QUBE HOLDINGS LIMITED — Capital/Financing Update 2012

Mar 18, 2012

ASX and Media Announcement

19 March 2012

Qube completes Westgate acquisition

Qube Logistics Holdings Limited ("Qube") today announced that it has completed the transaction with Westgate Ports Pty Ltd and Westgate Port Services Pty Ltd ("Westgate") to acquire the assets and take an assignment of the leases Westgate holds at Victoria Dock in Melbourne consistent with the terms set out in Qube's announcement of 7 March 2012.

An Appendix 3B and Cleansing Notice are attached.

Further enquiries: Media Paul White 0417 224 920

Investors Paul Lewis Company Secretary / Chief Financial Officer +612 9080 1903

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, 24/10/2005.

Name of entity

Qube Logistics Holdings Limited

ACN

149 723 053

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).

$\mathbf{1}$ ⁺Class of ⁺securities issued or to be issued

Ordinary Shares

4,746,085

• Number of ⁺securities issued or $\overline{2}$ to be issued (if known) or maximum number which may be issued
• Principal terms of the ⁺securities $\overline{\mathbf{3}}$ (eg, if options, exercise price and expiry date; if partly paid +securities, amount the outstanding and due dates for payment; if ⁺convertible securities, the conversion price and dates for conversion)

Fully paid ordinary shares

⁺ See chapter 19 for defined terms.

$\overline{4}$	Do the + securities rank equally in all 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 for the participate next dividend, (in the case of a	Yes
	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	Issued at \$1.4749 per share pursuant to the Agreement with Westgate Ports Pty Ltd and Westgate Port Services Pty Ltd.
6	Purpose of the issue (If issued as consideration for the acquisition of clearly assets, identify those assets)	partial consideration for the Issued as acquisition of certain assets and assignment of leases from Westgate Ports Pty Ltd and Westgate Port Services Pty Ltd
7	Dates of entering + securities into uncertificated holdings or despatch of certificates	19 March 2012

907,710,970 $\bf 8$ Number and ⁺class of all $^+$ securities $\,$ quoted $\,$ on $\,$ ASX $(including\,$ $\,$ the $\,$ securities $\,$ in clause 2 if applicable)

Number ⁺Class Ordinary Shares

⁺ See chapter 19 for defined terms.

$\overline{+Class}$

	Number
Number and $\tau$ class of all $N/A$
*securities not quoted on ASX
(including the securities in
clause 2 if applicable)

Dividend policy (in the case of a $\lceil$ The new shares will participate in any trust, distribution policy) on the dividends on an equal basis with existing shares.

Part 2 - Bonus issue or pro rata issue

increased capital (interests)

11	holder security approval Is required?	N/A
12	Is the issue renounceable or non- renounceable?	N/A
13	Ratio in which the + securities will be offered	N/A
14	+ Class of + securities to which the offer relates	N/A
$15 \,$	+Record date determine $\vert N/A \vert$ to entitlements
16	different Will holdings on registers (or subregisters) be calculating aggregated for	N/A
	entitlements?
$17 \,$	Policy for deciding entitlements in relation to fractions	N/A
18	Names of countries in which the	N/A
	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	date for of Closing receipt	N/A
	acceptances or renunciations

• See chapter 19 for defined terms.

10

Appendix 3B New issue announcement

$\overline{\omega}$

20	Names of any underwriters	N/A
21	Amount of any underwriting fee or commission	N/A
22	Names of any brokers to the issue	N/A
23	Fee or commission payable to the broker to the issue	N/A
24	Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of + security holders	N/A
25	If the issue is contingent on "security holders' approval, the date of the meeting	N/A
26	Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled	N/A
27	If the entity has issued options, and the terms entitle option holders participate to on exercise, the date on which notices will be sent to option holders	N/A
28	Date rights trading will begin (if applicable)	N/A
29	Date rights trading will end (if applicable)	N/A
30	How do + security holders sell their entitlements in full through a broker?	N/A
3 1	How do + security holders sell their entitlements οf part through a broker and accept for the balance?	N/A

⁺ See chapter 19 for defined terms.

How do ⁺security holders dispose $32$ of their entitlements (except by sale through a broker)?

⁺Despatch date 33

N/A

$N/A$

Part 3 - Quotation of securities

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

• Type of securities $34$ (tick one)
• $(a)$ Securities described in Part 1
• 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

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

$(b)$

• 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
• If the 'securities are 'equity securities, a distribution schedule of the additional 36 *securities setting out the number of holders in the categories $1 - 1,000$ $1,001 - 5,000$ $5,001 - 10,000$ 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 + quotation is sought

⁺ See chapter 19 for defined terms.

• Class of ⁺securities for which 39 quotation is sought
• Do the ⁺securities rank equally in 40 all 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 $\bullet$ $for$ the participate next dividend, (in the case of a trust, distribution) or interest payment
• the extent to which they do $\bullet$ not rank equally, other than in relation to the next dividend, distribution or interest payment
• Reason for request for quotation $41$ 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 and ⁺class of all 42 ⁺securities quoted on ASX (including the securities in clause $38)$

Number	+Class

⁺ See chapter 19 for defined terms.

Quotation agreement

• ⁺Quotation of our additional ⁺securities is in ASX's absolute discretion. ASX $\mathbf{1}$ may quote the ⁺securities on any conditions it decides.
• We warrant the following to ASX. $\overline{2}$
• The issue of the *securities to be quoted complies with the law and is $\bullet$ 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.
• 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.
• We will indemnify ASX to the fullest extent permitted by law in respect of any $\overline{\mathbf{3}}$ claim, action or expense arising from or connected with any breach of the warranties in this agreement.
• We give ASX the information and documents required by this form. If any $\overline{4}$ 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.

...................... Date: 19 March 2012 ............... Company Secretary

Sign here:

Print name:

Paul Lewis.

$= 2.323 \pm 0.0003 \pm 0.0003$

⁺ See chapter 19 for defined terms.

^24/10/2005Appendix 3B Page 7

For release to the market

Notice under section 708A(5)(e) of the Corporations Act 2001 (Cth)

Issuer: Qube Logistics Holdings Limited ACN 149 723 053

Details of the issue or offer of securities:

Class of securities	Ordinary
ASX Code of the securities	QUB
Date of the issue or expected issue of the securities	19 March 2012
Total number of securities issued or expected to be issued	4,746,085

Notice:

• 1. Qube Logistic Holdings Limited gives ASX (as the relevant market operator) notice relating to the issue of the securities identified above.
• $2.$ This notice is given under paragraph 5(e) of Section 708A of the Corporations Act 2001 (Cth).
• 1. Qube Logistics Holdings Limited issued the securities identified above without disclosure to investors under Part 6D.2 of the Corporations Act 2001 (Cth).
• $4.$ As at the date of this notice, Qube Logistics Holdings Limited has complied with:
• the provisions of Chapter 2M of the Corporations Act 2001 (Cth) as they apply $(a)$ to it; and
• $(b)$ Section 674 of the Corporations Act 2001 (Cth).
• 1. There is no excluded information (as defined in Section 708A(7) of the Corporations Act 2001 (Cth)) as at the date of this notice.

Signed for and on behalf of the Issuer:

Paul Lewis Company Secretary Qube Logistics Holdings Limited

Date of notice: 19 March 2012