GPT GROUP — M&A Activity 2012

Dec 13, 2012

ASX announcement ASX code ALZ / AAZBP

==> picture [139 x 135] intentionally omitted <==

1 Homebush Bay Drive Building C, Level 3 Rhodes NSW 2138 02 9767 2000 PO Box 3307 Rhodes NSW 2138

australand.com.au

14 December 2012

Australand Rejects Unsolicited Approach from The GPT Group

Australand refers to its announcement on Monday, 10 December 2012 in relation to its receipt of an unsolicited, indicative, non-binding proposal (“the Proposal”) from The GPT Group to acquire Australand’s Investment Property Portfolio and its Commercial and Industrial business (“the Assets”). The Proposal involved Australand Holdings Limited retaining the residential business and remaining a listed entity.

The Proposal was incomplete, highly conditional and was subject to a number of factors including undertaking due diligence, exclusivity and market break fees to apply in the event the transaction did not proceed with GPT.

The Proposal involved The GPT Group acquiring the Assets at a premium of $140 million to the 30 June 2012 book value[1] .

The Board of Australand, together with its advisers, has carefully considered the Proposal and has determined that the Proposal does not provide a compelling value proposition and is not in the best interests of Australand’s securityholders.

The Board has formed the view that the Proposal does not provide a sufficient premium nor compensate Australand securityholders for the transaction costs that would be incurred by Australand, structural inefficiencies and risks involved with implementing the Proposal including the uncertainty as to the trading value of the residual residential business as a stand alone listed company.

Whilst the Board remains committed to maximising securityholder value, it does not intend to engage with The GPT Group in relation to the Proposal.

Issued by Investor enquiries Media enquiries Bev Booker Kieran Pryke Trudy Wise Group Company Secretary Chief Financial Officer Wise McBaron Communication T +61 2 9767 2000 T + 61 2 9767 2000 T + 61 418 220 028 E booker@australand.com.au E kpryke@australand.com.au E trudy_wise@wisemcbaron.com.au

1 After adjustments for net working capital in the Australand Trust entities; Australand Property Trust, Australand Property Trust No.4 and Australand Property Trust No.5, capital expenditure on current internal developments, and changes in capital employed in the Commercial and Industrial business

==> picture [141 x 51] intentionally omitted <==

Australand Holdings Limited ABN 12 008 443 696 Australand Property Limited ABN 90 105 462 137 AFSL 231130 as responsible entity of Australand Property Trust ARSN 106 680 424 and Australand ASSETS Trust ARSN 115 338 513 Australand Investments Limited ABN 12 086 673 092 AFSL 228837 as responsible entity of Australand Property Trust No.4 ARSN 108 254 413 and Australand Property Trust No.5 ARSN 108 254 771