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LENDLEASE GROUP Capital/Financing Update 2010

Apr 6, 2010

65243_rns_2010-04-06_072fe029-b6a0-429b-9aa2-2b5e4ed2d1a9.pdf

Capital/Financing Update

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Appendix 3B New issue announcement

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003.

Name of entity

LEND LEASE GROUP

ABN

Lend Lease Corporation Limited ABN 32 000 226 228 Lend Lease Trust ARSN 128 052 595

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

1
+Class of+securities issued or to be
issued
2
Number of+securities issued or to
be issued (if known) or maximum
number which may be issued
3
Principal terms of the+securities (eg,
if options, exercise price and expiry
date; if partly paid+securities, the
amount outstanding and due dates
for
payment;
if
+convertible
securities, the conversion price and
dates for conversion)
ORDINARY STAPLED SECURITIES
104,753,961
ORDINARY STAPLED SECURITIES
  • See chapter 19 for defined terms.

Appendix 3B Page 1

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Appendix 3B New issue announcement

4 Do the[+] securities rank equally in all YES, EXCEPT THEY WILL NOT BE respects from the date of allotment ENTITLED TO RECEIVE THE INTERIM with an existing[+] class of quoted DISTRIBUTION OF 20 CENTS PER +securities? SECURITY PAID ON 31 MARCH 2010

  • If the additional securities do not rank equally, please state: • the date from which they do • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment

  • • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

5 Issue price or consideration $7.70 PER SECURITY ISSUED UNDER THE INSTITUTIONAL AND RETAIL ENTITLEMENT OFFER $8.60 PER SECURITY IN RESPECT OF 28,206,762 SECURITIES FOLLOWING THE BOOKBUILD OF SECURITIES RELATING TO RENOUNCED AND INELIGIBLE ENTITLEMENTS 6 Purpose of the issue PURPOSE OF THE ISSUE IS TO PROVIDE (If issued as consideration for the FLEXIBILITY TO INVEST IN acquisition of assets, clearly identify DEVELOPMENT PROJECTS, PPP those assets) PROJECTS AND FUTURE ACQUISITIONS 7 Dates of entering[+] securities into 15 MARCH 2010 FOR SECURITIES ISSUED uncertificated holdings or despatch UNDER THE INSTITUTIONAL of certificates ENTITLEMENT OFFER AND EARLY RETAIL ENTITLEMENT OFFER 7 APRIL 2010 FOR SECURITIES ISSUED UNDER THE RETAIL ENTITLEMENT OFFER AND FOLLOWING THE BOOKBUILD OF SECURITIES RELATING TO RENOUNCED AND INELIGIBLE ENTITLEMENTS

  • See chapter 19 for defined terms.

Appendix 3B Page 2

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Appendix 3B New issue announcement

8
Number and+class of all+securities
quoted on ASX (_including_the
securities in clause 2 if applicable)
9
Number and+class of all+securities
not quoted on ASX (_including_the
securities in clause 2 if applicable)
10
Dividend policy (in the case of a
trust, distribution policy) on the
increased capital (interests)
Number +Class
565,558,754 ORDINARY
STAPLED
SECURITIES
Number +Class
NIL
NO CHANGE TO DISTRIBUTION POLICY

Part 2 - Bonus issue or pro rata issue

11
Is security holder approval required?
12
Is the issue renounceable or non-
renounceable?
13
Ratio in which the+securities will be
offered
14
+Class of+securities to which the
offer relates
15
+Record
date
to
determine
entitlements
16
Will holdings on different registers
(or subregisters) be aggregated for
calculating entitlements?
NO
RENOUNCEABLE.
RENOUNCEABLE
ENTITLEMENTS THAT ARE NOT TAKEN
UP BY ELIGIBLE SECURITYHOLDERS,
TOGETHER WITH THE ENTITLEMENTS
OF
INELIGIBLE
SECURITYHOLDERS
WILL BE OFFERED FOR SALE TO
INSTITUTIONAL INVESTORS THROUGH
A BOOK BUILD PROCESS

5 NEW SECURITIES FOR EVERY 22
SECURITIES HELD ON THE RECORD
DATE

ORDINARY STAPLED SECURITIES

2 MARCH 2010

NO
  • See chapter 19 for defined terms.

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Appendix 3B New issue announcement

17
Policy for deciding entitlements in
relation to fractions
18
Names of countries in which the
entity has+security holders who will
not be sent new issue documents
Note: Security holders must be told how their
entitlements are to be dealt with.
Cross reference: rule 7.7.
19
Closing
date
for
receipt
of
acceptances or renunciations
20
Names of any underwriters
21
Amount of any underwriting fee or
commission
22
Names of any brokers to the issue
23
Fee or commission payable to the
broker to the issue
24
Amount of any handling fee payable
to brokers who lodge acceptances or
renunciations on behalf of+security
holders
WHERE FRACTIONS ARISE IN THE
CALCULATION
OF
A
SECURITYHOLDER’S
ENTITLEMENT,
THEY WILL BE ROUNDED UP TO THE
NEXT
WHOLE
NUMBER
OF
NEW
SECURITIES
ALL
COUNTRIES
OTHER
THAN
AUSTRALIA AND NEW ZEALAND AND
ANY OTHER JURISDICTIONS IN WHICH
IT IS DECIDED TO MAKE OFFERS
26 FEBRUARY 2010 (INSTITUTIONAL
ENTITLEMENT OFFER CLOSE)
11
MARCH
2010
(FIRST
RETAIL
ENTITLEMENT OFFER CLOSE)
24
MARCH
2010
(SECOND
RETAIL
ENTITLEMENT OFFER CLOSE)
RBS
EQUITY
CAPITAL
MARKETS
(AUSTRALIA) LIMITED AND MERRILL
LYNCH INTERNATIONAL (AUSTRALIA)
LTD
HAVE
AGREED
TO
FULLY
UNDERWRITE
BOTH
THE
INSTITUTIONAL ENTITLEMENT OFFER
AND THE RETAIL ENTITLEMENT OFFER
AN
UNDERWRITING
FEE
OF
1.5%,
MANAGEMENT
FEE
OF
0.5%
AND
DISCRETIONARY INCENTIVE FEE OF
0.25%, IN EACH CASE CALCULATED ON
THE OFFER AMOUNT FOR EACH OF THE
INSTITUTIONAL
OFFER
AND
THE
RETAIL OFFER
N/A

N/A
N/A
  • See chapter 19 for defined terms.

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Appendix 3B New issue announcement

25
If the issue is contingent on+security
holders’ approval, the date of the
meeting
26
Date entitlement and acceptance form
and prospectus or Product Disclosure
Statement will be sent to persons
entitled
27
If the entity has issued options, and
the terms entitle option holders to
participate on exercise, the date on
which notices will be sent to option
holders
28
Date rights trading will begin (if
applicable)
29
Date rights trading will end (if
applicable)
30
How do+security holders sell their
entitlements_in full_through a broker?
31
How do+security holders sell_part_of
their entitlements through a broker
and accept for the balance?
32
How do+security holders dispose of
their entitlements (except by sale
through a broker)?
33
+Despatch date
N/A
NO PROSPECTUS IS BEING PRODUCED.
AN
OFFER
DOCUMENT
AND
ENTITLEMENT
AND
ACCEPTANCE
FORM WAS SENT TO ELIGIBLE RETAIL
SECURITYHOLDERS ON 4 MARCH 2010
N/A
N/A
N/A
N/A
N/A
N/A
REFER TO ITEM 7 OF THIS APPENDIX 3B

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

  • 34 Type of securities

( tick one )

  • (a) √ Securities described in Part 1

(b)[All other securities ] Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

  • See chapter 19 for defined terms.

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Appendix 3B New issue announcement

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

35[If the ][+][securities are ][+][equity securities, the names of the 20 largest holders of the ] additional[+] securities, and the number and percentage of additional[+] securities held by those holders 36[If the ] +securities setting out the number of holders in the categories[+][securities are ][+][equity securities, a distribution schedule of the additional ] 1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over 37[A copy of any trust deed for the additional ][+][securities ]

Entities that have ticked box 34(b)

38 Number of securities for which N/A +quotation is sought 39 Class of +securities for which N/A quotation is sought 40 Do the[+] securities rank equally in all N/A respects from the date of allotment with an existing[+] class of quoted +securities? If the additional securities do not rank equally, please state: • the date from which they do • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

  • See chapter 19 for defined terms.

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Appendix 3B New issue announcement

41 Reason for request for quotation N/A now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another security, clearly identify that other security)

Number +Class 42 Number and[+] class of all[+] securities N/A N/A quoted on ASX ( including the securities in clause 38)

Quotation agreement

  • 1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.

  • 2 We warrant the following to ASX.

  • The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.

  • There is no reason why those[+] securities should not be granted[+] quotation.

  • An offer of the[+] securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

  • Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any[+] securities to be quoted and that no-one has any right to return any[+] securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the[+] securities be quoted.

  • We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the[+] securities to be quoted, it has been provided at the time that we request that the[+] securities be quoted.

  • If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the[+] securities be quoted.

  • See chapter 19 for defined terms.

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Appendix 3B New issue announcement

  • 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

  • 4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before[+] quotation of the[+] securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Signed: William Hara Company Secretary

Date: 07/04/2010

== == == == ==

  • See chapter 19 for defined terms.

Appendix 3B Page 8

1/1/2003