Retail Entitlement Offer

On Wednesday 28 November 2018, Cromwell Property Group (Cromwell) announced an accelerated non-renounceable entitlement offer (Equity Raising) of new Cromwell stapled securities (New Securities) to raise up to approximately $300 million.

Under the terms of the Entitlement Offer, eligible securityholders were invited to subscribe for 2 New Securities for every 13 existing fully paid Cromwell stapled securities held as at 7:00pm (Sydney time) on Friday, 30 November 2018 (Record Date) at a fixed issue price of $0.98 per New Security.

The Equity Raising is being made in accordance with sections 708AA and 1012DAA of the Corporations Act 2001 (Cth) (Corporations Act), as modified by Australian Securities and Investments Commission Corporations (Non-Traditional Rights Issues) Instrument 2016/84. The Equity Raising comprises an accelerated institutional component (Institutional Offer) and a retail component (Retail Offer).

Cromwell wishes to advise you that the Retail Offer is now open for eligible retail securityholders to submit their acceptances. As an eligible retail securityholder, you can access your personalised Entitlement and Acceptance Form by following the steps outlined below.

The Retail Offer will close at 5.00pm (Sydney time) on Thursday 13 December 2018.

Follow these easy steps to participate:

  1. Download the Retail Offer Booklet and personalised forms:
    • download a copy of the Retail Offer Booklet here, or on this page
    • download your personalised Entitlement and Acceptance Form from the secure website https://events.miraqle.com/cromwell-offer;
    • read and consider the Retail Offer Booklet and the personalised Entitlement and Acceptance Form in their entirety; and
    • follow the below steps.
  1. Pay:
    • by BPAY (if paying this way, you do not need to complete an application form); or
    • by cheque and return the completed Entitlement and Acceptance Form.

If you have any questions in relation to the Retail Offer, please call the dedicated Retail Offer Information Line on +61 1300 550 841.

Dates are indicative only and Cromwell may, at its discretion, vary any of the above dates.

Cromwell Property Group (ASX:CMW) is a Real Estate Investor and Manager with operations on three continents and a global investor base. The group is included in the S&P;/ASX 200. As at 30 June 2018, Cromwell had a market capitalisation of $2.2 billion, a direct property investment portfolio in Australia valued at $2.5 billion and total assets under management of $11.5 billion across Australia, New Zealand and Europe.

NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES

This page  does not constitute an offer to sell, or a solicitation of an offer to buy, any securities in the United States, or to any person that is, or is acting for the account or benefit of, a person in the United States or in any other jurisdiction in which such an offer would be illegal. Neither the entitlements nor the New Securities have been, or will be, registered under the U.S. Securities Act of 1933, as amended (Securities Act) or under the securities laws of any state or other jurisdiction of the United States. Accordingly, the entitlements may not be issued or exercised by, and the New Securities may not be offered or sold, directly or indirectly, to persons in the United States or to, or to persons acting for the account or benefit of, a person in the United States (to the extent such persons hold Cromwell stapled securities and are acting for the account or benefit of a person in the United States), except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable securities laws of any state or other jurisdiction of the United States. The entitlements and the New Securities to be offered and sold in the RETAIL OFFER may only be offered and sold to persons that are not in the United States and are not acting for the account or benefit of persons in the United States, in each case, in "offshore transactions" in reliance on Regulation S under the Securities Act.

IMPORTANT NOTICE TO NOMINEES: Because of legal restrictions, you must not send copies of this page or any material relating to the RETAIL OFFER to any of your clients (or any other person) in the United States or who is, or is acting for the account or benefit of, a person in the United States, and on whose behalf you are the registered owner of securities. Failure to comply with these restrictions may result in violations of applicable securities laws.

Custodians and other trustees or nominees may not distribute any part of this page or document referred to herein, and may not permit any beneficial securityholder to participate in the RETAIL OFFER, in any country outside Australia or New Zealand. Securityholders who hold Cromwell stapled securities on behalf of persons who reside outside Australia and New Zealand are not entitled to participate in the RETAIL OFFER.

No action has been taken to register or qualify the New Securities or the RETAIL OFFER or otherwise permit an offering of the New Securities in any jurisdiction outside Australia and New Zealand, including the United States.

The provision of this page is not, and should not be considered as, a securities recommendation or financial product advice. The information on this page is general information only, and does not take into account your individual objectives, taxation position, financial situation or needs. If you are unsure of your position, please contact your financial, taxation or other professional advisor.