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DEXUS Major Shareholding Notification 2023

May 16, 2023

64807_rns_2023-05-16_67afd268-e81b-40a5-b3d0-9e465e866c0b.pdf

Major Shareholding Notification

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604 15 July 2001

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

ToCompany Name/Scheme
Dexus Convenience Retail REIT, comprising:

Convenience Retail REIT No.1 (ARSN 101 227 614) (“CRR1”)

Convenience Retail REIT No.2 (ARSN 619 527 829) (“CRR2”)

Convenience Retail REIT No.3 (ARSN 619 527 856) (“CRR3”)
ACN/ARSN
As above
Details of substantial holder (1)
Name
Dexus Funds Management Limited (ACN 060 920 783) as responsible entity of Dexus Property Trust (ARSN 648 526 470) and
Dexus Operations Trust (ARSN 110 521 223) (“Dexus”)
Dexus RE Limited (ACN 627 612 202) as responsible entity of APD Trust (ARSN 629 330 007) (“APD”)
Dexus Asset Management Limited (ACN 080 674 479) (“DXAM”) in its personal capacity
DXAM as responsible entity of Dexus AREIT Fund (ARSN 134 361 229) (“Dexus AREIT”)
DXAM as responsible entity of Dexus Property For Income Fund (ARSN 090 467 208) (“PFIF 1”)
DXAM as responsible entity of Dexus Property For Income Fund No.2 (ARSN 113 296 110) (“PFIF 2”)
DXAM as investment manager appointed by Colonial First State Investment Services to manage Dexus CFS AREIT Fund (“CFS”)
ACN/ARSN (if applicable)
As above
There was a change in the interests of the
substantial holder on
12 / 05 / 2023
The previous notice was given to the company on
18 / 08 / 2021
The previous notice was dated
18 / 08 /2021
Dexus Convenience Retail REIT, comprising:

Convenience Retail REIT No.1 (ARSN 101 227 614) (“CRR1”)

Convenience Retail REIT No.2 (ARSN 619 527 829) (“CRR2”)

Convenience Retail REIT No.3 (ARSN 619 527 856) (“CRR3”)
Dexus Convenience Retail REIT, comprising:

Convenience Retail REIT No.1 (ARSN 101 227 614) (“CRR1”)

Convenience Retail REIT No.2 (ARSN 619 527 829) (“CRR2”)

Convenience Retail REIT No.3 (ARSN 619 527 856) (“CRR3”)
As above
Dexus Funds Management Limited (ACN 060 920 783) as responsible entity of Dexus Property Trust (ARSN 648 526 470) and
Dexus Operations Trust (ARSN 110 521 223) (“Dexus”)
Dexus RE Limited (ACN 627 612 202) as responsible entity of APD Trust (ARSN 629 330 007) (“APD”)
Dexus Asset Management Limited (ACN 080 674 479) (“DXAM”) in its personal capacity
DXAM as responsible entity of Dexus AREIT Fund (ARSN 134 361 229) (“Dexus AREIT”)
DXAM as responsible entity of Dexus Property For Income Fund (ARSN 090 467 208) (“PFIF 1”)
DXAM as responsible entity of Dexus Property For Income Fund No.2 (ARSN 113 296 110) (“PFIF 2”)
DXAM as investment manager appointed by Colonial First State Investment Services to manage Dexus CFS AREIT Fund (“CFS”)
As above
12 / 05 / 2023
18 / 08 / 2021
18 / 08 /2021

1. Details of substantial holder (1)

2. Previous and present voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:

Class of securities (4) Previous notice Present notice
Person’s votes Voting power(5) Person’s votes Voting power(5)
Fully paid stapled units
comprising one ordinary unit
in each of CRR1, CRR2 and
CRR3, stapled together
(“Units”)
21,091,590 17.06% (based on
123,648,383 Units on
issue)
21,261,922 15.43% (based on
137,756,563 Units on issue)

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604 15 July 2001

3. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:

Date of change Person whose
relevant
interest
changed
Nature of
change (6)
Consideration
given in relation
to change (7)
Class and
number of
securities affected
Person’s votes
affected
23 September 2021 APD Dilution of voting power as a result of the issue of
additional Units pursuant to the security purchase
plan component of the offer announced on 17
August 2021("SPP”)
N/A N/A N/A
23 August 2021 APD Dilution of voting power as a result of the issue of
additional Units pursuant to the institutional
placement component of the offer announced on
17 August 2021(“Placement")
N/A N/A N/A
23 September 2021 DXAM Dilution of voting power as a result of the issue of
additionalUnits pursuant to the SPP
N/A N/A N/A
23 August 2021 DXAM Dilution of voting power as a result of the issue of
additionalUnits pursuant to thePlacement
N/A N/A N/A
12 May2023 DexusAREIT On-market disposalofUnits byDexusAREIT $2,313,460.00 883,000 Units 883,000
9 February2023 Dexus AREIT On-market disposal of Units byDexus AREIT $182,675.20 64,000 Units 64,000
7 November 2022 Dexus AREIT On-market disposal of Units byDexus AREIT $260,572.84 91,751 Units 91,751
5 October 2022 DexusAREIT On-market disposalofUnits byDexusAREIT $390,554.45 139,228 Units 139,228
30 September 2022 DexusAREIT On-market disposalofUnits byDexusAREIT $348,276.32 128,829 Units 128,829
3 November 2021 Dexus AREIT On-market acquisition of Units byDexus AREIT $1,340,000.00 400,000 Units 400,000
23 September 2021 Dexus AREIT Dilution of voting power as a result of the issue of
additionalUnits pursuant to the SPP
N/A N/A N/A
16 September 2021 Dexus AREIT On-market acquisition of Units byDexus AREIT $117,439.27 32,603 Units 32,603
9 September 2021 Dexus AREIT On-market acquisition of Units byDexus AREIT $942,500.00 260,000 Units 260,000
30August2021 DexusAREIT On-market acquisitionofUnits byDexusAREIT $310,010.53 85,733 Units 85,733
23 August 2021 Dexus AREIT Acquisition of Units by Dexus AREIT pursuant to
the Placement
$2,770,074.00 769,465 Units 769,465
12 May2023 PFIF 1 On-market disposalofUnits byPFIF 1 $131,000.00 50,000 Units 50,000
9February2023 PFIF 1 On-market acquisitionofUnits byPFIF 1 $111,317.70 39,000 Units 39,000
29 September 2022 PFIF 1 On-market disposal of Units byPFIF 1 $163,614.00 60,000 Units 60,000
28 September 2022 PFIF 1 On-market disposal of Units byPFIF 1 $219,088.00 80,000 Units 80,000
3November 2021 PFIF 1 On-market acquisitionofUnits byPFIF 1 $127,300.00 38,000 Units 38,000
23 September 2021 PFIF 1 Dilution of voting power as a result of the issue of
additional Unitspursuant to the SPP
N/A N/A N/A
9 September 2021 PFIF 1 On-market acquisitionofUnits byPFIF 1 $50,750.00 14,000 Units 14,000
30August2021 PFIF 1 On-market acquisitionofUnits byPFIF 1 $18,600.70 5,144Units 5,144
23 August 2021 PFIF 1 Acquisition of Units by PFIF 1 pursuant to the
Placement
$240,829.20 66,897 Units 66,897
12 May2023 PFIF 2 On-market disposalofUnits byPFIF 2 $44,540.00 17,000 Units 17,000
9 February2023 PFIF 2 On-market acquisition of Units byPFIF 2 $71,357.50 25,000 Units 25,000
15 November 2022 PFIF 2 On-market disposal of Units byPFIF 2 $37,744.20 13,000 Units 13,000
29 September 2022 PFIF 2 On-market disposalofUnits byPFIF 2 $54,538.00 20,000 Units 20,000
28 September 2022 PFIF 2 On-market disposalofUnits byPFIF 2 $54,772.00 20,000 Units 20,000
3 November 2021 PFIF 2 On-market acquisition of Units byPFIF 2 $30,150.00 9,000 Units 9,000
23 September 2021 PFIF 2 Dilution of voting power as a result of the issue of
additionalUnits pursuant to the SPP
N/A N/A N/A
9 September 2021 PFIF 2 On-market acquisition of Units byPFIF 2 $3,625.00 1,000 Units 1,000
23 August 2021 PFIF 2 Acquisition of Units by PFIF 2 pursuant to the
Placement
$75,848.40 21,069 Units 21,069
12 May2023 CFS On-market disposal of Units byCFS $131,000.00 50,000 Units 50,000
15 November 2022 CFS On-market disposal of Units byCFS $81,385.74 28,031 Units 28,031
28 September 2022 CFS On-market disposalofUnits by CFS $136,930.00 50,000 Units 50,000
3November 2021 CFS On-market acquisitionofUnits by CFS $201,000.00 60,000 Units 60,000
23 September 2021 CFS Dilution of voting power as a result of the issue of
additionalUnits pursuant to the SPP
N/A N/A N/A
16 September 2021 CFS On-market acquisitionofUnits by CFS $11,742.85 3,260 Units 3,260
9 September 2021 CFS On-market acquisition of Units byCFS $126,875.00 35,000 Units 35,000
23 August 2021 CFS Dilution of voting power as a result of the issue of
additional Unitspursuant to the Placement
N/A N/A N/A

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604 15 July 2001

4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Holder of
relevant
interest
Registered
holder of
securities
Person entitled
to be registered
as holder (8)
Nature of
relevant
interest (6)
Class and number
of securities
Person’s votes
APD Perpetual
Corporate
Trust Limited
Perpetual
Corporate
Trust Limited
Responsible entity with power to
exercise control over voting
rights
10,011,224 Units 10,011,224
DXAM DXAM DXAM Registered holder 2,402,816 Units 2,402,816
Dexus AREIT National
Nominees
Limited
(“National
Nominees”)
National
Nominees
Responsible entity with power to
exercise control over voting
rights
7,110,327 Units 7,110,327
PFIF 1 National
Nominees
National
Nominees
Responsible entity with power to
exercise control over voting
rights
570,261 Units 570,261
PFIF 2 National
Nominees
National
Nominees
Responsible entity with power to
exercise control over voting
rights
174,166 Units 174,166
CFS Northern Trust (SG) Northern Trust (SG) Investment manager with power
to exercise control over voting
rights
993,128 Units 993,128

5. Changes in association

The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:


interests in the company or scheme are as follows:
Name and ACN/ARSN (if applicable) Nature of association
N/A

6. Addresses

The addresses of persons named in this form are as follows:

Name Address
Dexus, APD and DXAM Level 25, 264-278 George Street, Sydney NSW 2000
Perpetual Corporate Trust Limited Level 18, 123 Pitt Street, Sydney NSW 2000
National Nominees Level 12, 500 Bourke Street, Melbourne VIC 3000
Colonial First State Investment Services 11 Harbour Street, Sydney NSW 2000
Northern Trust (SG) One George Street #12-06 Singapore 049145

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604 15 July 2001

Signature

print name Scott Mahony

print name Scott Mahony capacity Company Secretary sign here date 17 / 5 / 2023

DIRECTIONS

  • (1) If there are a number of substantial holders with similar or related relevant interests (eg a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 6 of the form.

  • (2) See the definition of “associate” in section 9 of the Corporations Act 2001.

  • (3) See the definition of “relevant interest” in sections 608 and 671B(7) of the Corporations Act 2001.

  • (4) The voting shares of a company constitute one class unless divided into separate classes.

  • (5) The person’s votes divided by the total votes in the body corporate or scheme multiplied by 100.

  • (6) Include details of:

  • (a) any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and

(b) any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

See the definition of “relevant agreement” in section 9 of the Corporations Act 2001.

(7) Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.

  • (8) If the substantial holder is unable to determine the identity of the person (eg if the relevant interest arises because of an option) write “unknown”.

  • (9) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

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