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MIRVAC GROUP Capital/Financing Update 2011

Sep 19, 2011

65328_rns_2011-09-19_be188fda-a5c4-4e7e-bfef-dadc265fe77f.pdf

Capital/Financing Update

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ASX Circular

Date: 20 September, 2011

Key topics

  1. Mirvac Group (ASX:MGR)

  2. Payment of Instalment Receipt second instalment (ASX Code: MGRAM)

  3. Timetable

MIRVAC GROUP – PAYMENT OF INSTALMENT RECEIPT SECOND INSTALMENT

On 4 August 2010, Mirvac Group (the “Group”) announced the implementation of a trust scheme (the “Trust Scheme”) whereby the Group acquired all of the units in Westpac Office Trust (the “Trust”). As a result of the Trust Scheme, the underlying security of an Instalment Receipt was replaced by a Group security.

Each Instalment Receipt holder is obligated to pay the outstanding Instalment Debt of $0.83752 per Instalment Receipt payable in two instalments. The first outstanding instalment payable is $0.41876 per Instalment Receipt held at 5:00 pm A.E.D.T. on 1 November 2011 (the “Second Instalment”). The Final Instalment of $0.41876 is due and payable on 1 November 2013.

For more information on the Trust Scheme please refer to the Trust Scheme document lodged with ASX Limited on 16 June 2010.

Reading List

Client Advisers (Brokers) Compliance Managers Corporate Advisory DTR Operators Issuers Institutions Listing Officers Managing Directors Non Broker Participants Operations Managers (back office)

Research Analysts Share Registries

Authorised By

Payment of Second Instalment

The Record Date to determine Instalment Receipt holders who are obliged to pay the Second Instalment is 30 September 2011. The MGRAM register will be suspended from the Record Date and ASX Participants will be unable to process any further CHESS messages for MGRAM securities.

Following payment of the Second Instalment on 1 November 2011, the ASX Code for the Instalment Receipts will change to MGRAO ($0.41876 unpaid), and the MGRAM register will close. The Instalment Receipts will continue to be unquoted securities and will have a CHESS register.

Upon payment of the Final Instalment on 1 November 2013, MGRAO securities will be cancelled and title to the corresponding Group securities will be transferred to the holder.

Andrew Black

Contact

Suzanna Dabski

ASX Limited 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.

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The following is an indicative timetable that will apply in relation to the payment of the Second Instalment:

27 September 2011 27 September 2011 Last day for Instalment Receipt holders to trade underlying Group securities and pay alloutstanding Instalment Debt (ASX Code: MGRAM) Last day for Instalment Receipt holders to trade underlying Group securities and pay alloutstanding Instalment Debt (ASX Code: MGRAM) Last day for Instalment Receipt holders to trade underlying Group securities and pay alloutstanding Instalment Debt (ASX Code: MGRAM) Last day for Instalment Receipt holders to trade underlying Group securities and pay alloutstanding Instalment Debt (ASX Code: MGRAM)
30 September 2011 Last day for Instalment Receipt holders to settle trades on underlying Group securities (ASXCode: MGRAM)
30 September 2011 Last day for registration of transfers of Instalment Receipts (ASX Code: MGRAM)
30 September 2011 Record date to determine Instalment Receipt holders obliged to pay the Second Instalment (ASXCode: MGRAM)
30 S eptember 2011 Suspension of Second Instalment Receip ts Register (ASX Code: MGRAM - $0.83752 u npaid)
5:00 pm 1 November 2011 Second Insta lment payment due date
7 No vember 2011 Dispatch of h ldi ttt flti t f Sd Itlt
ong saemen reecng aymen o econ nsamen
8 No vember 2011 Register ope ns for Final Instalment Rece ipts (ASX Code: MGRAO - $0.41876 unpaid)
1 No vember 2013 Final Instalm ent due and payable
ement of Market Transaction when s elling MGRAO (Instalment Receipts - $0.41876 unpaid)

Settlement of Market Transaction when selling MGRAO (Instalment Receipts - $0.41876 unpaid)

Once an Instalment Receipt holder has paid the Second Instalment and has received their Instalment Receipts - $0.41876 unpaid (ASX Code: MGRAO), they will continue to be able to exit MGRAO securities by selling the underlying Group securities (ASX Code: MGR) and settling the sale in the manner more fully described in Attachment A.

A similar sale mechanism to that described in Attachment A currently exists for Instalment Receipts - $0.83752 unpaid (ASX Code: MGRAM). Instalment Receipt holders wishing to exit their investment in MGRAM securities via this mechanism have until 27 September 2011 to do so, with settlement of any MGRAM security sale to be completed by 30 September 2011, after which time the MGRAM register will be suspended.

Further Information

For further details, please refer to the Group’s announcements, or contact Link Market Services on the security holder information line on 1800 356 444.

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ATTACHMENT A

MIRVAC GROUP - INSTALMENT RECEIPTS

Settlement of Sale Transactions in Mirvac Group securities (ASX:MGR), where the client holds Mirvac instalment receipts (ASX:MGRAO)

All holders of MGRAO will have an obligation to pay a final instalment of $0.41876 per Instalment Receipt on 1 November 2013. Where a holder wishes to exit their investment in MGRAO, the holder will be able to sell MGR securities on-market and settle that transaction by delivering MGRAOs and paying the final instalment in exchange for MGR securities.

The MGR securities, in which holders of MGRAO have a beneficial interest, are currently held by Westpac Custodian Nominees Limited in a holding administered by HSBC Custody Nominees (Australia) Limited (CHESS Participant 20057). In order to settle an MGR Sell trade, where the client holds MGRAO, a Settlement Participant will, on T+3, be required to:

  1. Deliver the MGRAO to HSBC, free of payment, via a CHESS 101 message on a “market” transaction basis; and

  2. Deliver $0.41876 per MGR security sold, to HSBC, in exchange for each MGR security due to market, via a CHESS 101 message on a “market” transaction basis.

Note that HSBC will not release matching 101 messages until such time that both Settlement Participant messages have been released to CHESS. Settlement Participants should have both messages in place by 4.00pm (Sydney time) on T+2 to facilitate pre-matching prior to, or on, T+3.

On completion of the CHESS settlement process on T+3, the MGR security will have been delivered to market, HSBC will be holding the MGRAO, plus $0.41876 per MGRAO in settlement of the final instalment; and the Settlement Participant will be holding the MGR sale proceeds, less $0.41876 per MGRAO, for payment to the selling client.

Should you have any questions about the settlement process, please contact either of the following representatives of Mirvac:

Norelle Ray (02) 9080 8651 Sonya Harris (02) 9080 8000

Settlement Participants should note that a similar sale mechanism to that described above currently exists for holders of MGRAM. Investors wishing to exit their investment in MGRAM via this mechanism should be made aware that it will effectively cease on 27 September 2011, with settlement of any sale to be completed by 30 September 2011, after which time the MGRAM register will be suspended.

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