CROMWELL PROPERTY GROUP — M&A Activity 2019

Mar 26, 2019

ASX Announcement 27 March 2019

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RESPONSE TO MEDIA SPECULATION

Cromwell Property Group (ASX:CMW) (Cromwell) notes the recent press speculation regarding RDI (LSE:RDI) (RDI) and confirms that it has made an approach to the board of RDI regarding a potential transaction.

Any transaction would be consistent with Cromwell’s strategy to work with our capital partners to grow funds under management and continue to expand its investment footprint in the UK and Europe. Over half of Cromwell’s A$11.5bn of assets under management as at 31 December 2018 is concentrated in Europe.

Discussions are ongoing between the parties and a further announcement will be made in due course, but there can be no certainty that a formal offer will be made nor as to the terms of any offer.

In accordance with Rule 2.6(a) of the UK City Code on Takeovers and Mergers (the Code), Cromwell is required, by not later than 5.00pm BST on 23 April 2019, being 28 days after today’s date, to either:

• (i) announce a firm intention to make an offer for RDI in accordance with Rule 2.7 of the Code; or

• (ii) announce that it does not intend to make an offer, in which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies.

This deadline can be extended with the consent of the UK Takeover Panel (the Panel) in accordance with Rule 2.6(c) of the Code.

Ends.

Media Enquiries:

Honner Media Paul Cheal / Jessica Effeney +61 (0) 427 755 296 / +61 (0) 400 998 373 paul@honner.com.au / jessica@honner.com.au

ABOUT CROMWELL PROPERTY GROUP

Cromwell Property Group (ASX:CMW) is a diversified real estate investor and manager with operations on three continents and a global investor base. As at 31 December 2018, Cromwell had a market capitalisation of $2.2 billion, a direct property investment portfolio in Australia valued at $2.5 billion and total assets under management of $11.5 billion across Australia, New Zealand and Europe.

Cromwell has appointed Goldman Sachs International (Goldman Sachs) as lead financial adviser, Morgan Stanley & Co. International plc (Morgan Stanley) as financial adviser, and Hebert Smith Freehills LLP (HSF) as its legal adviser in relation to the Proposal.

Goldman Sachs International, which is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority in the United Kingdom, is acting exclusively for Cromwell and no one else in connection with the matters described in this announcement and will not be responsible to anyone other than Cromwell for providing the protections afforded to clients of Goldman Sachs International, or for giving advice in connection with the matters described in this announcement or any matter referred to herein.

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Cromwell Property Group (ASX:CMW) ASX Announcement 27 March 2019

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Morgan Stanley & Co. International plc (Morgan Stanley), which is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and Prudential Regulation Authority in the United Kingdom, is acting exclusively for Cromwell and no one else in connection with the matters set out in this announcement. In connection with such matters, Morgan Stanley, its affiliates and their respective directors, officers, employees and agents will not regard any other person as their client, nor will they be responsible to any other person for providing the protections afforded to their clients or for providing advice in relation to the contents of this announcement or any other matter referred to herein.

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