GOODMAN GROUP — Capital/Financing Update 2005

Apr 12, 2005

ASX Oftenlar

Date: 13 April 2005

Key topics

1. Macquarie Goodman Group priority entitlement offer and public offer

2. ASX code: MGO

Reading List

Banks Client Advisers Compliance Managers Corporate Advisory Issuers Institutions Office Managers Operations Managers (back office) Research Analysts Share Registries

Contact

Richard Hajzuk

Telephone

(02) 9227 0651

Australian Stock Exchange Ltd ABN 98 008 624 691 Exchange Centre 20 Bridge Street Sydney NSW 2000 PO Box H224 Australia Square NSW 1215

Internet: http://www.asx.com.au

No responsibility is accepted for any inaccuracies contained in the matter published.

REPLACEMENT CIRCULAR - MACOUARIE GOODMAN GROUP - ENTITLEMENT OFFER AND PUBLIC OFFER TO RAISE \$458 MILLION

This ASX circular replaces the circular entitled "Circular: Entitlement Offer & Public Offer to raise \$458m" released to the market on 12 April 2005.

Participating Organisations are advised that Macquarie Goodman Group (the "Group") has announced a 1 for 10 non-renounceable, fully-underwritten entitlement offer at \$3.64 per stapled security in the Group, to raise approximately \$458 million. The offer comprises a priority entitlement offer (the "Entitlement Offer") and a public offer (the "Public Offer") (collectively the "Offer").

The Entitlement Offer has two components:

• An Institutional Entitlement Offer, where offers have been made to qualifying institutional securityholders for them to apply for their pro rata entitlement. (the "Institutional Entitlement Offer"); and
• A Retail Entitlement Offer, where offers have been made to qualifying retail securityholders for them to apply for their pro rata entitlement of new stapled securities (the "Retail Entitlement Offer").

Stapled securities not taken up under the Institutional Entitlement Offer and the Retail Entitlement Offer will be offered under the Public Offer at the same application price to Australian investors only. The Public Offer may be subject to scale back.

The combined product disclosure statement and prospectus for the Offer was lodged with the Australian Securities and Investments Commission today, Tuesday, 12 April 2005. The Retail Entitlement Offer and the Public Offer is expected to close on Monday, 16 May 2005.

The new stapled securities will rank equally with all other stapled securities of the Group, including entitlement to the distribution for the quarter ending 30 June 2005.

The record date for the Entitlement Offer is Friday, 15 April 2005. The Retail Entitlement Offer will not extend to holders outside of Australia and New Zealand. The Group will ignore changes in security holdings which occur after the announcement of the Offer on Tuesday, 12 April 2005 (other than registrations of transactions which were effected through SEATS before the commencement of the trading halt on Wednesday, 12 April 2005).

The anticipated timetable in relation to the Offer is as follows.

Event	Date
Trading halt applied	Tuesday, 12 April 2005
Announcement of the Offer	Tuesday, 12 April 2005
Institutional Entitlement Offer	Tuesday, 12 April 2005

		Na
Trading halt lifted and stapled securities expected to	10:00 am
commence trading on an ex-entitlement basis on	Thursday, 14 April 2005
SEATS
Record date for determining entitlements for the	Friday, 15 April 2005
Institutional Entitlement Offer and the Retail
Entitlement Offer
Offer opens to qualifying retail securityholders
pursuant to the Retail Entitlement Offer and members	Thursday, 21 April 2005
of the public pursuant the Public Offer
Early retail closing date for eligible retail	$3.00$ pm
securityholders to participate in the initial allocation	Friday, 29 April 2005
Settlement of all new stapled securities issued under
the initial allocation	Tuesday, 3 May 2005
Allotment of new stapled securities under the initial	Prior to the commencement of trading
allocation
	Wednesday, 4 May 2005
Normal $T+3$ trading of new stapled securities under	Wednesday, 4 May 2005
initial allotment commences (ASX code: MGQ)
Offer to qualifying retail securityholders pursuant to
the Retail Entitlement Offer and members of the public	$5.00 \text{ pm}$ Monday, 16 May 2005
pursuant the Public Offer closes
Final allotment date of remaining stapled securities
under the Retail Entitlement Offer and the Public Offer	Tuesday, 24 May 2005
Normal $T+3$ trading commences for the final allotment	Wednesday, 25 May 2005
(ASX code: MGQ)

Settlement issues

Despite the fact that the Group's stapled securities are trading "ex entitlement" on SEATS, CHESS will not recognise for settlement purposes the "ex entitlement" or the "cum entitlement" tag on CHESS messages. As a result, CHESS will not maintain cum balances in these stapled securities within the system.

In addition, CHESS will not perform any automatic diary adjustments to "cum entitlement" settlement obligations outstanding as at the record date.

Trading issues

ASX will not provide a "cum" market with respect to trading in the Group's stapled securities. Persons who trade the Group's stapled securities after the commencement of the trading halt on Tuesday, 12 April 2005 will not be entitled to participate in the Entitlement Offer.

Evidence of entitlements

Persons who have traded the Group's stapled securities prior to the commencement of the trading halt on Tuesday, 12 April 2005 but are not registered holders on the record date should contact the Group's registry. Computershare Investor Services Pty Limited, on 1300 723 040 or the Group to establish if there is any entitlement.

Further information

For further details please refer to the Group's announcements dated 12 April 2005 and the Group's offering document lodged on Tuesday, 12 April 2005.