GOODMAN GROUP — Capital/Financing Update 2012

Nov 7, 2012

NOT FOR RELEASE OR DISTRIBUTION INTO THE UNITED STATES

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Goodman announces $400 million equity raising to fund long term growth and enters Brazil

Date 8 November 2012 Release Immediate

Goodman Group (Goodman or Group) today announces the launch of a $400 million equity raising to fund identified long term growth opportunities in a sustainable manner. The announcement comes following Goodman’s strong operational performance across its key global markets and the continued expansion of its global platform.

The Group also announces its entry into a joint venture (Joint Venture or JV) with WTORRE, one of Brazil’s leaders in the development and construction of industrial warehouse, logistics facilities and commercial real estate, to undertake development of prime logistics and industrial properties on a 50/50 basis in key markets throughout Brazil.

Summary

Capital management initiatives

• • $400 million fully underwritten institutional placement of approximately 94.1 million securities at $4.25 per security;
• • Intend to launch a Security Purchase Plan for up to $13,000 per Securityholder at $4.25 per security; and
• • Activation of the Distribution Reinvestment Plan from June 2013.

Goodman expands global platform into Brazil

• • Launch of a new Brazilian logistics and industrial property Joint Venture, to be called WTGoodman, with Goodman and WTORRE investing on a 50/50 basis;
• • Deployment of a highly experienced team, combining WTORRE’s local market expertise and logistics capability with Goodman’s global customer base and funds management expertise;
• • Development led investment strategy focused on prime logistics and industrial properties with the objective of matching completed property with the investment demand from Goodman’s global capital partners; and
• • WTORRE will contribute four existing development land sites, two in Sao Paulo and two in Rio de Janeiro, comprising 850,000 sqm of Gross Lettable Area ( GLA ) and a forecast total end value of US$1.1 billion.

Goodman Group

Goodman Limited | ABN 69 000 123 071 Goodman Funds Management Limited | ABN 48 067 796 641 | AFSL Number 223621 as responsible entity of Goodman Industrial Trust | ARSN 091213 839 Level 17, 60 Castlereagh Street, Sydney NSW 2000 | GPO Box 4703, Sydney NSW 2001 Australia Tel +61 2 9230 7400 | Fax +61 2 9230 7444

Goodman Logistics (HK) Limited | Company No. 1700359 | ARBN 155 911 149 | a Hong Kong company with limited liability Suite 2008, Three Pacific Place, 1 Queen’s Road East, Hong Kong | Tel +852 2249 3100 | Fax +852 2525 2070

info-au@goodman.com | www.goodman.com

Group operational highlights for the quarter

• • High occupancy maintained at 96%;
• • Development work in progress at $2 billion across 63 projects in 10 countries with a forecast yield on cost of 8.4%;
• • Business growth accelerating at a faster pace in China, Europe and Australia following strong development demand with over $500 million of new commitments in the quarter;
• • Over $1.5 billion of third party equity commitments to Goodman’s funds management platform completed or underway this quarter:

• US entry via a new US$890 million logistics and industrial development partnership with Canada Pension Plan Investment Board ( CPPIB );

• US$400 million increase in the equity allocation to Goodman China Logistics Holding ( GCLH ) by CPPIB, doubling their total equity commitment to US$800 million

• Establishment of a US$1 billion development partnership in Japan with Abu Dhabi Investment Council ( ADIC );

• External equity commitments for over US$100 million for Goodman Japan Core Fund; and

• Over $400 million of conditional commitments secured for Goodman Australia Industrial Fund ( GAIF )

• • Agreed commercial terms with Macquarie Group on the consolidation of the Japan management platform; and
• • Appointment of Executive Directors from 1 January 2013.

Outlook

• • Reaffirm FY2013 operating EPS guidance of 32.3 cents, up 6% on FY2012; and
• • Maintain long term gearing at around 25%.

Details of the initiatives

Capital Management Initiatives

Mr Greg Goodman, Goodman’s Group Chief Executive Officer, said “We are making excellent progress building our quality brand globally which is resulting in increased activity levels across the Group. Development commitments were strong for the quarter and we have the platform to deliver $2.5 billion of projects in the short term. Performance across our funds remains solid with over $1.5 billion of third party equity commitments completed or underway this quarter to support our growth in Australia, China, Japan and the US”.

This follows successes earlier in the year with the five year extension of ABPP and £350 million banking facility and the creation of the KWASA-Goodman Industrial Trust ( KGIT ) with Employees Provident Fund ( EPF ) for an initial combined equity commitment of $500 million.

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Following the Group’s strong operational performance, combined with its entry into Brazil, Goodman announces a series of initiatives to fund identified, long term growth opportunities, in a sustainable manner.

These capital management initiatives include:

+ $400 million fully underwritten institutional placement (Placement)

The Placement price of $4.25 represents a 5.3% discount to close and offers estimated FY2013 EPS/DPS yields of 7.6%/4.6% respectively.

+ Security Purchase Plan (SPP)

Goodman intends to offer all eligible Securityholders on the register at 7.00 pm Sydney time on 7 November 2012 the opportunity to subscribe for up to $13,000 of additional Goodman securities under an SPP (subject to ASIC relief being obtained). Securities under the SPP will be offered at the same price as the Placement ($4.25 per security) with documents to be distributed to eligible Securityholders shortly.

New securities under the Placement and SPP will rank equally with existing securities and will be entitled to the full December distribution.

+ Activation of the Distribution Reinvestment Plan (DRP)

To provide the Group with ongoing funding and a sustainable source of capital, the DRP will be re-activated from June 2013, providing Securityholders with the option of reinvesting all or part of their distributions in additional Goodman securities without incurring brokerage fees. The terms of the DRP have been amended for the stapling of Goodman Logistics (HK) Limited and to include a 20 trading day price period, on and from the ex-entitlement date for the distribution, with securities issued at a 1% discount. A copy of the revised DRP booklet will be announced and notified to all Securityholders in due course.

Goodman expands global platform into Brazil

Strategic rationale

Brazil is one of the world’s fastest growing economies with a population of 195 million and a growing middle class. Investors are attracted by the emerging market economic growth and stable geopolitical environment.

The Brazilian industrial real estate market remains highly fragmented with clear capital constraints. This provides an opportune time to enter key logistics locations and develop top tier sites to deliver new investment product for global and local customers alongside our global capital partners, who have expressed a strong desire to invest alongside Goodman in Brazil.

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“Our entry into Brazil further improves our position as a leading global logistics property group. With $20 billion of assets under management throughout Asia Pacific and Europe and following our recent launch into North America, our entry into Brazil represents a further strategic expansion of our operating platform to service our global customers and capital partners in one of the world’s fastest growing economies.” said Mr Goodman.

WTORRE, founded by Chairman Walter Torre Junior in 1981, has built more than 5 million sqm covering 211 projects across the office, retail and industrial sectors. WTORRE is a key market player, providing innovative solutions in engineering, real estate and infrastructure. It has completed 71 logistics developments, most of which have been built to suit, and undertaken a number of landmark projects including Santander Brazil Headquarters in Sao Paulo, Rio Grande Shipyard, comprising the largest dry dock in the southern hemisphere and Petrobas’ new headquarters in Rio de Janeiro, which at 100,000 sqm will be Brazil’s largest commercial building. WTORRE’s customer base includes Carrefour, Nestle, Walmart, Volkswagen and Unilever.

Joint Venture

The Joint Venture is to be known as WTGoodman. It combines Goodman’s global expertise as a leading specialist fund manager of industrial property and business space, and extensive global customer and capital partner relationships with the strength of WTORRE’s leading market position and proven logistics development capability in Brazil.

“Following extensive due diligence, Goodman is delighted to partner with WTORRE given their established platform, local relationships, reputation, expertise and their strong development capability. Critical to the success of Goodman’s continued global expansion is identifying a local partner with complimentary resources and expertise. Both WTORRE and Goodman employees will form the Joint Venture to ensure the optimal mix of local knowledge and global experience in operations and compliance”, said Mr Goodman.

The Board of the Joint Venture will decide unanimously on all major items and be comprised of four representatives, two from each of WTORRE and Goodman, with WTORRE represented by their Chairman, Mr Walter Torre, and CEO, Mr Paul Remy, and Goodman represented by Mr Greg Goodman and Mr Danny Peeters.

Mr Cesar Nasser has been appointed Chief Executive Officer of WTGoodman. He has 16 years of experience in real estate and financial markets, including five years as Partner and Executive Director at RB Capital, one of the largest securitisation and real estate investment companies in Brazil. Mr Nasser brings the requisite skills and experience to ensure he is ideally suited to lead the WTGoodman Joint Venture.

“The establishment of WTGoodman is an exciting advancement for both companies and I am delighted by the enormous opportunities available to our two leading companies. Both WTORRE and Goodman bring a wealth of complementary resources to the joint venture and I look forward

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to working with the new team to realise the strength of their potential” said WTORRE Chairman, Mr Walter Torre.

Investment strategy and secured development sites

Equity in the Joint Venture is to be owned, and returns are to be shared, 50/50 by WTORRE and Goodman. WTORRE will contribute existing industrial development sites and Goodman will fund the capital expenditure up to the value of R$341 million ($160 million). The JV will seek to undertake development of prime logistics and industrial properties and look to contribute those developments to an industrial investment partnership sponsored by Goodman’s global capital partners.

The launch portfolio comprises four sites, Cajamar and Itupeva in Sao Paulo and International Business Park (IBP) and Nova India in Rio de Janeiro, comprising a total GLA of 850,000 sqm and a forecast end value of US$1.1 billion. All sites are located in established industrial precincts with close proximity to key infrastructure and are targeting big box users and / or multi tenanted facilities. Construction of infrastructure at the Cajamar and IBP sites will commence shortly and construction at Itupeva and Nova India is scheduled to commence in early 2013.

“Low vacancy rates and a lack of supply in core markets makes this an opportune time to enter Brazil. We believe that Goodman’s global customer network coupled with WTORRE’s local knowledge, will drive demand for our secured sites from logistics service providers, retailers and manufacturing companies, particularly in the fast moving consumer good and automotive sectors”, said CEO Continental Europe, Goodman and WTGoodman Board Member, Mr Danny Peeters.

Goodman Consolidates Japan Platform

Goodman has agreed commercial terms to consolidate its interest in Macquarie Goodman Japan (MGJ) to 100% by sharing the net assets of Goodman Japan, currently valued at $256 million (¥21.3 billion), with its joint venture partner Macquarie Group. The transaction is subject to agreeing documentation and is expected to be completed by December 2012.

Goodman and Macquarie are mutually seeking to split the assets of Macquarie Goodman Japan, which will result in Goodman Group owning 100% of the management company.

• • Goodman will also retain an interest in the Goodman Japan Core Fund (GJCF) of less than 30% of the equity, which is in line with its long term target holding; and
• • Macquarie Group is predominantly receiving units in GJCF for its share of the assets.

“We are very pleased to consolidate our interest in MGJ which is consistent with our long-term commitment and the ongoing execution of our business strategy in Japan. Together with our rapidly growing China business, we have built a strong platform in Asia where we are well positioned to capitalise on a significant range of opportunities across the region.” said Mr Goodman

Executive appointments to Goodman Board

In line with the Board’s renewal policy and to support the significant expansion of the Group’s global platform, Goodman is pleased to announce the appointment of three new Executive Directors to the Goodman Board effective 1 January 2013:

• • Mr Anthony Rozic – Deputy Chief Executive Officer;
• • Mr Danny Peeters – CEO Continental Europe and WTGoodman Board member; and
• • Mr Philip Pearce – Managing Director Greater China and a director of Goodman Logistics (HK) Limited.

In assessing the desired mix of skills and competencies, the Board has been conscious of Goodman’s evolving business model as a global owner, developer and manager of industrial property. Increased contributions and growth in offshore markets have resulted in the increasing importance of deep local market knowledge and expertise which these nominees bring to the Board.

Goodman Group Chairman, Mr Ian Ferrier commented “it was considered that the addition of the Executive Directors, all with more than six years of experience with the Group, will complement the functional and strategic decisions of the Board and brings with it a formal responsibility and discipline that enhances communication with the Board and Securityholders”. The appointments also emphasise the importance to Goodman’s offshore operations and will assist the Board with future succession planning.

Outlook

Goodman reaffirms its FY2013 operating EPS guidance of 32.3 cents, representing 6% growth on FY12. The Group has built a reputable global brand and footprint that provides a competitive advantage in the current market environment. This is derived from its quality portfolio, strong asset management, development capability, leading global operating platform and the depth of its capital partner and customer relationships.

“Today’s announcements further expand and strengthen Goodman’s global operating platform and its strategic and operational capabilities. The capital management initiatives enable the Group to maintain a sound financial position and provide the ability to take advantage of long term growth opportunities in a sustainable manner”.

“Our growth in the China region has exceeded our expectations and is reflected in the leading competitive position we have built over the years and our consolidation in Japan and expansion into Brazil demonstrate our ability to selectively and prudently grow our business” said Mr Goodman.

• Ends –

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For further information, please contact;

Mathew Werner Group Corporate Communications Tel: + 612 9230 7400

Important Information

This announcement does not constitute an offer to sell, or the solicitation of an offer to buy, any securities in the United States or to any "U.S. person" (as defined in Regulation S under the U.S. Securities Act of 1933, as amended (the "Securities Act") ("US Person")). Securities may not be offered or sold in the United States or to, or for the account or benefit of, U.S. Persons, absent registration under the Securities Act or an exemption from registration. None of the securities offered and sold under the capital management initiatives described in this announcement have been or will be registered under the Securities Act, and may not be offered or sold in the United States or to, or for the account or benefit of, any US Person except in a transaction pursuant to an exemption from, or not subject to, the registration requirements of the Securities Act and any other applicable laws.

This announcement contains certain "forward-looking statements". The words "anticipate", "believe", "expect", "project", "forecast", "estimate", "likely", "intend", "should", "could", "may", "target", "plan" and other similar expressions are intended to identify forward-looking statements. Indications of, and guidance on, future earnings and financial position and performance are also forward-looking statements. Due care and attention has been used in the preparation of forecast information. Such forward-looking statements are not guarantees of future performance and involve known and unknown risks, uncertainties and other factors, many of which are beyond the control of the Group, that may cause actual results to differ materially from those expressed or implied in such statements. There can be no assurance that actual outcomes will not differ materially from these statements. Neither the Group, nor any other person, gives any representation, warranty, assurance or guarantee that the occurrence of the events expressed or implied in any forward looking-statements in this document will actually occur. You are cautioned not to put undue influence on forward looking statements. Goodman assumes no obligation to update such information.

About Goodman

Goodman Group is an integrated property group with operations throughout Australia, New Zealand, Asia, Europe, the United Kingdom and North America. Goodman Group, comprised of the stapled entities Goodman Limited, Goodman Industrial Trust and Goodman Logistics (HK) Limited, is the largest industrial property group listed on the Australian Securities Exchange and

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one of the largest listed specialist fund managers of industrial property and business space globally.

Goodman’s global property expertise, integrated own+develop+manage customer service offering and significant fund management platform ensures it creates innovative property solutions that meet the individual requirements of its customers, while seeking to deliver longterm returns for investors.

About WTORRE Group

The WTORRE Group, one of Brazil's leaders in real estate development and the construction of industrial warehouses and logistics complexes, was founded in 1981 as a real estate developing company. In more than 30 years of operations, the Group built approximately 5 million square meters covering 211 projects in Brazil and abroad to companies such as Petrobras, Vivo, Nestlé, Vale and Volkswagen. Some of its developments have established new market paradigms, such as the headquarters of Banco Santander, Estaleiro Rio Grande, the JK Iguatemi mall and Palmeiras’ new arena. The Group is also proud of some of its corporate responsibility projects, such as the revitalisation and maintenance of Parque do Povo in São Paulo and Brazil’s largest private historical heritage recovery project, in Rio de Janeiro city center, currently in its conclusion phase. The WTORRE Group is currently developing projects in nine of Brazil’s states and seven segments: construction, commercial properties, real estate development, management of logistics facilities, shopping malls, entertainment and the hotel segment.

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$400 million equity raising to fund long term growth

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Global partner + Global platform

Contents

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• Section 1 Highlights

• Section 2 Operational Update & Capital Management Initiatives + Section 3 WTGoodman Brazil Platform

• Section 4 Consolidation of Japan Management Platform

• Section 5 Appointment of Executive Directors + Appendices Sao Paulo Market Overview

Rio de Janeiro Market Overview

Foreign Selling Restrictions

Important Notice & Disclaimer

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Section 1+ Highlights

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Highlights

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+ Equity raising to fund long term growth

• $400 million underwritten institutional placement at $4.25 per security to fund accelerated business growth and entry into new markets

• SPP to allow retail investors to participate at placement pricing[1 ]

• DRP activated to provide ongoing funding and a sustainable source of capital

• Capital management initiatives to provide an ability to take advantage of long term growth opportunities in a sustainable manner

+ Goodman Group expands global platform into Brazil

• 50/50 joint venture with leading Brazil market player WTORRE to be called WTGoodman

• Local expertise combined with global capital and global customers

• WTORRE contributing initial industrial development sites into JV

• Goodman committing R$341 million ($160 million) to fund capital expenditure on a draw down basis as required

+ Reaffirm FY2013 operating EPS guidance of 32.3 cents (up 6% on FY2012)

• Distribution payout ratio maintained at 60% of operating EPS

• Forecast distribution up 8% on FY2012

Relevant exchange rates used in this presentation: AUD:BRL 2.13; AUD:JPY 83.3.

1. Subject to ASIC relief being obtained.

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Operational highlights

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+ Own

• Goodman Australia Industrial Fund (“ GAIF ”) acquired ten assets for a combined total of $200 million with active asset management opportunities

+ Develop

• $523 million of development commitments in the quarter

• Annual development work in progress growing to $2.5 billion over the short term

+ Manage

• More than $1.5 billion of third party equity initiatives underway or completed in the quarter

• US entry via a new US$890 million industrial development partnership with CPPIB

• Establishment of a US$1 billion development partnership in Japan with ADIC

• External equity commitments for over US$100 million for the Goodman Japan Core Fund

• CPPIB has doubled their equity commitment to the Goodman China Partnership to US$800 million

• Over $400 million of conditional commitments secured for GAIF

• Initiatives total over $2.3 billion when including the $300 million equity commitment from Malaysia’s Employees Provident Fund to invest in stabilised Australian logistics assets and the extension of the £1.1 billion Arlington Business Parks Partnership

+ Corporate

• Agreed commercial terms on the consolidation of the Japan management platform

• Executive Board appointments from 1 January 2013 to support growing global platform

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Section 2+

Operational update & capital management initiatives

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Operational update

• • High occupancy maintained at 96%
• • Development WIP of $2 billion across 63 projects in 10 countries with a forecast yield on cost of 8.4%
• • Business growth accelerating at faster pace in China, Europe and Australia via strong development demand with over $500 million of new commitments in 1Q FY2013
• • Total AUM of $20.3 billion / external AUM of $16.4 billion
• • Since December 2010, AUM has increased by $4.0 billion and development WIP has doubled to $2.0 billion

Total AUM ($bn)

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Development WIP at 30 September 2012 ($bn)

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Development WIP ($bn)

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Capital management initiatives

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• • Following Goodman’s strong operational performance, a series of initiatives will be implemented to fund identified long term growth opportunities in a sustainable manner
• • $400 million fully underwritten institutional placement at $4.25 per security – which offers:

• A 5.3% discount to close; and

• FY13E EPS/DPS yields of 7.6%/4.6% respectively

• • Eligible Securityholders to be offered an SPP for up to $13,000 per Securityholder at the placement price[1 ]
• • All new stapled securities to rank equally with existing securities and be entitled to the full December distribution
• • DRP to be re-activated from June 2013 to provide ongoing funding and a sustainable source of capital

• 20 day pricing period (VWAP) on and from distribution ex-date

• Securities to be issued at a 1% discount to 20 day VWAP

+ Reaffirm FY2013 operating earnings guidance of 32.3 cps (up 6% on FY2012)

• Increased operating profit driven by debt reduction and accelerated business growth

• Distribution payout ratio maintained at 60% of operating EPS (19.4cps) (up 8% on FY2012)

• • FY13E gearing of ~25% and >$1 billion of liquidity facilitates the continued delivery of sustainable long term EPS growth

• Subject to ASIC relief being obtained

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Equity raising timetable

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Event	Date
Institutional offer opens	10:00 am (AEDT), Thursday 8 November 2012
Institutional offer closes	5:00 pm (AEDT), Thursday 8 November 2012
Trading in Goodman securities resumes	Friday 9 November 2012
Settlement of institutional placement securities	Wednesday 14 November 2012
Allotment and trading of institutional placement securities	Thursday 15 November 2012
SPP record date	7:00 pm (AEDT), Wednesday 7 November 2012
Payment of December 2012 distribution	February 2013

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Section 3+ WTGoodman Brazil Platform

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Brazil strategic rationale

Access to top	+	WTORRE has a proven track record in development and recurring customer relationships
tier sites and local partner	+	Measured approach with investment on a draw down basis
with development	+	Local partner provides transparency, market knowledge and expertise
platform	+	Immediate access to four strategic sites in core markets of Sao Paulo and Rio de Janeiro
	+	Under supplied market for logistic assets with low vacancy rates
Enhanced	+	Build to suit market with long lease terms
customer
service model	+	Speculative development supported by lack of supply
	+	Allows Goodman to service existing global property customers in Brazil
	+	Global equity partners have expressed strong interest in allocating equity to Brazil real estate market
Enhanced fund investor base	+	Goodman is able to bring global capital to provide size and scale
	+	Commenced process to establish Brazil Industrial Property Partnership
	+	Opportunity to bring a global discipline to a highly fragmented property ownership market
Timely entry into 6th largest	+	Appropriate risk versus return metrics
economy in the world	+	Growing middle class and retail spending supporting high GDP growth
	+	Stable geo-political environment with a commitment to contain inflation and support key infrastructure projects

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WTORRE – overview

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• • Founded in 1981, WTORRE has built more than 5 million sqm and over 211 projects across the office, retail and industrial sectors

• Founded by current Chairman Walter Torre Junior

• Key market player, presenting innovative solutions in engineering, real estate and infrastructure

• Highly experienced in the built-to-suit logistics market

• • WTORRE has developed 71 logistics projects, mostly built-to-suit
• • In 2011, WTORRE sold a portfolio of stabilised property with an estimated value of US$2.5 billion to BR Properties, Brazil’s largest listed REIT

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WTORRE – track record

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+ Total of 211 projects, 5.6 million sqm of lettable area across Brazil

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Carrefour, Brasília – Distrito
Federal
Unilever, Alcan –
Pernambuco
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Unilever - Pernambuco

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WTORRE Plaza Corporate Building – Sao
Paulo
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Residential – Pará

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Vale, Águas Claras – Minas Gerais
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Volkswagen-Audi, SJ Pinhais – Paraná

Volkswagon - Parana

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Rio Grande Shipyard,
Rio Grande – Rio Grande do Sul
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Carrefour, Rio de Janeiro – Rio de Janeiro

JK Complex, São Paulo – São Paulo

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Carrefour Distribution Centre – Rio de Janeiro

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WTGoodman Brazil key terms

Equity Interest

• • Equity to be owned 50/50 by WTORRE and Goodman + WTORRE to contribute existing development land sites in key Sao Paulo and Rio de Janeiro + Goodman to fund capex up to R$341 million ($160 million) + Returns shared on an equal 50/50 basis
• • JV to be branded WTGoodman + The JV to be established as a Brazilian integrated company offering a full range of services

• JV Company consistent with Goodman’s current offering

• Business + The JV will seek develop of prime logistics and industrial properties with the objective of matching completed property with the investment demand of Goodman’s global capital partners

• • The Board will comprise four representatives, two from WTORRE and two from Goodman

• Board and + The Board will decide unanimously on all major items including acquisitions, developments,

• Governance disposals, equity injections, distributions, financing, annual operating and capital budgets, major leases and termination of major agreements

• • WTORRE to inject existing landbanks to represent 50% of the equity in the JV

• Funding + Goodman will fund capex on a draw down basis as required

• Structure + Goodman’s financial exposure to the JV will be R$341 million ($160 million)

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WTGoodman JV senior management team

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(staff numbers)
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+ CEO Cesar Nasser

• Over 16 years of experience in real estate and financial markets

• Previously a partner and Executive Director at RB Capital where he was responsible for the Commercial Real Estate Division for five years

• • Combination of Goodman and WTORRE executives identified for balance of roles

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Joint venture initial portfolio

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• • The launch portfolio comprises four sites – two in Sao Paulo and two in Rio de Janeiro
• • All sites are in established logistics precincts with close proximity to key infrastructure

• Comprises 850,000 sqm of Gross Lettable Area

• Developed in multiple phases

• Forecast total end value of US$1.1 billion

• Key sites currently controlled by WTORRE

	Land (sqm)	Leasable area (sqm)	Construction period
Cajamar	675,645	130,267	Dec 12 – Aug 15
Itupeva	828,458	289,700	Feb 13 – Jul 18
IBP	288,333	181,416	Nov 12 – Oct 16
Nova India	617,500	248,500	Mar 13 – Dec 18
Total	2,409,936	849,883

Rio de Janeiro

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Sao Paulo

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Section 4+
Consolidation of
Japan Management
Platform
Goodman Fukuoka, Japan
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Consolidation of Japan management platform

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• • Commercial terms agreed to consolidate Goodman’s interest in the Japan management platform
• • Transaction effected through mutually seeking to split the ¥21.3 billion ($256 million) of assets with its JV partner Macquarie Group

• Assets include interest in funds and cash

• Macquarie Group will receive the majority of their consideration in the form of Goodman Japan Core Fund equity

• Goodman will own 100% of the management company

• Goodman will also hold an interest in the equity of Goodman Japan Core Fund of less than 30% which is in line with its desired long term holding

• • Transaction subject to agreeing documentation and is expected to complete by December 2012

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Section 5+ Executive Director Appointments to Goodman Board

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Executive Director appointments

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+ Evolving Goodman business model

• Global owner, developer and manager of industrial property

• 41% of operating EBIT from offshore markets and growing

• Entry into new markets (North America and Brazil) contributing to growth in operating platform

+ Appointment of three Executive Directors (EDs) (Effective 1 January 2013)

• Anthony Rozic – Deputy Chief Executive Officer

• Danny Peeters – CEO Europe and Board of WTGoodman Brazil

• Philip Pearce – Managing Director Greater China and Director of Goodman Logistics (HK) Limited

+ Considerations and criteria

• More than six years of service ensures certainty around maturity, competencies, skill base and ability of proposed EDs

• EDs are directly involved in the major offshore locations

• Complement the functional and strategic decisions of the Board

• Enhances status of EDs in local markets when dealing with regulators, customers and capital partners

• Assists the Board in succession planning

• Maintain majority independent Board (four EDs and seven independent NEDs)

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Appendices

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Key facts – Sao Paulo market

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• • Sao Paulo state has the largest population in Brazil – around 41 million inhabitants and has the largest industrial park in the country
• • Economic production corresponds to more than 31% of the Brazilian GDP
• • The key locations around Sao Paulo for big box format logistics include Cajamar and Jundiaí
• • Sao Paulo hosts Brazil’s top two freight handling airports

• Guarulhos Airport is located on the main access highway from Rio de Janeiro and is characterised by land constraints

• Viracopos Airport serves as an anchor to the west side of Campinas, where two main highways track down from the state Minas Gerais

• • The Western outer ring road where the main highways from Campinas meet Sao Paulo have established themselves as key logistics areas and are land constrained

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North
Northeast
Mid-west
Southeast
Campinas
• São Paulo
• Santos
South
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• • Total existing Class A stock of 4.2 million sqm¹
• • Of the projects delivered in 2011, 31% were based in Campinas, 14% Jundiai and 14% Cajamar

• Source: Colliers International.

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Key facts – Rio de Janeiro

• • Rio de Janeiro is the second largest city in Brazil – around 15 million inhabitants and the second largest economy by state after Sao Paulo
• • Rio is characterised by land constraints given the topography of lakes, hills and rivers
• • The key logistics locations are Duque de Caxias and Belford Roxo, which are c30km from the city centre
• • Recent activity is emerging in locations up to 60km from the city centre that are less constrained and on the main arterial route to Sao Paulo (such as Seropedica)
• • Total existing Class A stock of 0.8 million sqm¹
• • Of the projects delivered in 2011, 82% were based in Duque de Caxias with the remainder based in the city of Rio de Janeiro
• • Logistics projects under construction total c160,000 sqm of which 50% is pre-leased

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North
Northeast
Mid-west
Southeast
• Rio de Janeiro
South
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1. Source: Colliers International.

23

Foreign selling restrictions

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Hong Kong

This document is provided only for the personal and confidential use of its intended recipient. If you are not the intended recipient of this document, you are hereby notified that any review, dissemination, distribution or copying of this document is strictly prohibited.

This document is not a prospectus within the meaning of the Companies Ordinance (Chapter 32, The Laws of Hong Kong) (“ CO ”) nor is it an offer or invitation to the public within the meaning of the CO and the Securities and Futures Ordinance (Chapter 571, The Laws of Hong Kong) (“ SFO ”), or an advertisement, invitation or document subject to section 103(1) of the SFO.

This document and the contents within have not been authorised by the Hong Kong Securities and Futures Commission and no invitation, advertisement or other document relating to the Stapled Securities, whether in Hong Kong or elsewhere, has been or will be issued, which is directed at, or the contents of which are likely to be accessed or read by the public in Hong Kong within the meaning of the CO and the SFO (except if permitted to do so under the laws of Hong Kong).

This document must not be distributed, published or reproduced (in whole or in part), disclosed by or to any other person in Hong Kong or to any person to whom the disclosure of this document would be a breach of the CO or the SFO. This document is given to designated recipients only and may not be provided, assigned or transferred, to any person. You are advised to exercise caution in relation to this document. If you are in any doubt about any of the contents of this document, you should obtain independent professional advice.

United Kingdom

This document has not been delivered for approval to the Financial Services Authority in the United Kingdom and no prospectus (within the meaning of section 85 of the Financial Services and Markets Act 2000 (“ FSMA ”)) has been published or is intended to be published in respect of the Stapled Securities. Accordingly this document is only addressed to and directed at persons in the United Kingdom who are “qualified investors” within the meaning of section 86 of FSMA (“ Qualified Investors ”) and who satisfy the additional requirements below. No Stapled Securities will be offered or sold except in circumstances which have not resulted and will not result in an offer to the public in contravention of section 85 of the FSMA in the United Kingdom.

In addition the Stapled Securities may only be promoted in the United Kingdom to restricted categories of persons. Accordingly in the United Kingdom this document is directed only at Qualified Investors who (i) have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “ FPO ”). The investment or investment activity to which this document relates is available in the United Kingdom only to such persons and will be engaged in only with such persons. It is not intended that this document be distributed or passed on in the United Kingdom, directly or indirectly, to any other class of person and in any event and under no circumstances should persons of any other description rely on or act upon the contents of this document.

24

Foreign selling restrictions (cont.)

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Netherlands

The Placement and this document is not, directly or indirectly, aimed at individuals or (legal) entities in the Netherlands other than qualified investors within the meaning of section 1:1 of the Financial Supervision Act (Wet op het financieel toezicht) as amended from time to time. For the Placement no prospectus is required pursuant to the Prospectus Directive (Directive 2003/71/EG).

Singapore

This document and any other materials relating to the Stapled Securities have not been, and will not be, lodged or registered as a prospectus in Singapore with the Monetary Authority of Singapore. Accordingly, this document and any other document or materials in connection with the offer or sale, or invitation for subscription or purchase, of Stapled Securities, has not been and may not be issued, circulated or distributed, nor may the Stapled Securities be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to any person in Singapore except pursuant to and in accordance with exemptions in Subdivision (4) Division 1, Part XIII of the Securities and Futures Act, Chapter 289 of Singapore (as amended and supplemented from time to time) (the " SFA "), or as otherwise pursuant to, and in accordance with the conditions of any other applicable provisions of the SFA. This document does not constitute an advertisement of securities in Singapore.

This document has been given to you on the basis that you are: (i) an ‘institutional investor’ (as defined in the SFA) pursuant to Section 274 of the SFA, (ii) a ‘relevant person’ (which includes an accredited investor) (as defined under section 275(2) of the SFA) pursuant to Section 275(1) of the SFA, or (iii) to any person pursuant to Section 275(1A) of the SFA. In the event that you are not an investor falling within any of the categories set out above, please return this document to Goodman immediately. You may not forward or circulate this document to any other person in Singapore.

Any offer is not made to you with a view to the Stapled Securities being subsequently offered for sale to any other party. There are on-sale restrictions in Singapore (set out in, among others, Sections 257 and 276 of the SFA) that may be applicable to investors who acquire Stapled Securities pursuant to an offer made in reliance on an exemption under Section 274 or Section 275 of the SFA. As such, investors are advised to acquaint themselves with the SFA provisions relating to resale restrictions in Singapore and comply accordingly. In the event of any doubt as to your legal rights and obligations, please obtain professional advice. As this document in connection with the offer of the Stapled Securities is not a prospectus as defined under the SFA, statutory liability under the SFA in relation to the content of prospectuses will not apply. You should consider carefully whether the investment is suitable for you.

United States

This presentation does not constitute an offer to sell, 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 ( Securities Act ) ( US Person )). Securities may not be offered or sold in the United States absent registration or pursuant to an exemption from, or in a transaction not subject to, registration. The stapled securities of to be offered and sold in the equity raising 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, or for the account or benefit of, US Persons unless the securities are registered under the Securities Act or pursuant to an exemption from, or in a transaction not subject to, registration. This document may not be distributed or released in the United States or to, or for the account or benefit of, any U.S. Person.

25

Foreign selling restrictions (cont.)

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Luxembourg

The information in this document has been prepared on the basis that all offers of New Securities will be made pursuant to an exemption under the Directive 2003/71/EC ("Prospectus Directive"), as amended and implemented in Member States of the European Economic Area (each, a "Relevant Member State"), from the requirement to produce a prospectus for offers of securities.

An offer to the public of New Securities has not been made, and may not be made, in a Relevant Member State except pursuant to one of the following exemptions under the Prospectus Directive as implemented in that Relevant Member State:

to any legal entity that is authorized or regulated to operate in the financial markets or whose main business is to invest in financial instruments;

to any legal entity that satisfies two of the following three criteria: (i) balance sheet total of at least €20,000,000; (ii) annual net turnover of at least €40,000,000 and (iii) own funds of at least €2,000,000 (as shown on its last annual unconsolidated or consolidated financial statements);

to any person or entity who has requested to be treated as a professional client in accordance with the EU Markets in Financial Instruments Directive (Directive 2004/39/EC, "MiFID"); or

Norway

This document has not been approved by, or registered with, any Norwegian securities regulator under the Norwegian Securities Trading Act of 29 June 2007. Accordingly, this document shall not be deemed to constitute an offer to the public in Norway within the meaning of the Norwegian Securities Trading Act of 2007. The New Securities may not be offered or sold, directly or indirectly, in Norway except to "professional clients" (as defined in Norwegian Securities Regulation of 29 June 2007 no. 876 and including non-professional clients having met the criteria for being deemed to be professional and for which an investment firm has waived the protection as non-professional in accordance with the procedures in this regulation).

26

Important notice and disclaimer

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• • This document has been prepared by Goodman Group (Goodman Limited (ABN 69 000 123 071) Goodman Funds Management Limited (ABN 48 067 796 641; AFSL Number 223621) as the Responsible Entity for Goodman Industrial Trust (ARSN 091 213 839) and Goodman Logistics (HK) Limited (Company Number 1700359; ARBN 155911142 – A Hong Kong company with limited liability)). This document is a presentation of general background information about the Group’s activities current at the date of the presentation. It is information in a summary form and does not purport to be complete. It is to be read in conjunction with Goodman Group’s other announcements released to ASX (available at www.asx.com.au). It is not intended to be relied upon as advice to investors or potential investors and does not take into account the investment objectives, financial situation or needs of any particular investor. These should be considered, with professional advice, when deciding if an investment is appropriate.
• • This document is being provided to you as, and by receiving this document you represent and warrant that your are, a professional investor or sophisticated investor and a wholesale client (as those terms are defined in the Corporations Act 2001 (Cwlth) (the “Corporations Act”) or if you are outside Australia, a person to whom an invitation or offer to subscribe for stapled securities in the Goodman Group and any issue of such stapled securities is permitted by the laws of the jurisdiction in which you are situated without the need for any registration, lodgement or other formality.
• • Despite anything stated in this notice or elsewhere in this document, this document does not constitute an offer, invitation, solicitation, recommendation, advice or recommendation with respect to the issue, purchase, or sale of any stapled securities or other financial products in the Group.
• • This document contains certain "forward-looking statements". The words "anticipate", "believe", "expect", "project", "forecast", "estimate", "likely", "intend", "should", "could", "may", "target", "plan" and other similar expressions are intended to identify forward-looking statements. Indications of, and guidance on, future earnings and financial position and performance are also forward-looking statements. Due care and attention has been used in the preparation of forecast information. Such forward-looking statements are not guarantees of future performance and involve known and unknown risks, uncertainties and other factors, many of which are beyond the control of the Group, that may cause actual results to differ materially from those expressed or implied in such statements. There can be no assurance that actual outcomes will not differ materially from these statements. Neither the Group, nor any other person, gives any representation, warranty, assurance or guarantee that the occurrence of the events expressed or implied in any forward looking-statements in this document will actually occur. You are cautioned not to put undue influence on forward looking statements. Goodman Group assumes no obligation to update such information.
• • This document has been prepared by the Group based on information available to it. All information in this document is believed to be reliable but none of the Group, its related bodies corporate (as defined in the Corporations Act), nor any of their respective directors, officers, employees, advisers or representatives (together, the “Beneficiaries”) make any representation or warranty, express or implied, as to the fairness, accuracy, completeness or correctness of the information in this document (including the accuracy, likelihood of achievement or reasonableness of any forecast, returns, yields, future income or other statements in relation to future matters). Nothing contained in this document is, or shall be relied upon, as a promise or representation by the Group or any other Beneficiary, whether as to the past, present or future.
• • To the maximum extent permitted by law, the Beneficiaries shall have no liability whatsoever for any loss or liability of any kind arising in respect of the information contained, or not being contained, in this document.
• • This document does not constitute an offer to sell, 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, (Securities Act) (US Person)). Securities may not be offered or sold in the United States or to US Persons absent registration or pursuant to an exemption from registration. The stapled securities of Goodman Group to be offered and sold in the equity raising have not been, and will not be, registered under the Securities Act or the securities laws of any state or jurisdiction of the United States, and may not be offered or sold in the United States or to, or for the account or benefit of, US Persons unless the securities are registered under the Securities Act or pursuant to an exemption from, or in a transaction not subject to, registration. This document may not be distributed or released in the United States or to, or for the account or benefit of, any US Person.
• • By accepting, accessing or reviewing this document you acknowledge and agree to foregoing restrictions.

27

thank+ you

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