CROMWELL PROPERTY GROUP — Capital/Financing Update 2014

May 14, 2014

ASX Announcement

15 May 2014

CROMWELL FINALISES NEW DEBT PLATFORM

Cromwell Property Group (ASX: CMW) has finalised a new $1.019 billion debt platform to replace seven existing facilities.

The platform, which was foreshadowed in Cromwell’s FY14 first half results, consolidates all but two of Cromwell’s existing debt facilities.

The new facility under the platform also extends Cromwell’s weighted average debt maturity from 1.4 years to 4.2 years and reduces the weighted average margin across all facilities by approximately 16bp.

Under the new facility, borrowings will be secured, on a limited recourse basis, by a pool of assets comprising the majority of Cromwell’s property assets. The facility is structured as separate tranches to each lender, with the ability to negotiate the pricing and term of each tranche separately, while preserving common covenants and facility terms. Cromwell is able to add or remove assets from the security pool as the portfolio changes.

The platform provides Cromwell with greater flexibility for its future funding needs, as it allows for the issue of additional tranches to acquire new assets or refinance existing facilities and to create separate security pools over new assets.

Importantly, Cromwell can still borrow outside the facility, and issue corporate bonds or other forms of debt in the future, which remains a medium term goal.

A total of seven banks participated in the new facility, including all the lenders from the refinanced facilities. The new facility was co-ordinated by the Commonwealth Bank.

The platform does not impact Cromwell’s overall gearing or hedging profile and FY14 earnings guidance remains unchanged. Establishment costs of approximately $7 million will be paid in cash and amortised over the term of the new facility.

Cromwell Group Treasurer, David Gippel said, “We have collaborated with a number of lenders to create an innovative debt funding solution which, supported by Cromwell’s attractive property portfolio and cash flow profile, is both flexible and cost effective.”

Cromwell CEO, Paul Weightman said, “We have taken some time in finalising this new facility and its structure because it was important that we maximise future flexibility for Cromwell as we continue to pursue opportunities in the market. The work that David and our lenders have done has resulted in a secure debt platform from which to grow the property portfolio.”

Further details of the new facility and other fully debt metrics are included in the attached presentation.

ENDS.

Cromwell Property Group (ASX:CMW) comprising Cromwell Corporation Limited (ABN 44 001 056 980) and Cromwell Property Securities Limited (ABN 11 079 147 809 AFSL 238052) as responsible entity for Cromwell Diversified Property Trust (ABN 30 074 537 051 ARSN 102 982 598).

Further information and media releases can be found at the Cromwell website: www.cromwell.com.au

Cromwell Property Group (ASX:CMW) ASX Announcement 15 May 2014

Contacts:

Paul Weightman Managing Director/CEO +61 411 111 028 paul.weightman@cromwell.com.au

David Gippel Group Treasurer +61 7 3225 7752 david.gippel@cromwell.com.au

Cromwell Investor Services Centre 1300 276 693 (within Australia) +61 7 3225 7777 (outside Australia) invest@cromwell.com.au

Ross McGlade Investor Relations +61 2 8278 3613 ross.mcglade@cromwell.com.au

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Debt Update 15 May 2014

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Important Information & Disclaimer

This presentation including its appendices (“Presentation”) is dated 15 May 2014 and has been prepared by the Cromwell Property Group, which com p rises Cromwell Cor p oration Limited ( ACN 001 056 980) and Cromwell Property Securities Limited (ACN 079 147 809; AFSL 238052) as responsible entity of the Cromwell Diversified Property Trust (ARSN 102 982 598). Units in the Cromwell Diversified Property Trust are stapled to shares in Cromwell Corporation Limited. The stapled securities are li ste d on t h e ASX (ASX C o d e: CMW) .

The information in this Presentation is subject to change without notice and does not purport to be complete or comprehensive. It should be read in conjunction with Cromwell Property Group’s other periodic and continuous disclosure announcements available at www.asx.com.au.

The information in this Presentation does not take into account your individual objectives, financial situation or needs. Before making an investment decision, investors should consider, with or without a financial or taxation adviser, all relevant information (including the information in this Presentation) having regard to their own objectives, financial situation and needs. Investors should also seek such financial, legal or tax advice as they deem necessary or consider appropriate for their particular jurisdiction.

Cromwell Property Group does not guarantee any particular rate of return or the performance of Cromwell Property Group nor do they guarantee the repayment of capital from Cromwell Property Group or any particular tax treatment. Past performance is not indicative of future performance. Any “forward lookin g ” statements are based on assum p tions and contingencies which are subject to change without

notice. Any forward-looking statements are provided as a general guide only and should not be relied upon as an indication or guarantee of future performance.

The information in this Presentation has been obtained from or based on sources believed by Cromwell Property Group to be reliable. To the maximum extent permitted by law, Cromwell Property Group, their officers, employees, agents and advisors do not make any warranty, expressed or implied, as to the currency, accuracy, reliability or completeness of the information in this Presentation and disclaim all responsibility and liability for the information (including, without limitation, liability for negligence).

To the extent that any general financial product advice in respect of Cromwell Property Group stapled securities is provided in this Presentation , it is provided by Cromwell Property Securities Limited. Cromwell Property Securities Limited and its related bodies corporate, and their associates, will not receive any remuneration or benefits in connection with that advice.

Thi s P resen a t ti on d oes no t cons tit u e t an o ff er t o se ll , or the solicitation of an offer to buy, any securities in the United States or to any ‘US person’ (as defined in Regulation S under the US Securities Act of 1933, as amended (“Securities Act”) (“US Person”)). Cromwell Property Group stapled securities have not been, and will not be , registered under the Securities Act or the securities laws of any state or other jurisdiction of the United States, and may not be offered or sold in the United States or to any US Person without being so registered or pursuant to an exemption from registration.

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CMW Debt Update

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Key Refinancing Objectives of New Debt Platform

• Pricing: achieve best pricing outcomes by pooling security assets

• Flexibility: ensure efficient flexibility to cope with future changes to the portfolio

• Tenor: manage and extend the debt maturity profile within pricing expectations

• Contagion risk: minimise cross collateralisation where a pp ro p riate to mana g e assets effectivel y

• Capacity to engage alternative investor markets

• Consistency of terms: common covenants and facility terms for easier administration

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Greater Efficiency In New Debt Platform

 Refinanced Platforms:

 New Debt Platform:

• 7 facilities , 6 lenders

• 1.8 year remaining term

• Generally 3 year facilities

• Various security pools, mix of limited and full recourse

• Different covenants for each facility

• Different terms for each facility

• 1 facility , 7 lenders each with their own discrete tranches

• 4.5 year term with a mix of 4 and 5 year expiries

• One security pool over 26 properties, with limited recourse to head trust

• Common terms

• Initial step towards corporate credit rating

• Potential to diversify away from bank debt over time

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New Debt Platform Provides Greater Flexibility

 Within the facility

• Assets can be added or removed easily as portfolio changes, provided covenants continue to be satisfied

• New tranches, lenders and security pools can be added which provides an efficient structure to undertake future borrowings

• Variable pricing negotiated with each lender which provides for different margins to apply if LVR changes

 Outside the facility

• Cromwell retains flexibility to issue other debt/equity outside the security structure, including by DPT/CCL

• Existing Tuggeranong facility has been retained to preserve attractive pricing for balance of existing facility term

• Existing Northpoint joint venture facility retained

• Key step towards corporate debt issue and diversified away from bank debt, which remains a goal over time

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Expiry profile now 4.2 years across all facilities

• Weighted average debt maturity increased to 4.2 years

• Diversified across 7 lenders with varying maturity dates

• No maturities until June 2015

Debt Expiry Profile[1]

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$700 , 000 , 000
$600,000,000
$125M
$500,000,000 Australian major
banks $69.6M
$50M
$400,000,000 $25M $25M
Others
$123.5M $123.5M
$300,000,000
$50M $50M
$200,000,000
$123.5M $123.5M
$100,000,000
$97 5M. $100M $100M
$0
FY14 FY15 FY16 FY17 FY18
Value Expiring N/A $97.5m N/A $491.6m $597m
% Expiring 0% 8% 0% 42% 50%
1) Includes 50% of Northpoint debt
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CMW Debt Update

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Lowering Cost of Debt

 Cost of debt continues to reduce

 Weighted average hedge term of 1.7 years

• Weighted average margin reduced by a pp roximatel y 16b p

• New facility provides some upside in pricing if LVR reduces

• High degree of certainty over interest expense in FY15

• Can benefit from lower variable rates as existing hedges expire

• FY15 all-up interest cost would be 5.7% assuming no change to LVR , hedging profile and existing market rates

• Looking at options to undertake some further hedging

• Cash on hand provides additional hedge against increases in rates

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CMW Hedging Profile
80%
Fixed Debt
70%
60%
50%
40%
30%
20%
10%
0%
2H14 1H15 2H15 1H16 2H16 1H17 2H17 1H18 2H18
Average Interest
Rate 5.69% 5.53% 5.32% 5.22% 5.23% 5.21% 5.47% 5.51% 5.53%
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1) Includes 50% Northpoint debt. Average interest rate includes current margins and hedges and incorporates market forward variable interest rates on 14[th] May 2014

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Facility Details

	Amount ($‘000) Facility Maturity Date Years Remaining Covenants
	$ 123,500 Bank 1 5yr Facility May-19 5.00 $ 100,000 Bank 2 5yr Facility May-19 5.00 $ 123,500 Bank 3 5yr Facility May-19 5.00
	LVR - 60% ICR - 2.00 times $ 125,000 Bank 4 5yr Facility May-19 5.00 $ 50,000 Bank 5 5yr Facility May-19 5.00 $ 50,000 Bank 6 5yr Facility May-19 5.00
	WALE - 3 years $ 25,000 Bank 7 5yr Facility May-19 5.00 $ 123,500 Bank 1 4yr Facility May-18 4.00 $ 100,000 Bank 2 4yr Facility May-18 4.00
	$ 123,500 Bank 3 4yr Facility May-18 4.00 $ 50,000 Bank 5 4yr Facility May-18 4.00 $ 25,000 Bank 7 4yr Facility May-18 4.00 97500 Bk8Fili J15 113 LVR65%ICR125 i
	$ an acty un tmes , - . - , - . $ 1,116,500 Weighted average excluding Northpoint debt 4.3 $ 69,671 Bank 1 Facility Dec-16 2.60 LVR-55%, ICR-2.00 times $ 1,186,171 Weighted average including Northpoint debt 4.2

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Interest Rate Hedging Details

	Amount ($’000) Fixed Rate Maturity Date Years Remaining % of Total
	100,000 4.15% Dec-17 3.6 8.96% 100,000 3.99% Nov-17 3.5 8.96% 86,450 5.95% Sep-17 3.3 7.74%
	90,000 4.14% May-17 3.0 8.06% 80,000 3.86% Aug-16 2.2 7.17% 100,000 4.38% Jul-16 2.1 8.96%
	31,730 5.90% Feb-16 1.7 2.84% 133,000 5.19% May-15 1.0 11.91% 62,400 2.99% May-15 1.0 5.59%
	100 000 2 98% M 15 1 0 8 96% , . ay- . . 83,700 4.94% Oct-14 0.4 7.50% 149,220 Unhedged N/A N/A 13.36%
	1 116 500 Weighted average excluding Northpoint debt 1 8 100 00% , , . . 69,672 Unhedged N/A N/A N/A 1,186,172 Weighted average including Northpoint debt 1.7 N/A

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Contact Us

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Paul Weightman CEO / Managing Director paul.weightman@cromwell.com.au Phone: +61 7 3225 7720

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Ross McGlade Investor Relations ross.mcglade@cromwell.com.au Phone: +61 2 8278 3613

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Daryl Wilson Director - Finance and Funds Management dar y l.wilson@cromwell.com.au Phone: +61 7 3225 7724

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David Gippel Group Treasurer david. g ippel@cromwell.com.au Phone: +61 7 3225 7752

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Investor Services

1300 276 693 invest@cromwell.com.au www.cromwell.com.au

Brisbane Office

Cromwell House Level 19, 200 Mary Street Brisbane QLD 4000

Sydney Office Level 14 167 Macquarie Street Sydney NSW 2000

Melbourne Office Level 5 700 Collins Street Melbourne VIC 3008

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CMW Debt Update

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well versed
well timed
well cons id ere d
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