CROMWELL PROPERTY GROUP — Capital/Financing Update 2018

Nov 27, 2018

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Wednesday 28 November 2018

ASX Market Announcements Office Exchange Centre 20 Bridge Street SYDNEY NSW 2000

Dear Sir/Madam

Cromwell Property Group (ASX:CMW) Notice under sections 708AA(2)(f) and 1012DAA(2)(f) of the Corporations Act 2001 (Cth)

This notice is given by Cromwell Property Group (Cromwell) comprising Cromwell Corporation Limited (Company) and the Cromwell Diversified Property Trust (Trust), the responsible entity of which is Cromwell Property Securities Limited (RE and together with the Company, the Issuers) under sections 708AA(2)(f) and 1012DAA(2)(f) of the Corporations Act 2001 (Cth) (Corporations Act) as modified by ASIC Corporations (Non-Traditional Rights Issues) Instrument 2016/84 (ASIC Instrument).

The Issuers have announced an accelerated non-renounceable entitlement offer of fully paid ordinary stapled securities in Cromwell (each comprising a fully paid ordinary share in the Company and a fully paid ordinary unit in the Trust) (New Securities) to raise up to $300 million (Offer).

Under the Offer, eligible securityholders of Cromwell will be entitled to subscribe for two New Securities for every 13 stapled securities they hold in Cromwell as at 7.00pm AEDT on Friday 30 November 2018. Each New Security will be issued at an issue price of $0.98.

The Issuers advise that:

• a) the New Securities to be issued under the Offer will be issued without disclosure to investors under Part 6D.2 of the Corporations Act and without a product disclosure statement under Part 7.9 of the Corporations Act;

• b) this notice is being given under sections 708AA(2)(f) and 1012DAA(2)(f) of the Corporations Act as modified by the ASIC Instrument;

• c) as disclosing entities, the Issuers are subject to regular reporting and disclosure obligations;

• d) as at the date of this notice, the Issuers have complied with:

  • i) the provisions of Chapter 2M of the Corporations Act as they apply to the Company and the Trust respectively; and

  • ii) section 674 of the Corporations Act as it applies to the Company and the Trust respectively;

• e) as at the date of this notice, there is no excluded information of the type referred to in sections 708AA(8) and 708AA(9) or sections 1012DAA(8) and 1012DAA(9) of the Corporations Act that is required to be set out in this notice; and

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• f) the potential effect that the issue of the Stapled Securities will have on the control of Cromwell, and the consequences of that effect, will depend on a number of factors, including investor demand and existing securityholdings. The Offer is not expected to have a material effect or consequence on the control of Cromwell.

Yours faithfully CROMWELL PROPERTY GROUP

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LUCY LAAKSO

COMPANY SECRETARY

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