June
	Settlement of new securities issued under the Retail Entitlement Offer	Tuesday, 8 June
	Allotment of new securities under the Retail Entitlement Offer	Wednesday, 9 June
	Normal trading of new securities issued under the Retail Entitlement Offer	Thursday, 10 June
	Holding statements in respect of new securities issued under the Retail Entitlement Offer dispatched	Thursday, 10 June

All dates and times are indicative only and subject to change. Unless otherwise specified, all times and dates refer to AEST.

Additional information

Additional information about the Acquisitions and Entitlement Offer including certain key risks are contained in the investor presentation released to the ASX today. All amounts are in Australian dollars unless otherwise indicated.

Announcement Authorised by the Board

5 As at 31 December 2020, with pro forma adjustments outlined in Appendix A of the investor presentation released to the ASX on 18 May 2021

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Charter Hall Long WALE REIT[| ] Retail Entitlement Offer[|] 27

Charter Hall Long WALE REIT (ASX: CLW)

Charter Hall Long WALE REIT is an Australian Real Estate Investment Trust (REIT) listed on the ASX and investing in high quality Australasian real estate assets that are predominantly leased to corporate and government tenants on long term leases.

Charter Hall Long WALE REIT is managed by Charter Hall Group (ASX:CHC). With over 29 years' experience in property investment and funds management, we're one of Australia's leading fully integrated property groups. We use our property expertise to access, deploy, manage and invest equity across our core sectors - office, industrial & logistics, retail and social infrastructure.

Operating with prudence, Charter Hall Group has carefully curated a $46.4 billion diverse portfolio of 1,395 high quality, long leased properties. Partnership and financial discipline are at the heart of our approach. Acting in the best interest of customers and communities, we combine insight and inventiveness to unlock hidden value. Taking a long term view, our $7 billion development pipeline delivers sustainable, technologically enabled projects for our customers.

The impacts of what we do are far-reaching. From helping businesses succeed by supporting their evolving workplace needs, to providing investors with superior returns for a better retirement, we're powered by the drive to go further.

Important notices

This announcement is not financial product or investment advice, a recommendation to acquire new securities or accounting, legal or tax advice. It does not constitute an invitation or offer to apply for securities. It has been prepared without taking into account the objectives, financial or tax situation or needs of individuals. Before making an investment decision, prospective investors should consider the appropriateness of the information having regard to their own objectives, financial and tax situation and needs and seek legal and taxation advice appropriate for their jurisdiction. The REIT is not licensed to provide financial product advice in respect of an investment in securities.

Not for distribution or release in the United States

This announcement has been prepared for publication in Australia and may not be distributed or released in the United States. This announcement does not constitute an offer to sell, or a solicitation of an offer to buy, any securities in the United States or to any person who is acting for the account or benefit of any person in the United States (to the extent such person is acting for the account or benefit of a person in the United States). Any securities described in this announcement have not been, and will not be, registered under the US Securities Act of 1933 (US Securities Act) and may not be offered or sold, directly or indirectly, in the United States except in transactions exempt from, or not subject to, the registration requirements of the US Securities Act and any other applicable US state securities laws.

Forward-Looking Statements

This announcement includes forward-looking statements, including earnings guidance for FY21 and FY22. These forwardlooking statements are based on the REIT's expectations and beliefs concerning future events. Forward-looking statements are necessarily subject to risks, uncertainties and other factors, many of which are outside the control of the REIT, which could cause actual results to differ materially from such statements. The REIT makes no undertaking to subsequently update or revise the forward-looking statements made in this announcement to reflect the circumstances or events after the date of this announcement.

You are strongly cautioned not to place undue reliance on forward-looking statements, particularly in light of the current economic climate and the significant volatility, uncertainty and disruption caused by COVID-19.

For further enquiries, please contact Avi Anger Fund Manager Charter Hall Long WALE REIT T +61 2 8651 9111 [email protected]

For investor enquiries, please contact For media enquiries, please contact Philip Cheetham Adrian Harrington Head of Listed Investor Relations Head of Capital and Product Development Charter Hall Charter Hall T +61 403 839 155 T + 61 410 489 072 [email protected] [email protected]

Charter Hall Long WALE REIT[| ] Retail Entitlement Offer[|] 28

Annexure B – Investor Presentation

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Charter Hall Long WALE REIT

Acquisitions and equity raising

18 May 2021

Not for distribution or release in the United States

Acquisitions and equity raising

Important notice

Important Notice

This presentation ("Presentation") has been prepared by and is the sole responsibility of Charter Hall WALE Limited (ABN 20 610 772 202, Australian Financial Services Licence Number 486721) (“Responsible Entity”) as the responsible entity for each of LWR Finance Trust (ARSN 614 713 138) and Charter Hall Direct Industrial Fund (ARSN 144 613 641) (which collectively comprise the “Long WALE REIT” or the "REIT") and is dated 18 May 2021.

Summary information

This Presentation contains summary information about the Responsible Entity, the Long WALE REIT and their business current as at 18 May 2021. It is provided for the sole purpose of providing general information and an overview of the Responsible Entity and the Long WALE REIT and their business (“Purpose”). The information in this Presentation is a general background and does not purport to be complete. It does not include all information about the Responsible Entity and the Long WALE REIT's assets and liabilities, financial position and performance, profits and losses, prospects and the rights and liabilities attaching to the Long WALE REIT's securities. It does not purport to summarise all information that an investor should consider when making an investment decision. It should be read in conjunction with the Long WALE REIT's other periodic and continuous disclosure announcements lodged with the Australian Securities Exchange (“ASX”), which are available at www.asx.com.au. Certain market and industry data used in connection with this Presentation may have been obtained from research, surveys or studies conducted by third parties, including industry or general publications. Neither the Responsible Entity, Long WALE REIT nor its representatives have independently verified any such market or industry data provided by third parties or industry or general publications.

Unless otherwise specified, statements in this Presentation are made only as at the date of this Presentation and the information in this Presentation remains subject to change without notice. The Responsible Entity may in its absolute discretion, but without being under any obligation to do so, update or supplement this Presentation. This Presentation is not financial product or investment advice, a recommendation to acquire new securities or accounting, legal or tax advice. This information does not constitute an invitation to apply for an offer of securities and does not contain any application form for securities. Before making an investment decision, prospective investors should consider the appropriateness of the information having regard to their own objectives, financial and tax situation and needs and seek legal and taxation advice appropriate to their jurisdiction. The terms used in this Presentation have the meaning ascribed to them in the glossary in Appendix E.

No liability

(A) The Joint Lead Managers, their affiliates and related entities, and their respective employees, officers, and advisers (“JLM Group”), who are acting as underwriters to the Responsible Entity and, (B) Charter Hall Limited, its respective affiliates and related entities (including the Responsible Entity), their directors, consultants, agents, employees, officers and advisers (“Charter Hall Group”) (together with JLM Group, the “Limited Parties”) accept no responsibility or liability (whether direct or indirect, arising in negligence or otherwise) for the contents of this Presentation (including any omission). No representation or warranty, express or implied, is made as to the fairness, accuracy, completeness, adequacy or reliability of any statements, conclusions, estimates or opinions or other information contained in this Presentation. Subsequent changes in circumstances after this Presentation may occur at any time and may impact the accuracy of this information.

To the maximum extent permitted by law, each Limited Party disclaims all liability and responsibility for any direct or indirect loss or damage which may be suffered by any recipient through the use of or reliance on anything contained in or omitted from this Presentation or its contents or otherwise arising in connection with it, including, without limitation, any liability arising from fault or negligence on the part of any of them. None of the Limited Parties make any recommendation as to whether recipients should participate in any transaction involving the Responsible Entity or the Long WALE REIT and makes no warranty or representation concerning any such offer which may or may not occur. The JLM Group have not authorised, permitted or caused the issue, lodgement, submission, dispatch or provision of this Presentation, makes or purports to make any statement in this Presentation and there is no statement in this Presentation which is based on any statement by any of them.

The recipient acknowledges that each of the Limited Parties is not acting nor is it responsible as a fiduciary, agent or similar capacity to the recipient, its officers, employees, consultants, agents, security holders, creditors or any other person. Each recipient, by accepting this Presentation, expressly disclaims any fiduciary relationship and the recipient agrees that it is responsible for making its own independent judgments with respect to any matters contained in this Presentation.

Underwriters

The Joint Lead Managers are full service financial institutions engaged in various activities, which may include trading, financial advisory, investment management, investment research, principal investment, hedging, market making, brokerage and other financial and non-financial activities and services including for which they have received or may receive customary fees and expenses or other transaction consideration. In the course of these activities, the Joint Lead Managers may at any time for their own account and for the accounts of their clients make or hold investments in equity securities or other financial products of the Responsible Entity, its affiliates and / or funds they manage, and may at any time also provide debt financing and corporate or financial advisory services to the Responsible Entity or its affiliates, and receive customary fees and expenses or other transaction consideration in respect of such activities. The Joint Lead Managers are acting as underwriters to the Offer for which it has received or expects to receive fees and reimbursement of expenses.

Past Performance

Past performance information given in this Presentation is given for illustrative purposes only and should not be relied upon as (and is not) an indication of future performance.

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Charter Hall Long WALE REIT[| ] Retail Entitlement Offer[|] 29

Acquisitions and equity raising

Important notice (cont.)

Forward-looking statements This Presentation contains certain “forward-looking statements”, including expectations about the success of the Equity Raising. The words “forecast”, “estimate”, “likely”, “anticipate”, “believe”, “expect”, “project”, “opinion”, “predict”, “outlook”, “guidance”, “intend”, “should”, “could”, “may”, “target”, “plan”, “project”, “consider”, “forecast”, “aim”, “will” and similar expressions are intended to identify such forward-looking statements. You are cautioned not to place undue reliance on forward-looking statements. While due care and attention has been used in the preparation of any forward-looking statements, any such statements in this Presentation are based on assumptions and contingencies subject to change without notice, as are statements about market and industry trends, projections, guidance and estimates. Any forward-looking statements contained in this Presentation such as OEPS guidance for FY21 and FY22, are provided as a general guide only, are based on information available to the Responsible Entity and the Long WALE REIT as at the date of this Presentation, and they are not guarantees or predictions of future performance and involve known and unknown risks, contingencies and uncertainties and other factors, many of which are beyond the control of the Responsible Entity and the Long WALE REIT and cannot be predicted by the Responsible Entity or the Long WALE REIT, and may involve significant elements of subjective judgment and assumptions as to future events, which may or may not be correct and therefore you are cautioned not to place undue reliance on such information. Refer to the “Summary of key risks” section in Appendix B of this Presentation for a non-exhaustive summary of certain general and specific risk factors that may affect the Responsible Entity or the Long WALE REIT. Actual results, performance or achievements may vary materially from any forward-looking statements and the assumptions on which such statements are based, as may statements about market or industry trends, which are based on interpretations of current market conditions and risks, circumstances and events specific to the industry, countries and markets in which the Responsible Entity and the Long WALE REIT, and their related bodies corporate and associated undertakings operate. Investors are strongly cautioned not to place undue reliance on forward looking statements, particularly in light of the current economic climate and the significant volatility, uncertainty and disruption caused by COVID 19. Neither the Responsible Entity, the Long WALE REIT, nor any other person, gives any representation, warranty, assurance or guarantee that the occurrence of the events expressed or implied in any forward-looking statement will actually occur. Individuals should consider any forward-looking statements contained in this Presentation in light of those risks and disclosures. Except as required by law or regulation (including the ASX Listing Rules), the Responsible Entity and the Long WALE REIT disclaim any obligation and make no undertaking to provide any additional or updated information whether as a result of new information, future events or results or otherwise, or to reflect any change in expectations or assumptions.

You should make your own independent assessment of the information and seek your own independent professional advice in relation to the information and any action taken on the basis of the information.

Distribution

This Presentation is for information purposes only and is not a prospectus, disclosure document, product disclosure statement or other offering document under Australian law or any other law (and will not be lodged with ASIC). The Presentation is not and should not be considered an offer or an invitation to acquire new securities or any other financial products. In particular, this Presentation does not constitute an offer to sell, or a solicitation of an offer to buy, any securities in the United States or to any person who is acting for the account or benefit of any person in the United States (to the extent such person is acting for the account or benefit of a person in the United States). The securities described in this Presentation have not been, and will not be, registered under the US Securities Act of 1933 ("US Securities Act") or the securities laws of any state or other jurisdiction of the United States. The securities may not be offered or sold, directly or indirectly, in the United States or to any person that is acting for the account or benefit of a person in the United States unless they have been registered under the US Securities Act or are offered and sold in a transaction exempt from, or not subject to, the registration requirements of the US Securities Act and any other applicable US state securities laws. This presentation may not be distributed or released in the United States. The distribution of this Presentation outside Australia may be restricted by law. Persons who come into possession of this Presentation who are not in Australia should observe any such restrictions. Any failure to comply with such restrictions may constitute a violation of applicable securities laws. Please refer to the section of this Presentation headed "International Offer Restrictions" in Appendix C of this Presentation for more information. By receiving or attending this Presentation, each recipient warrants and represents that it understands the contents of this Important Notice, agrees to abide by the terms and conditions of this Important Notice, makes the representations and warranties contained in this Important Notice and acknowledges and agrees that this Presentation must be kept private and confidential.

Financial data

All currency amounts are in Australian Dollars ("$") unless otherwise stated. The pro-forma financial information included in this presentation is for illustrative purposes and is not represented as being indicative of the Long WALE REIT's views on, or anyone else's views on, the financial position and/or performance. It does not purport to be in compliance with Article 11 of Regulation S-X of the rules and regulations of the US Securities and Exchange Commission ("SEC"). Investors should be aware that financial data in this presentation includes "non-IFRS financial information" under ASIC Regulatory Guide 230 "Disclosing non-IFRS financial information" published by ASIC and also "non-GAAP financial measures" within the meaning of Regulation G under the United States Securities Exchange Act of 1934. Non-IFRS/non-GAAP measures in this presentation include the pro-forma financial information, including metrics such as OEPS, NTA per security, gearing and look through gearing. The Responsible Entity believes this non-IFRS/non-GAAP financial information provides useful information to users in measuring the financial performance and conditions of the Long WALE REIT. The non-IFRS financial information and non-GAAP measures included in this Presentation do not have a standardised meaning prescribed by Australian Accounting Standards and, therefore, may not be comparable to similarly titled measures presented by other entities, nor should they be construed as an alternative to other financial measures determined in accordance with Australian Accounting Standards. Investors are cautioned, therefore, not to place undue reliance on any non-IFRS/non-GAAP financial information and ratios included in this Presentation. Financial data for the Acquisition Portfolio contained in this Presentation has been derived from financial statements and other financial information made available by the vendor in connection with the Acquisition. Disclaimer You acknowledge and agree that determination of eligibility of investors for the purposes of the Entitlement Offer is determined by reference to a number of matters, including legal and regulatory requirements, logistical and registry constraints and the discretion of the Responsible Entity, Long WALE REIT and the JLM Group and each of those parties (and their respective related bodies corporate, affiliates, officers, directors, employees, representatives, agents, consultants or advisers) disclaim any duty or liability (including for negligence) in respect of the exercise or otherwise of that discretion, to the maximum extent permitted by law. Each recipient, by retaining a copy of this Presentation, expressly disclaims any fiduciary relationship and the recipient agrees that it is responsible for making its own independent judgments with respect to any matters contained in this Presentation and agrees that it waives, and will not take action in relation to, any rights it may have against the Responsible Entity and Long WALE REIT in relation to this Presentation. To the extent that any of the above paragraphs may be construed as being in contravention of any applicable law, such paragraph shall be read down, severed and the remaining paragraphs shall continue to have full force and effect.

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1. Transaction overview 5 Appendix
2. Acquisitions overview 7 A. Pro forma balance sheet 21
Agenda 3. CLW portfolio impact 12 B. Summary of key risks 23
4. Sources and uses of funds 17 C. International Offer Restrictions 31
Acquisitions and
equity raising 5. Equity raising 18 D. Underwriting arrangement 34
6. Conclusion 20 E. Glossary 37
Avi Anger Scott Martin Darryl Chua
Fund Manager Head of Finance Deputy Fund Manager
Charter Hall Charter Hall Charter Hall
Long WALE REIT Long WALE REIT Long WALE REIT
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Acquisitions and equity raising

Transaction overview

Charter Hall Long WALE REIT ("CLW“ or “the REIT”) is pleased to announce that it has entered into agreements to acquire 50% interests in: $415.4m 5.2% �� the Services Australia Building in Tuggeranong, ACT for $153.0 million; the ATO Building in Box Hill, VIC for $115.0 million; Acquisition PortfolioValuation of Portfolio yieldAcquisition
Acquisitions � the Red Cross Building in Alexandria, NSW for $79.5 million; and � the ATO Building in Albury, NSW for $42.5 million 9.2 years 3.6%
� In addition, CLW is pleased to announce it has settled the acquisition of a 100% interest in the Ampol-anchored Redbank Plains convenience retail centre, QLD for $25.4 million Acquisition Acquisition Portfolio WALE Portfolio WARR
(together the “Acquisitions” or the “Acquisition Portfolio”)
� CLW will undertake a fully underwritten 1-for-10.68 accelerated non-renounceable entitlement offer (“Entitlement
Equity Offer”) to raise approximately $250 million, at an issue price of $4.65 per security (“Issue Price”), to partially fund the Acquisitions and associated transaction costs $250m raising � Charter Hall Group, CLW’s largest securityholder, has committed to take up its full entitlement under the Institutional Entitlement Offer Entitlement Offer, representing a commitment of approximately $29 million
� Including the impact of the Acquisitions and Entitlement Offer and based on information currently available and barring any unforeseen events, CLW is pleased to upgrade its FY21 Operating EPS guidance and also provide guidance for FY22: Upgraded FY21 OEPS to 29.2 cps No less than 2.75% FY22 OEPS growth
Financial impact representing 3.2% growth on FY20 OEPS on upgraded FY21 OEPS � Following the Acquisitions and Entitlement Offer the REIT's key pro-forma[1] metrics are: $4.9bn $4.65 30.4% 39.7%
Portfolio value NTA per security Balance sheet gearing Look-through gearing
1. Metrics on this page and throughout this presentation are as at 31 December 2020 pro forma adjusted as outlined in Appendix A Charter Hall Long WALE REIT 5

Acquisitions and equity raising

Strategic rationale

Modern properties that increase CLW’s exposure to Government tenants from 16% to 21%[1]

1 Long leases to high quality tenants
� Acquisition Portfolio has secure and stable tenants including Commonwealth Government (ATO and Services Australia), Australian Red Cross and Ampol
� 75% leased to Commonwealth Government,[1] a AAA investment grade credit rated tenant
� The Acquisitions increase CLW’s exposure to Government tenants from 16% to 21%[[1]]
3 Strategic properties in prime locations
The Acquisitions increase CLW’s exposure to Government tenants from 16% to 21%[[1]]
Well located Eastern Seaboard properties diversified across NSW, ACT, QLD and VIC
Properties support the provision of essential government services, life sciences and convenience retail
Modern, purpose built properties developed for sitting tenants
2 Improved portfolio growth
� Acquisition Portfolio WALE of 9.2 years with an attractive WARR of 3.6% p.a. � Acquisitions improve CLW’s growth profile with the proportion of fixed rent reviews across the REIT’s portfolio increasing from 57% to 61%,[1] underpinning the REIT’s secure, growing income
4 Attractive financial impact
� Upgraded FY21 Operating EPS guidance from no less than 29.1 cents to 29.2 cents, reflecting growth of 3.2% over FY20
Acquisition Portfolio WALE of 9.2 years with an attractive WARR of 3.6% p.a.[1]
FY22 Operating EPS guidance of no less than 2.75% growth on upgraded FY21 OEPS guidance of 29.2 cents per security
Pro forma balance sheet gearing maintained within the target range of 25% – 35%
Weighted by net passing income (REIT ownership interest) Charter Hall Long WALE REIT

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Acquisitions and equity raising

Acquisition overview – Services Australia Building, Tuggeranong, ACT Prime office asset underpinned by long term government lease

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Property details Property overview
APrddoperessrty type 25 Cowlishaw Street, Tuggeranong,O AffiCceT � 6-storey campus style A-grade office with 26,052m [2] of NLA located in Tuggeranong, 18km from the Canberra
Ownership interest 50% CBD
Title Leasehold [1]
Purchase price $153.0m � Purpose built for Services Australia [2] in 2013, which occupies 100% of the building
Annual rent reviewInitial yield 5.33.5%% � Property features full height central atrium, large flexible floor plates of ~5,000 - 6,000m [2 ] and specialised
Tenant Commonwealth Government broadcast facilities
(Services Australia)
Occupancy 100% � Services Australia entered into an initial 18-year whole of property lease expiring in June 2031, with 3.5% p.a.
WALE as at May-21 10.1 years
Options 2 x 5 years fixed annual rent reviews
NLA 26,052m [2] � 724 car parking bays
� 5.0 Star NABERS Energy rating and 4.0 Star Green Star rating
� CLW will acquire a 50% interest, with the remaining 50% interest being acquired by Charter Hall Direct Office
Fund
1. 99 years commencing 30 Oct 2006
2. Formerly known as the Department of Human Services
Charter Hall Long WALE REIT 7
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Acquisitions and equity raising

Acquisition overview – ATO Building, Box Hill, VIC

A-Grade metropolitan office tower leased to the Commonwealth Government on a long lease

Property overview


Property details		Property overview
Address	913 Whitehorse Road,Box Hill,VIC	�Prominent 21-storey A-grade office tower with 19,942m2 of NLA located in Box Hill, an eastern suburb 14km
Propertytype Ownershipinterest	Office 50%	from the Melbourne CBD and a major public transport hub and designated ‘satellite city' of Melbourne
Title Purchaseprice	Freehold $115.0m	�Close proximity to various supporting government departments (e.g. Department of Health and Human
Initialyield	5.0%	Services), Box Hill Institute of TAFE, Box Hill and Epworth Eastern Hospitals which supports commercial office
Annual rent review	4.0%	demand in the precinct
Tenant	Commonwealth Government(ATO)
Occupancy	100%	�Purpose built for the ATO in 2015, which occupies the 19,261m2 office component of the building on an initial
WALE as at May-21	8.6years	15-year lease expiring in April 2030, with 4.0% p.a. fixed annual rent reviews
Options	2 x 5years
NLA	19,942m2	�294 car parking bays
		�5.0 Star NABERS Energy rating, 5.5 Star NABERS Energy Tenancy rating (for ATO) and a 5.0 Star Green Star
		rating
		�CLW will acquire a 50% interest, with the remaining 50% interest being acquired by Charter Hall Direct Office
		Fund
Charter Hall Long WALE REIT

5.0 Star NABERS Energy rating, 5.5 Star NABERS Energy Tenancy rating (for ATO) and a 5.0 Star Green Star rating

Charter Hall Long WALE REIT[| ] Retail Entitlement Offer[|] 32

Acquisitions and equity raising

Acquisition overview – Red Cross Building, Alexandria, NSW

Life sciences building purpose built for the Australian Red Cross

Property overview

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Property details
Address 17 O'Riordan Street, Alexandria NSW � 4-storey, 12,702m [2] NLA Life Sciences building with laboratory and medical research facilities located in the
Property type Social Infrastructure
Ownership interest 50% suburb of Alexandria, 6.5km south of the Sydney CBD
Title Freehold � Purpose built for the Australian Red Cross in 2011, which occupies 100% of the building on a 20-year lease
Purchase price $79.5m
Initial yield 4.5% expiring in January 2031, with annual rent reviews being the greater of CPI and 3.5%
Annual rent reviewTenant Greater of CPI and 3.5%Australian Red Cross � The property operates as the Australian Red Cross Blood Division headquarters from which it runs its NSW
Occupancy 100% operations, with substantial tenant investment in specialised fitout
WALE as at MaOptions y-21 2 x 5 9.7 yyearsears � 97 car parking bays
NLA 12,702m [2] � Located 300 metres from Green Square Railway Station, with bus services available 30 metres to the east of
the Property
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High growth precinct undergoing gentrification and mixed use development

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� CLW will acquire a 50% interest, with the remaining 50% interest being acquired by Charter Hall Direct
Industrial Fund No. 4
Charter Hall Long WALE REIT
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9
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Acquisitions and equity raising

Acquisition overview – ATO Building, Albury, NSW

A-grade office tower located in the heart of the Albury CBD and leased to the Commonwealth Government on a long lease

Property overview

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Property details
Address 520 Smollett St, Albury NSW � 7-storey A-grade office tower with 10,806m [2] of NLA in the heart of Albury, a major regional centre located on
Property type Office
Ownership interest 50% the border of NSW and Victoria
Title Freehold � Purpose built for the ATO in 2012, which occupies the office component of the building on an initial 15-year
Purchase price $42.5m
Initial yield 6.2% lease expiring in Sep 2027, with 3.5% p.a. fixed annual rent reviews
Annual rent review 3.5% � 56 car parking bays
Tenant Commonwealth Government (ATO)
Occupancy 99% � 5.0 Star NABERS Energy rating, 4.5 Star Water and a 5.0 Star NABERS Tenancy rating
WALE as at MaOptions y-21 2 x 5 6.9 yyearsears � CLW will acquire a 50% interest, with the remaining 50% interest acquired by Charter Hall Direct PFA Fund
NLA 10,806m [2]
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Acquisitions and equity raising

Acquisition overview – Redbank Plains Travel Centre, QLD

Strategically located convenience retail centre, underpinned by long leases to majority national tenants

Property overview

			P i
Property details			roperty overvew
Address	588 Redbank Plains Road,QLD		�Constructed in 2018, the Property is a modern convenience retail centre featuring full drive through reticulation,
Propertytype Ownershipinterest		LongWALE Retail 100%	on-grade parking for 124 cars
Title		Freehold	�Located within a region of south-east Queensland with strong population growth, circa 9km east of Ipswich and
Purchaseprice Initialyield		$25.4m 5.8%	25km south-west of Brisbane CBD
Annual rent review		3.3%	�Corner site on a landholding of 1.53 hectares and benefiting from visual exposure to ~34,000 passing vehicles
Major Tenant Occupancy		Ampol 100%	daily
WALE as at May-21		8.9years	�Tenancy profile consisting of more than 90% national tenants of a non-discretionary nature, underpinned by
Options(Ampol)		3 x 5years
GLA		1,613m2	long leases with current WALE of 8.9 years. All tenants are on net lease structures with attractive income
Site / land area		15,300m2	growth profile providing annual fixed rent reviews between 3.0%-3.5%

Charter Hall Long WALE REIT				11

Acquisitions and equity raising

CLW portfolio impact

Increases CLW’s WARR to 2.3% and proportion of fixed rent review to 61%

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Pre-Acquisition [1] Acquisition Portfolio Post-Acquisition
Number of properties 459 5 464
Property valuation $4,482m $415m $4,897m
Occupancy 97.5% 100.0% 97.7%
WALE 14.2 years 9.2 years 13.8 years
WARR [2] 2.2% 3.6% 2.3%
Proportion of leases subject to fixed rent review 57% 100% 61%
Portfolio by sector [3] Portfolio by geography [3]
Pre-Acquisition [1] Post-Acquisition Pre-Acquisition [1] Post-Acquisition
Agri-logistics Agri-logistics NZ NT & TAS NZ NT & TAS
Social 5% Social 5% SA 3% 1% SA 2% 1%
Infrastructure [4] Infrastructure 8% 7%
15% Long WALE 16% Long WALE
Retail Retail WA NSW WA NSW
33% 31% 13% 37% 12% 36%
ACT
ACT 6%
3%
Office
22% Office QLD QLD
Industrial 24% 27% Industrial 22% 18% 18% VIC 17% 18% VIC
1. As at 31 December 2020 pro forma adjusted as outlined in Appendix A
2. CPI is assumed at 1% over the forecast period
3. Sector and geographic exposure weighted by property value (REIT ownership test). Total may not add to 100% due to rounding
4. Reflects CLW’s ownership in the Telco Exchanges and the Brisbane Bus Terminal (previously included in industrial)
Charter Hall Long WALE REIT
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Acquisitions and equity raising

Tenant diversification

Increases CLW’s exposure to Government tenants from 16% to 21% post Acquisitions

Charter Hall Long WALE REIT Major tenants1 1. Weighted by net passing income (REIT ownership interest) 21% 16% 12% 11% 6% 5% 5%		13 5% 4% 2% 2% 2% 2% 1%

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Acquisitions and equity raising
Tenant diversification (cont.)
High proportion of investment grade tenants
Independent credit rating - key tenants [1] AAA
11%
Not rated
23%
AAA
14%
Not rated
26%
AA+
6%
BBB
AA- 13%
2%
BBB+
10%
BBB
11%
A-
BBB+ 33%
7%
1. Weighted by net passing income (REIT ownership interest). Credit ratings refer to published Standard & Poor’s long-term issuer ratings (or equivalent Standard & Poor’s rating based on published Moody’s rating) and relate to the parent entity of the tenant entity. In some instances the
parent entity does not guarantee the tenant entity. Total may not add to 100% due to rounding
Charter Hall Long WALE REIT 14
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Acquisitions and equity raising

Tenant resilience Resilient and defensive sector exposures

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Portfolio income exposure to key defensive tenant industries [1,2]
Government (21%) Telecommunications (16%) Grocery & distribution (13%) Fuel & convenience (12%)
The Glasshouse, Macquarie Park, Sydney 242 Exhibition Street, Melbourne Woolworths Distribution Centre, Dandenong, Melbourne bp Forestville, Sydney
Pubs & bottle shops (11%) Food manufacturing (9%) Waste & recycling management (2%) Other [3] (16%)
Image Image
Kawana Waters Hotel, QLD Arnott’s Huntingwood, Sydney SUEZ Artarmon, Sydney Bunnings, South Mackay
1. Weighted by net passing income (REIT ownership interest) post Acquisitions
2. Total may not add to 100% due to rounding
3. Includes non-discretionary retail, banking and financial services and defence services
Charter Hall Long WALE REIT 15
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Acquisitions and equity raising

Lease expiry profile

Long Portfolio WALE of 13.8 years post Acquisitions

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13.8 years
post Acquisitions
17.9%
11.8%
9.5%
8.6%
7.9%
6.1% 6.6%
5.1%
4.2% 4.2%
3.5% 3.3% 3.1% 3.5%
2.3%
0.0% 0.5% 0.7% 0.1% 0.4% 0.2% 0.2%
Vacant FY22 FY23 FY24 FY25 FY26 FY27 FY28 FY29 FY30 FY31 FY32 FY33 FY34 FY35 FY36 FY37 FY38 FY39 FY40 FY41 FY42
% expiry by income1, 2
1. Weighted by net passing income (REIT ownership interest)
2. Totals may not add due to rounding
Charter Hall Long WALE REIT 16
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Charter Hall Long WALE REIT[| ] Retail Entitlement Offer[|] 36

Acquisitions and equity raising

Sources and uses of funds

Acquisitions partially funded by $250 million accelerated non-renounceable entitlement offer

The REIT will undertake a fully underwritten accelerated non-renounceable entitlement offer of approximately $250 million to partially fund the Acquisitions and associated transaction costs
The balance of the funding for the Acquisitions and associated transaction costs will be sourced from existing CLW debt facilities

Charter Hall Long WALE REIT
Sources of Funds
$m
Proceeds from the Entitlement Offer
250.1
Debt
197.2
Total sources
447.3
Uses of Funds
$m
Acquisitions
415.4
Acquisitions and Entitlement Offer transaction costs1
31.9
Total uses
447.3
1.
Includes property stamp duty, acquisition costs and equity underwriting fees
2.
Based on CLW’s market capitalisation as at 17 May 2021 adjusted for the Entitlement Offer of $250 million
3.
Based on CLW’s guidance for FY21 Operating EPS of 29.2 cents per security, and FY22 Operating EPS growth of no les

17
Key Equity Raising metrics
Issue Price
$4.65
Discount to CLW’s last close price on 17 May 2021
3.3%
Discount to TERP
3.1%
Pro forma market capitalisation post Entitlement Offer2
$3.0bn
FY22 OEPS yield (at Issue Price)3
6.5%
FY22 DPS yield (at Issue Price)3
6.5%
Pro forma balance sheet gearing (post Acquisitions and Entitlement Offer)
30.4%
Pro forma look-through gearing (post Acquisitions and Entitlement Offer)
39.7%
s than 2.75% based on current information and barring any unforeseen events

Acquisitions and equity raising

Equity raising overview

Fully underwritten accelerated non-renounceable entitlement offer

A fully underwritten 1-for-10.68 accelerated non-renounceable entitlement offer of approximately $250 million to partially fund the Acquisitions and associated transaction costs
Structure � Record date for Entitlement Offer is 20 May 2021 at 7:00pm (AEST) � Entitlement Offer will comprise an accelerated Institutional Entitlement Offer and a Retail Entitlement Offer � Fixed Issue Price of $4.65 per security represents a: � 3.3% discount to the last close price of $4.81 on 17 May 2021
Pricing � 3.1% discount to TERP of $4.80 � 6.5% FY22 forecast Operating EPS yield[1]
� Securities issued under the Entitlement Offer will rank equally with existing CLW securities from the date of issue and will be entitled to the distribution for
Ranking the three months to 30 June 2021
Charter Hall � Charter Hall Group is CLW’s largest securityholder with approximately 11.5% of securities on issue and has committed to take up its full entitlement
Group intentions under the Institutional Entitlement Offer, representing a commitment of approximately $29 million Underwriting � The Entitlement Offer is fully underwritten
1. Based on CLW’s guidance for FY21 Operating EPS of 29.2 cents per security, and FY22 Operating EPS growth of no less than 2.75% based on current information and barring any unforeseen events Charter Hall Long WALE REIT 18

Charter Hall Long WALE REIT[| ] Retail Entitlement Offer[|] 37

Acquisitions and equity raising

Timetable

Event	Date (2021)
Trading halt and announcement of the Acquisitions and Entitlement Offer	Tuesday, 18 May
Institutional Entitlement Offer	Tuesday, 18 May
Announcement of results of Institutional Entitlement Offer	Wednesday, 19 May
Trading halt lifted and securities recommence trading	Wednesday, 19 May
Entitlement Offer Record Date	7:00 PM, Thursday, 20 May
Retail Entitlement Offer opens and retail offer booklet dispatched	9:00 AM, Monday, 24 May
Early retail acceptance due date	5:00 PM, Wednesday, 26 May
Settlement of new securities issued under the Institutional Entitlement Offer and Early Retail Entitlement Offer	Thursday, 27 May
Allotment and normal trading of new securities issued under the institutional entitlement offer and early retail entitlement offer	Friday, 28 May
Retail Entitlement Offer closes	5:00 PM, Wednesday, 2 June
Announcement of results of Retail Entitlement Offer	Friday, 4 June
Settlement of new securities issued under the Retail Entitlement Offer	Tuesday, 8 June
Allotment of new securities under the Retail Entitlement Offer	Wednesday, 9 June
Normal trading of new securities issued under the Retail Entitlement Offer	Thursday, 10 June
Holding statements in respect of new securities issued under the Retail Entitlement Offer dispatched	Thursday, 10 June
All dates and times are indicative only and subject to change
Charter Hall Long WALE REIT		19

Acquisitions and equity raising

Conclusion

Acquisition of modern, long WALE properties which increases CLW’s exposure to government tenants from 16% to 21%
Attractive Acquisition Portfolio passing yield of 5.2%
Long term stable and secure income stream with Acquisition Portfolio WALE of 9.2 years
Attractive Acquisition Portfolio WARR of 3.6% p.a
Acquisitions improve CLW’s growth profile with the proportion of fixed rent reviews across the REIT’s portfolio increasing from 57% to 61%
FY21 OEPS guidance of no less than 29.1 cents upgraded to 29.2 cents per security, reflecting growth of 3.2% over FY20
FY22 OEPS guidance provided of no less than 2.75% growth over upgraded FY21 OEPS of 29.2 cents per security

Charter Hall Long WALE REIT

Charter Hall Long WALE REIT[| ] Retail Entitlement Offer[|] 38

Appendix A

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Charter Hall Long WALE REIT
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Services Australia Building, Tuggeranong, ACT
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Appendix A

Pro forma balance sheet

	(A$m)	Dec-20	Post balance sheet date adjustments1	Dec-20 pro forma (pre-transaction)	Acquisitions and Entitlement Offer	Dec-20 pro forma (post-transaction)
	Cash	16.6		16.6		16.6
	Investment properties	2,219.7	287.7	2,507.4	415.4	2,922.8
	Equity accounted investments	1,289.9		1,289.9		1,289.9
	Other assets	69.2		69.2		69.2
	Total assets	3,595.4	287.7	3,883.1	415.4	4,298.5
	Provision for distribution	41.7		41.7		41.7
	Debt	848.6	273.5	1,122.1	197.2	1,319.3
	Unamortised borrowing costs	(3.0)		(3.0)		(3.0)
	Other liabilities	20.3		20.3		20.3
	Total liabilities	907.6	273.5	1,181.1	197.2	1,378.3
	Net tangible assets	2,687.8	14.2	2,702.0	218.2	2,920.2

	Securities on issue (m)	571.4	3.0	574.4	53.8	628.2
	NTA per security ($)	$4.70		$4.70		$4.65
	Balance sheet gearing	23.2%		28.6%		30.4%
	Look-through gearing	35.2%		39.0%		39.7%
1.	Includes the acquisition of David Jones, Sydney which was announced on 22 December 2020, the		acquisition of Bunnings Caboolture (at the on-completion valuation) which was announced on 9 December 2020, and the issue of new securities under the December and March DRPs
Charter Hall Long WALE REIT							22

Charter Hall Long WALE REIT[| ] Retail Entitlement Offer[|] 39

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Appendix B
Charter Hall Long WALE REIT ATO Building, Albury, NSW
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Appendix B

Summary of key risks

This section describes some of the potential key risks associated with the Responsible Entity and the Long WALE REIT and their business and an investment in securities. Investors should carefully consider the risk factors described below. Additional risk factors and uncertainties that are not known to the Responsible Entity at the time of this Entitlement Offer or which are considered immaterial, may in the future materially impact CLW assets, financial condition or operations and may have an adverse effect on an investment in CLW. More information on the Responsible Entity’s approach to Corporate Governance and risk management can be found in the “Corporate Governance” section of the CLW’s website: https://www.charterhall.com.au/About-Us/corporate-governance/corporate-governance-long-wale-reit

Investors should also note that the uncertainties and risks created by the COVID-19 pandemic could materially change the Responsible Entity and Long WALE REIT's risk profile at any point after the date of this presentation and adversely impact their financial position and prospects in the future.

RISKS RELATING TO CLW Impact of COVID-19 The ongoing COVID 19 pandemic has had a significant impact on the Australian and global economy and the ability of individuals, businesses, and governments to operate. Across Australia and the world, travel, trade, business, working arrangements and consumption have been materially impacted by the pandemic. In addition, events relating to COVID 19 have resulted in significant market falls and volatility, including in the prices of securities trading on the Australian Securities Exchange (ASX) (including the price of the REIT’s securities) and on other foreign securities exchanges. There continues to be considerable uncertainty as to the duration of and further impact of COVID 19 including (but not limited to) in relation to government, regulatory or health authority actions, employment schemes, work stoppages, lockdowns, quarantines and travel restrictions, and on what affect such factors may have on the REIT, tenants of the REIT’s properties, the Australian economy and securities markets. The impact of some or all of these factors could cause significant direct disruption to the REIT’s operations and financial performance.

The extent to which COVID 19 related factors will have an impact on the REIT will, in large part, depend on the extent to which tenants of the REIT’s properties are themselves adversely affected and able to pay rent to the REIT. The medium term prospects of such businesses, and in turn their ability to meet rental payments, is partially dependent on how and when local, state and federal government agencies decide to moderate current and future lockdown measures in light of COVID 19 (both generally and as they apply to CLW’s tenants).

Furthermore, in addition to its tenants, the REIT’s financial position may be adversely impacted if certain of its suppliers (including builders, financiers and property managers) are unable to successfully implement business continuity plans in the current environment or if any such stakeholders are unable to continue as going concerns as a result of the economic impact of COVID 19. The spread of COVID 19 has already resulted in governmental authorities in Australia and overseas imposing a variety of measures restricting day to day life, including quarantines and travel restrictions of varying scope. This has resulted in significant disruptions to the Australian and global economy, including amongst others property management, childcare, travel, retail, tourism, health systems, food and manufacturing supply chains, consumption and overall economic output, which in turn has caused lower interest rates and significant volatility in global financial markets.

However, the extent of the impact on the REIT’s business, results of operations, financial condition, liquidity and cash flows is dependent on future circumstances, which are highly uncertain and not predictable, including the scale of COVID 19 and actions taken to address its impact.

These factors are beyond the REIT’s control and could have a material adverse effect on the overall business sentiment and environment, causing material uncertainties, cause the REIT’s business to suffer in ways that cannot be predicted, and which may materially adversely impact the REIT’s business, financial condition and results of operations.

Tenants and Rental Income

Distributions made by the REIT are largely dependent on the rents received from tenants across the portfolio and expenses incurred during operations, which may be affected by a number of factors, including overall economic condition, the financial circumstances of tenants (as at the date of this Presentation and in the future), the ability to negotiate lease extensions or replace outgoing tenants with new tenants, the occurrence of rental arrears or any vacancy periods, reliance on a tenant which leases a material portion of the REIT’s portfolio, an increase in unrecoverable outgoings, and supply and demand in the property market.

Australian Governments have introduced certain laws (and are expected to introduce other laws) which limit the rights of landlords to enforce certain rights under existing leases and in certain cases, mandating the provision of rent relief to tenants. These include the requirement to offer reductions in rent (as waivers or deferrals) based on a tenant’s reduction in trade during the COVID 19 pandemic period. In some cases, the REIT’s ability to manage tenant performance issues is limited by moratorium legislation restricting the ability of landlords to manage tenant performance impacted by COVID 19. These laws may be extended for further time periods and / or expanded to provide relief to a broader range of tenants.

Any negative impact on rental income (including as a result of a failure of existing tenants to perform existing leases in accordance with their terms, which is heightened in the current economic environment) has the potential to decrease the value of the REIT and the Securities and have an adverse impact on distributions or the value of Securities or both.

Re-leasing and vacancy risk

In the longer term, the REIT's portfolio leases will come up for renewal on a periodic basis. There is a risk that the REIT may not be able to negotiate suitable lease renewals with existing tenants, maintain existing lease terms, or replace outgoing tenants with new tenants, particularly in the current commercial real estate market. This may result in a reduction in the REIT's Operating Earnings and distributions and a reduction in the value of the assets of the REIT.

Acquisitions risk

The REIT expects the Acquisitions to proceed as advised in this Presentation. If any of the Acquisitions fail to complete or completion is delayed, the expected financial performance of the REIT could be adversely affected. If the Acquisitions do not complete and the REIT has raised funds under this Entitlement Offer, the REIT will need to consider alternative uses for, or ways to return, those funds. Certain deeds of covenant are conditions precedent to completion under the Acquisition arrangements. If these deeds are not agreed on time, completion of the Acquisitions may be delayed.

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Charter Hall Long WALE REIT[| ] Retail Entitlement Offer[|] 40

Charter Hall Long WALE REIT 25

Appendix B

Summary of key risks (cont.)

In order to minimise the risks associated with the development and operation of its joint co-ownership arrangements, the REIT seeks to enter into joint co-ownership arrangements with partners whom the REIT considers to be reputable, creditworthy and reliable and on terms favourable to the REIT. Although to date CLW has not experienced any significant disputes with its partners, disputes among co-ownership partners over co-ownership obligations or otherwise could have an adverse effect of the financial conditions or results of operations of these businesses.

Aluminium composite panelling ("ACP") has been identified within the façade of certain of the properties the subject of the Acquisitions. Certain types of ACP can be flammable. CLW has engaged external consultants to review the level of fire risk and the proposed cost of remediation works to reduce the level of fire risk, which has been taken into account in determining the consideration payable by CLW for the Acquisitions and CLW's capital expenditure budget. There is a risk that changes in building and safety regulations and standards could result in additional capital expenditure being incurred by CLW in relation to the ACP.

In terms of the Acquisitions, CLW will not be able to exercise its full discretion in its decision making with respect to the acquired assets. As CLW will be a co-owner (50%) of the Louisa Lawson Building in Greenway, the ATO Building in Box Hill, VIC, the Red Cross Building in Alexandria and the ATO Building in Albury, NSW, it will not be able to unilaterally decide matters in relation to those properties.

Underwriting

The REIT has entered into an underwriting agreement under which underwriters have agreed to fully underwrite the Entitlement Offer, subject to the terms and conditions of the underwriting agreement between the Responsible Entity and the underwriters (Underwriting Agreement). The underwriters' obligation to underwrite the Entitlement Offer is conditional on certain customary matters.

Unrealised capital gains As CLW is already established, there is a risk that unrealised capital gains exist within the portfolio. As such, the disposal of an existing property may crystallise a capital gain that will be distributed to investors and will need to be included in the calculation of the investor’s taxable income. The impact of this will depend on a number of factors including the price and timing of the sale and the profile of the investor.

Further, if certain events occur, the underwriters may terminate the Underwriting Agreement. Termination of the Underwriting Agreement is likely to have an adverse impact on the amount of proceeds raised under the Entitlement Offer and could materially adversely affect the REIT's business, cash flow, financial performance, financial conditions and security price. Reliance on information provided in respect of the Acquisition

Property valuation risk

The value of each property held by the REIT, and those it may hold in the future, may fluctuate due to a number of factors affecting both the property market generally or the REIT's properties in particular. These factors may be exacerbated by the impact of COVID-19 and include, but are not limited to: • changes in market rental rates;

CLW and its advisers have undertaken a due diligence process in respect of the Acquisitions, which relied in part on the review of the financial and other information provided by the vendor. Despite taking reasonable efforts, CLW and its advisers have not been able to verify the accuracy, reliability or completeness of all the information that was provided to it against independent data. If any of the data or information provided to and relied upon by CLW in its due diligence process and its preparation of this Presentation proves to be incomplete, inaccurate or misleading, there is a risk that the financial position and performance of the Acquisitions may be materially different to that expected by CLW as reflected in this Presentation. Co-ownership risk The REIT holds a number of interests in its portfolios with its partners through joint co-ownership arrangements. Although in many cases, the REIT has control over or significant influence on the decisionmaking of these joint co-ownership arrangements, certain decisions require approval of all the directors or security holders of entities the REIT does not control. The co-operation among the partners of such entities on existing and future business decisions is an important factor for the sound operation and financial success of such businesses. The partners in these investments may have objectives different from those of the REIT, or be unable or unwilling to fulfil their obligations under the relevant joint co-ownership agreement.

changes in property yields;
• fluctuating occupancy levels;
general decay and structural deterioration;
tenants defaulting;
supply and demand in the relevant property market;
• increased competition from new or existing properties; • a downturn in the property market generally; • pricing or competition policies of any competing properties or tenants; and • general economic conditions, such as interest rates.

Appendix B

Summary of key risks (cont.)

These factors may change for a variety of reasons including those set out above in respect of these particular risks. A reduction in the value of any property may adversely affect the value of securities in the REIT. It may also impact the REIT’s financing arrangements (refer to Funding risk set out below). Property values may fall if the underlying assumptions on which the property valuations outlined in this Presentation are based, change in the future. As changes in valuations of investment properties are recorded in the statutory income statement, any decreases in value will have a negative impact on the statutory income of the REIT.

As property values fluctuate, so too may returns from property assets. Rental and occupancy levels may change as a result of changes in the property market and this may affect the distributions paid by the REIT and the market price of securities.

project prior to commencing development activities.

No guarantee of distribution or capital return No guarantee can be given as to the amount of any income or capital return from the securities or the performance of the REIT, nor can the repayment of capital from the REIT be guaranteed.

Management performance The REIT will be reliant on the expertise, experience, and strategies of its executive directors and management of the Charter Hall Group. As a result, the loss or unavailability of key personnel at the Charter Hall Group could have an adverse impact on the management and financial performance of the REIT and therefore returns to securityholders.

Capital expenditure

The REIT will have its properties independently revalued regularly in accordance with its valuation policy. The independent valuations of the properties are the best estimates of the independent valuers at the time of undertaking the valuation and may not reflect the actual price a property would realise if sold. The independent valuations are subject to a number of assumptions which may prove to be inaccurate.

Property liquidity By their nature, investments in real property assets are illiquid investments, and there is a risk that should the REIT be required to realise property assets, it may not be able to do so in a short period of time, or may not be able to realise a property asset for the amount at which it has been valued. This may adversely affect the REIT's net tangible assets and the value of securities in the REIT. Tenant concentration The majority of the properties comprising the REIT's portfolio are single tenanted. This exposes the value and performance of each property to the ability of those tenants to continue to meet their obligations under the respective lease agreements. There is a risk that if one or more of the major tenants cease to be a tenant, the REIT may not be able to find replacement tenants on lease terms that are at least as favourable as the current terms. Should replacement tenants lease the property on less favourable terms this will adversely impact the returns and the overall performance of the REIT and value of the properties. The Responsible Entity of the REIT actively manages the tenant selection process to manage this risk.

Development risk The REIT will focus on sustainable income returns and minimising development risk. The REIT will not undertake speculative development. Any development risk will be substantially mitigated through fixed price construction contracts, and undertaking pre-leasing activities relating to the development, both prior to and during, construction. The REIT will endeavour to achieve a level of pre-commitment appropriate to the

The REIT will be responsible for capital expenditure that may arise. There is a risk that the actual required capital expenditure may exceed currently expected expenditure which could lead to increased funding costs and impact distributions. Additionally, any requirement for unforeseen material capital expenditure on the properties could impact the performance of the REIT.

Further acquisitions

The REIT will continue to identify new investment opportunities for potential acquisition. The REIT will endeavour to conduct all reasonable and appropriate due diligence on potential investment opportunities. There is a risk that the REIT will be unable to identify suitable investment opportunities that meet the REIT's investment objectives. Even if such opportunities are identified, they may not be able to be secured on appropriate terms. These factors may restrict the REIT’s ability to add investments to its portfolio and this may adversely impact growth and returns to securityholders.

Reliance on third parties

The Responsible Entity may engage third party service providers in respect of a part or the whole of the REIT's portfolio, being the Charter Hall Group entities or third parties outside the Charter Hall Group. These services will be subject to contractual arrangements between the Responsible Entity and the relevant third parties.

A failure of third parties to discharge their agreed responsibilities may adversely affect the management and financial performance of the REIT and therefore also adversely impact returns to investors.

Conflicts

The REIT may engage Charter Hall Holdings Pty Limited, a wholly owned subsidiary of Charter Hall Limited, to provide property management and facilities management services in respect of various properties in the REIT. The Responsible Entity and Charter Hall Holdings Pty Limited also has one common Executive Director.

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Appendix B

Charter Hall Long WALE REIT 27

Summary of key risks (cont.)

This may create a conflict of interest. Related party transactions also carry a risk that they could be assessed and monitored less rigorously than transactions with unrelated third parties. The REIT will mitigate these risks through the conflicts of interest and related party policy that governs the way the REIT manages such conflicts or transactions.

default occurs, the lender may require immediate repayment of a debt facility. The REIT may need to dispose of some or all of its properties for less than their book value, raise additional equity, or reduce or suspend distributions in order to repay a debt facility.

Gearing

Funding

The Responsible Entity may fund future refinancing, capital expenditure and acquisitions from either debt or equity markets. The REIT's ability to raise funds from either market on favourable terms is dependent on a number of factors including:

The level of gearing exposes the REIT to any changes in interest rates and increases the REIT's exposure to movements in the value of the REIT's portfolio or performance measures. Higher gearing will increase the effect. If the level of gearing increases over the term of the REIT's debt financing, this may create refinancing risk on the REIT's debts as it approaches expiry.

the general economic and political climate;
the state of debt and equity capital markets;
the performance, reputation and financial strength of the REIT; and
• the value of the properties.

Changes to any of these or other factors could lead to an increased cost of funding, limited access to capital, increased refinancing risk for the REIT and / or an inability to expand operations or purchase assets in a manner that may benefit the REIT and its securityholders.

Extension and refinancing

The REIT's ability to refinance or repay its debts as they fall due will be impacted by market conditions, the financial status of the REIT, the value of the REIT’s properties, and prevailing economic conditions, including interest rates, at the time of maturity or refinancing. There is a risk that the REIT may not be able to extend or refinance its debts before maturity, which may be exacerbated by the impact of COVID-19. Possible increases in the interest rate, the cost of interest rate hedges and the level of financial covenants required by lenders may also adversely impact the operating and financial performance of the REIT, the distributions of the REIT and the REIT's ability to raise equity and / or enter into new debt facilities.

In these circumstances, the REIT may need to raise further equity, dispose of assets for a lower market value than could otherwise have been realised, or enter into new debt facilities on less favourable terms. There is also a risk that the REIT may be unable to hedge future borrowings to mitigate future interest rate risk, or that the terms of such hedging are less favourable than the existing terms.

Interest rates

To the extent that interest rates are not hedged, unfavourable movements in interest rates relating to existing debt facilities could lead to increased interest expense. This could impact the level of distributions available to securityholders.

Derivatives

The REIT will use derivative instruments to hedge the REIT's exposure to interest rates and currency exposure. The market-to-market valuation of derivative instruments could change quickly and significantly. Such movements may have an adverse effect on the financial performance and financial position of the REIT.

In entering into derivative contracts, the REIT will be exposed to the risk that a party to the contract become insolvent or otherwise default on its contractual obligations. The Responsible Entity will seek to manage this risk by only entering into hedging arrangements with reputable counterparties.

Insurance

Insurance coverage is maintained in respect of each property (including insurance for destruction or damage to the property and public risk liability) where that coverage is available on commercial terms. Insurance coverage will include differing levels of cover for material loss or damage items such as accidental damage, flood and demolition and removal of debris. Some risks are not able to be insured at acceptable premiums. Examples of losses that are generally not insured against include war or acts of terrorism and natural phenomena such as earthquakes or hurricanes.

Debt facility undertakings and covenants

The REIT is subject to a number of undertakings and covenants under existing debt facilities, including in relation to gearing ratio and interest cover ratios. An event of default would occur if the REIT fails to maintain these financial covenants. This may be caused by amongst other factors, unfavourable movements in interest rates (to that extent interest rates are not hedged) or deterioration in the income or the value of the REIT's portfolio, which may be exacerbated by the impact of COVID-19. In the event that an event of

Any losses incurred due to uninsured risks, or loss in excess of the insured amounts, may adversely affect the performance of the REIT, and could lead to a loss of some of the capital invested by the REIT. Increases in insurance premiums may affect the performance of the REIT to the extent they are not recoverable from the tenant under their leases. Any failure by the company or companies providing insurance (or any reinsurance) may adversely affect the REIT’s right of recovery under its insurance.

Appendix B

Summary of key risks (cont.)

Insolvency In the event of any liquidation or winding up of the REIT, the claims of the REIT's creditors, including any counterparty under any hedging or other derivative arrangements, will rank ahead of those of its securityholders. Under such circumstances the REIT will first repay or discharge all claims of its creditors. Any surplus assets will then be distributed to the REIT's securityholders. All securityholders will rank equally in their claim and will be entitled to an equal security per security.

Compliance

The REIT is a managed investment scheme which means that the Responsible Entity is subject to strict regulatory and compliance arrangements under the Corporations Act and its Australian Financial Services Licence. If the Responsible Entity fails to comply with the conditions of its Australian Financial Services Licence, then ASIC may take action to suspend or revoke the licence, which in turn could adversely impact the REIT.

Occupational health and safety There is a risk that liability arising from occupational health and safety matters at a property may be attributable to the REIT as the landlord instead of, or as well as, the tenant. To the extent that any liabilities may be borne by the REIT, this may impact the financial performance of the REIT (to the extent not covered by insurance). In addition, penalties may be imposed upon the REIT which may have an adverse impact on the REIT.

Disputes and litigation

The REIT may in the ordinary course of business be involved in possible litigation and disputes (for example, tenancy disputes, occupational health and safety claims or third party claims). Whilst the extent of any disputes and litigation cannot be ascertained at this time, any dispute or litigation may be costly and may adversely affect the operational and financial results of the REIT.

Pre-emptive rights and other risks associated with joint-ownership agreements

Forecast financial information The forward looking statements, opinions and estimates provided in the Presentation, including any forecast financial information provided, rely on various contingencies and assumptions. Various factors and risks, both known and unknown, many of which are outside the control of the REIT, may impact upon the performance of the REIT and cause actual performance to vary significantly from expected results. There can be no guarantee that the REIT will achieve its stated objectives or that forward looking statements or forecasts will eventuate.

The joint-ownership agreements to which the REIT (or a sub-trust of the REIT) is a party, contain preemptive rights which restrict the REIT’s dealings in respect of its interest in the co-owned trust or the coowned property. In particular, where the REIT wishes to deal with its interests in a co-owned trust or property, each other co-owner will have a pre-emptive right over the REIT’s interests, other than in limited circumstances (for example, by way of a permitted transfer to a member of the REIT’s unitholder or owner group).

A number of joint-ownership agreements also contain:

Environmental issues and contamination As with any property, there is a risk that one or more of the properties in the REIT's portfolio may be contaminated now or in the future. Government environmental authorities may require such contamination be remediated. There is always a residual risk that the REIT may be required to undertake any such remediation at its own cost. Such an event would adversely impact the REIT's financial performance. Environmental laws impose penalties for environmental damage and contamination which can be material in size.

In addition, if any remediation required to be undertaken on a property is not completed properly, this may adversely affect the REIT's ability to sell the relevant property or to use it as collateral for future borrowings. Should new or more stringent environmental laws or regulations be introduced in the future, any remediation costs required to be incurred by the REIT may increase materially in order to comply with the new laws or regulations.

tag-along options, pursuant to which the REIT may be required to take reasonable steps, if it wishes to sell its interest in a co-owned trust or co-owned property, to cause one or more of the other co-owners’ interests to be acquired on substantively the same terms;
drag along rights, pursuant to which a co-owner may require the REIT to sell its interests in a co-owned trust if the co- owner wishes to sell its interest and the REIT has not exercised its pre-emptive; and
• provisions under which a default sale process may be triggered on a change of control event, including where the Responsible Entity is replaced with an entity that is not a related body corporate of the Responsible Entity, with the default sale process giving the other co-owners a right to acquire the REIT’s interests at the relevant default interest value.
Additionally, disputes may arise between co-owners and where a dispute cannot be resolved, a number of joint- ownership agreements provide for the sale of the relevant property in circumstances where a co-owner does not acquire the other co-owners’ interests.

Exposure to hazardous substance at a property within the REIT's portfolio could result in personal injury claims. Such a claim could prove greater than the value of the contaminated property. An environmental issue may also result in interruptions to the operations of a property, including the closure or re-lease of the property.

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Appendix B

Summary of key risks (cont.)

Accounting standards GENERAL MARKET RISKS The Australian Accounting Standards to which the REIT adheres are set by the Australian Accounting Standards Board (AASB) and are consequently out of the control of the REIT and the Directors. Changes to There are risks associated with any stock market investment. These include, but are not limited to: accounting standards issued by AASB or changes to the commonly held views on the application of those • Dilution risk – as the REIT issues securities to new investors, existing securityholders’ proportional standards could materially adversely affect the financial performance and position reported in the REIT's beneficial ownership in the underlying assets of the REIT may be reduced. For example, if you do not financial statements. participate in a future equity raising or choose not to reinvest your distributions pursuant to any future distribution reinvestment plan, then your beneficial ownership in the REIT may be diluted.
Operator risk • Pricing risk – securities may trade on the ASX at, above or below the Entitlement Offer Issue Price or While the REIT is not an operator of any of the properties in the REIT’s portfolio, the valuation and yield of net tangible asset amount per security. The price of the securities can fall as well as rise. The price at these assets could be materially adversely affected by a number of operational risks of the tenants of those which securities trade on the ASX may be affected by a range of factors including: movements and properties, including competition and regulation of operators. In particular, the REIT may be affected by: volatility in international and local share markets; general economic conditions in Australia and offshore • in the case of the properties in the Long WALE Investment Partnership, increased competition in the including inflation, interest rates and exchange rates; recommendations by brokers; changes in pub, gaming, retail liquor markets and other specialty stores in the regions of Australia in which its government, fiscal, monetary and regulatory policies; changes to laws (particularly taxation laws); tenants operate and changes in legislation and government policies that regulate liquor and gaming inclusion or removal from market indices; and changes in the supply and demand of listed property venues or liquor or gaming laws; and securities. Changes in the stock market rating of securities relative to other listed securities, especially
• in the case of the REIT sites with BP tenants, by increased competition in the fuel retailing industry, other listed property trusts, may also affect prices at which securities trade changes in legislation and government policies that regulate fuel and retailing, and changes in the • Liquidity risk – there can be no assurance of an active trading market for the securities. Liquidity of the nature of vehicle transport including the uptake of electric and autonomous vehicles. securities will be dependent on the relative volume of the buyers and sellers in the market at any given time. Changes in liquidity may affect the price at which securityholders are able to sell their securities.
A deterioration in an operator’s financial strength and stability or a deterioration of in the operator’s business Significant blocks of securities held by individual investors may reduce liquidity in the trading of or in the prospects of the operator’s industry generally could materially impact the REIT’s results of securities. operations, the value of its properties and its stapled securities. Macro-economic Changes in the general economic outlook both in Australia and globally may impact the performance of the REIT and its portfolio (see also the “Impact of COVID-19” section above). Examples include (whether individually or in combination): • changes in economic conditions and outlook in Australia and internationally; • changes in Australian government, industrial, fiscal, monetary. regulatory policies or changes to laws (e.g. taxation laws);
• changes in interest rates, exchange rates or rates of inflation; • investor sentiment for particular sectors and real estate sectors over the economic cycle; • the impact of international conflicts or acts of terrorism; • performance of comparable listed entities and projects; • changes in the general level of prices in local and international share markets and general investor sentiment in these markets; and
• significant industrial, contractual or political disturbances impacting the REIT or the continuity of its business.
Charter Hall Long WALE REIT 29

Appendix B

Summary of key risks (cont.)

Consequently the trading price of securities may be influenced by factors non-specific to the REIT and out of the REIT's ability to control. No assurances can be made that the performance of the securities will not be adversely affected by such market fluctuations or factors. Neither the REIT or the Directors or any other person guarantees the performance of the securities.

Changes in laws, regulation and policy

Changes in laws, regulations and government policy may affect the REIT or the tenants and the attractiveness of an investment in the REIT. Further, the impact of actions by governments may affect the REIT's activities including such matters as compliance with environmental regulations and taxation.

Tax

The REIT’s Operating Earnings may be affected by changes in taxation law, including changes in income tax, GST or stamp duty legislation, particularly if they relate to property investment. Taxation law may change as a result of legislation, case law in Australia, rulings and determinations issued by the Australian Commissioner of Taxation or other practices of tax authorities. The tax treatment of distributions in the hands of the REIT’s securityholders may also be affected by changes to the tax regime applicable to the REIT, or the REIT's ability to make tax deferred distributions. Tax considerations may differ between investors, therefore prospective investors are encouraged to seek professional tax advice in connection with any investment in securities.

Offshore investors in managed investment trusts are governed by particular taxation rules. An offshore investor should obtain their own taxation advice in relation to those rules.

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Appendix C
Charter Hall Long WALE REIT Red Cross Building, Alexandria, NSW
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Appendix C

International Offer Restrictions

This document does not constitute an offer of new stapled securities ("New Securities") of CLW in any jurisdiction in which it would be unlawful. In particular, this document may not be distributed to any person, and the New Securities may not be offered or sold, in any country outside Australia except to the extent permitted below. Hong Kong WARNING: This document has not been, and will not be, authorized by the Securities and Futures Commission in Hong Kong pursuant to the Securities and Futures Ordinance (Cap. 571) of the Laws of Hong Kong (the "SFO"). No action has been taken in Hong Kong to authorize this document or to permit the distribution of this document or any documents issued in connection with it. Accordingly, the New Securities have not been and will not be offered or sold in Hong Kong other than to “professional investors" (as defined in the SFO). No advertisement, invitation or document relating to the New Securities has been or will be issued, or has been or will be in the possession of any person for the purpose of issue, in Hong Kong or elsewhere that is directed at, or the contents of which are likely to be accessed or read by, the public of Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to the New Securities which are or are intended to be disposed of only to persons outside Hong Kong or only to professional investors as defined in the SFO and any rules made under that ordinance. The contents of this document have not been reviewed by any Hong Kong regulatory authority. You are advised to exercise caution in relation to the offer. If you are in doubt about any contents of this document, you should obtain independent professional advice.

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New Zealand
This document has not been registered, filed with or approved by any New Zealand regulatory authority under the Financial Markets Conduct Act 2013 (the "FMC Act").
The New Securities are not being offered to the public within New Zealand other than to existing securityholders of CLW with registered addresses in New Zealand to whom the offer of these securities is being made in reliance on the Financial
Markets Conduct (Incidental Offers) Exemption Notice 2016.
Other than in the entitlement offer, the New Securities may only be offered or sold in New Zealand (or allotted with a view to being offered for sale in New Zealand) to a person who:
• is an investment business within the meaning of clause 37 of Schedule 1 of the FMC Act;
• meets the investment activity criteria specified in clause 38 of Schedule 1 of the FMC Act;
• is large within the meaning of clause 39 of Schedule 1 of the FMC Act;
• is a government agency within the meaning of clause 40 of Schedule 1 of the FMC Act; or
• is an eligible investor within the meaning of clause 41 of Schedule 1 of the FMC Act.
Singapore
This document has not been registered as a prospectus with the Monetary Authority of Singapore ("MAS") and, accordingly, statutory liability under the Securities and Futures Act, Chapter 289 (the "SFA") in relation to the content of prospectuses
does not apply, and you should consider carefully whether the investment is suitable for you. The issuer is not authorised or recognised by the MAS and the New Securities are not allowed to be offered to the retail public. This document and any
other document or material in connection with the offer or sale, or invitation for subscription or purchase of the New Securities may not be circulated or distributed, nor may the New Securities be offered or sold, or be made the subject of an
invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore except to "institutional investors" (as defined in the SFA), or otherwise pursuant to, and in accordance with the conditions of, any other applicable
provisions of the SFA.
This document has been given to you on the basis that you are an "institutional investor" (as defined under the SFA). In the event that you are not an institutional investor, please return this document immediately. You may not forward or circulate
this document to any other person in Singapore.
Any offer is not made to you with a view to the New Securities being subsequently offered for sale to any other party. You are advised to acquaint yourself with the SFA provisions relating to resale restrictions in Singapore and comply accordingly.
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Appendix C

International Offer Restrictions (cont.)

Switzerland

The New Securities may not be distributed in Switzerland and will not be listed on the SIX Swiss Exchange ("SIX") or on any other stock exchange or regulated trading facility in Switzerland. Neither this document nor any other offering material relating to the New Securities constitutes a prospectus or a similar notice (as such terms are understood under the Swiss Financial Services Act (FinSA)) or the listing rules of any stock exchange or regulated trading facility in Switzerland. This document is personal to the recipient only and not for general circulation in Switzerland. Neither this document nor any other offering or marketing material relating to the New Securities or the offering may be publicly distributed or otherwise made publicly available in Switzerland. The New Securities will only be offered to investors who qualify as "professional clients" under art. 4 para. 3 of the FinSA.

Neither this document nor any other offering or marketing material relating to the offering or the New Securities have been, or will be, filed with or approved by any Swiss regulatory authority or authorized review body. In particular, this document will not be filed with, and the offer of New Securities will not be supervised by, the Swiss Financial Market Supervisory Authority (FINMA). The offering has not been and will not be authorized under the Swiss Federal Act on Collective Investment Schemes ("CISA"). Accordingly, the investor protection afforded to acquirers of interests in collective investment schemes under the CISA does not extend to acquirers of New Securities.

United Kingdom

Neither this document nor any other document relating to the offer has been delivered for approval to the Financial Conduct Authority in the United Kingdom and no prospectus (within the meaning of section 85 of the Financial Services and Markets Act 2000, as amended ("FSMA")) has been published or is intended to be published in respect of the New Securities.

This document is issued on a confidential basis to "professional investors" (within the meaning of the Alternative Investment Fund Managers Directive) who are also "qualified investors" (within the meaning of Article 2(e) of the UK Prospectus Regulation) in the United Kingdom. The New Securities may not be offered or sold in the United Kingdom by means of this document or any other document except in circumstances which do not require the publication of a prospectus pursuant to section 86(1) of the FSMA. This document should not be distributed, published or reproduced, in whole or in part, nor may its contents be disclosed by recipients to any other person in the United Kingdom. Any invitation or inducement to engage in investment activity (within the meaning of section 21 of the FSMA) received in connection with the issue or sale of the New Securities has only been communicated or caused to be communicated and will only be communicated or caused to be communicated in the United Kingdom in circumstances in which section 21(1) of the FSMA does not apply to CLW.

In the United Kingdom, this document is being distributed only to, and is directed at, persons (i) who have professional experience in matters relating to investments falling within Article 19(5) (investment professionals) of the Financial Services and Markets Act 2000 (Financial Promotions) Order 2005 ("FPO"), (ii) who fall within the categories of persons referred to in Article 49(2)(a) to (d) (high net worth companies, unincorporated associations, etc.) of the FPO or (iii) to whom it may otherwise be lawfully communicated (together "relevant persons"). The investments to which this document relates are available only to, and any invitation, offer or agreement to purchase will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.

The New Securities are being marketed in the United Kingdom in compliance with the National Private Placement Regime (within the meaning of The Alternative Investment Fund Managers Regulations 2013). CLW's most recent annual financial report and other information it has lodged with the Australian Securities Exchange can be found on the websites of CLW and the ASX.

United States

This Presentation has been prepared for publication in Australia and may not be distributed or released in the United States. This announcement does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States or any other jurisdiction. The securities described in this Presentation have not been, and will not be, registered under the US Securities Act of 1933 (The “U.S. Securities Act”) and may not be offered or sold in the United States except in transactions exempt from, or not subject to, the registration of the US Securities Act and any other applicable securities laws of any state or other jurisdiction of the United States.

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Appendix D
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Redbank Plains Travel Centre, QLD
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Appendix D

Underwriting arrangement

Citigroup Global Markets Australia Pty Limited and Morgan Stanley Australia Securities Limited will be acting as joint lead managers, bookrunners and underwriters of the Entitlement Offer ( Global Underwriters ). The Responsible Entity has entered into an Underwriting Agreement with the Global Underwriters in respect of the Entitlement Offer. The Underwriting Agreement contains representations and warranties and indemnities in favour of the Global Underwriters. The Global Underwriters may also, in certain circumstances, terminate their obligations under the Underwriting Agreement on the occurrence of certain termination events including where: • any of the material obligations of the relevant parties under the agreements for the Acquisition ( Acquisition Agreement ) are not capable of being performed in accordance with their terms (in the reasonable opinion of the Global Underwriters) or if all or any part of any Acquisition Agreement: i. is amended or varied in a material respect without the consent of the Global Underwriters; ii. is terminated or rescinded; iii. is materially breached; iv. ceases to have effect, otherwise than in accordance with its terms; or v. is or becomes void, voidable, illegal, invalid or unenforceable (other than by reason only of a party waiving any of its rights);
• a certificate which is required to be furnished under the Underwriting Agreement is not furnished by the time required;
a statement in any of the Entitlement Offer documents or public information is or becomes misleading or deceptive in a material respect or is likely to mislead or deceive in a material respect (including by omission);
• CLW becomes required to give or gives a correcting notice under subsection 1012DAA(10) of the Corporations Act other than as a result of a new circumstance arising; • CLW withdraws the Entitlement Offer;
an application is made by ASIC for an order under Part 9.5 in relation to the Entitlement Offer or the Entitlement Offer documents or ASIC commences any investigation or hearing under Part 3 of the Australian Securities and Investments Commission Act 2001 (Cth), and in each case is not withdrawn within 2 business days after it is made or commenced or within 2 business days of a settlement date for the Entitlement Offer, before that date;
• ASX announces that the REIT will be removed from the official list or that any Securities will be delisted or suspended from quotation by ASX;
a Director of the Responsible Entity is charged with an indictable offence or is disqualified from managing a corporation under the Corporations Act;
any government agency commences any public action against a Director of CLW in their capacity as a Director of the Responsible Entity (or the Charter Hall Limited) or announces that it intends to take any such action;
• CLW or a material member of the REIT group is insolvent or there is an act or omission which may result in such party becoming insolvent;
unconditional approval (or conditional approval, provided such condition would not have a material adverse effect on the success or settlement of the Entitlement Offer) by the ASX for official quotation of the CLW Securities is refused, or is not granted, or is withdrawn or ASX makes, in writing, an official statement to any person or indicates to CLW or the Global Underwriters that official quotation of the CLW Securities will not be granted;
• the Responsible Entity ceases to be the responsible entity of CLW;
there are certain delays in the timetable for the Entitlement Offer;
• any statement in a certificate to be provided under the Underwriting Agreement is false, misleading or deceptive;
any information supplied by or on behalf of CLW to the Global Underwriters in final form is or becomes misleading or deceptive in a material respect, including by way of omission;
• hostilities not presently existing commence (whether war has been declared or not) or an escalation in existing hostilities occurs (whether war has been declared or not) involving any one or more of Australia, Hong Kong, New Zealand, Singapore, the United Kingdom, any member state of the European Union or the United States, or a major terrorist act is perpetrated on any of those countries;
• there is introduced, or there is a public announcement of a proposal to introduce, into the Parliament of Australia or any State of Australia, or any Federal or State authority of Australia adopts or announces a proposal to adopt a new policy (other than a law or policy which has been announced before the date of the Underwriting Agreement), any of which does or is likely to prohibit or adversely regulate the Entitlement Offer;

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Charter Hall Long WALE REIT
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Appendix D

Underwriting arrangement (cont.)

a contravention by CLW or a CLW group member of the Corporations Act, any of their respective constitutions, the ASX Listing Rules or any other applicable law;
CLW fails to perform or observe any of its obligations under the Underwriting Agreement and such breach is not remedied within the time limits specified;
a representation or warranty made or given by CLW under the Underwriting Agreement proves to be, or has been, or becomes, untrue or incorrect;
a general moratorium on commercial banking activities in Australia, Hong Kong, Singapore or the United States is declared by the relevant central banking authority in those countries, or there is a material disruption in commercial banking or security settlement or clearance services in any of those countries, in any such case continuing for 1 full trading day or more;
trading in all securities quoted or listed on ASX, the New York Stock Exchange, the London Stock Exchange or the Hong Kong Stock Exchange is suspended or limited in a material respect for at least 1 day on which that exchange is open for trading;
a change in the fund manager of CLW or in the board of directors of CLW is announced or occurs;
in the reasonable opinion of an Underwriter, a new circumstance arises that would have been required to be disclosed in the Entitlement Offer documents had it arisen before the Entitlement Offer documents were lodged with ASX; or

• there is an application to a government agency for an order, declaration or other remedy, or a government agency commences any investigation or hearing or announces its intention to do so, in each case in connection with the Entitlement Offer (or any part of or any agreement entered into in respect of the Entitlement Offer (or any part of it).

If either of the Underwriters terminates its obligations under the Underwriting Agreement, the Underwriter will not be obliged to perform any of their obligations which remain to be performed.

Neither any of their respective related bodies corporate and affiliates, nor any of their respective directors, officers, partners, employees, representatives, or advisers (the Limited Parties ) have authorised or caused the issue of this Presentation and they do not take responsibility for any statements made in this Presentation or any action taken by you on the basis of such information. To the maximum extent permitted by law, each Limited Party disclaims all liability for any expenses, losses, damages or costs incurred by you as a result of your participation in the Entitlement Offer and this information being inaccurate or incomplete in any way for any reason, whether by negligence or otherwise. None of the Limited Parties make any recommendations as to whether you or your related parties should participate in the Entitlement Offer, nor do they make any representations or warranties to you concerning this Entitlement Offer or any such information and you represent, warrant and agree that you have not relied on any statements made by the Underwriter or any of their respective related bodies corporate and affiliates or any of their respective directors, officers, partners, employees, representatives in relation to the CLW Securities or the Entitlement Offer generally.

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Appendix E
Charter Hall Long WALE REIT ATO Building, Box Hill, VIC
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Appendix E
Glossary
ASX	Australian Securities Exchange
Balance sheet gearing	Calculated as the ratio of net drawn debt (excluding unamortised debt establishment costs) to total tangible assets, less cash
CLW or the REIT	Charter Hall Long WALE REIT
CPS	Cents per security
DPS	Distributions per security
DRP	Dividend reinvestment plan
OEPS	Operating earnings per security
Look-through gearing	Calculated as the ratio of net drawn debt (excluding unamortised debt establishment costs) to total tangible assets, less cash, based on the non-IFRS pro forma proportionately consolidated statement of financial position, which adjusts for the REIT’s share of the debt, assets and cash held in equity accounted investments
NTA	Net tangible assets
NZ	New Zealand
REIT	Real estate investment trust
SPP	Security purchase plan
TERP	Theoretical ex-rights price
WALE	The average lease term remaining to expiry across the portfolio or a property or group of properties, weighted by net passing income or as noted
WARR	The average rent review across the portfolio or a property or group of properties, weighted by net passing income

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Appendix E
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Contact information

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Avi Anger
Fund Manager
Charter Hall Long WALE REIT
Charter Hall Group
T: +61 2 8651 9111
[email protected]
Presentation authorised by the Board
Charter Hall Long WALE REIT
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Scott Martin Darryl Chua Philip Cheetham Head of Finance Deputy Fund Manager Head of Listed Investor Relations Charter Hall Long WALE REIT Charter Hall Long WALE REIT Charter Hall Group Charter Hall Group Charter Hall Group T: +61 3 9903 6169 T: +61 2 8651 9415 T: +61 2 8651 9214 [email protected] [email protected] [email protected]

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39
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Sydney Head Office Melbourne Brisbane Perth Adelaide Level 20, No.1 Martin Place Level 23, 130 Lonsdale Street Level 3, The Annex Level 5, St Georges Square Level 2, 80 Pirie Street Sydney NSW 2000 Melbourne VIC 3000 275 George Street 225 St Georges Terrace Adelaide SA 5000 Brisbane QLD 4000 Perth WA 6000 T: +61 2 8651 9000 T: +61 3 9903 6100 T: +61 7 3228 2000 T: +61 8 9269 5900 T: +61 8 8417 5900 Charter Hall Long WALE REIT 40

Charter Hall Long WALE REIT[| ] Retail Entitlement Offer[|] 48

Glossary

Acquisitions	A 50% interest in four modern, long WALE suburban ofce and life sciences properties and a
	100% interest in a modern, long WALE convenience retail property for a total consideration of
	$415.4 million.
AEST	Australian Eastern Standard Time.
Application	An application for New Securities under the Retail Entitlement Ofer.
Application Monies	Monies received from an applicant in respect of their Application.
ASIC	Australian Securities and Investments Commission.
ASX	ASX Limited (ABN 98 008 624 691) and, where the context requires, the fnancial market that
	it operates (i.e. the Australian Securities Exchange).
ASX Announcement	The announcement released by Responsible Entity to ASX on Tuesday, 18 May 2021 in
	relation to the Ofer and annexed as Annexure A to this Retail Ofer Booklet.
ASX Listing Rules	The ofcial listing rules of the ASX, as amended or repealed from time to time.
Corporations Act	Corporations Act 2001 (Cth).
Distribution	The amount of income of the REIT payable to Securityholders in accordance with the
	constitution of the REIT.
Distribution Yield	The rate of return derived by dividing the Distribution per Security by the Issue Price.
Early Retail Acceptance	5:00pm (AEST), Wednesday, 26 May 2021.
Due Date
Early Retail Entitlement Ofer	That part of the Retail Ofer in respect of which applications have been received by the Early Retail Acceptance Due Date.
Early Retail Entitlement Ofer Allotment Date	Friday, 28 May 2021.
Eligible Institutional Securityholder	An Institutional Securityholder which has been invited to participate in the Institutional Entitlement Ofer.
Eligible Retail	A Securityholder who satisfes the defnition outlined in Section 1.1.
Securityholder
Eligible Securityholder	An Eligible Institutional Securityholder or an Eligible Retail Securityholder.
Entitlement	The entitlement to 1 New Security for every 10.68 Securities held on the Record Date by
	Eligible Securityholders.
Entitlement and	The Entitlement and Acceptance Form accompanying this Retail Ofer Booklet which can be
Acceptance Form	used to make an Application.
Entitlement Ofer	The accelerated non-renounceable entitlement ofer of approximately 1 New
	Securities for every 10.68 Securities held on the Record Date at the Issue Price, and
	comprised of the Institutional Entitlement Ofer and the Retail Entitlement Ofer.
Final Allotment Date	Wednesday, 9 June 2021.
Final Retail Closing Date	5:00pm (AEST), Wednesday, 2 June 2021.
Ineligible Securities	is defned in Section 1.4.1
Ineligible Securityholder	A Securityholder that is neither an Eligible Institutional
	Securityholder nor an Eligible Retail Securityholder.
Institutional Entitlement Ofer	The ofer of New Securities to Eligible Institutional Securityholders and invited Institutional Investors under the Entitlement Ofer, as described in Section 1.2.

Charter Hall Long WALE REIT[| ] Retail Entitlement Offer[|] 49

Institutional Investor	A person:
	1 in the case of a person with a registered address in Australia, who is an “exempt investor” as defned in ASIC Corporations
	(Non-Traditional Right Issues) Instrument 2016/84; or
	2 if outside Australia, to whom ofers for issue of Securities may lawfully
	be made without the need for a lodged product disclosure statement,
	prospectus or other disclosure document or other lodgement, registration, fling with or approval by a governmental agency (other than one with which
	Responsible Entity is willing, in its absolute discretion, to comply)
Institutional	A holder of Securities on the Record Date who is an Institutional Investor.
Securityholder
Investor Presentation	The investor presentation dated Tuesday, 18 May 2021 in relation to the
	Ofer and annexed as Annexure B to this Retail Ofer Booklet
Issue Price	The issue price per New Security, being $4.65 per New Security.
New Securities	Securities ofered under the Ofer.
Ofer	The Entitlement Ofer.
Operating Earnings	Operating Earnings is a fnancial measure which represents the proft/(loss) under
	Australian Accounting Standards adjusted for net fair value movements, non-
	cash accounting adjustments such as straight-lining of rental income, amortisation and other unrealised or one-of items. Operating Earnings also aligns to the Funds from Operations as defned by the Property Council of Australia.
Operating EPS Yield	The percentage rate of return calculated by dividing the
	Operating Earnings per Security by the Issue Price.
Oversubscription Facility	Eligible Securityholders who take up their full Entitlement may also apply
	for additional New Securities in excess of their Entitlement up to 50% of
	their full Entitlement (to the extent available) at the Issue Price.
Record Date	7:00pm (AEST) on Thursday, 20 May 2021
Registry	Link Market Services Limited.
REIT	Charter Hall Long WALE REIT.
Responsible Entity	Charter Hall WALE Limited (ABN 20 610 772 202, AFSL 486721).
Retail Entitlement Ofer	The ofer of New Securities to Eligible Retail Securityholders under the Entitlement Ofer, as described in Section 1.3.
Retail Ofer Booklet	This booklet dated Monday, 24 May 2021, including the ASX Announcement and the Investor Presentation.
Retail Ofer Period	The period from the date the Retail Entitlement ofer
	opens until the Final Retail Closing Date.
Security	One stapled unit in Charter Hall Long WALE REIT.
Securityholder	The registered holder of a Security.
Underwriters	Citigroup Global Markets Australia Pty Limited (ABN 64 003 114 832),
	Morgan Stanley Australia Securities Limited (ABN 55 078 652 276)
Underwriting Agreement	The underwriting agreement between Responsible Entity and the Underwriters
	dated Tuesday, 18 May 2021, as described in Section 4.20.

Charter Hall Long WALE REIT[| ] Retail Entitlement Offer[|] 50

Corporate Directory

Responsible Entity and Manager

Charter Hall WALE Limited (registered office)

Level 20, No.1 Martin Place Sydney NSW 2000 GPO Box 2704 Sydney NSW 2001

Charter Hall Long WALE REIT Offer Information Line +61 1300 303 063

Legal Adviser

Allens

Deutsche Bank Place Corner of Hunter and Phillip Streets Sydney 2000 NSW

Registry

Link Market Services Limited

Level 12, 680 George Street Sydney NSW 2000

Open between 8.30am and 5.30pm (AEST) Monday to Friday during the Retail Offer Period (Monday, 24 May 2021 to Wednesday, 2 June 2021)

Underwriters

Citigroup Global Markets Australia Pty Limited

Citigroup Centre 2 Park Street Sydney NSW 2000

Morgan Stanley Australia Securities Limited

Level 26, Chifley Tower 2 Chifley Square Sydney NSW 2000

Charter Hall Long WALE REIT[| ] Retail Entitlement Offer[|] 51

charterhall.com.au/lwr

AI assistant

CHARTER HALL LONG WALE REIT — Capital/Financing Update 2021

64662_rns_2021-05-23_89ad3d06-8c37-4a99-9c4a-aa1bf08e9a9e.pdf

Charter Hall Long WALE REIT

Retail Entitlement Offer

NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES

Contents

Important Notice

No overseas offering

New Zealand

United States

Not investment advice

Forward-looking statements

Definitions

Past performance

Currency

Times and dates

Letter from the Chair

Charter Hall Long WALE REIT – Retail Entitlement Offer

Entitlement Offer

Use of proceeds

Intentions of major securityholder

Financial impact of the Acquisitions and the Offer

Retail Entitlement Offer

How to apply

Peeyush Gupta AM Chair

Charter Hall WALE Limited

Key dates

Section 1 - What Should You Do?

1.1 Decide if you are eligible to participate in the Retail Entitlement Offer

1.2 Read this Retail Offer Booklet and the accompanying Entitlement and Acceptance Form

1.3 Consider the Retail Entitlement Offer in light of your particular investment objectives and circumstances

1.4 Decide what you want to do

1.4.1 Ineligible Securityholder

1.4.2 Eligible Securityholders

1.5 Apply for New Securities

If you take no action your Entitlement under the Retail Entitlement Offer will lapse, you will receive no value for your lapsed Entitlement and your percentage holding in the REIT will reduce.

1.6 Questions

Section 2 - How to Apply – Eligible Retail Securityholders

2.1 Choices available to Eligible Retail Securityholders

2.2 Take up all, or part, of your Entitlement

2.2.1 Payment via BPAY®

2.2.2 Submit your completed Entitlement and Acceptance Form together with cheque, bank draft or money order for all Application Monies

Postal Address

2.3 Refund of Application Monies

2.4 If you take no action all of your Entitlement will lapse

2.5 Implications of making an Application

2.6 Enquiries

Section 3 - Taxation

3.1 General

3.2 Issue of Entitlements

3.3 Acquiring New Securities

3.4 Distributions on New Securities

3.5 Disposal of New Securities

3.6 Entitlements not taken up

3.7 Tax file number

3.8 Other Australian taxes

Section 4 - Important Information for Securityholders

4.1 Retail Offer Booklet availability

4.2 Ranking of New Securities

4.3 Reconciliation and fractional entitlements

4.4 Quotation and trading

4.5 Holding Statements

4.6 Brokerage

4.7 No Entitlement Trading

4.8 Participation of Directors and Charter Hall Group

4.9 Withdrawal of the Entitlement Offer

4.10 Continuous disclosure requirements

4.11 Retail Offer Booklet does not constitute investment advice

4.12 Risk factors

4.13 No authorisation beyond information contained within this Retail Offer Booklet

4.14 No cooling-off rights

4.15 Forward-looking statements

4.16 Past performance

4.17 Offer jurisdictions – restrictions and limitations

United States

New Zealand

4.18 Ineligible Securityholders

4.19 Nominees

4.20 Underwriting arrangements and fees

CHARTER HALL LONG WALE REIT Capital/Financing Update 2021