11-13 Gibbon Road, Winston Hills, NSW

7.3%(1)

DISTRIBUTION YIELD FOR PY2017(assuming exercise of “call options”)

PROSPECTUS DATED10 JUNE 2016(Registered with the Monetary Authority of Singapore on 10 June 2016)

FRASERS LOGISTICS & INDUSTRIAL TRUST (a real estate investment trust constituted on 30 November 2015 under the laws of the Republic of Singapore)

Managed by FrasersLogistics & Industrial Asset Management Pte. Ltd.

This document is important. If you are in any doubt as to the action you should take, you should consult your stockbroker, bank manager, solicitor, accountant or other professional adviser.

Offering of 521,749,000 Units (subject to the Over-Allotment Option)

Public Offer Size: 80,000,000 Units

Offering Price: S$0.89 per Unit

(1) Based on the Offering Price of S$0.89 per Unit and the forecast and projected DPU for FP2016 and PY2017 together with the accompanying assumptions in the Prospectus, including but not limited to the assumption that Frasers Logistics & Industrial Trust exercises the “call options” in respect of all three Call Option Properties in accordance with the terms of the Call Option Agreements and that the Call Option Acquisitions are completed on 1 October 2016. Such yield will vary accordingly for investors who purchase Units in the secondary market at a market price different from the Offering Price and such yield is not guaranteed.

Joint Financial Advisers, Global Coordinators and Issue Managers

Sponsor Joint Bookrunners and Underwriters Co-Managers

Frasers Logistics & Industrial Asset Management Pte. Ltd. (formerly known as FCL Gold Pte. Ltd.), as manager of Frasers Logistics & Industrial Trust (“FLT”, and the manager of FLT, the “REIT Manager”), is making an offering (the “Offering”) of 521,749,000 units representing undivided interests in FLT (“Units”) for subscription at the Offering Price (as defined below) (the “Offering Units”). The Offering consists of (i) an international placement of 441,749,000 Units to investors, including institutional and other investors in Singapore (the “Placement Tranche”), of which 5,617,000 Units will be reserved for subscription by the directors, management, employees and business associates of Frasers Centrepoint Limited (“FCL” or the “Sponsor”) and the REIT Manager and persons who have contributed to the success of FLT (the “Reserved Units”) and (ii) an offering of 80,000,000 Units to the public in Singapore (the “Public Offer”).The issue price of each Unit under the Offering is S$0.89 per Unit (the “Offering Price”). The joint financial advisers, global coordinators and joint issue managers for the Offering are DBS Bank Ltd. and Citigroup Global Markets Singapore Pte. Ltd. (collectively, the “Joint Global Coordinators” or “Joint Financial Advisers, Global Coordinators and Issue Managers”). DBS Bank Ltd., Citigroup Global Markets Singapore Pte. Ltd., Morgan Stanley Asia (Singapore) Pte., Oversea-Chinese Banking Corporation Limited and United Overseas Bank Limited are the joint bookrunners and underwriters for the Offering (collectively, the “Joint Bookrunners” or “Joint Bookrunners and Underwriters”). The Offering is fully underwritten at the Offering Price by the Joint Bookrunners on the terms and subject to the conditions of the Underwriting Agreement (as defined herein).The total number of Units in issue as at the date of this Prospectus is one Unit (the “Sponsor Initial Unit”) which was issued to Australand Property Limited (“APL”), as trustee of Australand Property Trust (“APT”), in connection with the constitution of FLT. The total number of outstanding Units immediately after completion of the Offering will be 1,425,150,000 Units.Concurrently with, but separate from the Offering, APL has entered into a subscription agreement (the “Sponsor Subscription Agreement”) to subscribe for an aggregate of 320,657,999 Units, comprising approximately 22.5% of the total number of outstanding Units immediately after completion of the Offering (the “Sponsor Subscription Units”, together with the Sponsor Initial Unit, the “Sponsor Units”) at the Offering Price conditional upon the Underwriting Agreement having been entered into, and not having been terminated, pursuant to its terms on or prior to the Settlement Date (as defined herein). Concurrently with, but separate from the Offering, TCC Group Investments Limited (“TCCG” or the “Strategic Investor”), a company incorporated in the British Virgin Islands (“BVI”) (the shares of which are owned equally by Atinant Bijananda, Thapana Sirivadhanabhakdi, Wallapa Traisorat, Thapanee Techajareonvikul and Panote Sirivadhanabhakdi (the five children of Charoen Sirivadhanabhakdi and Khunying Wanna Sirivadhanabhakdi)), has entered into a subscription agreement (the “TCCG Subscription Agreement”), pursuant to which TCCG will subscribe for an aggregate of 89,887,000 Units, comprising approximately 6.3% of the total number of outstanding Units immediately after completion of the Offering (the “TCCG Units”), conditional upon the Underwriting Agreement having been entered into, and not having been terminated, pursuant to its terms on or prior to the Settlement Date.

In addition, concurrently with, but separate from the Offering, each of the Cornerstone Investors (as defined herein) has entered into a subscription agreement to subscribe for an aggregate of 492,856,000 Units (the “Cornerstone Units”) at the Offering Price conditional upon the Underwriting Agreement having been entered into, and not having been terminated, pursuant to its terms on or prior to the Settlement Date.Prior to the Offering, there has been no market for the Units. The offer of Units under this Prospectus will be by way of an initial public offering (“IPO”) in Singapore. Application has been made to Singapore Exchange Securities Trading Limited (the “SGX-ST”) for permission to list on the Main Board of the SGX-ST (i) all the Units comprised in the Offering, (ii) the Sponsor Units, (iii) the TCCG Units, (iv) the Cornerstone Units, (v) all the Units which will be issued to the REIT Manager from time to time in full or part payment of the REIT Manager’s fees, (vi) all the Units which will be issued to FLT Australia Management Pty Ltd, as investment manager of the HAUT (as defined herein) (the “HAUT Manager”) from time to time in full or part payment of the HAUT Manager’s fees, (vii) all the Units which will be issued to Frasers Property Australia Management Services Pty Limited, a company incorporated in Australia that is wholly-owned by the Sponsor (the “Australian Property Manager”) from time to time in full or part payment of the Australian Property Manager’s fees and (viii) all the Units which will be issued to FCL Management Services Pte. Ltd. (“FCL MS”) or its related corporations or third party agents it nominates to perform the property management services, lease management services and marketing services pursuant to the Master Property Management Agreement (as defined herein) (the “Property Manager”) from time to time in full or part payment of the Property Manager’s fees. Such permission will be granted when FLT has been admitted to the Official List of the SGX-ST (the “Listing Date”). Acceptance of applications for Units will be conditional upon issue of the Units and upon permission being granted to list the Units. In the event that such permission is not granted or if the Offering is not completed for any other reason, application monies will be returned in full, at each investor’s own risk, without interest or any share of revenue or other benefit arising therefrom, and without any right or claim against any of FLT, the REIT Manager, Perpetual (Asia) Limited (formerly known as The Trust Company (Asia) Limited), as trustee of FLT (the “REIT Trustee”), the Sponsor, the Joint Global Coordinators or the Joint Bookrunners.Investors should take note that trading in the Units will commence only at 9.00 a.m. on the Market Day (as defined herein) immediately after the Listing Date (the “Trading Date”). The Sponsor Initial Unit will be listed on the Main Board of the SGX-ST at 4.30 p.m. on the Listing Date. Trading will halt immediately thereafter until the close of trading hours on the Listing Date. The allotment and crediting of Units to investors (including APL, TCCG and the Cornerstone Investors) will occur after the close of trading hours on the Listing Date. INVESTORS WILL NOT BE ABLE TO TRADE IN THEIR UNITS ON THE LISTING DATE.If all the then issued and outstanding units of FLT are listed and quoted prior to the allotment and issue of Units to incoming investors, such incoming investors should not incur a liability to pay Australian stamp duty. (See “Taxation – Australia Taxation – Stamp Duty”.) Because the Sponsor Initial Unit (being the only issued and

outstanding Unit of FLT at such time) is listed at 4.30 p.m. on the Listing Date and the allotment and crediting of the Units to incoming investors takes place after close of trading hours on the Listing Date, the incoming investors should not incur a liability to pay Australian stamp duty.A trading halt is being called immediately thereafter as the REIT Manager is of the view that trading for a short period of time from 4.30 p.m. up and until 5.06 p.m. may give rise to a disorderly trading market in the Units. Accordingly trading in the Units will commence at 9.00 a.m. on the Trading Day, so as to ensure an orderly commencement of the trading market in the Units.FLT has received a letter of eligibility from the SGX-ST for the listing and quotation of (i) all the Units comprised in the Offering, (ii) the Sponsor Units, (iii) the TCCG Units, (iv) the Cornerstone Units, (v) all the Units which will be issued to the REIT Manager from time to time in full or part payment of the REIT Manager’s fees and (vi) all the Units which will be issued to the HAUT Manager from time to time in full or part payment of the HAUT Manager’s fees, (vii) all the Units which will be issued to the Australian Property Manager from time to time in full or part payment of the Australian Property Manager’s fees and (viii) all the Units which will be issued to the Property Manager from time to time in full or part payment of the Property Manager’s fees, on the Main Board of the SGX-ST. FLT’s eligibility to list on the Main Board of the SGX-ST is not indicative of the merits of the Offering, FLT, the REIT Manager, the REIT Trustee, the Sponsor, the Joint Global Coordinators, the Joint Bookrunners or the Units. The SGX-ST assumes no responsibility for the correctness of any statements or opinions made or reports contained in this Prospectus. Admission to the Official List of the SGX-ST is not to be taken as an indication of the merits of the Offering, FLT, the REIT Manager, the REIT Trustee, the Sponsor, the Joint Global Coordinators, the Joint Bookrunners or the Units.FLT is an authorised scheme under the Securities and Futures Act, Chapter 289 of Singapore (the “Securities and Futures Act” or “SFA”). A copy of this Prospectus has been lodged on 3 June 2016 with and registered by the Monetary Authority of Singapore (the “MAS”) on 10 June 2016. The MAS assumes no responsibility for the contents of the Prospectus. Registration of the Prospectus by the MAS does not imply that the Securities and Futures Act or any other legal or regulatory requirements have been complied with. The MAS has not, in any way, considered the investment merits of the collective investment scheme. This Prospectus will expire on 9 June 2017 (12 months after the date of the registration of this Prospectus).See “Risk Factors” commencing on page 91 of this Prospectus for a discussion of certain factors to be considered in connection with an investment in the Units including the risk factors “There are limitations on the ownership of Units in FLT” and “There is no assurance that FLT will acquire any or all of the Call Option Properties”on page 98 of this Prospectus in relation to certain restrictions on investors owning in excess of 9.9% of the Units and the risk that FLT may not acquire any or all of the Call Option Properties (as defined herein). None of the REIT Manager, the REIT Trustee, the Sponsor, the Joint Global Coordinators or the Joint Bookrunners guarantees the performance

of FLT, the repayment of capital or the payment of a particular return on the Units.Investors who are members of the Central Provident Fund (“CPF”) in Singapore may use their CPF Ordinary Account savings to purchase Units as an investment included under the CPF Investment Scheme – Ordinary Account. CPF members are allowed to invest up to 35.0% of the Investible Savings (as defined herein) in their CPF Ordinary Accounts to purchase Units. Investors applying for Units by way of Application Forms (as defined herein) or Electronic Applications (both as referred to in Appendix G, “Terms, Conditions and Procedures for Application for and Acceptance of the Units in Singapore”) in the Public Offer will have to pay the Offering Price on application, subject to a refund of the full amount or, as the case may be, the balance of the application monies (in each case without interest or any share of revenue or other benefit arising therefrom), where (i) an application is rejected or accepted in part only, or (ii) if the Offering does not proceed for any reason.In connection with the Offering, the Joint Bookrunners have been granted an over-allotment option (the “Over-Allotment Option”) by APL, as trustee of APT (the “Unit Lender”) exercisable by Citigroup Global Markets Singapore Pte. Ltd. (the “Stabilising Manager”) (or any of its affiliates or other persons acting on behalf of the Stabilising Manager), in consultation with the other Joint Global Coordinator, in full or in part, on one or more occasions, only from the Trading Date but no later than the earlier of (i) the date falling 30 days from the Trading Date; or (ii) the date when the Stabilising Manager (or any of its affiliates or other persons acting on behalf of the Stabilising Manager) has bought, on the SGX-ST, an aggregate of 28,503,000 Units, representing approximately 5.5% of the total number of Units in the Offering, to undertake stabilising actions to purchase up to an aggregate of 28,503,000 Units (representing approximately 5.5% of the total number of Units in the Offering), at the Offering Price. The exercise of the Over-Allotment Option will not increase the total number of Units outstanding. In connection with the Offering, the Stabilising Manager (or any of its affiliates or other persons acting on behalf of the Stabilising Manager) may, in consultation with the other Joint Global Coordinator and at its discretion, over-allot or effect transactions which stabilise or maintain the market price of the Units at levels that might not otherwise prevail in the open market. However, there is no assurance that the Stabilising Manager (or any of its affiliates or other persons acting on behalf of the Stabilising Manager) will undertake stabilising action. Such transactions may be effected on the SGX-ST and in other jurisdictions where it is permissible to do so, in each case in compliance with all applicable laws and regulations.Nothing in this Prospectus constitutes an offer for securities for sale in the United States of America (“United States” or “U.S.”) or any other jurisdiction where it is unlawful to do so. The Units have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “Securities Act”), or the securities law of any state of the United States and accordingly, may not be offered or sold within the United States except in certain transactions exempt from or not subject to the registration requirements of the Securities Act. The Units are being offered and sold in offshore transactions as defined in and in reliance on Regulation S under the Securities Act (“Regulation S”). The Units are not transferable except in accordance with the restrictions described under “Plan of Distribution – Transfer Restrictions”.

THE LARGEST(2) INITIAL PURE-PLAY AUSTRALIAN LOGISTICS AND INDUSTRIAL REIT TO BE LISTED IN SINGAPORE

Frasers Logistics & Industrial Trust (“FLT”), at Listing Date, will be the first Singapore-listed REIT with an initial pure-play Australian industrial portfolio.

FLT offers investors a unique opportunity to invest in an initial portfolio of 51 Australian industrial real estate assets concentrated within major industrial markets in Australia.

FLT’s investment strategy is to invest globally, directly or indirectly, in a diversified portfolio of income-producing real estate assets which are predominantly used for logistics or industrial(3) purposes, whether wholly or partially, as well as such industrial(4) real estate-related assets in connection with the foregoing, with an initial focus on Australia.

ABOUT FRASERS LOGISTICS & INDUSTRIAL TRUST

(5) FP2016 is defined as the financial period from 1 June 2016 to 30 September 2016.

(6) The forecast yield for FP2016 is prepared on an annualised basis.

(7) Assuming distribution in S$ and based on forward exchange rate of A$1.00: S$0.99 for FP2016 and PY2017 respectively.

(8) PY2017 is defined as the financial year from 1 October 2016 to 30 September 2017.

(9) Based on the assumption that FLT exercises the “call options” in respect of all three Call Option Properties in accordance with the terms of the Call Option Agreements and that the Call Option Acquisitions are completed on 1 October 2016.

(2) By portfolio size and market capitalisation as at the Listing Date.

(3) Such real estate assets used for “logistics” or “industrial” purposes also include office components ancillary to the foregoing purposes.

(4) References to real estate assets used for “industrial” purposes in this Prospectus mean real estate assets used for “industrial” or “logistics” purposes interchangeably.

7.30%

7.02%

0.28%

6.83%

PY2017(7)(8)(9)FP2016(5)(6)(7)

DISTRIBUTION YIELD GROWTH(1)

IPO Portfolio Call Option Properties

6.9%

DIVERSE AND HIGH QUALITY TENANT BASE

TENANT(10) SECTOR

Government

(10) References to multinational companies, ASX-listed companies and government-related entities include their respective parent companies and/or subsidiaries.

(11) “Others” includes Automotive,Postal, Retail, Service and Wholesale industries.

By Adjusted Gross Rental

Income

55.5%26.7%

1.2%

16.6%

By Adjusted Gross Rental

Income43.2%31.4%

16.0%

9.4%

TRADE SECTOR OF TENANTS

TENANT PROFILE CONSISTS OF MAJORITY CONSUMER COMPANIES, E-COMMERCE BUSINESSES AND LOGISTICS COMPANIES

MultinationalASX-listed

Others

ConsumerLogistics

Manufacturing

Others(11)

DIVERSE AND HIGH QUALITY TENANT BASE

PRIME AND MODERN INDUSTRIAL ASSETS LOCATED IN MAJOR INDUSTRIAL MARKETS IN AUSTRALIA

IPO PORTFOLIO BRISBANE (QUEENSLAND) Properties 9Total GLA 194,055 sq mTotal Valuation A$449.2m% of IPO Portfolio(12) 28.3%

SYDNEY (NEW SOUTH WALES) Properties 12(13)

Total GLA 361,532 sq mTotal Valuation A$446.1m% of IPO Portfolio(12) 28.2%

MELBOURNE (VICTORIA)Properties 25Total GLA 548,058 sq mTotal Valuation A$634.4m% of IPO Portfolio(12) 40.0%

PERTH (WESTERN AUSTRALIA)Properties 1Total GLA 20,143 sq mTotal Valuation A$18.4m% of IPO Portfolio(12) 1.2%

ADELAIDE (SOUTH AUSTRALIA)Properties 4Total GLA 33,038 sq mTotal Valuation A$36.6m% of IPO Portfolio(12) 2.3%

(12) By Appraised Value.(13) Includes one Property located in

Wollongong, New South Wales.

TENANT(10) SECTOR

Government

(10) References to multinational companies, ASX-listed companies and government-related entities include their respective parent companies and/or subsidiaries.

(11) “Others” includes Automotive,Postal, Retail, Service and Wholesale industries.

By Adjusted Gross Rental

Income

55.5%26.7%

1.2%

16.6%

By Adjusted Gross Rental

Income43.2%31.4%

16.0%

9.4%

TRADE SECTOR OF TENANTS

TENANT PROFILE CONSISTS OF MAJORITY CONSUMER COMPANIES, E-COMMERCE BUSINESSES AND LOGISTICS COMPANIES

MultinationalASX-listed

Others

ConsumerLogistics

Manufacturing

Others(11)

ONE OF THE LARGEST GREEN STAR PERFORMANCE RATED INDUSTRIAL PORTFOLIOS IN AUSTRALIA

IPO PORTFOLIO LOCATED WITHIN ESTABLISHED INDUSTRIAL PRECINCTS IN AUSTRALIA WITH STRONG CONNECTIVITY TO KEY INFRASTRUCTURE VISIBLE GROWTH POTENTIAL VIA ACQUISITION OF CALL OPTION PROPERTIES AND ROFR PROPERTIES COMMITMENT TO ENVIRONMENTAL SUSTAINABILITY

65.2%OF ADJUSTED GROSS RENTAL INCOME(14)

KEY INVESTMENT HIGHLIGHTS

• Acquisition of Call Option Properties, which are 100% committed to incoming tenants, to be fully debt funded

• Additional potential growth from Sponsor’s(15) industrial property development pipeline of A$850 million to be developed over the next 5 years

STRONG ACQUISITION GROWTH POTENTIAL (GLA IN SQ M)

IPO Portfolio

Potential Portfolio Size

ROFR Properties

147,285

Call Option Properties

70,740

3 Properties 9 Properties

Sponsor-driven Inorganic Growth

(15) Through Frasers Property Australia Pty Limited, a wholly-owned subsidiary of the Sponsor.

UNIQUE OPPORTUNITY TO INVEST IN AN INITIAL PURE-PLAY, PRIME AUSTRALIAN INDUSTRIAL PORTFOLIO VIA A LISTED S-REIT• Attractive supply-demand

dynamics in the Australian industrial real estate segment

• Macroeconomic environment is ripe for investing in Australia

UNIQUE MULTI-PRONGED GROWTH STORY• Built-in rental increments

• Earnings upside from pre-committed Development Properties

• Long-term potential asset enhancement initiatives of the IPO Properties

• Inorganic growth potential from Call Option Acquisitions and ROFR Properties

COMMITTED AND REPUTABLE SPONSOR WITH A STRONG NETWORK AND ESTABLISHED TRACK RECORD• The Sponsor, Frasers

Centrepoint Limited, has a strong track record and commitment to real estate funds management

• Extensive experience in development and management of industrial real estate assets in Australia

STRONG AND EXPERIENCED MANAGEMENT TEAM• The REIT Manager comprises

experienced professionals with deep knowledge of real estate development and management in Australia

ALIGNMENT OF INTEREST BETWEEN THE SPONSOR, REIT MANAGER AND UNITHOLDERS• Substantial Sponsor ownership

in FLT

• Performance-based element in management fees payable to the REIT Manager

1,156,825

1,374,850(14) IPO Portfolio

KEY INVESTMENT HIGHLIGHTS

• Acquisition of Call Option Properties, which are 100% committed to incoming tenants, to be fully debt funded

• Additional potential growth from Sponsor’s(15) industrial property development pipeline of A$850 million to be developed over the next 5 years

STRONG ACQUISITION GROWTH POTENTIAL (GLA IN SQ M)

IPO Portfolio

Potential Portfolio Size

ROFR Properties

147,285

Call Option Properties

70,740

3 Properties 9 Properties

Sponsor-driven Inorganic Growth

(15) Through Frasers Property Australia Pty Limited, a wholly-owned subsidiary of the Sponsor.

UNIQUE OPPORTUNITY TO INVEST IN AN INITIAL PURE-PLAY, PRIME AUSTRALIAN INDUSTRIAL PORTFOLIO VIA A LISTED S-REIT• Attractive supply-demand

dynamics in the Australian industrial real estate segment

• Macroeconomic environment is ripe for investing in Australia

UNIQUE MULTI-PRONGED GROWTH STORY• Built-in rental increments

• Earnings upside from pre-committed Development Properties

• Long-term potential asset enhancement initiatives of the IPO Properties

• Inorganic growth potential from Call Option Acquisitions and ROFR Properties

COMMITTED AND REPUTABLE SPONSOR WITH A STRONG NETWORK AND ESTABLISHED TRACK RECORD• The Sponsor, Frasers

Centrepoint Limited, has a strong track record and commitment to real estate funds management

• Extensive experience in development and management of industrial real estate assets in Australia

STRONG AND EXPERIENCED MANAGEMENT TEAM• The REIT Manager comprises

experienced professionals with deep knowledge of real estate development and management in Australia

ALIGNMENT OF INTEREST BETWEEN THE SPONSOR, REIT MANAGER AND UNITHOLDERS• Substantial Sponsor ownership

in FLT

• Performance-based element in management fees payable to the REIT Manager

1,156,825

1,374,850

PREDOMINANTLY FREEHOLD AND LONG LEASEHOLD LAND TENURE HIGH OCCUPANCY RATE AND DIVERSIFIED TENANT BASE LONG WEIGHTED AVERAGE LEASE EXPIRY (“WALE”) MODERN PORTFOLIO

PRIME INDUSTRIAL AND LOGISTICS PORTFOLIO

IPO PORTFOLIO

51PROPERTIES

A$1.6 BILLIONAPPRAISED

VALUE

1,156,825 SQ M

GLA

98.3%OCCUPANCY

6.9 YEARSWALE

AFTER EXERCISE OF CALL OPTION(16)

54PROPERTIES

A$1.7 BILLIONAPPRAISED

VALUE

1,227,565 SQ M

GLA

98.4%OCCUPANCY

7.4 YEARSWALE

(16) Based on the assumption that FLT exercises the “call options” in respect of all three Call Option Agreements and that the Call Option Acquisitions have been completed.

ABOUT THE SPONSORThe Sponsor, Frasers Centrepoint Limited (“FCL”), is an international real estate company with capabilities across multiple real estate segments that allow it to participate in, and extract value from, the entire real estate value chain.

Listed on the Main Board of the SGX-ST, FCL is headquartered in Singapore and is one of Singapore’s top property companies with total assets above S$23 billion as at 31 December 2015.

The Sponsor has four core businesses focused on residential, commercial and industrial properties in the key markets of Singapore, Australia and China, and in the hospitality business spanning more than 70 cities across North Asia, Southeast Asia, Australia, Europe, and the Middle-East.

FCL currently sponsors, holds substantial stakes in and manages via its wholly-owned subsidiaries, three listed property funds in Singapore – Frasers Centrepoint Trust, Frasers Commercial Trust and Frasers Hospitality Trust (a listed stapled group comprising Frasers Hospitality Real Estate Investment Trust and Frasers Hospitality Business Trust).

FCL holds strong and established brand names, including its wholly-owned subsidiary, Frasers Property Australia (“FPA”). FPA is one of Australia’s leading diversified property groups with an end-to-end development platform encompassing all elements of the development cycle including strategic land banking; deal sourcing; design, procurement, development and construction of the asset; leasing; and property and asset management. FPA’s industrial business has developed over A$3.5 billion of assets since 2001 and holds a market leadership position in the development of industrial assets in Australia.

IMPORTANT DATES AND TIMES

OPENING DATE AND TIME FOR THE PUBLIC OFFER 10 JUNE 2016, FRIDAY 9.00 P.M.

CLOSING DATE AND TIME FOR THE PUBLIC OFFER 16 JUNE 2016, THURSDAY 12.00 NOON

COMMENCEMENT OF TRADING OF UNITS ON THE SGX-ST 21 JUNE 2016, TUESDAY 9.00 A.M.

FINANCIAL OVERVIEWNET PROPERTY INCOME(17)

(A$ in millions, financial year ended 30 September)

IPO Portfolio Call Option Properties

GROWTH TO BE DRIVEN BY:BUILT-IN RENTAL INCREMENTS EARNINGS UPSIDE FROM PRE-COMMITTED DEVELOPMENT PROPERTIES ACQUISITION OF CALL OPTION PROPERTIES

(17) NPI without straight lining rental adjustments. (18) NPI growth of 7.0% from FP2016 to PY2017 without taking into account the Call Option Properties.(19) Based on the annualised forecast NPI for the IPO Portfolio excluding the Development Properties and the forecast

NPI for the Development Properties for FP2016.

107.9 115.5

FP2016(19) PY2017

14.4%(18)

123.47.9

HOW TO APPLYApplications for the Public Offer may be made through:• ATMs and internet banking websites of DBS Bank Ltd. (including

POSB), Oversea-Chinese Banking Corporation Limited and United Overseas Bank Limited (and its subsidiary Far Eastern Bank Limited)

• Mobile banking platform of DBS Bank Ltd.

• Printed WHITE Public Offer Units Application Form which forms part of this Prospectus

TABLE OF CONTENTS

Page

NOTICE TO INVESTORS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . iii

IMPORTANT NOTICE REGARDING THE OWNERSHIP OF UNITS . . . . . . . . . . . . . . . . . ix

FORWARD-LOOKING STATEMENTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . xiv

CERTAIN DEFINED TERMS AND CONVENTIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . xv

MARKET AND INDUSTRY INFORMATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . xix

OVERVIEW . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1

RISK FACTORS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 91

USE OF PROCEEDS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 121

OWNERSHIP OF THE UNITS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 123

DISTRIBUTIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 132

EXCHANGE RATE INFORMATION AND EXCHANGE CONTROLS . . . . . . . . . . . . . . . . . 134

CAPITALISATION AND INDEBTEDNESS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 136

UNAUDITED CONSOLIDATED PRO FORMA FINANCIAL INFORMATION . . . . . . . . . . . 138

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND

RESULTS OF OPERATIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 141

PROFIT FORECAST AND PROFIT PROJECTION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 161

STRATEGY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 176

BUSINESS AND PROPERTIES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 180

OVERVIEW OF THE ACQUISITION OF THE PROPERTIES . . . . . . . . . . . . . . . . . . . . . . 270

THE REIT MANAGER AND CORPORATE GOVERNANCE . . . . . . . . . . . . . . . . . . . . . . . 282

THE SPONSOR AND THE STRATEGIC INVESTOR. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 316

THE FORMATION AND STRUCTURE OF FLT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 318

CERTAIN AGREEMENTS RELATING TO FLT AND THE PROPERTIES . . . . . . . . . . . . . 335

OVERVIEW OF RELEVANT LAWS AND REGULATIONS IN AUSTRALIA . . . . . . . . . . . 359

TAXATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 370

PLAN OF DISTRIBUTION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 379

CLEARANCE AND SETTLEMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 397

EXPERTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 399

INDEPENDENT REPORTING AUDITOR . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 400

GENERAL INFORMATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 401

GLOSSARY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 407

i

Page

APPENDIX A – INDEPENDENT REPORTING AUDITOR’S REPORT ON THE

PROFIT FORECAST AND PROFIT PROJECTION . . . . . . . . . . . . A-1

APPENDIX B – INDEPENDENT REPORTING AUDITOR’S REPORT ON THE

UNAUDITED CONSOLIDATED PRO FORMA FINANCIAL

INFORMATION. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . B-1

APPENDIX C – UNAUDITED CONSOLIDATED PRO FORMA FINANCIAL

INFORMATION. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . C-1

APPENDIX D – INDEPENDENT TAXATION REPORT . . . . . . . . . . . . . . . . . . . . . . D-1

APPENDIX E – INDEPENDENT PROPERTY VALUATION SUMMARY REPORTS. E-1

APPENDIX F – INDEPENDENT AUSTRALIAN INDUSTRIAL PROPERTY

MARKET RESEARCH REPORT . . . . . . . . . . . . . . . . . . . . . . . . . . F-1

APPENDIX G – TERMS, CONDITIONS AND PROCEDURES FOR APPLICATION

FOR AND ACCEPTANCE OF THE UNITS IN SINGAPORE . . . . . G-1

APPENDIX H – LIST OF PRESENT AND PAST PRINCIPAL DIRECTORSHIPS OF

DIRECTORS AND EXECUTIVE OFFICERS . . . . . . . . . . . . . . . . . H-1

APPENDIX I – AIFMD DISCLOSURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I-1

ii

NOTICE TO INVESTORS

No person is authorised to give any information or to make any representation not contained in

this Prospectus and any information or representation not so contained must not be relied upon

as having been authorised by or on behalf of FLT, the REIT Manager, the REIT Trustee, the

Sponsor, the Joint Global Coordinators or the Joint Bookrunners. If anyone provides you with

different or inconsistent information, you should not rely on it. Neither the delivery of this

Prospectus nor any offer, subscription, placement, purchase, sale or transfer made hereunder

shall under any circumstances imply that the information contained herein is correct as at any date

subsequent to the date hereof or constitute a representation that there has been no change or

development reasonably likely to involve a material adverse change in the business, affairs,

conditions and prospects of the Units, FLT, the REIT Manager, the REIT Trustee or the Sponsor

since the date on the cover of this Prospectus. Where such changes occur and are material or

required to be disclosed by law, the SGX-ST and/or any other regulatory or supervisory body or

agency, the REIT Manager will make an announcement of the same to the SGX-ST and, if

required, issue and lodge an amendment to this Prospectus or a supplementary document or

replacement document pursuant to Section 296 or, as the case may be, Section 298 of the SFA

and take immediate steps to comply with the said Sections. Investors should take notice of such

announcements and documents and upon release of such announcements and documents shall

be deemed to have notice of such changes.

AUSTRALIA’S FOREIGN INVESTMENT REGIME

INVESTORS WHO SUBSCRIBE FOR OR SUBSEQUENTLY ACQUIRE THE UNITS MAY BE

SUBJECT TO THE FOREIGN INVESTMENT REGIME OF THE COMMONWEALTH OF

AUSTRALIA (“AUSTRALIA”).

Australia’s foreign investment regime is set out in the Australian Foreign Acquisitions and

Takeovers Act 1975 (Cth) (the “FATA”).

Investors should note that from the Listing Date, FLT will be an Australian Land Trust

(“ALT”). In addition, FLT will be a listed trust with predominantly non-residential properties.

Under the FATA, all investors who are “foreign persons1” for the purposes of Australia’s

foreign investment regime, acquiring interests in 10.0% or more of the Units and where the

value of such Units meets the A$55.0 million threshold will be required to notify and receive

a no objections notification (“FIRB2 Approval”) for their investment in FLT from the

Treasurer of the Commonwealth of Australia (the “Australian Treasurer”).

In addition, any investor that is a Foreign Government Investor3 making a ‘Direct

Investment’ (as defined herein) in FLT will require FIRB Approval (as defined herein).

Details of the FATA and FIRB Approvals required in other circumstances are set out below.

ALT status on Listing Date

Based on the unaudited consolidated pro forma financial information of FLT (the “Unaudited

Consolidated Pro Forma Financial Information”) as at 31 December 2015, the value of the

Australian assets comprised in FLT’s IPO Portfolio (as defined herein) is approximately 96.9% of

1 See “Glossary – Glossary of Defined Terms used in Relation to Australian Laws and Regulations” for the definition

of “foreign persons”.

2 “FIRB” refers to the Foreign Investment Review Board of Australia.

3 See pages v and vi of this “Notice to Investors” and “Glossary – Glossary of Defined Terms Used in Relation to

Australian Laws and Regulations” for the definition of “Foreign Government Investor”.

iii

the total asset value of FLT. Based on the unaudited consolidated pro forma balance sheet of FLT

as at 31 December 2015, FLT has gross Australian assets of approximately A$1.6 billion, which

will be in excess of A$252.0 million1.

Based on the IPO Properties and on their current market values relative to the total value of FLT’s

assets, FLT will be an ALT on the Listing Date. FLT is considered an ALT under FATA as the value

of FLT’s Australian land assets comprises 50% or more of its total asset value.

Some of FLT’s underlying land will be sensitive developed commercial land for the purposes of the

FATA as the land meets some or all of the prescribed conditions for sensitive developed

commercial land. Such prescribed conditions include that the land is under controlled airspace or

has an Australian government tenant, among others. For a listed ALT that has sensitive developed

commercial land assets and less than 10.0% of its assets in the form of residential or vacant

commercial land, FIRB Approval will be required for any acquisition by a foreign person of an

interest of 10.0% or more in FLT and with a value of at least A$55.0 million.

FLT is considered to be an ALT. Investors in the Units who are “foreign persons” for the

purposes of Australia’s foreign investment regime will be required under the FATA, as a matter of

current law for the purposes of Australia’s foreign investment regime, to notify and receive FIRB

Approval for their investment in FLT from the Australian Treasurer, through FIRB in each of the

circumstances (a) to (d) set out below, unless the Additional Exemption (as defined herein)

applies.

(a) For so long as FLT is considered to be an ALT, all investors in the Units who are foreign

persons and whose acquisitions meet the A$55.0 million threshold and subject to the

Additional Exemption, will require FIRB Approval.

(b) For so long as FLT is considered to be an ALT, all investors in the Units who are Foreign

Government Investors will require FIRB Approval for an interest of 10.0% or more regardless

of value, subject to the Additional Exemption.

(c) If FLT is not an ALT, then for so long as FLT has gross Australian assets (including Australian

land or securities in an Australian entity held by its trustee) in excess of a specified threshold

prescribed under the FATA (as at the date of this Prospectus, the threshold prescribed under

the FATA is A$252.0 million), all investors (i) who are foreign persons and (ii) who are

acquiring a Substantial Interest (as defined herein) (of 20.0% or more) in FLT, will require

FIRB Approval.

(d) Any investor that is a Foreign Government Investor making a “Direct Investment” in FLT will

require FIRB Approval, regardless of whether FLT is considered to be an ALT. A “Direct

Investment” is an investment by a Foreign Government Investor that provides an element of

influence or control over the target, including all investments of 10.0% or more.

In respect of the circumstance in paragraphs (a) and (b) set out above, an additional exemption

under the FATA applies to FLT. For so long as FLT is a listed trust and an ALT, acquisitions by

foreign persons of interests of less than 10.0% are exempt under the FATA (for the purposes of

this section, the “Additional Exemption”).

For the information of investors, FIRB Approval has been obtained from FIRB on 18 March 2016

in respect of:

• FCL, via its wholly-owned subsidiary, Frasers Property Australia Pty Limited (“FPA”) directly

or through subsidiary entities, acquiring up to a 24.0% interest in FLT;

1 A specified threshold prescribed under the FATA which, as at the date of this Prospectus, is A$252.0 million.

iv

• TCCG directly or through subsidiary entities acquiring up to a 40.0% interest in FLT;

• the REIT Manager acquiring up to a 1.0% interest in FLT;

• FCL, TCCG, FPA, their subsidiaries, the REIT Manager and their associated entities holding

an aggregate interest of up to 65.0% in FLT; and

• the underwriting of the IPO of FLT.

Impact on FLT from the ALT regime

Even though FLT is an ALT, this would only have an adverse effect on the price and/or liquidity of

the Units, for prospective buyers who are foreign persons (that are not Foreign Government

Investors) acquiring interests valued at A$55.0 million or more and comprising at least 10.0% of

the Units in FLT. Such buyers will factor into their buying and pricing decisions the possibility that

any purchase of Units on the secondary market may then require FIRB Approval. Small interest

buyers (of less than 10.0%) will not be impacted by the FATA.

In addition, there is no direct impact on FLT. An act that constitutes an offence under the FATA is

not invalidated as a result. Accordingly, the underlying transaction (being the subscription of the

Units by investors) is not affected even if persons who require FIRB Approval for acquisitions of

the Units in the circumstances referred to above do not obtain such clearance. In the absence of

any contractual arrangement between FLT and proposed investors to that effect (for example, as

a condition of a subscription agreement), FLT has no recourse against investors who require FIRB

Approval for acquisitions of Units but make such acquisitions of Units without obtaining FIRB

Approval. For the impact to investors and FLT if FIRB Approval is not obtained, please see “Risk

Factors – Risks Relating to Australia – Investment in FLT is subject to Australia’s foreign

investment regime”.

There are also some other circumstances in which it may be prudent for an investor to seek FIRB

Approval on a voluntary basis. See “Risk Factors – Risks Relating to Australia – Investment in FLT

is subject to Australia’s foreign investment regime” for such other circumstances.

An explanation of key terms under Australia’s foreign investment regime is set out below.

Australian Land Trust

An “ALT” is an “Australian land trust” under the FATA. A trust estate is an ALT under the FATA if

the value of its interests in Australian Land (as defined herein) exceeds 50.0% of the total value

of its assets.

Foreign Government Investor

A “Foreign Government Investor” is defined as:

(a) a foreign government or separate government entity; or

(b) a corporation, trustee of a trust, or general partner of a limited partnership in which:

(i) a foreign government or separate government entity, alone or together with one or more

associates, holds an interest of at least 20.0%; or

(ii) foreign governments or separate government entities of more than one foreign country

(or parts of more than one foreign country), together with any one or more associates,

hold an interest of at least 40.0%.

v

A “foreign government” means an entity that is:

(a) a body politic of a foreign country; or

(b) a body politic of part of a foreign country; or

(c) a part of a body politic of a foreign country or a part of a body politic of part of a foreign

country.

A “separate government entity” means an individual, corporation or corporation sole that is an

agency or instrumentality of a foreign country or a part of a foreign country, but not part of the body

politic of a foreign country or of a part of a foreign country.

The FATA deems foreign government related entities from the same country to be associated. The

effect is that an entity will be a Foreign Government Investor where one or more foreign

government related entities from the same country have in aggregate a 20.0% or more interest in

the subject entity.

Direct Investment

A “Direct Investment” is an investment by a Foreign Government Investor that provides an element

of influence or control over the target, including all investments of 10.0% or more.

Substantial Interest

The acquisition of a “Substantial Interest” is an acquisition of control of 20.0% or more of the

actual or potential voting power or issued shares in a target by a single foreign person (together

with associates1).

Subscription for Units on the Listing Date: investors in Units that are issued on the Listing Date

will not require FIRB Approval unless the interest proposed to be acquired meets the thresholds

for the operation of the FATA – that is an interest of 10.0% or more in FLT and greater than A$55.0

million.

Acquisitions of Units after the Listing Date: after the Listing Date, the REIT Manager will

actively monitor and announce: (a) the proportional value of FLT’s interests in Australian land

compared to the value of FLT’s total assets; (b) the value of FLT’s Australian assets, when they

release the periodic announcements of the financial statements for FLT; and (c) whether FLT

continues to be an ALT. Such announcements would also state that any investor acquiring Units

on the secondary market where the value of the interest acquired is 10.0% or more and greater

than A$55.0 million after the date of that announcement should seek their own advice on the FIRB

requirements as they pertain to their specific circumstances.

This will assist investors acquiring Units after the Listing Date in considering whether or not to

seek FIRB Approval for those acquisitions. Applications for FIRB Approval may be made by

prospective investors in FLT in accordance with the information on FIRB’s website.

In this regard, it is the responsibility of any persons who wish to acquire Units at any stage to

satisfy themselves as to their compliance with the FATA, regulations made under the FATA,

guidelines issued by the FIRB and with any other necessary approval and registration requirement

or formality, before acquiring a Unit.

1 “Associate”, in this context, has the meaning ascribed to it in the FATA. (See “Glossary – Glossary of Defined Terms

Used in Relation to Australian Laws and Regulations”.) The definition of “associate” under the FATA is different to

the definition of “associate” under the Listing Manual of the SGX-ST (the “Listing Manual”). References to

“associate” in respect of the FATA and the requirements for FIRB Approval should be construed accordingly.

vi

(See “Overview of Relevant Laws and Regulations in Australia – Relevant Laws and Regulations

in Australia – Regulation of Foreign Investment in Australian Property” for additional details

regarding Australia’s foreign investment regime.)

GENERAL NOTICE TO INVESTORS

This document does not contain an offer or constitute any part of an offer to the public in the

United Kingdom within the meaning of sections 85 and 102B of the Financial Services and

Markets Act, 2000. This document has not been, and will not be, approved by or filed with the

Financial Conduct Authority in the United Kingdom. The Units will not be listed on any market

operated by the London Stock Exchange plc which accordingly has not itself examined or

approved the contents of this document.

None of FLT, the REIT Manager, the REIT Trustee, the Sponsor, the Joint Global Coordinators, the

Joint Bookrunners or any of their respective affiliates, directors, officers, employees, agents,

representatives or advisers is making any representation or undertaking to any prospective

purchaser or subscriber of the Units regarding the legality of an investment by such purchaser or

subscriber of the Units under appropriate legal, investment or similar laws.

In addition, this Prospectus is issued solely for the purpose of the Offering and prospective

investors in the Units should not construe the contents of this Prospectus as legal, business,

financial or tax advice. In making an investment decision, prospective investors must rely upon

their own examination of FLT and the terms of this Prospectus, including the risks involved.

Prospective investors should be aware that they are required to bear the financial risks and other

risks of an investment in the Units, and may be required to do so for an indefinite period of time.

Prospective investors should consult their own professional advisers as to the legal, tax, business,

financial and related aspects of an investment in the Units.

Copies of this Prospectus and the Application Forms may be obtained on request, subject to

availability, during office hours, from:

DBS Bank Ltd. Citigroup

Global Markets

Singapore

Pte. Ltd.

Morgan Stanley

Asia (Singapore)

Pte.

Oversea-

Chinese

Banking

Corporation

Limited

United

Overseas Bank

Limited

12 Marina

Boulevard

Level 46

Marina Bay

Financial Centre

Tower 3

Singapore

018982

8 Marina View

#21-00 Asia

Square Tower 1

Singapore

018960

23 Church

Street #16-01

Capital Square

Singapore

049481

63 Chulia Street

#10-00

Singapore

049514

80 Raffles Place

UOB Plaza

Singapore

048624

and, where applicable, from certain members of the Association of Banks in Singapore, members

of the SGX-ST as well as merchant banks in Singapore. A copy of this Prospectus is also available

on the SGX-ST’s website: http://www.sgx.com.

The Units have not been and will not be registered under the Securities Act and, accordingly, may

not be offered or sold within the United States except in certain transactions exempt from or not

subject to the registration requirements of the Securities Act. The Units are being offered and sold

in offshore transactions as defined and in reliance on Regulation S.

vii

The distribution of this Prospectus and the offering, subscription, placement, purchase, sale or

transfer of the Units in certain jurisdictions may be restricted by law. FLT, the REIT Manager, the

REIT Trustee, the Sponsor, the Joint Global Coordinators and the Joint Bookrunners require

persons into whose possession this Prospectus comes to inform themselves about and to observe

any such restrictions at their own expense and without liability to any of FLT, the REIT Manager,

the REIT Trustee, the Sponsor, the Joint Global Coordinators and/or the Joint Bookrunners. This

Prospectus does not constitute an offer of, or an invitation to subscribe for or purchase, any of the

Units in any jurisdiction in which such offer or invitation would be unlawful. Prospective investors

are authorised to use this Prospectus solely for the purpose of considering the subscription for the

Units in the Offering. For a description of certain restrictions on the offer, transfer and sale of the

Units, see “Plan of Distribution – Distribution and Selling Restrictions”. Persons to whom a copy

of this Prospectus has been issued shall not circulate to any other person, reproduce or otherwise

distribute this Prospectus or any information herein for any purpose whatsoever nor permit or

cause the same to occur. No one has taken any action that would permit a public offering to occur

in any jurisdiction other than Singapore.

In connection with the Offering, the Stabilising Manager (or any of its affiliates or other persons

acting on behalf of the Stabilising Manager) may, in consultation with the other Joint Global

Coordinator and at its discretion, over-allot or effect transactions which stabilise or maintain the

market price of the Units at levels that might not otherwise prevail in the open market. However,

there is no assurance that the Stabilising Manager (or any of its affiliates or other persons acting

on behalf of the Stabilising Manager) will undertake stabilising action. Such transactions may be

effected on the SGX-ST and in other jurisdictions where it is permissible to do so, in each case

in compliance with all applicable laws and regulations (including the SFA and any regulations

thereunder). Such transactions may commence on or after the Trading Date, and, if commenced,

may be discontinued at any time and shall not be effected after the earlier of (i) the date falling

30 days from the Trading Date; or (ii) the date when the Stabilising Manager (or any of its affiliates

or other persons acting on behalf of the Stabilising Manager) has bought, on the SGX-ST, an

aggregate of 28,503,000 Units, representing approximately 5.5% of the total number of Units in

the Offering. The exercise of the Over-Allotment Option will not increase the total number of Units

outstanding.

Personal Data Protection Act

For the purposes of the Personal Data Protection Act 2012, Act 26 of 2012 of Singapore (“PDPA”),

you consent and acknowledge that all Personal Data (as defined in the PDPA) provided by you to

the REIT Manager, the REIT Trustee, FLT, the Joint Global Coordinators or the Joint Bookrunners

or any of their respective agents, may be collected, used, disclosed or otherwise processed in

order for the REIT Manager, the REIT Trustee, FLT, the Joint Global Coordinators and the Joint

Bookrunners or any of their respective agents, to carry out their respective duties and obligations

in relation to any investment by you in FLT, for each of the purposes as set out in this section or

as may be permitted under the PDPA.

viii

IMPORTANT NOTICE REGARDING THE OWNERSHIP OF UNITS

RESTRICTION ON OWNERSHIP OF UNITS IN EXCESS OF 9.9% OF THE OUTSTANDING

UNITS

In order for the head Australian trust by the name of “FLT Australia Trust” (the “HAUT”) to qualify

as a “managed investment trust” (“MIT”) for purposes of the Australian Taxation Administration Act

1953 (Cth) (the “Australian Taxation Act”), no Foreign Resident Individual1 is able to acquire MIT

Participation Interests2 in FLT of 10.0% or more.

Accordingly, to ensure that the HAUT continues to qualify as a MIT, Unitholders and all other

persons who are Foreign Resident Individuals are prohibited from directly or indirectly owning in

excess of 9.9% of the outstanding Units, or such other applicable limits on unitholdings under the

Australian Taxation Act which would be necessary for the HAUT to qualify as a MIT (the “Unit

Ownership Limit”), subject to any increase or waiver pursuant to the terms of the Trust Deed (as

defined herein) and on the recommendation of the REIT Manager.

However, a general offer for Units in accordance with Rule 14 or Rule 15, as the case may be, of

the Singapore Code on Take-overs and Mergers (the “Take-Over Code”) that becomes or is

declared unconditional in all respects or a scheme of arrangement or trust scheme in relation to

Units in accordance with the Take-Over Code that becomes effective in accordance with its terms

will not be subject to the Forfeiture Mechanism (as defined herein) (the “Take-Over Exception”).

For the avoidance of doubt, without prejudice to the other provisions in the Trust Deed (including

for example the foregoing application of the Take-Over Exception and the application of the Unit

Ownership Limit), any separate on and off-market acquisitions of interests in the Units undertaken

by the offeror during the offer period do not fall within the Take-Over Exception and will be subject

to the Forfeiture Mechanism.

OPERATION OF THE FORFEITURE MECHANISM

The Trust Deed provides that Units held directly or indirectly by any person in excess of the Unit

Ownership Limit (the “Excess Units”) will be automatically forfeited (the “Forfeiture

Mechanism”) and held by one or more trustees appointed by the REIT Trustee (on the

recommendation of the REIT Manager) to perform the functions required for purposes of the

Forfeiture Mechanism, as trustee of the forfeited Excess Units (the “Forfeiture Trustee”)3. It is

currently intended that DBS Trustee Limited will be appointed as the Forfeiture Trustee.

The forfeited Excess Units shall be automatically forfeited to and held by the Forfeiture Trustee (or

held on trust for the Forfeiture Trustee by the Unitholder from whom the Excess Units are to be

forfeited, prior to the legal transfer of the forfeited Excess Units to the Forfeiture Trustee) on trust

and for the benefit of one or more charitable, philanthropic or benevolent organisation(s)

nominated by the REIT Manager. All voting rights attributable to those Excess Units shall not be

exercisable, whether by the Forfeiture Trustee (or such Unitholder from whom the Excess Units

are forfeited and who, prior to the legal transfer of such Excess Units to the Forfeiture Trustee,

1 “Foreign Resident Individuals”, as defined under Australian tax laws, refers to individuals who are not tax resident

in Australia.

2 “MIT Participation Interests” means, in respect of a person, directly or indirectly, the greater of (a) his holdings in

Units, or the right to acquire, interests representing a percentage of the value of the interests in the Trust; or (b) his

control of, or the ability to control, a percentage of the rights attaching to membership interests in the Trust; or (c)

his right to receive a percentage of any distribution of income that the Trust may make.

3 For Australian stamp duty purposes, some jurisdictions do not provide for concessional duty for a change in trustee

where the trustee can become a beneficiary of a trust or can hold units in a trust. As such, there could be an adverse

stamp duty impact to the trust if there is a change of the trustee in future where the REIT Trustee were able to hold,

or required to hold, the Forfeited Units. Accordingly, the FLT Trust Deed provides for the REIT Trustee to appoint

one or more third party trustees to hold the Forfeited Units on trust and for the benefit of one or more charitable,

philanthropic or benevolent organisation(s) nominated by the REIT Manager.

ix

holds the Forfeited Units on trust for the Forfeiture Trustee), save that the Excess Units shall be

entitled to all distributions and the terms of engagement with such Forfeiture Trustee will provide

for the Forfeiture Trustee to donate all such distributions to one or more charitable, philanthropic

or benevolent organisation(s) nominated by the REIT Manager.

The Unitholder from whom the Excess Units are forfeited shall have no right to vote or receive

distributions arising from such Excess Units. That is, the Unitholder will be deemed to have held

the forfeited Excess Units (and any distributions received in respect of the Excess Units) on trust

for the Forfeiture Trustee from the date of forfeiture until the forfeited Excess Units are legally

transferred to the Forfeiture Trustee (who will then hold the Excess Units (and any distributions

received in respect of the Excess Units) on trust and for the benefit of one or more charitable,

philanthropic or benevolent organisation(s) nominated by the REIT Manager).

Any distributions received by the Unitholder prior to the discovery by the REIT Manager that the

Excess Units should have been forfeited shall be held on trust and paid by the recipient of such

distribution to the Forfeiture Trustee upon demand by the REIT Manager and any distribution

authorised but unpaid shall be paid when due to the Forfeiture Trustee and the terms of

engagement with such Forfeiture Trustee will provide for the Forfeiture Trustee to donate all

distributions so paid to it to one or more charitable, philanthropic or benevolent organisation(s)

nominated by the REIT Manager as soon as practicable.

FCL will, immediately following the completion of the Offering, hold an aggregate of

approximately 22.5% of the total number of Units (subject to the exercise of the Over-

Allotment Option). Based on FCL’s shareholding structure as at the Latest Practicable Date

(as defined herein), no Foreign Resident Individual will be acquiring MIT Participation

Interests in FLT of 10.0% or more and FCL’s unitholdings as at the Listing Date will not

impact the ability of the HAUT to qualify as a MIT. FCL has been granted an exemption such

that the Units held directly or indirectly by FCL, including the Units held by APL, Units

issued to the REIT Manager, the HAUT Manager, the Australian Property Manager or the

Property Manager, as the case may be, will not be subject to the Forfeiture Mechanism

PROVIDED THAT no Foreign Resident Individual has MIT Participation Interests in the Units

in excess of the Unit Ownership Limit and the necessary FIRB Approvals have been

obtained.

As soon as reasonably practicable after the Excess Units have been transferred to the Forfeiture

Trustee (and where FLT is listed, no later than 20 days after receiving the Excess Units that are

Listed), the Forfeiture Trustee shall sell the Excess Units to a person whose ownership of such

Excess Units or MIT Participation Interests in the Units will not cause any Foreign Resident

Individual to have an interest in the Units in excess of the Unit Ownership Limits or violate the

ownership limitations set out herein.

Upon any such sale, the Unitholder from whom the Excess Units are forfeited will receive the

lesser of: (a) the Market Price of the Units on the day the Excess Units are deemed to have been

forfeited; and (b) the proceeds received by the Forfeiture Trustee from the sale or disposition of

the Forfeited Excess Units, in each case net of any commissions and expenses, including the

costs and expenses of the Forfeiture Trustee and less any distributions received by the Unitholder

in respect of such Excess Units prior to the disposal of the forfeited Excess Units which are owed

by the Unitholder to the Forfeiture Trustee.

If, prior to the discovery by the REIT Manager that Units are subject to the Forfeiture Mechanism,

such Excess Units are sold by the Unitholder, then such Excess Units shall be deemed to have

been sold on behalf of the Forfeiture Trustee and to the extent that such Unitholder received an

amount in excess of the amount which it would otherwise have been entitled to, such excess shall

x

be held on trust and paid to the Forfeiture Trustee upon demand by the REIT Manager and when

received, shall in turn be donated to one or more charitable, philanthropic or benevolent

organisation(s) nominated by the REIT Manager.

For the avoidance of doubt, the Forfeiture Mechanism is effective automatically, whether or

not the REIT Manager is aware of the change in ownership or aware of the fact that the Unit

Ownership Limit has been breached and without any requirement for notice by the REIT

Manager. That is, the Unitholder will be deemed to have held the forfeited Excess Units on

trust for the Forfeiture Trustee from the date of forfeiture until the forfeited Excess Units

are legally transferred to the Forfeiture Trustee.

Unitholders are advised to manage their interests in the Units so as not to breach the Unit

Ownership Limit and trigger the Forfeiture Mechanism.

GRANT OF WAIVER FROM THE FORFEITURE MECHANISM

The REIT Manager, will also have the right and power in accordance with the Forfeiture

Mechanism to grant either retroactive or prospective waivers. A retroactive waiver will render any

forfeiture of Excess Units pursuant to the Forfeiture Mechanism void and will restore, as far as

practicably possible without any prejudice to FLT and other Unitholders, the Unitholder whose

Units were forfeited to a position that it would have been in had the Forfeiture Mechanism not been

effected.

Before a waiver is granted, the REIT Manager must be satisfied that:

(a) ownership of such Units by a potential investor will not cause:

(i) any Foreign Resident Individual to acquire MIT Participation Interests in FLT of 10.0%

or more; and

(ii) any trust established or acquired by FLT in Australia, including the HAUT, to fail to

qualify as a MIT for purposes of the Australian Taxation Act in any given annual period,

where such Australian trust would otherwise qualify as a MIT (without taking into

account the ownership of such Units by the potential investor); and

(b) (if applicable) the potential investor has obtained the necessary FIRB Approval(s).

In this regard, a potential investor seeking a prospective waiver may be required to provide

additional representations, undertakings, or any other supporting documents and evidence as

requested by the REIT Manager in respect of the potential investor’s ownership/holding structure

to satisfy the REIT Manager that the HAUT or such other trusts acquired or established by FLT in

Australia will continue to maintain their MIT status despite the potential investor’s proposed

ownership of Units. If applicable, such potential investor will also have to provide evidence that the

necessary FIRB Approval(s) have been obtained prior to a prospective waiver being granted. The

potential investor shall bear all costs in connection with the application for the waiver, including

the costs of engaging any professional advisers, including tax and/or legal advisers, as may be

necessary.

Subject to the foregoing and fulfilment of various conditions (which include the rulings and/or

opinions set out above and such potential investor providing such evidence that the necessary

FIRB Approval(s) have been obtained) on terms and conditions reasonably satisfactory to the

REIT Manager, the REIT Manager will generally exercise its discretion in good faith to grant

waivers except to the extent that the proposed ownership by such investor would in fact impact

the MIT qualification of the HAUT or such other trusts acquired or established by FLT in Australia,

where such Australian trust would otherwise qualify as a MIT.

xi

The REIT Manager may also increase the Unit Ownership Limit for a Unitholder (including on a

retroactive basis to remediate a forfeiture effected pursuant to the Forfeiture Mechanism) where

such an increase would not adversely affect the MIT status of the HAUT or such other trusts

acquired or established by FLT in Australia, where such Australian trust would otherwise qualify

as a MIT. The REIT Manager shall not be required to give any reason for, and shall not under any

circumstance be liable to or be responsible for any losses incurred by, any person as a result of,

any decision, declaration or action taken or made in this regard.

For the avoidance of doubt, Unitholders will have no rights in, or rights to acquire the forfeited

Excess Units until the REIT Manager has granted a waiver to a particular investor from being

subject to the Forfeiture Mechanism.

The REIT Manager proposes to adopt the following procedures to monitor compliance with the

Unit Ownership Limit:

• Identification of Substantial Unitholders: The REIT Manager intends to rely on the

existing disclosure regime under the SFA, to identify Unitholders who may be at risk of

exceeding the Unit Ownership Limit. Pursuant to Section 137U of the SFA, a Unitholder:

(i) that becomes or ceases to become a Substantial Unitholder of FLT; and

(ii) that is a Substantial Unitholder, and is made aware of a change in the percentage level

of its interest or interests in FLT,

is under a duty to notify FLT of the nature and extent of its interest in FLT. Further, pursuant

to Section 137X of the SFA, the REIT Trustee has the power, inter alia, to require a Unitholder

to specify whether it holds the Units as a beneficial owner or trustee and to indicate, as far

as it can, the persons for whom it holds the interest and the nature of their interest.

• Notice to Substantial Unitholders: A notice will be sent by the REIT Manager to a

Substantial Unitholder who has notified FLT pursuant to the SFA disclosure regime informing

the Substantial Unitholder of the Unit Ownership Limit and the consequences of exceeding

the Unit Ownership Limit and may request additional information regarding such Substantial

Unitholder’s indirect ownership of Units. Substantial Unitholders are advised to manage their

interests in the Units so as not to breach the Unit Ownership Limit and trigger the Forfeiture

Mechanism.

On a fortnightly basis, the REIT Manager also intends to review FLT’s Register of Holders

and Depository Register to identify any Unitholders whose Units have been subject to the

Forfeiture Mechanism and send the Notice of Forfeiture to such Unitholder(s) within five

business days. Where the aggregate holdings of a depository agent approaches 9.9% of the

outstanding Units, the REIT Manager intends to send a request to the depository agent to (a)

provide details of the holdings of its beneficial owners and (b) notify the REIT Manager if any

of its beneficial owners holds an interest in more than 9.9% of the outstanding Units. Any

person who acquires or attempts or intends to acquire direct or indirect ownership of Units

that will or may violate the Unit Ownership Limit must give immediate written notice to the

REIT Manager at least 15 days prior to a proposed or intended acquisition or, if later,

immediately after becoming aware of the acquisition or proposed acquisition. Such person

may be requested to provide such other information as may be requested by the REIT

Manager in order to determine the effect of such acquisition or proposed acquisition on the

MIT qualification of any of the HAUT or such other trusts acquired or established by FLT in

Australia.

xii

• Notice of Forfeiture: In the event that a Unitholder’s direct or indirect ownership of Units

exceeds the Unit Ownership Limit and where the REIT Manager declines to grant a waiver

from the Forfeiture Mechanism in accordance with the Trust Deed, a notice will be sent by

the REIT Manager to the Unitholder informing it of the forfeiture of its Units pursuant to the

Forfeiture Mechanism and that instructions will be sent to The Central Depository (Pte)

Limited (“CDP”) for the forfeited Excess Units to be transferred.

• CDP Transfer Instruction: Following the issuance of the Notice of Forfeiture, the REIT

Manager will, and if necessary, recommend the REIT Trustee to, provide written instruction

to CDP to transfer the Units subject to the Forfeiture Mechanism to the Forfeiture Trustee and

CDP shall act on such instructions. The Forfeiture Trustee will arrange for the sale of the

Excess Units pursuant to the terms of the Forfeiture Mechanism.

• Remittance of Proceeds: Upon the sale of the Excess Units subject to the Forfeiture

Mechanism, the proceeds (if any) from such sale will be remitted to the Unitholder from whom

the Excess Units were forfeited, and the Unitholder shall receive the lesser of: (a) the Market

Price of the Units on the day the Excess Units are deemed to have been forfeited; and (b) the

proceeds received by the Forfeiture Trustee from the sale or other disposition of the forfeited

Excess Units, in each case net of any commissions and expenses, including the costs and

expenses of the Forfeiture Trustee and less any distributions received by the Unitholder in

respect of such forfeited Excess Units prior to the disposal of the forfeited Excess Units

which are owed by the Unitholder to the Forfeiture Trustee.

In relation to the foregoing, the REIT Trustee shall:

(a) indemnify CDP and hold CDP harmless against all claims, demands, losses and liabilities, for

which CDP may become liable, arising out of or in connection with CDP accepting or acting

on any instructions from the REIT Manager for the sale of the Units subject to the Forfeiture

Mechanism; and

(b) further agree that CDP shall not be liable for any claims, demands, losses and liabilities,

including loss of profits, goodwill or any type of special, indirect or consequential loss or

damages, for which the REIT Manager, REIT Trustee or FLT may become liable, arising out

of or in connection with CDP accepting or acting on a CDP Transfer Instruction,

provided that such losses had not arisen or been caused by CDP’s negligence or wilful

misconduct.

For the avoidance of doubt, provided that reasonably satisfactory evidence has been provided to

CDP upon its request for additional information for clarification (if any), CDP shall have no

obligation to verify that the depositors in a CDP Transfer Instruction are in breach of the Unit

Ownership Limit, prior to the transfer of the Units subject to the Forfeiture Mechanism pursuant

to a CDP Transfer Instruction.

The REIT Manager is of the view that no Unitholder would suffer any prejudice in connection with

the Forfeiture Mechanism and subsequent disposal of the Excess Units subject to the Forfeiture

Mechanism as such Unitholder will be entitled to receive the lesser of: (a) the Market Price of the

Units on the day the Excess Units are deemed to have been forfeited; and (b) the proceeds

received by the Forfeiture Trustee from the sale or other disposition of the forfeited Excess Units,

in each case net of any commissions and expenses, including the costs and expenses of the

Forfeiture Trustee and less any distributions received by the Unitholder in respect of such forfeited

Excess Units prior to the disposal of the forfeited Excess Units which are owed by the Unitholder

to the Forfeiture Trustee.

xiii

FORWARD-LOOKING STATEMENTS

Certain statements in this Prospectus constitute “forward-looking statements”. Statements that

are not historical facts, including statements about beliefs and expectations, are forward-looking

statements and can generally be identified by the use of forward-looking terminology such as the

words “believe”, “expect”, “anticipate”, “plan”, “intend”, “estimate”, “project” and similar words.

This Prospectus also contains forward-looking financial information in “Profit Forecast and Profit

Projection” and other sections. Such forward-looking statements and financial information involve

known and unknown risks, uncertainties and other factors which may cause the actual results,

performance or achievements of FLT, the REIT Manager, the Sponsor, or industry results, to be

materially different from any future results, performance or achievements expressed or implied by

such forward-looking statements and financial information. Such forward-looking statements and

financial information are based on numerous assumptions regarding the REIT Manager’s present

and future business strategies and the environment in which FLT, the REIT Manager or the

Sponsor will operate in the future. Because these statements and financial information reflect

current views of the REIT Manager and the Sponsor concerning future events, these statements

and financial information necessarily involve risks, uncertainties and assumptions. Actual future

performance could differ materially from these forward-looking statements and financial

information. You should not place any reliance on these forward-looking statements and financial

information.

Among the important factors that could cause the actual results, performance or achievements of

FLT, the REIT Manager or the Sponsor to differ materially from those in the forward-looking

statements and financial information are the conditions of, and changes in, the domestic, regional

and global economies, including, but not limited to, factors such as political, economic and social

conditions in Singapore and Australia, changes in government laws and regulations affecting FLT,

competition in the industrial and logistics property markets in which FLT may operate or invest,

industry, foreign exchange rates, interest rates, inflation, relations with service providers, relations

with lenders, hostilities (including future terrorist attacks), the performance and reputation of FLT’s

properties and/or acquisitions, difficulties in identifying future acquisitions, difficulty in completing

and integrating acquisitions, changes in the REIT Manager’s directors and executive officers, risks

related to natural disasters, general volatility of the capital markets, general risks relating to the

industrial and logistics property markets in which FLT may invest and the market price of the Units

as well as other matters not yet known to the REIT Manager or not currently considered material

by the REIT Manager.

Additional factors that could cause actual results, performance or achievements to differ

materially include, but are not limited to, those discussed under “Risk Factors”, “Profit Forecast

and Profit Projection” and “Business and Properties”. These forward-looking statements and

financial information speak only as at the date of this Prospectus. The REIT Manager expressly

disclaims any obligation or undertaking to release publicly any updates of or revisions to any

forward-looking statement or financial information contained herein to reflect any change in the

expectations of the REIT Manager or the Sponsor with regard thereto or any change in events,

conditions or circumstances on which any such statement or information is based, subject to

compliance with all applicable laws and regulations and/or the rules of the SGX-ST and/or any

other relevant regulatory or supervisory body or agency.

xiv

CERTAIN DEFINED TERMS AND CONVENTIONS

FLT will publish its financial statements in Australian dollars. In this Prospectus, references to

SGD, “S$”, “Singapore dollars” or “cents” are to the lawful currency of the Republic of Singapore

and references to “AUD”, “A$”, “Australian dollars” or “Australian cents” are to the lawful currency

of Australia. Certain monetary amounts set out in this Prospectus have been subject to rounding

adjustments. Accordingly, figures shown as totals in tables may not be an arithmetic aggregation

of the figures that precede them.

For the reader’s convenience, except where the exchange rate is expressly stated otherwise, in

this Prospectus, Australian dollars have been translated into Singapore dollars based on the fixed

exchange rate of A$1.00 = S$1.01.

However, such translations should not be construed as representations that Australian dollar

amounts have been, could have been or could be converted into Singapore dollars at that or any

other rate and vice versa (see “Exchange Rate Information and Exchange Controls – Exchange

Rate Information” for further details).

The latest practicable date prior to the lodgement of this Prospectus with the MAS is 31 May 2016

(the “Latest Practicable Date”). Unless otherwise defined, capitalised terms used in this

Prospectus shall have the meanings set out in the Glossary.

The forecast and projected yields and yield growth are calculated based on the Offering Price,

assumed exchange rates as set out in the Prospectus and the forecast and projected consolidated

statements of total return for (i) the period from 1 June 2016 to 30 September 2016 (the “Forecast

Period 2016” or “FP2016”) and (ii) the financial year from 1 October 2016 to 30 September 2017

(the “Projection Year 2017” or “PY2017”) of FLT. Such yields and yield growth will vary

accordingly to the extent that the Listing Date is later than 1 June 2016, or for investors who

purchase the Units in the secondary market at a market price different from the Offering Price.

Any discrepancies in the tables, graphs and charts included in this Prospectus between the listed

amounts and totals thereof are due to rounding. Save in the case of figures relating to the

distributions per Unit (“DPU”) and distribution yield which are rounded to two decimal places,

where applicable, figures and percentages are rounded to one decimal place unless otherwise

indicated. Measurements in square metres (“sq m”) are converted to square feet (“sq ft”) and vice

versa based on the conversion rate of 1.0 sq m = 10.7639 sq ft. References to “Appendix” or

“Appendices” are to the appendices set out in this Prospectus. All references in this Prospectus

to dates and times shall mean Singapore dates and times unless otherwise specified.

Unless otherwise specified and save for the 31 March 2016 Valuations, all information relating to

the IPO Properties and the Call Option Properties (as defined herein) in this Prospectus are as at

31 December 2015. See “Business and Properties” for details regarding the IPO Properties and

the Call Option Properties (collectively referred to herein as the “Properties”). (See “Certain

Defined Terms and Conditions – Relevant Dates of the Independent Valuations” for further

details.)

For the purposes of this Prospectus:

• unless stated otherwise, references to “Adjusted Gross Rental Income” means the

estimated rental income and recoverable outgoings payable by:

(i) the two tenants where the respective tenancy documents have been executed before 31

December 2015 but the tenancies will only commence in 2016;

xv

(ii) the pre-committed tenant for the Property located at 207-211 Wellington Road,

Mulgrave, Victoria (the “Mazda Property”);

(iii) the Pre-Committed Tenants (as defined herein) for the Development Properties (as

defined herein); and

(iv) (where applicable) the Pre-Committed Tenants for the Call Option Properties,

for the respective month where the term of the tenancies or pre-committed tenancies, as the

case may be, commence and in respect of the existing tenants of the other Properties,

means the aggregate rental income and recoverable outgoings paid by these tenants under

the relevant tenancies for the month of December 2015;

• references to “Appraised Value” means the aggregate of the higher of the two independent

valuations of each Property conducted by the Independent Valuers (as defined herein) as at

31 December 2015 or as at 31 March 2016, as the case may be;

• references to “Green Star” refers to the performance rating awarded by the Green Building

Council of Australia (“GBCA”) which has assessed the Properties against nine key

performance criteria; namely, energy, water, transport, materials, indoor environment quality,

management, land use & ecology, emissions and innovation;

• references to “gross lettable area” or “GLA” means the area calculated as the gross lettable

area of the premises in accordance with the Property Council of Australia’s method of

measurement for measuring gross lettable area (non-retail) and using the dominant use

area;

• references to real estate assets used for “industrial” purposes means real estate assets

used for “industrial” or “logistics” purposes interchangeably;

• references to “Leased Area” means the leased area occupied by:

(i) the two tenants where the respective tenancy documents have been executed before 31

December 2015 but the tenancies only commence in 2016;

(ii) the pre-committed tenant for the Mazda Property;

(iii) the Pre-Committed Tenants for the Development Properties; and

(iv) (where applicable) the Pre-Committed Tenants for the Call Option Properties,

as of the date where the term of tenancies or pre-committed tenancies, as the case may be,

commence, and in respect of the existing tenants of the Properties, means the total leased

area occupied by these tenants under the relevant tenancies as of 31 December 2015;

• unless otherwise stated, references to “occupancy”, is calculated as the Leased Area over

GLA;

• references to “Portfolio Age” are to the average age of the buildings of the Properties

comprising the IPO Portfolio or, as the case may be, the Enlarged Portfolio (as defined

herein) and is computed as the aggregate age of the Properties of the IPO Portfolio or, as

the case may be, the Enlarged Portfolio, weighted by Appraised Value as at 31 December

2015 or as at 31 March 2016, as the case may be, and based on the assumption that the

development of the Mazda Property, the Development Properties and the Call Option

Properties have been completed on 31 December 2015;

xvi

• references to “recoverable outgoings” refers to outgoings payable in relation to a Property

(e.g. council rates and charges) that are charged to FLT’s tenants in accordance with the

terms of their lease with the relevant Sub-Trusts (being the landlord). Such recoverable

outgoings may include costs in relation to cleaning or the provision of security; and

• unless otherwise stated, references to “weighted average lease expiry” or “WALE” means

the WALE computed through application of the Adjusted Gross Rental Income and assuming

that the following tenancies have commenced as at 31 December 2015:

(i) the two tenants where the respective tenancy documents have been executed before 31

December 2015 but the tenancies will only commence in 2016;

(ii) the pre-committed tenant for the Mazda Property;

(iii) the Pre-Committed Tenants for the Development Properties; and

(iv) (where applicable) the Pre-Committed Tenants for the Call Option Properties.

Tenants

In this Prospectus and for purposes of convenience only, unless otherwise specified, references

to the tenant’s trade names or the abbreviated names of the tenant’s company (as defined in

“Glossary – Glossary of Tenant Names”) refer to the tenants which FLT and/or any of its

subsidiaries have a direct contractual relationship which arises from the tenancies over the

Properties.

Defined Terms used in relation to the Foreign Investment Regime of Australia

In this Prospectus, unless otherwise specified, terms used in relation to the Foreign Investment

Regime of Australia will have the meaning ascribed to it in “Glossary – Glossary of Defined Terms

Used in Relation to Australian Laws and Regulations”.

Relevant Dates of the Independent Valuations

In this Prospectus, unless otherwise specified, the independent valuations conducted by the

Independent Valuers are as at 31 December 2015, save for the Properties located at the following

addresses which have been valued by the Independent Valuers as at 31 March 2016: (i) 115-121

South Centre Road, Melbourne Airport, Victoria; (ii) 25-29 Jets Court, Melbourne Airport, Victoria;

(iii) 28-32 Sky Road East, Melbourne Airport, Victoria; (iv) 2-46 Douglas Street, Port Melbourne,

Victoria; (v) 22-26 Bam Wine Court, Dandenong South, Victoria; (vi) 2-22 Efficient Drive,

Truganina, Victoria; (vii) the Mazda Property; (viii) 350 Earnshaw Road, Northgate, Queensland;

and (ix) Lot 3 Horsley Drive Business Park, Cnr Horsley Drive & Cowpasture Road, Wetherill Park,

New South Wales (collectively, the “31 March 2016 Valuations”).

The Schenker Property

In this Prospectus, references to the “Schenker Property” mean the Property located at 4

Kangaroo Avenue, Eastern Creek, New South Wales. The Schenker Property comprises a

completed facility located on one part of the land comprising Schenker Property (formerly folio

identifier 2/1189504) which was completed in December 2013 (the “Completed Schenker

Facility”) and another facility located on the other part of the land comprising Schenker Property

(formerly folio identifier 1/1192050) that is currently under development (the “Schenker

Extension”).

xvii

The development of the Schenker Extension is targeted to be completed by July 2016. By way of

background, the Completed Schenker Facility and the Schenker Extension were formerly located

on two separate adjacent land title lots which have since been consolidated into a single title lot

and the Schenker Property (comprising both the Completed Schenker Facility and the Schenker

Extension which is under development) will be acquired by FLT as a single property.

In addition, investors should note that for purposes of the Unaudited Consolidated Pro Forma

Financial Information set out in this Prospectus, it has been assumed that the Schenker Property

was acquired by FLT in two separate transactions, with the Completed Schenker Facility acquired

in December 2013 and the Schenker Extension acquired in September 2015 (or December 2015,

as the case may be). (See “Management’s Discussion and Analysis of Financial Condition and

Results of Operations – Comparison of FLT’s Performance” for further details.)

xviii

MARKET AND INDUSTRY INFORMATION

This Prospectus includes market and industry data and forecasts that have been obtained from

internal surveys, reports and studies, where appropriate, as well as market research, publicly

available information and industry publications. Industry publications, surveys and forecasts

generally state that the information they contain has been obtained from sources believed to be

reliable, but there can be no assurance as to the accuracy or completeness of such included

information. The REIT Manager has commissioned Jones Lang LaSalle (NSW) Pty Limited (the

“Independent Market Research Consultant”) to prepare the independent market research report

(“Independent Australian Industrial Property Market Research Report”) (see Appendix F,

“Independent Australian Industrial Property Market Research Report” for further details).

While the REIT Manager has taken reasonable steps to ensure that the information is extracted

accurately and in its proper context, the REIT Manager has not independently verified any of the

data from third party sources or ascertained the underlying economic assumptions relied upon

therein. Consequently, none of FLT, the REIT Manager, the REIT Trustee, the Sponsor, the Joint

Global Coordinators or the Joint Bookrunners makes any representation as to the accuracy or

completeness of such information, and each of them shall not be held responsible in respect of

any such information and shall not be obliged to provide any updates on the same.

The REIT Trustee has appointed Savills Valuations Pty Ltd (“Savills”) as the valuer of the

Properties. The REIT Manager has appointed Urbis Valuations Pty Ltd (“Urbis”, and together with

Savills, the “Independent Valuers”) as the second valuer of the Properties (see Appendix E,

“Independent Property Valuation Summary Reports” for further details).

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OVERVIEW

The following section is qualified in its entirety by, and is subject to, the more detailed information

contained or referred to elsewhere in this Prospectus. The meanings of terms not defined in this

section can be found in the Glossary or in the trust deed constituting FLT (formerly known as

Frasers Industrial Trust) dated 30 November 2015 (as amended) (the “Trust Deed”). A copy of the

Trust Deed can be inspected during business hours at the registered office of the REIT Manager,

which is located at 438 Alexandra Road, #21-00 Alexandra Point, Singapore 119958 (prior

appointment would be appreciated).

Statements contained in this section that are not historical facts may be forward-looking

statements or are historical statements reconstituted on a pro forma basis. Such statements are

based on certain assumptions and are subject to certain risks and uncertainties which could cause

actual results of FLT to differ materially from the forecast or projected results of FLT (see

“Forward-Looking Statements” for further details). Under no circumstances should the inclusion of

such information herein be regarded as a representation, warranty or prediction with respect to the

accuracy of the underlying assumptions by FLT, the REIT Manager, the REIT Trustee, the

Sponsor, the Joint Global Coordinators, the Joint Bookrunners or any other person or that these

results will be achieved or are likely to be achieved. Investing in the Units involves risks.

Prospective investors are advised not to rely solely on this section, but to read this Prospectus in

its entirety and, in particular, the sections from which the information in this section is extracted

and “Risk Factors” to better understand the Offering and FLT’s businesses and risks.

OVERVIEW OF FLT

FLT is a Singapore real estate investment trust (“REIT”) established with the investment strategy

of principally investing globally, directly or indirectly, in a diversified portfolio of income-producing

real estate assets which are predominantly used for logistics or industrial purposes1, whether

wholly or partially, as well as such industrial2 real estate-related assets in connection with the

foregoing, with an initial focus on Australia.

The REIT Manager is a wholly-owned subsidiary of the Sponsor.

(See “Strategy” for further details.)

Key Objectives

The REIT Manager’s principal objectives are to deliver regular and stable distributions to

Unitholders and to achieve long-term growth in DPU and in the net asset value (“NAV”) per Unit,

while maintaining an appropriate capital structure.

1 Such real estate assets used for “logistics” or “industrial” purposes also include office components ancillary to the

foregoing purposes.

2 References to real estate assets used for “industrial” purposes in this Prospectus means real estate assets used

for “industrial” or “logistics” purposes interchangeably.

1

FLT’S PORTFOLIO OF PROPERTIES

IPO Portfolio

The initial portfolio of FLT as at the Listing Date comprises 51 industrial properties located in

Australia (the “IPO Portfolio”, and the properties comprising the IPO Portfolio, the “IPO

Properties”), with an aggregate GLA of approximately 1.2 million sq m. The Appraised Value1 of

the IPO Portfolio is approximately A$1,584.6 million (S$1,600.4 million)2. The aggregate purchase

consideration payable by FLT for the IPO Portfolio is A$1,578.2 million (S$1,594.0 million).

A brief overview of the IPO Portfolio and the spread of the IPO Properties across Australia is set

out in the diagram below.

Brisbane (Queensland)

Properties 9

GLA 194,055 sq m

Appraised Value A$449.2m

% of Portfolio(1) 28.3%

Perth (Western Australia)

Properties 1

GLA 20,143 sq m

Appraised Value A$18.4m

% of Portfolio(1) 1.2%

Melbourne (Victoria)

Properties 25

GLA 548,058 sq m

Appraised Value A$634.4m

% of Portfolio(1) 40.0%

Adelaide (South Australia)

Properties 4

GLA 33,038 sq m

Appraised Value A$36.6m

% of Portfolio(1) 2.3%

WA

NT

QLD

NSW

SA

AUSTRALIA

VIC

Sydney (New South

Wales) (2)

Properties 12

GLA 361,532 sq m

Appraised Value A$446.1m

% of Portfolio(1) 28.2%

Notes:

(1) By Appraised Value.

(2) Includes one Property located in Wollongong, New South Wales.

1 “Appraised Value” refers to the aggregate of the higher of the two independent valuations of each Property

conducted by the Independent Valuers.

2 The Appraised Value is calculated based on the independent valuations of the Properties conducted by the

Independent Valuers. The Independent Valuers have valued the Properties as at 31 December 2015, save for the

31 March 2016 Valuations (not including the Call Option Property located at Lot 3 Horsley Drive Business Park, Cnr

Horsley Drive & Cowpasture Road, Wetherill Park, New South Wales as the reference herein is to the IPO Portfolio).

2

The Development Properties

The 51 IPO Properties include two properties which are currently under development (the

“Development Properties”) and in respect of which fully Committed Leases (as defined herein)

have been secured from prospective tenants.

The Development Properties comprise the IPO Properties located at (i) Doriemus Drive,

Truganina, Victoria (which has been fully pre-committed to CEVA Logistics) (the “CEVA Logistics

Property”) and (ii) the Schenker Property (which has been fully pre-committed to Schenker)1. The

Development Properties comprise 9.9% of the IPO Properties by Appraised Value. The

development of the CEVA Logistics Property and the Schenker Extension are targeted to be

completed by July 2016 and the corresponding leases will commence after practical completion

of the development.

The Call Option Properties

In addition, FLT has entered into three separate call option agreements with FPA, which is

wholly-owned by the Sponsor (collectively, the “Call Option Agreements”) pursuant to which FLT

will be granted “call options” to acquire up to three additional properties which are currently being

developed by FPA (the “Call Option Properties”, and the acquisition of one or more of the Call

Option Properties, the “Call Option Acquisitions” and “Call Option Acquisition” refers to the

acquisition of one Call Option Property).

The Call Option Agreements take effect on the Listing Date and are each separate and distinct.

Each of the Call Option Properties will be acquired individually and in deciding whether to exercise

the “call options”, FLT will assess each Call Option Acquisition on an individual property basis2.

The Call Option Acquisition will be on the terms and conditions of the contracts for sale or, as the

case may be, the concurrent lease for each Call Option Property which will be appended to the

respective Call Option Agreement. When deciding whether to exercise the “call option” in respect

of the relevant Call Option Property, FLT will take into consideration the occurrence of certain

events including, among others, practical completion having been achieved and all approvals

required for the sale of the relevant Call Option Property having been obtained. Under the Call

Option Agreements, the exercise date for the “call options” is the date falling six months from the

date of registration of this Prospectus (the “Registration Date”), or such earlier date as mutually

agreed between the parties.

The three Call Option Properties collectively, are expected to have, on completion of

development, an aggregate GLA of approximately 70,740 sq m and an Appraised Value (on a

“completed basis”) of A$126.8 million (S$128.1 million)3, subject to adjustments. FLT will have the

right to acquire the Call Option Properties at the agreed price for each respective Call Option

Property (the “Agreed Price”). The aggregate Agreed Price for the three Call Option Properties

1 The Schenker Property comprises the Completed Schenker Facility which is completed and the Schenker Extension

which is still undergoing development. The Completed Schenker Facility and Schenker Extension were formerly

located on two separate adjacent land title lots which have since been consolidated into a single title lot and the

Schenker Property will be acquired by FLT as a single property.

2 The Call Option Acquisitions are structured on an individual property basis and not on a portfolio basis and the

decision to exercise any one or more “call options” is at the discretion of FLT, taking into account the interests of

Unitholders. Accordingly, investors should be aware that there is no certainty that FLT will elect to acquire any of or

all three Call Option Properties.

3 The Appraised Value is calculated based on the independent valuations of the Call Option Properties. The

Independent Valuers have valued the Call Option Properties as at 31 December 2015, save for the Call Option

Property located at Lot 3 Horsley Drive Business Park, Cnr Horsley Drive & Cowpasture Road, Wetherill Park, New

South Wales, which was valued as at 31 March 2016.

3

is A$125.8 million (S$127.1 million), subject to adjustments to account for the actual GLA for each

Call Option Property upon completion. Fully Committed Leases from prospective tenants have

been secured for the three Call Option Properties.

(See “Overview of the Acquisition of the Properties – The Call Option Acquisitions – Structure of

the Call Option Acquisitions” for further details.)

With the completion of the Call Option Acquisitions, FLT’s portfolio, comprising the IPO Portfolio

and all three Call Option Properties (collectively, the “Enlarged Portfolio”)1 will comprise 54

Properties.

(See “Business and Properties” for further details.)

Details of the Call Option Properties are set out in the table below.

Address of the

Call Option

Properties Suburb State

Targeted

Completion of

Development Tenant

Indian Drive Keysborough Victoria July 2016 Astral Pool

Lot 1 Pearson

Road

Yatala Queensland September 2016 O-I

Lot 3 Horsley

Drive Business

Park, Cnr

Horsley Drive &

Cowpasture

Road

Wetherill Park New South

Wales

September 2016 Martin Brower

Details of the IPO Portfolio and the Enlarged Portfolio

A brief overview of the details of the IPO Portfolio and the Enlarged Portfolio is set out below:

IPO Portfolio Enlarged Portfolio

Number of Properties 51 54

Appraised Value A$1,584.6 million A$1,711.4 million

Purchase Consideration A$1,578.2 million A$1,704.0 million(1)

GLA (sq m) 1,156,825 1,227,565

Occupancy 98.3% 98.4%

WALE 6.9 years 7.4 years

Portfolio Age 6.1 years 5.6 years

Note:

(1) Based on the Agreed Price for the Call Option Properties.

(See “Business and Properties – Certain Information on the Properties” for details of each

Property.)

1 Based on the assumption that FLT exercises the “call options” in respect of all three Call Option Properties in

accordance with the terms of the Call Option Agreements.

4

Financial Highlights of FLT

A brief overview of the financial highlights of FLT is set out in the table below.

Portfolio Size(1) (A$ million)

Net Property Income

(“NPI”)(2) (A$ million) DPU Yield (%)(3)

IPO Properties Call Option Properties

$1,584.6

$126.8

$1,711.4

IPO Portfolio Enlarged Portfolio

8.0%

Enlarged Portfolio(6)

6.83% 7.02%

0.28%

7.30%6.9%(5)

PY2017FP2016(8)

$107.9$115.5

$7.9

$123.4

FP2016 PY2017

14.4%(4)

PY2017FP2016(7)

$1,584.6

Notes:

(1) By Appraised Value.

(2) NPI without straight lining rental adjustment.

(3) Based on the Offering Price.

(4) NPI growth of 7.0% from FP2016 to PY2017 without taking into account the Call Option Properties.

(5) DPU yield growth of 2.8% from FP2016 to PY2017 without taking into account the Call Option Properties.

(6) Based on the assumption that FLT exercises the “call options” in respect of all three Call Option Properties in

accordance with the terms of the Call Option Agreements and that the Call Option Acquisitions are completed on

1 October 2016.

(7) Based on the annualised forecast NPI for the IPO Portfolio excluding the Development Properties and the forecast

NPI for the Development Properties for FP2016.

(8) DPU yield for FP2016 is presented on an annualised basis.

KEY INVESTMENT HIGHLIGHTS

The REIT Manager believes that an investment in FLT offers the following attractive features to

Unitholders:

1. Prime industrial and logistics portfolio

– Predominantly freehold and long leasehold land tenure

– High occupancy rate with well-diversified tenant base

– Long WALE

– Modern portfolio

2. Properties are concentrated in major industrial markets in Australia

5

3. Unique opportunity to invest in an initial pure-play, prime Australian industrial

portfolio via a listed S-REIT

– Attractive supply-demand dynamics in the Australian industrial real estate segment

resulting in supporting total returns

– Macroeconomic environment is ripe for investing in Australia

– One of the largest investments in Australia’s attractive industrial real estate sector

among S-REITs

4. Unique multi-pronged growth story

– Organic income growth from built-in rental increments

– Earnings upside from the pre-committed Development Properties in the IPO Portfolio

– Long-term potential redevelopment and/or asset enhancement initiatives (“AEI”) of the

IPO Properties

– Visible growth from the Call Option Acquisitions

– Further potential growth from the right of first refusal to be granted by the Sponsor

(the “ROFR”)

5. Commitment to environmental sustainability

– One of the largest Green Star performance rated industrial portfolios in Australia

6. Committed and reputable Sponsor with a strong network and established track record

– The Sponsor is FCL, an international real estate company with capabilities across

multiple real estate segments and holds strong and well-established brand names

including FPA

– Sponsor’s strong track record and commitment to real estate funds management,

including management and growth of multiple real estate funds

– Sponsor’s extensive experience in development and management of industrial real

estate assets in Australia

7. Strong and experienced REIT management team

– The REIT Manager comprises experienced professionals with deep knowledge of real

estate development and management in Australia

8. Alignment of interest between the Sponsor, REIT Manager and Unitholders

– Substantial Sponsor ownership in FLT

– Management fee structure based on the Deposited Property1 and Distributable Income

(as defined herein) to demonstrate the REIT Manager’s alignment of interest with

Unitholders

1 “Deposited Property” means the gross assets of FLT, including all the Authorised Investments (as defined herein)

of FLT for the time being held or deemed to be held by FLT under the Trust Deed.

6

1. PRIME INDUSTRIAL AND LOGISTICS PORTFOLIO

(A) Predominantly freehold and long leasehold land tenure

As of the Listing Date, the IPO Portfolio will comprise 60.0% freehold assets and 30.2%

assets with long remaining leasehold land tenure of at least 80 years (by Appraised Value),

as illustrated in the diagram below.

Land Tenure by Appraised Value

Freehold60.0%

Leasehold with≥ 80 Years remaining

30.2%

OtherLeasehold

9.8%

90.2% of the IPO Portfolio (by Appraised Value) comprises either freehold land or leasehold land with a remaining leasehold land tenure of at least 80 years

Based on the Independent Australian Industrial Property Market Research Report, this

compares very favourably to other industrial REITs listed in Singapore (even after taking into

account the options to renew the land leasehold term which may be granted to such industrial

REITs).

Under the Call Option Agreements, FLT will be acquiring the freehold and/or leasehold

interests (as the case may be) of the Call Option Properties.

(B) High occupancy rate with well-diversified tenant base

As at 31 December 2015, FLT’s IPO Portfolio has 68 tenants and enjoys a high occupancy

rate of 98.3% and a well-diversified tenant base that operates across a broad range of

sectors including the consumer, logistics and manufacturing sectors. Besides Coles (a

subsidiary of Wesfarmers Limited), no single tenant accounts for more than 5.0% of Adjusted

Gross Rental Income in the IPO Portfolio.

In addition, the IPO Portfolio has a high quality tenant base with leading Australian and global

brands including Coles, Techtronic Industries, John Danks (a subsidiary of Woolworths

Limited), DHL Global Forwarding, Unilever, Schenker, Mazda, Toshiba, Fisher & Paykel, BIC,

Goodyear & Dunlop, and TNT. 83.4% and 81.6% of aggregate Adjusted Gross Rental Income

and leased area, respectively, comprise multinational companies, Australian Stock

Exchange-listed (“ASX-listed”) companies and government-related entities, and/or their

respective parents and/or subsidiaries.

7

Top 10 Tenants by Adjusted Gross Rental Income

Coles 15.6%

5.0%

4.9%

Schenker

CEVA Logistics

H.J. Heinz 3.7%

Toll Transport 3.7%

Mazda 3.2%

TechtronicIndustries

2.9%

John Danks 2.8%

DHL GlobalForwarding

2.8%

Inchcape 2.7%

Tenant Sector(1) by Adjusted Gross Rental Income

Multinational55.5%

ASX-listed26.7%

Government1.2%

Other16.6%

Note:

(1) References to multinational companies, ASX-listed companies and government-related entities include their

respective parents and/or subsidiaries.

8

(C) Long WALE

The IPO Portfolio’s lease expiries are not concentrated in any particular year with

approximately 60.2% of leases by Adjusted Gross Rental Income expiring in FY2021 and

beyond, ensuring stability of cash flows in the long term. In addition, the IPO Portfolio has a

relatively long WALE of 6.9 years. Furthermore, only 0.9% of the IPO Portfolio’s leases by

Adjusted Gross Rental Income are expiring before 30 September 2017.

The IPO Portfolio’s lease expiry by Adjusted Gross Rental Income is set out in the chart

below.

Lease Expiry by Adjusted Gross Rental Income

0.4% 0.5%

10.7%

15.3%

12.8%

10.1%10.8%

4.0%

8.0%

5.6%

21.8%

FP2016 PY2017 FY2018 FY2019 FY2020 FY2021 FY2022 FY2023 FY2024 FY2025 FY2026 & Beyond

Only 0.9% Expiring

(D) Modern Portfolio

The IPO Portfolio is primarily comprised of Properties which have been recently constructed.

The Portfolio Age is 6.1 years, resulting in lower capital expenditure requirements for

maintenance or refurbishment of the properties in the near term.

The following charts provide a breakdown of the Portfolio Age by Appraised Value and by

GLA.

Portfolio Age by Appraised Value

< 2 Years30.8%

2 - 5 Years10.8%

5 - 10 Years35.5%

> 10 Years22.9%

9

Portfolio Age by GLA

< 2 Years28.7%

5 - 10 Years35.8%

> 10 Years23.9%

2 - 5 Years11.6%

Overall, the key attractive features outlined above will enhance FLT’s ability to provide

Unitholders with sustainable and growing distributions in the long term.

2. PROPERTIES ARE CONCENTRATED IN MAJOR INDUSTRIAL MARKETS IN AUSTRALIA

The IPO Portfolio is geographically diversified with strong connectivity to key infrastructure.

The Properties are located across five states in Australia, with no state contributing more

than 40.0% of the Appraised Value. Furthermore, no single property contributes more than

15.0% of the IPO Portfolio by Appraised Value.

The charts below provide a geographical breakdown of the IPO Portfolio by states and by

Appraised Value, GLA and NPI1.

By Appraised Value

Victoria40.0%

Queensland28.3%

New South Wales28.2%

South Australia

2.3%

WesternAustralia

1.2%

1 NPI without straight lining rental adjustment for PY2017.

10

By GLA

Victoria47.4%

New South Wales31.2%

Queensland16.8%

South Australia

2.9%

WesternAustralia

1.7%

By NPI(1)

New South Wales28.1%

Victoria41.9%

Queensland26.0%

South Australia

3.0%

WesternAustralia

1.0%

Note:

(1) NPI without straight lining rental adjustment for PY2017.

Sydney, Melbourne and Brisbane account for approximately 49.0% of Australia’s total

population. Sydney, Melbourne and Brisbane are also Australia’s top three logistics markets,

with each market supported by infrastructure spending initiatives aimed at enhancing the

movement of freight throughout the cities. The table below highlights the prevailing trends in

each of the markets as well the current industrial real estate demand-supply dynamics.

11

City

% of IPO

Portfolio(1) Description

Melbourne 40.0% • The capital of Victoria, Australia’s second

most populous state

• An interstate distribution hub; viewed as a

strategic location for national/regional

distribution centres

• Port of Melbourne is the busiest shipping port

in Australia

• Supply: Supply is expected to remain below

the 10-year average in 2016

• Demand: Gross take-up was 20.0% above the

10-year average in 2015 and tenant demand is

expected to improve further in 2016

Sydney 28.2%(2) • Australia’s largest city and capital of New

South Wales

• Gateway into Australia for global firms

• Urban renewal projects coordinated by the

government to increase population density of

inner ring suburbs

• Supply: Supply was 39.0% below the 10 year

average in 2015, though it is expected to

improve in 2016

• Demand: Occupier demand was 42.0% higher

in 2015 compared to 2014

Brisbane 28.3% • Strong population growth in the last two

decades

• Economy poised for recovery with demand

supported by early stages of housing

investment cycle, improvement in tourism and

net exports

• Supply: Limited new supply expected in 2016

• Demand: Strong recent occupier recovery, led

by corporate occupiers upgrading facilities

and/or consolidating operations. Gross

occupier take up was 2.0% above the 10-year

average in 2015

Notes:

(1) By Appraised Value.

(2) Includes one Property located in Wollongong, New South Wales.

12

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d

15

3. UNIQUE OPPORTUNITY TO INVEST IN AN INITIAL PURE-PLAY, PRIME AUSTRALIAN

INDUSTRIAL PORTFOLIO VIA A LISTED S-REIT

(A) Attractive supply-demand dynamics in the Australian industrial real estate segment

resulting in supporting total returns

(Unless otherwise stated herein, the following section has been extracted from the

Independent Australian Industrial Property Market Research Report set out in Appendix F,

“Independent Australian Industrial Property Market Research Report” which has been

prepared by the Independent Market Research Consultant.)

Australia is undergoing a broad-based shift from a resources and energy based economy to

a consumption driven economy. The key drivers of future economic growth have transitioned

from the resources sector and exports toward domestic business investment, residential

construction and consumer spending. Lower interest rates are supporting this shift with the

housing sector and the retail sector now in a strong cyclical upturn. As the mining

investments slow down, the consumer and public sectors are gaining healthy momentum and

are supporting Australian Gross Domestic Product (“GDP”) growth. According to the

Economist Intelligence Unit, real private consumption is expected to rise by 5.9% from

A$538.0 billion in 2014 to A$570.0 billion in 2016, while resources and energy exports are

expected to decline by 14.9% during the same period. Overall, Australia’s GDP is expected

to increase by 4.9% from 2014 to 2016.

The diagram below sets out the changes to Australia’s GDP profile, with the contribution from

real private consumption growing and the contribution from resources and energy exports

declining.

$195 $166

$538 $570

2014 2016

$935$981

Resources and Energy Exports Real Private Consumption Real GDP

4.9%

5.9%

(14.9%)

Breakdown of Australia’s GDP (A$ billion)

Source: The Economist Intelligence Unit, Australia Government Department of Industry and Science (Office of the

Chief Economist) – Resources and Energy Quarterly December 2015. The Economist Intelligence Unit,

Australia Government Department of Industry and Science (Office of the Chief Economist) has not

provided its consent, for the purposes of Section 249 of the SFA (read with Section 302(1) of the SFA), to

the inclusion of the information extracted from the relevant report published by it and therefore is not liable

for such information under Sections 253 and 254 of the SFA (read with Section 302(1) of the SFA). While

the REIT Manager has taken reasonable action to ensure that the information from the relevant report

published by the Economist Intelligence Unit, Australia Government Department of Industry and Science

(Office of the Chief Economist) is reproduced in its proper form and context, and that the information is

extracted accurately and fairly, neither the REIT Manager nor any other party has conducted an

independent review of the information contained in such report or verified the accuracy of the contents of

the relevant information.

16

The growth in the e-commerce sector is widely expected to drive a strong wave of industrial

property demand in Australia. With growing online retail sales, there has been demand for

warehouse and distribution solutions from online retailers and domestic retailers with an

online platform, as well as demand for distribution space from 3PL providers for their parcel

handling operations. Furthermore, the internationalisation of the retail sector is expected to

see more regional and international brands enter the Australian market to grow their market

share. International retailers with large format stores have generally utilised 3PLs for their

warehouse and distribution functions. As these retailers roll out new stores across Australia,

new or extended contracts will be awarded to 3PLs resulting in greater demand for industrial

space.

The occupier themes and trends prevailing in the industrial market at present are favourable

for owners of well-located and well-specified core-style logistics and distribution facilities.

These include:

• the trend for retailers and manufacturers to outsource distribution functions to 3PL

providers;

• the growth in online retail spending and international retailers entering the Australian

market for the first time which complements the trend toward 3PL demand;

• major retailer groups expanding their requirements;

• organic growth driving tenants to consolidate operations into single larger distribution

facilities, along with growing demand for temperature-controlled facilities; and

• ongoing urban regeneration initiatives by state and local governments having the

potential to stimulate demand by a various range of occupiers in the next few years on

a meaningful scale, particularly in Sydney, as occupiers are displaced by rezoning and

redevelopment activity.

FLT’s tenant profile, consisting of majority consumer companies and e-commerce

businesses, as well as logistics companies, stand to benefit from the rebalancing of

Australia’s economy towards a consumption-driven economy.

The chart below provides a breakdown of the trade sector of the tenants of the IPO Portfolio

by Adjusted Gross Rental Income.

Consumer43.2%

Logistics31.4%

Manufacturing16.0%

Others(1)

9.4%

Trade Sector of Tenants by Adjusted Gross Rental Income

Note:

(1) “Others” includes Automotive, Postal, Retail, Service and Wholesale Industries.

17

In addition, under the 2014/2015 Australian national budget, the Australian government has

committed to spend over A$50.0 billion through to the 2019/2020 fiscal year towards

infrastructure projects under the Infrastructure Growth Package1.

The Australian government’s investment will also generate significant additional state and

private sector participation in infrastructure projects, catalysing infrastructure investment in

excess of A$125.0 billion until 2020. As part of the initiative, a significant number of road, rail

and natural resource infrastructure projects are currently being constructed or completed in

the states of Victoria, New South Wales and Queensland. With these states comprising

96.5% of the IPO Portfolio (by Appraised Value) and sizeable number of tenants of the IPO

Properties in the building materials and logistics industry, FLT is well-poised to benefit from

potentially higher demand for distribution centres arising from the progress of these projects.

FLT’s Exposure to Key Growth States in Australia

Northern

Territory

Western

Australia

South

Australia

Queensland

New

South

Wales

New South Wales

Total Projects: over A$34.1b

• A$6.4b Pacific Highway

• A$14.9b WestConnex Project

28.2% of IPO Portfolio(1)

Queensland

Total Projects: over A$17.6b

• A$9.0b Bruce Highway

• A$1.2b Gateway Motorway North

28.3% of IPO Portfolio(1)

Western Australia

Total Projects: over A$10.3b

• A$1.5b for the Perth Freight

Link

1.2% of IPO Portfolio(1)

Victoria

Total Projects: over A$8.1b

• A$3.7b Victorian Regional Rail Link

• A$980m Western Ring Road upgrade

40.0% of IPO Portfolio(1)

South Australia

Total Projects: over A$3.1b

• A$1.0b North South Corridor Adelaide

2.3% of IPO Portfolio(1)

The Eastern Coast of Australia is

the most densely populated part of

country with the cities of Sydney,

Melbourne and Brisbane alone

accounting for c. 49.0% of the total

population. 96.5% of IPO Portfolio(1)

is located here.

Source: Australia Budget 2015-16, Australian Bureau of Statistics. The Australian Bureau of Statistics has not

provided its consent, for the purposes of Section 249 of the SFA (read with Section 302(1) of the SFA), to

the inclusion of the information extracted from the relevant report published by it and therefore is not liable

for such information under Sections 253 and 254 of the SFA (read with Section 302(1) of the SFA). While

the REIT Manager has taken reasonable action to ensure that the information from the relevant report

published by Australian Bureau of Statistics is reproduced in its proper form and context, and that the

information is extracted accurately and fairly, neither the REIT Manager nor any other party has conducted

an independent review of the information contained in such report or verified the accuracy of the contents

of the relevant information.

Note:

(1) By Appraised Value.

1 The “Infrastructure Growth Package” refers to the Australian government’s earmarking of A$11.6 billion in the

2014 annual budget for expenditure and investment in infrastructure and infrastructure projects across Australia.

18

Sydney, Melbourne and Brisbane are Australia’s major logistics markets, followed by the

strongly growing Perth market. Each of these markets is supported by infrastructure

spending initiatives that are aimed at enhancing the movement of freight throughout the

cities. While growth drivers have nuanced differences between markets1, all four markets are

primarily driven by demand from transport and storage operators, followed by retail trade and

wholesale trade users and the manufacturing industry.

Investment in transport infrastructure can significantly influence the use, development and

value of industrial property. Infrastructure can also reinforce the locational advantages of

existing areas. In addition, businesses in the building materials, construction, transport and

logistics sectors are expected to receive a direct uplift from these projects.

At present, the rate of supply of industrial assets in Australia is not keeping up with the pace

of demand for such assets. As a consequence, there is a shortage in supply of upcoming

industrial assets.

The supply is expected to remain below the 10-year annual average in 2016 with the pipeline

largely made up of projects in the planning stages. Approximately 1.3 million sq m of new

supply was completed in 2015 (major projects), more than 20.0% below the 10 year annual

average of 1.7 million sq m. More than 89.0% by area of all stock under construction as of

the fourth quarter of 2015 is pre-committed and that ratio is expected to increase as projects

are nearer to completion.

Australian Industrial Development Pipeline

0

1,000

2,000

3,000

2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017

SQ

M (

000’s

)

Completed Under Construction Plans Approved/Submitted 10 Year Annual Average

Source: Independent Market Research Consultant.

Occupier take-up was above average in 2015 at 2.3 million sq m, well ahead of the 10-year

average at 2.0 million sq m.

Current market fundamentals of relatively low supply, solid demand and a focus on tenant

retention are expected to result in ongoing high occupancy rates for prime grade industrial

properties in Australia and favourable conditions for market rental growth in existing

completed industrial properties.

1 Perth and Brisbane have a slightly higher concentration of construction and mining users.

19

(B) Macroeconomic environment is ripe for investing in Australia

The current macroeconomic environment in Australia is favourable for foreign investors. The

Reserve Bank of Australia (“RBA”) has cut interest rates to a record low of 1.75% in May

2016 and has recently adopted a further easing bias for future interest rate decisions. The

Australian Dollar has been on a steady decline as well. Based on the Trade Weighted Index,

Australia’s currency has declined by 22.0% against its major trading partners in the last four

years until February 2016 and by 4.0% last year (until February 2016).

RBA Cash Rate Target

0%

1%

2%

3%

4%

5%

6%

7%

8%

May-

1996

May-

1997

May-

1998

May-

1999

May-

2000

May-

2001

May-

2002

May-

2003

May-

2004

May-

2005

May-

2006

May-

2007

May-

2008

May-

2009

May-

2010

May-

2011

May-

2012

May-

2013

May-

2014

May-

2015

Ma

y-2016

1.75%

0.615

0.925 0.997

0.724

0.997

0.7240.728

1.032

Australian Dollar Performance(1)Jan-1

6

Jan-1

6

Feb-1

6

Mar-

16

Ap

r-16

May-1

6

AUDUSD AUDSGD

0.4

0.6

0.8

1.0

1.2

1.4

Jan-0

5

Jan-0

6

Jan-0

7

Jan-0

8

Jan-0

9

Jan-1

0

Jan-1

1

Jan-1

2

Jan-1

3

Jan-1

4

Jan-1

5

(3.37%)

(0.43%)

Source: FactSet. FactSet has not provided its consent, for the purposes of Section 249 of the SFA (read with

Section 302(1) of the SFA), to the inclusion of the information extracted from the relevant report published by it and

therefore is not liable for such information under Sections 253 and 254 of the SFA (read with Section 302(1) of the

SFA). While the REIT Manager has taken reasonable action to ensure that the information from the relevant report

published by FactSet is reproduced in its proper form and context, and that the information is extracted accurately

and fairly, neither the REIT Manager nor any other party has conducted an independent review of the information

contained in such report or verified the accuracy of the contents of the relevant information.

Note:

(1) As at 31 May 2016.

(C) One of the largest investments in Australia’s attractive industrial real estate sector

among S-REITs

FLT offers a unique opportunity to invest in an initial pure-play, prime Australian industrial

portfolio of significant scale. The aggregate Appraised Value of the IPO Portfolio and the

Enlarged Portfolio is A$1,584.6 million and A$1,711.4 million, respectively. As at the Listing

Date, FLT will have a market capitalisation of S$1,268.4 million (A$1,255.8 million) based on

the Offering Price. With its portfolio size and market capitalisation, FLT will, as at the Listing

Date, be the largest S-REIT with pure-play Australian industrial real estate.

20

The table below sets out a comparison of FLT with other real estate companies and trusts

(including REITs) with Australian industrial real estate investment.

Comparison with real estate companies and trusts with Australian industrial real estate investment(1)

(Book value of the Australian industrial portfolio, in A$ billion,and industrial properties in Australia as a proportion of total investment (2))

GMG

$1.7

100%$1.4

18%$1.1

13%

$1.0

11%

$0.9

100% $0.6

8%

$0.9

12%

$0.3

6%

$1.1

50%

$3.1

79%

FLT DEXUS Stockland Growthpoint A-REIT GPT 360 Capital Mirvac MLT

Call Option Properties

• 3 properties• A$127m Appraised Value(3)

• GLA of 70,740 sqm(4)

Australian Pure-play Industrial REITs Diversi!ed Companies and Trusts with Industrial Assets

Source: Independent Market Research Consultant.

Notes:

(1) Industrial real estate comprises warehouse & distribution facilities, industrial estates and business parks but

exclude office parks and development land. The reported proportion for the Goodman Group is on a global

basis as the proportion on an Australia only basis is not reported.

(2) On-balance sheet properties only (does not include properties managed in funds).

(3) The aggregate of the higher of the two independent valuations of each Property conducted by the

Independent Valuers.

(4) Subject to survey upon completion.

4. UNIQUE MULTI-PRONGED GROWTH STORY

The REIT Manager’s plan for FLT’s future growth will be driven by a number of factors

including organic growth driven by built-in rental increases in the existing leases, income

contribution from the Development Properties, opportunities to improve income from asset

enhancement and Sponsor-driven inorganic growth via the acquisition of the Call Option

Properties and the completed income-producing industrial and logistics properties which fall

under the ROFR (the “ROFR Properties”).

FLT’s Unique Multi-pronged Growth Story

Organic Growth

� Average annual built-in rental increments of 3.2%

Potential positive rental reversions on lease renewals

1

2

Development Pipeline

� 2 Development Properties included in IPO Portfolio to become operational in July 2016

� Long term potential redevelopment / AEIs of certain IPO Properties

1

2

Inorganic Growth

� 3 Call Option Properties from Sponsor

� ROFR assets from Sponsor– 9 completed properties– Significant industrial property

development pipeline upon

1

2

completion

On an annualised basis, the REIT Manager expects FLT’s annualised DPU yield to grow by

6.9% from 6.83% in FP2016 to 7.30% in PY2017 (based on the Offering Price) This growth

in DPU would be driven by built-in rental growth, new leases on vacant lettable area, income

21

contribution from the Development Properties and the Call Option Acquisitions. The chart

below illustrates the growth in NPI of FLT from the Development Properties and Call Option

Properties.

NPI(1)(2) (A$ million)

105.9107.5

2.0

8.0

-

7.9

107.91.6

123.4

6.0

7.9

FP2016(3) In-built RentalGrowth

DevelopmentProperties

Call OptionProperties

PY2017

Completed Properties Development Properties Call Option Properties

Total Growth: 14.4%(4)

Notes:

(1) Without straight lining rental adjustment.

(2) Based on the assumption that FLT exercises the “call options” in respect of all three Call Option Propertiesin accordance with the terms of the Call Option Agreements and that the Call Option Acquisitions arecompleted on 1 October 2016.

(3) Based on the annualised forecast NPI for the IPO Portfolio excluding the Development Properties and theforecast NPI for the Development Properties for FP2016.

(4) NPI growth of 7.0% from FP2016 to PY2017 without taking into account the Call Option Properties.

The chart below illustrates FLT’s DPU growth and DPU yield growth from FP2016 to PY2017.

DPU DPU Yield

FP2016 DPU (Singapore cents)

2.03

PY2017 DPU (Singapore cents)

FP2016(annualised)

PY2017(1)

6.9%(2)

6.83%(2)

7.30%(2)

Based on the Offering Price

6.50

Annualised growth(%)

6.9

Notes:

(1) Based on the assumption that FLT exercises the “call options” in respect of all three Call Option Properties

in accordance with the terms of the Call Option Agreements and that the Call Option Acquisitions are

completed on 1 October 2016.

(2) Based on the Offering Price.

22

(A) Organic income growth from built-in rental increments

All of the leases of the IPO Portfolio have fixed and/or Consumer Price Index-linked

(“CPI-linked”) increments. Fixed rental increments, which are built into the existing leases,

are in the range of 2.50% to 3.75% for PY2017, resulting in an average annual rental

increment of approximately 3.2% for the IPO Portfolio.

These built-in rental increments, together with potential positive rental reversions on new

leases on vacant lettable area, underpin a significant component of the forecast growth in

DPU.

(B) Earnings upside from the pre-committed Development Properties in the IPO Portfolio

The IPO Portfolio includes the two pre-committed Development Properties which comprise

approximately 9.9% of the IPO Portfolio by Appraised Value, and are currently under

development. The development costs are entirely funded by the Sponsor.

The development of the CEVA Logistics Property and the Schenker Extension1 are targeted

to be completed by July 2016. Both the CEVA Logistics Property and the Schenker Extension

have already been fully committed to prospective tenants and are expected to be fully

occupied immediately post completion. The REIT Manager expects the Development

Properties to contribute 5.5% NPI2 growth for PY2017.

(C) Long-term potential redevelopment and/or AEI of the IPO Properties

FPA has a strong track record in delivering AEIs which are income and value accretive. Some

examples of the AEIs completed by FPA at certain of the IPO Properties in the past five years

are set out in the table below. The REIT Manager will continue to utilise the resources of the

Sponsor and its subsidiaries (the “Sponsor Group”) to assess and undertake potential AEIs

in the FLT portfolio in order to create value for Unitholders.

1 The Schenker Extension is part of the Schenker Property. The Completed Schenker Facility and Schenker Extension

were formerly located on two separate adjacent land title lots which have since been consolidated into a single title

lot and the Schenker Property will be acquired by FLT as a single property.

2 Without straight lining rental adjustment.

23

Address of

Property Tenant

Asset Enhancement

Initiatives

Date

Completed

NPI

Uplift(1)

Lease

Extension

99 Sandstone

Place,

Parkinson,

Queensland

Coles Expanded the 42,465 sq m

cold store distribution

centre by 11,766 sq m and

extended the lease

2012 31% 8 years

22-26 Bam

Wine Court,

Dandenong

South, Victoria

Bam

Wine

Constructed a 1,037 sq m

covered delivery area with

a new lease from

completion of works and

expanded the existing

13,420 sq m temperature

controlled facility by 4,177

sq m

2011 61% 7 years

98-126 South

Park Drive,

Dandenong

South, Victoria

John

Danks

Expanded a 21,070 sq m

warehouse/distribution

centre by 6,992 sq m and

agreed a new 10-year

lease term with John

Danks

2014 37% 10 years

286

Queensport

Road,

North Murarrie,

Queensland

Laminex Improved the lease profile

of the asset by extending

the existing lease by

10 years with an increase

in rental from A$77 per sq

m to A$108 per sq m. The

renewal included the

installation of T5 lighting

which reduced the energy

consumption of the

occupier, resulting in a

long-term benefit to the

property

2013 40% 10 years

Note:

(1) NPI uplift is the year-on-year percentage increase in NPI (without straight lining rental adjustment) of a

property after AEI had been undertaken.

(D) Visible growth from the Call Option Acquisitions

FLT’s Strong Acquisition Growth Potential (GLA in sq m)

1,156,825

147,285

70,740

1,374,850

IPO Portfolio Call OptionProperties

Nine ROFR Properties Potential Portfolio Size

24

FLT has entered into the Call Option Agreements, pursuant to which FLT will be granted “call

options” to acquire up to three Call Option Properties. The Call Option Properties are prime

industrial properties in Australia.

The Call Option Properties are currently under development and have been 100% committed

to incoming tenants. Each of the Call Option Properties will be acquired individually and in

deciding whether to exercise the “call options”, FLT will assess each Call Option Acquisition

on an individual property basis1.

Under the Call Option Agreements, the exercise date for the “call options” is the date falling

six months from the Registration Date, or such earlier date as mutually agreed between the

parties. The exercise of the “call options” is expected to result in an up-lift to the NPI and the

DPU for PY2017. As such, the Call Option Acquisitions represent an opportunity to grow

FLT’s portfolio’s scale and diversity post-Listing and for FLT to capitalise on the development

pipeline of the Sponsor to make DPU accretive acquisitions.

Given its Aggregate Leverage2 of 25.7%3 as at the Listing Date, FLT can fully fund the Call

Option Acquisitions through debt and the Call Option Acquisitions are expected to be DPU

accretive to FLT. As at the Listing Date, the REIT Manager will have in place a five-year

revolving credit facility (“RCF”) of an aggregate amount of A$200.0 million, of which A$194.0

million will remain available to be drawn down to fully fund the Call Option Acquisitions.

Assuming FLT exercises the “call options” in respect of all three Call Option Properties in

accordance with the terms of the Call Option Agreements and acquires all three Call Option

Properties, the Aggregate Leverage of FLT would be 31.2%4, which would be below the

regulatory threshold of 45.0% for S-REITs. The debt headroom provides capacity for FLT to

undertake further acquisitions.

The Call Option Agreements are structured such that the acquisition price of each Call Option

Property, being the respective Agreed Price is fixed on the entry into the Call Option

Acquisitions, subject to adjustments to account for the actual GLA for each Call Option

Property upon completion of development. FPA is responsible for ensuring that the

development of the Call Option Properties are completed as well as all relevant approvals

required for the sale of the Call Option Properties are obtained ahead of the exercise of the

“call options”.

The “call options” are exercisable solely by FLT and does not include a “put option”

exercisable by FPA which would give FPA the right to require that FLT acquire the Call Option

Properties. As such, the decision to acquire any of the Call Option Properties will be solely

at the discretion of FLT taking into account the interests of Unitholders. In deciding whether

to exercise the option to acquire the Call Option Properties, the REIT Manager will take into

account various factors, which include, among others, its assessment of the respective

tenants of the Call Option Properties as well as the terms of the tenancies.

1 The Call Option Acquisitions are structured on an individual property basis and not on a portfolio basis and the

decision to exercise any one or more “call options” is at the discretion of FLT, taking into account the interests of

Unitholders. Accordingly, investors should be aware that there is no certainty that FLT will elect to acquire any of or

all three Call Option Properties.

2 “Aggregate Leverage” refers to the ratio of FLT’s total borrowings (including deferred payments for assets whether

to be settled in cash or in Units) to the value of the Deposited Property.

3 Based on the Offering Price and the Unaudited Consolidated Pro Forma Balance Sheet of FLT as at 31 December

2015.

4 Based on the Offering Price and assuming exercise of the “call options” under the Call Option Agreements on the

Listing Date and based on the Unaudited Consolidated Pro Forma Balance Sheet of FLT as at 31 December 2015.

25

In addition, there would not be any development risk to FLT arising from the development of

the Call Option Properties. Neither FLT nor the relevant Sub-Trust (as defined herein) will be

a party to any of the construction agreements or any other construction agreements to be

entered into in connection with the development of the Call Option Properties. As such, in the

event that there is any liability arising from the development and construction of a Call Option

Property, neither FLT nor the relevant Sub-Trust will be responsible for such matters and FPA

will remain directly liable for the construction and practical completion of the Call Option

Properties. The Call Option Agreements are therefore an opportunity for FLT to elect to

purchase a completed building.

Furthermore, the Agreed Price payable by FLT as the purchase consideration under the Call

Option Agreements is calculated on the basis that development of the Call Option Properties

has been completed. As such, FLT will not be subject to the risks of cost overruns or

variations arising from development and construction activities.

Details of the Call Option Properties are set out in the table below.

Tenant Astral Pool O-I Martin Brower

Address of

Property

Indian Drive Lot 1 Pearson

Road

Lot 3 Horsley Drive

Business Park, Cnr

Horsley Drive &

Cowpasture Road

Suburb Keysborough Yatala Wetherill Park

State Victoria Queensland New South Wales

GLA (sq m)(1) 21,500 30,400 18,840

Appraised Value A$32.3 million A$37.0 million A$57.5 million

Targeted

Completion of

Development

July 2016 September 2016 September 2016

Land Tenure Freehold 99 years 90 years

Note:

(1) Subject to a survey upon completion of the development activities.

A comparison between the IPO Portfolio and the Enlarged Portfolio is set out in the table

below.1

IPO Portfolio Enlarged Portfolio

Number of Properties 51 54

Appraised Value A$1,584.6 million A$1,711.4 million

Purchase Consideration A$1,578.2 million A$1,704.0 million(1)

GLA (sq m) 1,156,825 1,227,565

Occupancy 98.3% 98.4%

WALE 6.9 years 7.4 years

Portfolio Age 6.1 years 5.6 years

Note:

(1) Based on the Agreed Price for the Call Option Properties.

1 Based on the assumption that FLT exercises the “call options” in respect of all three Call Option Properties in

accordance with the terms of the Call Option Agreements and that the Call Option Acquisitions are completed on 1

October 2016.

26

The completion of the Call Option Acquisitions would result in the WALE of FLT’s portfolio

increasing from 6.9 years to 7.4 years and the Portfolio Age falling from 6.1 years to 5.6

years. Based on the assumption that FLT exercises the “call options” in respect of all three

Call Option Properties in accordance with the terms of the Call Option Agreements and that

the Call Option Acquisitions are completed on 1 October 2016, the NPI1 for PY2017 would

increase from A$115.5 million to A$123.4 million, contributing to 7.4% NPI1 growth for

PY2017 and DPU yield for PY2017 would increase from 7.02% to 7.30% (based on the

Offering Price).

Financial Impact of Exercising the Call Option for PY2017

NPI(1) (A$ million) DPU Yield (%)

$115.5

$123.4

IPO Portfolio Enlarged Portfolio

6.8%

IPO Portfolio Enlarged Portfolio

4.0%(2)

7.02%(2)

7.30%(2)

Notes:

(1) NPI without straight lining rental adjustments.

(2) Based on the Offering Price.

(E) Further potential growth from ROFR Properties

In addition, the Sponsor has also granted FLT the ROFR which covers any of the ROFR

Properties it intends to divest in the future. The pipeline from the Sponsor, including its

wholly-owned subsidiary, FPA currently comprises nine existing completed assets in

Australia (with a cumulative GLA of 147,285 sq m) which do not form part of the Enlarged

Portfolio.

The ROFR gives FLT an opportunity to grow its portfolio through the acquisition of prime

properties from the Sponsor Group and drive DPU growth through these acquisitions2. FPA

is currently in the process of extending the lease of the nine completed ROFR Properties.

FPA has an industrial property development pipeline in Australia of approximately A$850.0

million to be developed over the next five years and the ROFR granted to FLT would also

cover these properties when they are completed.

1 Without straight lining rental adjustment.

2 For the avoidance of doubt, where FLT acquires future properties offered to it by the Sponsor pursuant to the terms

of the ROFR, such acquisitions would constitute Related Party Transactions to FLT and would be subject to the

applicable requirements under the Listing Manual and/or Appendix 6 to the Code on Collective Investment Schemes

issued by the Authority (the “Property Funds Appendix”), as the case may be.

27

5. COMMITMENT TO ENVIRONMENTAL SUSTAINABILITY

FLT holds one of the largest Green Star performance rated industrial portfolios in Australia.

Green Star performance rating is awarded by the GBCA which has assessed the Properties

against nine key performance criteria – energy, water, transport, materials, indoor

environment quality, management, land use & ecology, emissions and innovation. Among the

51 IPO Properties, 33 are Green Star performance rated, representing 642,545 sq m of

Green Star performance rated GLA and 65.2% of Adjusted Gross Rental Income. The

proportion of Green Star performance rated properties in the IPO Portfolio by Appraised

Value is 62.0%.

As sustainability gains traction in the Australian real estate industry, being Green Star

performance rated has several benefits for the Enlarged Portfolio, some of which include:

(i) reducing ongoing occupancy costs;

(ii) assisting in retaining tenants at lease expiry;

(iii) gaining new tenants, especially those using sustainability as a criteria in choosing their

distribution centres;

(iv) decreasing building obsolescence; and

(v) minimising vacancy downtime.

To be ready for the future’s sustainability needs, the new generation of properties within the

Enlarged Portfolio are designed to achieve between a 4-star to 6-star Green Star

performance rating. Examples of the sustainability initiatives incorporated within these

designs include:

Energy efficiency and carbon reduction

• T5/LED lighting installed in all warehouse and office areas.

• Solar PV system to generate renewable energy for use on site.

• A/C geothermal heat rejection or air source heat pump hot water system.

• 10% translucent roof sheeting to warehouse to provide high levels of daylight.

• Electricity sub-metering to each distribution board to allow for monitoring, management

and reporting of building performance through a web based portal.

28

Water conservation and management

• High efficiency water fittings (4-star to 6-star Water Efficiency Labelling Scheme1

rating).

• Rainwater harvesting for use in toilet flushing and irrigation.

• Fire sprinkler test water recycling via a drain into existing fire sprinkler or rainwater

tanks.

• Drought resistant landscaping installed for water saving & facility long-term amenity.

• Water sub-metering to office and warehouse areas and rainwater harvesting tank allow

for monitoring, management and reporting of building performance.

• Stormwater treatment system to improve quality of runoff of nutrients and suspended

solids.

Waste recycling and materials

• A dedicated waste recycling facility to facilitate waste recycling during operation.

• Construction waste strategy to reduce site waste generation and increase recycling

rates above 90%.

• Selection of materials with a reduced environmental impact by using locally sourced

materials comprising Australian Forestry Standard timber, World Steel Association steel

and best practice poly (vinyl chloride) (PVC) guidelines.

• Building design development that comprises full life cycle analysis to understand key

building material and design impacts and identify areas for further improvement.

• Fibre cement warehouse slab achieving significant reductions in concrete and steel.

• Environmentally certified carpet tiles in office areas.

Comfort and health

• 10% translucent roof sheeting to warehouse will provide high levels of daylight.

• Increase of the minimum outside fresh air rates required under AS1668 Part 2 for office

air conditioning.

• Increased insulation and glazing performance to office areas.

• Daylight glare control and thermal control with internal roller blinds to offices and fixed

shading.

• Non-toxic paints, adhesives, sealants and medium-density fibreboard.

1 Water Efficiency Labelling Scheme (WELS) is Australia’s water efficiency labelling scheme that requires certain

products to be registered and labelled with their water efficiency in accordance with the standard set under the

national Water Efficiency Labelling and Standards Act 2005.

29

Solar panels to generate renewable energy Energy-efficient lighting

6. COMMITTED AND REPUTABLE SPONSOR WITH A STRONG NETWORK AND

ESTABLISHED TRACK RECORD

(A) The Sponsor is FCL, an international real estate company with capabilities across

multiple real estate segments and holds strong and well-established brand names

including FPA

(i) Frasers Centrepoint Limited

FCL is an international real estate company listed on the Main Board of the SGX-ST and

headquartered in Singapore. It has multi-segment capabilities that allow it to participate

in, and extract value from the entire real estate value chain.

FCL is one of Singapore’s top property companies with total assets above S$23 billion

as at 31 December 2015. The Sponsor has four core businesses focused on residential,

commercial and industrial properties in the key markets of Singapore, Australia and

China, and in the hospitality business spanning more than 70 cities across North Asia,

Southeast Asia, Australia, Europe, and the Middle-East.

Its principal activities are property development, investment and management of

commercial and industrial property, serviced residences, hotels and property trusts.

From time to time, the Sponsor may pursue future growth and tap on investment

opportunities, which may include tendering for raw land to develop residential projects,

AEIs for existing retail, commercial, industrial and hospitality properties and/or

purchasing suitable retail, residential, commercial, industrial or hospitality assets.

The Sponsor’s property portfolio comprises properties ranging from residential

developments to shopping malls, office and business space properties, as well as

serviced residences and hotels, and industrial properties, as represented by the

following five lead brands and divisions:

• Frasers Centrepoint Homes (for Singapore residential development properties);

• FPA (for property development, investment in commercial and industrial

properties, and property management in Australia);

• Frasers Property (for overseas development properties);

• Frasers Centrepoint Commercial (for shopping malls, office and business space

properties); and

30

• Frasers Hospitality (for serviced residences and hotels).

Residential HospitalityCommercial Frasers Property Australia

Overseas (1)

One of the Top Residential Developers in

Singapore

Serviced Residences /

Hotels

Globally Scalable Hospitality Operator

Retail, Office and Business Space Asset Management

One of the LargestRetail Mall Owners/Operators

in Singapore

Growing Asset Management Business

Australia

Leading Australian

Multi-segment Developer and Owner/Operator

Singapore

Note:

(1) Excluding FPA.

(ii) FPA

FPA is a wholly-owned subsidiary of FCL and is one of Australia’s leading diversified

property groups. FPA has been involved in property development in Australia for over

90 years with operations focused primarily on:

• the development of residential land, homes and apartments;

• the development of and investment in and management of income-producing

commercial and industrial properties; and

• management of real estate funds.

FPA employs over 600 permanent staff with operations in Australia’s major capital cities

of Sydney, Melbourne, Brisbane and Perth.

FPA has an end-to-end development platform encompassing all elements of the

development cycle including strategic land banking; deal sourcing; design,

procurement, development and construction of the asset; leasing; and property and

asset management.

FPA’s industrial business has developed over A$3.5 billion of assets since 2001 and

holds a market leadership position in the development of industrial assets in Australia.

31

The diagram below sets out a geographical overview of FPA’s operations and the type

of properties it holds.

Perth

Adelaide

Commercial & Industrial Development Investment Property Portfolio

Residential Development

Australia

Melbourne

Sydney

Brisbane

InvestmentProperty45.5%

Residential36.8%

C&I(2)

4.4%

Other13.4%

Total Assets: S$5.7 billion(1)

Notes:

(1) As at 31 December 2015.

(2) The term “C&I” refers to the Commercial and Industrial division of FPA which is responsible for thedevelopment of income-producing commercial and industrial properties.

(B) Sponsor’s strong track record and commitment to real estate funds management,

including management and growth of multiple real estate funds

The Sponsor has extensive experience in real estate funds management and a proven track

record in managing and growing listed property funds. It currently sponsors three listed

property funds in Singapore – Frasers Centrepoint Trust (“FCT”), Frasers Commercial Trust

(“FCOT”) and Frasers Hospitality Trust (“FHT”) (a listed stapled group comprising Frasers

Hospitality Real Estate Investment Trust (“FH-REIT”) and Frasers Hospitality Business Trust

(“FH-BT”)) (collectively, the “FCL Listed Trusts”). The Sponsor holds substantial stakes in

each of the FCL Listed Trusts and also manages them via its wholly-owned subsidiaries.

FCT FCOT FHT

Asset Type Retail Commercial Hospitality

Current Portfolio 6 suburban malls

in Singapore and a

31.2% stake in

Hektar REIT, a

retail-focused REIT

in Malaysia

6 office and

business space

properties in

Singapore and

Australia

13 hotel and

serviced residence

assets across Asia,

Australia and UK

Portfolio Value S$2.5 billion(1) S$2.0 billion(3)

(includes 38.2%

Australian assets)

S$2.0 billion(3)

(includes 20.9%

Australian assets)

Listing Date July 2006 March 2006 July 2014

Sponsor’s interest(2) 41.3% 27.2% 20.9%(4)

Notes:

(1) Based on the portfolio value of the six properties in Singapore excluding the stake in Hektar REIT, as at30 September 2015.

(2) As at 31 December 2015.

(3) Based on portfolio value as at 30 September 2015.

(4) TCCG holds a 39.2% interest in FHT as at 31 December 2015.

32

The Sponsor’s proven track record in real estate capital management is reflected in the

strong performance of the FCL Listed Trusts which have generated attractive returns for their

unitholders through yield-accretive acquisitions:

(a) FCT: Since its listing on the Main Board of the SGX-ST in July 2006, FCT’s portfolio size

has grown from its IPO portfolio value of S$915.2 million at the time of its IPO

(comprising 3 malls in Singapore) to approximately S$2.5 billion (comprising six malls

in Singapore) as at 31 December 2015.

(b) FCOT: FCOT, formerly known as Allco Commercial REIT, was listed on the Main Board

of the SGX-ST in March 2006. The Sponsor acquired units in FCOT and the manager

of FCOT in August 2008. Since then, FCOT has refocused the portfolio to the attractive

markets of Singapore and Australia through divesting from the non-core market of

Japan. It has also recently made a yield accretive acquisition of the property located at

357 Collins Street, Melbourne, Australia, from FPA which was completed in August

2015.

(c) FHT: FHT was listed on the Main Board of the SGX-ST in July 2014 with an initial

portfolio of 12 hotel and serviced residence assets valued at S$1.7 billion. Within its first

year of listing, FHT completed its first acquisition of Sofitel Sydney Wentworth Hotel in

Australia in July 2015.

The Sponsor has also shown a commitment to grow the FCL Listed Trusts through injection

of quality assets from time to time. The recent acquisitions of 357 Collins Street by FCOT

from FPA and Sofitel Sydney Wentworth Hotel by FHT were both sourced from the Sponsor.

The Sponsor and its Related Parties1 (primarily its strategic investor, TCCG) have further

demonstrated commitment to its listed real estate vehicles by contributing significant amount

of capital during capital raises. The figure below outlines the Sponsor and/or TCCG’s uptake

of capital issues conducted by listed vehicles in the Sponsor Group.

FY2006 ... FY2009 FY2010 FY2011 FY2012 FY2013 FY2014 FY2015

FCL subscribedS$48m

Aug 2009

FCL subscribedS$343m

Aug 2009 Jan 2010

FCL/TCCGsubscribedS$651m

(2)

Jun 2014

TCC subscribedS$300m

Mar 2015

FCL subscribedS$34m

Jul 2015

S$214mRights Issue

S$343mCPPU Issue

S$182mPlacement

S$1,050m(1)

IPOS$700m

Perpetual IssueS$142m

Placement

FCL subscribedS$323m

(2)

Jun 2006

S$633m(1)

IPO

Sep 2011

S$67mPlacement

S$161mPlacement

TCC subscribedS$250m

Sep 2014

S$600mPerpetual Issue

TCCG subscribedS$49m

Jun 2015

S$123mPlacement

FCL subscribedS$66m

May 2014

Notes:

(1) Represents market capitalisation at IPO.

(2) After exercise of the Over-Allotment Option.

1 “Related Parties” refer to an Interested Person which has the meaning ascribed to it in the Listing Manual and/or,

as the case may be, Interested Party which has the meaning ascribed to it in the Property Funds Appendix.

33

(C) Sponsor’s extensive experience in development and management of industrial real

estate assets in Australia

The Sponsor will be able to leverage on FPA’s extensive experience in development and

management of real estate assets in Australia. FPA, a wholly-owned subsidiary of FCL, has

an integrated development platform providing end-to-end capabilities in various real estate

segments sectors including residential, industrial, logistics and office segments in Australia.

In particular, it is a market leader in the Australian industrial sector, with strong industrial

development capabilities and operates in diverse market segments including pre-lease,

speculative developments, straight land sales, turn-keys and land sales and build contracts.

This can be demonstrated by its track record, having developed A$3.5 billion in assets since

2001 (including developing 100% of the IPO Portfolio) and having a market share of the

pre-lease and design and construct segment of between 15.0% to 25.0% based on analysis

of historical data from 2001 to 2015. In addition, FPA has managed seven previous funds and

joint ventures with a gross value of approximately A$1,668.0 million since 2001 which

delivered healthy returns.

FPA is also market leader in sustainability. It is a leader in sustainability initiatives and its

portfolio was ranked first in its GRESB1 peer group in 2015 and for the second consecutive

year.

FPA’s investment properties portfolio is valued at S$2.6 billion2 as at 31 December 2015, of

which approximately 61.5% are industrial and logistics assets. Further, the effective

completion value of FPA’s industrial property land bank is approximately A$850.0 million and

represents a pipeline of potential industrial property developments which would fall under the

ROFR Properties when completed.

7. STRONG AND EXPERIENCED REIT MANAGEMENT TEAM

The management team of the REIT Manager comprises experienced professionals with deep

knowledge of real estate development and management in Australia. The management team

has significant experience managing Australian REITs and/or private property funds,

property development, investment, management, marketing and leasing, as well as finance.

FLT would benefit from the origination, acquisition and operational capabilities of the

appointed management team. (See “The REIT Manager and Corporate Governance – The

Manager of FLT – Executive Officers of the REIT Manager – Experience and Expertise of the

Executive Officers of the REIT Manager” for further details on the experience of the REIT

Manager’s management team.)

1 The GRESB Real Estate Assessment is widely recognised as the global standard for portfolio-level sustainability

reporting in the real estate sector.

2 Including properties under development as at 31 December 2015.

34

The management team of the REIT Manager has a strong track record in asset and property

management. In particular, the Chief Executive Officer, Mr Robert Wallace previously led the

Investment Property Division of FPA and was able to attain a high Retention Rate1 for the

IPO Portfolio of 81.0% between 2010 and 2015. Further, a total of 951,443 sq m of GLA the

IPO Portfolio was renewed or leased from 2010 to 2015, comprising 527,185 sq m of

industrial space across 36 new lease transactions and 424,258 sq m of industrial space

renewed across 29 separate lease renewal transactions. In addition, Mr Robert Wallace and

his team at FPA were involved in the end-to-end management of the FPA and Government

of Singapore Investor Corporation (“GIC”) portfolio of 26 modern logistics properties that

were acquired by Ascendas Real Estate Investment Trust in September 2015.

FPA Management’s Leasing Track Record for the IPO Portfolio –Renewal and New Leases (sq m) (’000s)

212

2013

255

2014

226

2015

8. ALIGNMENT OF INTEREST BETWEEN THE SPONSOR, REIT MANAGER AND

UNITHOLDERS

(A) Substantial Sponsor ownership in FLT

The Sponsor is committed to supporting and growing FLT over the long-term. The Sponsor

will, immediately following the completion of the Offering, be the largest Unitholder, holding

an aggregate of approximately 22.5% of the total number of Units expected to be in issue

(assuming the Over-Allotment Option is not exercised) or approximately 20.5% of the total

number of Units expected to be in issue (assuming the Over-Allotment Option is exercised

in full). TCCG has also committed to further subscribe for an aggregate of 89,887,000 Units

at the Offering Price pursuant to the TCCG Subscription Agreement as a strategic investor.

The substantial interest of the Sponsor in FLT demonstrates the alignment of interest

between the Sponsor and the Unitholders.

The REIT Manager, which is wholly-owned by the Sponsor, has agreed to accept 100% of its

base fee and performance fee in Units for FP2016 and PY2017, which further aligns the

interests of the Sponsor and the REIT Manager with the Unitholders.

1 “Retention Rate” refers to the rate of tenant renewal to expiry by GLA.

35

(B) Management Fee structure based on the Deposited Property and Distributable Income

to demonstrate the REIT Manager’s alignment of interest with Unitholders

The REIT Manager is 100% owned by the Sponsor. In order to align the interest of the REIT

Manager with the Unitholders, the management fees payable to the REIT Manager has a

performance-based element.

Under the Trust Deed, the REIT Manager is entitled to receive a base fee of 0.4% per annum

of the value of the Deposited Property and a performance fee of 5.0% per annum of the

Distributable Income of FLT. Having the performance fee computed as a percentage of the

Distributable Income incentivises the REIT Manager to grow the Distributable Income, which

benefits Unitholders. The REIT Manager has also adopted an acquisition fee of 0.5% for

acquisitions from Related Parties1 and 1.0% for all other cases.

KEY STRATEGIES

The REIT Manager plans to achieve its objectives through the following key strategies:

• Acquisition Growth Strategy – The REIT Manager will source and pursue asset acquisition

opportunities which provide attractive cash flows and yields and satisfy the REIT Manager’s

investment mandate for FLT to enhance returns to Unitholders and potential opportunities for

future income and capital growth. While FLT has an initial focus on Australia, the REIT

Manager will continuously evaluate opportunities outside Australia and take a considered

approach in deciding whether FLT should explore these opportunities.

• Selective Development Strategy – The REIT Manager will endeavour to selectively

undertake development activities either jointly or on its own. Such development activities

may include, but are not limited to, greenfield developments, build-to-suit developments and

re-development of its existing assets. In carrying out development activities, the REIT

Manager will consider, among other things, development and construction risks as well as

overall benefits to Unitholders and prospective tenants.

• Active Asset Management and Enhancement Strategy – The REIT Manager will

proactively manage FLT’s properties to improve their operational performance, so as to

optimise the cash flow and the value of the properties, including carrying out asset

enhancement initiatives on its properties.

• Capital and Risk Management Strategy – The REIT Manager will endeavour to maintain a

strong balance sheet, employ an appropriate mix of debt and equity in financing acquisitions

of properties, secure diversified funding sources to access both financial institutions and

capital markets, optimise its cost of debt financing and utilise interest rate and foreign

exchange hedging strategies, where appropriate, in order to minimise exposure to market

volatility.

(See “Strategy” for further details.)

1 “Related Parties” refer to an Interested Person which has the meaning ascribed to it in the Listing Manual and/or,

as the case may be, Interested Party which has the meaning ascribed to it in the Property Funds Appendix.

36

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air

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igh

t

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ecia

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eh

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CH

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42

Su

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eh

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14

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Au

str

an

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ve

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ma

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LE

(ye

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24

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11

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llin

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lgra

ve

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ril

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eh

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itte

d)

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10

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b-T

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rop

ert

ies

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ate

din

the

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teo

fV

icto

ria

33

(9)

47

3,6

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10

0.0

%–

54

9.9

53

7.7

5.2

No

tes

:

(1)

Ap

plica

ble

on

lyto

the

Le

ase

ho

ldP

rop

ert

ies.

On

the

assu

mp

tio

nth

at

an

yo

pti

on

tore

ne

wth

ele

ase

(wh

ere

ap

plica

ble

)is

exe

rcis

ed

.

(2)

Th

eh

igh

er

of

the

two

ind

ep

en

de

nt

va

lua

tio

ns

of

ea

ch

Pro

pe

rty

co

nd

ucte

db

yth

eIn

de

pe

nd

en

tV

alu

ers

.

(3)

Th

elo

we

ro

fth

etw

oin

de

pe

nd

en

tva

lua

tio

ns

of

ea

ch

Pro

pe

rty

co

nd

ucte

db

yth

eIn

de

pe

nd

en

tV

alu

ers

.

(4)

Va

lua

tio

nin

clu

de

sth

ee

ffe

cts

of

the

Ince

nti

ve

Re

imb

urs

em

en

tA

rra

ng

em

en

t.

(5)

Re

fers

toth

ete

na

nt

of

the

IPO

Pro

pe

rty

loca

ted

at

61

0-6

38

He

ath

ert

on

Ro

ad

,C

layto

nS

ou

th,

Vic

tori

a,

as

at

31

De

ce

mb

er

20

15

.S

ince

the

n,

the

ten

an

te

nte

red

into

ad

ee

do

f

assig

nm

en

ta

nd

va

ria

tio

nw

ith

FP

Ato

assig

nit

sle

ase

toM

etr

oT

rain

sM

elb

ou

rne

Pty

Ltd

as

at

29

Ma

rch

20

16

.A

cco

rdin

gly

as

at

the

La

test

Pra

cti

ca

ble

Da

te,

the

ten

an

tis

Me

tro

Tra

ins

Me

lbo

urn

eP

tyL

td.

(6)

Va

lue

da

sa

t3

1M

arc

h2

01

6.

(7)

As

at

the

da

teo

fva

lua

tio

no

fth

ese

Pro

pe

rtie

s(b

ein

g3

1D

ece

mb

er

20

15

or

31

Ma

rch

20

16

,a

sth

eca

se

ma

yb

e),

the

rea

reo

uts

tan

din

gin

ce

nti

ve

sw

hic

hF

PA

ha

sa

lre

ad

yco

ntr

actu

ally

ma

de

ava

ila

ble

too

rg

ran

ted

toth

ee

xis

tin

gte

na

nt(

s)

an

dth

eva

lua

tio

ns

by

the

Ind

ep

en

de

nt

Va

lue

rsh

ave

take

nin

toco

nsid

era

tio

nth

ee

ffe

cts

of

the

se

ince

nti

ve

s.

Ho

we

ve

r,g

ive

n

tha

tth

ein

ce

nti

ve

sg

ran

ted

toth

ese

exis

tin

gte

na

nt(

s)

wo

uld

ha

ve

be

en

fully

pa

ido

ut

an

d/o

ru

tilise

dp

rio

rto

the

acq

uis

itio

no

fth

eIP

OP

rop

ert

ies

by

FLT,

the

co

st

of

su

ch

ince

nti

ve

s

will

no

tb

eb

orn

eb

yF

LT

an

dw

ill

no

tb

esu

bje

ct

tore

imb

urs

em

en

tb

yF

PA

un

de

rth

eIn

ce

nti

ve

sR

eim

bu

rse

me

nt

Arr

an

ge

me

nt

for

the

IPO

Pro

pe

rtie

s.

Th

efo

reg

oin

gsit

ua

tio

na

pp

lie

s

tofo

ur

IPO

Pro

pe

rtie

s,

na

me

ly,

the

pro

pe

rtie

slo

ca

ted

at

(i)

2-4

6D

ou

gla

sS

tre

et,

Po

rtM

elb

ou

rne

,V

icto

ria

,(i

i)4

68

Bo

un

da

ryR

oa

d,

De

rrim

ut,

Vic

tori

a,

(iii)

2-2

2E

ffic

ien

tD

rive

,

Tru

ga

nin

a,

Vic

tori

a,

an

d(i

v)

28

6Q

ue

en

sp

ort

Ro

ad

,N

ort

hM

ura

rrie

,Q

ue

en

sla

nd

.

(8)

Ba

se

do

np

re-c

om

mit

ted

ten

an

ts.

(9)

Ap

plica

ble

on

lyto

the

Le

ase

ho

ldP

rop

ert

ies.

We

igh

ted

ave

rag

eb

yA

pp

rais

ed

Va

lue

.

39

Pro

pe

rtie

slo

ca

ted

inth

eS

tate

of

Ne

wS

ou

thW

ale

s

S/N

Ad

dre

ss

Su

bu

rb

Co

mp

leti

on

of

Co

ns

tru

cti

on

Re

ma

inin

g

Te

nu

re

(ye

ars

)(1)

GL

A

(sq

m)

Oc

cu

pa

nc

y

(%)

Te

na

nt(

s)

Va

lua

tio

nA

(A$

m)(2

)

Va

lua

tio

nB

(A$

m)(3

)

WA

LE

(ye

ars

)

25

Lo

t6

Ka

ng

aro

o

Ave

nu

e

Ea

ste

rn

Cre

ek

Ju

ly2

01

5F

ree

ho

ld4

1,4

01

10

0.0

%Te

ch

tro

nic

Ind

ustr

ies

60

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0.0

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26

Lo

t5

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ng

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nu

e

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ste

rn

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ek

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ne

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15

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eh

old

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ish

er

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ayke

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t2

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ca

lyp

tus

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ce

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ek

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ce

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er

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14

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eh

old

16

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41

00

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reh

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sin

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27

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29

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co

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old

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ad

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bla

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pe

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zd

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26

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eh

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ild

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du

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99

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tio

nR

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eve

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rch

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11

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eh

old

10

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ustr

ies

17

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34

80

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rtle

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tre

et

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ea

ton

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ng

e

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ce

mb

er

19

98

Fre

eh

old

61

,28

11

00

.0%

Co

les

65

.06

2.6

3.5

35

32

Gib

bo

nR

oa

dW

insto

nH

ills

Ma

y2

01

5F

ree

ho

ld1

6,6

25

10

0.0

%A

ustr

alia

n

Ge

og

rap

hic

,

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sh

iba

38

.5(5

)3

7.4

(5)

12

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Su

b-T

ota

lfo

rIP

OP

rop

ert

ies

loc

ate

din

the

Sta

teo

fN

ew

So

uth

Wa

les

34

(7)

32

1,0

39

97

.0%

–3

73

.63

64

.25

.5

40

No

tes

:

(1)

Ap

plica

ble

on

lyto

the

Le

ase

ho

ldP

rop

ert

ies.

On

the

assu

mp

tio

nth

at

an

yo

pti

on

tore

ne

wth

ele

ase

(wh

ere

ap

plica

ble

)is

exe

rcis

ed

.

(2)

Th

eh

igh

er

of

the

two

ind

ep

en

de

nt

va

lua

tio

ns

of

ea

ch

Pro

pe

rty

co

nd

ucte

db

yth

eIn

de

pe

nd

en

tV

alu

ers

.

(3)

Th

elo

we

ro

fth

etw

oin

de

pe

nd

en

tva

lua

tio

ns

of

ea

ch

Pro

pe

rty

co

nd

ucte

db

yth

eIn

de

pe

nd

en

tV

alu

ers

.

(4)

Wh

ile

the

IPO

Pro

pe

rty

loca

ted

at

Lo

t5

Ka

ng

aro

oA

ve

nu

e,

Ea

ste

rnC

ree

k,

Ne

wS

ou

thW

ale

sh

ad

an

occu

pa

ncy

rate

of

58

.1%

as

at

31

De

ce

mb

er

20

15

,F

PA

ha

ssin

ce

se

cu

red

a

ne

wte

na

nt

for

the

va

ca

nt

lett

ab

lea

rea

an

dth

ete

na

ncy

ha

ssin

ce

co

mm

en

ce

d.

Acco

rdin

gly

,a

sa

tth

eL

ate

st

Pra

cti

ca

ble

Da

te,

the

occu

pa

ncy

rate

for

the

IPO

Pro

pe

rty

loca

ted

at

Lo

t5

Ka

ng

aro

oA

ve

nu

e,

Ea

ste

rnC

ree

k,

Ne

wS

ou

thW

ale

sis

10

0.0

%.

(5)

Va

lua

tio

nin

clu

de

sth

ee

ffe

cts

of

the

Ince

nti

ve

Re

imb

urs

em

en

tA

rra

ng

em

en

t.

(6)

On

the

assu

mp

tio

nth

at

all

six

op

tio

ns

tore

ne

w(f

or

afi

ve

-ye

ar

term

ea

ch

)a

ree

xe

rcis

ed

.

(7)

Ap

plica

ble

on

lyto

the

Le

ase

ho

ldP

rop

ert

ies.

We

igh

ted

ave

rag

eb

yA

pp

rais

ed

Va

lue

.

41

Pro

pe

rtie

slo

ca

ted

inth

eS

tate

of

Qu

ee

ns

lan

d

S/N

Ad

dre

ss

Su

bu

rb

Co

mp

leti

on

of

Co

ns

tru

cti

on

Re

ma

inin

g

Te

nu

re

(ye

ars

)(1)

GL

A

(sq

m)

Oc

cu

pa

nc

y

(%)

Te

na

nt(

s)

Va

lua

tio

nA

(A$

m)(2

)

Va

lua

tio

nB

(A$

m)(3

)

WA

LE

(ye

ars

)

36

10

Silts

ton

eP

lace

Be

rrin

ba

Octo

be

r2

01

49

99

,79

71

00

.0%

Ha

nko

ok

Tyre

(assig

ne

db

y

Ha

na

Exp

ress)

13

.51

3.0

3.8

37

55

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Bo

un

da

ry

Ro

ad

Ca

role

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rkM

ay

20

04

99

13

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01

00

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od

ye

ar

&

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nlo

p

15

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4.1

3.4

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57

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tin

um

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ee

t

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stm

ea

dN

ove

mb

er

20

00

99

19

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91

00

.0%

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am

it2

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.9

39

51

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ad

bro

ke

Str

ee

t

He

ath

wo

od

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ne

20

02

99

14

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61

00

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R2

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et

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nu

ary

20

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99

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ort

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rarr

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pte

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99

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00

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aw

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nd

sto

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ce

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rkin

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nN

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mb

er

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08

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54

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51

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0.0

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99

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ett

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n

Str

ee

t

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ckle

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ary

20

02

99

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00

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ra2

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b-T

ota

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rop

ert

ies

loc

ate

din

the

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teo

fQ

ue

en

sla

nd

99

(6)

19

4,0

55

10

0.0

%–

44

9.2

44

3.3

10

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42

No

tes

:

(1)

Ap

plica

ble

on

lyto

the

Le

ase

ho

ldP

rop

ert

ies.

On

the

assu

mp

tio

nth

at

an

yo

pti

on

tore

ne

wth

ele

ase

(wh

ere

ap

plica

ble

)is

exe

rcis

ed

.

(2)

Th

eh

igh

er

of

the

two

ind

ep

en

de

nt

va

lua

tio

ns

of

ea

ch

Pro

pe

rty

co

nd

ucte

db

yth

eIn

de

pe

nd

en

tV

alu

ers

.

(3)

Th

elo

we

ro

fth

etw

oin

de

pe

nd

en

tva

lua

tio

ns

of

ea

ch

Pro

pe

rty

co

nd

ucte

db

yth

eIn

de

pe

nd

en

tV

alu

ers

.

(4)

Th

eP

rop

ert

ylo

ca

ted

at

28

6Q

ue

en

sp

ort

Ro

ad

,N

ort

hM

ura

rrie

,Q

ue

en

sla

nd

isva

lue

db

yth

eIn

de

pe

nd

en

tV

alu

ers

as

at

31

De

ce

mb

er

20

15

an

da

sa

tth

ed

ate

of

va

lua

tio

n,

the

re

are

ou

tsta

nd

ing

ince

nti

ve

sw

hic

hF

PA

ha

sa

lre

ad

yco

ntr

actu

ally

ma

de

ava

ila

ble

too

rg

ran

ted

toth

ee

xis

tin

gte

na

nt(

s)

an

dth

eva

lua

tio

ns

by

the

Ind

ep

en

de

nt

Va

lue

rsh

ave

take

nin

to

co

nsid

era

tio

nth

ee

ffe

cts

of

the

se

ince

nti

ve

s.

Ho

we

ve

r,g

ive

nth

at

the

ince

nti

ve

sg

ran

ted

toth

ese

exis

tin

gte

na

nt(

s)

wo

uld

ha

ve

be

en

fully

pa

ido

ut

an

d/o

ru

tilise

dp

rio

rto

the

acq

uis

itio

no

fth

eIP

OP

rop

ert

ies

by

FLT,

the

co

st

of

su

ch

ince

nti

ve

sw

ill

no

tb

eb

orn

eb

yF

LT

an

dw

ill

no

tb

esu

bje

ct

tore

imb

urs

em

en

tb

yF

PA

un

de

rth

eIn

ce

nti

ve

sR

eim

bu

rse

me

nt

Arr

an

ge

me

nt

for

the

IPO

Pro

pe

rtie

s.

Th

efo

reg

oin

gsit

ua

tio

na

pp

lie

sto

fou

rIP

OP

rop

ert

ies,

na

me

ly,

the

pro

pe

rtie

slo

ca

ted

at

(i)

2-4

6D

ou

gla

sS

tre

et,

Po

rtM

elb

ou

rne

,V

icto

ria

,(i

i)

46

8B

ou

nd

ary

Ro

ad

,D

err

imu

t,V

icto

ria

,(i

ii)

2-2

2E

ffic

ien

tD

rive

,T

rug

an

ina

,V

icto

ria

,a

nd

(iv)

28

6Q

ue

en

sp

ort

Ro

ad

,N

ort

hM

ura

rrie

,Q

ue

en

sla

nd

.

(5)

Va

lue

da

sa

t3

1M

arc

h2

01

6.

(6)

Ap

plica

ble

on

lyto

the

Le

ase

ho

ldP

rop

ert

ies.

We

igh

ted

ave

rag

eb

yA

pp

rais

ed

Va

lue

.

43

Pro

pe

rtie

slo

ca

ted

inth

eS

tate

of

So

uth

Au

str

ali

a

S/N

Ad

dre

ss

Su

bu

rb

Co

mp

leti

on

of

Co

ns

tru

cti

on

Re

ma

inin

g

Te

nu

re

(ye

ars

)(1)

GL

A

(sq

m)

Oc

cu

pa

nc

y

(%)

Te

na

nt(

s)

Va

lua

tio

nA

(A$

m)(2

)

Va

lua

tio

nB

(A$

m)(3

)

WA

LE

(ye

ars

)

45

5B

utl

er

Bo

ule

va

rdA

de

laid

e

Air

po

rt

Se

pte

mb

er

20

08

81

8,2

24

10

0.0

%A

ustr

alia

n

Po

sta

l,E

ricsso

n,

He

rba

life

,JF

C

9.7

(4)

8.7

(4)

3.6

46

18

-20

Bu

tle

r

Bo

ule

va

rd

Ad

ela

ide

Air

po

rt

De

ce

mb

er

20

07

81

6,9

91

10

0.0

%T

he

rmo

Ga

mm

a

Me

tric

s

8.3

8.3

2.0

47

20

-22

Bu

tle

r

Bo

ule

va

rd

Ad

ela

ide

Air

po

rt

Au

gu

st

20

09

81

11

,19

71

00

.0%

Ag

ilit

yL

og

isti

cs,

TN

T

11

.711

.44

.2

48

Lo

t1

02

Co

gh

lan

Ro

ad

Ou

ter

Ha

rbo

rA

pri

l2

00

1F

ree

ho

ld6

,62

61

00

.0%

JF

Hille

bra

nd

,

Qu

be

6.9

6.9

2.9

Su

b-T

ota

lfo

rIP

OP

rop

ert

ies

loc

ate

din

the

Sta

teo

fS

ou

thA

us

tra

lia

81

(5)

33

,03

81

00

.0%

–3

6.6

35

.33

.3

No

tes

:

(1)

Ap

plica

ble

on

lyto

the

Le

ase

ho

ldP

rop

ert

ies.

On

the

assu

mp

tio

nth

at

an

yo

pti

on

tore

ne

wth

ele

ase

(wh

ere

ap

plica

ble

)is

exe

rcis

ed

.

(2)

Th

eh

igh

er

of

the

two

ind

ep

en

de

nt

va

lua

tio

ns

of

ea

ch

Pro

pe

rty

co

nd

ucte

db

yth

eIn

de

pe

nd

en

tV

alu

ers

.

(3)

Th

elo

we

ro

fth

etw

oin

de

pe

nd

en

tva

lua

tio

ns

of

ea

ch

Pro

pe

rty

co

nd

ucte

db

yth

eIn

de

pe

nd

en

tV

alu

ers

.

(4)

Va

lua

tio

nin

clu

de

sth

ee

ffe

cts

of

the

Ince

nti

ve

Re

imb

urs

em

en

tA

rra

ng

em

en

t.

(5)

Ap

plica

ble

on

lyto

the

Le

ase

ho

ldP

rop

ert

ies.

We

igh

ted

ave

rag

eb

yA

pp

rais

ed

Va

lue

.

44

Pro

pe

rty

loc

ate

din

the

Sta

teo

fW

es

tern

Au

str

ali

a

S/N

Ad

dre

ss

Su

bu

rb

Co

mp

leti

on

of

Co

ns

tru

cti

on

Re

ma

inin

g

Te

nu

re

(ye

ars

)(1)

GL

A

(sq

m)

Oc

cu

pa

nc

y

Ra

te

(%)

Te

na

nt(

s)

Va

lua

tio

nA

(A$

m)(2

)

Va

lua

tio

nB

(A$

m)(3

)

WA

LE

(ye

ars

)

49

60

Pa

ltri

dg

eR

oa

dP

ert

hA

irp

ort

Fe

bru

ary

20

09

17

20

,14

35

2.6

%(4

)E

lectr

olu

x1

8.4

18

.45

.0

Su

b-T

ota

lo

fIP

OP

ort

foli

o(5

)

(sa

ve

for

De

ve

lop

me

nt

Pro

pe

rtie

s)

82

(6)

1,0

41

,89

79

8.2

%–

1,4

27

.61

,39

8.9

6.6

No

tes

:

(1)

Ap

plica

ble

on

lyto

the

Le

ase

ho

ldP

rop

ert

ies.

On

the

assu

mp

tio

nth

at

an

yo

pti

on

tore

ne

wth

ele

ase

(wh

ere

ap

plica

ble

)is

exe

rcis

ed

.

(2)

Th

eh

igh

er

of

the

two

ind

ep

en

de

nt

va

lua

tio

ns

of

ea

ch

Pro

pe

rty

co

nd

ucte

db

yth

eIn

de

pe

nd

en

tV

alu

ers

.

(3)

Th

elo

we

ro

fth

etw

oin

de

pe

nd

en

tva

lua

tio

ns

of

ea

ch

Pro

pe

rty

co

nd

ucte

db

yth

eIn

de

pe

nd

en

tV

alu

ers

.

(4)

Th

eS

po

nso

ris

cu

rre

ntl

yin

the

pro

ce

ss

of

so

urc

ing

for

ne

wte

na

nts

for

the

va

ca

nt

lett

ab

lea

rea

inth

eP

rop

ert

y.

(5)

Co

mp

rise

sth

eIP

OP

rop

ert

ies

loca

ted

inth

eS

tate

so

fV

icto

ria

,N

ew

So

uth

Wa

les,

Qu

ee

nsla

nd

,S

ou

thA

ustr

alia

an

dW

este

rnA

ustr

alia

.

(6)

Ap

plica

ble

on

lyto

the

Le

ase

ho

ldP

rop

ert

ies.

We

igh

ted

ave

rag

eb

yA

pp

rais

ed

Va

lue

.

45

De

ve

lop

me

nt

Pro

pe

rtie

s

S/N

Ad

dre

ss

Su

bu

rbS

tate

Ta

rge

ted

Co

mp

leti

on

of

De

ve

lop

me

nt

Re

ma

inin

g

Te

nu

re

(ye

ars

)(1)

GL

A(2

)

(sq

m)

Oc

cu

pa

nc

y

up

on

co

mp

leti

on

(%)

Te

na

nt(

s)

Va

lua

tio

nA

(A$

m)(3

)

Va

lua

tio

nB

(A$

m)(4

)W

AL

E

50

Do

rie

mu

s

Dri

ve

Tru

ga

nin

aV

icto

ria

Ju

ly2

01

6F

ree

ho

ld7

4,4

35

10

0.0

%(5

)C

EV

AL

og

isti

cs

(pre

-co

mm

itte

d)

84

.58

3.8

10

.0(6

)

51

4K

an

ga

roo

Ave

nu

e

Ea

ste

rn

Cre

ek

Ne

wS

ou

th

Wa

les

Ju

ly2

01

6in

rela

tio

nto

the

Sch

en

ke

r

Exte

nsio

n(7

)

Fre

eh

old

40

,49

3(8

)1

00

.0%

(5)

Sch

en

ke

r

(pre

-co

mm

itte

d)

72

.57

2.2

9.2

(6)

Su

b-T

ota

lfo

rth

eD

ev

elo

pm

en

tP

rop

ert

ies

11

4,9

28

10

0.0

%–

15

7.0

15

6.0

9.6

To

tal

for

the

IPO

Po

rtfo

lio

82

(9)

1,1

56

,82

59

8.3

%–

1,5

84

.6(1

0)

6.9

No

tes

:

(1)

Ap

plica

ble

on

lyto

the

Le

ase

ho

ldP

rop

ert

ies.

On

the

assu

mp

tio

nth

at

an

yo

pti

on

tore

ne

wth

ele

ase

(wh

ere

ap

plica

ble

)is

exe

rcis

ed

.

(2)

Su

bje

ct

toa

su

rve

yu

po

nco

mp

leti

on

of

de

ve

lop

me

nt.

(3)

Th

eh

igh

er

of

the

two

ind

ep

en

de

nt

va

lua

tio

ns

of

ea

ch

Pro

pe

rty

co

nd

ucte

db

yth

eIn

de

pe

nd

en

tV

alu

ers

.

(4)

Th

elo

we

ro

fth

etw

oin

de

pe

nd

en

tva

lua

tio

ns

of

ea

ch

Pro

pe

rty

co

nd

ucte

db

yth

eIn

de

pe

nd

en

tV

alu

ers

.

(5)

Ba

se

do

nco

mm

itte

dte

na

nts

.

(6)

Fo

rth

em

on

tho

fJu

ly2

01

6,

be

ing

the

mo

nth

inw

hic

hth

ere

sp

ecti

ve

pre

-co

mm

itte

dte

na

ncie

sfo

rth

eD

eve

lop

me

nt

Pro

pe

rtie

sco

mm

en

ce

.

(7)

Th

eP

rop

ert

ylo

ca

ted

at

4K

an

ga

roo

Ave

nu

e,

Ea

ste

rnC

ree

k,

Ne

wS

ou

thW

ale

s,

be

ing

the

Sch

en

ke

rP

rop

ert

y,co

mp

rise

sth

eS

ch

en

ke

rE

xte

nsio

na

nd

Co

mp

lete

dS

ch

en

ke

rF

acilit

y.

Th

eC

om

ple

ted

Sch

en

ke

rF

acilit

ya

nd

Sch

en

ke

rE

xte

nsio

nw

ere

form

erl

ylo

ca

ted

on

two

se

pa

rate

ad

jace

nt

lan

dti

tle

lots

wh

ich

ha

ve

sin

ce

be

en

co

nso

lid

ate

din

toa

sin

gle

titl

elo

t

an

dth

eS

ch

en

ke

rP

rop

ert

yw

illb

ea

cq

uir

ed

by

FLT

as

asin

gle

pro

pe

rty.

De

ve

lop

me

nt

of

the

Co

mp

lete

dS

ch

en

ke

rF

acilit

yw

as

co

mp

lete

din

De

ce

mb

er

20

13

an

dd

eve

lop

me

nt

of

the

Sch

en

ke

rE

xte

nsio

nis

on

go

ing

an

dis

targ

ete

dto

be

co

mp

lete

db

yJu

ly2

01

6.

(8)

Co

mp

rise

se

xis

tin

gG

LA

of

15

,91

8sq

ma

nd

pla

nn

ed

ad

dit

ion

al

GL

Ao

f2

4,5

75

sq

m.

(9)

Ap

plica

ble

on

lyto

the

Le

ase

ho

ldP

rop

ert

ies.

We

igh

ted

ave

rag

eb

yA

pp

rais

ed

Va

lue

.

(10

)T

he

Ap

pra

ise

dV

alu

eo

fth

eIP

OP

ort

folio

,b

ein

gth

ea

gg

reg

ate

of

the

hig

he

ro

fth

etw

oin

de

pe

nd

en

tva

lua

tio

ns

of

ea

ch

Pro

pe

rty

(de

no

ted

inth

eV

alu

ati

on

Aco

lum

n)

co

nd

ucte

db

y

the

Ind

ep

en

de

nt

Va

lue

rsin

the

IPO

Po

rtfo

lio

(in

clu

din

gth

eD

eve

lop

me

nt

Pro

pe

rtie

s).

46

Ke

yIn

form

ati

on

on

the

Ca

llO

pti

on

Pro

pe

rtie

s

Th

eta

ble

be

low

se

tso

ut

ce

rta

inin

form

ati

on

on

the

Ca

llO

pti

on

Pro

pe

rtie

sa

sa

t3

1D

ece

mb

er

20

15

,w

ith

the

ind

ep

en

de

nt

va

lua

tio

ns

by

the

Ind

ep

en

de

nt

Va

lue

rsa

sa

t3

1D

ece

mb

er

20

15

,u

nle

ss

sta

ted

tob

ea

sa

t3

1M

arc

h2

01

6.

S/N

Ad

dre

ss

Su

bu

rbS

tate

Ta

rge

ted

Co

mp

leti

on

of

De

ve

lop

me

nt

Re

ma

inin

gT

en

ure

(ye

ars

)(1)

GL

A(2

)

(sq

m)

Oc

cu

pa

nc

yu

po

nc

om

ple

tio

n(%

)T

en

an

t(s

)V

alu

ati

on

A(A

$m

)(3)

Va

lua

tio

nB

(A$

m)(4

)W

AL

E

1In

dia

nD

rive

Ke

ysb

oro

ug

hV

icto

ria

Ju

ly2

01

6F

ree

ho

ld2

1,5

00

10

0.0

%(5

)A

str

al

Po

ol

(pre

-co

mm

itte

d)

32

.33

2.3

15

.0

2L

ot

1P

ea

rso

nR

oa

dY

ata

laQ

ue

en

sla

nd

Se

pte

mb

er

20

16

99

30

,40

01

00

.0%

(5)

O-I

(pre

-co

mm

itte

d)

37

.03

6.4

6.0

3L

ot

3H

ors

ley

Dri

ve

Bu

sin

ess

Pa

rk,

Cn

rH

ors

ley

Dri

ve

&C

ow

pa

stu

reR

oa

d

We

the

rill

Pa

rkN

ew

So

uth

Wa

les

Se

pte

mb

er

20

16

90

18

,84

01

00

.0%

(5)

Ma

rtin

Bro

we

r(p

re-c

om

mit

ted

)5

7.5

(6)

57

.1(6

)2

0.0

To

tal

for

the

Ca

llO

pti

on

Pro

pe

rtie

s–

93

70

,74

01

00

.0%

–1

26

.81

25

.81

4.5

To

tal

for

the

En

larg

ed

Po

rtfo

lio

(7)

–8

2(8

)1

,22

7,5

65

98

.4%

–1

,711

.4(9

)7

.4

No

tes

:

(1)

Ap

plica

ble

on

lyto

the

Le

ase

ho

ldP

rop

ert

ies.

On

the

assu

mp

tio

nth

at

an

yo

pti

on

tore

ne

wth

ele

ase

(wh

ere

ap

plica

ble

)is

exe

rcis

ed

.

(2)

Su

bje

ct

toa

su

rve

yu

po

nco

mp

leti

on

of

de

ve

lop

me

nt.

(3)

Th

eh

igh

er

of

the

two

ind

ep

en

de

nt

va

lua

tio

ns

of

ea

ch

Pro

pe

rty

co

nd

ucte

db

yth

eIn

de

pe

nd

en

tV

alu

ers

.

(4)

Th

elo

we

ro

fth

etw

oin

de

pe

nd

en

tva

lua

tio

ns

of

ea

ch

Pro

pe

rty

co

nd

ucte

db

yth

eIn

de

pe

nd

en

tV

alu

ers

.

(5)

Ba

se

do

np

re-c

om

mit

ted

ten

an

ts.

(6)

Va

lue

da

sa

t3

1M

arc

h2

01

6.

(7)

Co

mp

rise

sth

eIP

OP

rop

ert

ies

an

dth

eC

all

Op

tio

nP

rop

ert

ies.

(8)

Ap

plica

ble

on

lyto

the

Le

ase

ho

ldP

rop

ert

ies.

We

igh

ted

by

Ap

pra

ise

dV

alu

e.

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47

STRUCTURE OF FLT

The following diagram illustrates the relationship between, among others, FLT, the REIT Manager,

the REIT Trustee, the HAUT Manager, the HAUT Trustee and Unitholders as at the Listing Date:

Unitholders

FRASERSLOGISTICS &INDUSTRIAL

TRUST

REIT Manager

FLT AustraliaPte. Ltd.(1)

HAUTManager(2)

HAUT(4)

IPO Properties

Sub-Trusts(6)Sub-TrustTrustees(8)

HAUTTrustee(5)

REIT Trustee

Australian Property

Manager(9)

ManagementServices

Acts on behalfof Unitholders

Trustee Fees

InvestmentManagement

Services

100%

100%

50% 50%

100% 100%

ManagementFees(3)

PropertyManagement Fees

Property ManagementServices

Acts on behalfof the HAUTUnitholders

Acts on behalfof the Sub-Trust

unitholders(7)

Trustee Fees

Management Fees

Notes:

(1) Formerly known as FCL Australia Pte. Ltd..

(2) The investment manager of the HAUT is FLT Australia Management Pty Ltd, a wholly-owned subsidiary of the REIT

Manager incorporated in Australia.

(3) There will be no double-counting of any management fees paid to the REIT Manager as a result of the appointment

of the HAUT Manager as investment manager of the HAUT and its provision of investment management services

at the HAUT level. Any fees paid to the HAUT Manager for investment management services performed under the

Investment Management Agreement (as defined herein) will correspondingly reduce the fees payable to the REIT

Manager under the Trust Deed to the extent that such fees relates to asset management fee, acquisition fee,

divestment fee and development management fee.

(4) The REIT Trustee directly holds 50% of the issued units in the HAUT, and the remaining 50% is held by FLT Australia

Pte. Ltd. (a Singapore-incorporated company that is wholly-owned by the REIT Trustee). Under the Australian

Corporations Act, an Australian MIT must be held by at least two unitholders.

48

(5) The trustee of the HAUT (the “HAUT Trustee”) is Frasers Property Funds Management Limited, an Australian

incorporated company and a wholly-owned subsidiary of FPA, which is in turn wholly-owned by FCL. The HAUT

Trustee holds an Australian financial services licence and is a regulated entity in Australia.

(6) The IPO Properties and (upon completion of the Call Option Acquisition) the Call Option Properties will be held by

FLT through the HAUT which holds the various wholly-owned sub-trusts in Australia (the “Sub-Trusts”).

(7) Each of the Sub-Trust Trustees (as defined herein) will not be paid any fees for their role as trustee of the Sub-Trust

as they are wholly-owned subsidiaries of FLT.

(8) The trustees of the various Sub-Trusts are Australian incorporated companies and are wholly-owned by FLT (the

“Sub-Trust Trustees”, and each a “Sub-Trust Trustee” as trustee of its respective Sub-Trust).

(9) The property manager for the IPO Properties and (if the Call Option Acquisitions are completed) the Call Option

Properties will be the Australian Property Manager, a wholly-owned subsidiary of FPA, which is in turn wholly-owned

by FCL.

FLT

Frasers Logistics & Industrial Trust, formerly known as Frasers Industrial Trust, was constituted

by a trust deed dated 30 November 2015, as amended by a first amending and restating deed

dated 2 June 2016 and supplemented by a first supplemental deed dated 10 June 2016. FLT is

principally regulated by the SFA, the Code on Collective Investment Schemes (“CIS Code”),

including the Property Funds Appendix, other relevant regulations as well as the Trust Deed.

Managed Investment Trust Holding Structure

FLT has established the HAUT, which is an “unregistered” managed investment scheme for

purposes of the Australian Corporations Act 2001 (Cth) (“Australian Corporations Act”) and

which is intended to qualify as a MIT for purposes of the Australian Taxation Act.

The HAUT has in turn established various wholly-owned Sub-Trusts to acquire and hold the IPO

Properties and (upon completion of the Call Option Acquisitions) the Call Option Properties. It is

also intended that such other properties in Australia acquired by FLT from time to time, including

the ROFR Properties, will be acquired and held by FLT through the MIT structure (being the HAUT

and underlying Sub-Trusts).

The Sponsor: Frasers Centrepoint Limited

The Sponsor was incorporated with limited liability under the laws of the Republic of Singapore on

14 December 1963. The Sponsor was listed by way of an introduction on 9 January 2014.

The Sponsor Group is headquartered in Singapore and its principal activities are property

development, investment and management of commercial and industrial property, serviced

residences, hotels and property trusts. From time to time, the Sponsor Group may pursue future

growth and tap on investment opportunities, which may include tendering for raw land to develop

residential projects, asset enhancement initiatives for existing retail, commercial, industrial and

hospitality properties and/or purchasing suitable retail, residential, commercial, industrial or

hospitality assets.

The Sponsor Group’s property portfolio comprises properties located in Singapore and overseas,

ranging from residential developments to shopping malls, office and business space properties, as

well as serviced residences and hotels, and industrial properties, as represented by the following

five lead brands and divisions:

• Frasers Centrepoint Homes (for Singapore residential development properties);

• FPA (for property development, investment in commercial and industrial properties, and

property management in Australia);

49

• Frasers Property (for overseas development properties);

• Frasers Centrepoint Commercial (for shopping malls, office and business space properties);

and

• Frasers Hospitality (for serviced residences and hotels).

(See “The Sponsor and the Strategic Investor” for further details.)

TCCG

TCC Group Investments Limited (formerly known as TCC Hospitality Limited) is a company

incorporated in the BVI which is equally-held by Atinant Bijananda, Thapana Sirivadhanabhakdi,

Wallapa Traisorat, Thapanee Techajareonvikul and Panote Sirivadhanabhakdi (the five children of

Charoen Sirivadhanabhakdi and Khunying Wanna Sirivadhanabhakdi). As at 31 December 2015,

TCCG holds a 39.2% interest in FHT.

The REIT Manager: Frasers Logistics & Industrial Asset Management Pte. Ltd.

Frasers Logistics & Industrial Asset Management Pte. Ltd. (formerly known as FCL Gold Pte. Ltd.)

was incorporated in Singapore under the Companies Act, Chapter 50 of Singapore (the

“Companies Act”) on 7 July 2015. As at the date of this Prospectus, it has an issued and paid-up

capital of S$3,000,000 and its registered office is located at 438 Alexandra Road, #21-00

Alexandra Point, Singapore 119958. The telephone and facsimile numbers of the REIT Manager

are +65 6276 4882 and +65 6276 6328, respectively. The REIT Manager is a wholly-owned

subsidiary of the Sponsor.

The REIT Manager has been issued the CMS Licence for REIT management on 9 June 2016

pursuant to the SFA.

The REIT Manager has general powers of management over the assets of FLT. The REIT

Manager’s main responsibility is to manage FLT’s assets and liabilities for the benefit of

Unitholders. The REIT Manager will set the strategic direction of FLT and give recommendations

to the REIT Trustee on the acquisition, divestment, development and/or enhancement of assets

of FLT in accordance with its stated investment strategy.

(See “The Formation and Structure of FLT” for further details.)

In addition, in order to comply with requirements under Australian law and to manage and retain

sufficient control over FLT’s Properties located in Australia, the REIT Manager has incorporated

a wholly-owned subsidiary in Australia, being the HAUT Manager, to perform the investment

management services for the HAUT. The HAUT Manager has been appointed as the investment

manager of the HAUT pursuant to the terms of an investment management agreement entered

into between the HAUT Manager and HAUT Trustee on 27 May 2016 (the “Investment

Management Agreement”).

(See “Overview of the Acquisition of the Properties – Background” for further details.)

The REIT Trustee: Perpetual (Asia) Limited

The trustee of FLT is Perpetual (Asia) Limited (formerly known as The Trust Company (Asia)

Limited). The REIT Trustee is a company incorporated in Singapore on 30 December 2005 and it

is an indirect wholly-owned subsidiary of The Trust Company Limited, which is ultimately owned

by Perpetual Limited, one of the largest trustees in Australia and is listed on the Australian

50

Securities Exchange. The REIT Trustee is registered as a trust company under the Trust

Companies Act, Chapter 336 of Singapore (the “Trust Companies Act”). It is approved to act as

a trustee for authorised collective investment schemes under the SFA and is regulated by the

MAS. It also holds a capital markets services licence for the provision of custodial services for

securities. The REIT Trustee acts as trustee to Singapore-listed REITs and several unit trusts,

custodian to several private pension funds and private equity funds and bond trustee to

institutional and retail bond issues.

(See “The Formation and Structure of FLT” for further details.)

The Vendor: FPA

The vendor of the Properties is FPA, which is wholly-owned by FCL and is one of Australia’s

leading diversified property groups. FPA has been involved in property development in Australia

for over 90 years with operations focused primarily on:

• the development of residential land, homes and apartments;

• the development of and investment in and management of income-producing commercial

and industrial properties; and

• management of real estate funds.

FPA has an end-to-end development platform encompassing all elements of the development

cycle including strategic land banking; deal sourcing; design, procurement, development and

construction of the asset; leasing; and property and asset management.

FPA’s industrial business has developed over A$3.5 billion of assets since 2001 and holds a

market leadership position in the development of industrial assets in Australia.

Before the Listing Date, FPA will transfer an initial portfolio comprising the freehold and leasehold

Properties located in New South Wales, South Australia, Victoria and Western Australia to the

Sub-Trusts (the “Transfers”). The terms of the Transfers will be governed by sale and purchase

agreements (see “Overview of the Acquisition of the Properties – Acquisition Structure of the

Properties” and “Certain Agreements Relating to FLT and the Properties – Contracts of Sale” for

further details).

On the Listing Date, FPA will also grant the Concurrent Leases (as defined herein) over nine

Queensland properties to the Sub-Trusts in consideration for the payment of a premium1. (See

“Overview of the Acquisition of the Properties – Acquisition Structure of the Properties” and

“Certain Agreements Relating to FLT and the Properties – Concurrent Leases” for further details.)

The Australian Property Manager

The Australian Property Manager is Frasers Property Australia Management Services Pty

Limited., which provides property management services in Australia. The Australian Property

Manager is a wholly-owned subsidiary of the Sponsor.

FPA’s property management presence is currently in the states of New South Wales, Victoria and

Queensland. As FPA does not currently have property management presence in Perth and

Adelaide, the Australian Property Manager has outsourced the management of the five IPO

Properties located in Perth and Adelaide to CBRE Pty Ltd.

1 The term “payment of a premium” refers to the lump sum payment made by FLT (through the respective

Sub-Trusts) to the relevant FPA entities on the grant of the Concurrent Leases.

51

The Property Management Agreements

On 3 June 2016, the Australian Property Manager was appointed as the property manager of the

Australian properties held by FLT pursuant to the property management agreement entered into

between the HAUT Trustee, the HAUT Manager and the Australian Property Manager (the

“Australian Property Management Agreement”)1 for the provision of property management

services to the IPO Properties with effect from the date of completion of the acquisition of the

relevant IPO Property. The scope of the Australian Property Management Agreement will also

cover future acquisitions by FLT, including the Call Option Properties. The Australian Property

Manager will provide property management, lease management and marketing services in respect

of the IPO Properties, subject to the overall management and supervision of the HAUT Manager.

Separate from the Australian Property Management Agreement, the REIT Trustee and REIT

Manager will enter into a master property management agreement with FCL MS in respect of the

properties of FLT located outside of Australia (“Master Property Management Agreement”).

Pursuant to the Master Property Management Agreement, FCL MS will have the right to itself be

the Property Manager or nominate a related corporation or a third party agent to be, the Property

Manager in respect of future acquisitions of properties by FLT which are located outside of

Australia. Pursuant to the terms of the Master Property Management Agreement, an individual

property management agreement (the form of which is appended to the Master Property

Management Agreement) will be entered into in respect of the future acquired properties located

outside Australia by the REIT Trustee, REIT Manager and the Property Manager (being FCL MS

(or its nominee, as the case may be)) and the Property Manager will provide property

management, lease management and marketing services in respect of such properties acquired

by FLT in future and located outside Australia.

The individual property management agreements will be entered into in furtherance of the Master

Property Management Agreement and in the form as appended to the Master Property

Management Agreement. Accordingly:

(a) termination of any one individual property management agreement entered into in respect of

any future property acquired would not impact the Master Property Management Agreement

or any other individual property management agreements entered into pursuant to the

Master Property Management Agreement; and

(b) termination of the Master Property Management Agreement would cause all individual

property management agreements entered into pursuant to it to be terminated too.

1 The Australian Master Property Management Agreement applies in respect of properties located in Australia

acquired by FLT, including the IPO Properties, the Call Option Properties as well as future properties to be acquired

by FLT post-listing. (See “Certain Agreements Relating to FLT and the Properties” for further details).

52

CERTAIN FEES AND CHARGES

The following is a summary of the amount of certain fees and charges payable by the Unitholders

in connection with the subscription for or trading of the Units (so long as the Units are listed):

Payable by the Unitholders directly Amount payable

(a) Subscription fee or preliminary charge N.A.(1)

(b) Realisation fee N.A.(1)

(c) Switching fee N.A.(1)

(d) Any other fee Investors in the Placement Tranche may be

required to pay brokerage of up to 1.0% of the

Offering Price. For trading of the Units,

investors will pay prevailing brokerage

commissions (if applicable) in addition to a

clearing fee and a trading fee at the rate of

0.0325% and 0.0075% of the transaction value

respectively, for trading of Units on the SGX-

ST, subject to Goods and Services Tax (“GST”)

chargeable thereon. An administration fee is

payable for each application made through

automated teller machines (“ATM”) and the

internet banking websites of the Participating

Banks (as defined herein).

Note:

(1) As the Units will be listed and traded on the SGX-ST and Unitholders will have no right to request the REIT Manager

to redeem their Units while the Units are listed, no subscription fee, preliminary charge, realisation fee or switching

fee is payable in respect of the Units.

53

The following is a summary of certain fees and charges payable by FLT in connection with the

establishment and on-going management and operation of FLT:

Payable by FLT Amount payable

(a) Management Fee

(Payable to the REIT Manager or its

nominee with effect from the Listing

Date)

Base Fee

0.4% per annum of the value of the Deposited

Property.

For the purposes of calculating the Base Fee

only, where FLT holds its investments through

one or more special purpose vehicles (“SPVs”),

the Deposited Property shall include all the

assets of the relevant SPV, pro-rated, if

applicable, to the proportion of FLT’s interest in

the relevant SPV.

Performance Fee

5.0% per annum of the Distributable Income of

FLT in the relevant financial year (calculated

before accounting for Performance Fee but

after accounting for the Base Fee and adding

back Adjustments1).

The REIT Manager may elect to receive the

Base Fee and Performance Fee in cash or

Units or a combination of cash and Units (as it

may in its sole discretion determine). For

FP2016 and PY2017, the REIT Manager has

elected to receive 100.0% of the Base Fee and

100.0% of the Performance Fee in the form of

Units.

For avoidance of doubt, the REIT Manager is

entitled under the Trust Deed to designate or

nominate any person (including, but not limited

to, the REIT Manager’s subsidiaries) to hold

the REIT Manager’s Units.

(b) REIT Trustee’s fee The REIT Trustee’s fee is presently charged on

a scaled basis of up to 0.015% per annum of

the value of the Deposited Property, subject to

a minimum amount of S$15,000 per month,

excluding out-of-pocket expenses and GST in

accordance to the Trust Deed. The actual fee

payable will be determined between the REIT

Manager and the REIT Trustee from time to

time.

1 See “Distributions – Distribution Policy” for the definition of “Adjustments”.

54

Payable by FLT Amount payable

(c) Any other substantial fee or charge (i.e.

0.1% or more of the value of the

Deposited Property)

(i) Acquisition fee

(Payable to the REIT Manager or

its nominee)

0.5% for acquisitions from Related Parties1 and

1.0% for all other cases (or such other lower

percentage as may be determined by the REIT

Manager in its absolute discretion) of each of

the following as is applicable (subject to there

being no double-counting):

(i) in relation to an acquisition (whether

directly or indirectly through one or more

SPVs of FLT) of any real estate, the

acquisition price of any real estate

purchased by FLT, plus any other

payment2 in addition to the acquisition

price made by FLT or its SPVs to the

vendor in connection with the purchase of

the real estate (pro-rated if applicable to

the proportion of FLT’s interest);

(ii) in relation to an acquisition (whether

directly or indirectly through one or more

SPVs of FLT) of any SPVs or holding

entities which holds real estate, the

underlying value3 of any real estate which

is taken into account when computing the

acquisition price payable for the

acquisition from the vendor of the equity

interests of any vehicle holding directly or

indirectly the real estate purchased by

FLT, plus any other payments made by

FLT or its SPVs to the vendor in

connection with the purchase of such

equity interests (pro-rated if applicable to

the proportion of FLT’s interest); or

1 “Related Parties” refer to an Interested Person which has the meaning ascribed to it in the Listing Manual and/or,

as the case may be, Interested Party which has the meaning ascribed to it in the Property Funds Appendix.

2 “Other payments” refer to additional payments to the vendor of the asset, for example, where the vendor has

already made certain payments for enhancements to the asset, and the value of the asset enhancements is not

reflected in the acquisition price as the asset enhancements are not completed, but “other payments” do not include

stamp duty or other payments to third-party agents and brokers.

3 For example, if FLT acquires a SPV which holds real estate, such underlying value would be the value of the real

estate derived from the amount of equity paid by FLT as purchase price and any debt of the SPV.

55

Payable by FLT Amount payable

(iii) the acquisition price of any investment by

FLT, whether directly or indirectly through

one or more SPVs, in any debt securities

of any property corporation or other SPV

owning or acquiring real estate or any

debt securities which are secured whether

directly or indirectly by the rental income

from real estate.

For the avoidance of doubt, the acquisition

price, or as the case may be, the acquisition

value, shall take into account any completion or

other price or value adjustment to be made

post-completion (and the acquisition fee

payable to the REIT Manager or its nominee

will be adjusted upwards or downwards as

applicable).

For the purpose of the acquisition fee, equity

interests include all classes and types of equity

securities relating to real estate which shall, for

the avoidance of doubt, exclude any

investment in debt securities of any property

corporation or other SPV owning or acquiring

real estate.

The acquisition fee is payable to the REIT

Manager or its nominee in the form of cash

and/or Units (as the REIT Manager may elect).

Under the Property Funds Appendix, in respect

of any acquisition of real estate assets from

interested parties, such a fee should be in the

form of Units issued by FLT at prevailing market

price(s). Such Units should not be sold within

one year from the date of their issuance.

No acquisition fee is payable for the acquisition

of the IPO Properties and the Call Option

Properties.

Any payment to third party agents or brokers1

in connection with the acquisition of any assets

of FLT shall be paid by the REIT Manager to

such persons out of the Deposited Property or

the assets of the relevant SPV, and not out of

the acquisition fee received or to be received

by the REIT Manager or its nominee.

1 These third-party agents or brokers include property agents who are engaged for the purpose of acquiring assets

or auctioneers (where assets are to be acquired through auction sales).

56

Payable by FLT Amount payable

(ii) Divestment fee

(Payable to the REIT Manager or

its nominee)

0.5% of each of the following as is applicable

(subject to there being no double-counting):

(i) the sale price of any real estate sold or

divested, whether directly or indirectly

through one or more SPVs, by FLT (plus

any other payments1 in addition to the

sale price received by FLT or its SPVs

from the purchaser in connection with the

sale or divestment of the real estate)

(pro-rated if applicable to the proportion of

FLT’s interest);

(ii) in relation to a divestment (whether

directly or indirectly through one or more

SPVs of FLT) of any SPVs or holding

entities which holds real estate, the

underlying value2 of any real estate which

is taken into account when computing the

sale price for the equity interests in any

vehicle holding directly or indirectly the

real estate, sold or divested, whether

directly or indirectly through one or more

SPVs, by FLT, plus any other payments1

received by FLT or its SPVs from the

purchaser in connection with the sale or

divestment of such equity interests (pro-

rated if applicable to the proportion of

FLT’s interest); or

(iii) the sale price of any investment by FLT,

whether directly or indirectly through one

or more SPVs, in any debt securities of

any property corporation or other SPVs

owning or acquiring real estate or any

debt securities which are secured whether

directly or indirectly by the rental income

from real estate.

1 “Other payments” refer to additional payments to FLT or its SPVs for the sale of the asset, for example, where FLT

or its SPVs have already made certain payments for enhancements to the asset, and the value of the asset

enhancements is not reflected in the sale price as the asset enhancements are not completed, but “other payments”

do not include stamp duty or other payments to third-party agents and brokers.

2 For example, if FLT sells or divests a SPV which holds real estate, such underlying value would be the value of the

real estate derived from the amount of equity received by FLT as sale price and any debt of the SPV.

57

Payable by FLT Amount payable

For the avoidance of doubt, the sale price, or as

the case may be, the sale value, shall take into

account any completion or other price or value

adjustment to be made post-completion (and

the divestment fee payable to the REIT

Manager or its nominee will be adjusted

upwards or downwards as applicable).

For the purpose of the divestment fee, equity

interests include all classes and types of equity

securities relating to real estate which shall, for

the avoidance of doubt, exclude any

investment in debt securities of any property

corporation or other SPV owning or acquiring

real estate.

The divestment fee is payable to the REIT

Manager or its nominee in the form of cash

and/or Units (as the REIT Manager may elect).

Under the Property Funds Appendix, in respect

of any sale or divestment of real estate assets

to interested parties, such a fee should be in

the form of Units issued by FLT at prevailing

market price(s). Such Units should not be sold

within one year from the date of their issuance.

Any payment to third party agents or brokers1

in connection with the disposal of any assets of

FLT shall be paid by the REIT Manager to such

persons out of the Deposited Property or the

assets of the relevant SPV, and not out of the

divestment fee received or to be received by

the REIT Manager or its nominee.

1 These third party agents or brokers include property agents who are engaged for the purpose of disposing assets

or auctioneers (where assets are to be disposed through auction sales).

58

Payable by FLT Amount payable

(iii) Development Management Fee

(Payable to the REIT Manager or

its nominee)

The REIT Manager or its nominee is entitled to

receive development management fees

equivalent to 3.0% of the Total Project Costs

(as defined herein) incurred in a Development

Project (as defined herein) undertaken by the

REIT Manager on behalf of FLT.

FLT will only undertake development activitieswithin the limits of the Property FundsAppendix, which allows a REIT to commit nomore than 10% of its deposited property todevelopment and investment in uncompletedproperty developments. A REIT’s developmentactivities may exceed 10% of its depositedproperty (subject to a maximum of 25% of itsdeposited property) only if the additional 15%allowance is utilised solely for theredevelopment of an existing property that hasbeen held by the REIT for at least three yearsand which it will continue to hold for at leastthree years after completion of theredevelopment and the REIT obtains thespecific approval of its unitholders at a generalmeeting for the redevelopment of the property.

“Total Project Costs” means the sum of the

following:

• construction cost based on the project

final account prepared by the project

quantity surveyor or issued by the

appointed contractor;

• principal consultants’ fees, including

payments to the project’s architect, civil

and structural engineer, mechanical and

electrical engineer, quantity surveyor and

project manager;

• the cost of obtaining all approvals for the

project;

• site staff costs;

• interest costs on borrowings used to

finance project cash flows that are

capitalised to the project in line with

generally accepted accounting practices;

and

• any other costs including contingency

expenses which can be capitalised to the

project in accordance with generally

accepted accounting practices.

59

Payable by FLT Amount payable

For the avoidance of doubt, land costs

(including but not limited to the acquisition

price or underlying value of such land) will not

be included in the computation of Total Project

Costs.

“Development Project” means a project

involving the development of land, or buildings,

or part(s) thereof on land which is acquired,

held or leased by FLT, provided always that the

Property Funds Appendix shall be complied

with for the purposes of such development, but

does not include refurbishment, retrofitting and

renovations.

When the estimated Total Project Costs are

greater than S$200.0 million1, the REIT Trustee

and the REIT Manager’s independent directors

will first review and approve the quantum of the

development management fee, whereupon the

REIT Manager may be directed by its

independent directors to reduce the

development management fee. Further, in

cases where the market pricing for comparable

services is, in the REIT Manager’s view,

materially lower than the development

management fee, the independent directors of

the REIT Manager shall have the right to direct

a reduction of the development management

fee to less than 3.0% of the Total Project Costs.

The development management fee is payable

to the REIT Manager or its nominee in the form

of cash and/or Units in such proportions as may

be determined by the REIT Manager.

1 The threshold of S$200.0 million is derived by the REIT Manager based on industry estimates that the development

costs of industrial and industrial related real estate assets are generally greater than development costs compared

to other types of real estate asset class.

60

Payable by FLT Amount payable

For the avoidance of doubt, in respect of aDevelopment Project, there will be no double-counting of fees and the REIT Manager or itsnominee will not be entitled to concurrentlyreceive both the development management feeas well as the acquisition fee. As land costs willnot be included in the computation of TotalProject Costs, the REIT Manager or itsnominee shall be entitled to receive anacquisition fee on the land costs. Where projectmanagement fees are payable to the AustralianProperty Manager or the Property Manager, asthe case may be, there will not be anydevelopment management fees payable to theREIT Manager in respect of the same projectand vice versa.

Any increase in the percentage of thedevelopment management fee or any change inthe structure of the development managementfee must be approved by an ExtraordinaryResolution (as defined herein) passed at ameeting of Unitholders duly convened and heldin accordance with the provisions of the TrustDeed.

For the avoidance of doubt, DevelopmentManagement Fees are not payable in respectof the two Development Properties and the CallOption Properties.

(iv) Property Management Fee and

Lease Management Fee

(Payable to the Australian

Property Manager and/or the

Property Manager or their

nominees)

Properties located in Australia

The Australian Property Manager is entitled to aproperty management fee for the Properties ofFLT located in Australia which are under itsmanagement, details of which are set out below.

Property Management Fee

For the property management servicesprovided, the Australian Property Manager isentitled to a property management feecomputed on the following formula:

• property management fee of 1.2% perannum of the PMA Net Property Income1

of each Property; and

• where any Property is not fully leased,A$1,000 per month per Property in the eventthere is vacant lettable area in suchProperty2,

(the “Agreed PM Fee”).

1 “PMA Net Property Income” is defined in the Australian Property Management Agreement and means the gross revenue

less property expenses for the relevant fiscal year.

2 Apportioned part monthly if the Property is not fully leased throughout the calendar month.

61

Payable by FLT Amount payable

Property management fees are recoverable

outgoings which may be recovered from the

tenants under certain tenancy documents. In

the event that the aggregate property

management fees recovered by the Australian

Property Manager from the tenants under the

relevant tenancy documents is less than the

Agreed PM Fee, thereby amounting to a

shortfall, the Australian Property Manager will

be entitled to receive from the Deposited

Property an amount equivalent to the shortfall,

being the difference between the sum

recovered from the tenants and the Agreed PM

Fee. The property management fees payable

by FLT to the Australian Property Manager is

therefore only in respect of the amount of

Agreed PM Fee which is not recoverable from

the tenants under the relevant tenancy

documents as recoverable outgoings.

In the event that the aggregate property

management fees recovered by the Australian

Property Manager from the tenants under the

relevant tenancy documents is more than the

Agreed PM Fee, thereby amounting to an

excess, no further amounts will be paid to the

Australian Property Manager from the

Deposited Property. For the avoidance of

doubt, the Australian Property Manager will be

entitled to retain for its own benefit such

amounts recovered from the tenants which is

excess of the Agreed PM Fee.

The property management fee is payable to the

Australian Property Manager or its nominee in

the form of cash or Units or a combination of

cash and Units (as the HAUT Manager may

elect).

62

Payable by FLT Amount payable

Properties located outside Australia

The Property Manager is entitled to the

following property management fee and lease

management fee for the Properties of FLT

located outside Australia which are under its

management:

• a property management fee of up to 2.0%

per annum of the PMA Gross Revenue1 of

each Property; and

• a lease management fee of up to 1.0% per

annum of the PMA Gross Revenue1 of

each Property.

The property management fee and lease

management fee is payable to the Property

Manager or its nominee in the form of cash or

Units or a combination of cash and Units (as

the REIT Manager may elect).

(v) Marketing Services Commission

(Payable to the Australian

Property Manager, the Property

Manager and/or their nominees)

Properties located in Australia

In respect of the services provided by the

Australian Property Manager which secure new

leases or renewals of existing leases for

properties of FLT located in Australia, the

Australian Property Manager will be entitled to

the following commissions for the marketing

services it provides.

New lease

• A one-time commission of 13.0% of the

Year 1 PMA Gross Revenue2 derived from

the relevant lease.

1 “PMA Gross Revenue” is defined in the Master Property Management Agreement and means the gross revenue for

the relevant fiscal year.

2 “PMA Gross Revenue” is defined in the Australian Property Management Agreement and means the gross revenue

for the relevant fiscal year.

63

Payable by FLT Amount payable

Renewal of an existing lease

• A one-time commission of 7.0% of the

Year 1 PMA Gross Revenue1 derived

from the relevant lease.

The above formula is based on a new lease or

renewal of an existing lease of a minimum

period of five years. In the event that the term

of the new or renewed lease is less than five

years, the leasing fee will be pro-rated based

on the lease term.

Properties located outside Australia

The Property Manager will be entitled to the

commissions (as derived based on the table

below) for the marketing services it provides to

secure new leases for properties of FLT

located outside Australia. For renewal of

existing leases for the Properties of FLT, the

commissions (as derived based on the table

below) for the marketing services it provides

will be reduced by 50.0%.

Length of

New Lease or

Renewed Lease

Marketing Services

Commission Payable

(a) Less than

six months

Nil.

(b) Six months

or more but

less than

three years

Pro-rated based on the

commission of up to 1.0

month PMA Gross

Revenue2

payable for a

lease of three years as

per (c) below.

(c) Three years Up to 1.0 month PMA

Gross Revenue2.

1 “PMA Gross Revenue” is defined in the Australian Property Management Agreement and means the gross revenue

for the relevant fiscal year.

2 “PMA Gross Revenue” is defined in the Master Property Management Agreement and means the gross revenue for

the relevant fiscal year.

64

Payable by FLT Amount payable

(d) Between

three years

and five

years

Pro-rated based on the

commission of up to 2.0

months PMA Gross

Revenue1 payable for a

lease of five years as per

(e) below.

(e) Five years Up to 2.0 months PMA

Gross Revenue1 .

(f) More than

five years

Pro-rated based on the

commission of up to 2.0

months PMA Gross

Revenue1 payable for a

lease of five years as per

(e) above PROVIDED

THAT the commission

payable shall not exceed

a sum equivalent to 3.0

months PMA Gross

Revenue1.

There will be no double-counting of fees. In the

event that a third party agent is employed to

provide the foregoing services, the third party

agent will be entitled to such commission

instead of the Australian Property Manager or,

as the case may be, the Property Manager.

Administrative charge payable to the

Australian Property Manager or, as the case

may be, the Property Manager

However, an administrative charge of 20.0% of

the commission payable to such third party

agent is payable to the Australian Property

Manager or, as the case may be, the Property

Manager in the case of a new lease take-up

which involves a third party agent. This

administrative charge is meant to compensate

the Australian Property Manager or, as the

case may be, the Property Manager for the

marketing support and administrative services

which will be rendered.

1 “PMA Gross Revenue” is defined in the Master Property Management Agreement and means the gross revenue for

the relevant fiscal year.

65

Payable by FLT Amount payable

(vi) Project management fee

(Payable to the Australian

Property Manager, the Property

Manager and/or their nominees)

Properties located in Australia

In respect of the project management services

to be provided by the Australian Property

Manager the Australian Property Manager will

be entitled to the following fees in relation to the

refurbishment, retrofitting, addition and

alteration or renovation works of a property

under its management:

• where the construction costs1 are A$20.0

million or less, a fee of 3.0% of the

construction costs; and

• where the construction costs exceed

A$20.0 million, a fee of less than 3.0% of

the construction costs to be mutually

agreed by the HAUT Manager and the

Australian Property Manager,

The project management fee is payable to the

Australian Property Manager or its nominee in

the form of cash or Units as the HAUT Manager

may elect.

1 “Construction costs” for the purpose of calculating the project management fee payable to the Australian Property

Manager means all construction costs and expenditure valued by the quantity surveyor engaged by the REIT

Trustee for the project, excluding development charges, differential premiums, statutory payments, consultants’

professional fees and GST.

66

Payable by FLT Amount payable

Properties located outside Australia

In respect of the project management services

to be provided by the Property Manager, the

Property Manager will be entitled to the

following fees in relation to the refurbishment,

retrofitting, addition and alteration or

renovation works of a property under its

management:

• where the construction costs1 are S$20.0

million or less, a fee of 3.0% of the

construction costs; and

• where the construction costs exceed

S$20.0 million, a fee of less than 3.0% of

the construction costs to be mutually

agreed by the REIT Manager and the

Property Manager,

The project management fee is payable to the

Property Manager or its nominee in the form of

cash or units as the REIT Manager may elect.

1 “Construction costs” for the purpose of calculating the project management fee payable to the Australian Property

Manager means all construction costs and expenditure valued by the quantity surveyor engaged by the REIT

Trustee for the project, excluding development charges, differential premiums, statutory payments, consultants’

professional fees and GST.

67

Payable by FLT Amount payable

(d) Fees payable to other asset managers In the event that the REIT Manager appoints, or

the REIT Trustee or any entity which is held by

FLT (whether wholly or partially) at the

recommendation of the REIT Manager

appoints, an asset manager, investment

manager or any other entities (including related

entities of the REIT Manager which includes for

the avoidance of doubt, the HAUT Manager)

(the “Relevant Entity”) to provide asset

management services or investment

management services in respect of any asset of

FLT, the Relevant Entity shall be entitled to

receive out of the Deposited Property, a fee for

its services to be paid either directly (by the

REIT Trustee) or indirectly (by the entity which

is held by FLT, including the HAUT) (the

“Relevant Fee”) AND the relevant fee payable

to the REIT Manager shall be reduced by the

Relevant Fee to the extent that such Relevant

Fee relates to asset management fee,

acquisition fee, divestment fee and

development management fee.

For the avoidance of doubt, the above applies

to the appointment of the HAUT Manager as

investment manager of the HAUT and the fees

paid to the HAUT Manager under the

Investment Management Agreement will

reduce the fees payable to the REIT Manager

to the extent that such fees relate to asset

management fee, acquisition fee and/or

divestment fee.

The terms and mechanics for the payment of

the Relevant Fee shall be set out in the

agreement appointing the Relevant Entity,

which in the context of the IPO Portfolio held

through the HAUT, would refer to the

Investment Management Agreement.

For the avoidance of doubt, any other relevant

fee not related to asset management fee,

acquisition fee, divestment fee and

development management fee shall not reduce

the fees payable to the REIT Manager.

The fees which reduce the fees payable to the

REIT Manager relate primarily to fees arising

from the performance of services which is

within the scope of duties of the REIT Manager

so as to prevent the double-charging of fees.

68

Payable by FLT Amount payable

(i) HAUT Management Fee

(Payable to the HAUT Manager

or its nominee and reducing the

fees paid to the REIT Manager)

The fees payable to the HAUT Manager under

the Investment Management Agreement for the

HAUT comprises the following:

(i) a base fee not exceeding the rate of 0.2%

per annum of the gross value of the

HAUT’s trust assets;

(ii) a performance fee not exceeding the rate

of 1.5% per annum of the HAUT’s NPI

(after non-cash adjustments1) in the

relevant financial year;

(iii) an acquisition fee of 0.4% of the

acquisition price or value of acquisitions of

real estate and certain other assets (as

applicable) acquired by the HAUT or a

Sub-Trust from Related Parties2 and 0.8%

for all other cases; and

(iv) a divestment fee of 0.4% of the sale price

or underlying value of any real estate and

certain other assets sold or divested by

the HAUT or a Sub-Trust.

The fees are payable to the HAUT Manager or

its nominee in the form of cash and/or Units (as

the HAUT Manager may elect).

The HAUT Manager is entitled to recover from

the assets of the HAUT all costs, charges and

expenses properly incurred in connection with

acting under the Investment Management

Agreement.

(See “Certain Agreements Relating to FLT and

the Properties – Investment Management

Agreement” for further details.)

1 “Non-cash adjustments” relates to straight lining rental adjustments, lease incentive straight lining adjustments

and other non-cash adjustments.

2 “Related Parties” refer to an Interested Person which has the meaning ascribed to it in the Listing Manual and/or,

as the case may be, Interested Party which has the meaning ascribed to it in the Property Funds Appendix.

69

Payable by FLT Amount payable

(e) Fees payable to other third parties

(i) HAUT Trustee Fee

(Payable to the HAUT Trustee)

The fee payable to the HAUT Trustee under the

trust deed constituting the HAUT (the “HAUT

Trust Deed”) in respect of the HAUT Trustee

acting as trustee shall not exceed 0.025% per

annum of the HAUT’s assets, excluding out of

pocket expenses and GST. The actual fee

payable will be determined between the HAUT

Manager and the HAUT Trustee from time to

time.

The HAUT Trustee is also entitled to recover

from the property of the HAUT all reasonable

out-of-pocket expenses reasonably and

properly incurred in the proper performance of

its duties in relation to the HAUT.

(See “Certain Agreements Relating to FLT and

the Properties” for further details.)

(ii) Sub-Trust Trustee Fee Given that the Sub-Trust Trustees will be

wholly-owned subsidiaries of FLT, there will be

no fee payable to the Sub-Trust Trustees at the

Sub-Trusts level. (See “Certain Agreements

Relating to FLT and the Properties” for further

details.)

Disclosures Pursuant to Paragraph 11.5 of the Property Funds Appendix

The rationale for each of the fees payable by FLT or its subsidiaries to the REIT Manager (or its

nominee) in connection with the establishment and on-going management and operation of FLT

and its subsidiaries are as follows:

• Management Fee: The Management Fee comprises the Base Fee and the Performance Fee

which make up a substantial portion of the REIT Manager’s total remuneration for the

provision of on-going management services to FLT, covering functions such as investment

management, asset management, capital management, accounting, compliance and

investor relations, rendered by a professional REIT manager on a full time and dedicated

basis.

− The Base Fee is a recurring income stream to the REIT Manager which covers its staff

costs and operating expenses incurred in the provision of REIT management services.

The Base Fee represents the remuneration necessary to compensate the REIT

Manager for putting together the relevant team and expertise to execute and discharge

its core responsibilities. The Base Fee is based on a fixed percentage of the Deposited

Property which is commensurate with the complexity and efforts required of the REIT

Manager in managing FLT.

− The Performance Fee which is based on and linked to Distributable Income is a

measure of the REIT Manager’s continuing efforts to retain existing tenants and attract

new tenants to its properties, with the aim of maintaining income stability and a long

70

lease expiry profile. This takes into account the long term interest of Unitholders as the

REIT Manager is motivated and incentivised to achieve income stability by ensuring the

long-term sustainability of the assets through proactive asset management strategies

and asset enhancement initiatives. As such, to achieve income sustainability, the REIT

Manager will not take on excessive short-term risks, and will strive to manage FLT in a

balanced manner. For the avoidance of doubt, the REIT Manager is entitled to

performance fees for FP2016 and PY2017.

• Acquisition Fee and Divestment Fee: The Acquisition Fee and Divestment Fee seeks to

motivate and compensate the REIT Manager for the time, effort and cost spent by the

management team of the REIT Manager (in the case of the Acquisition Fee) in sourcing,

evaluating and executing potential opportunities to acquire new properties and grow FLT or,

(in the case of the Divestment Fee) in rebalancing and unlocking the underlying value of the

existing properties within FLT’s portfolio through divestment of assets which may have

reached a stage which offers limited scope for further growth. The REIT Manager provides

these services over and above the provision of on-going management services with the aim

of enhancing long-term return and achieving the investment objectives of FLT.

The Acquisition Fee is lower for acquisitions from Related Parties because there may be less

effort and cost incurred by the REIT Manager in sourcing and negotiating for the acquisition

compared to sourcing for a third party asset. It also has the effect of incentivising the REIT

Manager to actively source for acquisition opportunities from third parties, beyond the

potential pipeline of assets from the Sponsor.

The Divestment Fee is lower than the Acquisition Fee because there is generally less work

required to be undertaken in terms of sourcing, evaluating and conducting due diligence for

a disposal. There is no corresponding reduction in the Divestment Fee for divestments to

Related Parties as the time, effort and cost spent by the management team of the REIT

Manager for a divestment will be the same whether to a Related Party or otherwise. As the

Divestment Fee for all disposals is the same, the REIT Manager will also be incentivised to

sell a property at the best price.

• Development Management Fee: The Development Management Fee is based on and

linked to the Total Project Costs incurred in a Development Project which include, among

others, the construction cost and fees payable to consultants (for example, the project’s

architect, civil and structural engineer, mechanical and electrical engineer, quantity surveyor

and project manager).

However, given that the quantum of the Development Management Fee is subject to the

review of the REIT Trustee and the independent directors of the REIT Manager when the

Total Project Costs are greater than S$200.0 million1, the REIT Manager will not be

incentivised to take on unnecessary development activities. In any case, such unnecessary

development activities are limited by the Property Funds Appendix.

1 The threshold of S$200.0 million is derived by the REIT Manager based on industry estimates that the development

costs of industrial and industrial related real estate assets are generally greater than development costs compared

to other types of real estate asset class.

71

THE OFFERING

FLT A REIT established in Singapore and constituted by the Trust

Deed.

The REIT Manager Frasers Logistics & Industrial Asset Management Pte. Ltd.

(formerly known as FCL Gold Pte. Ltd.).

The Sponsor Frasers Centrepoint Limited.

The REIT Trustee Perpetual (Asia) Limited (formerly known as The Trust

Company (Asia) Limited).

The Forfeiture Trustee DBS Trustee Limited.

The Offering 521,749,000 Units offered under the Placement Tranche and

the Public Offer, subject to the Over-Allotment Option.

The Placement Tranche

(including Reserved Units)

441,749,000 Units offered by way of an international

placement to investors, including institutional and other

investors in Singapore (other than APL, as trustee of APT,

TCCG and the Cornerstone Investors), pursuant to the

Offering (including the Reserved Units).

The Units have not been and will not be registered under the

Securities Act and, accordingly, may not be offered or sold

within the United States except in certain transactions exempt

from or not subject to the registration requirements of the

Securities Act. The Units are being offered and sold in

offshore transactions as defined in and in reliance on

Regulation S.

The Public Offer The Public Offer Units offered by way of a public offer in

Singapore.

80,000,000 Units will be offered under the Public Offer.

Clawback and Re-allocation The Units may be re-allocated between the Placement

Tranche and the Public Offer at the discretion of the Joint

Global Coordinators (in consultation with the REIT Manager,

subject to the minimum holding and distribution requirements

of the SGX-ST), in the event of an excess of applications in

one and a deficit in the other.

72

Reserved Units 5,617,000 Units reserved for subscription by the directors,

management, employees and business associates of the

Sponsor and the REIT Manager and persons who have

contributed to the success of FLT.

In the event that any of the Reserved Units are not fully

subscribed for, they will be made available to satisfy excess

applications (if any) under the Public Offer and/or the

Placement Tranche.

Subscription by the Sponsor Concurrently with, but separate from the Offering, APL as

trustee of APT, has entered into the Sponsor Subscription

Agreement to subscribe for 320,657,999 Units, comprising

approximately 22.5% of the total number of outstanding Units

immediately after completion of the Offering (subject to the

exercise of the over-allotment option), at the Offering Price

conditional upon the Underwriting Agreement having been

entered into, and not having been terminated, pursuant to its

terms on or prior to the date and time on which the Units are

issued as settlement under the Offering (the “Settlement

Date”).

Subscription by TCCG Concurrently with, but separate from the Offering, TCCG, the

shares of which are owned equally by Atinant Bijananda,

Thapana Sirivadhanabhakdi, Wallapa Traisorat, Thapanee

Techajareonvikul and Panote Sirivadhanabhakdi (the five

children of Mr Charoen Sirivadhanabhakdi and Khunying

Wanna Sirivadhanabhakdi), has entered into the TCCG

Subscription Agreement, pursuant to which TCCG will

subscribe for an aggregate of 89,887,000 Units at the Offering

Price, conditional upon the Underwriting Agreement having

been entered into, and not having been terminated, pursuant

to its terms on or prior to the Settlement Date.

Subscription by the

Cornerstone Investors

Concurrently with, but separate from the Offering, each of the

Cornerstone Investors has entered into a subscription

agreement to subscribe for an aggregate of 492,856,000

Units at the Offering Price, conditional upon the Underwriting

Agreement having been entered into, and not having been

terminated, pursuant to its terms on or prior to the Settlement

Date.

(See “Ownership of the Units – Subscription by the

Cornerstone Investors – Information on the Cornerstone

Investors” for further details.)

Offering Price S$0.89 per Unit.

73

Subscription for Units in

the Public Offer

Investors applying for Units by way of Application Forms or

Electronic Applications (both as referred to in Appendix G,

“Terms, Conditions and Procedures for Application for and

Acceptance of the Units in Singapore”) in the Public Offer will

pay the Offering Price on application, subject to a refund of

the full amount or, as the case may be, the balance of the

application monies (in each case, without interest or any

share of revenue or other benefit arising therefrom) where:

(i) an application is rejected or accepted in part only; or

(ii) the Offering does not proceed for any reason.

For the purpose of illustration, an investor who applies for

1,000 Units by way of an Application Form or an Electronic

Application under the Public Offer will have to pay S$890.00

which is subject to a refund of the full amount or the balance

thereof (without interest or any share of revenue or other

benefit arising therefrom), as the case may be, upon the

occurrence of any of the foregoing events.

The minimum initial subscription is for 1,000 Units. An

applicant may subscribe for a larger number of Units in

integral multiples of 100.

Investors in Singapore must follow the application procedures

set out in Appendix G, “Terms, Conditions and Procedures for

Application for and Acceptance of the Units in Singapore”.

Subscriptions under the Public Offer must be paid for in

Singapore dollars. No fee is payable by applicants for the

Units, save for an administration fee for each application

made through ATM and the internet banking websites of the

Participating Banks, and the mobile banking interface of DBS

Bank Ltd..

Unit Lender APL, as trustee of APT.

74

Over-Allotment Option In connection with the Offering, the Joint Bookrunners have

been granted the Over-Allotment Option by the Unit Lender.

The Over-Allotment Option is exercisable by the Stabilising

Manager (or any of its affiliates or other persons acting on

behalf of the Stabilising Manager), in consultation with the

other Joint Bookrunners, in full or in part, on one or more

occasions, only from the Trading Date but no later than the

earlier of (i) the date falling 30 days from the Trading Date; or

(ii) the date when the Stabilising Manager (or any of its

affiliates or other persons acting on behalf of the Stabilising

Manager) has bought, on the SGX-ST, an aggregate of

28,503,000 Units, representing approximately 5.5% of the

total number of Units in the Offering, to undertake stabilising

actions to purchase up to an aggregate of 28,503,000 Units

(representing approximately 5.5% of the total number of Units

in the Offering), at the Offering Price. Unless indicated

otherwise, all information in this Prospectus assumes that the

Over-Allotment Option is not exercised. (See “Plan of

Distribution” for further details.)

The total number of Units in issue immediately after

completion of the Offering will be 1,425,150,000 Units. The

exercise of the Over-Allotment Option will not increase this

total number of Units in issue. The total number of Units

subject to the Over-Allotment Option will not exceed 5.5% of

the total number of Units under the Placement Tranche and

the Public Offer.

Lock-ups The Sponsor, APL, TCCG and each of the Shareholders of

TCCG have each agreed to (i) a lock-up arrangement during

the period commencing from the Listing Date until the date

falling 180 days after the Listing Date (both dates inclusive)

(the “First Lock-up Period”) in respect of its direct and

indirect effective interest in the Lock-up Units; and (ii) a

lock-up arrangement during the period commencing from the

day following the end of the First Lock-up Period until the date

falling 180 days after the First Lock-up Period (both dates

inclusive) (the “Second Lock-up Period”) in respect of its

direct and indirect effective interest in 50.0% of the Lock-up

Units, subject to certain exceptions.

Save for DBS Bank Ltd. in respect of its own investment, the

Cornerstone Investors are not subject to any lock-up

restrictions in respect of their Unitholdings. DBS Bank Ltd.

has agreed to a lock-up arrangement during the First Lock-Up

Period in respect of its interest in the DBS Cornerstone Units

(as defined herein) held by it, subject to certain exceptions.

For the avoidance of doubt, the Units held by DBS Bank Ltd.

(on behalf of certain private banking clients) will not be

subject to any lock-up restrictions.

75

The REIT Manager has also undertaken not to offer, issue or

contract to issue any Units, and the making of any

announcements in connection with any of the foregoing

transactions, during the First Lock-up Period, subject to

certain exceptions.

(See “Plan of Distribution – Lock-up Arrangements” for further

details).

Capitalisation S$1,698.6 million (see “Capitalisation and Indebtedness” for

further details).

Use of Proceeds See “Use of Proceeds” and “Certain Agreements Relating to

FLT and the Properties” for further details.

Listing and Trading Prior to the Offering, there was no market for the Units.

Application has been made to the SGX-ST for permission to

list on the Main Board of the SGX-ST:

• all the Units comprised in the Offering;

• all the Sponsor Units;

• all the TCCG Units;

• all the Cornerstone Units;

• all the Units which may be issued to the REIT Manager

from time to time in full or part payment of the REIT

Manager’s fees (including Units issued to the REIT

Manager for the acquisition fees, divestment fees and

development management fee) (see “The REIT Manager

and Corporate Governance – The Manager of FLT –

Fees Payable to the REIT Manager” for further details);

• all the Units which may be issued to the HAUT Manager

from time to time in full or part payment of the HAUT

Manager’s fees (including Units issued to the HAUT

Manager for the acquisition fees and divestment fees)

(see “The REIT Manager and Corporate Governance –

The Manager of FLT – Fees Payable to the HAUT

Manager” for further details);

• all the Units which may be issued to the Australian

Property Manager from time to time in full or part

payment of fees payable to the Australian Property

Manager under the Australian Property Management

Agreement; and

• all the Units which may be issued to the Property

Manager from time to time in full or part payment of fees

payable to the Property Manager under the Master

Property Management Agreement.

76

Such permission will be granted when FLT is admitted to the

Official List of the SGX-ST.

The Units will, upon their issue, be listed and quoted on the

SGX-ST and will be traded in Singapore dollars under the

book-entry (scripless) settlement system of CDP.

The Units are expected to commence trading only at 9.00

a.m. on the Trading Date.

The Sponsor Initial Unit is expected to be listed at 4.30 p.m.

on the Listing Date. Trading will halt immediately thereafter

until the close of trading hours on the Listing Date. The

allotment and crediting of the Units to investors (including

APL, TCCG and the Cornerstone Investors) will occur after

the close of trading hours on the Listing Date. INVESTORS

WILL NOT BE ABLE TO TRADE IN THEIR UNITS ON THE

LISTING DATE.

The Units will be traded in board lot sizes of 100 Units.

Stabilisation In connection with the Offering, the Stabilising Manager (or

any of its affiliates or other persons acting on behalf of the

Stabilising Manager) may, in consultation with the other

Global Coordinator and at its discretion, over-allot or effect

transactions which stabilise or maintain the market price of

the Units at levels which might not otherwise prevail in the

open market. However, there is no assurance that the

Stabilising Manager (or any of its affiliates or other persons

acting on behalf of the Stabilising Manager) will undertake

stabilising action. Such transactions may be effected on the

SGX-ST and in other jurisdictions where it is permissible to do

so, in each case in compliance with all applicable laws and

regulations (including the SFA and any regulations

thereunder).

Such transactions may commence on or after the Trading

Date and, if commenced, may be discontinued at any time

and shall not be effected after the earlier of (i) the date falling

30 days from the Trading Date or (ii) the date when the

Stabilising Manager (or any of its affiliates or other persons

acting on behalf of the Stabilising Manager) has bought on the

SGX-ST an aggregate of 28,503,000 Units representing not

more than 5.5% of the total number of Units in the Offering, to

undertake stabilising actions.

(See “Plan of Distribution – Over-Allotment and Stabilisation”

for further details.)

77

No Redemption by

Unitholders

Unitholders have no right to request the REIT Manager to

redeem their Units while the Units are listed. Unitholders may

only deal in their listed Units through trading on the SGX-ST.

Listing of the Units on the SGX-ST does not guarantee a

liquid market for the Units.

(See “Ownership of the Units” for further details on the

Redemption.)

Distribution Policy Distributions from FLT to Unitholders will be computed based

on 100.0% of FLT’s Distributable Income for FP2016 and

PY2017. Thereafter, FLT will distribute at least 90.0% of its

Distributable Income on a semi-annual basis. The first

distribution, which will be in respect of the period from the

Listing Date to 30 September 2016, will be paid by the REIT

Manager on or before 29 December 2016.

(See “Distributions” for further details.)

Contingent Rental Support

Arrangements

In respect of the Development Properties and Call Option

Properties, FPA will provide rental support to FLT if (i) the

proposed tenancies in respect of the two Development

Properties do not commence by 15 July 2016, and/or (ii) if the

proposed tenancies in respect of the Call Option Properties

have not commenced by the later of the settlement of the

acquisition of the relevant Call Option Property (or grant of

concurrent lease) and the date for practical completion under

the relevant agreement for lease (in respect of the Call Option

Properties), subject to the terms of the Contingent Rental

Support Deeds (as defined herein) (the “Contingent Rental

Support Arrangements”). Pursuant to the Contingent Rental

Support Arrangements, a contingent rental support deed has

been entered into in respect of the two Development

Properties and pursuant to the Call Option Agreements,

separate contingent rental support deeds will be entered into

in respect of the Call Option Properties (collectively, the

“Contingent Rental Support Deeds” and each a

“Contingent Rental Support Deed”).

(See “Overview of the Acquisition of the Properties –

Contingent Rental Support Arrangements” and “Certain

Agreements Relating to FLT and the Properties – Contingent

Rental Support Deeds” for further details.)

78

Incentive Reimbursement

Arrangements for the IPO

Properties

FPA will be reimbursing FLT for incentives (for example, rent

free period and fit out allowances) which FPA has made

available or agreed to grant to the tenants of 14 out of the 51

IPO Properties (based on the tenancy documents and offers

as at the respective dates of the valuation of the IPO

Properties) (the “Incentive Reimbursement Arrangements

for the IPO Properties”). Pursuant to the Incentive

Reimbursement Arrangements for the IPO Properties, the

relevant Sub-Trust Trustees and FPA have entered into an

incentive reimbursement deed (the “Incentive

Reimbursement Deed for the IPO Properties”) in respect of

the 14 completed IPO Properties which FPA will be

reimbursing FLT for incentives which FPA has made available

or agreed to grant to the tenants. (See “Overview of the

Acquisition of the Properties – Arrangements in respect of

Tenant Incentives – Incentive Reimbursement Arrangements

for the IPO Properties” and “Certain Agreements Relating to

FLT and the Properties – Incentive Reimbursement Deeds”

for further details.)

The aggregate amount reimbursable and the period of

reimbursement reflect the aggregate incentives provided to

tenants (such as rent free period and fit out allowances) and

the relevant incentive period under the tenancy documents.

Incentive Reimbursement

Arrangements for the

Development Properties

and/or Call Option Properties

– funding of the Rent Free

Development Incentives

Under the various agreements for lease entered into with the

pre-committed incoming tenants in respect of the two

Development Properties and the Call Option Properties (the

“Pre-Committed Tenants”), the Developers (as defined

herein) have committed to granting the Pre-Committed

Tenants development incentives (for example, rent free

periods, cash up-front or tenant fit-out contributions) as part

of the Developer’s costs and obligations, which will be borne

by the Developers.

If a Pre-Committed Tenant elects to take some or all of such

development incentives in the form of rent-free periods, FPA

will fund the rental obligations under the respective lease to

FLT during the period of rent free development incentives and

will pay to FLT, on a monthly basis, a sum equivalent to the

rental income which FLT would have received had such

development incentives been taken as cash up-front or tenant

fit-out contributions.

79

Accordingly, FPA has entered into an Incentive

Reimbursement Deeds for the Development Properties (as

defined herein) and concurrently with the completion of each

Call Option Acquisition, will enter into separate Incentives

Reimbursement Deeds for the Call Option Properties, which

will contain the arrangements for the funding by FPA of the

Rent Free Development Incentives.

(See “Overview of the Acquisition of the Properties –

Arrangements in respect of Tenant Incentives – Incentive

Reimbursement Arrangements for the Development

Properties and/or Call Option Properties: funding of Rent

Free Development Incentives” and “Certain Agreements

Relating to FLT and the Properties – Incentive

Reimbursement Deeds” for further details.)

Singapore Tax Considerations The Inland Revenue Authority of Singapore (“IRAS”) has

confirmed that tax exemption under Section 13(12) of the

Income Tax Act, Chapter 134 of Singapore (the “Income Tax

Act”) will apply to taxable income distributions and/or interest

income that FLT and FLT Australia Pte. Ltd. will receive from

the HAUT in respect of the Enlarged Portfolio, subject to

conditions.

This tax exemption, however, does not apply to distributions

and/or interest income that originate from receipts, if any,

derived from the Contingent Rental Support Arrangements.

Such distributions and/or interest income will be subject to

Singapore income tax. FLT and FLT Australia Pte. Ltd. should

be able to claim a credit for any Australian withholding taxes

that are imposed on these distributions and/or interest

income, subject to conditions.

Distributions made by FLT in respect of the Enlarged Portfolio

may comprise all, or a combination, of the following types of

distribution:

(a) tax-exempt income distribution – which will be exempt

from Singapore income tax in the hands of Unitholders;

(b) after-tax income distribution – which will not be subject

to further Singapore income tax in the hands of

Unitholders; and

80

(c) capital distribution – which will be regarded as return of

capital in the hands of Unitholders. The amount of such

distribution will be applied to reduce the cost of Units

held by Unitholders. For Unitholders who are liable to

Singapore income tax on gains arising from the disposal

of Units, the reduced cost of Units will be used to

calculate the amount of taxable gains when the Units are

subsequently disposed of. If the amount of return of

capital exceeds the cost or reduced cost of Units, the

excess will be subject to tax as trading income of such

Unitholders.

Distributions made by FLT from income or receipts from the

Enlarged Portfolio will not be subject to Singapore withholding

tax.

(See “Taxation” for further details.)

Termination of FLT FLT can be terminated by either an Extraordinary Resolution

at a Unitholders’ meeting duly convened and held in

accordance with the provisions of the Trust Deed or by the

REIT Manager or the REIT Trustee under certain

circumstances specified in the Trust Deed, for example, if FLT

is delisted permanently from the SGX-ST.

(See “The Formation and Structure of FLT – Termination of

FLT” for further details.)

Governing Law The Trust Deed is governed by Singapore law.

Underwriting, Selling and

Management Commission

Payable by FLT to the Joint

Bookrunners

The aggregate of the Underwriting, Selling and Management

Commission and the incentive fee (which is payable at the

sole discretion of the REIT Manager) amounts to a maximum

of 2.0% of the total proceeds of the Offering and the proceeds

raised from the issuance of the Cornerstone Units (subject to

the Over-Allotment Option) (see “Plan of Distribution – Issue

Expenses” for further details).

Risk Factors Prospective investors should carefully consider certain

risks connected with an investment in the Units, as

discussed under “Risk Factors”.

81

INDICATIVE TIMETABLE

An indicative timetable for the Offering is set out below for the reference of applicants for the

Units:

Date and time Event

10 June 2016, 9.00 p.m. : Opening date and time for the Public Offer.

16 June 2016, 12 noon : Closing date and time for the Public Offer.

17 June 2016 : Balloting of applications under the Public Offer, if necessary, and

announcement of balloting results. Commence returning or

refunding of application monies to unsuccessful or partially

successful applicants and commence returning or refunding of

application monies to successful applicants for the amount paid in

excess of the Offering Price, if necessary.

20 June 2016, at or before

12 noon

: Completion of the acquisition of the IPO Portfolio.

20 June 2016, at or before

4.30 p.m.

: Announcement regarding trading halt.

20 June 2016 at 4.30 p.m. : Listing of the Sponsor Initial Unit and trading in the Units to halt

immediately thereafter until the close of trading hours.

20 June 2016 after 5.06

p.m.

: Crediting of Units to investors to commence after the close of

trading hours.

21 June 2016 at 9.00 a.m. : Commence trading.

24 June 2016 : Settlement date for all trades on 21 June 2016.

The above timetable is indicative only and is subject to change. It assumes:

• that the closing of the application list relating to the Public Offer (the “Application List”) is

16 June 2016;

• that the Listing Date is 20 June 2016;

• that the Trading Date is 21 June 2016;

• compliance with the SGX-ST’s unitholding spread requirement;

• the Units will be issued after 5.06 p.m. on 20 June 2016; and

• that the Units will be fully paid up prior to 9.00 a.m. on 21 June 2016.

All dates and times referred to above are Singapore dates and times.

The completion of the acquisition of the IPO Portfolio is expected to take place at or before

12 noon on the Listing Date (see “Certain Agreements Relating to FLT and the Properties” for

further details).

82

Trading in the Units through the SGX-ST will only commence at 9.00 a.m. on the Trading Date,

being the Market Day immediately after the Listing Date (subject to the SGX-ST being satisfied

that all conditions necessary for the commencement of trading in the Units through the SGX-ST

have been fulfilled).

The Sponsor Initial Unit will be listed at 4.30 p.m. on the Listing Date and trading will halt

immediately thereafter until the close of trading hours on the Listing Date. The allotment and

crediting of the Units to investors (including APL, TCCG and the Cornerstone Investors) will occur

after the close of trading hours on the Listing Date. INVESTORS WILL NOT BE ABLE TO TRADE

IN THEIR UNITS ON THE LISTING DATE.

If all the then issued and outstanding units of FLT are listed and quoted prior to the allotment and

issue of Units to incoming investors, such incoming investors should not incur a liability to pay

Australian stamp duty. (See “Taxation – Australia Taxation – Stamp Duty”). Because the Sponsor

Initial Unit (being the only issued and outstanding Unit of FLT at such time) is listed at 4.30 p.m.

on the Listing Date and the allotment and crediting of the Units to incoming investors takes place

after close of trading hours on the Listing Date, the incoming investors should not incur a liability

to pay Australian stamp duty.

A trading halt is being called immediately thereafter as the REIT Manager is of the view that

trading for a short period of time from 4.30 p.m. up and until 5.06 p.m. may give rise to a disorderly

trading market in the Units. Accordingly trading in the Units will commence at 9.00 a.m. on the

Trading Day, so as to ensure an orderly commencement of the trading market in the Units.

If FLT is terminated by the REIT Manager or the REIT Trustee under the circumstances specified

in the Trust Deed prior to, or the acquisition of the IPO Portfolio is not completed by, 4.30 p.m. on

the Listing Date (being the time and date of listing of the Sponsor Initial Unit on the SGX-ST), the

Offering will not proceed and the application monies will be returned in full (without interest or any

share of revenue or other benefit arising therefrom and at each applicant’s own risk and without

any right or claim against FLT, the REIT Manager, the REIT Trustee, the Sponsor, the Joint Global

Coordinators or the Joint Bookrunners).

In the event of any early or extended closure of the Application List or the shortening or extension

of the time period during which the Offering is open, the REIT Manager will publicly announce the

same:

• via SGXNET, with the announcement to be posted on the internet at the SGX-ST’s website:

http://www.sgx.com; and

• in one or more major Singapore newspapers, such as The Straits Times, The Business Times

and Lianhe Zaobao.

For changes to the date on which trading will commence, investors should monitor SGXNET, the

major Singapore newspapers, or check with their brokers.

The REIT Manager will provide details and results of the Public Offer through SGXNET and in one

or more major Singapore newspapers, such as The Straits Times, The Business Times and Lianhe

Zaobao.

The REIT Manager reserves the right to accept or reject, in whole or in part, or to scale down or

ballot any application for Units, without assigning any reason, and no enquiry and/or

correspondence on the decision of the REIT Manager will be entertained. In deciding the basis of

allotment, due consideration will be given to the desirability of allotting the Units to a reasonable

number of applicants with a view to establishing an adequate market for the Units.

83

Where an application is accepted or rejected in part only or if the Offering does not proceed for

any reason, the full amount or the balance of the application monies, as the case may be, will be

refunded (without interest or any share of revenue or other benefit arising therefrom) to the

applicant, at his own risk, and without any right or claim against FLT, the REIT Manager, the REIT

Trustee, the Sponsor, the Joint Global Coordinators or the Joint Bookrunners.

Where an application is not successful, the refund of the full amount of the application monies

(without interest or any share of revenue or other benefit arising therefrom) to the applicant, is

expected to be completed, at his own risk within 24 hours after balloting (provided that such

refunds in relation to applications in Singapore are made in accordance with the procedures set

out in Appendix G, “Terms, Conditions and Procedures for Application for and Acceptance of the

Units in Singapore”).

Where an application is accepted in full or in part only, any balance of the application monies will

be refunded (without interest or any share of revenue or other benefit arising therefrom) to the

applicant, at his own risk, within 14 Market Days after the close of the Offering (provided that such

refunds in relation to applications in Singapore are made in accordance with the procedures set

out in Appendix G, “Terms, Conditions and Procedures for Application for and Acceptance of the

Units in Singapore”).

Where the Offering does not proceed for any reason, the full amount of application monies

(without interest or any share of revenue or other benefit arising therefrom) will, within three

Market Days after the Offering is discontinued, be returned to the applicants at their own risk

(provided that such refunds in relation to applications in Singapore are made in accordance with

the procedures set out in Appendix G, “Terms, Conditions and Procedures for Application for and

Acceptance of the Units in Singapore”).

84

UNAUDITED CONSOLIDATED PRO FORMA FINANCIAL INFORMATION

The following table is only an extract from, and should be read together with, “Unaudited

Consolidated Pro Forma Financial Information” and the report set out in Appendix B, “Independent

Reporting Auditor’s Report on the Unaudited Consolidated Pro Forma Financial Information”.

Unaudited Consolidated Pro Forma Statements of Total Return

FY2013 FY2014 FY2015 1Q FY2015 1Q FY2016

A$’000 A$’000 A$’000 A$’000 A$’000

Gross Revenue(1) 100,726 100,992 111,023 25,568 30,716

Property operating expenses (15,584) (17,534) (18,721) (4,326) (4,784)

Net property income 85,142 83,458 92,302 21,242 25,932

REIT Manager’s management fees (7,788) (7,966) (8,736) (1,998) (2,356)

Trustees’ fees (161) (171) (181) (43) (49)

Other trust expenses(2) (12,864) (2,400) (3,716) (1,050) (1,050)

Finance costs – – (4,050) (91) (2,494)

Fair value adjustments to investment

properties(3) (36,167) (10,883) (14,275) (2,670) (3,362)

Total return for the year/period

before tax 28,162 62,038 61,344 15,390 16,621

Tax expenses (9,658) (9,586) (10,830) (2,485) (3,062)

Total return for the year/period

after tax 18,504 52,452 50,514 12,905 13,559

Tax related and other adjustments(4) 50,660 15,836 21,381 3,719 5,283

Income available for distribution to

Unitholders 69,164 68,288 71,895 16,624 18,842

Notes:

(1) Gross Revenue comprises gross rental income and recoverable outgoings. Gross rental income comprises rental

income and straight lining rental adjustments. (See “Management’s Discussion and Analysis of Financial Condition

and Results of Operations” for further information.)

(2) FY2013 includes Victorian Conversion Duty (as defined herein) of A$2.2 million and units issue costs of A$8.3

million charged to the Unaudited Consolidated Pro Forma Statements of Total Return. In FY2015, it includes

Victorian Conversion Duty of A$1.3 million. “Victorian Conversion Duty” means the duty payable on conversion of

FLT from a “private unit trust scheme” to a “public unit trust scheme” under section 89B of the Duties Act 2000

(Victoria).

(3) Transaction costs on acquisition of the IPO Properties, straight lining rental adjustments and leasing incentives

incurred are capitalised in investment properties. As it is assumed that there will be no change to the fair value of

investment properties as at each balance sheet date, the amounts capitalised to investment properties during each

of the financial years and the three-month periods have been charged to fair value adjustments to investment

properties in the Unaudited Consolidated Pro Forma Statements of Total Return.

(4) Tax-related and other adjustments. (See “Management’s Discussion and Analysis of Financial Condition and Results

of Operations” for further information.)

85

Unaudited Consolidated Pro Forma Balance Sheets

As at

30 September

2015

As at

31 December

2015

A$’000 A$’000

Non-current assets

Investment properties 1,604,039 1,604,039

Other non-current assets(1) 7,650 7,650

Total non-current assets 1,611,689 1,611,689

Current assets

Cash and cash equivalents 36,076 36,879

Other debtors and other current assets(2) 7,590 7,319

Total current assets 43,666 44,198

Total assets 1,655,355 1,655,887

Current liabilities

Other payables 6,225 6,757

Total current liabilities 6,225 6,757

Non-current liabilities

Other non-current payables 7,650 7,650

Borrowings 418,200 418,200

Total non-current liabilities 425,850 425,850

Total liabilities 432,075 432,607

Net assets attributable to Unitholders 1,223,280 1,223,280

Notes:

(1) This comprises the amount due from FPA under the Incentive Reimbursement Arrangement of A$7.7 million payable

after one year.

(2) This includes the amount due from FPA under the Incentive Reimbursement Arrangement of A$2.7 million payable

within one year.

86

Unaudited Consolidated Pro Forma Cash Flow Statements

FY2015 1Q FY2016

A$’000 A$’000

Operating activities

Total return for the year/period before tax 34,140 16,621

Adjustments for:

Straight lining rental adjustment (7,096) (1,750)

Effects of recognising leasing incentives on a straight line

basis over the lease term (7,611) (2,623)

Amortisation of leasing incentives capitalised 2,407 1,055

REIT Manager’s management fees paid/payable in

Units(1) 8,736 2,356

Finance costs 4,050 2,494

Fair value adjustments to investment properties(2) 39,306 3,362

Operating income before working capital changes 73,932 21,515

Changes in working capital:

Other receivables (15,240) –

Other payables 13,875 –

Cash generated from operations 72,567 21,515

Taxes paid (5,320) (3,075)

Net cash generated from operating activities 67,247 18,440

Investing activities

Purchase of investment properties (1,578,232) –

Stamp duty paid on purchase of investment properties (25,807) –

Net cash used in investing activities (1,604,039) –

Financing activities

Proceeds from issue of Units 1,255,825 –

Units issue costs (29,056) –

Proceeds from borrowings(3) 426,000 –

Payment of upfront debt-related transaction costs (7,800) –

Distributions paid to Unitholders (35,948) (35,948)

Interest paid (3,682) (2,286)

Net cash generated from/(used in) financing activities 1,605,339 (38,234)

Net increase/(decrease) in cash and cash equivalents 68,547 (19,794)

Cash and cash equivalents at beginning of year/period – 68,547

Cash and cash equivalents at end of year/period 68,547 48,753

Notes:

(1) The REIT Manager has elected to receive 100% of the Base Fee and Performance Fee in the form of Units.

(2) Transaction costs on acquisition of the IPO Properties, straight lining rental adjustments and leasing incentives

incurred are capitalised in investment properties. As it is assumed that there will be no change to the fair value of

investment properties as at 30 September 2015 and 31 December 2015, the amounts capitalised to investment

properties during FY2015 and 1Q FY2016 have been charged to fair value adjustments to Investment properties in

the Unaudited Consolidated Pro Forma Statements of Total Return.

(3) This was utilised for the acquisition of the IPO Properties.

87

PROFIT FORECAST AND PROFIT PROJECTION

The following is an extract from “Profit Forecast and Profit Projection”. Statements contained in

this Profit Forecast and Profit Projection section that are not historical facts may be forward-

looking statements. Such statements are based on the assumptions set forth in “Profit Forecast

and Profit Projection” and are subject to certain risks and uncertainties which could cause actual

results to differ materially from those forecast and projected. Under no circumstances should the

inclusion of such information herein be regarded as a representation, warranty or prediction with

respect to the accuracy of the underlying assumptions by any of FLT, the REIT Manager, the REIT

Trustee, the Sponsor, the Joint Global Coordinators, the Joint Bookrunners or any other person,

or that these results will be achieved or are likely to be achieved. (See “Forward-looking

Statements” and “Risk Factors” for further details.) Investors in the Units are cautioned not to

place undue reliance on these forward-looking statements.

None of FLT, the REIT Manager, the REIT Trustee, the Sponsor, the Joint Global

Coordinators or the Joint Bookrunners guarantees the performance of FLT, the repayment

of capital or the payment of any distributions, or any particular return on the Units. The

forecast and projected yields stated in the following tables are calculated based on:

• the Offering Price; and

• the assumption that the Listing Date is 1 June 2016.

Such yields will vary accordingly if the Listing Date is not on 1 June 2016, or for investors

who purchase Units in the secondary market at a market price that differs from the Offering

Price.

The following tables show FLT’s forecast and projected Consolidated Statements of Total Return

for the IPO Properties and the Enlarged Portfolio for (i) the period from 1 June 2016 to 30

September 2016 (the “Forecast Period 2016”), and (ii) the financial year from 1 October 2016 to

30 September 2017 (the “Projection Year 2017”). The financial year end of FLT is 30 September.

The forecast and projected results for the Forecast Period 2016 and Projection Year 2017 (the

“Profit Forecast and Profit Projection”) may be different to the extent that the actual date of

issuance of Units is other than 1 June 2016, being the assumed date of the issuance of Units for

the Offering. The Profit Forecast and Profit Projection are based on the assumptions set out in

“Profit Forecast and Profit Projection” and have been examined by the Independent Reporting

Auditor, being Ernst & Young LLP, and should be read together with the report set out in Appendix

A, “Independent Reporting Auditor’s Report on the Profit Forecast and Profit Projection”, as well

as the assumptions and the sensitivity analysis set out in “Profit Forecast and Profit Projection”.

88

Forecast and Projected Consolidated Statements of Total Return of the IPO Portfolio

Forecast Period 2016(1 June 2016 to

30 September 2016)

Projection Year 2017(1 October 2016 to

30 September 2017)

A$’000 A$’000

Gross Revenue 48,846 150,319

Property operating expenses (7,577) (24,535)

Net property income 41,269 125,784

REIT Manager’s management fees (3,539) (10,784)

Trustees’ fees (72) (217)

Other trust expenses(1) (13,030) (2,400)

Finance costs (5,309) (16,244)

Fair value adjustments toinvestment properties(2) (29,764) (11,623)

Total (loss)/return for the period/yearbefore tax (10,445) 84,516

Tax expenses (4,449) (13,842)

Total (loss)/return for the period/yearafter tax (14,894) 70,674

Tax related and otheradjustments(3) 44,159 20,322

Income available fordistribution to Unitholders 29,265 90,996

Income available fordistribution to Unitholders (S$’000) 28,972 90,086

Offering Price (S$) 0.89 0.89

Number of Units inissue (’000) 1,429,087 1,441,083

Distribution per Unit(Singapore cents) 2.03 6.25

Distribution yield (%) 6.83(4) 7.02

Notes:

(1) For the Forecast Period 2016, other trust expenses includes Victorian Conversion Duty of A$3.5 million and units

issue costs of A$8.3 million charged to the Consolidated Statements of Total Return for the IPO Portfolio.

(2) Transaction costs on acquisition of the IPO Properties, straight lining rental adjustments and leasing incentives

incurred are capitalised in investment properties. As it is assumed that there will be no change to the fair value of

investment properties as at 30 September 2016 and 30 September 2017, the amounts capitalised to investment

properties during Forecast Period 2016 and Projection Year 2017 have been charged to fair value adjustments to

investment properties in the Consolidated Statements of Total Return for the IPO Portfolio.

(3) Tax-related and other adjustments. (See “Management’s Discussion and Analysis of Financial Condition and Results

of Operations” for further information.)

(4) On an annualised basis.

89

PROJECTION FOR THE ENLARGED PORTFOLIO FOR PROJECTION YEAR 2017

The following table sets out the financial effects of the Call Option Acquisition on the Distributable

Income and Distribution Yield for Projection Year 2017. The figures for the Enlarged Portfolio are

computed based on the assumption that FLT exercises the “call options” in respect of all three Call

Option Properties in accordance with the terms of the Call Option Agreements and that the Call

Option Acquisitions are completed on 1 October 2016.

Projection Year 2017

(1 October 2016 to 30 September 2017)

(based on the Offering Price)

IPO Portfolio Enlarged Portfolio

Net Property Income (A$’000) 125,784 134,995

Income available for distribution to Unitholders

(A$’000) 90,996 94,657

Distribution Yield (%) 7.02 7.30

90

RISK FACTORS

Prospective investors should consider carefully, together with all other information contained in

this Prospectus, the factors described below before deciding to invest in the Units.

This Prospectus also contains forward-looking statements (including the profit forecast and profit

projection) that involve risks, uncertainties and assumptions. The actual results of FLT could differ

materially from those anticipated in these forward-looking statements as a result of certain factors,

including the risks faced by FLT as described below and elsewhere in this Prospectus.

As an investment in a REIT is meant to produce returns over the long-term, investors should not

expect to obtain short-term gains.

Investors should be aware that the price of Units, and the income from them, may fall or rise.

Investors should note that they may not get back their original investment.

Before deciding to invest in the Units, prospective investors should seek professional advice from

their relevant advisers about their particular circumstances.

RISKS RELATING TO THE STRUCTURE OF FLT

There are limitations on the ownership of Units in FLT

Unitholders are subject to the Unit Ownership Limit, that is, they are prohibited from directly or

indirectly owning in excess of 9.9% of the outstanding Units (or such other applicable limits on

unitholdings under the Australian Taxation Act which would be necessary for the HAUT to qualify

as a MIT). This limitation is to ensure that the HAUT or such other trusts acquired or established

by FLT in Australia continue to qualify as a MIT, where such Australian trust would otherwise

qualify as a MIT.

Specifically, to qualify as a MIT, an Australian unit trust held by FLT (being a Singapore REIT)

must, among other requirements, not be closely held which can occur where a Foreign Resident

Individual1 holds MIT Participation Interests2 in the Australian trust of 10.0% or more (the “closely

held test”). To help comply with the closely held test, the Unit Ownership Limit restricts transfers

of Units that would otherwise result in concentrated ownership positions. Such restriction is

necessary to ensure that FLT continues to enjoy preferential Australian withholding tax rates on

distributions by a MIT.

Absent any exemption or waiver from the Unit Ownership Limit (which can be granted by the REIT

Manager if such ownership would not impact the MIT qualification of the HAUT or such other trusts

acquired or established by FLT in Australia, where such Australian trust would otherwise qualify

as a MIT) or save in the situation where the Take-Over Exception applies, Units acquired or held

in excess of the Unit Ownership Limit will be subject to the Forfeiture Mechanism, and the

Unitholder’s rights to distributions in respect of such Excess Units and to vote would terminate.

1 “Foreign Resident Individuals”, as defined under Australian tax laws, refers to individuals who are not tax resident

in Australia.

2 “MIT Participation Interests” means, in respect of a person, directly or indirectly, the greater of (a) his holdings in

Units, or the right to acquire, interests representing a percentage of the value of the interests in the Trust; or (b) his

control of, or the ability to control, a percentage of the rights attaching to membership interests in the Trust; or (c)

his right to receive a percentage of any distribution of income that the Trust may make.

91

The Forfeiture Trustee will arrange for the sale of the Excess Units pursuant to the terms of the

Forfeiture Mechanism. The Unitholder from whom the Excess Units were forfeited shall receive

the lesser of: (a) the Market Price of the Units on the day the Excess Units are deemed to be

forfeited; and (b) the proceeds received by the Forfeiture Trustee from the sale or other disposition

of the forfeited Excess Units, in each case net of any commissions and expenses, including the

costs and expenses of the Forfeiture Trustee and less distributions received by the Unitholder in

respect of such forfeited Excess Units prior to the disposal of the forfeited Excess Units which are

owed by the Unitholder to the Forfeiture Trustee.

(See “Important Notice Regarding the Ownership of Units – Restriction on ownership of Units in

excess of 9.9% of the outstanding Units” for further details.)

Notwithstanding the Take-Over Exception, this limitation on ownership of Units could delay,

discourage or, as the case may be, prevent a transfer of Units or the ability of an investor to

acquire control of or take-over FLT and, as a result, may adversely affect the ability of Unitholders

to realise any potential change of control premium.

RISKS RELATING TO FLT’S PROPERTIES

FLT (through the relevant Sub-Trusts) may be required to surrender any of the Adelaide

Airport Ground Leases should the Adelaide Airport Landlord require the relevant Adelaide

Airport premises for constructing airport infrastructure, or for airport operations or

functions.

The IPO Properties located at 5 Butler Boulevard, 18-20 Butler Boulevard and 20-22 Butler

Boulevard in the State of South Australia are situated in Adelaide Airport and as at the Listing

Date, will be held by the respective Sub-Trusts pursuant to various ground leases of varying terms

(collectively, the “Adelaide Airport Ground Leases”) granted by the Adelaide Airport Limited as

the landlord (the “Adelaide Airport Landlord”).

Under the terms of the Adelaide Airport Ground Leases, the Adelaide Airport Landlord has the right

to give a surrender notice requiring the relevant Sub-Trust to surrender its interest as tenant under

the relevant Adelaide Airport Ground Lease and vacate the relevant Adelaide Airport premises on

a specified date in the event that the Adelaide Airport Landlord requires the premises to construct

infrastructure and needs to demolish the building or requires the land as part of a plan for

redevelopment of the land or the airport for the purpose of airport operations or functions. The

Adelaide Airport Ground Leases collectively contribute 1.9% of the Appraised Value and 2.3% of

the GLA of the IPO Portfolio.

If the Adelaide Airport Landlord requires the premises for the operation and function of the airport

and forces the relevant Sub-Trust to surrender its interest under the relevant Adelaide Airport

Ground Lease (as defined herein), FLT’s business, revenue, financial conditions, results of

operations and the value of FLT’s asset portfolio would be adversely affected.

If the relevant Adelaide Airport Ground Lease is surrendered, even though the Adelaide Airport

Landlord is required to compensate the Sub-Trust, there is no guarantee that the amount of

compensation payable by the Adelaide Airport Landlord will be sufficient to compensate the total

loss or cost to FLT and this will have an adverse effect on the revenue of FLT and the value of its

asset portfolio.

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FLT (through the relevant Sub-Trusts) may not be able to exercise its right to renew the Port

Kembla Leases or the Adelaide Airport Ground Leases.

As at the Listing Date, FLT will hold certain of the IPO Properties leasehold with options to renew

the leasehold interests for a further term. In respect of such properties, there is no assurance that

FLT will be able to exercise its option to renew.

For example, the Property located at Lots 104 & 105 Springhill Road, Port Kembla, New South

Wales will be held by the relevant Sub-Trust pursuant to two leases (the “Port Kembla Leases”)

granted by Port Kembla Operations Pty Limited as landlord (the “Port Kembla Landlord”) which

are for terms of 10 years commencing from 14 August 2009 and 21 August 2009, respectively with

six options to renew the Port Kembla Leases for a further five years each. In respect of the fifth

and sixth option to renew, the Port Kembla Landlord may elect not to or may be unable to offer

these two final further terms (being the 30th to 40th years of the Port Kembla Leases). In this

instance, the Port Kembla Landlord will then be required to (a) notify the Sub-Trust in writing that

the two final further terms are not offered at least 18 months prior to the due expiration of the 4th

further term (i.e. the 31st year of the Port Kembla Leases); and (b) pay the Sub-Trust an amount

calculated in accordance with a prescribed formula1. The Port Kembla Leases collectively

contribute 1.7% of the Appraised Value and 7.8% of the GLA of the IPO Portfolio.

In addition, the Adelaide Airport Landlord holds the Adelaide Airport premises by way of a head

lease granted by the Commonwealth of Australia (the “Adelaide Airport Head Lease”). The

Adelaide Airport Ground Leases provides that the relevant Sub-Trust’s option to renew the

respective Adelaide Airport Ground Lease is dependent on the Adelaide Airport Landlord

exercising its own right to renew the Adelaide Airport Head Lease.

Accordingly, there is no assurance that FLT will be able to exercise its options to renew either the

Port Kembla Leases or the Adelaide Airport Ground Leases. In such an event, the future earnings

and cash flows of FLT may be adversely affected.

1 The prescribed formula for the payout amount is set out below:

PA = NPVI – NPVU

Where PA = the Payout Amount;

NPVI = the net present value of the Improvements Rent for the 10 year period between lease years 31-40 (inclusive),

calculated using:

(a) Improvement Rent means a market rent for the Premises, Structures, Services and Infrastructure for lease

year 31 and then increased by 3.5% per annum for lease years 32 to 35 (inclusive), market rent on lease year

36, then increased by 3.5% per annum for lease years 37 to 40 (inclusive); and

(b) a discount rate, being 300 basis points above the rate published in The Australia Financial Review on the date

of commencement of lease year 31 as the average rate of return for Australian 10 year bonds, or if no such

rate is in existence, another rate set by the Tenant in good faith; and

NPVU = the net present value of the Ground Rent for a 10 year period between lease years 31 to 40 (inclusive),

calculated using:

(a) Ground Rent means the market ground rent for the Premises only (not Structures, Services or Infrastructure)

for lease year 31 and then increased by 3.5% per annum for lease years 32 to 35 (inclusive), market rent on

lease year 36, then increased by 3.5% per annum for lease years 37 to 40 (inclusive); and

(b) the same discount rate as set out in paragraph (b) above applies.

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FLT (through the relevant Sub-Trusts) must comply with the Airports Act (as defined herein)

including the requirement that the Airport Ground Leases will automatically terminate in

certain circumstances.

The following properties are situated in Adelaide Airport, Perth Airport and Melbourne/Tullamarine

Airport, respectively (collectively, the “Airport Assets”) and as at the Listing Date, will be held by

FLT (through the respective Sub-Trusts) pursuant to ground leases of varying terms (the

“Adelaide Airport Ground Leases”, the “Perth Airport Ground Lease” and the “Tullamarine

Airport Ground Leases” respectively, and collectively, the “Airport Ground Leases”) granted by

the respective airport authorities, as landlords (collectively, the “Airport Landlords”), details of

which are set out in the table below.

Address of Property Airport Assets Airport Landlord

115-121 South Centre Road Melbourne Airport Australia Pacific Airports

(Melbourne) Pty Ltd96-106 Link Road

17-23 Jets Court

25-29 Jets Court

28-32 Sky Road East

38-52 Sky Road East

60 Paltridge Road Perth Airport Airports Corporation Pty Ltd

5 Butler Boulevard Adelaide Airport Adelaide Airport Limited

18-20 Butler Boulevard

20-22 Butler Boulevard

The Airport Ground Leases are subject to the Airports Act 1996 and the Airports (Transitional) Act

1996 (collectively, the “Airports Act”) and also the head leases granted to the various Airport

Landlords by the Commonwealth of Australia (the “Airport Headleases”) to the various Airport

Landlords.

One of the requirements of the Airports Act is that the Airport Ground Leases will terminate

automatically1 on the creation of an interest in the Airport Ground Lease in favour of a person

(other than in accordance and with the required approval by the Minister under the Airports Act

1996) that is in a position to exercise control over operation of the whole or a substantial part of

the relevant Airport Assets or the direction to be taken in the development of the whole or a

substantial part of the relevant Airport Asset.

In effect, this would enable the Commonwealth of Australia to trigger a termination of the relevant

Airport Ground Lease should a person other than the people who control the current Airport

Landlord obtain control over the relevant Airport Asset (unless in accordance with the Airports Act

1996) or if a Sub-Trust grants an interest in the relevant Airport Ground Lease in favour of a

person (other than in accordance and with the required approval by the Minister under the Airports

Act 1996) that is, either alone or with one or more associates, in a position to exercise control over

the operation of the whole or a substantial part of the relevant Airport Asset or the direction to be

taken in the development of the whole or a substantial part of the relevant Airport Asset. A practical

example where such termination could be triggered is where there is a change in the beneficial

or legal interest in the Airport Ground Lease as a result of an assignment or change of control of

1 For the avoidance of doubt, a change in control of the REIT Manager and/or the Australian Property Manager will

not lead to a termination of the Airport Ground Leases on the basis that the change of control will not lead to FLT

being in a position to exercise control over the operation or development of the whole or a substantial part of the

airport concerned. In addition, a change in a tenant of an Airport property will also not lead to an automatic

termination of an Airport Ground Lease based on the current risk profile.

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the Airport Ground Lease and as a result of such transaction, that person is in a position to

exercise control over operation of the whole or a substantial part of the relevant Airport Assets or

the direction to be taken in the development of the whole or a substantial part of the relevant

Airport Asset.

The Airport Assets contribute 8.5% of the Appraised Value and 13.1% of the GLA of the IPO

Portfolio. If an Airport Ground Lease is terminated, it would adversely affect FLT’s business

revenue, financial condition, result of operations and the value of its asset portfolio.

The Commonwealth of Australia in certain circumstances may terminate the Airport

Headleases, in which case the Airport Ground Leases will terminate automatically.

There is a risk that the Commonwealth of Australia (after the expiry of a two-day cure period) may

terminate an Airport Headlease by notice to the relevant Airport Landlord if:

(i) Commonwealth legislation requires the Airport Landlord to hold a licence to operate the

Airport Asset and such licence is suspended or cancelled other than due to an administrative

oversight; or

(ii) the Airport Landlord breaches certain provisions of the relevant Airport Headlease that

requires it to use parts of the relevant Airport Asset for the purposes of an airport, and to

allow air transport to access and use those parts of the relevant Airport Asset.

If an Airport Headlease is terminated by the Commonwealth of Australia, the relevant Airport

Ground Lease(s) will automatically terminate and if the relevant Airport Ground Lease terminates,

it would adversely affect FLT’s business, revenue, financial condition, result of operations and the

value of its asset portfolio.

The Adelaide Airport Ground Lease and Tullamarine Airport Ground Leases contain indemnities

from the relevant Airport Landlord which will be in favour of the relevant Sub-Trust against all

liability and loss of any kind which the relevant Sub-Trust suffers or incurs as a result of the

termination of the relevant Airport Headlease before the termination date (other than due to a

breach of the Airport Ground Lease by the Sub-Trust).

The Airport Ground Lease for Perth Airport does not contain a similar indemnity. However, this

Airport Ground Lease contains provisions for refund of rent on early termination. In the event that

the Airport Ground Lease for Perth is terminated prior to the termination date for any reason

(including a default by the Sub-Trust), the Airport Landlord for Perth Airport must pay to the

Sub-Trust a pro-rata refund of the rent in accordance with the following formula:

PRR = R xRM

TM

PRR is (subject to the right of set-off referred to below) a pro-rata refund that the landlord will be

liable to pay on early termination.

R is the rent for the term.

RM is the number of months (rounded to the nearest whole number) from the date of termination

of the lease to the date on which the term would otherwise have expired by effluxion of time if it

had not been terminated.

TM is the total number of months in the terms (assuming that the term is not terminated early).

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The Airport Landlord for Perth Airport has a right to set-off against the refund:

(i) any amount due and owing from the Sub-Trust to the Airport Landlord including damages for

any breach by the Sub-Trust before the termination date; and

(ii) if the Airport Ground Lease for Perth Airport is terminated due to the default of the Sub-Trust

or by a repudiation by the Sub-Trust, the amount the Airport Landlord is entitled to receive

for the loss of benefit of the Sub-Trust performing its obligations under the Airport Ground

Lease from the date of that termination until the termination date.

There is a risk that bank guarantees may be called upon.

The various Sub-Trusts are required to procure bank guarantees upon the transfer of the

properties located at:

(i) 60 Paltridge Road, Perth Airport, Western Australia;

(ii) Lot 104 & 105 Springhill Road, Port Kembla, New South Wales; and

(iii) 2–46 Douglas Street, Port Melbourne,

in the amounts of A$80,917, A$349,140 (aggregated) and A$11,535,937, respectively, and if the

“call option” in respect of the Call Option Property located at Lot 3 Horsley Drive Business Park,

Cnr Horsley Drive & Cowpasture Road, Wetherill Park, New South Wales is exercised, a bank

guarantee in the amount of A$200,010 plus GST will also be required to be provided.

Although there are no other contingent liabilities of FLT other than under the bank guarantees

referred to above, if any guarantee is called upon, it would adversely affect FLT’s business,

revenue, financial condition, result of operations and the value of its asset portfolio.

FLT (through the relevant Sub-Trusts) will be bound by pre-emption rights, expansion

rights, rights of first refusal and other restrictions which may restrict it from freely dealing

with its interest in certain IPO Properties and may impact FLT’s ability to obtain the best

possible price on a divestment of such Properties or to capture potential market upside.

FLT’s interest in the Property located at 60 Paltridge Road, Perth Airport, Western Australia is held

pursuant to the Perth Airport Ground Lease. If FLT (through the relevant Sub-Trust) proposes to

assign its interest in the Perth Airport Ground Lease to a person other than a related body

corporate to FLT, before applying to the Perth Airport Landlord for consent to an assignment of the

Perth Ground Lease, the Sub-Trust must first give the Perth Airport Landlord a notice offering to

assign or surrender to the Perth Airport Landlord its right, title and interest in the Perth Ground

Lease, the buildings and other improvements on the premises on the same terms as the proposed

assignment to the third party (the “Assignment Offer”). The Sub-Trust may only proceed to seek

the Perth Airport Landlord’s consent to the assignment on the same terms as in the Assignment

Offer only if the Perth Airport Landlord does not accept the Assignment Offer. In the event that FLT

decides to sell or dispose of its interest in the Perth Airport Ground Lease, such pre-emption rights

may deter third party purchasers from making a genuine offer and this could adversely impact

FLT’s ability to obtain the best possible price (under the relevant market conditions) for the Perth

Airport Ground Lease.

In addition, a number of tenants of the IPO Properties have been granted a right of first refusal by

FLT (through the relevant Sub-Trusts) in respect of leasing the additional land adjoining the

premises leased by these tenants. In such circumstances the Sub-Trust must offer the current

tenant a lease for the additional land on the same terms as the tenant’s existing tenancy before

offering and leasing out such additional land to other third party on the terms set out. A number

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of the tenancies (including for the Call Option Property located at Lot 1 Pearson Road, Yatala,

Queensland (the “Pearson Road Property”)) also contain expansion rights pursuant to which the

tenant has the right to request that the landlord carry out certain expansion works and the relevant

tenant will pay additional rent and enter into a new lease or a deed of variation for the additional

area.

Should such rent be below the prevailing market rent at the time the tenant exercises its rights

under the right of first refusal, FLT may be unable to capture any potential market upside.

The Sub-Trusts will be bound by existing indemnities in favour of the tenants.

A number of the tenancies contain indemnities from the existing landlord to the tenant

indemnifying the tenant against any claim, loss, liability or damage that the tenant may suffer or

incur including in relation to: (i) any termination of the relevant tenancy either in the event that any

Airport Ground Lease, Port Kembla Lease or Port Melbourne Lease is terminated; or (ii) the

Sub-Trust failing to exercise an option to renew under the Port Kembla Lease; or (iii) the Sub-Trust

becoming insolvent.

If a Sub-Trust becomes liable as a result of any indemnity given to an tenant, it would adversely

affect FLT’s business, revenue, financial condition, result of operations and the value of its asset

portfolio.

Restriction on development of property on areas with heritage sensitivity may restrict FLT’s

ability to redevelop property.

A number of properties are in the vicinity of heritage items, there are areas of cultural heritage

sensitivity associated with a property or have Aboriginal sites being recorded in or near the

property. The notation on the Aboriginal Heritage Register does not impede the current lawful use

of any of FLT’s properties. However, if it was proposed to redevelop, or further develop any

property, the presence of aboriginal cultural heritage may potentially impact on the extent of such

redevelopment. Therefore, before granting consent for any future development, the local

municipal authority may require an assessment to be undertaken regarding the effect the

proposed development may have on the heritage significance of the heritage item concerned.

In addition, a number of FLT’s properties are subject to restrictions on use (including restrictions

not to construct on certain parts of FLT’s properties or relating to access) which could impact any

future redevelopment plans.

There is no assurance that development activities relating to Development Properties and

the Call Option Properties will be completed by its estimated completion date.

As at the Latest Practicable Date, the Development Properties and the Call Option Properties are

still undergoing development activities. The timelines and milestones for these Properties

undergoing development are subject to change and delay. In such an event, there is a risk that FLT

will suffer a loss of rental income as long as such change and delay remain continuing.

The development obligations in relation to the Development Properties and the Call Option

Properties and any liability incurred in relation to such development obligations will remain with

the relevant developer (being FPA entities). In addition, FPA has agreed to reimburse FLT for the

loss of rental income due to such changes or delay in development activities under the Contingent

Rental Support Arrangements (as defined herein) to address the residual risk to its rental income

in event of such changes or delays in development activities.

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However, while there will be no contractual relationship between the Pre-Committed Tenants for

the Development Properties and Call Option Properties and FLT (through the relevant Sub-Trust)

in relation to the development obligations, FLT will have no control if a Pre-Committed Tenant

brings a claim against it even if such claim is un-founded. Accordingly, there is a risk that an

affected Pre-Committed Tenant may further claim against FLT for any consequential loss as a

result of such change and delay.

The Contingent Rental Support Deeds already contain an indemnity from FPA in favour of the

relevant Sub-Trust in respect of any development costs incurred by the relevant Sub-Trusts in

relation to the Development Properties and/or Call Option Properties, as the case may be, which

includes losses and/or liabilities suffered as a result of a delay in development of the Development

Properties and Call Option Properties.

(See “Overview of the Acquisition of the Properties – Contingent Rental Support Arrangements”

for further details of the rental support arrangements in respect of the Call Option Properties.)

There is no assurance that FLT will acquire any or all of the Call Option Properties.

When deciding whether to exercise the “call option” in respect of each Call Option Property, FLT

will take into consideration the occurrence of certain events including, among others, practical

completion having been achieved and all approvals required for the sale of each relevant Call

Option Property having been obtained.

There is no assurance that these certain events will occur. Further, even if such events do occur,

there is a risk that FLT may not exercise the “call options” in respect of any or all of the Call Option

Properties under the Call Option Agreements. In such an event, the future earnings and cash flows

of FLT and distributions to Unitholders may be adversely affected. (See “Certain Agreements

Relating to FLT and the Properties – Call Option Agreements” for further details of the Call Option

Agreement.)

The IPO Properties and future properties to be acquired by FLT (including the Call Option

Properties and/or the ROFR Properties) may require significant capital expenditure

periodically and FLT may not be able to secure funding.

The Properties and future properties to be acquired by FLT (including the Call Option Properties

and/or ROFR Properties) may require periodic capital expenditure, refurbishment, renovation for

improvements and development in order to remain competitive or be income-producing. FLT may

not be able to fund capital expenditure solely from cash provided from its operating activities and

FLT may not be able to obtain additional equity or debt financing on favourable terms or at all. If

FLT is not able to obtain such financing, the marketability of such property may be affected and

this may adversely affect the business, financial condition and results of operations of FLT.

FLT’s assets might be adversely affected if the REIT Manager, the HAUT Manager, the

Australian Property Manager and/or the Property Manager do not provide adequate

management and maintenance.

As the tenants rely on the proper functioning of the facilities and infrastructure of FLT’s properties

for their business operations, should the REIT Manager, the HAUT Manager, the Australian

Property Manager and/or the Property Manager fail to provide adequate management and

maintenance, the attractiveness of FLT’s portfolio of properties to such tenants might be adversely

affected and this may result in a loss of tenants, which will adversely affect distributions to

Unitholders.

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FLT may suffer material losses in excess of insurance proceeds or FLT may not be able to

put in place or maintain adequate insurance in relation to FLT’s properties and its potential

liabilities to third parties.

FLT’s properties face the risk of suffering physical damage caused by fire, terrorism, acts of God

such as natural disasters or other causes, as well as potential public liability claims, including

claims arising from the operations of FLT’s properties. In addition, certain types of risks (such as

war risk, terrorism and losses caused by contamination or other environmental breaches) may be

uninsurable or the cost of insurance may be prohibitive when compared to the risk. Any insurance

coverage taken out by FLT or its subsidiaries may also be subject to limits and any damage or loss

suffered by FLT may exceed such insured limits.

Should an uninsured loss or a loss in excess of insured limits occur, including loss caused by

vandalism or resulting from breaches of security at one of FLT’s properties, FLT could be required

to pay compensation and/or suffer loss of capital invested in the affected property as well as

anticipated future revenue from that property as it may not be able to rent out or sell the affected

property. FLT may also be liable for any debt or other financial obligation1 related to that property.

No assurance can be given that material losses in excess of insurance proceeds will not occur.

Renovation or redevelopment works or physical damage to FLT’s properties may disrupt

the operations of FLT’s properties and collection of rental income or otherwise result in

adverse impact on the financial condition of FLT.

The quality and design of FLT’s properties have a direct influence over the demand for space in,

and the rental rates of, FLT’s properties. FLT’s properties may need to undergo renovation or

redevelopment works from time to time to retain their competitiveness and may also require

unforeseen ad hoc maintenance or repairs in respect of faults or problems that may develop or

because of new planning laws or regulations. The costs of maintaining industrial and logistics

properties and the risk of unforeseen maintenance or repair requirements tend to increase over

time as the building ages. The business and operations of FLT’s properties may suffer from some

disruption and it may not be possible to collect the full or any rental income on space affected by

such renovation or redevelopment works.

In addition, physical damage to FLT’s properties resulting from fire or other causes may lead to

a significant disruption to the business and operation of FLT’s properties and, together with the

foregoing, may impose unbudgeted costs on FLT and result in an adverse impact on the financial

condition and results of operations of FLT and its ability to make distributions to Unitholders.

FLT could incur significant costs or liability related to environmental matters.

FLT’s operations are subject to various environmental laws, including those relating to air pollution

control, water pollution control, waste disposal, noise pollution control and the storage of

dangerous goods. Under these laws, an owner or operator of real property may be subject to

liability, including a fine or imprisonment, for air pollution, noise pollution or the presence or

discharge of hazardous or toxic chemicals at that property. In addition, FLT may be required to

make capital expenditures to comply with these environmental laws. The presence of

contamination, air pollution, noise pollution or dangerous goods without a valid licence or the

failure to remediate issues relating to contamination, air pollution, noise pollution or dangerous

goods may expose FLT to liability or materially adversely affect its ability to sell or let out the real

property or to borrow using the real property as collateral.

1 Such “debt or other financial obligation” refers to those which will be taken up at the IPO and will be secured over

the Properties. Such debts or financial obligations may change over time as FLT discharges or reduces its

indebtedness or seeks refinancing.

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Accordingly, if FLT’s properties are affected by contamination or other environmental effects notpreviously identified and/or rectified, FLT risks prosecution by environmental authorities and maybe required to incur unbudgeted capital expenditures to remedy such issue and the financialposition of FLT’s tenants may be adversely impacted, affecting their ability to trade and to meettheir tenancy obligations.

The due diligence exercise on the Properties, tenancies, buildings and equipment may nothave identified all material defects, breaches of laws and regulations and other deficienciesand any losses or liabilities from latent property or equipment defects may adversely affectearnings and cash flows.

The REIT Manager believes that reasonable due diligence investigations with respect to theProperties were, and with respect to other future acquisitions (including in respect of the ROFRProperties) will be, conducted prior to their acquisitions. However, there is no assurance that theIPO Properties, the Call Option Properties, the ROFR Properties or other future properties of FLTwill not have defects or deficiencies requiring repair or maintenance (including design,construction or other latent property or equipment defects in the properties which may requireadditional capital expenditure, special repair or maintenance expenses) or be affected bybreaches of laws and regulations. Such defects or deficiencies may require significant capitalexpenditure or obligations to third parties and involve significant and unpredictable patterns andlevels of expenditure which may have a material adverse effect on FLT’s earnings and cash flows.

Statutory or contractual representations, warranties and indemnities given by any seller ofindustrial properties are unlikely to afford satisfactory protection from costs or liabilities arisingfrom such property or equipment defects. Costs or liabilities arising from such defects ordeficiencies may require significant capital expenditures or obligations to third parties and mayinvolve significant and potentially unpredictable patterns and levels of expenditure which mayhave a material adverse effect on FLT’s earnings and cash flows.

FLT may be subject to unknown or contingent liabilities related to properties or businessesthat it has acquired or may acquire, which may result in damages and investment losses.

Assets and entities that FLT has acquired or may acquire in the future may be subject to unknownor contingent liabilities for which FLT may have limited or no recourse against the sellers.Unknown or contingent liabilities might include liabilities for clean-up or remediation ofenvironmental conditions, claims of tenants, vendors or other persons dealing with the acquiredentities, tax liabilities and other liabilities whether incurred in the ordinary course of business orotherwise. In the future, FLT may enter into transactions with limited representations andwarranties or with representations and warranties that do not survive the closing of thetransactions, in which event FLT would have no or limited recourse against the sellers of suchproperties. While FLT typically requires the sellers to indemnify it with respect to breaches ofrepresentations and warranties that survive, such indemnification is often limited and subject tovarious materiality thresholds, a significant deductible or an aggregate cap on losses. As a result,there is no guarantee that FLT will recover any amounts with respect to losses due to breachesby the sellers of their representations and warranties. In addition, the total amount of costs andexpenses that FLT may incur with respect to liabilities associated with properties and entitiesacquired may exceed FLT’s expectations. Any of these matters could have a material adverseeffect on FLT.

FLT’s properties may face increased competition from other properties.

The Properties are located in areas where other competing properties are present and newproperties may be developed which may compete with the Properties. The income from and themarket value of FLT’s properties will be dependent on the ability of its properties to competeagainst other industrial properties for tenants. If, after the Offering, competing properties are moresuccessful in attracting and retaining tenants, the income from FLT’s properties could be reducedthereby adversely affecting FLT’s cash flows and the amount of funds available for distribution toUnitholders. (See “Business and Properties – Competition” for further details.)

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The appraisals of the Properties are based on various assumptions and the price at which

FLT is able to sell a Property or Call Option Property in the future may be different from the

initial acquisition value of the Property or Call Option Property, as the case may be.

There can be no assurance that the assumptions relied on are accurate measures of the market,

and the values of the Properties may be evaluated inaccurately. The Independent Valuers may

have included a subjective determination of certain factors relating to the Properties such as their

relative market positions, financial and competitive strengths, and physical condition and,

accordingly, the valuation of the Properties (which affect the NAV per Unit) may be subjective.

The valuation of any of the Properties does not guarantee a sale price at that value at present or

in the future. Hence, the price at which FLT may sell a property may be lower than its purchase

price.

FLT may face significant expenditures if a customer fails to remove its equipment and

restore its space to the original state.

Many of FLT’s tenants have invested significant amounts installing customer specific

infrastructure within industrial or logistics space. If a customer fails to restore its space to the

original condition at the end of its lease or if it becomes insolvent during its lease and FLT is

unable to recoup the costs of restoring the space to a pre-let condition, FLT may incur significant

costs to make the space reusable for new tenants and lose out on the revenues from the space

if it does not re-let it.

FLT’s properties or a part of them may be acquired compulsorily by the respective

governments in the countries in which such properties are located.

FLT’s IPO Portfolio will comprise properties which are located in Australia. Under the laws and

regulations of each State and Territory in Australia, there are various circumstances under which

the Australian government is empowered to acquire property.

For further details regarding the power of the Australian government to compulsorily acquire FLT’s

properties in Australia, see “Overview of Relevant Laws and Regulations in Australia”.

In the event that the compensation paid for the compulsory acquisition of a property of FLT is less

than the market value of the property, such compulsory acquisitions would have an adverse effect

on the revenue of FLT and the value of its asset portfolio.

RISKS RELATING TO FLT’S BUSINESS AND OPERATIONS

Neither FLT nor the REIT Manager has an established operating history.

FLT was constituted on 30 November 2015 and the REIT Manager was incorporated on 7 July

2015. As such, neither FLT (as a REIT) nor the REIT Manager (as the manager of FLT) has

sufficient operating histories by which their past performance may be judged. The lack of a long

established operating history will make it more difficult for investors to assess FLT’s future

performance. There is no assurance that FLT will be able to generate sufficient rental revenue and

cash flows from operations to make distributions to Unitholders or that such distributions will be

in line with those set out in “Profit Forecast and Profit Projection”.

In addition, the HAUT Manager was incorporated on 14 December 2015 and has been appointed

to act as manager of the HAUT by the HAUT Trustee pursuant to the Investment Management

Agreement entered into. The HAUT Manager is required to provide investment management

services to the HAUT and there is no assurance that the HAUT Manager will be able to comply

with all of its obligations.

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FLT is dependent on its significant tenants and any breach by the significant tenants of

their obligations under the lease or the loss of such significant tenants may have an

adverse effect on the business, financial condition and results of operations of FLT.

The top 10 tenants in FLT’s IPO Portfolio represented approximately 47.3% of Adjusted Gross

Rental Income generated by the IPO Properties. FLT’s largest tenant by Adjusted Gross Rental

Income, Coles, took up approximately 115,526 sq m of GLA as of 31 December 2015, representing

approximately 15.6% of Adjusted Gross Rental Income generated by the IPO Properties. Many

factors, including the financial position of the tenants, the ability of such significant tenants to

compete with its competitors, material losses suffered by such tenants in excess of insurance

proceeds and consequences of recent global economic conditions, may cause FLT’s tenants to

experience a downturn in their businesses or otherwise experience a lack of liquidity, which may

weaken their financial condition and result in them failing to make timely rental payments or them

defaulting under their leases. If any customer defaults or fails to make timely rent payments, FLT

may experience delays in enforcing its rights as landlord, may not succeed in recovering rent at

all and may incur substantial costs in protecting its investment.

More than half of the Properties are single tenanted, exposing the performance value of each of

those properties to the ability of those tenants to continue their obligations under the respective

tenancy documents.

In addition, FLT’s financial condition and results of operations and capital growth may be

adversely affected by the decision by one or more of such significant tenants to not renew its lease

or terminate its lease before it expires. These significant tenants may terminate their leases giving

only a short notice period or may terminate without cause. If a key customer or a significant

number of tenants terminate their leases or do not renew their leases at expiry, it may be difficult

to secure replacement tenants at short notice. In addition, the amount of rent and the terms on

which lease renewals and new leases are agreed may be less favourable than the current leases.

Therefore, the loss of key tenants or a significant number of tenants in any one of the Properties

or future acquisitions of FLT could result in periods of vacancy, which could adversely affect the

revenue and financial conditions of the relevant Property, consequently impacting the ability of the

SPVs holding FLT’s properties to make dividends or distributions to FLT.

FLT is subject to the risk of non-renewal, non-replacement or early termination of leases.

If tenants choose not to renew their leases at the end of their term or if certain tenants exercise

the rights of early termination contained in their leases and replacement tenants cannot be found

in a timely manner and on terms acceptable to the REIT Manager, there is likely to be a material

adverse effect on the business, financial condition and results of operations of FLT.

Some tenants may choose not to renew their leases at the end of their term or may choose to

exercise the rights of early termination contained in certain leases (if applicable). If a significant

number of tenants choose to do so (for example, if rental support under the Contingent Rental

Support Arrangements falls away as a result of pre-termination of a replacement tenant) and

replacement tenants cannot be found in a timely manner and on terms acceptable to the REIT

Manager, this is likely to have a material adverse effect on the business, financial condition and

results of operations of FLT.

The amount FLT may borrow is limited, which may affect the operations of FLT.

Under the Property Funds Appendix, FLT is permitted to borrow up to 45.0% of the value of the

Deposited Property at the time the borrowing is incurred, taking into account deferred payments

(including deferred payments for assets whether to be settled in cash or in Units).

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As at the Listing Date, FLT will have in place term loan facilities (the “Term Loan Facilities”) of

an aggregate total of A$420.0 million and the RCF. As at the Listing Date, gross borrowings of

A$426.0 million (S$430.3 million) will be drawn down from the Term Loan Facilities and the RCF

and FLT will have an Aggregate Leverage of approximately 25.7%. (See “Capitalisation and

Indebtedness” for further details.)

It is currently not envisaged that FLT will face issues with the borrowing limits imposed by the

Property Funds Appendix. However, FLT may, from time to time, require further debt financing to

achieve its investment strategies and may find itself unable to achieve its investment strategies

if this involves and requires debt financing in excess of the borrowing limits imposed by the

Property Funds Appendix. In the event that FLT decides to incur additional borrowings in the

future, FLT may face adverse business consequences as a result of this limitation on future

borrowings, and these may include:

• having to miss out on attractive acquisition opportunities which may be available for only a

limited period of time but for which debt financing in excess of the borrowing limits would

have been required;

• an inability to fund capital expenditure requirements in relation to FLT’s existing asset

portfolio;

• a decline in the value of the Deposited Property may cause the borrowing limit to be

exceeded, thus affecting FLT’s ability to incur further borrowings; and

• shortage of cash flows (including with respect to distributions) which FLT might otherwise be

able to resolve by borrowing funds.

FLT may face risks associated with debt financing and the Loan Facilities and the debt

covenants could limit or affect FLT’s operations.

FLT will have in place the Loan Facilities (as defined herein). FLT is subject to risks associated

with debt financing, including the risk that its cash flows will be insufficient to meet the required

payments of principal and interest under such financing, and therefore to make distributions to

Unitholders.

Distributions from FLT to Unitholders will be computed based on at least 90.0% of FLT’s

Distributable Income. As a result of this distribution policy, FLT may not be able to meet all of its

obligations to repay any future borrowings through its cash on hand. FLT may be required to repay

maturing debt with funds from additional debt or equity financing or both. There is no assurance

that such financing will be available on acceptable terms or at all.

If FLT defaults under the Loan Facilities, the lenders may be able to declare a default and initiate

enforcement proceedings in respect of any security provided, and/or call upon any guarantees

provided. In addition, under the Loan Facilities, it is a change of control event if the REIT Manager

ceases to be a majority owned subsidiary (directly or indirectly) of the Sponsor without the consent

of the Lenders and this would give rise to a mandatory prepayment event.

If principal amounts due for repayment at maturity cannot be refinanced, extended or paid with

proceeds of other capital transactions, such as new equity capital, FLT will not be able to pay

distributions at expected levels to Unitholders or to repay all maturing debt.

FLT may be subject to the risk that the terms of any refinancing undertaken (which may arise from

a change of control provision) will be less favourable than the terms of the original borrowings.

While FLT is currently not subject to covenants that may limit or otherwise adversely affect its

operations and its ability to make distributions to Unitholders, the terms of any refinancing

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undertaken in the future may contain such covenants and other covenants which may also restrict

FLT’s ability to acquire properties or undertake other capital expenditure and may require it to set

aside funds for maintenance of, or require FLT to maintain, certain financial ratios (e.g. loan to

value ratios). The triggering of any of such covenants may have an adverse impact on FLT’s

financial condition.

FLT’s level of borrowings may represent a higher level of gearing as compared to certain other

types of unit trusts, such as non-specialised collective investment schemes which invest in

equities and/or fixed income instruments. If prevailing interest rates or other factors at the time of

refinancing (such as the possible reluctance of lenders to make commercial property loans) result

in higher interest rates, the interest expenses relating to such refinanced indebtedness would

increase, thereby adversely affecting FLT’s cash flows and the amount of funds available for

distribution to the Unitholders.

If the REIT Manager’s capital market services licence for REIT management (“CMS

Licence”) is cancelled or the authorisation of FLT as a collective investment scheme under

Section 286 of the SFA is suspended, revoked or withdrawn, the operations of FLT will be

adversely affected.

The CMS Licence issued to the REIT Manager is subject to conditions unless otherwise cancelled.

If the CMS Licence of the REIT Manager is cancelled by the MAS, the operations of FLT will be

adversely affected, as the REIT Manager would no longer be able to act as the manager of FLT.

FLT was authorised as a collective investment scheme on 10 June 2016 and must comply with the

requirements under the SFA and the Property Funds Appendix. In the event that the authorisation

of FLT is suspended, revoked or withdrawn, its operations will also be adversely affected.

The REIT Manager may not be able to successfully implement its investment strategy for

FLT.

There is no assurance that the REIT Manager will be able to implement its investment strategy

successfully or that it will be able to expand FLT’s portfolio at any specified rate or to any specified

size. The REIT Manager may not be able to make acquisitions or investments on favourable terms

or within a desired time frame.

FLT faces active competition in acquiring suitable properties. FLT’s ability to make new property

acquisitions under its acquisition growth strategy may be adversely affected. Even if FLT were

able to successfully acquire property or investments, there is no assurance that FLT will achieve

its intended return on such acquisitions or investments. Since the amount of borrowings that FLT

can incur to finance acquisitions is limited by the Property Funds Appendix, such acquisitions are

likely to be largely dependent on FLT’s ability to raise equity capital. This may result in a dilution

of Unitholders’ holdings.

In addition, FLT’s investment strategy involves a higher level of risk as compared to a portfolio

which has a more diverse range of investments.

There may be significant competition for attractive investment opportunities from other property

investors, including other REITs, industrial property companies and private investment funds.

Potential sellers of real estate assets may view the necessity of raising equity capital to fund an

acquisition negatively and may prefer other purchasers. There is no assurance that FLT will be

able to compete effectively against other property investors.

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The proposed acquisition by FLT of the ROFR Properties may require third party consents and

there can be no assurance that such third parties will give such consent. For example, consents

from regulatory authorities, financial institutions pursuant to covenants against sale or mortgages

under the financing terms to the vendor, the managers or operators of the industrial or logistics

properties may not be obtained at all or on terms that are satisfactory to the REIT Manager.

Future acquisitions may not yield the returns expected, resulting in disruptions to FLT’s

business, may strain management resources and may result in dilution of holdings.

FLT’s external acquisition growth strategy and its asset selection process may not be successful

and may not provide positive returns to Unitholders. There are risks associated with pursuing

further acquisitions of industrial or logistics assets and successfully integrating them into FLT’s

portfolio. For example, the expected benefit, synergies or efficiencies from such acquisitions may

take longer than expected to be achieved or may not be achieved at all. In addition, acquisitions

may cause disruptions to FLT’s operations and divert management’s attention away from

day-to-day operations. New Unitholders issued as consideration for or otherwise in connection

with any new acquisition could also be dilutive to existing Unitholders.

FLT may be unable to successfully integrate and operate acquired properties, which could

have a material adverse effect on FLT.

Even if FLT is able to make acquisitions on favourable terms, its ability to successfully integrate

and operate them is subject to the following significant risks:

• it may spend more than budgeted amounts to make necessary improvements or renovations

to acquired properties, as well as require substantial management time and attention;

• it may be unable to integrate new acquisitions quickly and efficiently, particularly acquisitions

of operating businesses or portfolios of properties, into its existing operations;

• acquired properties may be subject to reassessment, which may result in higher than

expected property tax payments;

• its tenant retention and lease renewal risks may be increased; and

• market conditions may result in higher than expected vacancy rates and lower than expected

rental rates.

Any inability to integrate and operate acquired properties to meet FLT’s financial, operational and

strategic expectations could have a material adverse effect on FLT.

The REIT Manager’s strategy to perform asset enhancement initiatives on some of FLT’s

properties from time to time may not materialise.

The REIT Manager may from time to time perform asset enhancement initiatives on some of FLT’s

properties. There is no assurance that such plans for asset enhancement will materialise, or in the

event that they do materialise, they may not achieve their desired results or may incur significant

costs.

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FLT depends on certain key personnel and the loss of any key personnel may adversely

affect its operations.

FLT’s performance depends, in part, upon the continued service and performance of the executive

officers of the REIT Manager. (See “The REIT Manager and Corporate Governance – The

Manager of FLT – The Executive Officers of the REIT Manager” for details of the executive officers

of the REIT Manager.) These key personnel may leave the employment of the REIT Manager. If

any of the above were to occur, the REIT Manager will need to spend time searching for a

replacement and the duties which such executive officers are responsible for may be affected. The

loss of any of these individuals could have a material adverse effect on the financial condition and

the results of operations of FLT.

FLT may from time to time be subject to legal proceedings and government proceedings.

Legal proceedings against FLT and/or its subsidiaries relating to property management and

disputes over tenancies may arise from time to time. There can be no assurance that FLT and/or

its subsidiaries will not be involved in such proceedings or that the outcome of these proceedings

will not adversely affect the financial condition, results of operations or cash flows of FLT.

FLT may engage in interest rate hedging transactions, which can limit gains and increase

costs.

FLT may enter into interest rate hedging transactions to protect itself from the effects of interest

rate fluctuations on floating rate debt and exchange rate fluctuations. Hedging transactions may

include entering into interest rate hedging instruments, purchasing or selling futures contracts,

purchasing put and call options or entering into forward agreements. However, it may always be

possible for FLT to enter into hedging activities and hedging may not always have the desired

beneficial effect on the results of operations or financial condition of FLT. No hedging activity can

completely insulate FLT from risks associated with changes in interest rates and exchange rates,

and changes in foreign exchange rates for example, may negatively affect FLT’s asset value.

Moreover, interest rate hedging could fail to protect FLT or adversely affect FLT because, among

other things:

• the available hedging may not correspond directly with the risk for which protection is sought;

• the duration or nominal amount of the hedge may not match the duration of the related

liability;

• the party owing money in the hedging transaction may default on its obligation to pay;

• the credit quality of the party owing money on the hedge may be downgraded to such an

extent that it impairs the ability of FLT to sell or assign its side of the hedging transaction; and

• the value of the derivatives used for hedging may be adjusted from time to time in

accordance with accounting rules to reflect changes in fair value. Downward adjustments

and the significant loss in value of hedging instruments due to a write down to fair value

would reduce the NAV of FLT.

Hedging involves risks and typically involves costs, including transaction costs, which may reduce

overall returns. These costs increase as the period covered by the hedging increases and during

periods of rising and volatile interest rates. These costs will also limit the amount of cash available

for distributions to the Unitholders. The REIT Manager will regularly monitor the feasibility of

engaging in such hedging transactions taking into account the cost of such hedging transactions.

(See “Capitalisation and Indebtedness” and “Strategy” for further details.)

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Possible change of investment strategies may adversely affect Unitholders’ investments in

FLT.

The REIT Manager may from time to time amend the investment strategies of FLT if it determines

that such a change is in the best interest of FLT and its Unitholders without seeking Unitholders’

approval. In the event of a change of investment strategies, the REIT Manager may, subject to the

relevant laws, regulations and rules (including the Listing Manual, alter such investment strategies

upon the expiry of three years from the Listing Date, provided that it has given not less than 30

days’ prior notice of the change to the REIT Trustee and Unitholders by way of an announcement

on the SGX-ST. The methods of implementing FLT’s investment strategies may vary as new

investment and financing techniques are developed or otherwise used. Such changes may

adversely affect Unitholders’ investment in FLT.

Occurrence of any acts of God, natural disasters, war, terrorist attacks, riots, civil

commotions, widespread communicable diseases (such as MERS, Ebola, the avian flu,

H1N1, SARS and the Zika virus) and other events beyond the control of FLT may adversely

and materially affect the business and operations of FLT’s properties.

Acts of God, such as natural disasters, war, terrorist attacks, riots, civil commotions, widespread

communicable diseases (such as MERS, Ebola, the avian flu, H1N1, SARS and the Zika virus) are

beyond the control of FLT or the REIT Manager. These may materially and adversely affect the

economy, infrastructure and livelihood of the local population. FLT’s business and income

available for distribution may be adversely affected should such acts of God occur. There is no

assurance that any war, terrorist attack or other hostilities in any part of the world, potential,

threatened or otherwise, will not, directly or indirectly, have an adverse effect on the operations

of FLT’s properties and hence FLT’s income available for distribution.

In addition, physical damage to FLT’s properties resulting from fire, earthquakes, flooding or other

acts of God may lead to a significant disruption to the business and operation of FLT’s properties

which may result in an adverse impact on the business, financial condition and results of

operations of FLT and its capital growth.

There is no assurance that FLT will be able to leverage on the Sponsor’s experience in the

operation of the industrial properties or the Sponsor’s experience in the management of

REITs.

Upon completion of the Offering, the Sponsor will hold approximately 22.5% of the Units (subject

to the exercise of the over-allotment option), and accordingly be a controlling Unitholder. (See

“Ownership of the Units” for further details.) The Sponsor has agreed to the First Lock-up Period

and the Second Lock-up Period in respect of its direct and indirect effective interest in the

respective Lock-up Units held by it on the Listing Date. There is no assurance that the Sponsor

will not dispose of all or part of its direct and indirect effective interest in the Units following the

expiry of the respective Lock-up Periods. In the event that the Sponsor decides to transfer or

dispose of its Units or its shares in the REIT Manager, FLT may no longer be able to leverage on:

• the Sponsor’s experience in the ownership and operation of industrial and logistics

properties; or

• the Sponsor’s financial strength, market reach and network of contacts to further its growth.

This may have a material and adverse impact on FLT’s results of operations and financial

condition which may consequently affect its ability to make distributions to its Unitholders.

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FLT’s investment strategy may entail a higher level of risk as compared to other types of

unit trusts that have a more diverse range of investments.

FLT is established with the investment strategy of principally investing globally, directly or

indirectly, in a diversified portfolio of income-producing real estate which are predominantly used

for logistics or industrial purposes1, whether wholly or partially, as well as such industrial2 real

estate-related assets in connection with the foregoing, with an initial focus on Australia. This

investment strategy will subject FLT to risks inherent in concentrating on real estate assets. The

level of risk could be higher as compared to other types of unit trusts that have a more diverse

range of investments in other sectors.

A concentration of industrial and logistics properties located primarily in Australia exposes FLT to

the risk of a downturn in the industrial and logistics property market and in Australia. Any economic

slowdown in Australia could negatively affect the performance of the industrial and logistics

property market. The renewal of leases in FLT’s Properties will depend, in part, upon the success

of its tenants. Any economic downturn may cause higher levels of non-renewals of leases

arrangements or vacancies as a result of failures or defaults by tenants or the market pressures

exerted by an increase in available industrial and logistics properties. There can be no assurance

that the tenants of FLT’s Properties will renew their leases or that the new lease will be as

favourable as the existing leases.

Such downturns may lead to a decline in occupancy for properties or real estate-related assets in

FLT’s portfolio. This will affect FLT’s rental income from FLT’s Properties, and/or a decline in the

capital value of FLT’s portfolio, which will have an adverse impact on distributions to Unitholders

and/or on the results of operations and the financial condition of FLT.

The Sponsor will be able to exercise influence over certain activities of FLT through its

shareholding in the REIT Manager. There may be potential conflicts of interest between FLT,

the REIT Manager and the Sponsor.

The Sponsor’s principal business is focused on, among others, the operation and enhancement

of industrial and logistics properties. Post-listing of FLT, the Sponsor’s business would continue

to be focused on the operation and enhancement of industrial properties. The Sponsor will,

immediately after the completion of the Offering, hold an aggregate of 320,658,000 Units

(constituting approximately 22.5% of the total number of Units expected to be in issue) (assuming

that the Over-Allotment Option is not exercised).

The REIT Manager is a wholly-owned subsidiary of the Sponsor. Accordingly, the Sponsor may be

able to exercise influence over the activities of FLT through the REIT Manager.

Further, the Australian Property Manager and the Property Manager are both wholly-owned

subsidiaries of the Sponsor, and have been appointed to manage FLT’s properties, including the

Call Option Properties as well as all future properties to be acquired by FLT. (See “Certain

Agreements relating to FLT and the Properties – Property Management Agreements” for further

details.)

If the Australian Property Manager or Property Manager, as the case may be, were to manage a

property which competes with FLT’s properties, there can be no assurance that the Australian

Property Manager or Property Manager, as the case may be, will not favour properties in the

Sponsor’s own property portfolio over those owned by FLT when providing leasing services to FLT,

which could lead to lower occupancy rates and/or lower rental income for the properties owned by

FLT as a whole and this could adversely affect distributions to Unitholders.

1 Such real estate assets used for “logistics” or “industrial” purposes also include office components ancillary to the

foregoing purposes.

2 References to real estate assets used for “industrial” purposes in this Prospectus means real estate assets used

for “industrial” or “logistics” purposes interchangeably.

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RISKS RELATING TO THE JURISDICTIONS WHICH FLT OPERATES IN

FLT may be adversely affected by economic and real estate market conditions, as well as

changes in regulatory, fiscal and other governmental policies in Singapore and Australia.

The Properties are located in Australia. An economic decline in Australia could adversely affect

FLT’s results of operations and future growth. The global credit markets have experienced, and

may continue to experience, volatility and liquidity disruptions, which have resulted in the

consolidation, failure or near failure of a number of institutions in the banking and insurance

industries. There remains a concern that the slowdown in the Chinese economy will impinge upon

the health of the global financial system. These events could adversely affect FLT insofar as they

result in:

• a negative impact on the ability of the tenants to pay their rents or fees in a timely manner

or continuing their leases, thus reducing FLT’s cash flows;

• an increase in counterparty risk (being the risk of monetary loss which FLT may be exposed

to if any of its counterparties encounters difficulty in meeting its obligations under the terms

of its respective transaction); and/or

• an increased likelihood that one or more of (i) FLT’s banking syndicates (if any), (ii) banks

or insurers, as the case may be, providing bankers’ guarantees or performance bonds for the

rental deposits or other types of deposits relating to or in connection with the IPO Properties

or FLT’s operations or (iii) FLT’s insurers, may be unable to honour their commitments to FLT.

There is also uncertainty as to the scale of the slowdown in the Chinese economy and its impact

on the wider global economy, consumer demand and on the economies of Singapore and

Australia.

Investment in industrial properties in other countries will expose FLT to additional local real estate

market conditions. Other real estate market conditions which may adversely affect the

performance of FLT include the attractiveness of competing industrial properties or an oversupply

or reduced demand for such industrial properties.

Furthermore, FLT will be subject to real estate laws, regulations and policies as a result of its

property investments in Singapore and Australia. Measures and policies adopted by the

Singaporean and/or Australian government and regulatory authorities at national, provincial or

local levels, such as government control over property investments or foreign exchange

regulations, might negatively impact FLT’s properties.

FLT may be exposed to risks associated with exchange rate fluctuations and changes in

foreign exchange regulations.

FLT’s reporting currency for the purposes of its financial statements is Australian dollars.

However, FLT may generate revenue and incur operating costs in non-Australian dollar

denominated currencies, such as the Singapore dollar. FLT recognises foreign currency gains or

losses arising from its operations in the period incurred. As a result, currency fluctuations between

Australian dollar and the non-Australian dollar currencies in which FLT does business or proposes

to do business will cause FLT to incur foreign currency translation gains and losses.

The value of the foreign currencies against the Australian dollar fluctuates and is affected by

changes in the respective jurisdiction and international political and economic conditions and by

many other factors. FLT cannot predict the effects of exchange rate fluctuations upon its future

operating results because of the number of currencies involved, the variability of currency

exposure and the potential volatility of foreign exchange rates. The value of the distributions

109

received by a Unitholder may be adversely affected by fluctuations in the exchange rates between

the Australian dollar and any other currencies which may be adopted from time to time. Significant

fluctuations in the exchange rates between such currencies will also, among others, affect the

NAV of the Units and the foreign currency value of the proceeds which a Unitholder would receive

upon sale of the Units in Singapore. (See “Distributions” and “Exchange Rate Information and

Exchange Controls” for further details.)

The laws, regulations and accounting standards in Singapore and Australia may change.

The laws, regulations (including tax laws and regulations) and/or accounting standards in

Singapore and Australia are subject to change. New laws and regulations may also be introduced

in these jurisdictions. As a result, the financial statements of FLT may be affected by these

changes. The extent and timing of these changes in accounting standards are currently unknown

and subject to confirmation by the relevant authorities. The REIT Manager has not quantified the

effects of these proposed changes and there can be no assurance that these changes will not

have a significant impact on the presentation of FLT’s financial statements or on FLT’s results of

operations. In addition, such changes may adversely affect the ability of FLT to make distributions

to Unitholders. There can be no assurance that any such changes to laws, regulations and

accounting standards will not materially and adversely affect the business, financial condition and

results of operations of FLT.

RISKS RELATING TO AUSTRALIA

Investment in FLT is subject to Australia’s foreign investment regime.

An ALT is a unit trust estate where the value of its interests in Australian land exceeds 50.0% of

the value of its total assets. FLT’s industrial and logistics assets in Australia are interests in

Australian land. Under Australia’s foreign investment regime in relation to an ALT, acquisitions by

foreign persons (including Foreign Government Investors) of interests of less than 10.0% in a

listed trust that is an ALT will be exempt from the requirement to obtain FIRB Approval, being the

requirement to notify the Australian Treasurer (through FIRB) and obtain a prior FIRB Approval.

This exemption does not apply where:

• a foreign person (and its associates1) acquires an interest of at least 10% in FLT that is

valued at A$55.0 million or more; or

• a Foreign Government Investor (including existing Unitholders) acquires an interest in an

ALT that provides an element of influence or control over the target, including all investments

of 10.0% or more regardless of value.

Foreign persons proposing to make an acquisition that is not exempt will be required under the

FATA to notify the Australian Treasurer (through FIRB) and obtain FIRB Approval to such

investment.

The breach of the notification requirement and failure to obtain prior approval may be an offence

under Australian law which could result in a fine or imprisonment. If the Australian Treasurer

considers the proposal to be contrary to Australia’s national interest, the Australian Treasurer has

powers under the FATA to make adverse orders including prohibition of a proposal or ordering

disposal of an interest acquired.

1 “Associate”, in this context, has the meaning ascribed to it in the FATA. (See “Glossary – Glossary of Defined Terms

Used in Relation to Australian Laws and Regulations”.) The definition of “associate” under the FATA is different to

the definition of “associate” under the Listing Manual. References to “associate” in respect to the FATA should be

construed accordingly.

110

As FLT holds more than 50.0% of its assets in the form of Australian land, it is an ALT. Accordingly,

investors who acquire Units on the secondary market where the value of the interest acquired is

greater than A$55.0 million and represents more than 10.0% interest post-Listing will be

considered to be making an acquisition of an interest in an ALT that will require a FIRB Approval.

A purchaser of Units in FLT, or existing Unitholders (who do not fall within the exemptions) adding

to their existing interest in 10.0% or more of the issued Units of FLT where the total value of the

interest acquired exceeds A$55.0 million, would need to provide prior notice to the Australian

Treasurer (through the FIRB), seeking FIRB Approval to the proposed acquisition of Units in FLT.

Where an investor is required to obtain a FIRB Approval to acquire a notifiable interest in FLT and

fails to do so, this could have an adverse impact on applications by FLT seeking FIRB Approval

in relation to proposed acquisitions by it that are notifiable in Australia. It is possible that until such

time as the defaulting investor obtains FIRB Approval, the Australian Treasurer may form the view

that proposed acquisitions notifiable in Australia by FLT are contrary to Australia’s national

interest. This would delay the issue of FIRB Approvals for FLT and possibly result in the Australian

Treasurer prohibiting those proposed acquisitions.

As at the Listing Date, FLT will be an ALT as its interests in Australian land (being the IPO Portfolio

and their current market values relative to the total value of FLT’s assets) is 96.9% of its total

assets and it holds Australian assets valued above the general FATA threshold of A$252.0 million

(based on the independent valuations as at 31 December 2015 and/or 31 March 2016, as the case

may be).

The REIT Manager will announce the proportion which FLT’s interests in Australian land

represents compared to FLT’s total assets when they release the periodic announcements of the

financial statements for FLT.

It is the responsibility of any person who wishes to acquire Units to satisfy themselves as to their

compliance with the FATA, regulations made under the FATA, guidelines issued by the FIRB and

with any other necessary approval and registration requirement or formality, before acquiring any

Units. The failure by a person wishing to acquire Units to obtain a FIRB Approval does not have

a direct impact on FLT as the sanctions under the FATA are imposed on the acquirer. However,

secondary trading in the Units may be impacted by the operation of the Australian foreign

investment regime. If a Unitholder does not comply with the FATA, the Australian Treasurer has

powers under the FATA to make adverse orders in respect of an acquisition if he considers it to

be contrary to Australia’s national interest. The adverse orders include an order to prohibit a

proposal that has not yet occurred, or to order disposal of an interest that has occurred. However,

the transaction is not made void or illegal and will not be unwound.

(See “Overview of Relevant Laws and Regulations in Australia – Relevant Laws and Regulations

in Australia – Regulation of Foreign Investment in Australian Property” for further details.)

In addition, the classification of FLT as an ALT may impact the market for the trading of the Units

including affecting the liquidity of the Units due to the potential risk of an offence regarding the

acquisition of an interest in an ALT without obtaining FIRB Approval.

FLT is exposed to risks relating to the Australian taxation regime.

In Australia, a public unit trust (e.g. trusts beneficially owned by listed trusts) will be taxed as a

company where the trust does not engage in “wholly eligible investment business” at any time

during an income year. Furthermore, where the public unit trust also qualifies as a MIT, the public

unit trust will lose its MIT status if it does not engage in “wholly eligible investment business” at

any time during an income year. This is an annual test. While FLT may seek professional advice

111

to ensure that its relevant Australian unit trusts should only engage in “wholly eligible investment

business”, there is no assurance that the Australian Taxation Office (“ATO”) will not take a different

view.

To qualify as an MIT and to enjoy preferential Australian withholding tax rates, there are several

conditions that must be met and among other requirements, no individual (who is not a resident

of Australia) can directly or indirectly hold, control or have the right to acquire an interest of 10.0%

or more in FLT (and therefore, the HAUT) at any time during the income year.

Notwithstanding the Unit Ownership Limit and the Forfeiture Mechanism, the HAUT may not

qualify for MIT treatment in the event that a Foreign Resident Individual has an interest in excess

of the Unit Ownership Limit that is not remedied by the Forfeiture Mechanism, for example, if a

Foreign Resident Individual holds Units through multiple Unitholders. FLT will monitor investor

percentage holdings to determine whether this requirement is met in respect of each year in which

the HAUT wishes to qualify as an MIT notwithstanding the Unit Ownership Limit and the Forfeiture

Mechanism. Where the HAUT does not qualify for MIT treatment, the distributions would be

subject to Australian tax at 30.0% (where the unitholder is a company) or 47.0% (where the

unitholder is a trust). This will have an adverse impact on the income of FLT which will in turn

impact the income available for distribution to the Unitholders.

RISKS RELATING TO INVESTING IN REAL ESTATE

There are general risks attached to investments in real estate.

Investments in real estate and therefore the income generated from FLT’s properties are subject

to various risks, including but not limited to:

• adverse changes in political or economic conditions;

• adverse local market conditions (such as over-supply of properties or reduction in demand

for properties in the market in which FLT operates);

• the financial condition of tenants;

• the availability of financing such as changes in availability of debt or equity financing, which

may result in an inability by FLT to finance future acquisitions on favourable terms or at all;

• changes in interest rates and other operating expenses;

• changes in environmental laws and regulations, zoning laws and other governmental laws,

regulations and rules and fiscal policies (including tax laws and regulations);

• environmental claims in respect of real estate;

• changes in market rents;

• changes in energy prices;

• changes in the relative popularity of real estate which are predominantly used for logistics or

industrial purposes1 and locations leading to an oversupply of space or a reduction in

customer demand for a particular type of industrial property in a given market;

1 Such real estate assets used for “logistics” or “industrial” purposes also include office components ancillary to the

foregoing purposes.

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• competition among industrial property owners for tenants which may lead to vacancies or an

inability to rent space on favourable terms;

• inability to renew leases or re-let space as existing leases expire;

• inability to collect rents from tenants on a timely basis or at all due to bankruptcy or

insolvency of the tenants or otherwise;

• insufficiency of insurance coverage or increases in insurance premiums;

• increases in the rate of inflation;

• inability of the facility managers to provide or procure the provision of adequate maintenance

and other services;

• defects affecting FLT’s properties which need to be rectified, or other required repair and

maintenance of FLT’s properties, leading to unforeseen capital expenditure;

• the relative illiquidity of real estate investments;

• fluctuation in the value of the real estate;

• considerable dependence on cash flows for the maintenance of, and improvements to, FLT’s

properties;

• increased operating costs, including real estate taxes;

• any defects or illegal structures that were not uncovered by physical inspection or due

diligence review;

• management style and strategy of the REIT Manager;

• the attractiveness of FLT’s properties to current and potential tenants;

• the cost of regulatory compliance;

• ability to rent out properties on favourable terms; and

• power supply failure, acts of God, wars, terrorist attacks, uninsurable losses and other

factors.

Many of these factors may cause fluctuations in occupancy rates, rental rates or operating

expenses, causing a negative effect on the value of real estate and income derived from real

estate. The annual valuation of FLT’s properties will reflect such factors and as a result may

fluctuate upwards or downwards. The capital value of FLT’s real estate assets may be significantly

diminished in the event of a sudden downturn in real estate market prices or the Australian

economy, which may adversely affect the financial condition of FLT.

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FLT may be adversely affected by the illiquidity of real estate investments.

FLT’s investment strategy of principally investing globally, directly or indirectly, in a diversified

portfolio of income-producing real estate assets which are predominantly used for logistics or

industrial purposes1, whether wholly or partially, as well as such industrial real estate-related

assets, with an initial focus on Australia, involves a higher level of risk as compared to a portfolio

which has a more diverse range of investments. Real estate investments are relatively illiquid and

such illiquidity may affect FLT’s ability to vary its investment portfolio or liquidate part of its assets

in response to changes in economic, property market or other conditions. FLT may be unable to

sell its assets on short notice or may be forced to give a substantial reduction in the price that may

otherwise be sought for such assets in order to ensure a quick sale. FLT may face difficulties in

securing timely and commercially favourable financing in asset-based lending transactions

secured by real estate due to the illiquid nature of real estate assets. These factors could have an

adverse effect on FLT’s financial condition and results of operations, with a consequential adverse

effect on FLT’s ability to deliver expected distributions to Unitholders.

FLT’s ability to make distributions to Unitholders may be adversely affected by increases

in direct expenses and other operating expenses.

FLT’s ability to make distributions to Unitholders apart from the several circumstances set out

below could be adversely affected if direct expenses and other operating expenses increase (save

for such expenses which FLT is not responsible for pursuant to the lease) without a corresponding

increase in revenue.

Factors which could lead to an increase in expenses include, but are not limited to, the following:

• increase in property tax assessments and other statutory charges;

• change in statutory laws, regulations or government policies which increase the cost of

compliance with such laws, regulations or policies;

• change in direct or indirect tax policies, laws or regulations;

• increase in sub-contracted service costs;

• increase in labour costs;

• increase in repair and maintenance costs;

• increase in the rate of inflation;

• defects affecting, or environmental pollution in connection with, FLT’s properties which need

to be rectified;

• increase in insurance premiums; and

• increase in cost of utilities.

The rate of increase in rentals (if any) of FLT’s properties may be less than the inflation rate.

The rate of increase in rentals (if any) of FLT’s properties may be less than the inflation rate and

therefore an investment in FLT may not provide an effective hedge against inflation.

1 Such real estate assets used for “logistics” or “industrial” purposes also include office components ancillary to the

foregoing purposes.

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RISKS RELATING TO AN INVESTMENT IN THE UNITS

The form of payment of the Management Fee will have an impact on the distribution per

Unit.

The amount of distribution available to Unitholders is affected by the form of payment of the

Management Fee. If the REIT Manager elects to receive the payment of the Management Fee in

the form of cash, the amount of distribution available for distribution to Unitholders will be affected.

Similarly, if the REIT Manager elects to receive the payment of the Management Fee in the form

of Units, the distribution will be distributed to a larger number of Units.

FLT’s ability to make distributions is dependent on the financial position of the SPVs

holding FLT’s properties. FLT may not be able to make distributions to Unitholders or the

level of distributions may fall.

In order for the REIT Trustee to make distributions from the income of FLT’s properties, FLT has

to rely on the receipt of dividends, interests or repayments (where applicable) from the SPVs

holding FLT’s properties. There can be no assurance that these SPVs will have sufficient revenue,

profits and cash in any future period to pay dividends, pay interest or make repayments.

The level of revenue, distributable profits or reserves of the SPVs available to pay dividends, pay

interest or make repayments may be affected by a number of factors including, among other

things:

• their respective business and financial positions;

• the availability of distributable profits;

• sufficiency of cash flows received by the SPVs from FLT’s properties;

• applicable laws and regulations which may restrict the payment of dividends by the SPVs;

• operating losses incurred by the SPVs in any financial year;

• losses arising from a revaluation of FLT’s properties. Such losses may become realised

losses which would adversely affect the level of realised profits from which the SPVs may

distribute dividends;

• changes in accounting standards (including standards in respect of depreciation policies

relating to real estate investment properties), taxation laws and regulations, laws and

regulations in respect of foreign exchange and repatriation of funds, corporation laws and

regulations in respect of statutory reserves required to be maintained) in the jurisdictions in

which the SPVs are located;

• potential onshore tax and/or legal liabilities through investing in the SPVs; and

• the terms of agreements to which the SPVs are, or may become, a party to.

In addition, no assurance can be given as to FLT’s ability to pay or maintain distributions or that

the level of distributions will increase over time.

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FLT may not be able to comply with the conditions of the Singapore income tax exemption

granted under Section 13(12) of the Income Tax Act.

Tax exemption is granted under Section 13(12) of the Income Tax Act on certain foreign-sourced

income received in Singapore by the trustee of a Singapore REIT or its wholly-owned Singapore

resident subsidiary companies. Where tax exemption under Section 13(12) of the Income Tax Act

is granted and the relevant conditions for the tax exemption are met, such foreign-sourced income

will not be subject to Singapore income tax in the hands of the trustee of the REIT or its

wholly-owned Singapore resident subsidiary companies when received in Singapore.

In the context of FLT and FLT Australia Pte. Ltd., the IRAS has confirmed that tax exemption under

Section 13(12) of the Income Tax Act will apply to taxable income distributions and/or interest

income (except for those originating from receipts, if any, derived from the Contingent Rental

Support Arrangements) that FLT and FLT Australia Pte. Ltd. will receive from the HAUT in respect

of the Enlarged Portfolio.

The Section 13(12) tax exemption is subject to certain conditions being met, including:

• the foreign taxable income distributions and interest income being subject to tax in Australia

and Australia’s headline tax rate remaining at least 15.0%;

• the trustee of FLT and FLT Australia Pte. Ltd. must be able to track, and will track, the source

of the foreign taxable income distributions and interest income received in Singapore;

• the foreign taxable income distributions and interest income being received by FLT and FLT

Australia Pte. Ltd. in accordance with the scenario as described in the declaration forms and

the letter submitted to the IRAS for purposes of availing of the exemption;

• specifically with respect to FLT Australia Pte. Ltd., the full amount of the foreign taxable

income distributions received in Singapore, less incidental expenses associated with the

remittance, must be distributed to FLT;

• the trustee of FLT and FLT Australia Pte. Ltd. being tax residents of Singapore for the year

of assessment relating to the basis period during which the foreign taxable income

distributions and interest income are received in Singapore; and

• the foreign properties from which the foreign taxable income distributions and interest

income originate continue to be beneficially owned, directly or indirectly, by the trustee of FLT

and FLT Australia Pte. Ltd. as of the date the foreign income is received in Singapore or until

the date of disposal of such foreign properties.

If FLT and FLT Australia Pte. Ltd. are unable to comply with the aforesaid conditions, the tax

liability of FLT may be increased which in turn could affect the amount of distribution to

Unitholders.

(See “Taxation – Singapore Taxation” and Appendix D, “Independent Taxation Report” for further

details.)

Market and economic conditions may affect the market price and demand for the Units.

Movements in domestic and international securities markets, economic conditions, foreign

exchange rates and interest rates may affect the market price of, and demand for, the Units.

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An increase in market interest rates may have an adverse impact on the market price of the Units

if the annual yield on the price paid for the Units gives investors a lower return as compared to

other investments.

The issue of Units under the Offering will be at a premium to FLT’s NAV. The NAV per Unit

may also be diluted if further issues are priced below the then current NAV per Unit.

On the Listing Date, the Offering Price will be at a premium of 2.7% to the NAV per Unit.

The Trust Deed contemplates new issues of Units, the offering price for which may be above, at

or below the then current NAV per Unit. The DPU may be diluted if new Units are issued and the

use of proceeds from such issue of Units generates insufficient cash flows to cover the dilution.

Where new Units, including Units which may be issued to the REIT Manager in payment of the

REIT Manager’s management, acquisition and/or divestment fees, are issued at less than the NAV

per Unit, the then current NAV of each existing Unit may be diluted.

FLT may be affected by the introduction of new or revised legislation, regulations,

guidelines or directives affecting REITs.

FLT may be affected by the introduction of new or revised legislation, regulations, guidelines or

directives affecting REITs. There is no assurance that such new or revised legislation, regulations,

guidelines or directives will not adversely affect REITs in general or FLT specifically.

Specifically, REITs in Singapore enjoy certain tax exemptions or concessions and some of these

are granted for a specified period of time. These tax exemptions or concessions, whether or not

for a specified period of time, are or may be subject to review by the Singapore Government. For

example, REITs listed on the SGX-ST are currently exempt from taxation on certain foreign

income derived in respect of foreign properties acquired on or before 31 March 2020. The foreign

income exemption regime may not be extended, and if so, foreign income derived by FLT in

respect of foreign properties acquired after 31 March 2020 may be subject to Singapore income

tax. Another example is the GST remission which allows, subject to conditions, a REIT to claim

back input GST on its business expenses incurred on or before 31 March 2020, even if it is not

GST-registered or not eligible for GST registration. If this GST remission is not subsequently

extended, FLT will not be able to claim GST incurred on its expenses if it continues not to be

eligible for GST registration. There is no assurance that the Singapore Government will continue

to grant the tax exemption or concessions currently available to REITs indefinitely or renew them

upon their expiry. A removal of any or all of these tax exemptions or concessions may result in

increased tax costs to FLT and accordingly will have an adverse impact on its financial condition

and results of operations.

(See “Taxation – Singapore Taxation” and Appendix D, “Independent Taxation Report” for further

details.)

Foreign Unitholders may not be permitted to participate in future rights issues or

entitlements offerings by FLT.

The Trust Deed provides that, the REIT Manager may, in its absolute discretion, elect not to

extend an offer of Units under a rights issue to those Unitholders whose addresses, as registered

with CDP, are outside Singapore. The rights or entitlements to the Units to which such Unitholders

would have been entitled will be offered for sale and sold in such manner, at such price and on

such other terms and conditions as the REIT Manager may determine, subject to such other terms

and conditions as the REIT Trustee may impose. The proceeds of any such sale will be paid to the

Unitholders whose rights or entitlements have been so sold, provided that where such proceeds

117

payable to the relevant Unitholders are less than S$10.00, the REIT Manager is entitled to retain

such proceeds as part of the Deposited Property. The holding of the relevant holder of the Units

may be diluted as a result of such sale.

The actual performance of FLT, the IPO Properties and/or the Call Option Properties could

differ materially from the forward-looking statements in this Prospectus.

This Prospectus contains forward-looking statements regarding, among others, forecast and

projected distribution levels for the Forecast Period 2016 and the Projection Year 2017. These

forward-looking statements are based on a number of assumptions which are subject to

uncertainties and contingencies which are outside of the REIT Manager’s control (see “Profit

Forecast and Profit Projection – Assumptions” for further details).

FLT’s revenue is dependent on a number of factors including the receipt of rent from FLT’s

properties. This may adversely affect FLT’s ability to achieve the forecast and projected

distributions as events and circumstances assumed may not occur as expected, or events and

circumstances may arise which are not anticipated.

No assurance is given that the assumptions will be realised and the actual distributions will be as

forecast and projected.

Property yield on real estate to be held by FLT is not equivalent to distribution yield on the

Units.

Generally, property yield depends on net property income and is calculated as the amount of

revenue generated by FLT’s properties, less the expenses incurred in maintaining, operating,

managing and leasing FLT’s properties compared against the current value of FLT’s properties.

Distribution yield on the Units, however, depends on the distributions payable on the Units, after

taking into account other expenses including (i) taxes, (ii) interest costs for the debt facilities, (iii)

the REIT Manager’s management fees and the REIT Trustee’s fee and (iv) other operating costs

including administrative fees of FLT, as compared with the purchase price of the Units.

The Unaudited Consolidated Pro Forma Financial Information contained in this Prospectus

is not necessarily indicative of the future performance of FLT.

The Unaudited Consolidated Pro Forma Financial Information contained in this Prospectus is not

necessarily indicative of the future performance of FLT. (See “Unaudited Consolidated Pro Forma

Financial Information” for further details.)

This will make it more difficult for investors to assess FLT’s likely future performance. There is no

assurance that FLT’s properties will be able to generate sufficient revenue for FLT to make

distributions to Unitholders or that such distributions will be in line with those set out in “Profit

Forecast and Profit Projection”.

The REIT Manager is not obliged to redeem Units.

Unitholders have no right to request the REIT Manager to redeem their Units while the Units are

listed on the SGX-ST. Unitholders may only deal in their listed Units through trading on the

SGX-ST. Accordingly, apart from selling their Units through trading on the SGX-ST, Unitholders

may not be able to realise their investments in Units.

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If the Units are de-listed from the SGX-ST and are unlisted on any other Recognised Stock

Exchange (as defined herein), the REIT Manager may, but is not obliged to, repurchase or cause

the redemption of Units more than once a year in accordance with the Property Funds Appendix

and a Unitholder has no right to request for the repurchase or redemption of Units more than once

a year.

The Units have never been publicly traded and the listing of the Units on the Main Board of

the SGX-ST may not result in an active or liquid market for the Units.

There is no public market for the Units prior to the Offering and an active public market for the

Units may not develop or be sustained after the Offering. The REIT Manager has received a letter

of eligibility from the SGX-ST to have the Units listed and quoted on the Main Board of the

SGX-ST. However, listing and quotation does not guarantee that a trading market for the Units will

develop or, if a market does develop, the liquidity of that market for the Units. Prospective

Unitholders must be prepared to hold their Units for an indefinite length of time.

There is no assurance that the Units will remain listed on the SGX-ST.

Although it is intended that the Units will remain listed on the SGX-ST, there is no guarantee of

the continued listing of the Units. Among other factors, FLT may not continue to satisfy the listing

requirements. Accordingly, Unitholders will not be able to sell their Units through trading on the

SGX-ST if the Units are no longer listed on the SGX-ST.

Certain provisions of the Take-Over Code could have the effect of discouraging, delaying

or preventing a merger or acquisition which could adversely affect the market price of the

Units.

Under the Take-Over Code, an entity is required to make a mandatory offer for all the Units not

already held by it and/or parties acting in concert with it (as defined by the Take-Over Code) in the

event that an increase in the aggregate unitholdings of it and/or parties acting in concert with it

results in the aggregate unitholdings crossing certain specified thresholds.

While the Take-Over Code seeks to ensure an equality of treatment among Unitholders, its

provisions could substantially impede the ability of Unitholders to benefit from a change in control

and, as a result, may adversely affect the market price of the Units and the ability to realise any

potential change of control premium.

The price of the Units may decline after the Offering.

The Offering Price of the Units is determined by agreement between the REIT Manager and the

Joint Bookrunners. The Offering Price will be at a premium of 2.7% to FLT’s NAV per Unit as at

the Listing Date and may not be indicative of the market price for the Units upon completion of the

Offering. The trading price of the Units will depend on many factors, including, but not limited to:

• the perceived prospects of FLT’s business and investments and the market for industrial or

logistics assets or assets related to the foregoing;

• differences between FLT’s actual financial and operating results and those expected by

investors and analysts;

• changes in analysts’ recommendations or projections;

• changes in general economic or market conditions;

• the market value of FLT’s assets;

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• the perceived attractiveness of the Units against those of other equity or debt securities,

including those not in the real estate sector;

• the balance of buyers and sellers of the Units;

• the size and liquidity of the Singapore REIT market from time to time;

• any changes from time to time to the regulatory system, including the tax system, both

generally and specifically in relation to Singapore REITs;

• the ability on the REIT Manager’s part to implement successfully its investment and growth

strategies;

• foreign exchange rates; and

• broad market fluctuations, including increases in interest rates and weakness of the equity

and debt markets.

Units may trade at prices that are higher or lower than the NAV per Unit. To the extent that FLT

retains operating cash flows for investment purposes, working capital reserves or other purposes,

these retained funds, while increasing the value of FLT’s underlying assets, may not

correspondingly increase the market price of the Units. Any failure to meet market expectations

with regards to future earnings and cash distributions may adversely affect the market price for the

Units.

Where new Units are issued at less than the market price of Units, the value of an investment in

Units may be affected. In addition, Unitholders who do not, or are not able to, participate in the

new issuance of Units may experience a dilution of their interest in FLT.

The Units are not capital-safe products. There is no guarantee that Unitholders can regain the

amount invested. If FLT is terminated or liquidated, investors may lose a part or all of their

investment in the Units.

Third parties may be unable to recover in claims brought against the REIT Manager as the

REIT Manager is not an entity with significant assets.

Third parties, in particular, Unitholders, may in the future have claims against the REIT Manager

in connection with the carrying on of its duties as manager of FLT (including in relation to the

Offering and this Prospectus).

Under the terms of the Trust Deed, the REIT Manager is indemnified from the Deposited Property

against any actions, costs, claims, damages, expenses or demands to which it may be put as the

manager of FLT unless occasioned by the fraud, gross negligence, wilful default or breach of the

Trust Deed by the REIT Manager. In the event of any such fraud, gross negligence, wilful default

or breach, only the assets of the REIT Manager itself and not the Deposited Property would be

available to satisfy a claim.

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USE OF PROCEEDS

ISSUE PROCEEDS

The REIT Manager intends to raise gross proceeds of S$1,268.4 million (A$1,255.8 million) from

the Offering, the issuance of the Sponsor Subscription Units, the TCCG Units and the Cornerstone

Units.

FLT will not receive any proceeds from the exercise of the Over-Allotment Option granted by the

Unit Lender.

The REIT Manager also intends to draw down on the Listing Date A$426.0 million (S$430.3

million) from the Loan Facilities.

The total cash proceeds raised from the Offering, the Sponsor Subscription Units, the TCCG Units

and the Cornerstone Units, as well as the amount drawn down from the Loan Facilities (the “Total

Issue Proceeds”), will be used towards the following:

• consideration for the purchase price of the IPO Properties;

• payment of the related acquisition costs of the IPO Properties, including stamp duties

payable;

• payment of Unit issuance and debt-related costs; and

• working capital for financing of capital expenditure, incentives and corporate expenses.

The following table, included for the purpose of illustration, sets out the intended sources and

applications of the Total Issue Proceeds based on the Offering Price (assuming that the

Over-Allotment Option is not exercised).

Source(1)

Amount

Application(1)

Amount

(A$’000)(1) (S$’000) (A$’000) (S$’000)(1)

Offering 459,759 464,356 Acquisition of the

IPO Properties(2)

1,578,232 1,594,014

Cornerstone Units 434,299 438,642 Working capital 37,441 37,816

Loan Facilities 426,000 430,260 Transaction costs(3) 66,152 66,814

Sponsor Subscription Units 282,560 285,386

TCCG Units 79,207 80,000

Total 1,681,825 1,698,644 Total 1,681,825 1,698,644

Notes:

(1) Based on the exchange rate of A$1.00: S$1.01.

(2) Given that the IPO Properties are being transferred in separate phases prior to the listing of the Sponsor Initial Unit,

FLT will be acquiring the IPO Properties by way of promissory notes issued by the Sub-Trusts in favour of the

relevant FPA vendor entities. The proceeds from the Offering, issuance of the Cornerstone Units, Sponsor Units and

TCCG Units will be utilised to discharge the obligations under the promissory notes.

(3) Transaction costs include stamp duties and Victorian Conversion Duty of approximately A$29.3 million (S$29.6

million) and expenses incurred in relation to the acquisition of the IPO Properties, transaction costs of A$29.1 million

(S$29.3 million) for the Offering and upfront debt-related transaction costs of A$7.8 million (S$7.9 million) for the

Loan Facilities, where appropriate.

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The REIT Manager will make periodic announcements on the utilisation of the net proceeds from

the Offering, the Sponsor Subscription Units, the TCCG Units and the Cornerstone Units via

SGXNET as and when such funds are materially utilised. Updates on the actual use of such

proceeds will be disclosed in the annual report of FLT.

LIQUIDITY

As at the Listing Date, FLT will have a cash balance of approximately A$36.9 million (S$37.3

million). The REIT Manager believes that this cash balance, in addition to the expected cash flow

from operations and the undrawn amounts from the RCF will be sufficient for FLT’s working capital

requirements over the next 12 months following the Listing Date.

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OWNERSHIP OF THE UNITS

EXISTING UNITS

On 30 November 2015, FLT, formerly known as Frasers Industrial Trust, was constituted as a

private trust and one unit in FLT was issued to APL as trustee of APT at the issue price of S$1.00.

No other Units have been issued as at the date of this Prospectus.

UNITS TO BE ISSUED TO THE SPONSOR

On the Listing Date, separate from the Offering, 320,657,999 Units at the Offering Price

(representing approximately 22.5% (assuming the Over-Allotment Option is not exercised in full)

of the total number of Units in issue immediately after completion of the Offering) will be issued

to APL as trustee of APT.

UNITS TO BE ISSUED TO TCC GROUP INVESTMENTS LIMITED

On the Listing Date, separate from the Offering, 89,887,000 Units (representing approximately

6.3% of the total number of Units in issue immediately after completion of the Offering) will be

issued to TCCG.

PRINCIPAL UNITHOLDERS AND THEIR HOLDINGS

The total number of Units in issue immediately after the completion of the Offering will be

1,425,150,000 Units.

The following table sets out the principal Unitholders and their holdings after the Offering and the

issuance of the Sponsor Subscription Units, the TCCG Units and Cornerstone Units, based on the

Offering Price:

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Units inissue

immediatelybefore the

issue of theOffering ofthe Units

Units in issue afterthe Offering

(assuming that theOver-Allotment Option

is not exercised)

Units in issue afterthe Offering

(assuming that theOver-Allotment Option

is exercised in full)

(%) (%) (%)

Frasers Centrepoint Limited(1) 1 100.0 320,658,000 22.5 292,155,000 20.5

TCCG(2) 89,887,000 6.3 89,887,000 6.3

Co

rners

ton

eIn

vesto

rs

AEW Asia Pte Ltd – – 14,606,000 1.0 14,606,000 1.0

Affin Hwang Asset ManagementBerhad – – 56,179,000 3.9 56,179,000 3.9

Asdew Acquisitions Pte Ltd – – 33,707,000 2.4 33,707,000 2.4

B&I Capital AG – – 22,471,000 1.6 22,471,000 1.6

BlackRock Funds – – 24,269,000 1.7 24,269,000 1.7

DBS Bank Ltd. – – 28,089,000 2.0 28,089,000 2.0

DBS Bank Ltd. (on behalf ofcertain banking clients) – – 22,470,000 1.6 22,470,000 1.6

JF Asset Management Limited – – 38,202,000 2.7 38,202,000 2.7

Lion Global Investors Limited – – 56,179,000 3.9 56,179,000 3.9

Meren Pte Ltd – – 22,471,000 1.6 22,471,000 1.6

Morgan Stanley InvestmentManagement Company – – 61,797,000 4.3 61,797,000 4.3

Nikko Asset Management AsiaLimited – – 17,002,000 1.2 17,002,000 1.2

NTUC Income InsuranceCo-operative Limited – – 22,471,000 1.6 22,471,000 1.6

Nuveen Asset Management, LLC – – 28,000,000 2.0 28,000,000 2.0

Principal Real Estate Investor,LLC – – 44,943,000 3.2 44,943,000 3.2

Public and institutional investors – – 521,749,000 36.6 550,252,000 38.6

TOTAL 1 100.0 1,425,150,000 100.0 1,425,150,000 100.0

Notes:

(1) The Sponsor is deemed interested in the Units held by APL, as trustee of APT, as APT is indirectly wholly-owned

by the Sponsor. Each of InterBev Investment Limited, International Beverage Holdings Limited, Thai Beverage

Public Company Limited, TCC Assets Limited, Siriwana Co., Ltd., Maxtop Management Corp., Risen Mark

Enterprised Ltd., Golden Capital (Singapore) Limited, MM Group Limited, Charoen Sirivadhanabhakdi and Khunying

Wanna Sirivadhanabhakdi is deemed interested in the Units held by the Sponsor based on their respective

shareholdings (direct or indirect) as at the Latest Practicable Date.

(2) TCCG is a BVI company that is owned equally by Atinant Bijananda, Thapana Sirivadhanabhakdi, Wallapa Traisorat,

Thapanee Techajareonvikul and Panote Sirivadhanabhakdi in equal proportions. As each of them holds 20.0% of the

issued share capital of TCCG, they are each deemed interested in TCCG’s direct interest in the Units.

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LOCK-UPS

The Sponsor, APL, TCCG and each of the shareholders of TCCG (being Atinant Bijananda,

Thapana Sirivadhanabhakdi, Wallapa Traisorat, Thapanee Techajareonvikul and Panote

Sirivadhanabhakdi) have each agreed to (i) a lock-up arrangement during the First Lock-up Period

in respect of its direct and indirect effective interest in the Lock-up Units; and (ii) a lock-up

arrangement during the Second Lock-up Period in respect of its direct and indirect effective

interest in 50.0% of the Lock-up Units, subject to certain exceptions.

Save for DBS Bank Ltd. in respect of its own investment, the Cornerstone Investors are not

subject to any lock-up restrictions in respect of their Unitholdings. DBS Bank Ltd. has agreed to

a lock-up arrangement during the First Lock-Up Period in respect of its interest in the DBS

Cornerstone Units (as defined herein) held by it, subject to certain exceptions. For the avoidance

of doubt, the Units held by DBS Bank Ltd. (on behalf of certain private banking clients) will not be

subject to any lock-up restrictions.

The REIT Manager has also undertaken not to offer, issue or contract to issue any Units, and the

making of any announcements in connection with any of the foregoing transactions, during the

First Lock-up Period, subject to certain exceptions.

(See “Plan of Distribution – Lock-up Arrangements” for further details.)

SUBSCRIPTION BY THE CORNERSTONE INVESTORS

In addition, concurrently with, but separate from the Offering, each of the Cornerstone Investors

has entered into a subscription agreement to subscribe for an aggregate of 492,856,000 Units at

the Offering Price conditional upon the Underwriting Agreement having been entered into, and not

having been terminated, pursuant to its terms on or prior to the Settlement Date.

Information on the Cornerstone Investors

AEW Asia Pte Ltd

AEW Asia Pte Ltd (“AEW”), in its capacity as investment advisor, has entered into a cornerstone

subscription agreement with the REIT Manager on behalf of various clients. AEW and its affiliates

actively manage direct and listed property in North America, Europe and Asia, with primary offices

in Boston, Los Angeles, London, Paris, Singapore and Hong Kong.

Affin Hwang Asset Management Berhad

Affin Hwang Asset Management Bhd (“Affin Hwang AM”) was incorporated in Malaysia on 2 May

1997 under the Companies Act 1965 and began its operations under the name Hwang-DBS Unit

Trust Berhad in 2001. In early 2014, Affin Hwang AM was acquired by the Affin Banking Group

(“Affin”) and hence, is now supported by a major Malaysian financial services conglomerate. Affin

has over 38 years of experience in the financial industry focusing on commercial, Islamic and

investment banking services, money broking, fund management and underwriting of life and

general insurance. Additionally, Affin Hwang AM is also 30.0% owned by Nikko Asset Management

Asia Limited, a wholly-owned subsidiary of Tokyo-based Nikko Asset Management Co. Ltd, a

leading independent Asian investment management franchise.

Affin Hwang AM’s core business is providing fund management services to corporates,

institutions, pension funds, government-linked companies, high net worth individuals and retail

investors via its stable of institutional/wholesale funds, private mandates, cash management

solutions, portfolio management services, unit trust funds and private retirement schemes. As at

30 April 2016, Affin Hwang AM manages over 450 private mandates (individuals and corporates)

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and has a stable of 95 funds (of which 44 are unit trust funds and 51 are wholesale funds) with

over 55,000 clients. Additionally, Affin Hwang AM also offers five Private Retirement Schemes

funds to cater for individuals retirement needs. Affin Hwang AM offers a wide range of unit trust

products and investment solutions comprising conventional equities, balanced, bond, money

market, capital guaranteed, capital protected, global, structured and feeder funds, as well as

Shariah-compliant equity, Islamic money market instruments and Islamic fixed income funds. Affin

Hwang AM’s Shariah investment solutions are made available through its wholly-owned subsidiary

and Islamic investment arm, Asian Islamic Investment Management Sdn. Bhd. (AIIMAN).

Since its inception in 2001, Affin Hwang AM has achieved an exponential growth in its total assets

under management (“AUM”). As at 30 April 2016, the total AUM, comprising in-house unit trust

funds as well as corporate and discretionary portfolios stood at approximately RM34.2 billion.

Asdew Acquisitions Pte Ltd

Asdew Acquisitions Pte Ltd is an investment company incorporated in Singapore in 1999 which is

predominantly owned by Mr Wang Yu Huei. It invests mostly in listed equities, fixed income

products and real estate products. Mr Wang was previously a director of Kim Eng Holdings Ltd

from 1995 to 2004 and an independent director of Enzer Corporation Ltd from 2001 to 2005. When

he was a stockbroker, he was also director of Kim Eng Securities Pte. Ltd. from 1992 to 1997.

B&I Capital AG

B&I Capital AG is an asset manager of collective investment schemes and is regulated by FINMA

(Swiss Financial Market Supervisory Authority). The company was founded in 2007 with the

primary goal to give institutional investors a means to replicate the risk-adjusted returns of

multi-class commercial real estate ownership, predominantly via the REIT market. B&I Capital AG,

with research capabilities in Asia via its wholly-owned Singapore-based subsidiary, manages

several Asian REIT funds and mandates for institutional investors predominantly in Europe.

BlackRock Funds

BlackRock Global Funds – ASEAN Leaders Fund, DC Pacific Growth Fund, BlackRock Global

Funds – Asia Pacific Equity Income Fund, BlackRock Global Funds – Pacific Equity Fund,

BlackRock Institutional Equity Funds – Pacific, BlackRock Pacific Fund Inc., and Wirral

Metropolitan Borough Council (in its capacity as the Administering Authority of the Merseyside

Pension Fund) are funds and accounts (“BlackRock Funds”) under management by the

investment management subsidiaries of BlackRock, Inc..

DBS Bank Ltd.

DBS Bank Ltd. is a leading financial services group in Asia, with over 280 branches across 18

markets. Headquartered and listed in Singapore, DBS Bank Ltd. has a growing presence in the

three key Asian axes of growth: Greater China, Southeast Asia and South Asia. The bank’s capital

position, as well as “AA-” and “Aa1” credit ratings, is among the highest in Asia-Pacific. DBS Bank

Ltd. has been recognised for its leadership in the region, having been named “Asia’s Best Bank”

by The Banker, a member of the Financial Times group, and “Best Bank in Asia-Pacific” by Global

Finance. The bank has also been named “Safest Bank in Asia” by Global Finance for seven

consecutive years from 2009 to 2015.

DBS Bank Ltd. (on behalf of certain banking clients)

As of December 2015, the private banking business of DBS Bank Ltd. has total AUM of

approximately S$97 billion. DBS Bank Ltd. is a leading financial services group in Asia, with over

280 branches across 18 markets. The bank’s capital position, as well as “AA-” and “Aa1” credit

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ratings, is among the highest in Asia-Pacific. DBS Bank Ltd. has been recognised as “Asia’s Best

Bank” by The Banker, a member of the Financial Times group, and “Best Managed Bank in

Asia-Pacific” by The Asian Banker. The bank has also been named “Safest Bank in Asia” by Global

Finance for seven consecutive years from 2009 to 2015. The bank has entered into the

cornerstone subscription agreement, on behalf of certain of its private banking clients, to

subscribe for the Units. The Units will be held in custody by DBS Nominees (Pte) Ltd, on behalf

of such clients. DBS Nominees (Pte) Ltd acts as a custodian for these Units and does not have

a beneficial interest in the Units allotted under the cornerstone subscription agreement.

JF Asset Management Limited

The Asia Pacific equity investment arm of J.P. Morgan Asset Management – the Emerging Markets

& Asia Pacific Group – has a network of investment professionals based in the region and

manages US$90.0 billion (as at 31 October 2015) for investors around the globe.

Lion Global Investors Limited

Lion Global Investors Limited (“Lion Global Investors”), acting solely in its capacity as

investment manager for and on behalf of its clients, entered into a cornerstone subscription

agreement with the REIT Manager. Lion Global Investors, one of the largest asset management

companies in Southeast Asia, is 70.0% owned by Great Eastern Holdings Limited and 30.0%

owned by Orient Holdings Private Limited, a wholly-owned subsidiary of Oversea-Chinese

Banking Corporation Limited. As of 31 March 2016, Lion Global Investors employed 141 full-time

employees, of which, the investment team comprises over 50 portfolio managers, analysts and

traders. Lion Global Investors’ core competency is in managing Asian fixed income, Asian equity

and Asian multi-asset strategies (absolute and relative basis) for institutional and retail investors.

With S$38.6 billion of AUM (as of 31 March 2016), Lion Global Investors’ clients include

government, government-linked corporations, companies, charitable organisations and individual

investors.

Meren Pte Ltd

Meren Pte Ltd is a wholly-owned subsidiary of Metro Holdings Ltd, an SGX-listed company. The

Metro group’s core businesses are in property development and investment, and retail. The

group’s key markets are the People’s Republic of China, Indonesia and Singapore.

Morgan Stanley Investment Management Company

Morgan Stanley Investment Management Company is a company incorporated in Singapore and

is ultimately wholly-owned by Morgan Stanley. Morgan Stanley Investment Management

Company manages and invests on behalf of client accounts of Morgan Stanley Investment

Company and that of its affiliates. Morgan Stanley Investment Management Company, together

with its investment advisory affiliates, has more than 590 investment professionals around the

world and $405.0 billion in AUM or assets under supervision as of 31 March 2016.

Nikko Asset Management Asia Limited

Nikko Asset Management Asia Limited (“Nikko Asset Management”) is positioning itself to be

Asia’s premier global asset manager. The firm offers world-class asset management solutions for

global investors, and has US$153.7 billion (18.49 trillion Japanese yen) in AUM (consolidated

AUM and sub-advisory of Nikko Asset Management and its subsidiaries as of 31 December 2015).

With more than 200 investment professionals (including the employees of Nikko Asset

Management and its subsidiaries), the firm leverages its extensive global resources representing

over 30 nationalities across 11 countries. Headquartered in Asia for over 55 years, Nikko Asset

Management’s vantage point, extending east to west, distinguishes its investment approach.

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NTUC Income Insurance Co-operative Limited

NTUC Income Insurance Co-operative Limited (“NTUC Income”) was established in 1970 to

provide affordable insurance for workers in Singapore. As a social enterprise, it was made

different from the start with a mission to maximise value for customers above profits for

shareholders.

Serving over two million customers with 3.8 million policies, NTUC Income is the top composite

insurer in Singapore, and one of the largest general insurers and health insurance providers. For

the year ended 31 December 2015, NTUC Income’s total AUM was S$32.4 billion. It has a strong

presence in the industry, having attained leadership positions in life, health and general insurance.

NTUC Income’s wide network of financial planners and partners provides insurance products and

services to serve the protection, savings and investment needs of customers across all segments

of society. The organisation actively seeks to create a positive impact in the community through

corporate social responsibility initiatives.

Standard & Poor’s continues to award an AA- rating on NTUC Income’s financial strength. This is

supported by the organisation’s strong business network and good and diversified investment

portfolio which boasts strong liquidity and a satisfactory operating performance.

Nuveen Asset Management, LLC

The Cornerstone Units will be acquired by various investment advisory clients of Nuveen Asset

Management, LLC. Nuveen Asset Management, LLC is an investment adviser registered under

the United States Investment Advisers Act of 1940, as amended, and is organised as a Delaware

limited liability company.

Principal Real Estate Investors, LLC

Principal Real Estate Investors, LLC is a direct wholly-owned subsidiary of Principal Global

Investors, LLC (“Principal”), a Delaware limited liability company with its principal place of

business in Des Moines, Iowa, USA. Principal is a direct wholly-owned subsidiary of Principal Life

Insurance Company. Principal, together with its affiliated asset management companies, had

approximately $379.9 billion in AUM as of 31 December 2015.

SUBSCRIPTION FOR RESERVED UNITS

5,617,000 Units have been reserved under the Placement Tranche for subscription by the

directors, management, employees and business associates of the Sponsor and the REIT

Manager and persons who have contributed to the success of FLT.

(See “Plan of Distribution” for further details.)

SUBSCRIPTION BY THE DIRECTORS OF THE REIT MANAGER

The directors of the REIT Manager (the “Directors”, and each a “Director”) may subscribe for the

Units under the Public Offer and/or the Placement Tranche. Save for the REIT Manager’s internal

policy, which prohibits the Directors from dealing in the Units at certain times, there are no

restrictions on the Directors disposing of or transferring all or any part of their holdings.

(See “The REIT Manager and Corporate Governance – Corporate Governance of the REIT

Manager – Dealings in Units” for further details.)

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SUBSCRIPTION FOR MORE THAN 5.0% OF THE UNITS

To the REIT Manager’s knowledge, as at the Latest Practicable Date, other than the Sponsor and

TCCG, no person intends to subscribe for more than 5.0% of the Units in the Offering. If any

person were to make an application for the Units amounting to more than 5.0% of the Units in the

Offering and were subsequently allotted or allocated such number of Units, the REIT Manager will

make the necessary announcements at an appropriate time. The final allocation of the Units will

be in accordance with the unitholding spread and distribution guidelines as set out in Rule 210 of

the Listing Manual.

RESTRICTION ON OWNERSHIP OF THE UNITS

The Trust Deed contains restrictions on the ownership and transfer of the Units in order for the

HAUT to qualify as a MIT for the purposes of the Australian Taxation Act. Under the Australian

Taxation Act, in order for the HAUT to qualify as a MIT, no Foreign Resident Individual1 is able to

acquire MIT Participation Interests2 in FLT of 10.0% or more.

Accordingly, to ensure that the HAUT continues to qualify as a MIT, Unitholders and all other

persons who are Foreign Resident Individuals are prohibited from directly or indirectly owning in

excess of 9.9% of the outstanding Units, or such other applicable limits on unitholdings under the

Australian Taxation Act which would be necessary for the HAUT to qualify as a MIT, subject to any

increase or waiver pursuant to the terms of the Trust Deed and on the recommendation of the

REIT Manager.

However, pursuant to the Take-Over Exception, a general offer for Units in accordance with Rule

14 or Rule 15, as the case may be, of the Take-Over Code that becomes or is declared

unconditional in all respects or a scheme of arrangement or trust scheme in relation to Units in

accordance with the Take-Over Code that becomes effective in accordance with its terms will not

be subject to the Forfeiture Mechanism. For the avoidance of doubt, without prejudice to the other

provisions in the Trust Deed (including, for example, the foregoing application of the Take-Over

Exception and the application of the Unit Ownership Limit), any separate on and off-market

acquisitions of interests in the Units undertaken by the offeror during the offer period do not fall

within the Take-Over Exception and will be subject to the Forfeiture Mechanism.

Operation of the Forfeiture Mechanism

The Trust Deed provides that Units held directly or indirectly by any person in excess of the Unit

Ownership Limit will be subject to the Forfeiture Mechanism. The Excess Units shall be

automatically forfeited to and held by the Forfeiture Trustee (or held on trust for the Forfeiture

Trustee by the Unitholder from whom the Excess Units are to be forfeited, prior to the legal

transfer of the forfeited Excess Units to the Forfeiture Trustee) on trust and for the benefit of one

or more charitable, philanthropic or benevolent organisation(s) nominated by the REIT Manager.

All voting rights attributable to those Excess Units shall not be exercisable, whether by the

Forfeiture Trustee (or such Unitholder from whom the Excess Units are forfeited and who, prior to

the legal transfer of such Excess Units to the Forfeiture Trustee, holds the Forfeited Units on trust

for the Forfeiture Trustee), save that the Excess Units shall be entitled to all distributions and the

terms of engagement with such Forfeiture Trustee will provide for the Forfeiture Trustee to donate

all such distributions to one or more charitable, philanthropic or benevolent organisation(s)

nominated by the REIT Manager.

1 “Foreign Resident Individuals”, as defined under Australian tax laws, refers to individuals who are not tax resident

in Australia.

2 “MIT Participation Interests” means, in respect of a person, directly or indirectly, the greater of (a) his holdings in

Units, or the right to acquire, interests representing a percentage of the value of the interests in the Trust; or (b) his

control of, or the ability to control, a percentage of the rights attaching to membership interests in the Trust; or (c)

his right to receive a percentage of any distribution of income that the Trust may make.

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The Unitholder whose Excess Units are the subject of forfeiture shall have no right to vote or

receive distributions arising from such Excess Units. That is, the Unitholder will be deemed to

have held the forfeited Excess Units (and any distributions received in respect of the Excess

Units) on trust for the Forfeiture Trustee from the date of forfeiture until the forfeited Excess Units

are legally transferred to the Forfeiture Trustee (who will then hold the Excess Units (and any

distributions received in respect of the Excess Units) on trust and for the benefit of one or more

charitable, philanthropic or benevolent organisation(s) nominated by the REIT Manager).

Any distributions received by the Unitholder prior to the discovery by the REIT Manager that the

Excess Units should have been forfeited shall be held on trust and paid by the recipient of such

distribution to the Forfeiture Trustee upon demand by the REIT Manager and any distribution

authorised but unpaid shall be paid when due to the Forfeiture Trustee and the terms of

engagement with such Forfeiture Trustee will provide for the Forfeiture Trustee donate all

distributions so paid to it to one or more charitable, philanthropic or benevolent organisation(s)

nominated by the REIT Manager as soon as practicable.

FCL will, immediately following the completion of the Offering, hold an aggregate of

approximately 22.5% of the total number of Units (subject to the exercise of the Over-

Allotment Option). Based on FCL’s shareholding structure as at the Latest Practicable Date,

no Foreign Resident Individual will be acquiring MIT Participation Interests in FLT of 10.0%

or more and FCL’s unitholdings as at the Listing Date will not impact the ability of the HAUT

to qualify as a MIT. FCL has been granted an exemption such that the Units held directly or

indirectly by FCL, including the Units held by APL, Units issued to the REIT Manager, the

HAUT Manager, the Australian Property Manager or the Property Manager, as the case may

be, will not be subject to the Forfeiture Mechanism PROVIDED THAT no Foreign Resident

Individual has MIT Participation Interests in excess of the Unit Ownership Limit and the

necessary FIRB Approvals have been obtained.

As soon as reasonably practicable after the Excess Units have been transferred to the Forfeiture

Trustee (and where FLT is listed, no later than 20 days after receiving the Excess Units), the

Forfeiture Trustee shall sell the Excess Units to a person whose ownership of such Excess Units

or MIT Participation Interests in the Units will not cause any Foreign Resident Individual to have

an interest in the Units in excess of the Unit Ownership Limits or violate the ownership limitations

set out herein.

Upon any such sale, the Unitholder from whom the Excess Units are forfeited will receive the

lesser of: (a) the Market Price of the Units on the day the Excess Units are deemed to have been

forfeited; and (b) the proceeds received by the Forfeiture Trustee from the sale or disposition of

the forfeited Excess Units, in each case net of any commissions and expenses, including the costs

and expenses of the Forfeiture Trustee and less any distributions received by the Unitholder in

respect of such Excess Units prior to the disposal of the forfeited Excess Units which are owed

by the Unitholder to the Forfeiture Trustee.

If, prior to the discovery by the REIT Manager that Units are subject to the Forfeiture Mechanism,

such Excess Units are sold by the Unitholder, then such Excess Units shall be deemed to have

been sold on behalf of the Forfeiture Trustee and to the extent that such Unitholder received an

amount in excess of the amount which it would otherwise have been entitled to, such excess shall

be held on trust and paid to the Forfeiture Trustee upon demand by the REIT Manager and when

received, shall in turn be donated to one or more charitable, philanthropic or benevolent

organisation(s) nominated by the REIT Manager.

For the avoidance of doubt, the Forfeiture Mechanism is effective automatically, whether or

not the REIT Manager is aware of the change in ownership or aware of the fact that the Unit

Ownership Limit has been breached and without any requirement for notice by the REIT

Manager. That is, the Unitholder will be deemed to have held the forfeited Excess Units on

trust for the Forfeiture Trustee from the date of forfeiture until the forfeited Excess Units

are legally transferred to the Forfeiture Trustee.

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Unitholders are advised to manage their interests in the Units so as not to breach the Unit

Ownership Limit and trigger the Forfeiture Mechanism.

(See “Important Notice Regarding the Ownership of Units – Restriction on ownership of Units in

excess of 9.9% of the outstanding Units” and “The Formation and Structure of FLT – Restriction

on Ownership of the Units” for further details, including details of the REIT Manager’s rights and

powers in accordance with the Forfeiture Mechanism to grant either retroactive or prospective

waivers.)

OPTIONS ON UNITS

No option to subscribe for the Units has been granted to any of the Directors or to the Chief

Executive Officer or any other key executive officers of the REIT Manager.

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DISTRIBUTIONS

DISTRIBUTION POLICY

One of the primary objectives of FLT is to provide Unitholders with regular, stable and long term

growth in distributions. Distributions will be made on a semi-annual basis. FLT’s distribution policy

is to distribute 100.0% of FLT’s Distributable Income for FP2016 and PY2017 and at least 90.0%

of its Distributable Income thereafter. The actual level of distribution is to be determined at the

REIT Manager’s discretion.

For these purposes, and under the terms of the Trust Deed, the “Distributable Income” for a

financial year is the amount calculated by the REIT Manager (based on the audited financial

statements of FLT for that financial year) as representing the consolidated audited net profit after

tax of FLT and its SPVs for the financial year, as adjusted to eliminate the effects of Adjustments

(as defined below). After eliminating the effects of these Adjustments, the Distributable Income

may be different from the net profit recorded for the relevant financial year.

“Adjustments” means adjustments which are charged or credited to the consolidated audited

profit and loss account of the Trust for the relevant financial year or the relevant distribution period

(as the case may be), including (i) unrealised income, including property revaluation gains, and

reversals of impairment provisions, (ii) deferred tax charges/credits (as deemed appropriate by

the REIT Manager), (iii) negative goodwill, (iv) differences between cash and accounting finance

costs, (v) realised gains/(losses) on the disposal of properties and disposal/settlement of financial

instruments, (vi) the portion of the Management Fee, the Acquisition Fee, Divestment Fee,

Development Management Fee, fees payable to the HAUT Manager and the property

management fees payable to the property manager(s) in respect of the Properties (where

applicable) that is paid or payable, directly or indirectly, in the form of Units, (vii) costs of any

public or other offering of Units or Convertible Instruments that are expensed but are funded by

proceeds from the issuance of such Units or Convertible Instruments, (viii) depreciation and

amortisation in respect of the Properties and their ancillary machines, equipment and other fixed

assets, (ix) adjustment for amortisation of leasing incentives, (x) adjustment for straight lining of

rental increases, and (xi) other non-cash adjustments (as deemed appropriate by the REIT

Manager in consultation with the auditors and/or tax advisers).

The REIT Manager also has the discretion to distribute any additional amounts (including capital).

In determining whether to distribute additional amounts (including capital), the REIT Manager will

consider a range of factors, including, but not limited to, FLT’s funding requirements, its financial

position, its growth strategy, compliance with relevant laws, regulations and covenants, other

capital management considerations, the overall suitability of distributions and prevailing industry

practice.

FREQUENCY OF DISTRIBUTIONS

After FLT has been admitted to the Main Board of the SGX-ST, FLT will make distributions to

Unitholders on a semi-annual basis, with the amount calculated as at 31 March, and 30

September each year for the six-month period ending on each of the said dates. FLT’s first

distribution after the Listing Date will be for the period from the Listing Date to 30 September 2016

and will be paid by the REIT Manager on or before 29 December 2016. Subsequent distributions

will take place on a semi-annual basis as well. Under the Trust Deed, the REIT Manager is

required to pay distributions within 90 days after the end of each distribution period.

132

While the investment strategy of FLT is to hold its investments for the long-term, in the event that

there are gains arising from sales of real properties, and only if such gains are surplus to the

business requirements and needs of FLT, the REIT Manager may, at its discretion, direct the REIT

Trustee to distribute such gains. Such gains, if not distributed, will form part of the Deposited

Property.

FLT’s primary source of liquidity to fund distributions, servicing of debt, payment of property

expenses and capital expenditure will be from the receipts from operations and borrowings, where

appropriate.

FLT’s ability to make distributions will be subject to its available cash flow. Where the cash flow

generated from operations is not sufficient to meet the distributions of FLT, FLT may incur

borrowings for the purpose of funding such distributions. FLT’s ability to borrow is, however,

limited by the Property Funds Appendix. On the other hand, the actual proportion of Distributable

Income distributed to Unitholders beyond PY2017 may be greater than 90.0% if the REIT Manager

believes it to be appropriate, having regard to FLT’s funding requirements, other capital

management considerations and the overall stability of distributions.

Under the Property Funds Appendix, if the REIT Manager declares a distribution that is in excess

of profits, the REIT Manager should certify, in consultation with the REIT Trustee, that it is satisfied

on reasonable grounds that, immediately after making the distribution, FLT will be able to fulfil,

from the Deposited Property, the liabilities of FLT as they fall due. The certification by the REIT

Manager should include a description of the distribution policy and the measures and assumptions

for deriving the amount available to be distributed from the Deposited Property. The certification

should be made at the time the distribution is declared.

DISTRIBUTION CURRENCY

Distributions will be declared in Singapore dollars. Eligible Unitholders will receive their

distributions in Singapore dollars until such time the REIT Manager announces on SGXNET that

the election of distributions in Singapore dollars or AUD is available to Unitholders. After such

announcement, each eligible Unitholder will continue to receive his distribution in Singapore

dollars unless he elects to receive the relevant distribution in AUD by submitting a “Distribution

Election Notice” by such date as may be announced by the REIT Manager. For the portion of the

distributions to be paid in Singapore dollars, the REIT Manager will make the necessary

arrangements to convert the distributions in AUD into Singapore dollars at such exchange rate as

the REIT Manager may determine, taking into consideration any premium or discount that may be

relevant to the cost of exchange. CDP, the REIT Manager, the REIT Trustee or FLT shall not be

liable for any loss arising from the conversion of distributions payable to Unitholders from AUD into

Singapore dollars. Save for approved depository agents (acting as nominees of their customers),

each Unitholder may elect to receive his entire distribution in AUD or Singapore dollars, upon

availability of this election, and shall not be able to elect to receive distributions in a combination

of AUD and Singapore dollars. The REIT Manager will announce on SGXNET when the election

of distributions in Singapore dollars or AUD is available to Unitholders, which is expected to be

available for the first distribution, which will be in respect of the period from the Listing Date to 30

September 2016, will be paid by the REIT Manager on or before 29 December 2016.

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EXCHANGE RATE INFORMATION AND EXCHANGE CONTROLS

EXCHANGE RATE INFORMATION

The following table set forth, for the period from 2012 to the Latest Practicable Date, information

concerning the exchange rates between Australian dollars and Singapore dollars (in Singapore

dollars per Australian dollar).

The exchange rates were based on the average between the bid and offer rates of the currency

as obtained from Bloomberg L.P.(1). No representation is made that the respective foreign

currency amounts actually represent such Singapore dollar amounts or could have been or could

be converted into Singapore dollars at the rates indicated, at any other rate, or at all. The

exchange rates set out below are historical rates for illustrative purposes only and no

representation is made regarding any trends in exchange rates.

Period ended

Singapore dollar per Australian dollar(1)

Average High Low

2012 1.2940 1.3560 1.2452

2013 1.2103 1.3054 1.1177

2014 1.1428 1.1832 1.0645

2015 1.0332 1.0952 0.9842

December 2015 1.0209 1.0333 1.0112

January 2016 1.0045 1.0284 0.9879

February 2016 1.0029 1.0146 0.9875

March 2016 1.0298 1.0388 1.0049

April 2016 1.0344 1.0492 1.0152

May 2016 1.0019 1.0278 0.9912

Note:

(1) Source: Bloomberg L.P.. Bloomberg L.P. has not provided its consent, for the purposes of Section 249 of the SFA

(read with Section 302(1) of the SFA), to the inclusion of the information extracted from the relevant report published

by it and therefore is not liable for such information under Sections 253 and 254 of the SFA (read with Section 302(1)

of the SFA). While the REIT Manager has taken reasonable action to ensure that the information from the relevant

report published by Bloomberg L.P. is reproduced in its proper form and context, and that the information is extracted

accurately and fairly, neither the REIT Manager nor any other party has conducted an independent review of the

information contained in such report or verified the accuracy of the contents of the relevant information.

134

EXCHANGE CONTROLS

Australia

There are no foreign exchange controls in Australia that restrict the payment of cash dividends or

capital amounts by the HAUT to FLT. However, where A$10,000 of physical currency or e-currency

is transferred out of Australia or an entity accepts or sends an instruction for funds or property to

be transferred into or out of Australia, reporting obligations may apply under the Anti-Money

Laundering and Counter-Terrorism Financing Act 2006 (Cth). There are also broad prohibitions

covering a range of activities relating to making funds, assets or financial services available,

directly or indirectly, to a person or entity that is either itself subject to Australian sanctions or is

controlled by a person subject to Australian sanctions. There are two main types of Australian

sanction laws:

• Those that the Australian government implements in response to resolutions by the United

Nations Security Council which are contained in the Charter of the United Nations Act 1945

(Cth); and

• Those that the Australian government imposes independently of the United Nations Security

Council which are contained in the Autonomous Sanctions Act 2011 (Cth). The Criminal Code

Act 1995 (Cth) also creates offences for funding, supporting and associating with a terrorist

organisation. These prohibiting laws may affect dealings in Australia.

135

CAPITALISATION AND INDEBTEDNESS

The following table sets forth the pro forma capitalisation of FLT as at the Listing Date and after

application of the total proceeds from the Offering and the issuance of the Sponsor Units, the

TCCG Units and Cornerstone Units, based on the Offering Price, and the expected drawdowns

under the Loan Facilities. The information in the table below should be read in conjunction with

“Use of Proceeds”.

CAPITALISATION1

(A$’000) (S$’000)

Total debt 426,000 430,260

Unitholders’ funds 1,255,825 1,268,384

Total Capitalisation 1,681,825 1,698,644

INDEBTEDNESS

As at the Listing Date, FLT will have in place unsecured bank facilities obtained in Australian

dollars from DBS Bank Ltd., Citibank N.A., Singapore Branch, Oversea-Chinese Banking

Corporation Limited and United Overseas Bank Limited (the “Lenders”) comprising the Term Loan

Facilities and the RCF. The Term Loan Facilities comprises the following A$ tranches:

(i) a three-year loan facility of A$170.0 million;

(ii) a four-year loan facility of A$160.0 million;

(iii) a five-year loan facility of A$90.0 million,

and the RCF consists of a five-year revolving credit facility of A$200.0 million (the Term Loan

Facilities and the RCF are collectively, the “Loan Facilities”).

The interest payable on the Loan Facilities is on a floating rate basis. The Loan Facilities will be

partially drawn down on the Listing Date.

The Loan Facilities agreement contains covenants which are typical for financings of such nature.

The material covenants require, inter alia, that:

(i) FLT shall maintain an interest coverage ratio of not less than 1.5 to 1;

(ii) the consolidated unitholders’ fund shall be not less than S$800,000,000; and

(iii) the ratio of consolidated total borrowings to consolidated total assets will not exceed the

aggregate leverage limit prescribed under the Property Funds Appendix.

The financial covenants will be tested on a semi-annual basis.

As at the Listing Date, FLT will have in place a working capital facility of A$12.0 million (the

“Working Capital Facility”).

1 Based on the exchange rate of A$1.00: S$1.01.

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The Term Loan Facilities and A$6.0 million of the RCF will be used to partially finance the

acquisition of the IPO Properties. Accordingly, an amount of A$194.0 million will remain undrawn

from the RCF. This undrawn amount from the RCF will be available to be used to finance the

acquisition of the Call Option Properties if the Call Option Acquisitions1 proceeds.

As at the Listing Date, FLT is expected to have gross borrowings of A$426.0 million (S$430.3

million) with an Aggregate Leverage of 25.7%. FLT intends to enter into interest rate swaps to

convert at least 50.0% of the variable rate Term Loan Facilities into fixed interest rates.

1 The Call Option Acquisitions are structured on an individual property basis and not on a portfolio basis and the

decision to exercise any one or more “call options” is at the discretion of FLT, taking into account the interests of

Unitholders. Accordingly, investors should be aware that there is no certainty that FLT will elect to acquire any of or

all three Call Option Properties.

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UNAUDITED CONSOLIDATED PRO FORMA FINANCIAL INFORMATION

The following tables present the Unaudited Consolidated Pro Forma Financial Information based

on the Offering Price, assuming that the Over-Allotment Option is fully exercised.

The Independent Reporting Auditor, Ernst & Young LLP, have reported on the Unaudited

Consolidated Pro Forma Financial Information and their report is included in Appendix B,

“Independent Reporting Auditor’s Report on the Unaudited Consolidated Pro Forma Financial

Information”. The Unaudited Consolidated Pro Forma Financial Information has been prepared for

illustrative purposes only on the basis of the assumptions and accounting policies set out in

Appendix C, “Unaudited Consolidated Pro Forma Financial Information”, and should be read

together with these assumptions and accounting policies.

UNAUDITED CONSOLIDATED PRO FORMA STATEMENTS OF TOTAL RETURN

FY2013 FY2014 FY2015

1Q

FY2015

1Q

FY2016

A$’000 A$’000 A$’000 A$’000 A$’000

Gross Revenue(1) 100,726 100,992 111,023 25,568 30,716Property operating expenses (15,584) (17,534) (18,721) (4,326) (4,784)

Net Property Income 85,142 83,458 92,302 21,242 25,932

REIT Manager’s management fees (7,788) (7,966) (8,736) (1,998) (2,356)Trustees’ fees (161) (171) (181) (43) (49)Other trust expenses(2) (12,864) (2,400) (3,716) (1,050) (1,050)Finance costs – – (4,050) (91) (2,494)Fair value adjustments to

investment properties(3) (36,167) (10,883) (14,275) (2,670) (3,362)

Total return for the year/

period before tax 28,162 62,038 61,344 15,390 16,621

Tax expenses (9,658) (9,586) (10,830) (2,485) (3,062)

Total return for the year/

period after tax 18,504 52,452 50,514 12,905 13,559

Tax related and other adjustments(4) 50,660 15,836 21,381 3,719 5,283

Income available for distribution

to Unitholders 69,164 68,288 71,895 16,624 18,842

Notes:

(1) Gross Revenue comprises gross rental income and recoverable outgoings. Gross rental income comprises rental

income and straight lining rental adjustments. (See “Management’s Discussion and Analysis of Financial Condition

and Results of Operations” for further information.)

(2) FY2013 includes Victorian Conversion Duty of A$2.2 million and units issue costs of A$8.3 million charged to the

Unaudited Consolidated Pro Forma Statements of Total Return. In FY2015, it includes Victorian Conversion Duty of

A$1.3 million.

(3) Transaction costs on acquisition of the IPO Properties, straight lining rental adjustments and leasing incentives

incurred are capitalised in investment properties. As it is assumed that there will be no change to the fair value of

investment properties as at each balance sheet date, the amounts capitalised to investment properties during each

of the financial years and the three-month periods have been charged to fair value adjustments to investment

properties in the Unaudited Consolidated Pro Forma Statements of Total Return.

(4) Tax-related and other adjustments. (See “Management’s Discussion and Analysis of Financial Condition and Results

of Operations” for further information.)

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UNAUDITED CONSOLIDATED PRO FORMA BALANCE SHEETS

As at

30 September 2015

As at

31 December 2015

A$’000 A$’000

Non-current assets

Investment properties 1,604,039 1,604,039

Other non-current assets(1) 7,650 7,650

Total non-current assets 1,611,689 1,611,689

Current assets

Cash and cash equivalents 36,076 36,879

Other debtors and other current assets(2) 7,590 7,319

Total current assets 43,666 44,198

Total assets 1,655,355 1,655,887

Current liabilities

Other payables 6,225 6,757

Total Current Liabilities 6,225 6,757

Non-current liabilities

Other non-current payables 7,650 7,650

Borrowings 418,200 418,200

Total non-current liabilities 425,850 425,850

Total liabilities 432,075 432,607

Net assets attributable to Unitholders 1,223,280 1,223,280

Notes:

(1) This comprises the amount due from FPA under the Incentive Reimbursement Arrangement of A$7.7 million payable

after one year.

(2) This includes the amount due from FPA under the Incentive Reimbursement Arrangement of A$2.7 million payable

within one year.

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UNAUDITED CONSOLIDATED PRO FORMA CASH FLOW STATEMENTS

FY2015 1Q FY2016

A$’000 A$’000

Operating activities

Total return for the year/period before tax 34,140 16,621

Adjustments for:

Straight lining rental adjustment (7,096) (1,750)

Effects of recognising leasing incentives on a straight line

basis over the lease term (7,611) (2,623)

Amortisation of leasing incentives capitalised 2,407 1,055

REIT Manager’s management fees paid/payable in

Units(1) 8,736 2,356

Finance costs 4,050 2,494

Fair value adjustments to investment properties(2) 39,306 3,362

Operating income before working capital changes 73,932 21,515

Changes in working capital:

Other receivables (15,240) –

Other payables 13,875 –

Cash generated from operations 72,567 21,515

Taxes paid (5,320) (3,075)

Net cash generated from operating activities 67,247 18,440

Investing activities

Purchase of investment properties (1,578,232) –

Stamp duty paid on purchase of investment properties (25,807) –

Net cash used in investing activities (1,604,039) –

Financing activities

Proceeds from issue of Units 1,255,825 –

Units issue costs (29,056) –

Proceeds from borrowings(3) 426,000 –

Payment of upfront debt-related transaction costs (7,800) –

Distributions paid to Unitholders (35,948) (35,948)

Interest paid (3,682) (2,286)

Net cash generated from/(used in) financing activities 1,605,339 (38,234)

Net increase/(decrease) in cash and cash equivalents 68,547 (19,794)

Cash and cash equivalents at beginning of year/period – 68,547

Cash and cash equivalents at end of year/period 68,547 48,753

Notes:

(1) The REIT Manager has elected to receive 100% of the Base Fee and Performance Fee in the form of Units.

(2) Transaction costs on acquisition of the IPO Properties, straight lining rental adjustments and leasing incentives

incurred are capitalised in investment properties. As it is assumed that there will be no change to the fair value of

investment properties as at 30 September 2015 and 31 December 2015, the amounts capitalised to investment

properties during FY2015 and 1Q FY2016 have been charged to fair value adjustments to investment properties in

the Unaudited Consolidated Pro Forma Statements of Total Return.

(3) This was utilised for the acquisition of the IPO Properties.

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion should be read in conjunction with the Unaudited Consolidated Pro

Forma Financial Information and notes thereto included elsewhere in this Prospectus. Statements

contained in this “Management’s Discussion and Analysis of Financial Condition and Results of

Operations” that are not historical facts may be forward-looking statements. Such statements are

subject to certain risks, uncertainties and assumptions which could cause actual results to differ

materially from those forecasted and projected. Under no circumstances should the inclusion of

such information herein be regarded as a representation, warranty or prediction with respect to the

accuracy of the underlying assumptions by the REIT Manager, the REIT Trustee, the Sponsor, the

Joint Global Coordinators, the Joint Bookrunners or any other person, nor that these results will

be achieved or are likely to be achieved. (See “Forward-looking Statements” and “Risk Factors”

for further details.) Recipients of this Prospectus and all prospective investors in the Units are

cautioned not to place undue reliance on these forward-looking statements.

The Unaudited Consolidated Pro Forma Financial Information has been prepared for illustrative

purposes only, and is based on certain assumptions after making certain adjustments to show

what:

(i) the Unaudited Consolidated Pro Forma Statements of Total Return for each of the three

years ended 30 September 2013, 30 September 2014 and 30 September 2015, and each of

the three-month periods ended 31 December 2014 and 31 December 2015 would have been

if the Offering, the acquisition of the IPO Properties, the Loan Facilities, the fee

arrangements for the REIT Manager, the REIT Trustee, the HAUT Manager, the HAUT

Trustee and the Australian Property Manager as set out in “Overview – Certain Fees and

Charges” (the “Fee Arrangements”) had occurred on or were effective on 1 October 2012,

or date of acquisition of the IPO Properties, if later, under the same terms as set out in the

Prospectus;

(ii) the Unaudited Consolidated Pro Forma Balance Sheets as at 30 September 2015 and

31 December 2015 would have been if the Offering, the acquisition of the IPO Properties, the

Loan Facilities and the Fee Arrangements had occurred on or were effective on 30

September 2015 and 31 December 2015, respectively under the same terms as set out in the

Prospectus; and

(iii) the Unaudited Consolidated Pro Forma Cash Flow Statements for the year ended 30

September 2015 and the three-month period ended 31 December 2015 would have been if

the Offering, the acquisition of the IPO Properties, the Loan Facilities and the Fee

Arrangements had occurred on or were effective on 1 October 2014, or date of acquisition,

if later, under the same terms as set out in the Prospectus.

The Unaudited Consolidated Pro Forma Financial Information is not necessarily indicative of the

results of the operations or the financial position that would have been attained had the Offering,

the acquisition of the IPO Properties, the Loan Facilities and the Fee Arrangements actually

occurred in the relevant periods. The Unaudited Consolidated Pro Forma Financial Information,

because of its nature, may not give a true or accurate picture of FLT’s actual profit or loss or

financial position.

The following discussion and analysis of the financial condition and results of operations is based

on and should be read in conjunction with the Unaudited Consolidated Pro Forma Financial

Information and related notes thereto, which are included elsewhere in this Prospectus.

141

(See Appendix B, “Independent Reporting Auditor’s Report on the Unaudited Consolidated Pro

Forma Financial Information” and Appendix C, “Unaudited Consolidated Pro Forma Financial

Information”, for further details.)

GENERAL BACKGROUND

FLT is a Singapore REIT established with the investment strategy of principally investing globally,

directly or indirectly, in a diversified portfolio of income-producing real estate assets which are

predominantly used for logistics or industrial purpose1 , whether wholly or partially, as well as such

industrial2 real estate-related assets in connection with the foregoing, with an initial focus on

Australia.

Details of the IPO Portfolio and the Enlarged Portfolio

As at the Listing Date, the IPO Portfolio comprises 51 Properties located in Australia. In addition,

FLT has entered into three separate Call Option Agreements pursuant to which FLT will be granted

“call options” to acquire up to three Call Option Properties. With the completion of the Call Option

Acquisitions, FLT’s portfolio, comprising the IPO Portfolio and the three Call Option Properties

(collectively, the Enlarged Portfolio3 will comprise 54 Properties (see “Overview” for further

details)). A brief overview of the details of the IPO Portfolio and the Enlarged Portfolio is set out

below:

IPO Portfolio Enlarged Portfolio

Number of Properties 51 54

Appraised Value A$1,584.6 million A$1,711.4 million

Purchase Consideration A$1,578.2 million A$1,704.0 million(1)

GLA (sq m) 1,156,825 1,227,565

Occupancy 98.3% 98.4%

WALE 6.9 years 7.4 years

Portfolio Age 6.1 years 5.6 years

Note:

(1) Based on the Agreed Price for the Call Option Properties.

(See “Business and Properties – Certain Information on the Properties” for details of each

Property.)

FACTORS AFFECTING FLT’S RESULTS OF OPERATIONS

Gross Revenue

Gross Revenue comprises gross rental income and recoverable outgoings. Gross rental income

comprises rental income and straight lining rental adjustments.

1 Such real estate assets used for “logistics” or “industrial” purposes also include office components ancillary to the

foregoing purposes.

2 References to real estate assets used for “industrial” purposes in this Prospectus means real estate assets used

for “industrial” or “logistics” purposes interchangeably.

3 Based on the assumption that FLT exercises the “call options” in respect of all three Call Option Properties in

accordance with the terms of the Call Option Agreements.

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The following will affect the rental income:

• the rental rates are determined based on multiple factors including the location of the

industrial property, technical and environmental sustainability specifications installed, the

size of the property, and market conditions;

• built in rental adjustments at either an agreed fixed rate or based on the CPI-linked increment

for the lease term;

• leasing incentives1 such as rent free periods, rental rebates, cash incentives and fit-outagreed with tenants for a new tenancy document or renewal of an existing tenancydocument;

• downtime relating to the period required to refurbish or make improvements to a propertybefore leasing; and

• occupancy rates of the various investment properties.

The existing tenancies of the IPO Portfolio have built-in rental adjustments at either an agreedfixed rate or based on CPI for the duration of the lease term which provides organic growth for FLT.There are also rent review provisions which will provide for FLT to adjust the rental rates to be inline with the prevailing market. These mechanisms for rent adjustments or market reviews providea hedge against cost increases and inflation.

Gross Revenue in the Unaudited Consolidated Pro Forma Statement of Total Return is presentedin accordance with Financial Reporting Standard 17 (“FRS 17”) whereby all lease revenues overa lease term are required to be brought to account on a straight line basis. Therefore, foraccounting and reporting purposes, after initial recognition of a lease, a straight lining rentaladjustment is made such that the rental income will remain constant over the period of the lease.The tenancy arrangement may however contain a rental adjustment component and therefore therental income which is received in cash may increase year-on-year. Gross rental income is basedon contracted rents received under the respective tenancy documents and recognised on astraight line basis over the committed term of the lease.

The table below sets out a simplified illustrative example of how straight lining rental adjustmentworks.

Illustration Year 1 Year 2 Year 3 Year 4 Year 5

A$ A$ A$ A$ A$

Annual gross rental income

assuming 3% fixed increment 120,000 123,600 127,308 131,127 135,060

Average annual gross rental

income during five-year lease

term 127,419 127,419 127,419 127,419 127,419

Increase/(decrease) in annual

gross rental income 7,419 3,819 111 (3,708) (7,641)

1 For the avoidance of doubt, these lease incentives are distinct from the incentives reimbursed under the Incentive

Reimbursement Arrangements (which are in respect of incentives already contractually made available or granted

to the existing tenants by FPA and which are outstanding as at the date the relevant IPO Properties are acquired

by FLT). There will be renewals or new tenancy arrangements post-Listing and any leasing incentives agreed with

such future tenants or in respect of tenancy renewals will be agreed to and granted by FLT (and not FPA) and as

such, will be borne by FLT. Therefore, such leasing incentives agreed to or granted by FLT will have an impact on

Gross Revenue.

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For the avoidance of doubt, the straight lining rental adjustments do not take into account theIncentive Reimbursement Arrangements for the IPO Properties and the funding by FPA of the RentFree Development Incentives under the relevant Incentive Reimbursement Deeds for theDevelopment Properties and (if applicable) the Call Option Properties.

Under FRS 17, the average annual rental income is A$127,419 throughout the term of the lease.Accordingly a straight lining rental adjustment of A$7,419 has to be made to gross rental incomein Year 1 and A$3,819 in Year 2 and so on as illustrated above to obtain the average annual grossrental income under FRS 17. If there are no new leases commencing in the financial period, thestraight lining rental adjustment will decrease year on year as shown in the above illustration. Theaggregate of the straight lining rental adjustments over the term of the lease is zero.

Lease incentives which may be in the form of rent free periods, rental rebates, cash incentives andfit-outs granted are also recognised on a straight line basis over the term of the lease.

Recoverable outgoings are paid by tenants towards property operating expenses such as land tax,council rates, insurance expenses, general and common area maintenance, utility charges andproperty management fees. The amounts are based on various property operating expenses thatthe tenants have agreed in the tenancy document to reimburse the owner of the Property and maynot cover all costs and expenses payable by FLT in respect of the Property.

Property Operating Expenses

Property operating expenses comprise mainly land tax, ground lease rental, statutory expenses,property management fees and other property operating expenses.

There are certain property related expenses which are not recoverable from the tenants. Theseinclude land tax in respect of certain leases, ground lease rental, certain repairs and maintenanceand certain expenses related to the maintenance of common area in the properties.

Land Tax

Land tax is an annual tax computed based on the taxable value of the land at stepped land taxrates that vary from state to state in Australia. The taxable value of the land is determined by therelevant local government authorities. Land tax surcharge may also be imposed in certaincircumstances, e.g. in Victoria, absentee owner surcharge is levied.

Australian land tax rates and/or thresholds are generally subject to change each year.

Ground Lease Rental

This is paid to the lessor for the Properties which are held leasehold (except in respect of theleasehold interests for the Properties located in Queensland), and is governed by the terms of theindividual ground leases. These ground leases contain fixed annual increases of ground leaserent and regular market reviews.

Statutory Expenses

The statutory expenses include council rates, utility charges and other government levies. Councilrate charges vary based on the schedule of rates charged by the various councils and also basedon the assessed land value.

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Property Management Fee

Properties located in Australia

In respect of the property management services to be provided by the Australian PropertyManager for the Properties of FLT located in Australia under its management (including eachsubsequently acquired property located in Australia which is managed by the Australian PropertyManager), the Australian Property Manager shall be entitled to receive the Agreed PM Fee (asdefined herein) which is computed based on the following formula:

• 1.2% per annum of the PMA Net Property Income1 of each Property; and

• where any Property is not fully leased, A$1,000 per month per Property in the event there isvacant lettable area in such Property2

(the “Agreed PM Fee”).

Property management fees are recoverable outgoings which may be recovered from the tenantsunder certain tenancy documents. In the event that the aggregate property management feesrecovered by the Australian Property Manager from the tenants under the relevant tenancydocuments are less than the Agreed PM Fee, thereby amounting to a shortfall, the AustralianProperty Manager will be entitled to receive from the Deposited Property an amount equivalent tothe shortfall, being the difference between the sum recovered from the tenants and the Agreed PMFee. The property management fees payable by FLT to the Australian Property Manager aretherefore only in respect of the amount of Agreed PM Fee which is not recoverable from thetenants under the relevant tenancy documents as recoverable outgoings.

In the event that the aggregate property management fees recovered by the Australian PropertyManager from the tenants under the relevant tenancy documents is more than the Agreed PMFee, thereby amounting to an excess, no further amounts will be paid to the Australian PropertyManager from the Deposited Property. For the avoidance of doubt, the Australian PropertyManager will be entitled to retain for its own benefit such amounts recovered from the tenantswhich is excess of the Agreed PM Fee.

The property management fees are payable to the Australian Property Manager or its relatednominee in the form of cash or Units or a combination of cash and Units (as the HAUT Managermay elect).

Marketing Services Commission

In respect of the services provided by the Australian Property Manager that secure new leases orrenewals of existing leases for properties of FLT located in Australia, the Australian PropertyManager will be entitled to the following commissions for the marketing services it provides.

1 “PMA Net Property Income” is defined in the Australian Property Management Agreement and means the gross

revenue less property expenses for the relevant fiscal year.

2 Apportioned part monthly if the Property is not fully leased throughout the calendar month.

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New lease

• A one-time commission of 13.0% of the Year 1 PMA Gross Revenue1 derived from therelevant lease.

Renewal of an existing lease

• A one-time commission of 7.0% of the Year 1 PMA Gross Revenue1 derived from the relevantlease.

The above formula is based on a new lease or renewal of an existing lease of a minimum period

of five years. In the event that the term of the new or renewed lease is less than five years, the

leasing fee will be pro-rated based on the lease term.

There will be no double-counting of fees. In the event that a third party agent is employed to

provide the foregoing services, the third party agent will be entitled to such commissions instead

of the Australian Property Manager.

However, an administrative charge of 20.0% of the commission payable to such third party agent

is payable to the Australian Property Manager in the case of a new lease take-up which involves

a third party agent. This administrative charge is meant to compensate the Australian Property

Manager for the marketing support and administrative services which will be rendered.

Other Property Operating Expenses

The other property operating expenses includes mainly insurance, common area expenses such

as cleaning, security, fire protection systems, amortisation of leasing incentives capitalised and

preventive maintenance costs and also ad-hoc repair costs required as a result of breakdown or

damage to equipment.

REIT Manager’s Management Fees

Pursuant to the Trust Deed, the REIT Manager is entitled to a management fee comprising a Base

Fee of 0.4% per annum of the value of the Deposited Property and a Performance Fee of 5.0%

of the Distributable Income of FLT in the relevant financial year (calculated before accounting for

the Performance Fee but after accounting for the Base Fee and adding back Adjustments2 ). For

the avoidance of doubt, straight lining rental adjustments do not impact the Performance Fee

payable to the REIT Manager. This is as straight lining rental adjustments are non-cash in nature

and excluded when computing the amount of Distributable Income.

The REIT Manager’s management fee shall be reduced by the amount of HAUT management fees

payable to the HAUT Manager. Accordingly, there will be no double-counting of the fees paid to

the REIT Manager and the HAUT Manager.

The REIT Manager has been assumed to receive 100.0% of its management fees in the form of

Units for FY2013, FY2014, FY2015, 1Q FY2015 and 1Q FY2016. Where the management fees are

payable in Units, the REIT Manager has assumed that such Units are issued at the Offering Price.

1 “PMA Gross Revenue” is defined in the Australian Property Management Agreement and means the gross revenue

for the relevant fiscal year.

2 See “Distributions – Distribution Policy” for the definition of Adjustments.

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HAUT Manager’s Management Fee

Pursuant to the Investment Management Agreement for the HAUT, the HAUT Manager is entitled

to a management fee comprising a base fee not exceeding the rate of 0.2% per annum of the

gross value of the HAUT’s trust assets and a performance fee not exceeding the rate of 1.5% per

annum of the HAUT’s NPI (after non-cash adjustments1 ) in the relevant financial year.

The HAUT Manager is entitled to recover from the assets of the HAUT all costs, charges and

expenses properly incurred in connection with acting under the Investment Management

Agreement.

For FY2013, FY2014, FY2015, 1Q FY2015 and 1Q FY2016, it is assumed that 100% of the HAUT

Manager’s management fees were paid in Units. Where the management fees are payable in

Units, the HAUT Manager has assumed that such Units are issued at the Offering Price. The

HAUT Management fees are deductible from the REIT Manager’s management fees.

Trustees’ Fees

REIT Trustee’s Fees

The REIT Trustee’s fee is presently charged on a scaled basis of up to 0.015% per annum of the

value of the Deposited Property, subject to a minimum amount of S$15,000 per month, excluding

out-of-pocket expenses and GST in accordance with the Trust Deed. The actual fee payable will

be determined between the REIT Manager and the REIT Trustee from time to time.

HAUT Trustee’s Fee and the Sub-Trust Trustees’ Fees

Pursuant to the HAUT Trust Deed, the HAUT Trustee is entitled to a fee not exceeding 0.025% per

annum of the HAUT’s assets, excluding out-of-pocket expenses and GST. The actual fee payable

will be determined between the HAUT Manager and the HAUT Trustee from time to time.

The HAUT Trustee is also entitled to recover from the property of the HAUT all reasonable

out-of-pocket expenses reasonably and properly incurred in the proper performance of its duties

in relation to the HAUT.

The Sub-Trust Trustees are not paid any fees.

Other Trust Expenses

Other trust expenses comprise operating expenses such as compliance expenses, annual listing

fees, unit registrar fees, audit and tax agent and advisory fees, insurance premium, costs

associated with the preparation and distribution of reports to Unitholders, investor communication

costs and other miscellaneous costs. Other trust expenses also include Victorian Conversion Duty

and units issue costs incurred and expensed in the year that FLT is listed.

1 “Non-cash adjustments” relates to straight lining rental adjustments, lease incentive straight lining adjustments

and other non-cash adjustments.

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Finance Costs

Finance costs includes interest expenses, commitment fees and amortisation of upfront debt-

related transaction costs incurred in relation to the Loan Facilities.

An amount of A$420.0 million and A$6.0 million under the Term Loan Facilities and the RCF,

respectively will be drawn down on the Listing Date for the acquisition of the IPO Portfolio. The

REIT Manager will enter into interest rate derivative hedging instruments to hedge at least 50.0%

of the Term Loan Facilities for the acquisition of the IPO Portfolio. The average interest rate of the

debt financing is approximately 3.4% per annum (excluding upfront debt-related transaction

costs).

Tax Expenses

The tax expenses relate to Australian withholding tax and deferred tax.

Australian withholding tax relates to withholding tax of 10.0% on interest income and 15.0% on

taxable income distributions received by FLT and FLT Australia Pte. Ltd. from the HAUT.

Taxable income distribution is arrived at after deducting allowable expenses including tax

depreciation.

Land is not a depreciating asset for Australian income tax purposes, and therefore no tax

depreciation deduction is available to the Sub-Trusts in respect of land. The Sub-Trusts should be

able to claim annual tax depreciation on (i) the buildings they have acquired based on 2.5% or

4.0% (as the case may be) of the undeducted construction cost taken over from the vendors; and

(ii) the value of the plant and equipment they have acquired over the effective life (generally as

determined by the Commissioner of Taxation) of the respective depreciating assets pursuant to

the diminishing value method. The values of the plant and equipment used for the purposes of

calculating tax depreciation are the same as those provided in the quantity surveyor reports that

the vendors had obtained for the IPO Properties where available (or estimated in the case of the

Development Properties).

Deferred tax is recognised on stamp duty and tax depreciation that were claimed as a deduction

to arrive at the amount of taxable income distribution.

COMPARISON OF FLT’S PERFORMANCE

The following assumptions were used in the preparation of the Unaudited Consolidated Pro Forma

Financial Information for FY2013, FY2014, FY2015, the three-month period ended 31 December

2014 (“1Q FY2015”) and the three-month period ended 31 December 2015 (“1Q FY2016”):

(i) the 37 IPO Properties which were completed as at 1 October 2012 were acquired by FLT on

1 October 2012;

148

(ii) the Schenker Property1 was acquired by FLT in two separate transactions, with the

Completed Schenker Facility acquired in December 2013 and the Schenker Extension

acquired in September 2015 (or December 2015, as the case may be on a pro forma basis).

For the avoidance of doubt, as at the Listing Date, FLT would have acquired the Schenker

Property as a single property; and

(iii) the remaining 13 IPO Properties which were still under development as at 1 October 2012

were acquired by FLT on the earlier of development activities in respect of these IPO

Properties being completed or the tenancies in respect of these IPO Properties commencing.

The details of the assumptions used in the preparation of the Unaudited Consolidated Pro Forma

Financial Results with respect to when the various IPO Properties are acquired during the relevant

periods are set out in the table below:

Number of

Properties

Acquisition

Value

Stamp

Duty

Total

Value

A$’000 A$’000 A$’000

Acquisitions as at 1 October 2012 37 1,066,350 23,600 1,089,950

Acquisitions in FY 2013 1(1) 24,900 1,431 26,331

Total as at 30 September 2013(2) 38 1,091,250 25,031 1,116,281

Acquisitions in FY2014 1(3) 45,200 – 45,200

Total as at 30 September 2014(2) 39 1,136,450 25,031 1,161,481

Acquisitions in 1Q FY 2015 2(4) 30,700 776 31,476

Total as at 31 December 2014(5) 41 1,167,150 25,807 1,192,957

Acquisitions from 1 January 2015

to 30 September 2015 10(3)(4)(6) 411,082 – 411,082

Total as at 30 September 2015(2) 51(7) 1,578,232 25,807 1,604,039

Total as at 31 December 2015(5) 51(7) 1,578,232 25,807 1,604,039

Notes:

(1) On the assumption that the Property located at 30 Flint Street, Inala, Queensland was acquired by FLT in April 2013.

(2) The figures set out in the table above for each of 30 September 2013, 30 September 2014 and 30 September 2015

are for purposes of the preparation of the Unaudited Consolidated Pro Forma Financial Information for FY2013,

FY2014 and FY2015.

(3) For purposes of the Unaudited Consolidated Pro Forma Statements of Total Return, it is assumed that only the

Completed Schenker Facility was acquired by FLT in December 2013. This is despite the Completed Schenker

Facility comprises only one part of the Schenker Property. As at December 2013, the Completed Schenker Facility

and the Schenker Extension are located on two separate adjacent land title lots which has not been consolidated

into a single land title lot.

Development of the Schenker Extension is still ongoing and accordingly, the Schenker Extension is not income

producing. The development of the Schenker Extension is targeted to be completed by July 2016. The Schenker

Extension is assumed to be only acquired in September 2015 (or December 2015, as the case may be on a pro

forma basis) in a separate transaction. (See footnote (6) below.)

1 The Schenker Property comprises the Completed Schenker Facility and the Schenker Extension. The Completed

Schenker Facility and Schenker Extension were formerly located on two separate adjacent land title lots which have

since been consolidated into a single title lot and the Schenker Property will be acquired by FLT as a single property.

As at December 2013, the consolidation of the land title lots had not occurred and development of the Completed

Schenker Facility was completed while development of the Schenker Extension was still ongoing. Accordingly, for

purposes of the Unaudited Consolidated Pro Forma Financial Information, it is assumed that the Schenker Property

will be acquired in two separate transactions with the Completed Schenker Facility acquired in December 2013 and

the Schenker Extension acquired in September 2015.

149

(4) The two IPO Properties which are assumed to be acquired in 1Q FY2015 and the 10 IPO Properties and the

Schenker Extension which are assumed to be acquired from 1 January 2015 to 30 September 2015 collectively,

being 12 IPO Properties acquired during FY2015 in aggregate referred to as the “FY2015 Pro Forma Additions”.

(5) The figures set out in the table above for each of 31 December 2014 and 31 December 2015 are for purposes of

the preparation of the Unaudited Consolidated Pro Forma Financial Information for 1Q FY2015 and 1Q FY2016.

(6) Development of the Mazda Property was completed in April 2016 while development of the CEVA Logistics Property

and the Schenker Extension are expected to be completed by July 2016. However, for purposes of the Unaudited

Consolidated Pro Forma Financial Information, it is assumed that development of the Mazda Property, the CEVA

Logistics Property and the Schenker Extension are completed in September 2015 and the Mazda Property, the

CEVA Logistics Property and the Schenker Extension are acquired in September 2015 (or December 2015, as the

case may be on a pro forma basis).

It is already assumed that the Completed Schenker Facility was acquired in December 2013 in a separate

transaction. (See footnote (3) above). For the avoidance of doubt, as at the Listing Date, FLT would have acquired

the Schenker Property as a single property.

(7) For purposes of the Unaudited Consolidated Pro Forma Balance Sheets as at 30 September 2015 and 31 December

2015, the Mazda Property, the CEVA Logistics Property and the Schenker Extension are assumed to be acquired

on 30 September 2015 and 31 December 2015, respectively.

It was assumed that the proceeds from the issue of Units was applied first for the acquisition of

the 37 completed IPO Properties as at 1 October 2012, payment of the related stamp duties and

for payment of the units issue costs. The Loan Facilities were drawn only when the proceeds from

the issue of Units were fully utilised.

The following table sets out data on the IPO Properties including the total area leased and the

occupancy rates for the period under review as at 30 September of the respective years and as

at 31 December for 1Q FY2015 and 1Q FY2016:

FY2013 FY2014 FY2015

1Q

FY2015

1Q

FY2016

No. of Properties held as at

30 September/31 December 38 39(1) 51(1) 41(1) 51(1)

Total area of the Properties

acquired (sq m) 824,659 840,577 1,156,825 863,869 1,156,825

Total area leased as at

30 September/31 December

(sq m) 764,326 783,434 1,018,627 787,208 1,009,755

Occupancy rate as at

30 September/31 December

(%) 92.7 93.2 97.0(2) 91.1 96.1(2)

Notes:

(1) For purposes of the Unaudited Consolidated Pro Forma Statements of Total Return, it is assumed that only the

Completed Schenker Facility was acquired by FLT in December 2013. This is despite the Completed Schenker

Facility comprises only one part of the Schenker Property. As at December 2013, the Completed Schenker Facility

and the Schenker Extension are located on two separate adjacent land title lots which has not been consolidated

into a single land title lot.

Development of the Schenker Extension is still ongoing and accordingly, the Schenker Extension is not income

producing. The development of the Schenker Extension is targeted to be completed by July 2016. The Schenker

Extension is assumed to be only acquired in September 2015 (or 31 December 2015, as the case may be) in a

separate transaction.

(2) Excludes the Mazda Property where development was completed in April 2016 and the CEVA Logistics Property and

the Schenker Extension where development is targeted to be completed by July 2016. The Mazda Property tenancy

commenced in April 2016 and the tenancies for the CEVA Logistics Property and the Schenker Extension are

expected to commence in July 2016.

150

FY2015 over FY2014

Gross Revenue

Gross Revenue comprises the following:

FY2014 FY2015 Change

A$’000 A$’000 %

Rental income 81,592 90,923 11.4

Straight lining rental adjustments 7,739 7,096 (8.3)

Gross rental income 89,331 98,019 9.7

Recoverable outgoings 11,661 13,004 11.5

Total 100,992 111,023 9.9

Gross rental income accounted for 88.3% and 88.5% of Gross Revenue in FY2015 and FY2014,

respectively.

Rental income for FY2015 of A$90.9 million was 11.4% higher than FY2014. During FY2015, FLT

acquired the FY2015 Pro Forma Additions upon their completion or when the lease term

commenced for a purchase consideration of A$441.8 million. The total area leased as at 30

September 2015 of 1,018,627 sq m had increased by 30.0% over the total area leased of 783,434

sq m as at 30 September 2014. The rental income from these new leases contributed to the

increase in rental income in FY2015. Occupancy as at 30 September 2015 was 97.0% compared

to 93.2% as at 30 September 2014. For FY2015, straight lining rental adjustment1 was A$7.1

million which was 8.3% lower than FY2014. The decrease in the straight lining rental adjustment

by the run-off from the existing leased properties was partially offset by the additions from new

tenancy documents during FY2015.

Recoverable outgoings for FY2015 at A$13.0 million was 11.5% higher than FY2014. This was due

mainly to higher recoverable outgoings as a result of the FY2015 Pro Forma Additions.

Property Operating Expenses

Property operating expenses comprises the following:

FY2014 FY2015 Change

A$’000 A$’000 %

Land tax 3,822 4,196 9.8

Ground lease rental 3,684 4,007 8.8

Statutory expenses 4,389 4,794 9.2

Property management fees 950 1,083 14.0

Other property operating expenses 4,689 4,641 (1.0)

Total 17,534 18,721 6.8

1 Straight lining rental adjustment refers to the adjustment made such that the rental income will remain constant over

the period of the lease (see “Management’s Discussion and Analysis of Financial Condition and Results of

Operations – Factors Affecting FLT’s Results of Operations”).

151

Property operating expenses of A$18.7 million for FY2015 was 6.8% higher than FY2014. The

increase was due mainly to the FY2015 Pro Forma Additions.

Land tax of A$4.2 million for FY2015 was 9.8% higher than FY2014. This was due to the FY2015

Pro Forma Additions.

Ground lease rental of A$4.0 million for FY2015 was 8.8% higher than FY2014. This was due to

the increase in the assessed value of some of the leasehold properties arising from market

reviews.

Statutory expenses of A$4.8 million for FY2015 was 9.2% higher than FY2014. This was due to

the FY2015 Pro Forma Additions.

Property management fees of A$1.1 million for FY2015 was 14.0% higher than FY2014. This was

due to the FY2015 Pro Forma Additions.

Other property operating expenses for FY2015 of A$4.6 million was comparable to FY2014.

Net Property Income

Net Property Income for FY2015 at A$92.3 million was 10.6% higher than FY2014. This was due

to the contributions from the FY2015 Pro Forma Additions and fixed rental increases in the

tenancy documents during FY2015.

REIT Manager’s Management Fees

REIT Manager’s management fees was A$8.7 million in FY2015 or 9.7% higher than FY2014. This

was due mainly to the increase in the value of the Deposited Property arising from the FY2015 Pro

Forma Additions.

Other Trust Expenses

Other trust expenses for FY2015 at A$3.7 million was 54.8% higher than FY2014. Other trust

expenses for FY2015 include Victorian Conversion Duty of A$1.3 million incurred for the FY2015

Pro Forma Additions.

Finance Costs

The REIT Manager utilised A$420.0 million and A$6.0 million of the Term Loan Facilities and the

RCF, respectively at 30 September 2015 for the acquisition of the IPO Properties. Finance costs

were A$4.1 million in FY2015 compared to nil in FY2014 as the Loan Facilities were not utilised

in FY2014.

Fair Value Adjustments to Investment Properties

The fair value adjustments to investment properties in FY2015 was A$14.3 million which was

31.2% higher than FY2014. Transaction costs incurred in relation to the acquisition of the IPO

Properties, straight lining rental adjustments and leasing incentives incurred are capitalised in

investment properties. As it was assumed that there will be no change to the fair value of the

investment properties as at 30 September 2015 and 2014, the amounts capitalised to investment

properties during FY2015 and FY2014 have been charged to fair value adjustments to investment

properties in the Unaudited Consolidated Pro Forma Statements of Total Return.

152

Tax Expenses

Tax expense was A$10.8 million in FY2015 or 13.0% higher than FY2014. This was due to higher

withholding tax on interest income and taxable income distributions.

Income Available for Distribution to Unitholders

As a result of the above factors, income available for distribution to Unitholders was A$71.9 million

in FY2015 or 5.3% higher than FY2014.

The reconciliation of the total return for the year after tax to the income available for distribution

to Unitholders is shown in the table below:

FY2014 FY2015 Change

A$’000 A$’000 %

Total return for the year after tax 52,452 50,514 (3.7)

Fair value adjustments to investment properties 10,883 14,275 31.2

Straight lining rental adjustment (adjusted from

Adjustments) (7,739) (7,096) (8.3)

REIT Manager’s management fees paid/payable

in Units 7,966 8,736 9.7

Deferred tax 4,560 3,479 (23.7)

Amortisation of upfront debt-related transaction

costs – 368 –

Effects of recognising leasing incentives on a

straight line basis over the lease term 166 303 82.5

Victorian Conversion Duty charged to Unaudited

Consolidated Pro Forma Statements of Total

Return – 1,316 –

Tax related and other adjustments 15,836 21,381 35.0

Income available for distribution to

Unitholders 68,288 71,895 5.3

FY2014 over FY2013

Gross Revenue

Gross Revenue comprises the following:

FY2013 FY2014 Change

A$’000 A$’000 %

Rental income 80,216 81,592 1.7

Straight lining rental adjustments 9,392 7,739 (17.6)

Gross rental income 89,608 89,331 (0.3)

Recoverable outgoings 11,118 11,661 4.9

Total 100,726 100,992 0.3

153

Gross rental income accounted for 88.5% and 89.0% of Gross Revenue in FY2014 and FY2013,

respectively. Gross rental income for FY2014 of A$89.3 million was 0.3% lower than FY2013.

Rental income for FY2014 of A$81.6 million was 1.7% higher than FY2013. This was due to the

increase by 2.5% in the total area leased as at 30 September 2014 of 783,434 sq m compared to

the total area leased of 764,326 sq m as at 30 September 2013. Occupancy as at 30 September

2014 was 93.2% compared to 92.7% as at 30 September 2013. Straight lining rental adjustment

refers to the adjustment made such that the rental income will remain constant over the period of

the lease (see “Management’s Discussion and Analysis of Financial Condition and Results of

Operations – Factors affecting FLT’s Results of operations”).

For FY2014, straight lining rental adjustment was A$7.7 million which was 17.6% lower than

FY2013. The decrease in the straight lining rental adjustment by the run-off from the existing

leased properties was partially offset by the additions from new tenancy documents during

FY2014.

Recoverable outgoings for FY2014 was 4.9% higher than FY2013. This was a direct result of

higher property operating expenses incurred.

Property Operating Expenses

Property operating expenses comprises the following:

FY2013 FY2014 Change

A$’000 A$’000 %

Land tax 3,582 3,822 6.7

Ground lease rental 3,395 3,684 8.5

Statutory expenses 3,736 4,389 17.5

Property management fees 919 950 3.4

Other property operating expenses 3,952 4,689 18.6

Total 15,584 17,534 12.5

Property operating expenses for FY2014 at A$17.5 million was 12.5% higher than FY2013.

Land tax of A$3.8 million for FY2014 was 6.7% higher than FY2013. This was mainly due to the

increase in assessed land value of some of the Properties in FY2014.

Ground lease rental of A$3.7 million for FY2014 was 8.5% higher than FY2013. This was mainly

due to the increase in the assessed value of some of the leasehold properties as a result of market

reviews.

Statutory expenses of A$4.4 million for FY2014 was 17.5% higher than FY2013. This was mainly

due to increase in council rates charged by the State of Victoria.

Property management fees of A$1.0 million for FY2014 was 3.4% higher than FY2013. This was

a result of the higher net property income for FY2014 as the Minimum PM Fee was applicable.

154

Other property operating expenses of A$4.7 million was 18.6% higher than FY2013. Included in

other property operating expenses in FY2014 were ad-hoc repairs and maintenance expenses

which were non-recoverable. Also some of the properties were under defects liability period in

FY2013 resulting in lower operating expenses incurred in FY2013.

Net Property Income

As a result of the above factors, Net Property Income for FY2014 was A$83.5 million which was

2.0% lower than FY2013.

REIT Manager’s Management Fees

REIT Manager’s management fees for FY2014 was A$8.0 million or 2.3% higher than FY2013.

This was due mainly to the increase in the value of the Deposited Property arising from the

acquisition of the Completed Schenker Facility in December 2013.

Other Trust Expenses

Other trust expenses for FY2013 include Victorian Conversion Duty of A$2.2 million and units

issue costs of A$8.3 million which were charged to the Unaudited Consolidated Pro Forma

Statements of Total Return.

Fair Value Adjustments to Investment Properties

The fair value adjustments to investment properties in FY2014 and FY2013 were A$10.9 million

and A$36.2 million, respectively. Transaction costs on acquisition of the IPO Properties, straight

lining rental adjustments and leasing incentives incurred are capitalised in investment properties.

As it was assumed that there will be no change to the fair value of the investment properties as

at 30 September 2013 and 2014, the amounts capitalised to investment properties during FY2013

and FY2014 have been charged to fair value adjustments to investment properties in the

Unaudited Consolidated Pro Forma Statements of Total Return.

Tax Expenses

Tax expense was A$9.6 million for FY2014 which was 0.7% lower than FY2013. This was due to

the recognition of lower deferred tax on tax depreciation and stamp duty that were claimed as a

deduction to arrive at the amount of taxable income distribution in FY2014 which was partially

offset by the withholding tax on higher taxable income distribution and interest income in FY2014.

Income Available for Distribution to Unitholders

Income available for distribution to Unitholders was A$68.3 million in FY2014 or 1.3% lower than

FY2013.

155

The reconciliation of the total return for the year after tax to the income available for distribution

to Unitholders is shown in the table below:

FY2013 FY2014 Change

A$’000 A$’000 %

Total return for the year after tax 18,504 52,452 183.5

Fair value adjustments to investment properties 36,167 10,883 (69.9)

Straight lining rental adjustment (adjusted from

Adjustments) (9,392) (7,739) (17.6)

REIT Manager’s management fees paid/payable

in Units 7,788 7,966 2.3

Deferred tax 5,615 4,560 (18.8)

Effects of recognising leasing incentives on a

straight line basis over the lease term 18 166 822.2

Victorian Conversion Duty charged to Unaudited

Consolidated Pro Forma Statements

of Total Return 2,173 – (100.0)

Units issue costs charged to Unaudited

Consolidated Pro Forma Statements of

Total Return 8,291 – (100.0)

Tax related and other adjustments 50,660 15,836 (68.7)

Income available for distribution to

Unitholders 69,164 68,288 (1.3)

1Q FY2016 over 1Q FY2015

Gross Revenue

Gross Revenue comprises the following:

1Q FY2015 1Q FY2016 Change

A$’000 A$’000 %

Rental income 20,927 25,446 21.6

Straight lining rental adjustments 1,650 1,750 6.1

Gross rental income 22,577 27,196 20.5

Recoverable outgoings 2,991 3,520 17.7

Total 25,568 30,716 20.1

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Gross rental income accounted for 88.5% and 88.3% of Gross Revenue in 1Q FY2016 and 1Q

FY2015, respectively. Rental income for 1Q FY2016 of A$25.4 million was 21.6% higher than 1Q

FY2015. During FY2015, FLT acquired the FY2015 Pro Forma Additions upon their completion or

when the lease term commenced for a purchase consideration of A$441.8 million. The total area

leased as at 31 December 2015 of 1,009,755 sq m had increased by 28.3% over the total area

leased of 787,208 sq m as at 31 December 2014. The rental income from these new leases

contributed to the increase in rental income in 1Q FY2016.

Occupancy as at 31 December 2015 was 96.1% as compared to 91.1% as at 31 December 2014.

For 1Q FY2016, straight lining rental adjustment was A$1.8 million which was 6.1% higher than

1Q FY2015. Straight lining rental adjustment refers to the adjustment made such that the rental

income will remain constant over the period of the lease (see “Management’s Discussion and

Analysis of Financial Condition and Results of Operations – Factors Affecting FLT’s Results of

Operations”).

Recoverable outgoings for 1Q FY2016 at A$3.5 million was 17.7% higher than 1Q FY2015. This

was due mainly to higher recoverable outgoings as a result of the FY2015 Pro Forma Additions.

Property Operating Expenses

Property operating expenses comprises the following:

1Q FY2015 1Q FY2016 Change

A$’000 A$’000 %

Land tax 944 997 5.6

Ground lease rental 1,004 1,020 1.6

Statutory expenses 1,044 1,352 29.5

Property management fees 244 324 32.8

Other property operating expenses 1,090 1,091 0.1

Total 4,326 4,784 10.6

Property operating expenses of A$4.8 million for 1Q FY2016 was 10.6% higher than 1Q FY2015.

The increase was due to the acquisition of the FY2015 Pro Forma Additions.

Land tax of A$1.0 million for 1Q FY2016 was 5.6% higher than 1Q FY2015. This was due to the

FY2015 Pro Forma Additions.

Ground lease rental of A$1.0 million for 1Q FY2016 was comparable to 1Q FY2015.

Statutory expenses of A$1.4 million for 1Q FY2016 was 29.5% higher than 1Q FY2015. This was

due to the FY2015 Pro Forma Additions.

Property management fees of A$0.3 million for 1Q FY2016 was 32.8% higher than 1Q FY2015.

This was due to the FY2015 Pro Forma Additions.

Other property operating expenses of A$1.1 million for 1Q FY2016 was comparable to 1Q

FY2015.

157

Net Property Income

Net Property Income for 1Q FY2016 at A$25.9 million was 22.1% higher than 1Q FY2015. This

was due to the contributions from the FY2015 Pro Forma Additions and fixed rental increases in

the tenancy documents during 1Q FY2016.

REIT Manager’s Management Fees

REIT Manager’s management fees for 1Q FY2016 was A$2.4 million or 17.9% higher than 1Q

FY2015. This was due to the increase in the value of the Deposited Property arising from the

FY2015 Pro Forma Additions.

Other Trust Expenses

Other trust expenses for 1Q FY2016 at A$1.1 million was the same as 1Q FY2015.

Finance Costs

The REIT Manager utilised A$420.0 million and A$6.0 million of the Term Loan Facilities and the

RCF, respectively at 31 December 2015 for the acquisition of the IPO Portfolio. A$14.9 million of

the Term Loan Facilities was utilised at 31 December 2014. Finance costs was A$2.5 million for

1Q FY2016 compared to A$0.1 million for 1Q FY2015.

Fair Value Adjustments to Investment Properties

The fair value adjustments to investment properties in 1Q FY2016 was A$3.4 million which was

25.9% higher than 1Q FY2015. Transaction costs on acquisition of the IPO Properties, straight

lining rental adjustments and leasing incentives incurred are capitalised in investment properties.

As it was assumed that there will be no change to the fair value of the investment properties as

at 31 December 2015 and 2014, the amounts capitalised to investment properties during 1Q

FY2016 and 1Q FY2015 have been charged to fair value adjustments to investment properties in

the Unaudited Consolidated Pro Forma Statements of Total Return.

Tax Expenses

Tax expense was A$3.1 million for 1Q FY2016 which was 23.2% higher than 1Q FY2015. This was

due to higher withholding tax on interest income which was partially offset by lower withholding tax

on taxable income distributions.

Income Available for Distribution to Unitholders

As a result of the above factors, income available for distribution to Unitholders was A$18.8 million

in 1Q FY2016 or 13.3% higher than 1Q FY2015.

158

The reconciliation of the total return for the period after tax to the income available for distribution

to Unitholders is shown in the table below:

1Q FY2015 1Q FY2016 Change

A$’000 A$’000 %

Total return for the period after tax 12,905 13,559 5.1

Fair value adjustments to investment properties 2,670 3,362 25.9

Straight lining rental adjustment (adjusted from

Adjustments) (1,650) (1,750) 6.1

REIT Manager’s management fees paid/payable

in Units 1,998 2,356 17.9

Deferred tax 632 1,004 58.9

Amortisation of upfront debt-related transaction

costs 11 208 1,790.9

Effects of recognising leasing incentives on a

straight line basis over the lease term 58 103 77.6

Tax related and other adjustments 3,719 5,283 42.1

Income available for distribution to

Unitholders 16,624 18,842 13.3

Liquidity and Capital Resources

The principal sources of funding for the original acquisition of the IPO Properties have been from

the Offering and the Loan Facilities.

FLT’s primary source of liquidity to fund distributions, servicing of debt, payment of property

operating expenses and capital expenditure will be from the receipts from operations and

borrowings, where appropriate.

As at the Listing Date, FLT will have a cash balance of approximately A$36.9 million as well as the

undrawn RCF of A$194.0 million. The undrawn RCF will be utilised to fund the acquisition of the

Call Option Properties when the REIT Manager exercises its right for the Call Option Acquisition.

The REIT Manager believes that the cash balance in addition to the expected cash flow from

operations will be sufficient for FLT’s working capital requirements over the next 12 months

following the Listing Date.

INDEBTEDNESS

As at the Listing Date, FLT will have in place unsecured Loan Facilities and the Working Capital

Facility.

159

Based on the Unaudited Consolidated Pro Forma Balance Sheet as at 31 December 2015, FLT

has drawn down A$420.0 million and A$6.0 million under the Term Loan Facilities and the RCF,

respectively with an Aggregate Leverage of approximately 25.7%.

The Property Funds Appendix allows FLT to borrow up to 45.0% of the Deposited Property at the

time the borrowing is incurred, taking into account deferred payments (including deferred

payments for assets whether to be settled in cash or in Units).

The REIT Manager intends to employ an appropriate mix of debt and equity in financing

acquisitions of properties and property enhancements. The REIT Manager will also utilise interest

rate hedging strategies, where appropriate, in order to reduce exposure to market volatility.

ACCOUNTING POLICIES

For a discussion of the principal accounting policies of FLT, please see Appendix C, “Unaudited

Consolidated Pro Forma Financial Information”.

160

PROFIT FORECAST AND PROFIT PROJECTION

Statements contained in the Profit Forecast and Profit Projection section that are not historical

facts may be forward-looking statements. Such statements are based on the assumptions set forth

in this section of the Prospectus and are subject to certain risks and uncertainties which could

cause actual results to differ materially from those forecast and projected. Under no

circumstances should the inclusion of such information herein be regarded as a representation,

warranty or prediction with respect to the accuracy of the underlying assumptions by any of FLT,

the REIT Trustee, the Sponsor, the Joint Global Coordinators, the Joint Bookrunners or any other

person, or that these results will be achieved or are likely to be achieved. (See “Forward-looking

Statements” and “Risk Factors” for further details.) Investors in the Units are cautioned not to

place undue reliance on these forward-looking statements which are made only as of the date of

this Prospectus.

None of FLT, the REIT Manager, the REIT Trustee, the Joint Global Coordinators, the Joint

Bookrunners or the Sponsor guarantees the performance of FLT, the repayment of capital

or the payment of any distributions, or any particular return on the Units. The forecast and

projected yields stated in the following table are calculated based on:

• the Offering Price; and

• the assumption that the Listing Date is 1 June 2016.

Such yields will vary accordingly if the Listing Date is not on 1 June 2016, or for investors

who purchase Units in the secondary market at a market price that differs from the Offering

Price.

The following tables show FLT’s forecast and projected consolidated statements of total return for

the IPO Portfolio and the Enlarged Portfolio for the Forecast Period 2016 and Projection Year

2017. The financial year end of FLT is 30 September.

The forecast and projected results for the Forecast Period 2016 and Projection Year 2017 (the

“Profit Forecast and Profit Projection”) may be different to the extent that the actual date of

issuance of Units is other than 1 June 2016, being the assumed date of the issuance of Units for

the Offering. The Profit Forecast and Profit Projection are based on the assumptions set out in

“Profit Forecast and Profit Projection” and have been examined by the Independent Reporting

Auditor, being Ernst & Young LLP, and should be read together with the report set out in Appendix

A, “Independent Reporting Auditor’s Report on the Profit Forecast and Profit Projection”, as well

as the assumptions and the sensitivity analysis set out in “Profit Forecast and Profit Projection”.

161

FORECAST AND PROJECTED CONSOLIDATED STATEMENTS OF TOTAL RETURN FOR THE

IPO PORTFOLIO

Forecast Period 2016

(1 June 2016 to

30 September 2016)

Projection Year 2017

(1 October 2016 to

30 September 2017)

A$’000 A$’000

Gross Revenue 48,846 150,319

Property Operating Expenses (7,577) (24,535)

Net Property Income 41,269 125,784

REIT Manager’s management fees (3,539) (10,784)

Trustees’ fees (72) (217)

Other trust expenses(1) (13,030) (2,400)

Finance costs (5,309) (16,244)

Fair value adjustments to investment properties(2) (29,764) (11,623)

Total (loss)/return for the period/year before tax (10,445) 84,516

Tax expenses (4,449) (13,842)

Total (loss)/return for the period/year after tax (14,894) 70,674

Tax related and other adjustments(3) 44,159 20,322

Income available for distribution to Unitholders 29,265 90,996

Income available for distribution to Unitholders

(S$’000) 28,972 90,086

Offering Price (S$) 0.89 0.89

Number of Units in issue (’000) 1,429,087 1,441,083

Distribution per Unit

(Singapore cents) 2.03 6.25

Distribution yield (%) 6.83(4) 7.02

Notes:

(1) For the Forecast Period 2016, other trust expenses includes Victorian Conversion Duty of A$3.5 million and units

issue costs of A$8.3 million charged to the Consolidated Statements of Total Return for the IPO Portfolio.

(2) Transaction costs on acquisition of the IPO Properties, straight lining rental adjustments and leasing incentives

incurred are capitalised in investment properties. As it is assumed that there will be no change to the fair value of

investment properties as at 30 September 2016 and 30 September 2017, the amounts capitalised to investment

properties during Forecast Period 2016 and Projection Year 2017 have been charged to fair value adjustments to

investment properties in the Consolidated Statements of Total Return for the IPO Portfolio.

(3) Tax-related and other adjustments. (See “Management’s Discussion and Analysis of Financial Condition and Results

of Operations” for further information.)

(4) On an annualised basis.

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PROJECTION FOR THE ENLARGED PORTFOLIO FOR PROJECTION YEAR 2017

The following table sets out the financial effects of the Call Option Acquisitions on the Distributable

Income and Distribution Yield for the Projection Year 2017. The figures for the Enlarged Portfolio

are computed based on the assumption that FLT exercises its “call options” in respect of all three

Call Option Properties in accordance with the terms of the Call Option Agreements and that the

Call Option Acquisitions are completed on 1 October 2016.

Projection Year 2017

(1 October 2016 to 30 September 2017)

(based on the Offering Price)

IPO Portfolio Enlarged Portfolio

Net Property Income (A$’000) 125,784 134,995

Income available for distribution to

Unitholders (A$’000) 90,996 94,657

Distribution Yield (%) 7.02 7.30

A. ASSUMPTIONS

The REIT Manager has prepared the profit forecast of FLT for Forecast Period 2016 and the profit

projection for Projection Year 2017 based on the Offering Price and the assumptions listed below.

The REIT Manager considers these assumptions to be appropriate and reasonable as at the date

of this Prospectus. However, investors should consider these assumptions as well as the profit

forecast and profit projection and make their own assessment of the future performance of FLT.

1. IPO Portfolio Value

The aggregate value of the IPO Portfolio as at Listing Date is A$1,578.2 million (S$1,594.0

million), based on the acquisition price of each IPO Property. The stamp duty incurred for the

acquisition of the IPO Portfolio was A$25.8 million.

2. Gross Revenue

Gross Revenue comprises the gross rental income and recoverable outgoings under the

tenancies. Gross rental income comprises rental income, straight lining rental adjustments

and incentives reimbursement under the Incentive Reimbursement Arrangement.

Forecast Period 2016

(1 June 2016 to

30 September 2016)

Projection Year 2017

(1 October 2016 to

30 September 2017)

A$’000 A$’000

Rental income 36,435 117,618

Straight lining rental adjustments 3,957 10,293

FPA incentives reimbursement 2,735 4,320

Gross rental income 43,127 132,231

Recoverable outgoings 5,719 18,088

Total 48,846 150,319

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Gross Rental Income

The gross rental income for the Forecast Period 2016 and the Projection Year 2017 of A$43.1

million and A$132.2 million, respectively, has been forecast on a property by property basis.

Forecast Period 2016

(1 June 2016 to

30 September 2016)

Projection Year 2017

(1 October 2016 to

30 September 2017)

No. of Properties 51 51

Total area of the Properties (sq m) 1,156,825 1,156,825

Area leased (sq m) 1,137,602 1,146,064

Occupancy rates (%)(1) 98.3 99.1

Average rental adjustment from

previous year (%) 3.2 3.2

Note:

(1) Calculated as at 30 September 2016 and 2017, respectively.

Market rent

In determining the rental income for the IPO Portfolio for the Forecast Period 2016 and the

Projection Year 2017, the REIT Manager has:

(i) computed the gross rental income for the Committed Leases; and

(ii) assessed the market rents for each property as at 31 December 2015 with reference to

base rents for comparable leases that have been recently negotiated, the availability

and the base rents for competing properties, prevailing market conditions, and applied

the assessed market rents to applicable Committed Leases expiring and assumed to be

renewed during the Forecast Period 2016 and the Projection Year 2017.

The existing tenancies of the IPO Portfolio have built-in rental adjustments at either an

agreed fixed rate or based on CPI for the lease term which provide organic growth for FLT.

There are also rent review provisions which will provide for FLT to adjust the rental rates to

be in line with the prevailing market. These mechanisms for rent adjustments for inflation or

market reviews provide a hedge against costs increases and inflation. Fixed rental

adjustments of an average of 3.2% have been forecast in rental income for the Forecast

Period 2016 and Projection Year 2017.

The straight lining rental adjustments for Forecast Period 2016 and Projection Year 2017 are

A$4.0 million and A$10.3 million, respectively. Straight lining rental adjustments refers to the

adjustment to represent the portion of rental income in a reporting period relating to fixed

increases in rental income in future periods (see “Management’s Discussion and Analysis of

Financial Condition and Results of Operations – Factors Affecting FLT’s Results of

Operations”).

The IPO Portfolio includes two Development Properties. The Development Properties

comprise the CEVA Logistics Property and the Schenker Property (in respect of the Schenker

Extension) (which have been fully pre-committed to CEVA Logistics and Schenker,

respectively). The development of the CEVA Logistics Property and the Schenker Property

(in respect of the Schenker Extension) are targeted to be completed by July 2016 and rental

income is assumed to be recognised from completion.

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FPA will be reimbursing FLT for incentives (for example, rent free period and fit out

allowances) which FPA has made available or agreed to grant to the tenants of 14 out of the

51 IPO Properties (based on the tenancy documents and offers as at the respective dates of

the valuation of the IPO Properties).

The aggregate amount reimbursable and the period of reimbursement reflect the aggregate

incentives provided to tenants (such as rent free period and fit out allowances) and the

relevant incentive period under the tenancy documents. The aggregate amount of incentives

which will be funded by FPA under the Incentive Reimbursement Arrangement is A$10.4

million (based on the tenancy documents and offers as at the respective dates of the

valuation of the IPO Properties). FPA will pay the amount due monthly within seven days. The

amount of incentives which will be funded by FPA included in the gross rental income for the

Forecast Period 2016 and the Projection Year 2017 is A$2.7 million and A$4.3 million,

respectively.

The total area leased as at 30 September 2016 of 1,137,602 sq m was an increase of 11.7%

over the total area leased of 1,018,627 sq m as at 30 September 2015. This increased by

0.7% to 1,146,064 sq m as at 30 September 2017 as one vacant tenancy area had been

assumed to be leased from 1 October 2016.

Vacant Lettable Area

The REIT Manager has assumed that the one vacant tenancy area would be leased and will

generate income from October 2016.

Expiring Leases

Two committed leases are expiring in Forecast Period 2016 and Projection Year 2017. The

REIT Manager has assumed that these two expiring leases would be renewed.

Recoverable Outgoings

The recoverable outgoings for Forecast Period 2016 and Projection Year 2017 are forecast

to be A$5.7 million and A$18.1 million, respectively.

The recoverable outgoings are paid by tenants towards property operating expenses such as

land tax, council rates, insurance expenses, general and common area maintenance, utility

charges and property management fees. The recoverable outgoings have been forecast by

the REIT Manager on a property by property basis having regard to the current recoverable

outgoings of the committed leases in the IPO Portfolio and best estimate assumptions for the

vacant lettable areas and the Development Properties. Recoverable outgoings are forecast

to increase in line with the relevant service contracts or at an annual rate of between 2% to

3%.

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3. Property Operating Expenses

Property operating expenses include mainly, land tax, ground lease rental, statutory

expenses, property management fees, and other property operating expenses.

The property operating expenses are as follows:

Forecast Period 2016

(1 June 2016 to

30 September 2016)

Projection Year 2017

(1 October 2016 to

30 September 2017)

A$’000 A$’000

Land tax 1,665 6,053

Ground lease rental 1,405 4,301

Statutory expenses 2,364 7,618

Property management fees 478 1,457

Other property operating expenses 1,665 5,106

Total 7,577 24,535

Land tax based on current rates and land value for Forecast Period 2016 and Projection Year

2017 was A$1.7 million and A$6.1 million, respectively.

Ground lease rental for Forecast Period 2016 and Projection Year 2017 was A$1.4 million

and A$4.3 million, respectively.

Statutory expenses for Forecast Period 2016 and Projection Year 2017 was A$2.4 million and

A$7.6 million, respectively.

Property management fees for Forecast Period 2016 and Projection Year 2017 was A$0.5

million and A$1.5 million, respectively based on the Australian Property Management

Agreement.

Other property operating expenses for Forecast Period 2016 and Projection Year 2017 were

A$1.7 million and A$5.1 million, respectively.

4. REIT Manager’s Management Fee

Pursuant to the Trust Deed, the REIT Manager is entitled to a management fee comprising

a Base Fee of 0.4% per annum of the value of the Deposited Property and a Performance

Fee of 5.0% of the Distributable Income of FLT in the relevant financial year (calculated

before accounting for the Performance Fee but after accounting for the Base Fee and adding

back Adjustments1).

The REIT Manager’s management fee shall be reduced by the amount of HAUT Management

Fees. Accordingly, there will be no double-counting of the fees paid to the REIT Manager and

the HAUT Manager.

1 See “Distributions – Distribution Policy” for the definition of Adjustments.

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The REIT Manager has been assumed to receive 100.0% of its management fees in the form

of Units for the Forecast Period 2016 and the Projection Year 2017. Where the management

fees are payable in Units, the REIT Manager has assumed that such Units are issued at the

Offering Price.

HAUT Management Fees

Pursuant to the Investment Management Agreement for the HAUT, the HAUT Manager is

entitled to a management fee comprising a base fee not exceeding the rate of 0.2% per

annum of the gross value of the HAUT’s trust assets and a performance fee not exceeding

the rate of 1.5% per annum of the HAUT’s NPI (after non-cash adjustments1) in the relevant

financial year.

The HAUT Manager is entitled to recover from the assets of the HAUT all costs, charges and

expenses properly incurred in connection with acting under the Investment Management

Agreement.

For the purposes of the Forecast Period 2016 and the Projection Year 2017, it is assumed

that 100.0% of the HAUT Manager’s management fees were paid in Units. Where the

management fees are payable in Units, the HAUT Manager has assumed that such Units are

issued at the Offering Price. The HAUT Management Fees are deductible from the REIT

Manager’s management fees.

5. Trustees’ Fees

REIT Trustee’s Fees

The REIT Trustee’s fee is presently charged on a scaled basis of up to 0.015% per annum

of the value of the Deposited Property, subject to a minimum of S$15,000 per month,

excluding out-of-pocket expenses and GST in accordance with the Trust Deed. The actual

fee payable will be determined between the REIT Manager and the REIT Trustee from time

to time.

HAUT Trustee’s Fee and the Sub-Trust Trustees’ Fees

Pursuant to the HAUT Trust Deed, the HAUT Trustee is entitled to a fee not exceeding

0.025% per annum of the HAUT’s assets, excluding out-of-pocket expenses and GST. The

actual fee payable will be determined between the HAUT Manager and the HAUT Trustee

from time to time.

The HAUT Trustee is also entitled to recover from the property of the HAUT all reasonable

out-of-pocket expenses reasonably and properly incurred in the proper performance of its

duties in relation to the HAUT.

The Sub-Trust Trustees are not paid any fees.

1 “Non-cash adjustments” relates to straight lining rental adjustment, lease incentive straight lining adjustments and

other non-cash adjustments.

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6. Other Trust Expenses

Other trust expenses comprise operating expenses such as compliance expenses, annual

listing fees, unit registrar fees, audit and tax agent and advisory fees, insurance premium,

costs associated with the preparation and distribution of reports to the Unitholders, investor

communication costs and other miscellaneous costs.

Other trust expenses also include Victorian Conversion Duty and units issue costs incurred

and expensed in Forecast Period 2016.

Other trust expenses for the Forecast Period 2016 and the Projection Year 2017 was A$13.0

million and A$2.4 million, respectively. This includes the Victorian Conversion Duty of A$3.5

million and units issue costs of A$8.3 million which were charged to the Consolidated

Statements of Total Return for the IPO Portfolio during the Forecast Period 2016.

7. Finance Costs

Finance costs for the Forecast Period 2016 and the Projection Year 2017 is A$5.3 million and

A$16.2 million, respectively.

An amount of A$420 million under the Term Loan Facilities will be drawn down on the Listing

Date, giving an Aggregate Leverage of approximately 25.7%. The REIT Manager has

assumed that the average interest rate for Forecast Period 2016 and Projection Year 2017

will be approximately 3.4% per annum for the Loan Facilities (excluding upfront debt-related

transaction costs). The upfront debt-related transaction costs incurred in relation to the initial

debt facility is assumed to be amortised over its term and has been included as part of the

finance costs.

It is assumed that at least 50% of the Term Loan Facilities will be hedged.

8. Fair Value Adjustment to Investment Properties

The fair value adjustments to investment properties for the Forecast Period 2016 and the

Projection Year 2017 are A$29.8 million and A$11.6 million, respectively. Transaction costs

on acquisition of the IPO Properties, straight lining rental adjustments and leasing incentives

incurred are capitalised in investment properties. As it is assumed that there will be no

change to the fair value of investment properties as at 30 September 2016 and 30 September

2017, the amounts capitalised to investment properties during Forecast Period 2016 and

Projection Year 2017 have been charged to fair value adjustments to investment properties

in the Consolidated Statements of Total Return for the IPO Portfolio.

9. Tax Expenses

The tax expenses relate to Australian withholding tax and deferred tax.

Australian withholding tax of 10.0% on interest income and withholding tax of 15.0% on

taxable income distributions received by FLT and FLT Australia Pte. Ltd. from the HAUT have

been taken into account in Forecast Period 2016 and Projection Year 2017.

Taxable income distribution is arrived at after deducting allowable expenses including tax

depreciation.

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Land is not a depreciating asset for Australian income tax purposes, and therefore no tax

depreciation deduction is available to the Sub-Trusts in respect of land. The Sub-Trusts

should be able to claim annual tax depreciation on (i) the buildings they have acquired based

on 2.5% or 4.0% (as the case may be) of the undeducted construction cost taken over from

the vendors, and (ii) the value of the plant and equipment they have acquired over the

effective life (generally as determined by the Commissioner of Taxation) of the respective

depreciating assets pursuant to the diminishing value method.

The values of the plant and equipment used for the purposes of calculating tax depreciation

are the same as those provided in the quantity surveyor reports that the vendors had

obtained for the IPO Properties where available (or estimated in the case of the Development

Properties). The Sub-Trusts intend to obtain updated quantity surveyor reports to quantify

the values of the plant and equipment that they have acquired and therefore the actual tax

depreciation claimed by the Sub-Trusts may be different from that calculated for Forecast

Period 2016 and Projection Year 2017.

Deferred tax is recognised on stamp duty and tax depreciation that were claimed as a

deduction to arrive at the amount of taxable income distribution.

(See also “Taxation” for further details.)

10. Other Assumptions

The REIT Manager has made the following additional assumptions in preparing the Profit

Forecast and Profit Projection:

(i) the IPO Portfolio remains unchanged throughout the Forecast Period 2016 and

Projection Year 2017;

(ii) no further capital will be raised during Forecast Period 2016 and Projection Year 2017;

(iii) there will be no material change in taxation legislation or other applicable legislation;

(iv) the relevant tax exemptions, tax remissions, and preferential tax treatments granted

remain valid and applicable and that the terms and conditions thereto are complied with;

(v) the values of the plant and equipment used for the purposes of calculating tax

depreciation are the same as those provided in the quantity surveyor reports that the

vendors had obtained for the IPO Properties where available (or estimated in the case

of the Development Properties);

(vi) the Loan Facilities are available during the Forecast Period 2016 and Projection Year

2017 at the same effective interest rate;

(vii) all leases are enforceable and will be performed in accordance with their terms;

(viii) there will be no pre-termination of any Committed Leases;

(ix) there will be no funding of Rent Free Development Incentives;

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(x) that there will be no change in the valuation of the IPO Properties;

(xi) the GST charged on issue expenses will be recovered in the quarter immediately

following when they are incurred;

(xii) 100% of the Distributable Income will be distributed;

(xiii) 100% of the Distributable Income in foreign currency for Forecast Period 2016 and

Projection Year 2017 will be hedged;

(xiv) that where derivative financial instruments are undertaken to hedge against interest

rate and/or currency movements, there is no change in fair value of such instruments

throughout Forecast Period 2016 and Projection Year 2017; and

(xv) the foreign exchange rates applied in the preparation of Forecast Period 2016 and

Projection Year 2017 are assumed as follows:

As at the Listing Date Forecast Period 2016 Projection Year 2017

(1 June 2016 to

30 September 2016)

(1 October 2016 to

30 September 2017)

A$1.00: S$ 1.01 0.99 0.99

11. Call Option Properties

FLT has entered into three separate Call Option Agreements pursuant to which FLT will be

granted “call options” to acquire up to three Call Option Properties.

The Call Option Agreements take effect on the Listing Date and are each separate and

distinct. Each of the Call Option Properties will be acquired individually and in deciding

whether to exercise the “call options”, FLT will assess each Call Option Acquisition on an

individual property basis1.

The Call Option Acquisition will be on the terms and conditions of the contracts for sale or,

as the case may be, the concurrent lease for each Call Option Property which will be

appended to the respective Call Option Agreement. When deciding whether to exercise the

“call option” in respect of the relevant Call Option Property, FLT will take into consideration

the occurrence of certain events including, among others, practical completion having been

achieved and all approvals required for the sale of the relevant Call Option Property having

been obtained.

1 The Call Option Acquisitions are structured on an individual property basis and not on a portfolio basis and the

decision to exercise any one or more “call options” is at the discretion of FLT, taking into account the interests of

Unitholders. Accordingly, investors should be aware that there is no certainty that FLT will elect to acquire any of or

all three Call Option Properties.

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The three Call Option Properties, collectively, is expected to have, on completion of

development, an aggregate GLA of approximately 70,740 sq m and an Appraised Value (on

a “completed basis”) of A$126.8 million (S$128.1 million)1, subject to adjustments at an

Agreed Price of A$125.8 million (S$127.1 million). Fully committed leases from prospective

tenants have been secured for the Call Option Properties.

With the completion of the Call Option Acquisitions, FLT’s Enlarged Portfolio2 will comprise

54 Properties. Details of the Call Option Properties are set out in the table below.

Address Suburb State

Targeted

Completion of

Development

Prospective

Tenants

Indian Drive Keysborough Victoria July 2016 Astral Pool

Lot 1 Pearson

Road

Yatala Queensland September

2016

O-I

Lot 3 Horsley

Drive Business

Park, Cnr

Horsley Drive

& Cowpasture

Road

Wetherill Park New South

Wales

September

2016

Martin Brower

Under the Call Option Agreements, the exercise date for the “call options” is the date falling

six months from the Registration Date, or such earlier date as mutually agreed between the

parties. For the purpose of the “Projection for the Enlarged Portfolio for Projection Year 2017”

as set out on page 90 of this Prospectus, it is assumed that FLT will exercise the “call

options” in respect of all three Call Option Properties in accordance with the terms of the Call

Option Agreements and that the Call Option Acquisitions are completed on 1 October 2016.

The REIT Manager has projected the gross rental income based on the committed leases

secured and the property operating expenses based on estimates for similar IPO Properties.

The REIT Manager will finance the acquisition cost of A$125.8 million (S$127.1 million) and

stamp duty payable of A$7.0 million for the Call Option Acquisitions from the RCF. The

Aggregate Leverage of FLT will be 31.2%3. The REIT Manager has assumed an average

interest rate for the RCF of 3.5% per annum (excluding upfront debt-related transaction

costs).

The REIT Manager’s Management Fee, Trustee Fees applicable to the Call Option

Agreements are as detailed earlier.

1 The Appraised Value is calculated based on the independent valuations of the Call Option Properties. The

Independent Valuers have valued the Call Option Properties as at 31 December 2015, save for the Call Option

Property located at Lot 3 Horsley Drive Business Park, Cnr Horsley Drive & Cowpasture Road, Wetherill Park, New

South Wales, which was valued as at 31 March 2016.

2 Based on the assumption that FLT exercises the “call options” in respect of all three Call Option Properties in

accordance with the terms of the Call Option Agreements.

3 Assuming exercise of the “call options” in respect of all three Call Option Properties on the Listing Date and based

on the Unaudited Consolidated Pro Forma Balance Sheet of FLT as at 31 December 2015 and based on the Offering

Price.

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12. Income Available for Distribution to Unitholders

The reconciliation of the total (loss)/return for the period/year after tax to the income

available for distribution to Unitholders is shown in the table below:

Forecast

Period 2016

(1 June 2016

to

30 September

2016)

Projection

Year 2017

(1 October

2016 to

30 September

2017)

A$’000 A$’000

Total (loss)/return for the period/year after tax (14,894) 70,674

Fair value adjustments to investment properties 29,764 11,623

Straight lining rental adjustment (adjusted from Adjustments) (3,957) (10,293)

REIT Manager’s management fees paid/payable in Units 3,539 10,784

Deferred tax 2,605 6,899

Amortisation of upfront debt-related transaction costs 428 1,273

Effects of recognising leasing incentives on a straight line basis

over the lease term – 36

Victorian Conversion Duty charged to Consolidated Statements

of Total Return 3,489 –

Units issue costs charged to Consolidated Statements of

Total Return 8,291 –

Tax related and other adjustments 44,159 20,322

Income available for distribution to Unitholders 29,265 90,996

B. MAINTENANCE CAPITAL EXPENDITURE

Certain forecast and projected maintenance capital expenditure has been included based on

the REIT Manager’s estimate of A$1.5 million and A$4.4 million in Forecast Period 2016 and

Projection Year 2017, respectively. The estimated maintenance capital expenditure is

intended for routine preventive maintenance and also some enhancements to the Properties.

Maintenance capital expenditure is expected to be charged to the Consolidated Statement of

Total Return.

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C. ACCOUNTING STANDARDS

The REIT Manager has assumed that there will be no change in applicable accounting

standards or other financial reporting requirements that may have a material effect on the

forecast or projected net income.

Significant accounting policies adopted by the REIT Manager in the preparation of the

Forecast Period 2016 and Projection Year 2017 are set out in Appendix C, “Unaudited

Consolidated Pro Forma Financial Information”.

D. SENSITIVITY ANALYSIS

The forecast and projected distributions for the Forecast Period 2016 and the Projection Year

2017 for the IPO Portfolio are based on a number of key assumptions that have been outlined

earlier in the Prospectus. The forecast and projected distributions for the IPO Portfolio are

also subject to a number of risks as outlined in section entitled “Risk Factors”.

Investors should be aware that future events cannot be predicted with any certainty and

deviations from the figures forecast or projected in this Prospectus are to be expected. To

assist investors in assessing the impact of these assumptions on the profit forecast and profit

projection, a series of tables demonstrating the sensitivity of the distribution per Unit to

changes in the principal assumptions are set out below.

The sensitivity analysis set out below is intended to provide a guide only and variations in

actual performance could exceed the ranges shown. Movement in other variables may offset

or compound the effect of a change in any variable beyond the extent shown.

1. Leasing of Vacant Lettable Areas

The REIT Manager has assumed, for the Projection Year 2017 for the IPO Portfolio, that

there is one vacant area which will be leased from 1 October 2016 for a five-year period at

assumed market rental rates and two expiring leases which will be renewed from 1 January

2017 and 1 August 2017, respectively, for a five-year period at assumed market rental rates.

The effect if the one vacant area continues to remain vacant and the two expiring leases are

not renewed on the distribution yield is set out below:

Leasing of one vacant area

and renewal of two expiring

leases

DPU pursuant to changes in vacant area and renewal of

two expiring leases (Singapore cents)

Projection Year 2017 for the IPO Portfolio

(1 October 2016 to 30 September 2017)

Based on the Offering Price

Base case 6.25

1 vacant area not leased and

2 expiring leases not renewed 6.18

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2. Incentive Reimbursement Arrangement

Under the Incentive Reimbursement Arrangement for the IPO Properties, FPA will be

reimbursing FLT for incentives (for example, rent free period and fit out allowances) which

FPA has made available or agreed to grant to the tenants of 14 out of the 51 IPO Properties

(based on the tenancy documents and offers as at the respective dates of the valuation of

the IPO Properties). (See “Certain Agreements Relating to FLT and the Properties –

Incentive Reimbursement Deeds” for further details.)

The aggregate amount reimbursable and the period of reimbursement reflect the aggregate

incentives provided to tenants (such as rent free period and fit out allowances) and the

relevant incentive period under the tenancy documents.

The effect of the payments by FPA under the Incentive Reimbursement Arrangement for the

IPO Properties on the distribution yield of FLT is set out below:

Incentive Reimbursement

Arrangement for the IPO

Properties

DPU pursuant to the Incentive Reimbursement

Arrangements for the IPO Properties (Singapore cents)

Forecast Period 2016 for

the IPO Portfolio

(1 June 2016 to

30 September 2016)

Projection Year 2017 for

the IPO Portfolio

(1 October 2016 to

30 September 2017)

Based on the Offering Price

Base Case(1) 2.03 6.25

Without Incentive Reimbursement

Arrangement(2) 2.01 6.21

Notes:

(1) Where FPA refunds FLT for the incentives which it has made available or agreed to grant to the tenants in

accordance with the terms of the Incentives Reimbursement Deed for the IPO Properties.

(2) Assuming Incentive Reimbursement Arrangements are not present, obtained by (i) adjusting the purchase

price with incentives of each Property respectively and (ii) adjusting the capital and financing required based

on the proportion used in the base case (taking into account the Incentives Reimbursement Arrangements for

the IPO Properties).

3. Contingent Rental Support Arrangements

Under the Contingent Rental Support Arrangements, FPA will provide rental support to FLT

contingent on the proposed pre-committed tenancies with the Pre-Committed Tenants not

commencing by 15 July 2016 (in respect of the two Development Properties) and the later of

settlement of the acquisition of the relevant Call Option Property (or grant of concurrent

lease) and the date for practical completion under the relevant agreement for lease (in

respect of the Call Option Properties) (see “Overview of the Acquisition of the Properties –

Contingent Rental Support Arrangements” and “Certain Agreements Relating to FLT and the

Properties – Contingent Rental Support Agreements” for further details).

In the event that such proposed pre-committed tenancies do not commence, the amount

payable to FLT under the Contingent Rental Support Arrangements will be equivalent to the

income FLT would have received had the proposed pre-committed tenancies commenced as

scheduled (“Guaranteed Amount”).The obligations of FPA and amounts payable under the

Contingent Rental Support Deeds are limited to the Guaranteed Amount and the recoverable

outgoings that FLT would have received during the period in which the Contingent Rental

Support Arrangement is active in respect of the relevant pre-committed tenancies.

174

Based on the assumptions used to prepare the “Profit Forecast and Profit Projection” section,

there will be no impact to the forecast and projected DPU with and/or without the Contingent

Rental Support Arrangements.

4. Finance Costs

Changes in finance costs will impact the total return of FLT and, consequently, distribution

yield. The assumptions for finance costs have been set out earlier in this section.

The effect of variations in the finance costs on the distribution yield is set out below:

Interest rate

DPU pursuant to changes in interest rate

(Singapore cents)

Forecast Period 2016 for

the IPO Portfolio

(1 June 2016 to

30 September 2016)

Projection Year 2017 for

the IPO Portfolio

(1 October 2016 to

30 September 2017)

Based on the Offering Price

25 basis points above base case 2.00 6.18

Base case 2.03 6.25

25 basis points below base case 2.05 6.32

5. Exchange Rate

Net property income is earned in Australian dollar and borrowings are denominated in

Australian dollar. Distribution income will therefore be in Australian dollar. Changes in

Australian dollar exchange rates will impact distributions as Unitholders have the option to

elect to receive distributions in Singapore dollar or Australian dollar. The REIT Manager

intends to hedge 100% of the Distribution Income for Forecast Period 2016 and Projection

Year 2017. The impact of variations in exchange rate, assuming all other variable remains

constant, is set out in the table below.

Exchange rate

DPU pursuant to changes in exchange rate

(Singapore cents)

Forecast Period 2016

for the IPO Portfolio

(1 June 2016 to

30 September 2016)

Projection Year 2017

for the IPO Portfolio

(1 October 2016 to

30 September 2017)

Based on the Offering Price

5.0% above base case 2.13 6.56

Base case 2.03 6.25

5.0% below base case 1.93 5.94

175

STRATEGY

INVESTMENT POLICY

FLT is a Singapore-based REIT. FLT is regulated by the Trust Deed as well as any legislation and

regulations governing FLT.

FLT is established with the investment strategy of principally investing globally, directly or

indirectly, in a diversified portfolio of income-producing real estate assets which are predominantly

used for logistics or industrial purposes1, whether wholly or partially, as well as such industrial real

estate-related assets in connection with the foregoing, with an initial focus on the Australia. FLT

is principally regulated by the SFA, the CIS Code, including the Property Funds Appendix, other

relevant regulations as well as the Trust Deed.

In accordance with the requirements of the Listing Manual, this investment policy will be adhered

to for at least three years following the Listing Date unless changed by Extraordinary Resolution

passed by the holders of FLTs (“Units”, and the holder of Units, “Unitholders”). After the expiry

of the three-year period, the REIT Manager may, subject to the requirements under the relevant

laws, regulations and rules (including the Listing Manual) and within the limits of the Trust Deed,

from time to time change the investment policy of FLT without the approval of the Unitholders by

giving not less than 30 days’ prior notice of the change to the REIT Trustee and the Unitholders

by way of an announcement on SGXNET.

KEY OBJECTIVES

The initial portfolio of FLT will, on the Listing Date, comprise 51 IPO Properties held through the

HAUT. The REIT Manager’s principal objectives are to deliver regular and stable distributions to

the Unitholders and to achieve long-term growth in DPU and in the NAV per Unit, while maintaining

an appropriate capital structure.

KEY STRATEGIES

The REIT Manager plans to achieve its objectives through the following key strategies:

• Acquisition Growth Strategy – The REIT Manager will source and pursue asset acquisition

opportunities which provide attractive cash flows and yields and satisfy the REIT Manager’s

investment mandate for FLT to enhance returns to Unitholders and potential opportunities for

future income and capital growth. While FLT has an initial focus on Australia, the REIT

Manager will continuously evaluate opportunities outside Australia and take a considered

approach in deciding whether FLT should explore these opportunities.

• Selective Development Strategy – The REIT Manager will endeavour to selectively

undertake development activities either jointly or on its own. Such development activities

may include, but are not limited to, greenfield developments and build-to-suit developments

and re-development of its existing assets. In carrying out development activities, the REIT

Manager will consider, among other things, development and construction risks as well as

overall benefits to Unitholders and prospective tenants.

1 Such real estate assets used for “logistics” or “industrial” purposes also include office components ancillary to the

foregoing purposes.

176

• Active Asset Management and Enhancement Strategy – The REIT Manager will

pro-actively manage FLT’s properties to improve their operational performance, so as to

optimise the cash flow and the value of FLT’s properties, including carrying out asset

enhancement initiatives on its properties.

• Capital and Risk Management Strategy – The REIT Manager will endeavour to maintain a

strong balance sheet, employ an appropriate mix of debt and equity in financing acquisitions

of properties, secure diversified funding sources to access both financial institutions and

capital markets, optimise its cost of debt financing and utilise interest rate and foreign

exchange hedging strategies, where appropriate, in order to minimise exposure to market

volatility.

Acquisition Growth Strategy

FPA has a proven track record in sourcing, managing and developing industrial and logistics

assets. According to Independent Market Research Consultant, FPA has had an annual market

share of major development market of between 15.0% and 25.0% based on analysis of historic

data from 2001 to 20151. Since 2001, FPA has developed in excess of A$3.5 billion of assets

which is equivalent to 3.1 million sq m of built form.

100% of FLT’s Enlarged Portfolio has been constructed by FPA and the business has a potential

pipeline of A$850.0 million which is to be developed over the next five years. FLT will have a

ROFR over all industrial and logistics assets currently held or to be developed by the Sponsor

which the Sponsor proposes to divest.

Selective Development Strategy

FPA’s expertise as one of the top real estate players in Australia allows the REIT Manager to

leverage on FPA’s relevant experience to undertake property development activities either jointly

or on its own. Under the Property Funds Appendix, FLT has the ability to undertake property

development activities of up to A$157.8 million (S$159.4 million), which is equivalent to 10.0% of

the value of the Deposited Property as at the Listing Date (based on the total contract value of

property development activities undertaken and investments in uncompleted property

developments). A REIT’s development activities may exceed 10% of its deposited property

(subject to a maximum of 25% of its deposited property) only if the additional 15.0% allowance is

utilised solely for the redevelopment of an existing property that has been held by the REIT for at

least three years and which it will continue to hold for at least three years after completion of the

redevelopment and the REIT obtains the specific approval of its unitholders at a general meeting

for the redevelopment of the property. The limits imposed by the Property Funds Appendix on

property development activities will ensure that the level of such activities only form a limited

proportion of the Deposited Property.

FLT will undertake property development activities selectively to ensure that such activities are

value enhancing to the existing portfolio. For example, the REIT Manager believes that greenfield

and built-to-suit developments would to cater to a prospective tenant’s operational requirements

and specifications and may generate long term master leases which will enable FLT to extend its

lease expiry profile. The REIT Manager may also undertake re-development of its existing assets.

In carrying out property development activities, the REIT Manager will consider, among other

things, development and construction risks, as well as the overall benefits to Unitholders and the

tenants.

1 FPA market share was not calculated for the calendar years 2013 and 2014 and from calendar years 2008 to 2009

FPA’s average market share was 15%.

177

Active Asset Management and Enhancement Strategy

As at 31 December 2015, FPA owns and manages A$2.5 billion of investment property assets, of

which A$1.4 billion are industrial investment properties. FPA has extensive property management

experience and has managed all completed properties in the FLT portfolio. The multi-faceted

management team covers the spectrum of asset management from negotiations, specific asset

strategy, property management through to facilities management. The appointment of the

Australian Property Manager as property manager of the Properties located in Australia allows

FLT to benefit from FPA’s relationships with a wide range of tenants and enables FPA to better

service tenant requirements, reduce the risk of tenant non-renewal and control proprietary

commercial information regarding the landlord-tenant relationship.

FPA’s management has a strong track record in asset and property management with a significant

level of repeat business and high tenant retention rate. FPA has achieved a high tenant Retention

Rate at the IPO Portfolio of 81.0% between 2010 and 2015. From 2010 to 2015, a total of 951,443

sq m of GLA in the IPO Portfolio has been renewed or leased across 65 lease transactions.

The REIT Manager will continue to utilise the resources within FPA to assess and execute

potential asset enhancement initiatives opportunities in the FLT portfolio in order to create value

for its unitholders.

Capital and Risk Management Strategy

The REIT Manager will endeavour to maintain a strong balance sheet, employ an appropriate mix

of debt and equity in financing acquisitions of properties, secure diversified funding sources to

access both financial institutions and capital markets, optimise its cost of debt financing and utilise

interest rate and foreign exchange hedging strategies, where appropriate, in order to minimise

exposure to market volatility.

The REIT Manager intends to achieve the above by pursuing the following strategies:

• Optimal capital structure strategy

The REIT Manager endeavours to optimise the capital structure and cost of capital, within the

borrowing limits set out in the Property Fund Appendix, by employing an optimal capital

structure comprising an appropriate mix of debt and equity in financing acquisitions of

properties and any asset enhancement activities. The REIT Manager’s capital management

strategy involves adopting and maintaining appropriate aggregate leverage levels to ensure

optimal returns to Unitholders, while maintaining flexibility in respect of future capital

expenditures or acquisitions.

In the event that FLT incurs any future borrowings, the REIT Manager will periodically review

FLT’s capital management policy with respect to its Aggregate Leverage and modify its

strategy in the light of prevailing market conditions. The REIT Manager will endeavour to

match the maturity of FLT’s indebtedness with the maturity of its investment assets, and to

employ long-term, fixed-rate debt to the extent practicable in view of market conditions in

existence from time to time. As and when appropriate, the REIT Manager will consider

diversifying its sources of debt financing in the future, including by way of accessing the

public debt capital markets. The public debt capital markets may also provide FLT with the

ability to secure longer-term funding options in a more cost efficient manner. Nevertheless,

the REIT Manager intends to maintain a prudent level of borrowings while maximising returns

for Unitholders.

As at the Listing Date, FLT is expected to have incurred gross borrowings of A$426.0 million

(S$430.3 million), with an Aggregate Leverage of 25.7%.

(See “Capitalisation and Indebtedness” for further details.)

178

• Proactive risk management hedging strategy

The REIT Manager endeavours to utilise interest rate hedging strategies, where appropriate,

to optimise risk-adjusted returns to Unitholders. The REIT Manager intends to adopt the

following risk management policies in relation to its hedging transactions:

(i) the Distributable Income of FLT will be hedged as soon as the amount has been earned

from the underlying assets and can be reasonably estimated; and

(ii) at least 50.0% of FLT’s Term Loans will be hedged to fixed rate.

• Proactive foreign exchange rate and currency risk management strategy

The REIT Manager will manage foreign exchange volatility through the use of hedging

instruments and regularly evaluate the feasibility of implementing the appropriate level of

foreign exchange hedges, after taking into account the prevailing market conditions. In order

to manage the currency risk involved in investing in assets outside Singapore, the REIT

Manager may adopt a currency risk management strategy that includes the use of foreign

currency-denominated borrowings to match the currency of the asset investment as a natural

currency hedge.

• Other financing strategies

The REIT Manager may, in future, consider other opportunities to raise additional equity

capital for FLT through the issue of new Units, for example to finance acquisitions of

properties. The decision to raise additional equity will also take into account the stated

strategy of maintaining an optimal capital structure.

DUAL CURRENCY TRADING

Subject to market conditions and obtaining the relevant regulatory approvals, the REIT Manager

may in future implement dual currency trading for the Units. With the implementation of the dual

currency trading of the Units, FLT will have an A$ counter in addition to its S$ counter and

investors will be able to buy or sell the Units through either counter. Investors will be able to trade

in the new A$ counter for FLT in the same manner as any other counters on the SGX-ST, i.e.

investors can make use of their existing securities accounts and trading accounts with CDP to

trade in the new A$ counter. Potential investors should consult their own stockbroker or other

professional adviser before making any decision relating to the foregoing.

The REIT Manager believes that the implementation of dual currency trading for FLT will be to the

benefit of Unitholders by providing them the flexibility to trade the Units in either A$ or S$. The

implementation of dual currency trading will not change the total number of Units issued by FLT.

There is no certainty that dual currency trading for the Units will be implemented. As at the date

of this Prospectus, considerations and discussions are still ongoing and no application has been

made as to whether this feature will be implemented and the details thereof. The REIT Manager

will make the appropriate announcements in due course in the event that there are any material

developments with respect to the implementation of dual currency trading of the Units.

179

BUSINESS AND PROPERTIES

Unless otherwise specified, all information relating to the properties in the Prospectus are as at

31 December 2015 and the independent valuations are as at 31 December 2015 or 31 March 2016

(as the case may be).

FLT is a Singapore REIT established with the investment strategy of principally investing globally,

directly or indirectly, in a diversified portfolio of income-producing real estate assets which are

predominantly used for logistics or industrial purposes1, whether wholly or partially, as well as

such industrial2 real estate-related assets in connection with the foregoing, with an initial focus on

Australia.

FLT’S ENLARGED PORTFOLIO OF PROPERTIES

IPO Portfolio

The IPO Portfolio of FLT as at the Listing Date comprises 51 industrial properties located in

Australia, with an aggregate GLA of approximately 1.2 million sq m. The Appraised Value of the

IPO Portfolio is approximately A$1,584.6 million (S$1,600.4 million)3. The aggregate purchase

consideration payable by FLT for the IPO Portfolio is A$1,578.2 million (S$1,594.0 million).

A brief overview of the IPO Portfolio and the spread of the IPO Properties across Australia is set

out in the diagram below.

Brisbane (Queensland)

Properties 9

GLA 194,055 sq m

Appraised Value A$449.2m

% of Portfolio(1) 28.3%

Perth (Western Australia)

Properties 1

GLA 20,143 sq m

Appraised Value A$18.4m

% of Portfolio(1) 1.2%

Melbourne (Victoria)

Properties 25

GLA 548,058 sq m

Appraised Value A$634.4m

% of Portfolio(1) 40.0%

Adelaide (South Australia)

Properties 4

GLA 33,038 sq m

Appraised Value A$36.6m

% of Portfolio(1) 2.3%

WA

NT

QLD

NSW

SA

AUSTRALIA

VIC

Sydney (New South

Wales) (2)

Properties 12

GLA 361,532 sq m

Appraised Value A$446.1m

% of Portfolio(1) 28.2%

Notes:

(1) By Appraised Value.

(2) Includes one Property located in Wollongong, New South Wales.

1 Such real estate assets used for “logistics” or “industrial” purposes also include office components ancillary to the

foregoing purposes.

2 References to real estate assets used for “industrial” purposes in this Prospectus means real estate assets used

for “industrial” or “logistics” purposes interchangeably.

3 The Appraised Value is calculated based on the independent valuations of the IPO Properties conducted by the

Independent Valuers. The Independent Valuers have valued the Properties as at 31 December 2015, save for the

31 March 2016 Valuations (not including the Call Option Property located at Lot 3 Horsley Drive Business Park, Cnr

Horsley Drive & Cowpasture Road, Wetherill Park, New South Wales as reference is to the IPO Portfolio).

180

The Development Properties

The 51 IPO Properties includes the two Development Properties and in respect of which fully

committed leases have been secured from prospective tenants.

The Development Properties comprise the CEVA Logistics Property (which has been fully

pre-committed to CEVA Logistics) and the Schenker Property (which has been fully pre-committed

to Schenker)1. The Development Properties comprise 9.9% of the IPO Properties by Appraised

Value. The development of the CEVA Logistics Property and the Schenker Property are targeted

to be completed by July 2016 and the corresponding leases will commence after practical

completion of the development.

The Call Option Properties

In addition, FLT has entered into the three Call Option Agreements with FPA, which is

wholly-owned by the Sponsor, pursuant to which FLT will be granted “call options” to acquire up

to three Call Option Properties.

The Call Option Agreements take effect on the Listing Date and are each separate and distinct.

Each of the Call Option Properties will be acquired individually and in deciding whether to exercise

the “call options”, FLT will assess each Call Option Acquisition on an individual property basis2.

The Call Option Acquisition will be on the terms and conditions of the contracts for sale or, as the

case may be, the concurrent lease for each of the Call Option Properties which will be appended

to the respective Call Option Agreement. When deciding whether to exercise the “call option” in

respect of the relevant Call Option Property, FLT will take into consideration the occurrence of

certain events including, among others, practical completion having been achieved and all

approvals required for the sale of the relevant Call Option Property having been obtained. Under

the Call Option Agreements, the exercise date for the “call options” is the date falling six months

from the Registration Date, or such earlier date as mutually agreed between the parties.

The three Call Option Properties collectively, are expected to have, on completion of

development, an aggregate GLA of approximately 70,740 sq m and an Appraised Value (on a

“completed basis”) of A$126.8 million (S$128.1 million)3, subject to adjustments. FLT will have the

right to acquire the Call Option Properties at the Agreed Price. The aggregate Agreed Price for the

Call Option Properties, collectively, amount to A$125.8 million (S$127.1 million), subject to

adjustments (see “Overview of the Acquisition of the Properties – The Call Option Acquisitions –

Structure of the Call Option Acquisitions” for further details).

1 The Schenker Property comprises the Completed Schenker Facility which is completed and the Schenker Extension

which is still undergoing development. The Completed Schenker Facility and Schenker Extension were formerly

located on two separate adjacent land title lots which have since been consolidated into a single title lot and the

Schenker Property will be acquired by FLT as a single property.

2 The Call Option Acquisitions are structured on an individual property basis and not on a portfolio basis and the

decision to exercise any one or more “call options” is at the discretion of FLT, taking into account the interests of

Unitholders. Accordingly, investors should be aware that there is no certainty that FLT will elect to acquire any of or

all three Call Option Properties.

3 The Appraised Value is calculated based on the valuations of the Call Option Properties. The Independent Valuers

have valued the Call Option Properties as at 31 December 2015, save for the Call Option Property located at Lot

3 Horsley Drive Business Park, Cnr Horsley Drive & Cowpasture Road, Wetherill Park, New South Wales, which was

valued as at 31 March 2016.

181

Fully committed leases from prospective tenants have been secured for the Call Option

Properties.

With the completion of the Call Option Acquisition (assuming the “call options” are exercised in

respect of all three Call Option Properties) FLT’s Enlarged Portfolio will comprise 54 Properties.

Details of the Call Option Properties are set out in the table below.

Address of the

Call Option

Properties Suburb State

Targeted

Completion of

Development Tenant

Indian Drive Keysborough Victoria July 2016 Astral Pool

Lot 1 Pearson

Road

Yatala Queensland September 2016 O-I

Lot 3 Horsley

Drive Business

Park, Cnr

Horsley Drive &

Cowpasture

Road

Wetherill Park New South

Wales

September 2016 Martin Brower

Details of the IPO Portfolio and the Enlarged Portfolio

A brief overview of the details of the IPO Portfolio and the Enlarged Portfolio is set out below:

IPO Portfolio Enlarged Portfolio

Number of Properties 51 54

Appraised Value A$1,584.6 million A$1,711.4 million

Purchase Consideration A$1,578.2 million A$1,704.0 million(1)

GLA (sq m) 1,156,825 1,227,565

Occupancy 98.3% 98.4%

WALE 6.9 years 7.4 years

Portfolio Age 6.1 years 5.6 years

Note:

(1) Based on the Agreed Price for the Call Option Properties.

182

The table below shows the geographical spread of the Enlarged Portfolio across the different

states of Australia.

State

No. of Properties

IPO

Portfolio

Call Option

Properties Total

New South Wales 12 1 13

Victoria 25 1 26

Queensland 9 1 10

South Australia 4 0 4

Western Australia 1 0 1

Total 51 3 54

(See “Business and Properties – Certain Information on the Properties” for details of each

Property.)

COMPETITIVE STRENGTHS

FLT’s IPO Portfolio enjoys the following competitive strengths:

• geographically diversified properties that are strategically located within established

industrial and logistics precincts in Australia with good transportation infrastructure

predominantly located in Australia’s largest capital cities;

• high occupancy rate with well-diversified tenant base;

• modern portfolio with a Portfolio Age of 6.1 years;

• long WALE of 6.9 years;

• one of the largest Green Star performance rated industrial portfolios in Australia; and

• predominantly freehold or long leasehold land tenure for the IPO Properties.

1. Geographically diversified properties that are strategically located within established

industrial and logistics precincts in Australia with good transportation infrastructure

predominantly located in Australia’s largest capital cities

The IPO Portfolio is diversified, comprising 51 IPO Properties, with no single Property

contributing more than 15% and 8% of Appraised Value and GLA, respectively.

The IPO Properties are strategically located within established industrial and logistics

precincts across five states in Australia with no single state contributing more than 40.0%

and 47.4% of Appraised Value and GLA, respectively.

183

The charts below provide a geographical breakdown of the IPO Portfolio by states and by

Appraised Value, GLA and NPI1.

By Appraised Value

Victoria

40.0%

Queensland

28.3%

New South Wales

28.2%

South

Australia

2.3%

Western

Australia

1.2%

By GLA

Victoria47.4%

New South Wales

31.2%

Queensland

16.8%

South

Australia

2.9%

Western

Australia

1.7%

1 NPI without straight lining rental adjustment for PY2017.

184

By NPI(1)

New South Wales

28.1%

Victoria41.9%

Queensland

26.0%

South

Australia

3.0%

Western

Australia

1.0%

Note:

(1) NPI without straight lining rental adjustment for PY2017.

Most of the IPO Properties are located in Australia’s major logistics markets of Melbourne

and Sydney, which are in the states of Victoria and New South Wales, respectively. Each of

these markets is supported by infrastructure spending initiatives that are aimed at enhancing

the movement of freight throughout the cities.

(A) Melbourne, Victoria

Large corporations have viewed Melbourne as a strategic location for national or regional

distribution centres. Melbourne is an ideal location for distribution centres due to its relatively

lower land costs and distance to the shipping port and links to road and rail to interstate and

national networks.

Melbourne’s industrial and logistics market also benefits from the Port of Melbourne being

the busiest containerised, automotive and general cargo shipping port in Australia with the

highest twenty-foot equivalent units1 volume per year.

1 The term “twenty-foot equivalent unit” (often TEU or teu) is an approximate unit of cargo capacity often used to

describe the capacity of container ships and container terminals.

185

South Park Industrial EstateA

B The Keys Industrial Park

E West Park Industrial Estate

C Clayton South & Mulgrave

Altona Industrial ParkF

Port MelbourneG

D Melbourne Airport Business Park

C

F

E

G

D

BA

New South Wales

South Australia

South Australia

New South Wales

New SouthWales

Map of Melbourne

An overview of the characteristics of various submarkets in Melbourne, Victoria is

summarised below.

Sub-market LocationNo. of

PropertiesPrecinct Characteristics

South East A 5 • Access to M1 (Monash Freeway) and M3

(Scoresby Freeway)

• Services the large South Eastern residential

population base

B 5

C 2

North D 6 • Access to key freeways, including the

Tullamarine Freeway, Citylink Tollway,

Western Ring Road and Tullamarine Airport

and north to Sydney via the Hume Highway

West E 5 • Close to the shipping port and access to

the M1, Geelong Road, M80 Western Ring

Road

City Fringe F 1 • Access to the M1 (Westgate Freeway)

linking it to the West precinct

• Supply is constrained. Alternative use is

strong competition for development in

neighbouring suburbs. Rezoning and

residential redevelopment is re-shaping the

precinct

G 1

186

(B) Sydney, New South Wales

Sydney’s industrial and logistics market is benefitting from urban renewal projects beingcoordinated by the government to increase the population density of inner ring suburbs. Asmany mature industrial markets are rezoned to allow for mixed use or residential projects,the existing stock base for industrial space is shrinking while tenants are displaced. Thiscreates an immediate demand for existing stock, reduces vacancy and places upwardpressure on market rents, including western Sydney.

Eastern CreekA

PemulwuyB

Seven HillsC

Winston HillsD

Smeaton GrangeE

B

A

CD

E

Map of SydneyQueensland

South Australia

Victoria Victoria

An overview of the characteristics of various submarkets in Sydney, New South Wales issummarised below.

Sub-market LocationNo. of

PropertiesPrecinct Characteristics

OuterCentralWest

A 4 • Excellent access to key motorways,including M7, M4 and other main arterialroads

• 3PLs, retail and wholesale distributioncentres for key brand name operators arelocated in this precinct

B 2

Outer NorthWest

C 3 • Close to M2 and M7 and access to thelarge and growing North West populationcorridor

• Supply is moderately constrained – sitessuit smaller development or alternative use,larger sites available in Marsden Park(1).

D 1

OuterSouth West

E 1 • Access to the M5 and South Sydney/Port,the Southern Sydney Freight Line andMoorebank Intermodal terminal

Note:

(1) Marsden Park is a suburb of Sydney, in the state of New South Wales, Australia. Marsden Park is located 49km north-west of the Sydney central business district, in the Blacktown local government area and is part ofthe Greater Western Sydney region.

187

(C) Brisbane, Queensland

Brisbane has undergone a strong occupier recovery in recent years led by large corporateoccupiers upgrading facilities, consolidating operations or establishing a major Brisbanedistribution centre for the first time. Brisbane’s industrial and logistics market benefits fromfavourable underlying dynamics due to strong population growth in Queensland in the lasttwo decades and the strong economic expansion in regional Queensland related to resourceinvestment. As a result, South East Queensland resident population base has grownconsiderably, supporting growth in industrial occupiers.

Queensland’s economy is poised for a recovery with demand supported by early stages ofa housing investment cycle, improvement in tourism and net exports as the liquefied naturalgas cycle moves from investment to the production stage.

Flint StreetA

Boundary RoadB

Siltstone PlaceC

Stradbroke StreetD

Platinum StreetE

Shettleston StreetF

Sandstone PlaceG

Queensport RoadH

Earnshaw RoadI

I

H

F

BA

D

G

C

E

Northern Territory

New South Wales

New South Wales

Map of Brisbane

An overview of the characteristics of various submarkets in Brisbane, Queensland is

summarised below.

Sub-market LocationNo. of

PropertiesPrecinct Characteristics

Southern A 1 • Largest geographical industrial precinct that

has good road linkages to the north, west

and south to the Gold Coast residential

population

B 1

C 1

D 1

E 1

F 1

G 1

188

Sub-market LocationNo. of

PropertiesPrecinct Characteristics

Trade

Coast

H 1 • Close to key infrastructure, including Port of

Brisbane and the Brisbane Airport

• Access north and south via the M1

• Supply is constrained. Alternative use is

strong competition for development in

neighbouring suburbs

Northern I 1 • Services the population to the North of

Brisbane via the Gympie Road, Bruce

Highway and Houghton Highway

• Limited availability of development land

2. High occupancy rate with well-diversified tenant base

FLT’s IPO portfolio also enjoys a high occupancy rate of 98.3% and a well-diversified tenant

base that operates across a broad range of sectors including the consumer, logistics and

manufacturing sectors. The IPO Portfolio has 68 tenants as at 31 December 2015. Besides

Coles, no single tenant accounts for more than 5.0% of Adjusted Gross Rental Income in the

IPO Portfolio.

In addition, the IPO Portfolio has a high quality tenant base with strong tenant names

including Coles, Techtronic Industries, John Danks, DHL Global Forwarding, Unilever,

Schenker, Mazda, Toshiba, Fisher & Paykel, BIC, Goodyear & Dunlop and TNT. 83.4% and

81.6% of aggregate Adjusted Gross Rental Income and leased area, respectively comprise

multinational companies, ASX-listed companies and government-related entities and/or their

respective parent companies and/or subsidiaries.

Top 10 Tenants by Adjusted Gross Rental Income

Coles 15.6%

5.0%

4.9%

Schenker

CEVA Logistics

H.J. Heinz 3.7%

Toll Transport 3.7%

Mazda 3.2%

Techtronic

Industries2.9%

John Danks 2.8%

DHL Global

Forwarding2.8%

Inchcape 2.7%

189

Tenant Sector(1) by Adjusted Gross Rental Income

Multinational

55.5%ASX-listed

26.7%

Government

1.2%Other

16.6%

Note:

(1) References to multinational companies, ASX-listed companies and government-related entities include their

respective parent companies and/or subsidiaries.

Multinational

57.6%

ASX-listed

22.6%

Government

1.4%

Other

18.4%

Tenant Sector(1) by Leased Area

Note:

(1) References to multinational companies, ASX-listed companies and government-related entities include their

respective parent companies and/or subsidiaries.

3. Modern portfolio with a Portfolio Age of 6.1 years

The IPO Portfolio is primarily comprised of Properties which have been recently constructed.

The Portfolio Age of the buildings in the IPO Portfolio is 6.1 years, resulting in lower capital

expenditure requirements for maintenance or refurbishment of the properties in the near

term.

The following charts provide a breakdown of the Portfolio Age by Appraised Value and by

GLA.

190

Portfolio Age by Appraised Value

< 2 Years30.8%

2 - 5 Years10.8%5 - 10 Years

35.5%

> 10 Years22.9%

Portfolio Age by GLA

< 2 Years

28.7%

5 - 10 Years

35.8%

> 10 Years

23.9%

2 - 5 Years

11.6%

4. Long WALE of 6.9 years

The IPO Portfolio has no concentration of lease expiry with less than 50% of leases (by both

Adjusted Gross Rental Income and GLA) expiring by FY2020.

In addition, the existing leases are structured with built-in rental increments. As a result, the

IPO Portfolio enjoys a long WALE of 6.9 years and thus, greater income stability.

The lease expiry profile of the IPO Portfolio is set out in the chart below.

Lease Expiry Profile

0.4% 0.5%

10.7%

15.3%

12.8%

10.1%10.8%

4.0%

8.0%

5.6%

21.7%

0.3% 0.4%

7.9%

20.6%

12.5%

11.1%

14.0%

3.7%

7.9%

6.5%

15.0%

FP2016 PY2017 FY2018 FY2019 FY2020 FY2021 FY2022 FY2023 FY2024 FY2025 FY2026 &Beyond

By Adjusted Gross Rental Income (by %) By Leased Area (by %)

191

5. One of the largest Green Star performance rated industrial portfolios

FLT will hold one of the largest Green Star performance rated industrial portfolios in

Australia. Among the 51 IPO Properties, 33 are Green Star performance rated, representing

approximately 642,545 sq m of Green Star performance rated GLA and 65.2% of the

Adjusted Gross Rental Income.

The following charts provide a breakdown of IPO Properties which are Green Star

performance rated by Adjusted Gross Rental Income and by GLA.

Green StarPerformance Rated

65.2%

Not Rated34.8%

Green Star Performance Rating by Adjusted Gross Rental Income

Green StarPerformance Rated

55.5%

Not Rated44.5%

Green Star Performance Rating by GLA

192

6. Predominantly freehold or long leasehold land tenure for the IPO Properties

90.2% by Appraised Value of the IPO Portfolio comprises of either freehold land or leasehold

land with a leasehold land tenure of at least 80 years. Freehold Properties comprises the

majority of the IPO Portfolio, contributing 60.0% and 60.4% of aggregate Appraised Value

and GLA, respectively. The leasehold Properties in the IPO Portfolio with leasehold land

tenure of at least 80 years, contribute 30.2% and 19.0% of aggregate Appraised Value and

GLA, respectively.

The following charts provide a breakdown of the land tenure of the IPO Properties by

Appraised Value and by GLA.

Freehold60.0%

OtherLeasehold

9.8%

Leasehold with ≥80 Years

30.2%

Land Tenure by Appraised Value

Freehold60.4%

OtherLeasehold

20.6%

Leasehold with ≥80 Years

19.0%

Land Tenure by GLA

193

CE

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dp

rio

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acq

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by

FLT,

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lie

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ou

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old

22

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10

0.0

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ch

ca

pe

,Jo

hn

Da

nks

35

.5(5

)3

5.5

(5)

4.8

30

Lo

t1

04

&1

05

Sp

rin

gh

ill

Ro

ad

Po

rtK

em

bla

Au

gu

st

20

09

34

(6)

90

,66

11

00

.0%

Inch

ca

pe

,

Ma

zd

a

26

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3.5

3.6

31

8D

istr

ibu

tio

n

Pla

ce

Se

ve

nH

ills

Ma

y2

00

8F

ree

ho

ld1

2,3

19

10

0.0

%L

eg

en

d2

2.8

22

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197

S/N

Ad

dre

ss

Su

bu

rb

Co

mp

leti

on

of

Co

ns

tru

cti

on

Re

ma

inin

g

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nu

re

(ye

ars

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GL

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(sq

m)

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cu

pa

nc

y

(%)

Te

na

nt(

s)

Va

lua

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(A$

m)(2

)

Va

lua

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(A$

m)(3

)

WA

LE

(ye

ars

)

32

10

Sta

nto

nR

oa

dS

eve

nH

ills

Ap

ril

20

03

Fre

eh

old

7,0

65

10

0.0

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SR

Bu

ild

ing

Pro

du

cts

12

.31

2.3

5.6

33

99

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tio

nR

oa

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eve

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ills

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rch

20

11

Fre

eh

old

10

,77

21

00

.0%

RF

Ind

ustr

ies

17

.31

6.4

2.2

34

80

Ha

rtle

yS

tre

et

Sm

ea

ton

Gra

ng

eD

ece

mb

er

19

98

Fre

eh

old

61

,28

11

00

.0%

Co

les

65

.06

2.6

3.5

35

32

Gib

bo

nR

oa

dW

insto

nH

ills

Ma

y2

01

5F

ree

ho

ld1

6,6

25

10

0.0

%A

ustr

alia

n

Ge

og

rap

hic

,

To

sh

iba

38

.5(5

)3

7.4

(5)

12

.5

Su

b-T

ota

lfo

rIP

OP

rop

ert

ies

loc

ate

din

the

Sta

teo

fN

ew

So

uth

Wa

les

34

(7)

32

1,0

39

97

.0%

–3

73

.63

64

.25

.5

No

tes

:

(1)

On

the

assu

mp

tio

nth

at

an

yo

pti

on

tore

ne

wth

ele

ase

(wh

ere

ap

plica

ble

)is

exe

rcis

ed

.

(2)

Th

eh

igh

er

of

the

two

ind

ep

en

de

nt

va

lua

tio

ns

of

ea

ch

Pro

pe

rty

co

nd

ucte

db

yth

eIn

de

pe

nd

en

tV

alu

ers

.

(3)

Th

elo

we

ro

fth

etw

oin

de

pe

nd

en

tva

lua

tio

ns

of

ea

ch

Pro

pe

rty

co

nd

ucte

db

yth

eIn

de

pe

nd

en

tV

alu

ers

.

(4)

Wh

ile

the

IPO

Pro

pe

rty

loca

ted

at

Lo

t5

Ka

ng

aro

oA

ve

nu

e,

Ea

ste

rnC

ree

k,

NS

Wh

ad

an

occu

pa

ncy

rate

of

58

.1%

as

at

31

De

ce

mb

er

20

15

,F

PA

ha

ssin

ce

se

cu

red

an

ew

ten

an

tfo

rth

e

va

ca

nt

lett

ab

lea

rea

an

dth

ete

na

ncy

ha

ssin

ce

co

mm

en

ce

d.

Acco

rdin

gly

,a

sa

tth

eL

ate

st

Pra

cti

ca

ble

Da

te,

the

occu

pa

ncy

rate

for

the

IPO

Pro

pe

rty

loca

ted

at

Lo

t5

Ka

ng

aro

oA

ve

nu

e,

Ea

ste

rnC

ree

k,

Ne

wS

ou

thW

ale

sis

10

0.0

%.

(5)

Va

lua

tio

nin

clu

de

sth

ee

ffe

cts

of

the

Ince

nti

ve

Re

imb

urs

em

en

tA

rra

ng

em

en

t.

(6)

On

the

assu

mp

tio

nth

at

all

six

op

tio

ns

tore

ne

w(f

or

afi

ve

-ye

ar

term

ea

ch

)a

ree

xe

rcis

ed

.

(7)

We

igh

ted

ave

rag

eb

yA

pp

rais

ed

Va

lue

.

198

Pro

pe

rtie

slo

ca

ted

inth

eS

tate

of

Qu

ee

ns

lan

d

S/N

Ad

dre

ss

Su

bu

rb

Co

mp

leti

on

of

Co

ns

tru

cti

on

Re

ma

inin

g

Te

nu

re

(ye

ars

)(1)

GL

A

(sq

m)

Oc

cu

pa

nc

y

(%)

Te

na

nt(

s)

Va

lua

tio

nA

(A$

m)(2

)

Va

lua

tio

nB

(A$

m)(3

)

WA

LE

(ye

ars

)

36

10

Silts

ton

e

Pla

ce

Be

rrin

ba

Octo

be

r2

01

49

99

,79

71

00

.0%

Ha

nko

ok

Tyre

(assig

ne

db

y

Ha

na

Exp

ress)

13

.51

3.0

3.8

37

55

-59

Bo

un

da

ry

Ro

ad

Ca

role

Pa

rkM

ay

20

04

99

13

,25

01

00

.0%

Go

od

ye

ar

&

Du

nlo

p

15

.31

4.1

3.4

38

57

-71

Pla

tin

um

Str

ee

t

Cre

stm

ea

dN

ove

mb

er

20

00

99

19

,29

91

00

.0%

Str

am

it2

9.5

29

.13

.9

39

51

Str

ad

bro

ke

Str

ee

t

He

ath

wo

od

Ju

ne

20

02

99

14

,91

61

00

.0%

B&

R2

3.1

23

.04

.6

40

30

Flin

tS

tre

et

Ina

laJa

nu

ary

20

13

99

15

,05

21

00

.0%

Isu

zu

24

.92

4.5

7.3

41

28

6Q

ue

en

sp

ort

Ro

ad

No

rth

Mu

rarr

ieS

ep

tem

be

r2

00

49

92

1,5

31

10

0.0

%L

am

ine

x3

5.8

(4)

35

.7(4

)8

.7

42

35

0E

arn

sh

aw

Ro

ad

No

rth

ga

teD

ece

mb

er

20

09

99

30

,77

91

00

.0%

H.J

.H

ein

z5

2.0

(5)

52

.0(5

)4

.0

43

99

Sa

nd

sto

ne

Pla

ce

Pa

rkin

so

nN

ove

mb

er

20

08

99

54

,24

51

00

.0%

Co

les

23

2.7

23

0.0

16

.5

44

99

Sh

ett

lesto

n

Str

ee

t

Ro

ckle

aJa

nu

ary

20

02

99

15

,18

61

00

.0%

Oro

ra2

2.4

21

.97

.5

Su

b-T

ota

lfo

rIP

OP

rop

ert

ies

loc

ate

din

the

Sta

teo

fQ

ue

en

sla

nd

99

(6)

19

4,0

55

10

0.0

%–

44

9.2

44

3.3

10

.3

199

No

tes

:

(1)

Ap

plica

ble

on

lyto

the

Le

ase

ho

ldP

rop

ert

ies.

On

the

assu

mp

tio

nth

at

an

yo

pti

on

tore

ne

wth

ele

ase

(wh

ere

ap

plica

ble

)is

exe

rcis

ed

.

(2)

Th

eh

igh

er

of

the

two

ind

ep

en

de

nt

va

lua

tio

ns

of

ea

ch

Pro

pe

rty

co

nd

ucte

db

yth

eIn

de

pe

nd

en

tV

alu

ers

.

(3)

Th

elo

we

ro

fth

etw

oin

de

pe

nd

en

tva

lua

tio

ns

of

ea

ch

Pro

pe

rty

co

nd

ucte

db

yth

eIn

de

pe

nd

en

tV

alu

ers

.

(4)

Th

eP

rop

ert

ylo

ca

ted

at

28

6Q

ue

en

sp

ort

Ro

ad

,N

ort

hM

ura

rrie

,Q

ue

en

sla

nd

isva

lue

db

yth

eIn

de

pe

nd

en

tV

alu

ers

as

at

31

De

ce

mb

er

20

15

an

da

sa

tth

ed

ate

of

va

lua

tio

n,

the

rea

re

ou

tsta

nd

ing

ince

nti

ve

sw

hic

hF

PA

ha

sa

lre

ad

yco

ntr

actu

ally

ma

de

ava

ila

ble

too

rg

ran

ted

toth

ee

xis

tin

gte

na

nt(

s)

an

dth

eva

lua

tio

ns

by

the

Ind

ep

en

de

nt

Va

lue

rsh

ave

take

nin

to

co

nsid

era

tio

nth

ee

ffe

cts

of

the

se

ince

nti

ve

s.

Ho

we

ve

r,g

ive

nth

at

the

ince

nti

ve

sg

ran

ted

toth

ese

exis

tin

gte

na

nt(

s)

wo

uld

ha

ve

be

en

fully

pa

ido

ut

an

d/o

ru

tilise

dp

rio

rto

the

acq

uis

itio

n

of

the

IPO

Pro

pe

rtie

sb

yF

LT,

the

co

st

of

su

ch

ince

nti

ve

sw

ill

no

tb

eb

orn

eb

yF

LT

an

dw

ill

no

tb

esu

bje

ct

tore

imb

urs

em

en

tb

yF

PA

un

de

rth

eIn

ce

nti

ve

sR

eim

bu

rse

me

nt

Arr

an

ge

me

nt

for

the

IPO

Pro

pe

rtie

s.

Th

efo

reg

oin

gsit

ua

tio

na

pp

lie

sto

fou

rIP

OP

rop

ert

ies,

na

me

ly,

the

pro

pe

rtie

slo

ca

ted

at

(i)

2-4

6D

ou

gla

sS

tre

et,

Po

rtM

elb

ou

rne

,V

icto

ria

,(i

i)4

68

Bo

un

da

ryR

oa

d,

De

rrim

ut,

Vic

tori

a,

(iii)

2-2

2E

ffic

ien

tD

rive

,T

rug

an

ina

,V

icto

ria

,a

nd

(iv)

28

6Q

ue

en

sp

ort

Ro

ad

,N

ort

hM

ura

rrie

,Q

ue

en

sla

nd

.

(5)

Va

lue

da

sa

t3

1M

arc

h2

01

6.

(6)

Ap

plica

ble

on

lyto

the

Le

ase

ho

ldP

rop

ert

ies.

We

igh

ted

ave

rag

eb

yA

pp

rais

ed

Va

lue

.

200

Pro

pe

rtie

slo

ca

ted

inth

eS

tate

of

So

uth

Au

str

ali

a

S/N

Ad

dre

ss

Su

bu

rb

Co

mp

leti

on

of

Co

ns

tru

cti

on

Re

ma

inin

g

Te

nu

re

(ye

ars

)(1)

GL

A

(sq

m)

Oc

cu

pa

nc

y

(%)

Te

na

nt(

s)

Va

lua

tio

nA

(A$

m)(2

)

Va

lua

tio

nB

(A$

m)(3

)

WA

LE

(ye

ars

)

45

5B

utl

er

Bo

ule

va

rd

Ad

ela

ide

Air

po

rtS

ep

tem

be

r2

00

88

18

,22

41

00

.0%

Au

str

alia

n

Po

sta

l,E

ricsso

n,

He

rba

life

,JF

C

9.7

(4)

8.7

(4)

3.6

46

18

-20

Bu

tle

r

Bo

ule

va

rd

Ad

ela

ide

Air

po

rtD

ece

mb

er

20

07

81

6,9

91

10

0.0

%T

he

rmo

Ga

mm

a

Me

tric

s

8.3

8.3

2.0

47

20

-22

Bu

tle

r

Bo

ule

va

rd

Ad

ela

ide

Air

po

rtA

ug

ust

20

09

81

11

,19

71

00

.0%

Ag

ilit

yL

og

isti

cs,

TN

T

11

.711

.44

.2

48

Lo

t1

02

Co

gh

lan

Ro

ad

Ou

ter

Ha

rbo

rA

pri

l2

00

1F

ree

ho

ld6

,62

61

00

.0%

JF

Hille

bra

nd

,

Qu

be

6.9

6.9

2.9

Su

b-T

ota

lfo

rIP

OP

rop

ert

ies

loc

ate

din

the

Sta

teo

fS

ou

thA

us

tra

lia

81

(5)

33

,03

81

00

.0%

–3

6.6

35

.33

.3

No

tes

:

(1)

Ap

plica

ble

on

lyto

the

Le

ase

ho

ldP

rop

ert

ies.

On

the

assu

mp

tio

nth

at

an

yo

pti

on

tore

ne

wth

ele

ase

(wh

ere

ap

plica

ble

)is

exe

rcis

ed

.

(2)

Th

eh

igh

er

of

the

two

ind

ep

en

de

nt

va

lua

tio

ns

of

ea

ch

Pro

pe

rty

co

nd

ucte

db

yth

eIn

de

pe

nd

en

tV

alu

ers

.

(3)

Th

elo

we

ro

fth

etw

oin

de

pe

nd

en

tva

lua

tio

ns

of

ea

ch

Pro

pe

rty

co

nd

ucte

db

yth

eIn

de

pe

nd

en

tV

alu

ers

.

(4)

Va

lua

tio

nin

clu

de

sth

ee

ffe

cts

of

the

Ince

nti

ve

Re

imb

urs

em

en

tA

rra

ng

em

en

t.

(5)

Ap

plica

ble

on

lyto

the

Le

ase

ho

ldP

rop

ert

ies.

We

igh

ted

ave

rag

eb

yA

pp

rais

ed

Va

lue

.

201

Pro

pe

rty

loc

ate

din

the

Sta

teo

fW

es

tern

Au

str

ali

a

S/N

Ad

dre

ss

Su

bu

rb

Co

mp

leti

on

of

Co

ns

tru

cti

on

Re

ma

inin

g

Te

nu

re

(ye

ars

)(1)

GL

A

(sq

m)

Oc

cu

pa

nc

y

Ra

te(%

)T

en

an

t(s

)

Va

lua

tio

nA

(A$

m)(2

)

Va

lua

tio

nB

(A$

m)(3

)

WA

LE

(ye

ars

)

49

60

Pa

ltri

dg

e

Ro

ad

Pe

rth

Air

po

rtF

eb

rua

ry2

00

91

72

0,1

43

52

.6%

(4)

Ele

ctr

olu

x1

8.4

18

.45

.0

Su

b-T

ota

lo

fIP

OP

ort

foli

o(5

)

(sa

ve

for

De

ve

lop

me

nt

Pro

pe

rtie

s)

82

(6)

1,0

41

,89

79

8.2

%–

1,4

27

.61

,39

8.9

6.6

No

tes

:

(1)

Ap

plica

ble

on

lyto

the

Le

ase

ho

ldP

rop

ert

ies.

On

the

assu

mp

tio

nth

at

an

yo

pti

on

tore

ne

wth

ele

ase

(wh

ere

ap

plica

ble

)is

exe

rcis

ed

.

(2)

Th

eh

igh

er

of

the

two

ind

ep

en

de

nt

va

lua

tio

ns

of

ea

ch

Pro

pe

rty

co

nd

ucte

db

yth

eIn

de

pe

nd

en

tV

alu

ers

.

(3)

Th

elo

we

ro

fth

etw

oin

de

pe

nd

en

tva

lua

tio

ns

of

ea

ch

Pro

pe

rty

co

nd

ucte

db

yth

eIn

de

pe

nd

en

tV

alu

ers

.

(4)

Th

eS

po

nso

ris

cu

rre

ntl

yin

the

pro

ce

ss

of

so

urc

ing

for

ne

wte

na

nts

for

the

va

ca

nt

lett

ab

lea

rea

inth

eP

rop

ert

y.

(5)

Co

mp

rise

sth

eIP

OP

rop

ert

ies

loca

ted

inth

esta

tes

of

Vic

tori

a,

Ne

wS

ou

thW

ale

s,

Qu

ee

nsla

nd

,S

ou

thA

ustr

alia

an

dW

este

rnA

ustr

alia

.

(6)

Ap

plica

ble

on

lyto

the

Le

ase

ho

ldP

rop

ert

ies.

We

igh

ted

ave

rag

eb

yA

pp

rais

ed

Va

lue

.

202

De

ve

lop

me

nt

Pro

pe

rtie

s

S/N

Ad

dre

ss

Su

bu

rbS

tate

Ta

rge

ted

Co

mp

leti

on

of

De

ve

lop

me

nt

Re

ma

inin

g

Te

nu

re

(ye

ars

)(1)

GL

A(2

)

(sq

m)

Oc

cu

pa

nc

y

up

on

co

mp

leti

on

(%)

Te

na

nt(

s)

Va

lua

tio

nA

(A$

m)(3

)

Va

lua

tio

nB

(A$

m)(4

)W

AL

E

50

Do

rie

mu

s

Dri

ve

Tru

ga

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204

Trade Sector Analysis

The charts below provide a breakdown of the trade sector of the tenants of the IPO Portfolio by

Adjusted Gross Rental Income and GLA.

Consumer43.2%

Others9.4%

Logistics31.4%

Manufacturing16.0%

Trade Sector of Tenants by Adjusted Gross Rental Income

(1)

Note:

(1) “Others” includes Automotive, Postal, Retail, Service and Wholesale Industries.

Consumer40.1%

Others9.8%

Logistics35.0%

Manufacturing15.1%

Trade Sector of Tenants by Leased Area

(1)

Note:

(1) “Others” includes Automotive, Postal, Retail, Service and Wholesale Industries.

205

Top 10 Tenants

IPO Portfolio

The table below sets out selected information on the top 10 tenants of the IPO Properties (based

on Adjusted Gross Rental Income).

Tenant or its

Subsidiary Property Trade Sector

% of Adjusted

Gross Rental

Income

Coles 99 Sandstone Place

80 Hartley Street

Consumer 15.6%

Schenker 2-22 Efficient Drive

4 Kangaroo Avenue

Logistics 5.0%

CEVA Logistics Doriemus Drive Logistics 4.9%

H.J. Heinz 350 Earnshaw Road Consumer 3.7%

Toll Transport 115-121 South Centre Road

2-22 Efficient Drive

2-46 Douglas Street

Logistics 3.7%

Mazda Lot 104 & 105 Springhill Road

207-211 Wellington Road

Automotive 3.2%

Techtronic

Industries

Lot 6 Kangaroo Avenue Consumer 2.9%

John Danks 8-8A Reconciliation Rise

98-126 South Park Drive

Consumer 2.8%

DHL Global

Forwarding

96-106 Link Road Logistics 2.8%

Inchcape 8-8A Reconciliation Rise

Lot 104 & 105 Springhill Road

Logistics 2.7%

Top 10 Tenants 47.3%

Other Tenants 52.7%

Marketing and Leasing Activities

The HAUT Manager and the Australian Property Manager have a deep knowledge of the tenants’

business and business requirements and will leverage this to renew the leases with the tenants

in their existing facilities or cater for their expansion within the existing facilities or into new

facilities.

Management will proactively engage with tenants well in advance of the tenancies’ lease expiry.

Management maintain regular contact with the tenants and regularly review the tenants’ current

and future occupancy requirements in order to ensure advance notice of the tenants’ intention.

206

The Australian Property Manager provides quality leasing and management services to the IPO

Properties. This enables FLT to maximise rental returns, achieve long term capital appreciation

and market leadership in the industrial and logistics property market, and together with

maintenance of its brand position.

The Australian Property Manager will utilise third party service providers for certain property

management services such as landscaping, plant and equipment maintenance/servicing, pest

control and legal services. The respective agreements with these third party service providers will

contain the customary provisions, including termination for fault and for no-fault, as well as the

right to supervise or audit and to grant approval prior to various acts of the relevant service

provider. The IPO Properties will be actively marketed by the Australian Property Manager to

prospective tenants both directly and through property consultants. Prospective tenants and their

consultants are also regularly updated in regards to the availability of space within the subject

portfolio.

The HAUT Manager considers that the above proactive leasing approach and strategy will assist

FLT to attract and maintain high quality tenants to the IPO Properties.

Lease Management

The tenancy documents entered into for the IPO Properties contain terms and conditions,

including those relating to duration of the lease, the rental amount payable, rental reviews,

provision of security deposits, and landlord/tenant obligations at lease expiry. The REIT Manager

believes that the terms are in line with generally accepted market practice and procedures. In

certain instances, these terms have been modified to accommodate the specific needs of major

tenants, such as expansion clauses and lease break clauses (which often include a requirement

for the tenant to pay a surrender fee to the landlord).

As tenant retention is critical to minimising the turnover of leases, the Australian Property Manager

will maintain close communication and a good working relationship with the existing tenants.

Dialogues and meetings for lease renewal will be held at least six months in advance with tenants

whose leases are due to expire. Arrears management procedures will also be enforced to ensure

timely payment of rent. The REIT Manager believes that these proactive steps to retain tenants

and reduce rental in arrears will help maintain a stable income stream for FLT.

Security Deposits

When a prospective tenant has committed to a lease, a security deposit in the form of cash,

banker’s guarantee or corporate guarantee from its parent may be required of the tenant, as

determined on a case by case basis. The quantum of security deposit (if taken) will vary

depending on management’s assessment as to the strength of the lessee entity and the

creditworthiness of the tenant and typically ranges from six months to 12 months of gross rent.

The tenant will take possession of the premises after it has provided the requisite security and

formally executed the tenancy document. Rent and recoverable outgoings are usually payable

monthly in advance.

CAPITAL EXPENDITURE

There is capital expenditure of A$1.5 million and A$4.4 million expected to be incurred in theForecast Period 2016 and the Projection Year 2017, respectively for future replacement andimprovements works. (See “Profit Forecast and Profit Projection – Projection for the EnlargedPortfolio for Projection Year 2017 – Maintenance Capital Expenditure” for further details.)

207

COMPETITION

Unless otherwise stated herein, the following section has been extracted from the Independent

Australian Industrial Property Market Research Report set out in Appendix F, “Independent

Australian Industrial Property Market Research Report” which has been prepared by the

Independent Market Research Consultant.

Much of the recently developed prime grade industrial and logistics stock is held by a core groupof investors who have developed major master planned industrial estates and business estates inthe eastern seaboard markets of Sydney, Melbourne and Brisbane.

Most of the domestic institutions holding substantial industrial property are now focused onincreasing their exposure to industrial property. Furthermore, a number of offshore funds andsmaller boutique funds are looking to grow their presence in the market.

The Australian institutional property market remains highly concentrated among approximately 10major owners or managers. However, there is also a high level of participation in the sector frommany smaller operators including syndicators, private investment companies and developers.

The most active developers of prime distribution properties in Sydney, Melbourne and Brisbanehave been Goodman, FPA and Dexus Property. These three groups have the deepest land banksand development capability of the major institutions in these markets.

Supply of industrial space in Australia is expected to remain below the 10-year average in 2016with 841,400 sq m under construction and scheduled to complete in 2016 and a further 509,400sq m having obtained planning approval. The pipeline for industrial properties in key cities inAustralia is summarised below:

• Sydney: Approximately 255,200 sq m of new supply is under construction and expected tobe delivered to the market in 2016 with another 301,500 sq m in the planning stage;

• Melbourne: 207,200 sq m of new supply is under construction and expected to be deliveredto the market in 2016, and a further 240,500 sq m is at the planning stage. Less than 5% ofspace under construction in Melbourne is on a speculative basis;

• Brisbane: Supply is expected to be more subdued in 2016 with only 163,100 sq m underconstruction and 52,700 sq m at the planning stages. Approximately 19% of space underconstruction in Brisbane is being speculatively constructed, although this represents only arelatively low 22,500 sq m of space;

• Perth: 181,800 sq m of supply is under construction for 2016. The development cycle has notbeen as pronounced as other markets as many users have preferred to find accommodationin the existing stock base or build purpose-built facilities to owner occupy; and

• Adelaide: Supply is expected to increase slightly with approximately 34,000 sq m underconstruction and expected to be delivered in 2016. A further 30,200 sq m is at the planningstages.

208

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IPO PROPERTIES

The IPO Portfolio was selected based on the criteria as set out below:

For properties where development activities have been completed, the property must satisfy therequirement as at 31 December 2015 (being the date on which the IPO Portfolio was selected) ofa minimum WALE of two years from 31 December 2015.

For properties which are still undergoing development as at 31 December 2015 (being the dateon which the IPO Portfolio was selected), the property must satisfy the following characteristics:

(i) fully pre-committed leases must have been secured for the property; and

(ii) the property must have obtained all the necessary planning permits and approvals requiredin respect of its development.

Further details on each of the IPO Properties are set out in the subsequent pages.

211

18-34 AYLESBURY DRIVE, ALTONA, VICTORIA

Description

Completed in February 2015, the Property comprises two adjoining office and warehouse facilitieswithin the Access Altona Industrial Park, located approximately 13 km from Melbourne’s centralbusiness district (“CBD”). Each of the tenanted areas comprises office accommodation space,canopy coverage and a hardstand with a warehouse height of 10 metres.

The table below sets out a summary of selected information on the Property.

Title Freehold

Completion Date February 2015

Occupancy (%) 100.0%

GLA (sq m) 21,493

Valuation by Savills

(as at 31 December 2015) (A$ million)

23.0(1) and 22.4(2)

Valuation by Urbis

(as at 31 December 2015) (A$ million)

22.9(1) and 22.3(2)

Purchase Consideration (A$ million) 23.0

Number of Tenants 2

Tenants Cosmic S&S Pty Ltd, Electrical Home-Aids

Pty Ltd (trading as Godfreys)

Notes:

(1) Including the effects of the Incentive Reimbursement Arrangement.

(2) Excluding the effects of the Incentive Reimbursement Arrangement.

212

610-638 HEATHERTON ROAD, CLAYTON SOUTH, VICTORIA

Description

The Property comprises a warehouse facility and a free-standing two-level office. The site is within

proximity to the Monash Freeway and is located approximately 22 km from Melbourne’s CBD.

Melbourne Airport and the Port of Melbourne are located approximately 60 km and 37 km from the

Property, respectively.

The table below sets out a summary of selected information on the Property.

Title Freehold

Completion Date February 2008

Occupancy (%) 100.0%

GLA (sq m) 8,387

Valuation by Savills

(as at 31 December 2015) (A$ million)

19.0

Valuation by Urbis

(as at 31 December 2015) (A$ million)

20.5

Purchase Consideration (A$ million) 20.5

Number of Tenants 1

Tenant Jemena Limited (trading as Zinfra)(1)

Note:

(1) Refers to the tenant of the IPO Property located at 610-638 Heatherton Road, Clayton South, Victoria, as at 31

December 2015. Since then, the tenant entered into a deed of assignment and variation with FPA to assign its lease

to Metro Trains Melbourne Pty Ltd as at 29 March 2016. Accordingly as at the Latest Practicable Date, the tenant

is Metro Trains Melbourne Pty Ltd.

213

49-75 PACIFIC DRIVE, KEYSBOROUGH, VICTORIA

Description

The Property comprises a large industrial warehouse and an attached two-level office building.

Completed in 2011, it is located approximately 30 km southeast of Melbourne’s CBD. The

Melbourne Airport and the Port of Melbourne are also located approximately 60 km and 37 km

from the Property, respectively.

The table below sets out a summary of selected information on the property.

Title Freehold

Completion Date December 2011

Occupancy (%) 100.0%

GLA (sq m) 25,163

Valuation by Savills

(as at 31 December 2015) (A$ million)

29.1

Valuation by Urbis

(as at 31 December 2015) (A$ million)

28.2

Purchase Consideration (A$ million) 29.1

Number of Tenants 1

Tenant Horizon Global Ltd

214

115-121 SOUTH CENTRE ROAD, MELBOURNE AIRPORT, VICTORIA

Description

The Property includes an industrial facility, a substantial two-level office and a ground floor café.

The Property is located within the Melbourne Airport Business Park approximately 20 km

northwest of Melbourne’s CBD and approximately 7 km from Melbourne Airport. The Port of

Melbourne is also located approximately 23 km from the Property.

The table below sets out a summary of selected information on the Property.

Title Leasehold (Expiring on 30 June 2047)

Completion Date May 2008

Occupancy (%) 100.0%

GLA (sq m) 3,085

Valuation by Savills

(as at 31 March 2016) (A$ million)

5.8(1) and 5.7(2)

Valuation by Urbis

(as at 31 March 2016) (A$ million)

6.2(1) and 6.1(2)

Purchase Consideration (A$ million) 5.7

Number of Tenants 2

Tenants Prime Vigor Pty Ltd (trading as Jetstream

Café), Toll Transport Pty Ltd

Notes:

(1) Including the effects of the Incentive Reimbursement Arrangement.

(2) Excluding the effects of the Incentive Reimbursement Arrangement.

215

96-106 LINK ROAD, MELBOURNE AIRPORT, VICTORIA

Description

The Property comprises an extensive, purpose-built industrial facility. The facility includes a

three-level office attached by a first floor walkway to the warehouse. The Property is located within

the Melbourne Airport Business Park approximately 22 km from Melbourne’s CBD and

approximately 5 km from Melbourne Airport. In addition, the Port of Melbourne is located

approximately 24 km from the Property.

The table below sets out a summary of selected information on the Property.

Title Leasehold (Expiring on 30 June 2047)

Completion Date June 2009

Occupancy (%) 100.0%

GLA (sq m) 18,599

Valuation by Savills

(as at 31 December 2015) (A$ million)

25.0

Valuation by Urbis

(as at 31 December 2015) (A$ million)

25.2

Purchase Consideration (A$ million) 25.2

Number of Tenants 1

Tenant DHL Global Forwarding (Australia) Pty Ltd

216

17-23 JETS COURT, MELBOURNE AIRPORT, VICTORIA

Description

The Property comprises two warehouse and distribution facilities with associated office

accommodation. Completed in March 2009, the site is located within the Melbourne Airport

Business Park and is located approximately 7 km from Melbourne Airport. In addition, the Property

is located approximately 21 km from Melbourne’s CBD and approximately 23 km from the Port of

Melbourne.

The table below sets out a summary of selected information on the Property.

Title Leasehold (Expiring on 30 June 2047)

Completion Date March 2009

Occupancy (%) 100.0%

GLA (sq m) 9,869

Valuation by Savills

(as at 31 December 2015) (A$ million)

7.6

Valuation by Urbis

(as at 31 December 2015) (A$ million)

7.9

Purchase Consideration (A$ million) 7.9

Number of Tenants 2

Tenants Eagle Lighting Australia Pty Limited, Smith &

Staff Pty Limited

217

25-29 JETS COURT, MELBOURNE AIRPORT, VICTORIA

Description

The facility comprises an industrial property providing two adjoining sprinklered high bay

warehouse facilities, each with front office accommodation. The northern half of the facility is

currently occupied by Boeing Defence Australia Limited with a party wall separating the

warehouse accommodation. Agility Logistics occupy the southern half of the facility at the end of

Jets Court.

The improvements1 extend to a total gross lettable area of 15,544 sq m, located within the

Melbourne Airport Business Park.

The table below sets out a summary of selected information on the Property.

Title Leasehold (Expiring on 30 June 2047)

Completion Date December 2007

Occupancy (%) 100.0%

GLA (sq m) 15,544

Valuation by Savills

(as at 31 March 2016) (A$ million)

11.1(1) and 10.5(2)

Valuation by Urbis

(as at 31 March 2016) (A$ million)

11.1(1) and 10.5(2)

Purchase Consideration (A$ million) 11.1

Number of Tenants 2

Tenant Agility Logistics Pty Limited, Boeing Defence

Australia Limited

Notes:

(1) Including the effects of the Incentive Reimbursement Arrangement.

(2) Excluding the effects of the Incentive Reimbursement Arrangement.

1 The “improvements” refer to improvements made to the building on the Property and are in respect of the combined

area of the warehouse and associated ancillary office.

218

28-32 SKY ROAD EAST, MELBOURNE AIRPORT, VICTORIA

Description

The Property comprises a warehouse distribution facility and a two-level office constructed in

2008. The Property forms part of the Melbourne Airport Business Park and is situated

approximately 6 km from the Melbourne Airport. In addition, the Property is located approximately

21 km from Melbourne’s CBD and approximately 23 km from the Port of Melbourne.

The table below sets out a summary of selected information on the Property.

Title Leasehold (Expiring on 30 June 2047)

Completion Date August 2008

Occupancy (%) 100.0%

GLA (sq m) 12,086

Valuation by Savills

(as at 31 March 2016) (A$ million)

9.2(1) and 8.9(2)

Valuation by Urbis

(as at 31 March 2016) (A$ million)

9.7(1) and 9.3(2)

Purchase Consideration (A$ million) 9.0

Number of Tenants 1

Tenant Agility Logistics Pty Limited

Notes:

(1) Including the effects of the Incentive Reimbursement Arrangement.

(2) Excluding the effects of the Incentive Reimbursement Arrangement.

219

38-52 SKY ROAD EAST, MELBOURNE AIRPORT, VICTORIA

Description

The Property comprises a 46,231 sq m warehouse and distribution facility with a single-level

office. The Property forms part of the Melbourne Airport Business Park and is located

approximately 6 km from Melbourne Airport. In addition, the Property is located approximately 21

km from Melbourne’s CBD and 21 km from the Port of Melbourne.

The table below sets out a summary of selected information on the Property.

Title Leasehold (Expiring on 30 June 2047)

Completion Date October 2008

Occupancy (%) 100.0%

GLA (sq m) 46,231

Valuation by Savills

(as at 31 December 2015) (A$ million)(1)

26.8(2) and 22.4(3)

Valuation by Urbis

(as at 31 December 2015) (A$ million)(1)

26.5(2) and 22.7(3)

Purchase Consideration (A$ million) 26.8

Number of Tenants 1

Tenant Unilever Australia (Holdings) Proprietary

Limited

Notes:

(1) The reasons for the relatively wider difference in valuations compared to other IPO Properties (including and

excluding the effects of the Incentives Reimbursement Arrangement) is due to the following:

(a) the lease to Unilever commenced relatively recently, being 1 June 2015. Accordingly, the quantum of

incentives which is outstanding is relatively larger in comparison to the leases with other tenants where most

of the incentives granted would have already been utilised by the date of valuation; and

(b) the Property located at 38-52 Sky Road East, Melbourne Airport, Victoria is significantly larger than average

(approximately 46,000 sq m) and therefore the absolute quantum of incentives would be larger.

(2) Including the effects of the Incentive Reimbursement Arrangement.

(3) Excluding the effects of the Incentive Reimbursement Arrangement.

220

2-46 DOUGLAS STREET, PORT MELBOURNE, VICTORIA

Description

The Property comprises two freestanding, industrial facilities. The larger premises consists of a

two level office attached to a high bay, sprinklered warehouse with open, under-croft and deck car

parking for approximately 311 vehicles. The smaller office/warehouse facility has approximately

35 on-site car parking spaces comprising of a combined area of 21,803 sq m. In addition, the

Property is situated within the Port of Melbourne and is located approximately 3 km from

Melbourne’s CBD.

The table below sets out a summary of selected information on the Property.

Title Leasehold (Expiring on 30 March 2053)

Completion Date October 2005

Occupancy (%) 100.0%

GLA (sq m) 21,803

Valuation by Savills

(as at 31 March 2016) (A$ million)

23.9(1)

Valuation by Urbis

(as at 31 March 2016) (A$ million)

23.7(1)

Purchase Consideration (A$ million) 21.7

Number of Tenants 2

Tenants Siemens Rail Automation Pty Ltd, Toll

Transport Pty Ltd

Note:

(1) The Property located at 2-46 Douglas Street, Port Melbourne, Victoria is valued by the Independent Valuers as at

31 December 2015 and as at the date of valuation, there are outstanding incentives which FPA has already

contractually made available to or granted to the existing tenant(s) and the valuations by the Independent Valuers

have taken into consideration the effects of these incentives. However, given that the incentives granted to these

existing tenant(s) would have been fully paid out and/or utilised prior to the acquisition of the IPO Properties by FLT,

the cost of such incentives will not be borne by FLT and will not be subject to reimbursement by FPA under the

Incentives Reimbursement Arrangement for the IPO Properties. The foregoing situation applies to four IPO

Properties, namely, the properties located at (i) 2-46 Douglas Street, Port Melbourne, Victoria, (ii) 468 Boundary

Road, Derrimut, Victoria, (iii) 286 Queensport Road, North Murarrie, Queensland, and (iv) 2-22 Efficient Drive,

Truganina, Victoria.

221

21-33 SOUTH PARK DRIVE, DANDENONG SOUTH, VICTORIA

Description

The Property comprises a warehouse facility, two level office and showroom. Completed in

November 2005, the Property is located approximately 38 km from Melbourne’s CBD and is within

proximity to numerous arterial roads and transport networks, including Eastlink Interchange, the

Monash Freeway and Princes Highway. The Property is located within the South Park Industrial

Estate approximately 69 km and 46 km from Melbourne Airport and the Port of Melbourne,

respectively.

The table below sets out a summary of selected information on the Property.

Title Freehold

Completion Date November 2005

Occupancy (%) 100.0%

GLA (sq m) 22,106

Valuation by Savills

(as at 31 December 2015) (A$ million)

23.9(1) and 21.1(2)

Valuation by Urbis

(as at 31 December 2015) (A$ million)

23.8(1) and 21.0(2)

Purchase Consideration (A$ million) 23.9

Number of Tenants 1

Tenant Caprice Australia Pty Ltd

Notes:

(1) Including the effects of the Incentive Reimbursement Arrangement.

(2) Excluding the effects of the Incentive Reimbursement Arrangement.

222

22-26 BAM WINE COURT, DANDENONG SOUTH, VICTORIA

Description

The Property comprises a single-level office and temperature-controlled warehouse. Originally

developed in 2004, a 4,200 sq m extension was completed in the second half of 2011. The

Property is located within Australand’s South Park Industrial Estate, which is a short distance from

the Eastlink Interchange, the Monash Freeway and Princes Highway. The Property is located

approximately 38 km from Melbourne’s CBD and approximately 68 km and 46 km from Melbourne

Airport and the Port of Melbourne, respectively.

The table below sets out a summary of selected information on the Property.

Title Freehold

Completion Date September 2004

Occupancy (%) 100.0%

GLA (sq m) 17,606

Valuation by Savills

(as at 31 March 2016) (A$ million)

21.8 (1) and 20.8(2)

Valuation by Urbis

(as at 31 March 2016) (A$ million)

21.8(1) and 20.8(2)

Purchase Consideration (A$ million) 21.8

Number of Tenants 1

Tenant BAM Wine Logistics Pty Ltd

Notes:

(1) Including the effects of the Incentive Reimbursement Arrangement.

(2) Excluding the effects of the Incentive Reimbursement Arrangement.

223

16-32 SOUTH PARK DRIVE, DANDENONG SOUTH, VICTORIA

Description

The Property comprises a 12,729 sq m fully sprinklered storage and distribution facility, with

associated office area, canopy, hardstand and 69 parking lots. The Property shares a common

wall with the adjoining property to the north and is located approximately 30 km south east of

Melbourne’s CBD within the South Park Industrial Estate.

The table below sets out a summary of selected information on the Property.

Title Freehold

Completion Date April 2009

Occupancy (%) 100.0%

GLA (sq m) 12,729

Valuation by Savills

(as at 31 December 2015) (A$ million)

13.4(1) and 12.6(2)

Valuation by Urbis

(as at 31 December 2015) (A$ million)

13.8(1) and 12.9(2)

Purchase Consideration (A$ million) 13.8

Number of Tenants 1

Tenant Australian Postal Corporation

Notes:

(1) Including the effects of the Incentive Reimbursement Arrangement.

(2) Excluding the effects of the Incentive Reimbursement Arrangement.

224

63-79 SOUTH PARK DRIVE, DANDENONG SOUTH, VICTORIA

Description

Completed in May 2004, the Property includes a warehouse facility with two-level office. The

Property is located within Australand’s South Park Industrial Estate, which is a short distance from

the Eastlink Interchange, Monash Freeway and Princes Freeway. The Property is located

approximately 38 km from Melbourne’s CBD and approximately 68 km and 46 km from Melbourne

Airport and the Port of Melbourne, respectively.

The table below sets out a summary of selected information on the Property.

Title Freehold

Completion Date May 2004

Occupancy (%) 100.0%

GLA (sq m) 13,963

Valuation by Savills

(as at 31 December 2015) (A$ million)

16.2(1) and 15.6(2)

Valuation by Urbis

(as at 31 December 2015) (A$ million)

16.5(1) and 15.8(2)

Purchase Consideration (A$ million) 16.5

Number of Tenants 1

Tenant L&L Products Australia Pty Ltd

Notes:

(1) Including the effects of the Incentive Reimbursement Arrangement.

(2) Excluding the effects of the Incentive Reimbursement Arrangement.

225

98-126 SOUTH PARK DRIVE, DANDENONG SOUTH, VICTORIA

Description

Completed in October 2006, the Property consists of a industrial office and warehouse facility. The

Property is centrally-located amidst numerous arterial roads and transport networks and within the

South Park Industrial Estate. The Property is located approximately 68 km and 46 km from

Melbourne Airport and the Port of Melbourne, respectively. In addition, the Property is located

approximately 38 km from Melbourne’s CBD.

The table below sets out a summary of selected information on the Property.

Title Freehold

Completion Date October 2006

Occupancy (%) 100.0%

GLA (sq m) 28,062

Valuation by Savills

(as at 31 December 2015) (A$ million)

33.8

Valuation by Urbis

(as at 31 December 2015) (A$ million)

34.0

Purchase Consideration (A$ million) 34.0

Number of Tenants 1

Tenant John Danks & Son Pty Ltd

226

77 ATLANTIC DRIVE, KEYSBOROUGH, VICTORIA

Description

Recent asset enhancements carried out in respect of the Property include a warehouse and an

attached two storey office/display centre designed with B-Double access along the south of the

premises with considerable on-site car parking within the Keys Industrial Estate accessed from

Atlantic Drive which was constructed in 2015. The Property is located within proximity of the

Eastlink and Monash Freeway interchange and is also located approximately 38 km and 46 km

from Melbourne’s CBD and from Melbourne Airport, respectively.

The table below sets out a summary of selected information on the Property.

Title Freehold

Completion Date August 2015

Occupancy (%) 100.0%

GLA (sq m) 15,095

Valuation by Savills

(as at 31 December 2015) (A$ million)

18.9

Valuation by Urbis

(as at 31 December 2015) (A$ million)

18.4

Purchase Consideration (A$ million) 18.9

Number of Tenants 1

Tenant Miele Australia Pty Ltd

227

17 PACIFIC DRIVE AND 170-172 ATLANTIC DRIVE, KEYSBOROUGH, VICTORIA

Description

The Property comprises two warehouse and office facilities under one roofline. It is located within

Australand’s Key Industrial Estate and is targeting a 3-star Green Star performance rating. The

Property is situated within proximity of the Eastlink and Monash Freeway interchange and is also

located approximately 38 km southeast of Melbourne’s CBD. In addition, the Property is located

approximately 68 km and 46 km from Melbourne Airport and the Port of Melbourne, respectively.

The table below sets out a summary of selected information on the Property.

Title Freehold

Completion Date December 2012

Occupancy (%) 100.0%

GLA (sq m) 30,004

Valuation by Savills

(as at 31 December 2015) (A$ million)

35.4(1) and 35.1(2)

Valuation by Urbis

(as at 31 December 2015) (A$ million)

34.0(1) and 33.7(2)

Purchase Consideration (A$ million) 35.4

Number of Tenants 2

Tenants BIC Australia Pty Ltd, Chrisco Hampers

Australia Ltd

Notes:

(1) Including the effects of the Incentive Reimbursement Arrangement.

(2) Excluding the effects of the Incentive Reimbursement Arrangement.

228

78 & 88 ATLANTIC DRIVE, KEYSBOROUGH, VICTORIA

Description

The Property comprises two adjoining, fully sprinklered distribution facilities with associated

mezzanine level office areas in the Keys Industrial Park, with ducted air conditioning throughout

offices, large drive through canopies, hardstand and car spaces with a total combined area of

13,495 sq m. The Property is situated within proximity of the Eastlink and Monash Freeway

interchange and is also located approximately 38 km and 46 km from Melbourne’s CBD and

Melbourne Airport, respectively.

The table below sets out a summary of selected information on the Property.

Title Freehold

Completion Date November 2014

Occupancy (%) 100.0%

GLA (sq m) 13,495

Valuation by Savills

(as at 31 December 2015) (A$ million)

17.2(1) and 16.6(2)

Valuation by Urbis

(as at 31 December 2015) (A$ million)

17.0(1) and 16.3(2)

Purchase Consideration (A$ million) 17.2

Number of Tenants 2

Tenants Adairs Retail Group Pty Ltd, Blue Star

Group Australia Pty Ltd

Notes:

(1) Including the effects of the Incentive Reimbursement Arrangement.

(2) Excluding the effects of the Incentive Reimbursement Arrangement.

229

150-168 ATLANTIC DRIVE, KEYSBOROUGH, VICTORIA

Description

The Property comprises two adjoining, fully sprinklered distribution facilities with associated

mezzanine level office areas, with ducted air conditioning throughout offices with a combined area

27,272 sq m. The Property is situated in the Keys Industrial Park within proximity of the Eastlink

and Monash Freeway interchange and is also located approximately 38 km from Melbourne’s CBD

and approximately 46 km from Melbourne Airport.

The table below sets out a summary of selected information on the Property.

Title Freehold

Completion Date August 2011

Occupancy (%) 100.0%

GLA (sq m) 27,272

Valuation by Savills

(as at 31 December 2015) (A$ million)

35.8

Valuation by Urbis

(as at 31 December 2015) (A$ million)

33.2

Purchase Consideration (A$ million) 35.8

Number of Tenants 2

Tenants ESR Group Holdings Pty Ltd, Tyres 4 U Pty

Ltd

230

1-13 & 15-27 SUNLINE DRIVE, TRUGANINA, VICTORIA

Description

The Property comprises two attached warehouses, each with internal office accommodation. The

Property was completed in 2011 and is located within Australand’s Westpark Industrial Estate,

within proximity to the Deer Park By-Pass and Western Ring Road and approximately 25 km away

from Melbourne’s CBD. The Melbourne Airport and the Port of Melbourne are also approximately

26 km and 21 km from the Property, respectively.

The table below sets out a summary of selected information on the property.

Title Freehold

Completion Date April 2011

Occupancy (%) 100.0%

GLA (sq m) 26,153

Valuation by Savills

(as at 31 December 2015) (A$ million)

28.9

Valuation by Urbis

(as at 31 December 2015) (A$ million)

28.9

Purchase Consideration (A$ million) 28.9

Number of Tenants 2

Tenants Arlec Australia Pty Ltd, Freight Specialists

Pty Ltd

231

468 BOUNDARY ROAD, DERRIMUT, VICTORIA

Description

The Property, which was completed in August 2006, comprises a distribution facility and

incorporates a single-level office which is attached to a large warehouse. The Property is situated

in the West Park Industrial Estate within proximity to the Deer Park By-Pass and Western Ring

Road and located approximately 22 km west of Melbourne’s CBD and approximately 27 km and

17 km from Melbourne Airport and the Port of Melbourne, respectively.The table below sets out a

summary of selected information on the Property.

Title Freehold

Completion Date August 2006

Occupancy (%) 100.0%

GLA (sq m) 24,732

Valuation by Savills

(as at 31 December 2015) (A$ million)

24.5(1)

Valuation by Urbis

(as at 31 December 2015) (A$ million)

24.6(1)

Purchase Consideration (A$ million) 24.6

Number of Tenants 1

Tenant CHEP Australia Ltd

Note:

(1) The Property located at 468 Boundary Road, Derrimut, Victoria is valued by the Independent Valuers as at 31

December 2015 and as at the date of valuation, there are outstanding incentives which FPA has already

contractually made available to or granted to the existing tenant(s) and the valuations by the Independent Valuers

have taken into consideration the effects of these incentives. However, given that the incentives granted to these

existing tenant(s) would have been fully paid out and/or utilised prior to the acquisition of the IPO Properties by FLT,

the cost of such incentives will not by borne be FLT and will not be subject to reimbursement by FPA under the

Incentives Reimbursement Arrangement for the IPO Properties. The foregoing situation applies to four IPO

Properties, namely, the properties located at (i) 2-46 Douglas Street, Port Melbourne, Victoria, (ii) 468 Boundary

Road, Derrimut, Victoria, (iii) 286 Queensport Road, North Murarrie, Queensland, and (iv) 2-22 Efficient Drive,

Truganina, Victoria.

232

42 SUNLINE DRIVE, TRUGANINA, VICTORIA

Description

The Property is situated on the corner of Efficient and Sunline Drives within the western suburb

of Truganina, approximately 16 km west of Melbourne’s CBD. The Property forms part of the West

Park Industrial Estate. Constructed in 2015, the property features an office and warehouse with

drive around truck access and truck parking to the Northern boundary. The Property also includes

a weighbridge, dispatch office and a section of container rated hardstand. The Property is situated

within proximity to the Deer Park By-Pass and Western Ring Road and is located approximately

27 km from Melbourne’s CBD.

The table below sets out a summary of selected information on the Property.

Title Freehold

Completion Date June 2015

Occupancy (%) 100.0%

GLA (sq m) 14,636

Valuation by Savills

(as at 31 December 2015) (A$ million)

16.0

Valuation by Urbis

(as at 31 December 2015) (A$ million)

16.0

Purchase Consideration (A$ million) 16.0

Number of Tenants 1

Tenant Vermile Pty Ltd (trading as Austrans)

233

2-22 EFFICIENT DRIVE, TRUGANINA, VICTORIA

Description

The Property is situated on the corner of Efficient and Sunline Drives within the western suburb

of Truganina, located approximately 16 km west of Melbourne’s CBD. The property forms part of

the West Park Industrial Estate which boasts excellent transport linkages to the Deer Park

Bypass, Western Ring Road and Calder Freeway.

Completed in March 2014, the Property features 3 office and warehouse accommodations. Each

tenancy affords lift access to the second floor office, loading dock facilities and ESFR sprinklers.

The table below sets out a summary of selected information on the Property.

Title Freehold

Completion Date March 2015

Occupancy (%) 100.0%

GLA (sq m) 38,335

Valuation by Savills

(as at 31 March 2016) (A$ million)

41.6(1)

Valuation by Urbis

(as at 31 March 2016) (A$ million)

42.0(1)

Purchase Consideration (A$ million) 42.0

Number of Tenants 3

Tenants MaxiPARTS Pty Ltd, Schenker Australia Pty

Ltd, Toll Transport Pty Ltd

Note:

(1) The Property located at 2-22 Efficient Drive, Truganina, Victoria is valued by the Independent Valuers as at 31

December 2015 and as at the date of valuation, there are outstanding incentives which FPA has already

contractually made available to or granted to the existing tenant(s) and the valuations by the Independent Valuers

have taken into consideration the effects of these incentives. However, given that the incentives granted to these

existing tenant(s) would have been fully paid out and/or utilised prior to the acquisition of the IPO Properties by FLT,

the cost of such incentives will not be borne by FLT and will not be subject to reimbursement by FPA under the

Incentives Reimbursement Arrangement for the IPO Properties. The foregoing situation applies to four IPO

Properties, namely, the properties located at (i) 2-46 Douglas Street, Port Melbourne, Victoria, (ii) 468 Boundary

Road, Derrimut, Victoria, (iii) 286 Queensport Road, North Murarrie, Queensland, and (iv) 2-22 Efficient Drive,

Truganina, Victoria.

234

207-211 WELLINGTON ROAD, MULGRAVE, VICTORIA

Description

The Property comprises an office/showroom development and 330 car parking bays. The site is

located on the northern side of Wellington Road, approximately 20 km south east of Melbourne’s

CBD. The Property will be occupied solely by Mazda who will utilise the building as their Australian

Headquarters.

The Property is currently undergoing development which is expected to be completed by April

2016.

The table below sets out a summary of selected information on the Property.

Title Freehold

Completion Date April 2016

Occupancy (%) 100.0% pre-committed

GLA (sq m) 7,175

Valuation by Savills

(as at 31 March 2016) (A$ million)

36.1

Valuation by Urbis

(as at 31 March 2016) (A$ million)

37.7

Purchase Consideration (A$ million) 37.7

Number of Tenants 1 pre-committed

Tenant Mazda Australia Pty Limited

235

LOT 6 KANGAROO AVENUE, EASTERN CREEK, NEW SOUTH WALES

Description

The Property comprises a recently completed high clearance office/warehouse distribution centre

with a GLA of 41,401 sq m. Site improvements include substantial hardstand, full perimeter

security fencing, four awnings servicing warehouse access points, substantial parking areas and

landscaping. The Property is located within the industrial suburb of Eastern Creek, approximately

38 km west of Sydney’s CBD, benefiting from proximity and easy access to the M4 and M7

Motorways.

The table below sets out a summary of selected information on the Property.

Title Freehold

Completion Date July 2015

Occupancy (%) 100.0%

GLA (sq m) 41,401

Valuation by Savills

(as at 31 December 2015) (A$ million)

60.7

Valuation by Urbis

(as at 31 December 2015) (A$ million)

60.0

Purchase Consideration

(A$ million)

60.7

Number of Tenants 1

Tenant Techtronic Industries Australia Pty Limited

236

LOT 5 KANGAROO AVENUE, EASTERN CREEK, NEW SOUTH WALES

Description

The recently completed Property comprises two adjoining office and warehouse units. The

warehouse offers high clearance accommodation with 10 on grade doors and 12 recessed loading

docks. The Property is located within the industrial suburb of Eastern Creek, approximately 38 km

west of Sydney’s CBD, benefiting from proximity and easy access to the M4 and M7 Motorways.

The table below sets out a summary of selected information on the Property.

Title Freehold

Completion Date June 2015

Occupancy (%) 58.1%(1)

GLA (sq m) 23,112

Valuation by Savills

(as at 31 December 2015) (A$ million)

35.3

Valuation by Urbis

(as at 31 December 2015) (A$ million)

35.8

Purchase Consideration (A$ million) 35.8

Number of Tenants 1

Tenant Fisher & Paykel Australia Pty Limited

Note:

(1) While the IPO Property located at Lot 5 Kangaroo Avenue, Eastern Creek, New South Wales had an occupancy rate

of 58.1% as at 31 December 2015, the Sponsor has since secured a new tenant for the vacant lettable area and the

tenancy has since commenced. Accordingly, as at the Latest Practicable Date, the occupancy rate for the IPO

Property located at Lot 5 Kangaroo Avenue, Eastern Creek, New South Wales is 100.0%.

237

LOT 22 EUCALYPTUS PLACE, EASTERN CREEK, NEW SOUTH WALES

Description

The Property comprises a 16,074 sq m office/warehouse facility. The high clearance warehouse

includes 11 on grade doors and 7 recessed loading docks.

The Property is located within the industrial suburb of Eastern Creek, approximately 38 km west

of Sydney’s CBD, benefiting from proximity and easy access to the M4 and M7 Motorways.

The table below sets out a summary of selected information on the Property.

Title Freehold

Completion Date December 2014

Occupancy (%) 100.0%

GLA (sq m) 16,074

Valuation by Savills

(as at 31 December 2015) (A$ million)

27.4

Valuation by Urbis

(as at 31 December 2015) (A$ million)

27.3

Purchase Consideration (A$ million) 27.4

Number of Tenants 1

Tenants Freight & Distribution Management Systems

Pty Limited and FDM Warehousing Pty

Limited

238

6 RECONCILIATION RISE, PEMULWUY, NEW SOUTH WALES

Description

This freestanding industrial distribution facility comprises a warehouse and office constructed in

2005. The Property is situated within proximity to the M4 Motorway and located approximately 33

km from Sydney’s CBD. In addition, the Property is also located approximately 40 km from Sydney

Airport and 33 km from Port Botany.

The table below sets out a summary of selected information on the Property.

Title Freehold

Completion Date April 2005

Occupancy (%) 100.0%

GLA (sq m) 19,218

Valuation by Savills

(as at 31 December 2015) (A$ million)

31.8

Valuation by Urbis

(as at 31 December 2015) (A$ million)

31.3

Purchase Consideration (A$ million) 31.8

Number of Tenants 1

Tenant BJ Ball Pty Ltd

239

8-8A RECONCILIATION RISE, PEMULWUY, NEW SOUTH WALES

Description

Constructed in 2005, the Property consists of a free-standing industrial distribution facility. The

facility has the flexibility to be occupied as a single facility or divided into two tenancy areas. The

Property is located approximately 40 km from Sydney Airport and 44 km from Port Botany. In

addition, the Property is located approximately 33 km from Sydney’s CBD.

The table below sets out a summary of selected information on the Property.

Title Freehold

Completion Date December 2005

Occupancy (%) 100.0%

GLA (sq m) 22,511

Valuation by Savills

(as at 31 December 2015) (A$ million)

35.5(1) and 35.0(2)

Valuation by Urbis

(as at 31 December 2015) (A$ million)

35.5(1) and 35.0(2)

Purchase Consideration (A$ million) 35.5

Number of Tenants 2

Tenants Inchcape Motors Australia Limited, John

Danks & Son Pty Ltd

Notes:

(1) Including the effects of the Incentive Reimbursement Arrangement.

(2) Excluding the effects of the Incentive Reimbursement Arrangement.

240

LOT 104 & 105 SPRINGHILL ROAD, PORT KEMBLA, WOLLONGONG, NEW SOUTH WALES

Description

The Property comprises a port related automotive vehicle storage and distribution facility at Port

Kembla, New South Wales. The Property comprises two lots, being Lot 104 and Lot 105 which are

occupied by Mazda and Inchcape, respectively. The majority of the site comprises on-grade car

parking under hail netting. Improvements include two office buildings and separate workshops.

Port Kembla is one of three major trade ports within New South Wales and is situated within the

southern industrial city of Wollongong.

The table below sets out a summary of selected information on the Property.

Title Leasehold (Expiring on 13 August 2019 with

six options to renew for five years each in

respect of Lot 104 and 20 August 2019 with

six options to renew for five years each in

respect of Lot 105)

Completion Date August 2009

Occupancy (%) 100.0%

GLA (sq m) 90,661

Valuation by Savills

(as at 31 December 2015) (A$ million)

23.5

Valuation by Urbis

(as at 31 December 2015) (A$ million)

26.6

Purchase Consideration (A$ million) 26.6

Number of Tenants 2

Tenants Inchcape Motors Australia Limited, Mazda

Australia Pty Limited

241

8 DISTRIBUTION PLACE, SEVEN HILLS, NEW SOUTH WALES

Description

Constructed in 2008, the Property incorporates a two-storey office and high-clearance warehouse

facility with multiple loading docks. The Property is located approximately 40 km from Sydney’s

CBD, and is situated within an established industrial suburb within proximity to the M2 and M7

Motorways. The Sydney Airport and Port Botany are approximately 47 km and 49 km away from

the Property, respectively.

The table below sets out a summary of selected information on the Property.

Title Freehold

Completion Date May 2008

Occupancy (%) 100.0%

GLA (sq m) 12,319

Valuation by Savills

(as at 31 December 2015) (A$ million)

22.6

Valuation by Urbis

(as at 31 December 2015) (A$ million)

22.8

Purchase Consideration (A$ million) 22.8

Number of Tenants 1

Tenant Legend Corporate Services Pty Ltd

242

10 STANTON ROAD, SEVEN HILLS, NEW SOUTH WALES

Description

Completed in 2003, the Property comprises two levels of office accommodation, undercover

parking and a high-clearance warehouse. Located in the established industrial precinct of Seven

Hills, the Property is within proximity to the M2 and M7 Motorways and is located approximately

34 km from Sydney’s CBD. The Sydney Airport and Port Botany are approximately 46 km and 48

km from the Property, respectively.

The table below sets out a summary of selected information on the Property.

Title Freehold

Completion Date April 2003

Occupancy (%) 100.0%

GLA (sq m) 7,065

Valuation by Savills

(as at 31 December 2015) (A$ million)

12.3

Valuation by Urbis

(as at 31 December 2015) (A$ million)

12.3

Purchase Consideration (A$ million) 12.3

Number of Tenants 1

Tenant CSR Building Products Limited

243

99 STATION ROAD, SEVEN HILLS, NEW SOUTH WALES

Description

Completed in March 2011, the Property comprises a high-clearance warehouse and associated

offices and is located within proximity to the M2 and M4 Motorways. Situated within the

established industrial suburb of Seven Hills, Sydney Airport and Port Botany are located

approximately 47 km and 49 km away from the Property, respectively. In addition, the Property is

approximately 35 km from Sydney’s CBD.

The table below sets out a summary of selected information on the Property.

Title Freehold

Completion Date March 2011

Occupancy (%) 100.0%

GLA (sq m) 10,772

Valuation by Savills

(as at 31 December 2015) (A$ million)

16.4

Valuation by Urbis

(as at 31 December 2015) (A$ million)

17.3

Purchase Consideration (A$ million) 17.3

Number of Tenants 1

Tenant RF Industries Pty Ltd

244

80 HARTLEY STREET, SMEATON GRANGE, NEW SOUTH WALES

Description

The Property comprises a distribution facility with high clearance warehouse accommodation with

drive-around truck access and 113 access doors. Located within an established industrial

precinct, the Property benefits from excellent access to the M5 Motorway, approximately 62 km

southwest of Sydney’s CBD, 51 km from Sydney Airport and 54 km from Port Botany.

The table below sets out a summary of selected information on the Property.

Title Freehold

Completion Date December 1998

Occupancy (%) 100.0%

GLA (sq m) 61,281

Valuation by Savills

(as at 31 December 2015) (A$ million)

62.6

Valuation by Urbis

(as at 31 December 2015) (A$ million)

65.0

Purchase Consideration (A$ million) 65.0

Number of Tenants 1

Tenant Coles Group Limited

245

32 GIBBON ROAD, WINSTON HILLS, NEW SOUTH WALES

Description

The recently completed Property comprises two adjoining office and warehouse units with a

combined area of 16,625 sq m. The warehouse offers high clearance accommodation with 6 on

grade doors and 2 recessed loading docks. The Property is situated within the established

industrial suburb of Winston Hills and is located approximately 35 km north-west of Sydney’s CBD

and approximately 9 km north-west of Parramatta. The Property benefits from excellent access to

the M2 Motorway.

The table below sets out a summary of selected information on the Property.

Title Freehold

Completion Date May 2015

Occupancy (%) 100.0%

GLA (sq m) 16,625

Valuation by Savills

(as at 31 December 2015) (A$ million)

38.5(1) and 38.0(2)

Valuation by Urbis

(as at 31 December 2015) (A$ million)

37.4(1) and 36.9(2)

Purchase Consideration (A$ million) 38.5

Number of Tenants 2

Tenants Australian Geographic Retail Pty Ltd,

Toshiba International Corporation Pty Ltd

Notes:

(1) Including the effects of the Incentive Reimbursement Arrangement.

(2) Excluding the effects of the Incentive Reimbursement Arrangement.

246

10 SILTSTONE PLACE, BERRINBA, QUEENSLAND

Description

The Property comprises a high clearance office/warehouse distribution centre with a GLA of 9,797

sq m. The Property benefits from extensive hardstand areas and full awning coverage to the

warehouse doors. The Property is located approximately 2 km east of the Wembley Road

interchange connection to the Logan Motorway. Brisbane’s CBD, Brisbane Airport and Port of

Brisbane are located approximately 27 km, 36 km and 40 km from the Property, respectively.

The table below sets out a summary of selected information on the Property.

Title Leasehold (Expiring on June 2115)

Completion Date October 2014

Occupancy (%) 100.0%

GLA (sq m) 9,797

Valuation by Savills

(as at 31 December 2015) (A$ million)

13.0

Valuation by Urbis

(as at 31 December 2015) (A$ million)

13.5

Purchase Consideration (A$ million) 13.5

Number of Tenants 1

Tenant Hankook Tyre Australia Pty Ltd (assigned by

Hana Express Group Pty Ltd)

247

55-59 BOUNDARY ROAD, CAROLE PARK, QUEENSLAND

Description

Completed in 2004, the Property features a high-clearance warehouse with ancillary office space.

The Property is located approximately 25 km from Brisbane’s CBD and approximately 49 km and

53 km from Brisbane Airport and Port of Brisbane, respectively. The Property benefits from

excellent access to the Logan Motorway.

The table below sets out a summary of selected information on the Property.

Title Leasehold (Expiring on June 2115)

Completion Date May 2004

Occupancy (%) 100.0%

GLA (sq m) 13,250

Valuation by Savills

(as at 31 December 2015) (A$ million)

15.3

Valuation by Urbis

(as at 31 December 2015) (A$ million)

14.1

Purchase Consideration (A$ million) 15.3

Number of Tenants 1

Tenant Goodyear & Dunlop Tyres (Aust) Pty Ltd

248

57-71 PLATINUM STREET, CRESTMEAD, QUEENSLAND

Description

This built-to-suit warehouse and manufacturing facility is located approximately 31 km south of

Brisbane’s CBD and within proximity to the Logan and Pacific Motorways. The Brisbane Airport

and Port of Brisbane are located approximately 39 km and 43 km from the Property, respectively.

The table below sets out a summary of selected information on the Property.

Title Leasehold (Expiring on June 2115)

Completion Date November 2000

Occupancy (%) 100.0%

GLA (sq m) 19,299

Valuation by Savills

(as at 31 December 2015) (A$ million)

29.5

Valuation by Urbis

(as at 31 December 2015) (A$ million)

29.1

Purchase Consideration (A$ million) 29.5

Number of Tenants 1

Tenant Stramit Corporation Pty Limited

249

51 STRADBROKE STREET, HEATHWOOD, QUEENSLAND

Description

The Property comprises a high-clearance warehouse and production facility with associated office

accommodation. The Property is located approximately 29 km south of Brisbane’s CBD with

immediate access to the Logan Motorway and is situated within proximity to the Centenary

Highway. In addition, the Brisbane Airport and Port of Brisbane are located approximately 40 km

and 45 km from the Property, respectively.

The table below sets out a summary of selected information on the Property.

Title Leasehold (Expiring on June 2115)

Completion Date June 2002

Occupancy (%) 100.0%

GLA (sq m) 14,916

Valuation by Savills

(as at 31 December 2015) (A$ million)

23.0

Valuation by Urbis

(as at 31 December 2015) (A$ million)

23.1

Purchase Consideration (A$ million) 23.1

Number of Tenants 1

Tenant B & R Enclosures Pty Ltd

250

30 FLINT STREET, INALA, QUEENSLAND

Description

Built in March 2013, the Property is a 15,052 sq m warehouse and office facility, benefiting from

extensive hardstand and awning cover. The Property is located approximately 17 km south of

Brisbane’s CBD with excellent access to the Ipswich Motorway. In addition, the Property is located

approximately 33 km and 40 km away from the Brisbane Airport and Port of Brisbane, respectively.

The table below sets out a summary of selected information on the Property.

Title Leasehold (Expiring on June 2115)

Completion Date January 2013

Occupancy (%) 100.0%

GLA (sq m) 15,052

Valuation by Savills

(as at 31 December 2015) (A$ million)

24.9

Valuation by Urbis

(as at 31 December 2015) (A$ million)

24.5

Purchase Consideration (A$ million) 24.9

Number of Tenants 1

Tenant Isuzu Australia Limited

251

286 QUEENSPORT ROAD, NORTH MURARRIE, QUEENSLAND

Description

The Property includes a high-clearance warehouse and manufacturing facility with a detached,

two-level office building. The Property is located approximately 14 km east of Brisbane’s CBD and

adjoins the Gateway Motorway. In addition, the Brisbane Airport and Port of Brisbane are located

approximately 10 km and 13 km from the Property, respectively.

The table below sets out a summary of selected information on the Property.

Title Leasehold (Expiring on June 2115)

Completion Date September 2004

Occupancy (%) 100.0%

GLA (sq m) 21,531

Valuation by Savills

(as at 31 December 2015) (A$ million)

35.8(1)

Valuation by Urbis

(as at 31 December 2015) (A$ million)

35.7(1)

Purchase Consideration (A$ million) 35.8

Number of Tenants 1

Tenant Laminex Group Limited

Note:

(1) The Property located at 286 Queensport Road, North Murarrie, Queensland is valued by the Independent Valuers

as at 31 December 2015 and as at the date of valuation, there are outstanding incentives which FPA has already

contractually made available to or granted to the existing tenant(s) and the valuations by the Independent Valuers

have taken into consideration the effects of these incentives. However, given that the incentives granted to these

existing tenant(s) would have been fully paid out and/or utilised prior to the acquisition of the IPO Properties by FLT,

the cost of such incentives will not be borne by FLT and will not be subject to reimbursement by FPA under the

Incentives Reimbursement Arrangement for the IPO Properties. The foregoing situation applies to four IPO

Properties, namely, the properties located at (i) 2-46 Douglas Street, Port Melbourne, Victoria, (ii) 468 Boundary

Road, Derrimut, Victoria, (iii) 286 Queensport Road, North Murarrie, Queensland, and (iv) 2-22 Efficient Drive,

Truganina, Victoria.

252

350 EARNSHAW ROAD, NORTHGATE, QUEENSLAND

Description

The Property includes a two-level office and high-clearance warehouse. Northgate is an

established industrial precinct located approximately 15 km north east of Brisbane’s CBD and 5

km west of Brisbane Airport. It is ideally located to take advantage of the Gateway Motorway. The

Port of Brisbane is also approximately 23 km from the Property.

The table below sets out a summary of selected information on the Property.

Title Leasehold (Expiring on June 2115)

Completion Date December 2009

Occupancy (%) 100.0%

GLA (sq m) 30,779

Valuation by Savills

(as at 31 December 2015) (A$ million)

52.0

Valuation by Urbis

(as at 31 December 2015) (A$ million)

52.0

Purchase Consideration (A$ million) 50.7

Number of Tenants 1

Tenant H.J. Heinz Co. Australia Limited

253

99 SANDSTONE PLACE, PARKINSON, QUEENSLAND

Description

With a total area of 54,245 sq m, the Property comprises a major chilled and ambient temperature

controlled warehouse and distribution centre, together with a two-storey office. The Property is

located in Southlink Business Park and positioned within proximity to major transport networks

including the Mount Lindesay Highway and the Logan and Ipswich Motorways. Brisbane’s CBD,

Brisbane Airport and Port of Brisbane are located approximately 24 km, 36 km and 41 km from the

Property, respectively.

The table below sets out a summary of selected information on the Property.

Title Leasehold (Expiring on June 2115)

Completion Date November 2008

Occupancy (%) 100.0%

GLA (sq m) 54,245

Valuation by Savills

(as at 31 December 2015) (A$ million)

230.0

Valuation by Urbis

(as at 31 December 2015) (A$ million)

232.7

Purchase Consideration (A$ million) 232.7

Number of Tenants 1

Tenant Coles Group Ltd.

254

99 SHETTLESTON STREET, ROCKLEA, QUEENSLAND

Description

The Property consists of a large high-clearance warehouse and distribution facility with a

single-level office. The Property has immediate access to the Ipswich Motorway and is within

proximity to the Pacific Motorway. Brisbane’s CBD is approximately 14 km from the Property, while

the Brisbane Airport and Port of Brisbane are located approximately 25 km and 37 km from the

Property, respectively.

The table below sets out a summary of selected information on the Property.

Title Leasehold (Expiring on June 2115)

Completion Date January 2002

Occupancy (%) 100.0%

GLA (sq m) 15,186

Valuation by Savills

(as at 31 December 2015) (A$ million)

22.4

Valuation by Urbis

(as at 31 December 2015) (A$ million)

21.9

Purchase Consideration (A$ million) 22.4

Number of Tenants 1

Tenant Orora Limited (formerly known as Amcor

Packaging (Australia) Pty Ltd)

255

5 BUTLER BOULEVARD, ADELAIDE AIRPORT, SOUTH AUSTRALIA

Description

The Property is configured as four various-sized industrial units with associated offices. It is

located within the north western corner of Adelaide Airport, approximately 7 km west of Adelaide’s

CBD. The Port Adelaide is also located approximately 21 km from the Property.

The table below sets out a summary of selected information on the Property.

Title Leasehold (Expiring on 27 May 2048, with

an option to renew for 49 years)(1)

Completion Date September 2008

Occupancy (%) 100.0%

GLA (sq m) 8,224

Valuation by Savills

(as at 31 December 2015) (A$ million)

8.7(2) and 8.2(3)

Valuation by Urbis

(as at 31 December 2015) (A$ million)

9.7(2) and 9.2(3)

Purchase Consideration (A$ million) 8.7

Number of Tenants 4

Tenants Australian Postal Corporation, Ericsson

Australia Pty Ltd, Herbalife Australasia Pty

Limited, JFC Australia Co Pty Ltd

Notes:

(1) The option to renew is dependent on the landlord, Adelaide Airport Limited exercising its right to renew under its

lease, being the head lease between the Commonwealth of Australia and Adelaide Airport Limited.

(2) Including the effects of the Incentive Reimbursement Arrangement.

(3) Excluding the effects of the Incentive Reimbursement Arrangement.

256

18-20 BUTLER BOULEVARD, ADELAIDE AIRPORT, SOUTH AUSTRALIA

Description

Located within Adelaide Airport, the Property comprises an office and warehouse facility.

Adelaide’s CBD is located approximately 7 km from the Property. In addition, the Port Adelaide is

situated approximately 21 km from the Property.

The table below sets out a summary of selected information on the Property.

Title Leasehold (Expiring on 27 May 2048, with

an option to renew for 49 years)(1)

Completion Date December 2007

Occupancy (%) 100.0%

GLA (sq m) 6,991

Valuation by Savills

(as at 31 December 2015) (A$ million)

8.3

Valuation by Urbis

(as at 31 December 2015) (A$ million)

8.3

Purchase Consideration (A$ million) 8.3

Number of Tenants 1

Tenant Thermo Gamma Metrics Pty Limited

Note:

(1) This renewal is dependent on the landlord, Adelaide Airport Limited exercising its right to renew under its lease,

being the head lease between the Commonwealth of Australia and Adelaide Airport Limited.

257

20-22 BUTLER BOULEVARD, ADELAIDE AIRPORT, SOUTH AUSTRALIA

Description

An office and warehouse facility located within the industrial estate of Burbridge Business Park,

Adelaide Airport and Adelaide’s CBD are located approximately 4 km and 8 km from the Property,

respectively. In addition, the Port Adelaide is located approximately 21 km from the Property.

The table below sets out a summary of selected information on the Property.

Title Leasehold (Expiring on 27 May 2048, with

an option to renew for 49 years)(1)

Completion Date August 2009

Occupancy (%) 100.0%

GLA (sq m) 11,197

Valuation by Savills

(as at 31 December 2015) (A$ million)

11.7

Valuation by Urbis

(as at 31 December 2015) (A$ million)

11.4

Purchase Consideration (A$ million) 11.7

Number of Tenants 2

Tenants Agility Logistics Pty Limited, TNT Australia

Pty Ltd

Note:

(1) The option to renew is dependent on the landlord, Adelaide Airport Limited exercising its right to renew under its

lease, being the head lease between the Commonwealth of Australia and Adelaide Airport Limited.

258

LOT 102 COGHLAN ROAD, OUTER HARBOR, SOUTH AUSTRALIA

Description

Completed in 2001, the Property consists of an office and temperature controlled warehouse

facility and is located within the Flinders Port district. The site has access to road transport and

is located approximately 23 km from Adelaide’s CBD. In addition, Adelaide Airport is located

approximately 24 km from the Property.

The table below sets out a summary of selected information on the Property.

Title Freehold

Completion Date April 2001

Occupancy (%) 100.0%

GLA (sq m) 6,626

Valuation by Savills

(as at 31 December 2015) (A$ million)

6.9

Valuation by Urbis

(as at 31 December 2015) (A$ million)

6.9

Purchase Consideration (A$ million) 6.9

Number of Tenants 2

Tenants JF Hillebrand Australia Pty Limited, Qube

Logistics (SA) Pty Ltd

259

60 PALTRIDGE ROAD, PERTH AIRPORT, WESTERN AUSTRALIA

Description

Completed in 2009, the Property is a complex comprising a office warehouse building. It is located

within the Perth Airport Business Precinct, approximately 2 km from Perth Airport and 17 km from

Perth’s CBD. The Freemantle Port is also located approximately 31 km away from the Property.

The table below sets out a summary of selected information on the Property.

Title Leasehold (Expiring on 3 June 2033)

Completion Date February 2009

Occupancy (%) 52.6%

GLA (sq m) 20,143

Valuation by Savills

(as at 31 December 2015) (A$ million)

18.4

Valuation by Urbis

(as at 31 December 2015) (A$ million)

18.4

Purchase Consideration (A$ million) 18.4

Number of Tenants 1

Tenant Electrolux Home Products Pty Ltd

260

THE DEVELOPMENT PROPERTIES

DORIEMUS DRIVE, TRUGANINA, VICTORIA

Description

The Development Property comprises an office warehouse development situated in Stage 14 of

West Park Industrial Estate and is located approximately 25 km west of Melbourne’s CBD. The

Property will have a height of 9.5 metres and will include 30 recessed loading docks and 41 on

grade roller doors.

The Property is currently undergoing development which is expected to be completed by July

2016.

The table below sets out a summary of selected information on the Property.

Title Freehold

Targeted Completion Date July 2016

Occupancy (%) 100.0% pre-committed

GLA (sq m) 74,435(1)

Valuation by Savills

(as at 31 December 2015) (A$ million)

83.8

Valuation by Urbis

(as at 31 December 2015) (A$ million)

84.5

Purchase Consideration (A$ million) 84.1

Number of Tenants 1

Tenant CEVA Logistics (Australia) Pty Ltd

Note:

(1) Subject to a survey upon completion of development.

261

4 KANGAROO AVENUE, EASTERN CREEK, NEW SOUTH WALES

Description

The Development Property comprises two separate standalone distribution facilities leased to the

same customer, of which one is existing completed (being the area where the Completed

Schenker Facility is situated) and the other currently under construction (being the area where the

Schenker Extension is situated). The existing warehouse, extending to 15,918 sq m, was

completed in 2013 and includes ancillary office accommodation. Currently under construction, the

second property will provide a quality warehouse and office, extending to 24,575 sq m. The Call

Option Property is situated within Sydney’s premier industrial logistics location, Eastern Creek,

and is located approximately 38 km from Sydney’s CBD. The Call Option Property is located

approximately 51 km from Sydney Airport and 54 km from Port Botany.

The table below sets out a summary of selected information on the Call Option Property.

Title Freehold

Completion/Targeted Completion Date December 2013 in relation to Completed

Schenker Facility and July 2016 in relation

to the Schenker Extension

Occupancy (%) 100.0% for the existing 15,918 sq m; the

remaining 24,575 sq m to be developed is

100.0% pre-committed

Planned GLA (sq m) 40,493(1)

Valuation by Savills

(as at 31 December 2015) (A$ million)

72.2

Valuation by Urbis

(as at 31 December 2015) (A$ million)

72.5

Purchase Consideration (A$ million) 72.3

Number of Tenants 1

Tenant Schenker Australia Pty Ltd

Note:

(1) Subject to a survey upon completion of development.

262

CALL OPTION PROPERTIES

A brief overview of the Call Option Properties and the reasons why the Call Option Properties are

not included as part of the IPO Portfolio are set out in the table below.

Property Suburb State

GLA

(sq m)

Targeted

Completion of

Development

Reason(s) why the

Call Option

Properties are not

included in the IPO

Portfolio as at

31 December 2015

(being the date on

which the IPO

Portfolio was

selected)

1. Indian Drive Keysborough Victoria 21,500(1) July 2016 All necessary

planning permits and

approvals for

development had not

yet been obtained.

2. Lot 1 Pearson

Road

Yatala Queensland 30,400(1) September

2016

Title had not been

obtained.

3. Lot 3 Horsley

Drive Business

Park, Cnr

Horsley Drive

& Cowpasture

Road

Wetherill Park New South

Wales

18,840(1) September

2016

Title had not been

finalised.

Note:

(1) Subject to a survey upon completion of development

263

INDIAN DRIVE, KEYSBOROUGH, VICTORIA

Description

The Call Option Property comprises an office/warehouse development consisting of 21,500 sq m

(subject to a survey upon the completion of development) of GLA located on the western side of

Indian Drive in Stage 5 of the Key Industrial Park, approximately 25 km south east of Melbourne’s

CBD. The Call Option Property will have a height of 10+ metres and will include 6 recessed

loading docks and 9 on grade roller doors. The Call Option Property is well located within proximity

to Eastlink and the Monash Freeway allowing easy access to Melbourne’s broader freeway

network and infrastructure.

The table below sets out a summary of selected information on the Call Option Property.

Title Freehold

Targeted Completion Date July 2016

Occupancy (%) 100.0% pre-committed

Planned GLA (sq m) 21,500(1)

Valuation by Savills

(as at 31 December 2015) (A$ million)

32.3

Valuation by Urbis

(as at 31 December 2015) (A$ million)

32.3

Purchase Consideration (A$ million) 32.3

Number of Tenants 1 pre-committed

Tenant Astral Pool Australia Pty Ltd

Note:

(1) Subject to a survey upon completion of development.

264

LOT 1 PEARSON ROAD, YATALA, QUEENSLAND

Description

Currently under construction, the Call Option Property will comprise a warehouse and office

facility extending to 30,400 sq m (subject to a survey upon completion of development). The Call

Option Property is designed to meet a 4-star Green Star performance rating.

The Call Option Property is positioned within proximity to the Pacific Motorway. The Brisbane

CBD, Brisbane Airport and Port of Brisbane are located approximately 38 km, 46 km and 51 km

from the Call Option Property, respectively.

The table below sets out a summary of selected information on the Call Option Property.

Title 99 years leasehold

Targeted Completion Date September 2016

Occupancy (%) 100.0% pre-committed

Planned GLA (sq m) 30,400(1)

Valuation by Savills

(as at 31 December 2015) (A$ million)

37.0

Valuation by Urbis

(as at 31 December 2015) (A$ million)

36.4

Purchase Consideration (A$ million) 36.4

Number of Tenants 1 pre-committed

Tenant ACI Operations Pty Ltd (trading as O-I)

Note:

(1) Subject to a survey upon completion of development.

265

LOT 3 HORSLEY DRIVE BUSINESS PARK, CNR HORSLEY DRIVE & COWPASTURE ROAD,

WETHERILL PARK, NEW SOUTH WALES

Description

The Property is due to complete in September 2016 comprising a specialised temperature

controlled warehouse together with a two-level office. The facility will be located within the Horsley

Drive Business Park, approximately 45 km from Sydney’s CBD, 45 km from Sydney Airport and

approximately 53 km from Port Botany. The property will benefit from excellent road transport links

given its proximity to the M7 and M4 Motorways.

The table below sets out a summary of selected information on the Call Option Property.

Title Leasehold (For a term of 90 years from the

commencement date)(1)

Targeted Completion Date September 2016

Occupancy (%) 100.0% pre-committed

Planned GLA (sq m) 18,840(2)

Valuation by Savills

(as at 31 December 2015) (A$ million)

57.1

Valuation by Urbis

(as at 31 December 2015) (A$ million)

57.5

Purchase Consideration (A$ million) 57.1

Number of Tenants 1 pre-committed

Tenant Martin Brower Australia Pty Ltd

Notes:

(1) The lease for this Property has not been granted as the Property is under development as at the Listing Date.

(2) Subject to a survey upon completion of development.

266

ROFR PROPERTIES

The ROFR Properties currently comprise nine existing completed properties in Australia which do

not form part of the Enlarged Portfolio. The Sponsor is obliged to offer to sell the ROFR Properties

to FLT should the Sponsor decide to divest its interest in these properties, subject to any prior

overriding obligations which the Sponsor may have in relation to the ROFR Properties1. The

Sponsor also holds two development properties which, when completed, will be considered as

ROFR Properties (“Sponsor’s Development Properties”).

Each of the ROFR Properties and the Sponsor’s Development Properties was excluded from the

Enlarged Portfolio as it did not satisfy the following characteristics as at 31 December 2015 (being

the date on which the IPO Portfolio was selected):

(i) pre-committed leases had not been secured for the property;

(ii) the property had not obtained all the necessary planning permits and approvals required in

respect of its development; and/or

(iii) there is no certainty of securing tenants for such property.

A brief overview of the reasons the existing ROFR Properties were not included in the Enlarged

Portfolio are set out in the table below.

Property

Address Suburb State

GLA

(sq m) Status

Rationale for

exclusion from the

Enlarged Portfolio

(as at 31 December

2015)

1. 8 Stanton Road Seven Hills New South

Wales

10,708 Completed WALE of less than

two years.

2. 1 West Park

Drive

Derrimut Victoria 10,078 Completed WALE of less than

two years.

3. 44 Cambridge

Street

Rocklea Queensland 10,891 Completed WALE of less than

two years.

4. 89-103 South

Park Drive

Dandenong

South

Victoria 10,425 Completed WALE of less than

two years.

5. 64 West Park

Drive

Derrimut Victoria 20,337 Completed WALE of less than

two years.

6. 23 Scanlon Drive Epping Victoria 12,361 Completed WALE of less than

two years.

7. 2 Wonderland

Drive

Eastern

Creek

New South

Wales

29,047 Completed WALE of less than

two years.

1 For the avoidance of doubt, where FLT acquires future properties offered to it by the Sponsor pursuant to the terms

of the ROFR, such acquisitions would constitute Related Party Transactions to FLT and would be subject to the

applicable requirements under the Listing Manual and/or the Property Funds Appendix, as the case may be.

267

Property

Address Suburb State

GLA

(sq m) Status

Rationale for

exclusion from the

Enlarged Portfolio

(as at 31 December

2015)

8. 10 Reconciliation

Rise

Premulwuy New South

Wales

25,705 Completed WALE of 2.38 years

as at 30 September

2015. However, the

lease includes a

break clause where at

any time the tenant

may break the lease

prior to the lease

expiry on 13 February

2018, with 12 months’

notice and a break

cost of only one

month gross rent.

Therefore the term

certain is 13 months

only.

9. 227 Walters

Road

Arndell Park New South

Wales

17,733 Completed WALE of less than

two years.

Total 147,285

There is an existing investment of the Sponsor Group, being its 80.0% interest in Chengdu

Logistics Hub (located in Chengdu, China), which is a mixed-use development comprising various

components, being retail, office and warehouse blocks. To the extent that strata sub-division is

completed and there are units which are solely for industrial and logistics use, such units will fall

within the scope of the ROFR and be offered to FLT in a proposed sale, subject to the consent of

the 20.0% joint venture partner.

In addition to the ROFR Properties, the Sponsor also holds the Sponsor’s Development

Properties, being two industrial assets in Australia which were under development as at 31

December 2015. As these assets are not income-producing, they do not currently fall within the

terms of the ROFR. Details of the two Sponsor’s Development Properties are set out in the table

below, including the rationale for why the Sponsor’s Development Properties were excluded from

the Enlarged Portfolio as at 31 December 2015 (being the date on which the IPO Portfolio was

selected).

Property

Address Suburb State

GLA

(sq m)

Rationale for exclusion from

the Enlarged Portfolio

(as at 31 December 2015)

1. Lot 1 Horsley

Drive

Wetherill

Park

New

South

Wales

13,647 No agreement for lease had been

entered into and no certainty of

securing tenancy.

2. Doriemus

Drive

Truganina Victoria 22,728 No agreement for lease had been

entered into and no certainty of

securing tenancy.

268

INSURANCE

FLT has in place insurance for the IPO Properties (except the CEVA Logistics Property and the

Schenker Property, which cannot be procured until after development has been completed) that

the REIT Manager believes is adequate in relation to the IPO Properties and consistent with

industry practice and all relevant laws and regulations in the respective countries where they are

located. The insurance coverage for all the completed IPO Properties includes property damage

and business interruption, including loss of rent and/or consequential losses arising from such

business interruption.

There are no significant or unusual excess or deductible payments required under such policies.

All insurance contracts undergo a competitive bid process and insurance brokers are retained to

identify requirements, create specifications and evaluate bids with a view to determining the most

appropriate coverage and pricing.

There are, however, certain types of risks that are not covered by such insurance policies,

including acts of war, allied risks and in most cases, acts of terrorism1. Further, the insurance

polices relating to the contract works of the Development Properties do not cover fines, penalties,

punitive or exemplary damages, penalties for non-completion or delay in completion, non-

compliance with any contract conditions or any other consequential financial loss as well as any

anticipated or advanced rental or revenue loss for property developments prior to practical

completion of the relevant Development Property. (See “Risk Factors – Risks Relating to FLT’s

Properties – FLT may suffer material losses in excess of insurance proceeds or FLT may not be

able to put in place or maintain adequate insurance in relation to FLT’s Properties and its potential

liabilities to third parties” for further details.)

DISCLOSURE PURSUANT TO PARAGRAPH 7.1(a) OF THE PROPERTY FUNDS APPENDIX

Pursuant to the guidance note to paragraph 7.1(a) of the Property Funds Appendix, a property

would be considered income-producing if its yield (without taking into account any arrangement

which could artificially enhance the yield of the property) is greater than the risk-free rate2. For the

purposes of paragraph 7.1(a) of the Property Funds Appendix, at least 75% of the Properties (by

valuation) are income-producing.

ENCUMBRANCES

As at the date of this Prospectus, all of the IPO Properties are unencumbered, and all of the IPO

Properties will remain unencumbered on the Listing Date.

LEGAL PROCEEDINGS

None of FLT and the REIT Manager is currently involved in any material litigation nor, to the best

of the REIT Manager’s knowledge, is in any material litigation currently contemplated or

threatened against FLT or the REIT Manager.

1 However, under the Australian Terrorism Insurance Act 2003, the insurers of FLT are eligible to reinsure the risk of

losses arising from a declared terrorism incident with the Australian Reinsurance Pool Corporation under the

Terrorism Insurance Scheme established by the Australian Government.

2 For the purposes of paragraph 7.1(a) of the Property Funds Appendix, the risk-free rate will be taken as the highest

yield of 5-year Singapore Government Securities for the 12 months preceding the date of the valuation reports for

each of the Properties.

269

OVERVIEW OF THE ACQUISITION OF THE PROPERTIES

Unitholders

REIT Manager REIT Trustee

FLT Australia

Pte. Ltd.

HAUT Manager HAUT HAUT Trustee

Sub-Trust

TrusteesSub-Trusts(1)

The Properties

and Call Option

Properties(2)

FRASERS

LOGISTICS &

INDUSTRIAL

TRUST

Management

Services

Acts on behalf

of Unitholders

Trustee FeesManagement Fees

Investment

Management

Services

Management Fees

Acts on behalf

of the Sub Trust

Unitholders

Acts on behalf of

the HAUT

Unitholders

Trustee Fees

100% 100%

100%

100%

50% 50%

Singapore

Australia

Notes:

(1) Various Sub-Trusts have been established by the HAUT to hold the IPO Properties and (upon completion of the Call

Option Acquisitions) the Call Option Properties.

(2) Assuming the “call options” are exercised in respect of the Call Option Properties.

BACKGROUND

FLT has established the HAUT, being a wholly-owned head Australian trust by the name of “FLT

Australia Trust”. The HAUT is an “unregistered” managed investment scheme for purposes of the

Australian Corporations Act 2001 (Cth) and is intended to qualify as a MIT for purposes of the

Australian Taxation Act.

The REIT Trustee directly holds 50% of the issued units in the HAUT, and the remaining 50% of

the units in the HAUT is held by FLT Australia Pte. Ltd., a Singapore-incorporated company that

is wholly-owned by the REIT Trustee.1

1 Under Australian law, a managed investment trust requires two unitholders. Accordingly, FLT Australia Pte. Ltd. has

been incorporated as a wholly-owned subsidiary of FLT to be the second unitholder of the HAUT.

270

The HAUT has in turn established 54 Sub-Trusts to each hold an individual IPO Property or Call

Option Property. It is also intended that such other properties in Australia acquired by FLT from

time to time (including the ROFR Properties) will be acquired and held by FLT through the HAUT

and additional Sub-Trusts will be established by the HAUT to hold future properties in Australia if

deemed necessary.

The trustees of the Sub-Trusts (the “Sub-Trust Trustees”) are wholly-owned subsidiaries of FLT

which are companies incorporated in Australia and which are directly held by the REIT Trustee.

There are 11 Sub-Trust Trustees comprising 10 Sub-Trust Trustees in respect of the 10 Sub-Trusts

established to each hold a Property located in Queensland1 and one Sub-Trust Trustee in respect

of the remaining Sub-Trusts. (See “Overview of the Acquisition of the Properties – Details of the

Sub-trusts” for further details.)

The HAUT Trustee: Frasers Property Funds Management Limited

Pursuant to the trust deed constituting the HAUT, Frasers Property Funds Management Limited

(formerly known as Australand Funds Management Limited) has been appointed as the HAUT

Trustee. The HAUT Trustee is an Australian incorporated company which currently holds an

Australian financial services licence (“AFSL”) and is an indirect wholly-owned subsidiary of FPA.

The HAUT Trustee will hold the units of the Sub-Trusts on trust for the unitholders of the HAUT,

being ultimately FLT.

The HAUT Manager: FLT Australia Management Pty Ltd

Pursuant to the Investment Management Agreement entered into between the HAUT Trustee and

HAUT Manager, FLT Australia Management Pty Ltd, a wholly-owned subsidiary of the REIT

Manager incorporated in Australia has been appointed as the investment manager of the HAUT.

The HAUT Manager will perform investment management activities for the HAUT, including

dealing in interests of the HAUT. The investment management services to be performed by the

HAUT Manager for the HAUT will, very broadly, include the following:

(i) investing and managing the assets of the HAUT;

(ii) keeping the portfolio of assets under review; and

(iii) identifying, assessing and evaluating potential acquisition of assets for the HAUT.

The board of directors of the HAUT Manager comprises Mr Robert Stuart Claude Wallace, Ms

Susanna Cher Mui Sim and Mr Michael Bowden Newsom (see “The REIT Manager and Corporate

Governance – The Manager of FLT – Board of Directors of the REIT Manager – Experience and

Expertise of the REIT Manager Board” for the individual profiles of the directors).

ACQUISITION STRUCTURE OF THE PROPERTIES

Before the Listing Date, pursuant to the Transfers, FPA will transfer an initial portfolio comprising

the freehold and leasehold interests in 42 of the IPO Properties located in New South Wales,

South Australia, Victoria and Western Australia to the Sub-Trusts. The terms of the Transfers will

be governed by contracts for sale (see “Certain Agreements Relating to FLT and the Properties –

Contracts of Sale” for further details).

1 Including the Sub-Trust established to hold the Call Option Property located at Lot 1 Pearson Road, Yatala,

Queensland.

271

Corporate reconstruction relief has been obtained in respect of any stamp duty payable on the

Transfers in South Australia, Victoria, Western Australia and New South Wales. Corporate

reconstruction relief in respect of any stamp duty payable is not available in Queensland. Victorian

Conversion Duty is payable in respect of the IPO properties located in Victoria.

On the Listing Date, FPA will also grant concurrent leases for terms of up to 99 years over the

remaining nine IPO Properties located in Queensland to the relevant Sub-Trusts in consideration

for the payment of a premium1. Given that corporate reconstruction relief from stamp duty would

not be available in any event in Queensland, the Sponsor elected (through FPA) to retain the

freehold interest for the IPO Properties located in Queensland2. Once the concurrent leases are

granted the leasehold interest will lie with FLT as tenant under the concurrent leases.

Stamp duty will be payable on the acquisition of all Properties located in Queensland and the Call

Option Properties at progressive rates of up to 5.75% charged on the higher of the consideration

payable for the properties and their unencumbered market value.

SAFEGUARDS TO FLT UNDER THE MANAGED INVESTMENT TRUST HOLDING STRUCTURE

FLT is afforded the following safeguards and protections under the MIT holding structure (being

the HAUT and various Sub-Trusts):

Protections in the HAUT Trust Deed

The HAUT Trust Deed will afford sufficient protection to the interests of the HAUT Unitholders

(being ultimately FLT) through the ability of the HAUT Manager to give specific directions to the

HAUT Trustee on key operational issues. In the case of the appointment of the HAUT Manager

under the Investment Management Agreement, the HAUT Manager will then have the right to

provide directions to the HAUT Trustee in relation to the key operational issues. Details of the

protections to be afforded to FLT are set out below.

(i) The HAUT Trust Deed and Investment Management Agreement will provide for the HAUT

Trustee to obtain the direction of the HAUT Manager on certain decisions made in respect

of key operational issues in relation to the assets of the HAUT. The key operational issues

includes those stated in paragraph 6.5(b) of the Property Funds Appendix.

(ii) In addition, the Investment Management Agreement will contain provisions which provide

that in respect of various key operational issues, the HAUT Manager must give the HAUT

unitholders a copy of its directions to the HAUT Trustee at the same time when HAUT

Manager gives the directions to the HAUT Trustee.

The above safeguards in the HAUT Trust Deed and Investment Management Agreement

substantively ensure that the REIT Trustee will be able to discharge its duties, which will be set

out in the Trust Deed, of being responsible for the safe custody of FLT’s assets and its duties

under the Property Funds Appendix.

1 The term “payment of a premium” refers to the lump sum payment made by FLT (through the respective

Sub-Trusts) to the relevant FPA entities on the grant of the Concurrent Leases.

2 For the avoidance of doubt, this applies too in respect of the Call Option Property located at Lot 1 Pearson Road,

Yatala, Queensland, where the Sponsor (through FPA) will also be retaining the freehold interest. Under the relevant

Call Option Agreement, FLT will be granted the right to acquire a lease of the Call Option Property located at Lot

1 Pearson Road, Yatala, Queensland for a term of up to 99 years pursuant to a grant of a concurrent lease.

272

In respect of the trust deeds constituting the Sub-Trusts, the Sub-Trust Trustees will be subject to

the day-to-day control by the HAUT Trustee (as the unitholder of the Sub-Trusts) in respect of the

mirroring key operational issues at the Sub-Trust level. Each Sub-Trust Trustee acts as trustee of

the relevant Sub-Trust. As a trustee, the Sub-Trust Trustee has duties as a trustee, including to

hold and preserve the trust property of the Sub-Trust, duty of loyalty and to adhere to the terms

of the constitution of the Sub-Trust. The terms of the constitution of each of the relevant

Sub-Trusts require each Sub-Trust Trustee to act in accordance with the directions of the HAUT

Trustee.

Protections afforded by general Australian trust laws

In addition, the general law for trusts in Australia is aimed at safeguarding unitholders’ interests.

The HAUT Trustee has fiduciary duties, and must have regard to the interests of HAUT

Unitholders in carrying out its duties in accordance with the HAUT Trust Deed. The HAUT Trustee

can be removed if in breach of its fiduciary duties.

HAUT Trustee is a regulated entity

The HAUT Trustee holds an AFSL and will be regulated in Australia by the Australian Securities

and Investments Committee. The regulatory oversight that the HAUT Trustee is subject to arising

from its AFSL is similar to the regulatory oversight that a professional trustee service provider

which holds an AFSL is subject to.

DETAILS OF THE SUB-TRUSTS

The tables below sets out the Properties, its respective holding Sub-Trust and the respective

Sub-Trust Trustee.

273

Properties located in the State of Victoria

S/N Property Address Sub-Trust Trustee of the Sub-Trust(s)

1 18-34 Aylesbury Drive Aylesbury Drive Trust A

FLT Landowner Pty Limited

2 610-638 Heatherton Road Heatherton Road Trust A

3 49-75 Pacific Drive Pacific Drive Trust A

4 115-121 South Centre Road South Centre Road Trust A

5 96-106 Link Road Link Road Trust A

6 17-23 Jets Court Jets Court Trust A

7 25-29 Jets Court Jets Court Trust B

8 28-32 Sky Road East Sky Road East Trust A

9 38-52 Sky Road East Sky Road East Trust B

10 2-46 Douglas Street Douglas Street Trust A

11 21-33 South Park Drive South Park Drive Trust A

12 22-26 Bam Wine Court Bam Wine Court Trust A

13 16-32 South Park Drive South Park Drive Trust D

14 63-79 South Park Drive South Park Drive Trust B

15 98-126 South Park Drive South Park Drive Trust C

16 77 Atlantic Drive Atlantic Drive Trust D

17 17 Pacific Drive and

170-172 Atlantic Drive

Pacific & Atlantic Drive

Trust A

18 78 & 88 Atlantic Drive Atlantic Drive Trust B

19 150-168 Atlantic Drive Atlantic Drive Trust C

20 1-13 & 15-27 Sunline Drive Sunline Drive Trust A

21 468 Boundary Road Boundary Road Trust A

22 42 Sunline Drive Sunline Drive Trust B

23 2-22 Efficient Drive Efficient Drive Trust A

24 207-211 Wellington Road Wellington Road Trust A

25 Doriemus Drive(1) Doriemus Drive Trust A

26 Indian Drive(2) Indian Drive Trust A

Notes:

(1) Development Property.

(2) Call Option Property.

274

Properties located in the State of New South Wales

S/N Property Sub-Trust Trustee of the Sub-Trusts

1 Lot 6 Kangaroo Avenue Kangaroo Avenue Trust C

FLT Landowner Pty Limited

2 Lot 5 Kangaroo Avenue Kangaroo Avenue Trust B

3 Lot 22 Eucalyptus Place Eucalyptus Place Trust A

4 6 Reconciliation Rise Reconciliation Rise Trust A

5 8-8A Reconciliation Rise Reconciliation Rise Trust B

6 Lot 104 & 105 Springhill Road Springhill Road Trust A

7 8 Distribution Place Distribution Place Trust A

8 10 Stanton Road Stanton Road Trust A

9 99 Station Road Station Road Trust A

10 80 Hartley Street Hartley Street Trust A

11 32 Gibbon Road Gibbon Road Trust A

12 4 Kangaroo Avenue(1) Kangaroo Avenue Trust A

13 Lot 3 Horsley Drive Business

Park, Cnr Horsley Drive &

Cowpasture Road(2)

Horsley Drive Trust A

Notes:

(1) Development Property.

(2) Call Option Property.

Properties located in the State of Queensland

S/N Property Sub-Trust Trustee of the Sub-Trusts

1 10 Siltstone Place Siltstone Place Trust A FLT Queensland No. 9

Pty Limited

2 55-59 Boundary Road Boundary Road Trust B FLT Queensland No. 2

Pty Limited

3 51 Stradbroke Street Stradbroke Street Trust A FLT Queensland No. 4

Pty Limited

4 30 Flint Street Flint Street Trust A FLT Queensland No. 1

Pty Limited

5 57-71 Platinum Street Platinum Street Trust A FLT Queensland No. 5

Pty Limited

6 99 Shettleston Street Shettleston Street Trust A FLT Queensland No. 6

Pty Limited

7 350 Earnshaw Road Earnshaw Road Trust A FLT Queensland No. 3

Pty Limited

8 286 Queensport Road Queensport Road Trust A FLT Queensland No. 7

Pty Limited

9 99 Sandstone Place Sandstone Place Trust A FLT Queensland No. 8

Pty Limited

10 Lot 1 Pearson Road(1) Pearson Road Trust A FLT Queensland No. 10

Pty Limited

Note:

(1) Call Option Property.

275

Properties located in the State of South Australia

S/N Property Sub-Trust Trustee of the Sub-Trusts

1 5 Butler Boulevard Butler Boulevard Trust B

FLT Landowner Pty Limited2 18-20 Butler Boulevard Butler Boulevard Trust A

3 20-22 Butler Boulevard Butler Boulevard Trust C

4 Lot 102 Coghlan Road Coghlan Road Trust A

Properties located in the State of Western Australia

S/N Property Sub-Trust Trustee of the Sub-Trust

1 60 Paltridge Road Paltridge Road Trust A FLT Landowner Pty Limited

The board of directors of the Sub-Trust Trustees comprises Mr Robert Stuart Claude Wallace, Ms

Susanna Cher Mui Sim and Mr Michael Bowden Newsom (see “The REIT Manager and Corporate

Governance – The Manager of FLT – Board of Directors of the REIT Manager – Experience and

Expertise of the REIT Manager Board” for the individual profiles of the directors).

THE CALL OPTION ACQUISITIONS

FLT has entered into three separate Call Option Agreements pursuant to which FLT will be granted

“call options” to acquire up to three Call Option Properties.

The Call Option Agreements take effect on the Listing Date and are each separate and distinct.

Each of the Call Option Properties will be acquired individually. In deciding whether to exercise the

“call options”, FLT will assess each Call Option Acquisition on an individual property basis1.

As the Call Option Acquisitions are Related Party Transactions, the decision to exercise a “call

option” granted and proceed with any one or more of the Call Option Acquisitions will be subject

to the review and approval of the ARCC (as defined herein).

The Call Option Acquisitions will be on the terms and conditions of the contracts for sale or

concurrent lease for each Call Option Property which will be annexed to the Call Option

Agreement. When deciding whether to exercise the “call option” in respect of each Call Option

Property, FLT will take into consideration the occurrence of certain events including, among

others, practical completion having been achieved and all approvals required for the sale of each

relevant Call Option Property having been obtained.

Assuming that all three Call Option Properties are acquired, FLT’s Enlarged Portfolio will comprise

54 Properties.

Stamp duty will be payable on the acquisition of the Call Option Properties at progressive rates

of up to 5.75% charged on the higher of the consideration payable for the Call Option Properties

and their unencumbered market value.

1 The Call Option Acquisitions are structured on an individual property basis and not on a portfolio basis and the

decision to exercise any one or more “call options” is at the discretion of FLT, taking into account the interests of

Unitholders. Accordingly, investors should be aware that there is no certainty that FLT will elect to acquire any of or

all three Call Option Properties.

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Each of the Call Option Agreements is an “interested party transaction” (as defined in the Property

Funds Appendix). Accordingly, pursuant to paragraph 5.4 of the Property Funds Appendix, FLT’s

right to exercise the “call options” to enter into a contract to acquire a freehold or leasehold

interest of a Call Option Property (including the grant of the lease in respect of the Call Option

Property located in Queensland) will expire on the date falling six months from the Registration

Date (the “Call Option Exercise Date”).

Structure of the Call Option Acquisitions

FLT will have the right to acquire the Call Option Properties at Agreed Prices as set out below,

subject to adjustments (as the case may be):

Address Suburb State Agreed Price

1. Indian Drive Keysborough Victoria A$32.3 million

2. Lot 1 Pearson Road Yatala Queensland A$36.4 million

3. Lot 3 Horsley Drive

Business Park, Cnr

Horsley Drive &

Cowpasture Road

Wetherill Park New South Wales A$57.1 million

Prior to the exercise of a “call option” by FLT for the relevant Call Option Property, FLT will

commission two new independent valuations (the “New Valuations”) for each of the Call Option

Property. The acquisition of the Call Option Properties is expected to take place if the Agreed Price

in respect of the relevant Call Option Property is no higher than the higher of the two New

Valuations obtained in respect of such Call Option Property.

However, the Agreed Price is subject to adjustments arising from:

(i) in respect of the Call Option Property located at Lot 1 Pearson Road, the actual GLA being

more than or less than the planned GLA, but the amount of adjustment in the event of a

difference between the actual GLA and planned GLA will not be more than A$289,804

(computed by dividing the rent increase or decrease arising from the difference in GLA by the

passing yield of 7.16%);

(ii) in respect of the Call Option Property located at Indian Drive, the actual GLA being more than

or less than the planned GLA, but the amount of adjustment in the event of a difference

between the actual GLA and planned GLA will not be more than A$229,341 (computed by

dividing the rent increase or decrease arising from difference in GLA by the passing yield of

6.15%); and

(iii) in respect of the Call Option Property located at Lot 3 Horsley Drive, the actual GLA being

more or less than the planned GLA, but the amount of adjustment in the event of a difference

between the actual GLA and the planned GLA will not be more than A$264,444.71, computed

by using the following formula:

(Actual GLA x A$203.92) - A$400,019 ÷ 6.032% - A$57,100,000.

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If FPA is unable to complete the development of any of the Call Option Properties by the Call

Option Exercise Date, FLT may still exercise its right to acquire the Call Option Properties subject

to the terms of the relevant contract. In such an event, FPA may enter into a Contingent Rental

Support Deed in respect of each uncompleted Call Option Property to provide rental support to

FLT equal to the amount of rent FLT would have received had the development been completed

and the tenancies commenced as scheduled until such time as the development is completed and

the tenant commences paying rent. The obligations of FPA and amounts payable under the

Contingent Rental Support Deeds are limited to the Guaranteed Amount and the recoverable

outgoings that FLT would have received during the period in which the Contingent Rental Support

Arrangement is active in respect of the relevant pre-committed tenancies.

(See “Certain Agreements Relating to FLT and the Properties – Call Option Agreements” and

“Certain Agreements Relating to FLT and the Properties – Contingent Rental Support Deeds” for

further details.)

For the avoidance of doubt, if FLT chooses not to exercise any one or more of its “call options” and

complete any one or more Call Option Acquisitions, the relevant Call Option Property (when

completed and income-producing) would be a ROFR Property and its proposed divestment by the

Sponsor would be subject to the terms of the ROFR.

CONTINGENT RENTAL SUPPORT ARRANGEMENTS

In respect of the two Development Properties, FPA may provide rental support to FLT which is

contingent on the proposed pre-committed tenancies with the respective Pre-Committed Tenants

not commencing by 15 July 2016.

Likewise, in respect of the Call Option Properties, FPA will provide rental support to FLT which is

also contingent on the proposed pre-committed tenancies with the Pre-Committed Tenants not

commencing by the later of the settlement of the acquisition of the relevant Call Option Property

(or grant of concurrent lease) and the date for practical completion under the relevant agreement

for lease.

If the tenancy has commenced (in respect of the two Development Properties) by 15 July 2016,

the Contingent Rental Support Arrangement will not apply in respect of such tenancy. In the event

that such tenant has been provided incentives in the form of a rent free period, a payment may

be made by FPA under the Incentive Reimbursement Arrangement (as defined herein) instead

(see “Overview of the Acquisition of the Properties – Arrangements in respect of Tenant Incentives

– Incentive Reimbursement Arrangements for the Development Properties and/or Call Option

Properties – Funding of the Rent Free Development Incentives” for further details).

In both cases, the amounts payable to FLT under the Contingent Rental Support Arrangements is

equivalent to the income FLT would have received had the proposed pre-committed tenancies

commenced as scheduled. Accordingly, the Contingent Rental Support Arrangements will

continue until the commencement of the relevant proposed pre-committed tenancy. Where the

tenancy does not commence for any reason, FPA will be required to find a replacement tenant for

the relevant property for which the rental support is payable and the Contingent Rental Support

Arrangements will continue until the earlier of:

(i) (if no replacement tenant is found) the date the proposed pre-committed tenancy would have

terminated; or

(ii) (if a replacement tenant is found and a replacement tenancy commences and provided that

the rent payable under the replacement lease is equal to or more than the rent payable under

the proposed pre-committed tenancy) the commencement date of the replacement lease; or

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(iii) (if a replacement tenant is found and a replacement tenancy commences and where the rent

payable under the replacement lease is less than the rent that would have been payable

under the relevant proposed pre-committed tenancy) the earlier of the date the proposed

pre-committed tenancy would have terminated or the date the replacement lease is

terminated, subject to the terms of the Contingent Rental Support Deeds when the

replacement lease results in the valuation of the Property increasing1.

If a proposed pre-committed tenancy has not commenced by the later of the settlement of the

acquisition of the relevant Call Option Property (or grant of concurrent lease) and the date for

practical completion under the relevant agreement for lease and the relevant Contingent Rental

Support Arrangements is triggered, FPA will make monthly payments to FLT of an amount which

is equivalent to the rent and recoverable outgoings which FLT would have received under the

proposed pre-committed tenancy until such time that FPA’s obligations under the Contingent

Rental Support Arrangements cease under circumstances as set out in the Contingent Rental

Support Deeds.

The REIT Manager will make an announcement to the SGX-ST of any applicable Contingent

Rental Support and will provide updates (if relevant) in FLT’s annual reports and results

announcement from time to time.

For the avoidance of doubt, the Contingent Rental Support Arrangements is not conditional on the

Sponsor’s interest in FLT or the REIT Manager.

(See “Certain Agreements Relating to FLT and the Properties – Contingent Rental Support Deeds”

for further details.)

ARRANGEMENTS IN RESPECT OF TENANT INCENTIVES

Incentive Reimbursement Arrangements for the IPO Properties

FPA will be reimbursing FLT for incentives (for example, rent free period and fit out allowances)

which FPA has made available or agreed to grant to the tenants of the IPO Properties (based on

the tenancy documents and offers as at the respective dates of the valuation of the IPO

Properties) (the “Incentive Reimbursement Arrangement” and the incentives reimbursed

pursuant to the Incentive Reimbursement Arrangement, the “Incentive Reimbursement”).

The Incentive Reimbursement Arrangement is applicable only to 14 out of the 51 IPO Properties

and these 14 IPO Properties comprise 18.2% of the Appraised Value of the IPO Portfolio and the

aggregate amount reimbursable by FPA is 3.6% of the Appraised Value of the said 14 IPO

Properties.

The aggregate amount reimbursable and the period of reimbursement reflect the aggregate

incentives provided to tenants (such as rent free period and fit out allowances) and the relevant

incentive period under the tenancy documents.

1 A replacement tenancy document may be entered into where the rent payable under the replacement lease is less

than the rent payable under the relevant proposed pre-committed tenancy. However, if for example, the replacement

lease was for a longer term than the original term of the proposed pre-committed tenancy, the valuation of the

relevant property may increase. Accordingly, the commercial intention is that there will be no “double-counting”

where FLT will be able to capture both the “upside” from such valuation increase and also enjoy the benefits of the

Contingent Rental Support Arrangements concurrently.

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The aggregate amount reimbursable by FPA is A$10.4 million (based on the tenancy documents

and offers as at the IPO Properties as at the respective dates of their valuation) for the period

commencing from the Listing Date up and until 31 May 2022 and the amounts will be payable by

FPA on a monthly basis. For the purposes of FP2016 and PY2017, the incentive reimbursement

in the respective periods translates to 6.6% of total NPI in FP2016 and 3.4% of total NPI in

PY2017. The table below sets out the breakdown of the aggregate amount reimbursable by FPA

from FP2016 to FY2022.1

FP2016 PY2017 FY2018 FY2019

FY2020 to

FY2022

Total Incentives

Payable (A$’000) 2,735 4,320 1,542 1,215 574

(See “Profit Projection and Profit Forecast – Sensitivity Analysis – 2. Incentive Reimbursement

Arrangement” for further details on the effects of the Incentive Reimbursement Arrangements for

the IPO Properties on the DPU of FLT.)

For the avoidance of doubt, the Incentives Reimbursement Arrangement is not conditional on the

Sponsor’s interest in FLT or the REIT Manager.

Incentives Reimbursement Arrangements for the Development Properties and/or Call

Option Properties: funding of the Rent Free Development Incentives

In respect of the two Development Properties and the Call Option Properties, under the various

agreements for lease entered into with the Pre-Committed Tenants, the various developers, being

the relevant FPA property developer entity(ies) (the “Developers”), have also committed to

granting the Pre-Committed Tenants development incentives (the “Development Incentives”) as

part of the Developers’ development costs and obligations. The Development Incentives will be

borne by the Developers.

Contractually, the Pre-Committed Tenants have a right to choose the form of such incentives they

are entitled to, which include options such as taking cash up-front, tenant fit-out contributions, rent

free periods or a combination of alternatives and the Pre-Committed Tenants have the right to

make such election only close to the date of practical completion of development activities and the

commencement of the pre-committed lease. If a Pre-Committed Tenant elects to take some or all

of its Development Incentives in the form of cash up-front or tenant fit-out contributions, then the

cost of such incentives will be borne and settled upfront by the Developers.

If a Pre-Committed Tenant elects to take some or all of the Development Incentives in the form of

rent free periods (the “Rent Free Development Incentives”), such Development Incentives will

continue to be a cost and obligation which is borne by the Developers. Accordingly, FPA will fund

the rental obligations under the respective lease to FLT during the period of the Rent Free

Development Incentives and will pay to FLT, on a monthly basis, a sum equivalent to the rental

income which FLT would have received had such Development Incentives been taken as cash

up-front or tenant fit-out contributions (the “Rent Free Rental Income”).

Accordingly, FPA have entered into the Incentives Reimbursement Deed for the Development

Properties and will enter into concurrently with the completion of each Call Option Acquisition,

separate Incentives Reimbursement Deeds for each Call Option Properties, which will contain the

arrangements for the funding by FPA of the Rent Free Development Incentives. There is no

1 The terms “FY2018”, “FY2019”, “FY2020”, “FY2021” and “FY2022” each refer to the financial year ending 30

September for the respective years.

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distinction between the Incentives Reimbursement Deeds and the Rent Free Development

Incentives. The funding of the Rent Free Development Incentives will be made under the relevant

Incentives Reimbursement Deeds for the Development Properties.

Once a Pre-Committed Tenant formally makes an election to take part of or all of its Development

Incentives in the form of rent free periods, the timing of the rent free periods will be fixed and FPA

and FLT will be able to effectively determine the amount of Rent Free Rental Income to be funded

by FPA. The Rent Free Rental Income will be aggregated on a monthly basis across the

Development Properties and Call Option Properties and FPA will pay to FLT an amount equivalent

to the aggregated Rent Free Rental Income.

The aggregate total amount of Rent Free Rental Income to be funded by FPA is estimated to be

not more than A$11.5 million for the Development Properties and not more than A$8.2 million for

the Call Option Properties, being 7.3% and 6.4% of the indicative Appraised Value for the

Development Properties and Call Option Properties, respectively.

It should be noted that the provision of incentives in lease terms are not unusual in Australia. In

respect of development properties, the development incentives generally range from 10.0% to

30.0% of the lease (see page F-36 of Appendix F, “Independent Australian Industrial Property

Market Research Report” for further details).

For the avoidance of doubt, the funding of the Rent Free Development Incentives by FPA pursuant

to the relevant Incentives Reimbursement Deed for the Development Properties and/or Call

Option Properties is not conditional on the Sponsor’s interest in FLT or the REIT Manager.

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THE REIT MANAGER AND CORPORATE GOVERNANCE

THE MANAGER OF FLT

The REIT Manager, Frasers Logistics & Industrial Asset Management Pte. Ltd. (formerly known as

FCL Gold Pte. Ltd.), was incorporated in Singapore under the Companies Act on 7 July 2015. As

at the date of this Prospectus, it has a paid-up capital of S$3,000,000. Its registered office is 438

Alexandra Road, #21-00 Alexandra Point, Singapore 119958, and its telephone number and

facsimile number are +65 6276 4882 and +65 6276 6328, respectively. The REIT Manager is a

wholly-owned subsidiary of the Sponsor.

The REIT Manager has been issued a CMS Licence pursuant to the SFA on 9 June 2016 and is

regulated by the MAS.

Management Reporting Structure of the REIT Manager

Board of Directors

HO HON CHEONG (Chairman and Independent Non-Executive

Director)

PANOTE SIRIVADHANABHAKDI (Non-Executive Director)

LIM EE SENG (Non-Executive Director)

MICHAEL BOWDEN NEWSOM (Non-Executive Director)

GOH YONG CHIAN (Independent Non-Executive Director)

PAUL GILBERT SAY (Independent Non-Executive Director)

Nominating and Remuneration

Committee

HO HON CHEONG (Chairman)

PANOTE SIRIVADHANABHAKDI

GOH YONG CHIAN

Audit, Risk and Compliance

Committee

GOH YONG CHIAN (Chairman)

HO HON CHEONG

PAUL GILBERT SAY

Chief Executive Officer

ROBERT STUART CLAUDE

WALLACE

Chief Financial

Officer

SUSANNA CHER

MUI SIM

Investment and

Asset Manager

JONATHAN JAMES

SPONG

Investor Relations

Manager

ANNEBEL YU

HSIAU CHUAN

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Board of Directors of the REIT Manager

The board of directors of the REIT Manager (the “REIT Manager Board”) will be responsible for

the overall corporate governance of the REIT Manager including establishing goals for

management and monitoring the achievement of these goals. The REIT Manager is also

responsible for the strategic business direction and risk management of FLT. All the REIT Manager

Board members participate in matters relating to corporate governance, business operations and

risks, financial performance and the nomination and review of performance of directors.

The REIT Manager Board will establish a framework for the management of the REIT Manager

and FLT, including a system of internal controls and a business risk management process.

The following table sets forth information regarding the Directors of the REIT Manager:

Name Age Address Position

Mr Ho Hon Cheong 61 c/o 438 Alexandra Road,

#21-00, Alexandra Point,

Singapore 119958

Chairman and Independent

Non-Executive Director

Mr Panote

Sirivadhanabhakdi

38 c/o 438 Alexandra Road,

#21-00, Alexandra Point,

Singapore 119958

Non-Executive Director

Mr Lim Ee Seng 65 c/o 438 Alexandra Road,

#21-00, Alexandra Point,

Singapore 119958

Non-Executive Director

Mr Michael Bowden

Newsom

63 c/o 438 Alexandra Road,

#21-00, Alexandra Point,

Singapore 119958

Non-Executive Director

Mr Goh Yong Chian 71 c/o 438 Alexandra Road,

#21-00, Alexandra Point,

Singapore 119958

Independent Non-Executive

Director

Mr Paul Gilbert Say 56 c/o 438 Alexandra Road,

#21-00, Alexandra Point,

Singapore 119958

Independent Non-Executive

Director

Save for Mr Michael Bowden Newsom and Mr Goh Yong Chian, for whom appropriate

arrangements have been made to orientate each of them in acting as a director of a manager of

a public-listed REIT, each of the directors of the REIT Manager has served as a director of a

public-listed company and/or manager of a public-listed REIT. The Board collectively has the

appropriate experience to act as the directors of the REIT Manager and is familiar with the rules

and responsibilities of a director of a public-listed company and/or manager of a public-listed

REIT.

As at the Latest Practicable Date, none of the Directors of the REIT Manager has any family

relationship with or is related to one another, with any Executive Officers of the REIT Manager, or

with any employee of the REIT Manager upon whose work FLT is dependent on.

In addition, save for Mr Panote Sirivadhanabhakdi, as at the Latest Practicable Date, none of the

Directors of the REIT Manager is related to any person with an interest in not less than 5.0% of

the shares in issue (“Substantial Shareholder”) of the REIT Manager or any person expected to

be a Substantial Unitholder (as defined herein) as at the Listing Date. Mr Panote

Sirivadhanabhakdi is a son of Mr Charoen Sirivadhanabhakdi and Khunying Wanna

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Sirivadhanabhakdi, each a Substantial Shareholder and is a sibling of Atinant Bijananda, Thapana

Sirivadhanabhakdi, Wallapa Traisorat and Thapanee Techajareonvikul, each a Substantial

Unitholder.

None of the independent directors of the REIT Manager sits on the boards of the principal

subsidiaries of FLT that are based in Singapore or other jurisdictions. Each of the independent

directors of the REIT Manager confirm that they are able to devote sufficient time to discharge

their duties as an independent director of the REIT Manager.

In light of Mr Panote Sirivadhanabhakdi’s confirmation that: (i) save for his current role as Chief

Executive Officer of Univentures Public Company Limited which he will relinquish prior to his

assumption of the role of Group Chief Executive Officer of Frasers Centrepoint Limited, he is a

non-executive director for all of the boards he sits on and does not have an executive role in these

companies; and (ii) a majority of the companies for which Mr Panote Sirivadhanabhakdi is a

non-executive director are non-listed private companies and/or subsidiaries/related companies of

the listed companies and entities for which Mr Panote Sirivadhanabhakdi is a director, and based

on his attendance record for board meetings of listed companies in the period from 1 January

2015 to 31 December 2015, nothing has come to the attention of the Nominating and

Remuneration Committee (with Mr Panote Sirivadhanabhakdi abstaining) that causes them to

believe that Mr Panote Sirivadhanabhakdi does not have sufficient time to discharge his

responsibilities as an non-executive director of the REIT Manager, notwithstanding his multiple

directorships.

Experience and Expertise of the REIT Manager Board

Information on the business and working experience of the Directors of the REIT Manager are set

out below.

Mr Ho Hon Cheong was appointed as a Chairman and Independent Non-Executive Director on

26 May 2016.

Mr Ho was the Chief Executive Officer/President Director of PT Bank Danamon Indonesia Tbk

(which is listed on the Indonesia Stock Exchange). From March 2010 to February 2015, where he

was responsible for overall strategic leadership and was also responsible for leading the bank on

a sustainable profitable growth path. From April 2009 to March 2010, Mr Ho was the Managing

Director, Special Investments at Temasek Holdings Pte. Ltd., where he was responsible for

building on the global credit and debt platforms to invest in distressed assets and the special

situation asset class. From January 2004 to March 2009, Mr Ho was the Chief Executive Officer

of PT Bank Internasional Indonesia Tbk. Prior to the foregoing, Mr Ho had worked for Citigroup

over a period of about 23 years in various senior management positions in several countries

including Malaysia, Singapore, Thailand and Saudi Arabia.

Mr Ho is a Non-Executive Independent Commissioner at PT Chandra Asri Petrochemical Tbk in

Indonesia (which is listed on the Indonesia Stock Exchange), a Non-Executive Independent

Director at AIA Singapore Pte. Ltd. and a Non-Executive non-independent Director in Alliance

Bank Malaysia Bhd in Malaysia.

Mr Ho Holds a Master of Business Administration (Accounting and Finance) from McGill University

and a Bachelor of Engineering (Honours) from University of Malaya.

Mr Panote Sirivadhanabhakdi was appointed as a Non-Executive Director of the REIT Manager

on 26 May 2016.

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Mr Panote Sirivadhanabhakdi also serves on the boards of various listed companies in Singapore

and Thailand, including Berli Jucker Public Company Limited, Frasers Centrepoint Limited,

Golden Land Property Development Public Company Limited, Siam Food Products Public

Company Limited, Thai Beverage Public Company Limited, Univentures Public Company Limited,

as well as private companies such as Frasers Property Australia Pty Limited, International

Beverage Holdings (China) Limited, International Beverage Holdings Limited, InterBev

(Singapore) Limited, Beer Thip Brewery (1991) Co., Ltd, Sura Bangyikhan Group of Companies,

International Beverage Holdings (UK) Limited, Blairmhor Limited and Blairmhor Distillers Limited.

Mr Panote Sirivadhanabhakdi is also a Non-Executive Director of the managers of Frasers

Hospitality Trust.

Mr Panote Sirivadhanabhakdi has been an Executive Director of Univentures Public Company

Limited since 2007 and is the Chief Executive Officer of Univentures Public Company Limited as

well as the Chairman of its Executive Board of Directors. He was also a Non-Executive Director

of Fraser and Neave, Limited (“F&N”). Mr Panote Sirivadhanabhakdi obtained a Bachelor of

Science in Manufacturing Engineering from Boston University (USA) in 2000, a Master of Science

in Analysis, Design and Management of Information Systems from the London School of

Economics and Political Science (UK) in 2005, and Industrial Engineering and Economics from

Massachusetts University (USA) in 1997.

Mr Lim Ee Seng was appointed as a Non-Executive Director of the REIT Manager on 7 July 2015.

Mr Lim is also the Group Chief Executive Officer of FCL. Mr Lim joined FCL in October 2004 where

as its Chief Executive Officer he is responsible for the management and performance of the

Sponsor Group’s entire portfolio of real estate business that spans over 11 countries. These

include property development, property investment, retail mall management, and an international

chain of serviced residences.

Mr Lim has more than 26 years of experience in the real estate industry. From 1996 to October

2004, he was the Managing Director of MCL Land Limited, a public listed company on the SGX-ST.

Under his leadership, MCL Land Limited became a reputed developer of numerous successful

property development projects known for their quality and reliability.

From 1989 to 1996, Mr Lim was the General Manager of the property division of First Capital

Corporation Ltd (now known as GuocoLand Limited), a public listed company on the SGX-ST,

where he played a key role in transforming the company into a major property development and

investment group.

Mr Lim holds a Masters degree in Project Management and a Bachelors degree in Civil

Engineering from the National University of Singapore. He was a board member of the Building

& Construction Authority of Singapore from 2005 to 2009, and a council member of the Chinese

Chamber of Commerce from 2000 to 2004. He is also currently the second vice president of the

Real Estate Developers Association of Singapore.

Mr Michael Bowden Newsom was appointed as a Non-Executive Director of the REIT Manager

on 26 May 2016.

Mr Newsom is the General Counsel of the FPA Group, a position he has held since August 2000.

Mr Newsom also holds numerous executive directorships of property development companies in

Australia which are wholly-owned subsidiaries of FPA. Prior to joining the Group, Mr Newsom held

the positions of General Counsel and Company Secretary of ASX-listed companies, Pioneer

International Limited and Ampol Limited. Mr Newsom has over 35 years of experience in

commercial and corporate law, dispute resolution, capital markets, mergers and acquisitions and

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corporate administration, both in private legal practice and in large listed companies, across the

property, building materials, petroleum and financial services sectors in Australia and over 15

years of experience in SGX-ST-listed property development companies in Singapore.

Mr Newsom holds Bachelor of Arts and Bachelor of Laws degrees from Australian National

University and has been admitted as a solicitor of the Supreme Court of New South Wales since

July 1977.

Mr Goh Yong Chian was appointed as an Independent Non-Executive Director of the REIT

Manager on 26 May 2016.

Mr Goh joined F&N in 1969. Since then, he has held several designations, including Project

Development Manager and Business Development Manager. From October 1989 to July 2009, Mr

Goh was the Head of Corporate Finance, where he was responsible for the F&N Group’s financial

accounting, treasury and taxation.

Mr Goh was conferred Associate, Chartered Management Accountants in 1971 and Fellow,

Chartered Association of Certified Accountants in 1982. He is a Fellow Chartered Accountant of

Singapore since 2005.

Mr Paul Gilbert Say was appointed as a Independent Non-Executive Director of the REIT

Manager on 26 May 2016.

He currently sits on the boards of ASX-listed Australian REITs, GPT Metro Fund and ALE Property

Group as a Non-Executive Director and a Director/Sole Trader at Stratum Pty Ltd. His

responsibilities include the provision of governance and oversight in relation to the real estate

market and strategic business model advice, leasing, valuations, divestments and acquisition

advice. Prior to setting up Stratum Pty Ltd, Mr Say was the Chief Investment Officer and Chairman

of the Investment Committee from March 2007 to June 2012 at ASX-listed Australian REIT,

DEXUS Property Group, with over A$19 billion of commercial property under management. Prior

to this, he was with the multinational property group Lend Lease Corporation for 11 years.

Mr Say holds a Graduate Diploma in Financial Planning and a Graduate Diploma in Finance &

Investment from the Financial Services Institute of Australia (FINSIA). He also holds an Associate

Diploma of Real Estate Valuation. Mr Say is also a Fellow of the Royal Institution of Chartered

Surveyors and the Australian Property Institute.

Independence of Mr Goh Yong Chian (Independent Non-Executive Director)

The REIT Manager Board notes that Mr Goh has been with F&N since 1969 until his retirement

in 2009, being a career which spans 40 years. FCL, the sponsor of FLT and sole shareholder of

the REIT Manager was de-merged from F&N by way of a distribution in specie and listed by way

of introduction on the SGX-ST in January 2014.

Notwithstanding Mr Goh’s extensive career with F&N, the REIT Manager Board is of the view that

Mr Goh is independent in character and judgment and able to exercise his independent business

judgement with a view to the best interests of FLT and its Unitholders as a whole and accordingly,

has designated Mr Goh as an “Independent Director”. In designating Mr Goh as an “Independent

Director”, the REIT Manager Board has taken into account, among other factors, the following: (i)

Mr Goh’s declaration that he considers himself to be “independent”; (ii) his actual performance

and contributions as a prospective appointee on the Board to date and his anticipated

contributions going forward; and (iii) the fact that Mr Goh fulfils the criteria of independence under

the relevant laws and regulations, including the Code of Corporate Governance 2012 (“CG

Code”).

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For the avoidance of doubt, none of the relationships or circumstances as set out in Guidelines

2.3(a) to (f) of the CG Code is present in the case of Mr Goh. In addition, Mr Goh fulfils the

enhanced test of “independence” implemented by the MAS and set out in the proposed

regulations 13D, 13F and 13G in the “Draft Amendments to Securities and Futures (Licensing and

Conduct of Business) Regulations” which was released by the MAS on 9 October 2014, being that

Mr Goh is:

(a) independent from any management and business relationship with the REIT manager and

the REIT;

(b) independent from any substantial shareholder of the REIT manager and from any substantial

unitholder of the REIT; and

(c) has not served on the Board of the REIT manager for a continuous period of nine years or

longer.

In addition, the REIT Manager Board notes that a period of six years has elapsed since Mr Goh

retired and save for his personal investments in shares in F&N, FCL and FCL-related REITs and

listed trusts, Mr Goh has not had any involvement in the business and/or operations of F&N since

2009. In addition, Charoen Sirivadhanabhakdi and Khunying Wanna Sirivadhanabhakdi, through

the TCC Group1, acquired majority control of F&N in September 2012 and were appointed

Chairman and Vice Chairman of the F&N board, respectively. Accordingly, the controlling

shareholders of F&N have changed since Mr Goh’s retirement in 2009 and the Chief Executive

Officer, board and the directors of F&N that Mr Goh once reported to have undergone significant

changes. Accordingly, based on the foregoing rationale, the REIT Manager Board is of the view

that Mr Goh should be considered an “Independent Director”.

List of Present and Past Principal Directorships of the Directors

A list of the present and past directorships of each Director of the REIT Manager over the last five

years preceding the Latest Practicable Date is set out in Appendix H, “List of Present and Past

Principal Directorships of Directors and Executive Officers”.

The Key Roles of the REIT Manager Board

The key roles of the REIT Manager Board are to:

• guide the corporate strategy and directions of the REIT Manager;

• ensure that senior management discharges business leadership and demonstrates the

highest quality of management skills, integrity and enterprise;

• oversee the proper conduct of the REIT Manager; and

• ensure that measures relating to corporate governance, financial regulations and other

required policies are in place and enforced.

The REIT Manager Board will meet to review the key activities and business strategies of FLT. The

REIT Manager Board intends to meet regularly, on a quarterly basis, to deliberate the strategic

policies of FLT, including acquisitions and disposals, approval of the annual budget and review of

the performance of FLT.

1 “TCC Group” refers to the companies and entities in the Thai Charoen Corporation Group which are controlled by

Charoen Sirivadhanabhakdi and Khunying Wanna Sirivadhanabhakdi.

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The REIT Manager Board will also review any offer of the ROFR Properties under the ROFR to

FLT, subject to the procedures to deal with potential conflicts of interest issues instituted by the

REIT Manager. Accordingly, in a potential acquisition by FLT pursuant to the ROFR, any nominees

appointed by the Sponsor to the REIT Manager Board to represent its interests will abstain from

deliberations and voting on such matters.

Each Director of the REIT Manager has been appointed on the basis of his professional

experience and his potential to contribute to the proper guidance of FLT.

The REIT Manager Board intends to approve a set of policies and procedures incorporating

various internal controls, which sets out approved limits for capital expenditure, investments and

divestments, and borrowings as well as arrangements in relation to the operation of the bank

accounts and treasury transactions as well as guidelines on the delegation of authority. In

addition, sub-limits are also delegated to various management levels to facilitate operational

efficiency.

Taking into account the fact that FLT, formerly known as Frasers Industrial Trust, was only

constituted on 30 November 2015 and will only acquire the IPO Portfolio shortly prior to and on

the Listing Date, the REIT Manager Board, with the concurrence of the Audit, Risk and

Compliance Committee (“ARCC”), is of the opinion that the internal controls as further described

in:

• “The REIT Manager and Corporate Governance – The Manager of FLT – Board of Directors

of the REIT Manager – The Key Roles of the REIT Manager Board”;

• “The REIT Manager and Corporate Governance – The Manager of FLT – Compliance

Officer”;

• “The REIT Manager and Corporate Governance – Corporate Governance of the REIT

Manager – The REIT Manager Board”;

• “The REIT Manager and Corporate Governance – Corporate Governance of the REIT

Manager – The Audit, Risk and Compliance Committee”;

• “The REIT Manager and Corporate Governance – Corporate Governance of the REIT

Manager – Dealings in Units”;

• “The REIT Manager and Corporate Governance – Corporate Governance of the REIT

Manager – Management of Business Risk”;

• “The REIT Manager and Corporate Governance – Corporate Governance of the REIT

Manager – Potential Conflicts of Interest”;

• “The REIT Manager and Corporate Governance – Related Party Transactions – The REIT

Manager’s Internal Control System”;

• “The REIT Manager and Corporate Governance – Related Party Transactions – Role of the

ARCC for Related Party Transactions”;

• “The REIT Manager and Corporate Governance – Related Party Transactions – Related

Party Transactions in Connection with the Transfer of the IPO Properties, the Setting Up of

FLT and the Offering”;

• “The REIT Manager and Corporate Governance – Related Party Transactions – Exempted

Agreements”; and

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• “The REIT Manager and Corporate Governance – Related Party Transactions – Future

Related Party Transactions”,

are adequate in addressing financial, operational, information technology and compliance risks

faced by FLT.

Changes to regulations and accounting standards are monitored closely by the members of the

ARCC (see “The REIT Manager and Corporate Governance – The Corporate Governance of the

REIT Manager – The Audit, Risk and Compliance Committee” for further details). To keep pace

with regulatory changes, where these changes have an important bearing on the disclosure

obligations of the REIT Manager or its Directors, the Directors of the REIT Manager will be briefed

either during the meetings of the REIT Manager Board or at specially convened sessions involving

the relevant professionals. The management will also provide the REIT Manager Board with

complete and adequate information in a timely manner through regular updates on financial

results, market trends and business developments.

At least half of the Directors of the REIT Manager are non-executive and independent of the

management. This enables the management to benefit from their external, diverse and objective

perspectives on issues that are brought before the REIT Manager Board. It would also enable the

REIT Manager Board to interact and work with the management through a robust exchange of

ideas and views to help shape the strategic process.

The positions of Chairman of the REIT Manager Board and Chief Executive Officer of the REIT

Manager are held by two different individuals in order to maintain effective checks and balances.

The Chairman of the REIT Manager Board is Mr Ho Hon Cheong, while the Chief Executive Officer

of the REIT Manager is Mr Robert Stuart Claude Wallace.

There is a clear separation of the roles and responsibilities between the Chairman and the Chief

Executive Officer of the REIT Manager. The Chairman is responsible for the overall management

of the REIT Manager Board as well as ensuring that the members of the REIT Manager Board and

the management work together with integrity and competency, and that the REIT Manager Board

engages the management in constructive debate on strategy, business operations, enterprise risk

and other plans. The Chief Executive Officer has full executive responsibilities over the business

directions and operational decisions in the day-to-day management of the REIT Manager.

The REIT Manager Board has separate and independent access to senior management and the

Company Secretary at all times. The Company Secretary attends to corporate secretarial

administration matters and attends all Board meetings of the REIT Manager. The REIT Manager

Board also has access to independent professional advice where appropriate and whenever

requested. (See “The REIT Manager and Corporate Governance – The Manager of FLT –

Company Secretary of the REIT Manager” for details of the Company Secretary and his

qualifications.)

Executive Officers of the REIT Manager

The executive officers of the REIT Manager are entrusted with the responsibility for the daily

operations of the REIT Manager. The following table sets forth information regarding the executive

officers of the REIT Manager:

Name Age Address Position

Mr Robert Stuart

Claude Wallace

45 c/o 438 Alexandra Road,

#21-00, Alexandra Point,

Singapore 119958

Chief Executive Officer

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Name Age Address Position

Ms Susanna Cher Mui

Sim

56 c/o 438 Alexandra Road,

#21-00, Alexandra Point,

Singapore 119958

Chief Financial Officer

Mr James Jonathan

Spong

40 c/o 438 Alexandra Road,

#21-00, Alexandra Point,

Singapore 119958

Investment and Asset

Manager

Ms Annebel Yu Hsiau

Chuan

33 c/o 438 Alexandra Road,

#21-00, Alexandra Point,

Singapore 119958

Investor Relations Manager

Roles and Responsibilities of the Executive Officers of the REIT Manager

The Chief Executive Officer of the REIT Manager is responsible for working with the REIT

Manager Board to determine the overall business, investment and operational strategies for FLT.

The Chief Executive Officer will also work with the other members of the management team of the

REIT Manager to ensure that the business, investment and operational strategies of FLT are

carried out as planned. In addition, the Chief Executive Officer will oversee the acquisition of

industrial and industrial-related assets and asset and property management strategies for FLT.

The Chief Financial Officer of the REIT Manager is responsible for the finances of FLT. A key role

of the Chief Financial Officer is to focus, monitor and report on the financial performance of FLT.

The Chief Financial Officer is also responsible for the preparation of statutory accounts,

co-ordination with external auditors, managing tax affairs and treasury matters.

The Investment and Asset Manager of FLT is responsible for identifying and evaluating potential

acquisitions and related investments with a view to enhancing FLT’s portfolio, or divestments

where a property is no longer strategic, fails to enhance the value of FLT’s portfolio or fails to be

yield accretive. The Investment and Asset Manager is also responsible for managing the portfolio

of assets and implementing asset plans to meet specified investment targets.

The Investor Relations Manager of FLT is responsible for facilitating communications and

liaising with Unitholders. The key role of the Investor Relations Manager is to maintain continuous

disclosure and transparent communications with Unitholders and the market. She will promote

and market FLT to Unitholders, prospective investors and media through regular communication.

Experience and Expertise of the Executive Officers of the REIT Manager

Information on the working experience of the executive officers of the REIT Manager is set out

below.

Mr Robert Stuart Claude Wallace is the Chief Executive Officer of the REIT Manager.

Prior to joining the REIT Manager, Mr Wallace was the Executive General Manager of Investment

Property at Frasers Property (APG) Pty Limited from August 2007 where he was responsible for

leading the Investment Property Division for FPA (formerly Australand Property Group) which

owns and manages a portfolio of investment properties with an aggregate value of approximately

A$2.5 billion. He has been involved in many facets of the Frasers Property business, including

group strategy, funds management, acquisitions and dispositions, portfolio management,

divisional reporting and capital sourcing. Mr Wallace was also the joint venture manager for

Australand Logistics Joint Venture which was a core property fund with a total asset value of over

A$500 million. Mr Wallace was also the fund manager for Australand Wholesale Fund 6 during the

six-year life of the A$226 million fund which was wound up in December 2013.

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From October 2002 to August 2007, he was a Fund Manager at MAB Funds Management Limited.

He joined the group at its infancy and oversaw the growth of the funds under management from

A$15 million to a value in excess of A$275 million. Mr Wallace ensured that the managed funds

were able to meet investor targets and ensured compliance with the relevant statutory guidelines.

Mr Wallace holds a Bachelor of Business (Property) from RMIT University and a Postgraduate

Diploma in Applied Finance and Investment from FINSIA (formerly known as Securities Institute

of Australia). He is also a Certified Practising Valuer, with the Australian Property Institute.

Ms Susanna Cher Mui Sim is the Chief Financial Officer of the REIT Manager.

Prior to joining the REIT Manager, Ms Cher was the GM Special Projects at FCL Management

Services Pte. Ltd. from September 2015. She was with CitySpring Infrastructure Management Pte

Ltd from November 2006 to May 2015 and was the Chief Financial Officer from July 2013, where

she was responsible for all aspects of financial and statutory reporting and compliance with

SGX-ST and MAS. She was also responsible for financing and treasury activities, and risk

management and for the human resources, corporate secretarial and administration functions.

From November 1993 to November 2006, Ms Cher was the Chief Financial Officer at Thomson

Medical Centre Ltd, where she was responsible for all aspects of financial and statutory reporting

and financing and tax matters for the Group. She was also responsible for procurement,

information technology and patient service centres.

Ms Cher was also a Group Management Accountant at Wearnes Brothers Management Pte Ltd

from July 1990 to August 1993 where she was responsible for preparing the Group’s consolidated

results for statutory and SGX reporting. She was also responsible for reviewing the performance

of the business segments in the Group. From April 1986 to June 1990, Ms Cher was a Financial

Controller at Esco Scientific Technologies Pte Ltd. She was also an Audit/Senior Management

Consultant at Ernst and Whinney from April 1982 to March 1986.

Ms Cher holds a Bachelor of Accountancy from the National University of Singapore and is a

Chartered Accountant of Singapore and an Australian Certified Public Accountant.

After making all reasonable enquiries, and to the best of their knowledge and belief, nothing has

come to the attention of the members of the ARCC to cause them to believe that Ms Cher does

not have the competence, character and integrity expected of a Chief Financial Officer of the REIT

Manager. The ARCC considers that Ms Cher’s accountant qualification and her extensive relevant

work experience (as described above) in audit, finance, internal controls and regulatory reporting

work, as well as her familiarity with IFRS, makes her a suitable candidate to be Chief Financial

Officer of the REIT Manager. On this basis, the ARCC is of the opinion that Ms Cher is suitable

as the Chief Financial Officer. Ms Cher confirms that she is familiar with the finance and

accounting functions and internal control systems of FLT.

Mr Jonathan James Spong is the Investment and Asset Manager of the REIT Manager

Prior to joining the REIT Manager, Mr Spong was the Asset Manager of the Investment Property

Team at Frasers Property (APG) Pty Ltd from January 2015, where he was responsible for the

asset management of a portfolio, comprising 37 high quality industrial and logistics properties

located in New South Wales and Queensland. Mr Spong was also responsible for implementing

asset plans to meet specified investment targets.

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Mr Spong was also a Development Executive in the Real Estate Team at Valad Property Group

from January 2007 to December 2014, where he was responsible for the asset management of a

portfolio of commercial and industrial properties located in Australia and New Zealand. While at

Valad Property, Mr Spong was also responsible for implementing asset plans to meet specified

investment targets as well as acquiring and disposing of assets.

From July 2005 to December 2006, Mr Spong held the position of Investment Analyst in the

Commercial Property Team at DEXUS Property Group, where he had analytical responsibilities for

a portfolio of 40 high quality commercial assets. From September 1999 to July 2005, Mr Spong

was a Senior Valuer at DTZ (now known as Cushman & Wakefield), where he was responsible for

providing a broad range of valuation services for secured lending purposes, portfolio valuations

and development appraisal for national and international clients covering all property sectors.

Mr Spong holds a Bachelor of Science (Honours) from St Andrews University in Scotland and a

Master of Land Economy from the University of Aberdeen in Scotland. Mr Spong is also a Qualified

Associate of the Australian Property Institute and the Royal Institution of Chartered Surveyors.

Ms Annebel Yu Hsiau Chuan is the Investor Relations Manager of the REIT Manager.

Prior to joining the REIT Manager, Ms Yu was a Manager in Corporate Planning at FCL

Management Services Pte. Ltd. from April 2012, where she assisted the chief financial officer on

various corporate finance, corporate governance, risk management, investment, and

management reporting and operational initiatives.

From May 2011 to September 2011, Ms Yu was a Research Analyst in Marketing for the IESE

Business School, where she designed teaching materials for the senior executive of the

service-oriented course. Ms Yu was also a Market Analysis Intern at Flow Inc, a venture capital

firm in Taiwan from April 2009 to July 2009.

From June 2005 to April 2009, Ms Yu was an Account Manager at Impact Advertising Company

in Taiwan, where she was responsible for overseeing the entire advertising process, from

assisting the client in developing the marketing strategy to overseeing the production of the

finished advertisements. She also led initiatives to build client relationships and secured contracts

with key clients.

Ms Yu holds a Master of Business Administration from the Massachusetts Institute of Technology

in the United States and a Bachelor of Arts from the National Chengchi University in Taiwan.

List of Present and Past Principal Directorships of the Executive Officers of the REIT

Manager

A list of the present and past directorships of each Executive Officer of the REIT Manager over the

last five years preceding the Latest Practicable Date is set out in Appendix H, “List of Present and

Past Principal Directorships of Directors and Executive Officers”.

Employment Arrangement for the Chief Executive Officer and the Investment and Asset

Manager of the REIT Manager

Mr Robert Wallace, the Singapore Chief Executive Officer of the REIT Manager, will also be

appointed as the Australian Chief Executive Officer of the HAUT Manager. Similarly, Mr Jonathan

Spong, the Singapore Investment and Asset Manager of the REIT Manager, will be appointed as

the Australian Investment and Asset Manager of the HAUT Manager.

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Given that the entire of the IPO Portfolio and the Call Option Properties will be located in Australia,

it is anticipated that Mr Wallace and Mr Spong will be required to spend a substantial period of

time in Australia overseeing the operations of the HAUT Manager and the management of FLT’s

Australian properties. Hence, Mr Wallace and Mr Spong will be employed as the Chief Executive

Officer and the Investment and Asset Manager of the HAUT Manager respectively to carry out

these duties in addition to their respective roles for the REIT Manager.

The employment arrangement of Mr Wallace and Mr Spong by the REIT Manager and the HAUT

Manager as disclosed above does not contravene the laws of Singapore and Australia.

Compliance Officer

The REIT Manager has appointed Ms Sun Ru-Shi as the Compliance Officer. Ms Sun will be the

officer in charge of the compliance function of the REIT Manager. Ms Sun is a senior legal advisor

in the legal department of the Sponsor (“FCL Legal”) and will remain as an employee of the

Sponsor.

Ms Sun Ru-Shi will divide her time between fulfilling her duties as the compliance officer of the

REIT Manager as well as her duties as a senior legal advisor of FCL. Ms Sun, supported by FCL

Legal, will work with the Chief Executive Officer and/or the Chief Financial Officer of the REIT

Manager in:

• putting in place suitable compliance processes to ensure that the REIT Manager fulfils the

compliance requirements under the SFA, the CIS Code (including the Property Funds

Appendix), the Listing Manual, the CMS Licence, and all applicable laws, regulations and

guidelines, as well as updating the Directors and employees of the REIT Manager on such

compliance requirements; and

• any other matters concerning compliance with the SFA, the CIS Code (including the Property

Funds Appendix), the Listing Manual, the CMS Licence and all applicable laws, regulations

and guidelines.

Company Secretary of the REIT Manager

The company secretary of the REIT Manager is Mr Piya Treruangrachada. Mr Piya

Treruangrachada is a member of the Institute of Singapore Chartered Accountants.

The roles of the Company Secretary include the following:

• ensuring that the board procedures of the REIT Manager are followed;

• ensuring, under the direction of the Chairman, good information flows within the REIT

Manager Board and its board committees and between the management and the Non-

Executive Directors;

• assisting the REIT Manager with corporate secretarial administration matters for the REIT

Manager, both in its personal capacity and in its capacity as manager of FLT, including

attending all board meetings;

• assisting in the application process for the appointment of new directors to the REIT Manager

Board; and

• assisting the REIT Manager in preparing the announcements and notifications to be

uploaded on the SGXNET as required under the Listing Manual.

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Shared Services Arrangements

The REIT Manager will discharge its duties as a manager of FLT diligently and may, in its personal

capacity, enter into shared services arrangements with the Sponsor for the provision of corporate

administrative and support services required by the REIT Manager from time to time, subject to

such laws, regulations and guidelines, as may be applicable. Such services may include corporate

secretarial, legal, regulatory and compliance services, treasury services, information technology

support, tax, human resources and payroll services, as well as data collation to be used by the

REIT Manager to make decisions.

Roles and Responsibilities of the REIT Manager

The REIT Manager has general powers of management over the assets of FLT. The REIT

Manager’s main responsibility is to manage FLT’s assets and liabilities for the benefit of the

Unitholders.

The REIT Manager is responsible for formulating the business plans in relation to FLT’s

properties. The REIT Manager will work closely with the Property Manager or (by way of the HAUT

Manager) the Australian Property Manager to implement FLT’s strategies. Further, the REIT

Manager will set the strategic direction of FLT and give recommendations to the REIT Trustee on

the acquisition, divestment or enhancement of assets of FLT in accordance with its stated

investment strategy.

The REIT Manager is required under paragraph 4 of the Property Funds Appendix to hold FLT’s

annual general meeting once in every calendar year and not more than 15 months after the

holding of the last preceding annual general meeting, but so long as FLT holds its first annual

general meeting within 18 months of its constitution, it need not hold it in the year of its constitution

or in the following year. With respect to the first annual general meeting of FLT, the MAS has

granted a waiver from paragraph 4.1(c) of the Property Funds Appendix on the condition that FLT

holds its first annual general meeting by 31 January 2018. (See “General Information – Waiver and

Exemption from the MAS” for further details.)

The REIT Manager has covenanted in the Trust Deed to use its best endeavours to carry on and

conduct its business in a proper and efficient manner, to ensure that FLT is carried on and

conducted in a proper and efficient manner and to conduct all transactions with or for FLT at arm’s

length and on normal commercial terms.

The REIT Manager will also be responsible for ensuring that FLT complies with the applicable

provisions of the SFA and all other relevant legislation, the Listing Manual, the CIS Code

(including the Property Funds Appendix), the Take-Over Code, the Trust Deed, the CMS Licence,

any tax rulings and all relevant contracts.

The REIT Manager may require the REIT Trustee to borrow on behalf of FLT (upon such terms and

conditions as the REIT Manager thinks fit, including the charging or mortgaging of all or any part

of the Deposited Property) whenever the REIT Trustee with the consent of the REIT Manager

considers, among other things, that such borrowings are necessary in order to enable the REIT

Trustee to meet its liabilities or whenever the REIT Manager considers it necessary that monies

be borrowed or raised to:

• finance the acquisition of any Authorised Investments, directly or indirectly, through SPVs; or

• finance the repurchase and/or redemption of Units by the REIT Manager; or

• finance the distributions of FLT.

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However, the REIT Manager must not direct the REIT Trustee to incur a borrowing, if to do so,

would mean that FLT’s total borrowings exceed the Aggregate Leverage limit of 45.0% of the value

of the Deposited Property at the time the borrowing is incurred, in accordance with the Property

Funds Appendix.

In the absence of fraud, gross negligence, wilful default or breach of the Trust Deed by the REIT

Manager, it shall not incur any liability by reason of any error of law or any matter or thing done

or suffered to be done or omitted to be done by it in good faith under the Trust Deed. In addition,

the REIT Manager shall be entitled, for the purpose of indemnity against any actions, costs,

claims, damages, expenses or demands to which it may be put as manager of FLT, to have

recourse to the Deposited Property or any part thereof save where such action, cost, claim,

damage, expense or demand is occasioned by the fraud, gross negligence, wilful default or

breach of the Trust Deed by the REIT Manager. The REIT Manager may, in managing FLT and in

carrying out and performing its duties and obligations under the Trust Deed, with the written

consent of the REIT Trustee, appoint such persons to exercise any or all of its powers and

discretions and to perform all or any of its obligations under the Trust Deed, provided always that

the REIT Manager shall be liable for all acts and omissions of such persons as if such acts and

omissions were its own.

Fees Payable to the REIT Manager

Management fees payable to the REIT Manager or its nominee

The REIT Manager or its nominee is entitled under the Trust Deed to the following management

fees:

• a Base Fee of 0.4% per annum of the value of the Deposited Property; and

• a Performance Fee of 5.0% per annum of the Distributable Income of FLT in the relevant

financial year (calculated before accounting for the Performance Fee but after accounting for

the Base Fee and adding back Adjustments1).

For the purpose of calculating the Base Fee only, where FLT holds its investments through one or

more SPVs, the Deposited Property shall include all the assets of the relevant SPV, pro-rated, if

applicable, to the proportion of FLT’s interest in the relevant SPV.

The REIT Manager may elect to receive the Base Fee and Performance Fee in cash or Units or

a combination of cash and Units (as it may in its sole discretion determine). For FP2016 and

PY2017, the REIT Manager has elected to receive 100.0% of the Base Fee and 100.0% of the

Performance Fee in the form of Units. Any portion of management fees payable in the form of

Units shall be payable quarterly in arrears (in relation to the Base Fee) or annually in arrears (in

relation to the Performance Fee) and any portion of management fees payable in cash shall be

payable monthly in arrears (in relation to the Base Fee) or annually in arrears (in relation to the

Performance Fee).

For avoidance of doubt, the REIT Manager is entitled under the Trust Deed to designate or

nominate any person (including but not limited to the REIT Manager’s subsidiaries) to hold the

REIT Manager’s Units.

1 See “Distributions – Distribution Policy” for the definition of “Adjustments”.

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For so long as the Units are listed, when management fees are payable in the form of Units, the

REIT Manager shall be entitled to receive such number of Units as may be purchased with the

relevant amount of the management fees attributable to the relevant period at an issue price

equivalent to the “market price”, i.e. the volume weighted average price per Unit for all trades on

the SGX-ST, in the ordinary course of trading, for the last 10 Business Days1 of the relevant period

in which the management fees accrue or, if the REIT Manager believes that the foregoing

calculation does not provide a fair reflection of the market price of a Unit (which may include,

among others, instances where there is disorderly trading activity in the Units), means an amount

as determined by the REIT Manager (after consultation with a stockbroker approved by the REIT

Trustee), and as approved by the REIT Trustee, as being the fair market price, and this will be

announced on the SGXNET for so long as FLT is listed on the SGX-ST.

Any increase in the rate or any change in the structure of the REIT Manager’s management fees

must be approved by an Extraordinary Resolution at a meeting of the Unitholders duly convened

and held in accordance with the provisions of the Trust Deed.

For the avoidance of doubt, the REIT Manager’s change in its election to receive cash or Units or

a combination of cash and Units is not considered as a change in structure of the REIT Manager’s

management fees.

Acquisition fee and divestment fee payable to the REIT Manager or its nominee

The REIT Manager or its nominee is also entitled to:

• an acquisition fee of 0.5% for acquisitions from Related Parties2 and 1.0% for all other cases

(or such lower percentage as may be determined by the REIT Manager in its absolute

discretion) of each of the following as is applicable (subject to there being no

double-counting):

(i) in relation to an acquisition (whether directly or indirectly through one or more SPVs of

FLT) of any real estate, the acquisition price of any real estate purchased by FLT, plus

any other payments3 in addition to the acquisition price made by FLT or its SPVs to the

vendor in connection with the purchase of the real estate (pro-rated if applicable to the

proportion of FLT’s interest);

(ii) in relation to an acquisition (whether directly or indirectly through one or more SPVs of

FLT) of any SPVs or holding entities which holds real estate, the underlying value4 of

any real estate which is taken into account when computing the acquisition price

payable for the acquisition from the vendor of the equity interests of any vehicle holding

directly or indirectly the real estate purchased by FLT, plus any other payments made

by FLT or its SPVs to the vendor in connection with the purchase of such equity

interests (pro-rated, if applicable to the proportion of FLT’s interest); or

1 “Business Day” refers to any day (other than a Saturday, Sunday or gazetted public holiday) on which commercial

banks are open for business in Singapore and the SGX-ST is open for trading.

2 “Related Parties” refer to an Interested Person which has the meaning ascribed to it in the Listing Manual and/or,

as the case may be, Interested Party which has the meaning ascribed to it in the Property Funds Appendix.

3 “Other payments” refer to additional payments to the vendor of the real estate, for example, where the vendor has

already made certain payments for enhancements to the real estate, and the value of the asset enhancements are

not reflected in the acquisition price as the asset enhancements are not completed, but “other payments” do not

include stamp duty or other payments to third party agents and brokers.

4 For example, if FLT acquires a SPV which holds real estate, such underlying value would be the value of the real

estate derived from the amount of equity paid by FLT as purchase price and any debt of the SPV.

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(iii) the acquisition price of any investment purchased by FLT, whether directly or indirectly

through one or more SPVs, in any debt securities of any property corporation or other

SPV owning or acquiring real estate or any debt securities which are secured whether

directly or indirectly by the rental income from real estate.

• a divestment fee of 0.5% of each of the following as is applicable (subject to there being no

double-counting):

(i) the sale price of any real estate sold or divested by FLT, whether directly or indirectly

through one or more SPVs, (plus any other payments in addition to the sale price

received by FLT or its SPVs from the purchaser in connection with the sale or

divestment of the real estate) (pro-rated if applicable to the proportion of FLT’s interest);

(ii) in relation to a divestment (whether directly or indirectly through one or more SPVs of

FLT) of any SPVs or holding entities which holds real estate, the underlying value1 of

any real estate which is taken into account when computing the sale price for the equity

interests in any vehicle holding directly or indirectly the real estate, sold or divested,

whether directly or indirectly through one or more SPVs, by FLT, plus any other

payments2 received by FLT or its SPVs from the purchaser in connection with the sale

or divestment of such equity interests (pro-rated if applicable to the proportion of FLT’s

interest); or

(iii) the sale price of the investment by FLT, whether directly or indirectly through one or

more SPVs, in any debt securities of any property corporation or other SPVs owning or

acquiring real estate or any debt securities which are secured whether directly or

indirectly by the rental income from real estate.

For the avoidance of doubt, the acquisition price, or as the case may be, the acquisition value,

shall take into account any completion or other price or value adjustment to be made

post-completion (and the acquisition fee payable to the REIT Manager will be adjusted upwards

or downwards as applicable).

For the avoidance of doubt, the sale price, or as the case may be, the sale value, shall take into

account any completion or other price or value adjustment to be made post-completion (and the

divestment fee payable to the REIT Manager shall be adjusted upwards or downwards, as

applicable).

Any payment to third party agents by the REIT Manager to such persons or brokers3 in connection

with the acquisition or disposal of any assets of FLT shall be paid out of the Deposited Property

or the assets of the relevant SPV and not out of the acquisition fee or divestment fee received or

to be received by the REIT Manager or its nominee.

No acquisition fee is payable for the acquisition of the Properties.

1 For example, if FLT sells or divests a SPV which holds real estate, such underlying value would be the value of the

real estate derived from the amount of equity received by FLT as sale price and any debt of the SPV.

2 “Other payments” refer to additional payments to FLT or its SPVs for the sale of the real estate, for example, where

FLT or its SPVs have already made certain payments for enhancements to the real estate, and the value of the asset

enhancements are not reflected in the sale price as the asset enhancements are not completed, but “other

payments” do not include stamp duty or other payments to third party agents and brokers.

3 These third party agents or brokers include property agents who are engaged for the purpose of acquiring or

disposing assets, as the case may be (or auctioneers, where assets are to be acquired or disposed through auction

sales).

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The acquisition and divestment fee are payable to the REIT Manager in the form of cash and/or

Units (as the REIT Manager may elect). Under the Property Funds Appendix, in respect of any

acquisition and divestment of real estate assets from/to interested parties, such acquisition or

divestment fee should be in the form of Units issued by FLT at prevailing market price(s). Such

Units should not be sold within one year from the date of their issuance.

Any increase in the maximum permitted level of the acquisition fee or divestment fee must be

approved by an Extraordinary Resolution passed at a meeting of Unitholders duly convened and

held in accordance with the provisions of the Trust Deed.

Development management fee payable to the REIT Manager or its nominee

The REIT Manager or its nominee is entitled to receive development management fees equivalent

to 3.0% of the Total Project Costs incurred in a Development Project undertaken by the REIT

Manager on behalf of FLT.

FLT will only undertake development activities within the limits of the Property Funds Appendix,

which allows a REIT to commit no more than 10.0% of its deposited property to development and

investment in uncompleted property developments. A REIT’s development activities may exceed

10% of its deposited property (subject to a maximum of 25% of its deposited property) only if the

additional 15.0% allowance is utilised solely for the redevelopment of an existing property that has

been held by the REIT for at least three years and which it will continue to hold for at least three

years after completion of the redevelopment and the REIT obtains the specific approval of its

unitholders at a general meeting for the redevelopment of the property.

“Total Project Costs” means the sum of the following (where applicable):

(i) construction cost based on the project final account prepared by the project quantity

surveyor or issued by the appointed contractor;

(ii) principal consultants, fees, including payments to the project’s architect, civil and structural

engineer, mechanical and electrical engineer, quantity surveyor and project manager;

(iii) the cost of obtaining all approvals for the project;

(iv) site staff costs;

(v) interest costs on borrowings used to finance project cash flows that are capitalised to the

project in accordance with generally accepted accounting practices; and

(vi) any other costs including contingency expenses which can be capitalised to the project in

accordance with generally accepted accounting practices.

For the avoidance of doubt, land costs (including but not limited to the acquisition price or

underlying value of such land) will not be included in the computation of Total Project Costs.

“Development Project” means a project involving the development of land, or buildings or part(s)

thereof on land which is acquired, held or leased by FLT, provided always that the Property Funds

Appendix shall be complied with for the purposes of such development, but does not include

refurbishment, retrofitting and renovations.

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When the estimated Total Project Costs are greater than S$200.0 million1, the REIT Trustee and

the REIT Manager’s independent directors will first review and approve the quantum of the

development management fee, whereupon the REIT Manager may be directed by its independent

directors to reduce the development management fee. Further, in cases where the market pricing

for comparable services is, in the REIT Manager’s view, materially lower than the development

management fee, the independent directors of the REIT Manager shall have the right to direct a

reduction of the development management fee to less than 3.0% of the Total Project Costs.

The development management fee is payable to the REIT Manager or its nominee in the form of

cash and/or Units in such proportions as may be determined by the REIT Manager.

For the avoidance of doubt, in respect of a Development Project, there will be no double-counting

of fees and the REIT Manager or its nominee will not be entitled to concurrently receive both the

development management fee as well as the acquisition fee. As land costs will not be included in

the computation of Total Project Costs, the REIT Manager or its nominee shall be entitled to

receive an acquisition fee on the land costs. Where project management fees are payable to the

Australian Property Manager or the Property Manager, as the case may be, there will not be any

development management fees payable to the REIT Manager in respect of the same project and

vice versa.

Any increase in the percentage of the development management fee or any change in the

structure of the development management fee must be approved by an Extraordinary Resolution

passed at a meeting of Unitholders duly convened and held in accordance with the provisions of

the Trust Deed.

For the avoidance of doubt, Development Management Fees are not payable in respect of the two

Development Properties and the Call Option Properties.

Fees payable to other asset managers

In the event that the REIT Manager appoints, or the REIT Trustee or any entity which is held by

FLT (whether wholly or partially) at the recommendation of the REIT Manager appoints, a

Relevant Entity, being an asset manager, investment manager or any other entities (including

related entities of the REIT Manager, which includes for the avoidance of doubt, the HAUT

Manager) to provide asset management services or investment management services in respect

of any asset of FLT, the Relevant Entity shall be entitled to receive out of the Deposited Property,

a Relevant Fee (being a fee for its services to be paid either directly (by the REIT Trustee) or

indirectly (by the entity which is held by FLT)) AND the relevant fee payable to the REIT Manager

shall be reduced by the Relevant Fee to the extent that such Relevant Fee relates to asset

management fee, acquisition fee, divestment fee and development management fee.

For the avoidance of doubt, the above applies to the appointment of the HAUT Manager as

investment manager of the HAUT and the fees paid to the HAUT Manager under the Investment

Management Agreement will reduce the fees payable to the REIT Manager to the extent that such

fees relate to asset management fee, acquisition fee and/or divestment fee.

The terms and mechanics for the payment of the Relevant Fee shall be set out in the agreement

appointing the Relevant Entity.

1 The threshold of S$200.0 million is derived by the REIT Manager based on industry estimates that the development

costs of industrial and industrial related real estate assets are generally greater than development costs compared

to other types of real estate asset class.

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For the avoidance of doubt, any other relevant fee not related to asset management fee,

acquisition fee, divestment fee and development management fee shall not reduce the fees

payable to the REIT Manager.

The fees which reduce the fees payable to the REIT Manager relate primarily to fees arising from

the performance of services which is within the scope of duties of the REIT Manager so as to

prevent the double-charging of fees.

(See “Overview – Certain Fees and Charges” for further details.)

Fees Payable to the HAUT Manager

The fees payable to the HAUT Manager (or its nominee and reducing the fees paid to the REIT

Manager) under the Investment Management Agreement for the HAUT comprises the following:

(i) a base fee not exceeding the rate of 0.2% per annum of the gross value of the HAUT’s trust

assets;

(ii) a performance fee not exceeding the rate of 1.5% per annum of the HAUT’s NPI (after

non-cash adjustments1) in the relevant financial year;

(iii) an acquisition fee of 0.4% of the acquisition price or value of acquisitions of real estate and

certain other assets (as applicable) acquired by the HAUT or a Sub-Trust from Related

Parties2 and 0.8% for all other cases; and

(iv) a divestment fee of 0.4% of the sale price or underlying value of any real estate and certain

other assets sold or divested by the HAUT or a Sub-Trust.

The fees are payable to the HAUT Manager or its nominee in the form of cash and/or Units (as

the HAUT Manager may elect).

The HAUT Manager is entitled to recover from the assets of the HAUT all costs, charges and

expenses properly incurred in connection with acting under the Investment Management

Agreement.

(See “Certain Agreements Relating to FLT and the Properties – Investment Management

Agreement” for further details.)

Retirement or Removal of the REIT Manager

The REIT Manager shall have the power to retire in favour of a corporation approved by the REIT

Trustee to act as the manager of FLT.

Also, the REIT Manager may be removed by notice given in writing by the REIT Trustee if:

• the REIT Manager goes into liquidation (except a voluntary liquidation for the purpose of

reconstruction or amalgamation upon terms previously approved in writing by the REIT

Trustee) or if a receiver is appointed over its assets or a judicial manager is appointed in

respect of the REIT Manager;

1 “Non-cash adjustments” relates to straight lining rental adjustment, lease incentive straight lining adjustments and

other non-cash adjustments.

2 “Related Parties” refer to an Interested Person which has the meaning ascribed to it in the Listing Manual and/or,

as the case may be, Interested Party which has the meaning ascribed to it in the Property Funds Appendix.

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• the REIT Manager ceases to carry on business;

• the REIT Manager fails or neglects after reasonable notice from the REIT Trustee to carry out

or satisfy any material obligation imposed on the REIT Manager by the Trust Deed;

• the Unitholders, by a resolution passed by a simple majority of Unitholders present and

voting (with no Unitholders being disenfranchised) at a meeting of Unitholders duly convened

and held in accordance with the provisions of the Trust Deed, shall so decide;

• for good and sufficient reason, the REIT Trustee is of the opinion, and so states in writing,

that a change of the REIT Manager is desirable in the interests of the Unitholders provided

that the REIT Manager has a right under the Trust Deed to refer the matter to arbitration,

subject to the terms of the Trust Deed. Any decision made pursuant to such arbitration

proceedings is binding upon the REIT Manager, the REIT Trustee and all the Unitholders; or

• the Authority directs the REIT Trustee to remove the REIT Manager.

ANNUAL REPORTS

An annual report will be issued by the REIT Manager to Unitholders within the timeframe as set

out in the Listing Manual and the CIS Code, and at least 14 days before the annual general

meeting of the Unitholders, containing, among others, the following key items:

(i) if applicable, with respect to investments other than real property:

(a) a brief description of the business;

(b) proportion of share capital owned;

(c) cost;

(d) (if relevant) Directors’ valuation and in the case of listed investments, market value;

(e) dividends received during the year (indicating any interim dividends);

(f) dividend cover or underlying earnings;

(g) any extraordinary items; and

(h) net assets attributable to investments;

(ii) amount of distributable income held pending distribution;

(iii) the aggregate value of all transactions entered into by the REIT Trustee (for and on behalf

of FLT) with an “interested party” (as defined in the Property Funds Appendix) or with an

“interested person” (as defined in the Listing Manual) during the financial year under review;

(iv) total amount of fees paid to the REIT Trustee;

(v) name of the manager of FLT, together with an indication of the terms and duration of its

appointment and the basis of its remuneration;

(vi) total amount of fees paid to the REIT Manager and the price(s) of the Units at which they

were issued in part payment thereof;

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(vii) the NAV of FLT at the beginning and end of the financial year under review;

(viii) a comment by the REIT Manager Board on the adequacy and effectiveness of the internal

controls, including financial, operational, compliance and information technology controls,

and risk management systems;

(ix) disclosure of whether each existing director is independent from management and business

relationships with the REIT Manager and FLT and every substantial shareholder of the REIT

Manager and substantial unitholder of FLT; and in the event that any director is not

independent, to describe and explain the relationship of such non-independence;

(x) disclosures on remuneration of directors and executive officers of FLT as required by the

Notice to All Holders of a Capital Markets Services Licence for Real Estate Investment Trust

Management;

(xi) a statement by the Audit, Risk and Compliance Committee as to whether, in its reasonable

opinion, the compliance arrangements of the REIT Manager are adequate and effective,

taking into account the nature, scale and complexity of the REIT Manager’s operations, and

in the event that the Audit, Risk and Compliance Committee is of the view that the

compliance arrangements are inadequate or ineffective, a further statement by the Audit,

Risk and Compliance Committee on the mitigating measures that are being taken;

(xii) the following items which are required to be disclosed pursuant to the Property Funds

Appendix (as may be amended from time to time) for annual reports:

(a) details of all real estate transactions entered into during the year, including the identity

of the buyers or sellers, purchase or sale prices, and their valuations (including the

methods used to value the assets);

(b) details of all of FLT’s real estate assets, including the location of such assets, their

purchase prices and latest valuations, rentals received and occupancy rates, or the

remaining terms of FLT’s leasehold properties, where applicable;

(c) the tenant profile of FLT’s real estate assets, including the:

(A) total number of tenants;

(B) top 10 tenants, and the percentage of the total gross rental income attributable to

each of these top 10 tenants;

(C) trade sector mix of tenants, in terms of the percentage of total gross rental

income attributable to major trade sectors; and

(D) lease maturity profile, in terms of the percentage of total gross rental income, for

each of the next five years;

(E) weighted average lease expiry of both FLT’s portfolio and new leases entered into

during the financial year (and the proportion of revenue attributed to these

leases);

(d) in respect of the other assets of FLT, details of the:

(A) 10 most significant holdings (including the amount and percentage of fund size at

market valuation); and

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(B) distribution of investments in dollar and percentage terms by country, asset class

(e.g. equities, mortgage-backed securities, bonds, etc.) and by credit rating of all

debt securities (e.g. “AAA”, “AA”, etc.);

(e) details of FLT’s exposure to financial derivatives, including the amount (i.e. net total

aggregate value of contract prices) and percentage of derivatives investment of total

fund size and at market valuation;

(f) details of FLT’s investments in other property funds, including the amount and

percentage of total fund size invested in;

(g) details of borrowings of FLT including the maturity profile of the borrowings;

(h) details of deferred payment arrangements entered into by FLT, if applicable;

(i) the total operating expenses of FLT, including all fees and charges paid to the

manager, adviser and interested parties (in both absolute terms, and as a percentage

of FLT’s NAV as at the end of the financial year), if any, and taxation incurred in relation

to FLT’s real estate assets;

(j) the distributions declared by FLT for the financial year;

(k) the performance of FLT in a consistent format, covering various periods of time (e.g.

one-year, three-year, five-year or 10-year) whereby:

(A) in the case where FLT is unlisted, such performance is calculated on an “offer to

bid” basis over the period; or

(B) in the case where FLT is listed, such performance is calculated on the change in

the unit price transacted on the stock exchange over the period;

(l) its NAV per unit at the beginning and end of the financial year; and

(m) where FLT is listed, the Unit price quoted on the SGX-ST at the beginning and end of

the financial year, the highest and lowest Unit price and the volume traded during the

financial year;

(n) the amount of rental support payments received by FLT during the financial year and the

effect of these payments on FLT’s DPU;

(o) where the rental support arrangement is embedded in a master lease arrangement, the

difference between the amount of rents derived under the master lease arrangement

and the actual amount of rents from the underlying leases during the financial year; and

(p) any material deviation of actual DPU from forecast DPU, together with detailed

explanations for the deviation;

(xiii) amount of payments under the Incentives Reimbursement Arrangements and the amount of

Rent Free Development Incentives funded under the Incentives Reimbursement

Arrangements for the Development Properties and Call Option Properties; and

(xiiii) such other items which may be required to be disclosed under the prevailing applicable

laws, regulations and rules.

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The first annual report will cover the period from the Listing Date to 30 September 2017 and the

first annual general meeting of FLT will be held by 31 January 2018. (See “General Information –

Waiver and Exemption from the MAS” for further details.)

Additionally, FLT will announce its NAV and net tangible assets per Unit on a quarterly basis. Such

announcements will be based on the latest available valuation of FLT’s real estate and real

estate-related assets, which will be conducted at least once a year (as required under the Property

Funds Appendix).

CORPORATE GOVERNANCE OF THE REIT MANAGER

The following outlines the main corporate governance practices of the REIT Manager.

The REIT Manager Board

The REIT Manager Board is responsible for the overall corporate governance of the REIT

Manager including establishing goals for management and monitoring the achievement of these

goals. The REIT Manager is also responsible for the strategic business direction and risk

management of FLT. All the REIT Manager Board members participate in matters relating to

corporate governance, business operations and risks, financial performance and the nomination

and review of performance of directors.

The REIT Manager Board has established a framework for the management of the REIT Manager

and FLT, including a system of internal controls and a business risk management process. The

REIT Manager Board consists of six members, three of whom are independent1 directors.

The composition of the REIT Manager Board is determined using the following principles:

• the Chairman of the REIT Manager Board should be a non-executive director of the REIT

Manager; and

• the REIT Manager Board should comprise directors with a broad range of commercial

experience including expertise in property development, investment, management,

marketing and leasing and/or finance.

The composition of the REIT Manager Board will be reviewed regularly to ensure that the REIT

Manager Board has the appropriate mix of expertise and experience.

To help discharge its responsibilities, the REIT Manager Board has established the Audit, Risk and

Compliance Committee and the Nominating and Remuneration Committee.

The Audit, Risk and Compliance Committee

The ARCC is appointed by the REIT Manager Board from among the Directors on the REIT

Manager Board and is composed of three non-executive members, a majority of whom (including

the Chairman of the ARCC) are to be independent directors.

As at the date of this Prospectus, the members of the ARCC are Mr Goh Yong Chian (Chairman),

Mr Paul Gilbert Say and Mr Ho Hon Cheong, all of whom are independent directors. All the

members of the ARCC are appropriately qualified to discharge their responsibilities, possessing

the requisite accounting and related financial management expertise or experience.

1 The independence of the directors in this context refers to their independence from management and business

relationships with the REIT Manager.

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The role of the ARCC is to monitor and evaluate the effectiveness of the REIT Manager’s internal

controls. The ARCC will review the quality and reliability of information prepared for inclusion in

financial reports, and will be responsible for the nomination of external auditors and reviewing the

adequacy of external audits in respect of cost, scope and performance.

The ARCC’s responsibilities to be set out in its terms of reference endorsed by the REIT Manager

Board will include:

• monitoring the procedures established to regulate Related Party Transactions, including

ensuring compliance with the provisions of the Listing Manual relating to “interested person

transactions” (as defined in the Listing Manual) and the provisions of the Property Funds

Appendix relating to “interested party transactions” (as defined in the Property Funds

Appendix) (both such types of transactions constituting “Related Party Transactions”);

• reviewing and approving transactions constituting Related Party Transactions;

• deliberating on resolutions relating to conflicts of interest involving FLT;

• monitoring the procedures in place to ensure compliance with applicable legislation, the

Listing Manual and the CIS Code (including the Property Funds Appendix);

• reviewing the arrangements by which employees of the REIT Manager may, in confidence,

raise concerns about possible improprieties in matters of financial reporting or other matters

and ensuring that arrangements are in place for the independent investigation of such

matters and for appropriate follow-up action;

• reviewing the effectiveness of financial, operational, information technology and compliance

controls and risk management policies and systems at least annually;

• reviewing internal and external audit reports to ensure that where deficiencies in internal

controls have been identified, appropriate and prompt remedial action is taken by the

management;

• reviewing the nature and extent of non-audit services performed by external auditors;

• making recommendations to the REIT Manager Board on the appointment, reappointment

and removal of external auditors and approving the remuneration and terms of engagement

of external auditors1;

• reviewing, on an annual basis, the independence and objectivity of the external auditors and

where the external auditors also provide a substantial volume of non-audit services to FLT,

keeping the nature and extent of such services under review, seeking to balance the

maintenance of objectivity and value for money;

• reviewing internal audit reports at least twice a year to ascertain that the guidelines and

procedures established to monitor Related Party Transactions have been complied with;

• ensuring that the internal audit function is independent from the management and will report

to the chairman of the ARCC and adequately qualified to perform an effective role;

• reviewing and approving the internal audit plan and ensuring, at least annually, the adequacy

of the internal audit function;

1 It is intended that KPMG LLP be appointed as auditors of FLT commencing on the Listing Date.

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• meeting with external and internal auditors, without the presence of the executive officers of

the REIT Manager, at least on an annual basis;

• reviewing the financial statements of FLT;

• reviewing the significant financial reporting issues and judgements so as to ensure the

integrity of the financial statements of FLT and any formal announcements relating to FLT’s

financial performance;

• investigating any matters within the ARCC’s terms of reference, whenever it deems

necessary;

• reporting to the REIT Manager Board on material matters, findings and recommendations;

and

• being updated on and monitoring payments under the Contingent Rental Support

Arrangements, the Incentive Reimbursement Deeds for the IPO Properties, the Incentive

Reimbursement Deeds for the Development Properties and the Incentive Reimbursement

Deeds for the Call Option Properties (in respect of the funding of the Rent Free Development

Incentives).

In addition, as the Call Option Acquisitions are Related Party Transactions, the decision to

exercise a “call option” granted and proceed with any one or more of the Call Option Acquisitions

will be subject to the review and approval of the ARCC.

The Nominating and Remuneration Committee

The Nominating and Remuneration Committee (the “NRC”) of the REIT Manager is required to be

composed of three or more members:

• at least a majority of whom, including the chairman of the Nominating and Remuneration

Committee, should be independent; and

• the lead independent director, if any, should be a member of the Nominating and

Remuneration Committee.

As at the date of this Prospectus, the members of the NRC are Mr Ho Hon Cheong (Chairman),

Mr Panote Sirivadhanabhakdi and Mr Goh Yong Chian, a majority of whom are independent

directors.

The NRC will have written terms of reference endorsed by the REIT Manager Board which will set

out their duties and responsibilities. The role of the NRC is to make recommendations to the REIT

Manager Board on matters relating to:

• the appointment and re-appointment of Directors;

• the development of a process for evaluation of the performance of the REIT Manager Board,

its board committees and Directors;

• the review of succession plans;

• the review of the remuneration framework for the REIT Manager Board and the key executive

officers of the REIT Manager; and

• the review of the specific remuneration packages for each Director.

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The NRC’s duties and responsibilities to be set out in its terms of reference will also include, but

are not limited to the following:

(i) In respect of Board Membership and Composition

• determining annually, and as and when circumstances require, if a Director is

independent;

• where a Director has multiple board representations, deciding if the Director is able to

and has been adequately carrying out his duties as a Director of the REIT Manager,

taking into consideration the Director’s number of listed company board representations

and other principal commitments;

• decide how the REIT Manager Board’s performance may be evaluated and propose

objective performance criteria to the REIT Manager Board; and

(ii) In respect of Remuneration Matters

• review the disclosures in FLT’s annual report on the REIT Manager’s remuneration

policies, level and mix of remuneration, and the procedure for setting remuneration.

Dealings in Units

Each of the Directors and the Chief Executive Officer of the REIT Manager is to give notice to the

REIT Manager of his acquisition of Units or of changes in the number of Units which he holds or

in which he has an interest, within two Business Days after such acquisition or the occurrence of

the event giving rise to changes in the number of the Units which he holds or in which he has an

interest.

All dealings in the Units by the Directors will be announced via SGXNET, with the announcement

to be posted on the SGX-ST website: http://www.sgx.com. In addition, the REIT Manager’s

directors and employees of the REIT Manager are prohibited from dealing in the Units:

• in the period commencing one month before the public announcement of the annual results

and (where applicable) property valuations, and two weeks before the public announcement

of the quarterly results of FLT, and ending on the date of announcement of the relevant

results or, as the case may be, property valuations; and

• at any time while in possession of price sensitive information.

The Directors and employees of the REIT Manager are also prohibited from communicating price

sensitive information to any person.

Pursuant to Section 137ZC of the SFA, the REIT Manager will be required to, inter alia, announce

to the SGX-ST the particulars of any acquisition or disposal of interest in Units by the REIT

Manager as soon as practicable, and in any case no later than the end of the Business Day

following the day on which the REIT Manager became aware of the acquisition or disposal.

In addition, all dealings in Units by the Chief Executive Officer will also need to be announced by

the REIT Manager via SGXNET, with the announcement to be posted on the internet at the

SGX-ST website http://www.sgx.com and in such form and manner as the Authority may prescribe.

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Management of Business Risk

The REIT Manager Board will meet quarterly or more frequently if necessary and will review the

financial performance of FLT against a previously approved budget. The REIT Manager Board will

also review the business risks of FLT, examine liability management and will act upon any

comments from both the internal and external auditors of FLT.

The REIT Manager has appointed experienced and well-qualified management personnel to

handle the day-to-day operations of FLT. In assessing business risk, the REIT Manager Board will

consider the economic environment and risks relevant to the industrial and logistics market. It will

review management reports and feasibility studies on individual development projects prior to

approving major transactions. The management will meet regularly to review the operations of the

REIT Manager and FLT and discuss any disclosure issues.

Potential Conflicts of Interest

The REIT Manager has instituted the following procedures to deal with potential conflicts of

interest issues:

• All executive officers will be employed by the REIT Manager and will not hold executive

positions in any other entities, save for Mr Robert Wallace, the Chief Executive Officer of the

REIT Manager and Mr Jonathan Spong, the Investment and Asset Manager of the REIT

Manager, both of whom will also be dually employed by the HAUT Manager (a subsidiary of

the REIT Manager) to perform the same functions;

• All resolutions in writing of the Directors in relation to matters concerning FLT must be

approved by a majority of the directors, including at least one director independent Director;

• At least half of the REIT Manager Board will comprise independent Directors and the

Chairman of the REIT Manager Board will not be an executive Director or immediate family

member of the Chief Executive Officer;

• In respect of matters in which a Director or his associates (as defined in the Listing Manual)

has an interest, direct or indirect, such interested director will abstain from voting. In such

matters, the quorum must comprise a majority of the Directors and must exclude such

interested Director;

• In respect of matters in which the Sponsor has an interest, direct or indirect (including, for

the avoidance of doubt, through FPA), for example, in matters relating to:

– potential acquisitions of additional properties or property-related investments by FLT in

competition with the Sponsor; and/or

– competition for tenants between properties owned by FLT and properties owned by the

Sponsor,

any nominees appointed by the Sponsor to the REIT Manager Board to represent its interests

will abstain from deliberations and voting on such matters. In such matters, the quorum must

comprise a majority of the independent Directors and must exclude nominee directors of the

Sponsor;

• Save as to resolutions relating to the removal of the REIT Manager, as manager of FLT, the

REIT Manager and its associates are prohibited from voting or being counted as part of a

quorum for any meeting of the Unitholders convened to approve any matter in which the REIT

Manager and/or any of its associates has an interest, and for so long as the REIT Manager

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is the manager of FLT, the controlling shareholders of the REIT Manager and of any of its

associates are prohibited from voting or being counted as part of a quorum for any meeting

of the Unitholders convened to consider a matter in respect of which the relevant controlling

shareholders of the REIT Manager and/or of any of its associates have an interest; and

• It is also provided in the Trust Deed that if the REIT Manager is required to decide whether

or not to take any action against any person in relation to any breach of any agreement

entered into by the REIT Trustee for and on behalf of FLT with an Interested Person (as

defined in the Listing Manual) and/or, as the case may be, an Interested Party (as defined

in the Property Funds Appendix) (collectively, a “Related Party”) of the REIT Manager, the

REIT Manager shall be obliged to consult with a reputable law firm (acceptable to the REIT

Trustee) which shall provide legal advice on the matter. If the said law firm is of the opinion

that the REIT Trustee, on behalf of FLT, has a prima facie case against the party allegedly

in breach under such agreement, the REIT Manager shall be obliged to take appropriate

action in relation to such agreement. The Directors will have a duty to ensure that the REIT

Manager so complies. Notwithstanding the foregoing, the REIT Manager shall inform the

REIT Trustee as soon as it becomes aware of any breach of any agreement entered into by

the REIT Trustee for and on behalf of FLT with a Related Party of the REIT Manager and the

REIT Trustee may take such action as it deems necessary to protect the rights of the

Unitholders. Any decision by the REIT Manager not to take action against a Related Party of

the REIT Manager shall not constitute a waiver of the REIT Trustee’s right to take such action

as it deems fit against such Related Party.

RELATED PARTY TRANSACTIONS1

The REIT Manager’s Internal Control System

The REIT Manager has established an internal control system to ensure that all future Related

Party Transactions:

• will be undertaken on normal commercial terms; and

• will not be prejudicial to the interests of FLT and the Unitholders.

As a general rule, the REIT Manager must demonstrate to the ARCC such transactions satisfy the

foregoing criteria, which may entail:

• obtaining (where practicable) quotations from parties unrelated to the REIT Manager; or

• obtaining valuations from independent professional valuers (in accordance with the Property

Funds Appendix).

The REIT Manager will maintain a register to record all Related Party Transactions which are

entered into by FLT and the bases, including any quotations from unrelated parties and

independent valuations obtained to support such bases, on which they are entered into.

1 “Related Party Transactions” refers to an “Interested Person Transaction” which has the meaning ascribed to it in

the Listing Manual and/or, as the case may be, “Interested Party Transaction” which has the meaning ascribed to

it in the Property Funds Appendix.

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The REIT Manager will also incorporate into its internal audit plan a review of all Related Party

Transactions entered into by FLT. The ARCC shall review the internal audit reports at least twice

a year to ascertain that the guidelines and procedures established to monitor Related Party

Transactions have been complied with. In addition, the REIT Trustee will also have the right to

review such audit reports to ascertain that the Property Funds Appendix have been complied with.

The review will include the examination of the nature of the transaction and its supporting

documents or such other data deemed necessary to the ARCC. If a member of the ARCC has an

interest in a transaction, he or she is to abstain from participating in the review and approval

process in relation to that transaction.

Further, the following procedures will be undertaken:

• any transaction (either individually or as part of a series or if aggregated with other

transactions involving the same Related Party during the same financial year) equal to or

exceeding S$100,000 in value but less than 3.0% of the value of FLT’s net tangible assets

(based on the latest audited accounts) will be subject to review by the ARCC at regular

intervals;

• any transaction (either individually or as part of a series or if aggregated with other

transactions involving the same Related Party during the same financial year) equal to or

exceeding 3.0% but below 5.0% of the value of FLT’s net tangible assets (based on the latest

audited accounts) will be subject to the review and prior approval of the ARCC. Such

approval shall only be given if such transaction is on normal commercial terms and is

consistent with similar types of transactions made by the REIT Trustee with third parties

which are unrelated to the REIT Manager. Further, under the Listing Manual and the Property

Funds Appendix, such transactions would be announced via SGXNET; and

• any transaction (either individually or as part of a series or if aggregated with other

transactions involving the same Related Party during the same financial year) equal to or

exceeding 5.0% of the value of FLT’s net tangible assets (based on the latest audited

accounts) will be reviewed and approved prior to such transaction being entered into, on the

basis described in the preceding paragraph, by the ARCC which may, as it deems fit, request

advice on the transaction from independent sources or advisers, including the obtaining of

valuations from independent professional valuers. Further, under the Listing Manual and the

Property Funds Appendix, such transaction would have to be approved by the Unitholders at

a meeting duly convened.

In line with the rules set out in Chapter 9 of the Listing Manual, a transaction the value of which

is less than S$100,000 is not considered material in the context of the Offering and is not set out

as a Related Party Transaction in this section.

Where matters concerning FLT relate to transactions entered into or to be entered into by the REIT

Trustee for and on behalf of FLT with a Related Party of the REIT Manager (which would include

relevant “associates” as defined under the Listing Manual) or FLT, the REIT Trustee is required to

consider the terms of such transactions to satisfy itself that such transactions are conducted on

normal commercial terms, are not prejudicial to the interests of FLT and the Unitholders, and in

accordance with all applicable requirements of the Property Funds Appendix and/or the Listing

Manual relating to the transaction in question.

Further, the REIT Trustee has the ultimate discretion under the Trust Deed to decide whether or

not to enter into a transaction involving a Related Party of the REIT Manager or FLT. If the REIT

Trustee is to sign any contract with a Related Party of the REIT Manager or FLT, the REIT Trustee

will review the contract to ensure that it complies with the relevant requirements relating to

Related Party Transactions (as may be amended from time to time) as well as such other

guidelines as may from time to time be prescribed by the MAS and the SGX-ST to apply to REITs.

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Save for the transactions described under the sections “Management and Corporate Governance

– Related Party Transactions – Related Party Transactions in connection with the Setting Up of

FLT” and “The REIT Manager and Corporate Governance – Related Party Transactions – Future

Related Party Transactions”, FLT will comply with Rule 905 of the Listing Manual by announcing

any Interested Person Transaction in accordance with the Listing Manual if such transaction, by

itself or when aggregated with other Interested Person Transactions entered into with the same

Interested Person (as defined in the Listing Manual) during the same financial year, is 3.0% or

more of the value of FLT’s latest audited net tangible assets.

The aggregate value of all Interested Person Transactions in accordance with the Listing Manual

in a particular year, each of at least S$100,000 in value and which are subject to Rules 905 and

906 of the Listing Manual, will be disclosed in FLT’s annual report for the relevant financial year.

Role of the ARCC for Related Party Transactions

The ARCC will monitor the procedures established to regulate Related Party Transactions,

including reviewing any Related Party Transactions entered into from time to time and the internal

audit reports to ensure compliance with the relevant provisions of the Listing Manual and the

Property Funds Appendix.

If a member of the ARCC has an interest in a transaction, he or she is to abstain from participating

in the review and approval process in relation to that transaction.

In addition, the ARCC will confirm that it has undertaken due process to ensure that the terms in

a divestment to a Related Party are generally in line with that which would have been obtained had

the asset been sold to a non-interested party.

Related Party Transactions in Connection with the Transfer of the IPO Properties, the

Setting Up of FLT and the Offering

Existing Agreements

The REIT Trustee, on behalf of FLT, has entered into a number of transactions with the REIT

Manager and certain Related Parties of the REIT Manager in connection with the setting up of FLT

and the Offering. These Related Party Transactions are as follows:

• The REIT Trustee has on 30 November 2015 entered into the Trust Deed with the REIT

Manager, on 2 June 2016, entered into the First Amending and Restating Deed with the REIT

Manager and on 10 June 2016, entered into the First Supplemental Deed with the REIT

Manager. The terms of the First Amending and Restating Deed are generally described in

“The Formation and Structure of FLT”.

• The HAUT Trustee has on 20 April 2016 executed the HAUT Trust Deed (as defined herein).

The terms of the HAUT Trust Deed are generally described in “The Formation and Structure

of FLT – HAUT Trust Deed”.

• The Sub-Trust Trustees of the 54 underlying Sub-Trusts have on 28 April 2016 executed the

Sub-Trust Trust Deeds (as defined herein) with the relevant Sub-Trust Trustee of the 54

underlying Sub-Trusts. The terms of the Sub-Trust Trust Deeds are generally described in

“The Formation and Structure of FLT – HAUT Trust Deed”.

• The HAUT Manager, the REIT Manager and the HAUT Trustee have on 27 May 2016 entered

into the Investment Management Agreement. The terms of the Investment Management

Agreement (as defined herein) are generally described in “Certain Agreements Relating to

FLT and the Properties – Investment Management Agreement”.

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• The relevant Sub-Trust Trustee has entered into the Contracts of Sale in relation to the IPO

Properties (save for the Queensland IPO Properties (as defined herein)) with the relevant

Vendor on 3 June 2016. The terms of the Contracts of Sale are generally described in

“Certain Agreements Relating to FLT and the Properties – Contracts of Sale”.

• FPA (through its subsidiaries) will on the Listing Date grant the Concurrent Leases to the

relevant Sub-Trust Trustees in relation to the acquisition by FLT of the leasehold interests in

the Queensland IPO Properties. The terms of the Concurrent Leases are generally described

in “Certain Agreements Relating to FLT and the Properties – Concurrent Leases”.

• The relevant Sub-Trust Trustee and FPA have entered into the Contingent Rental Support

Deed in respect of the two Development Properties on 3 June 2016. The terms of the

Contingent Rental Support Deeds are generally described in “Certain Agreements Relating

to FLT and the Properties – Contingent Rental Support Deeds”.

• The relevant Sub-Trust Trustee and FPA have on 3 June 2016 entered into the Incentive

Reimbursement Deed for the IPO Properties in respect of the 14 completed IPO Properties

where FPA will be reimbursing FLT for incentives which FPA has made available or agreed

to grant to the tenants. The terms of the Incentive Reimbursement Deed for the IPO

Properties are generally described in “Certain Agreements Relating to FLT and the

Properties – Incentive Reimbursement Deeds”.

• The relevant Sub-Trust Trustee and FPA have on 3 June 2016 entered into the Incentive

Reimbursement Deeds in respect of each of the Development Properties pursuant to which

FPA will fund the Rent Free Development Incentives. The terms of the Incentive

Reimbursement Deed are generally described in “Certain Agreements Relating to FLT and

the Properties – Incentive Reimbursement Deeds”.

• The relevant vendor (being a subsidiary of FPA) and the relevant Sub-Trust Trustee have on

3 June 2016 entered into the Call Option Deeds in respect of the Call Option Properties. The

terms of the Call Option Agreements are generally described in “Certain Agreements

Relating to FLT and the Properties – Call Option Deeds”.

• The HAUT Trustee, the HAUT Manager and the Australian Property Manager have on 3 June

2016 entered into the Australian Property Management Agreement in relation to the IPO

Properties. The terms of the Australian Property Management Agreement are generally

described in “Certain Agreements Relating to FLT and the Properties – Property

Management Agreements”.

• The REIT Trustee, the REIT Manager and the Sponsor will enter into the Master Property

Agreement in relation to in respect of any future acquisitions of properties by FLT located

outside Australia. The terms of the Property Management Agreement are generally described

in “Certain Agreements Relating to FLT and the Properties – Property Management

Agreements”.

• The relevant Sub-Trust Trustee, FPA (through its subsidiaries) and the relevant landlord will,

before the Listing Date, enter into the Deed of Consent (other than in relation to Port

Melbourne, where the Deed of Consent was entered into on 3 June 2016) to Assignment of

Airport and Port Ground Leases. The terms of the Deeds of Consent (as defined herein) are

generally described in “Certain Agreements Relating to FLT and the Properties – Deed of

Consent to Assignment of Airport and Port Ground Leases”.

• The Sponsor has on 9 June 2016 granted to the REIT Trustee the ROFR which is subject to

certain conditions. The ROFR is more particularly described in “Certain Agreements Relating

to FLT and the Properties – The Right of First Refusal Agreement”. The REIT Manager

believes that the ROFR is made on normal commercial terms and is not prejudicial to the

interests of FLT and the Unitholders.

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The REIT Manager has arranged for the existing industrial special risk and public liability

insurance coverage in relation to the IPO Properties effected by FPA with Southeast Insurance

Public Company Limited (“Southeast”), an entity within the TCC Group, for a term expiring on 30

September 2016, to continue post acquisition by FLT of the IPO Properties with the insurer noting

the insured as FLT and its subsidiary entities with effect from the date of acquisition by FLT. The

remaining premium payable by FLT is not more than A$400,000. In addition, Southeast also has

full back-to-back reinsurance with third party insurance companies for its insurance coverage in

relation to the IPO Properties.

The ARCC believes that the terms of the insurance policy are on an arms’ length basis and normal

commercial terms and are not prejudicial to the interests of FLT and the Unitholders for the

reasons set out below:

• FPA had obtained quotes from other third party insurers and found the terms from Southeast

to be comparable to such quotes; and

• the brokers involved in placing the policies had also confirmed that the premium rate from

Southeast was in line with terms from third party insurers who are unrelated to FPA.

In addition, it is noted that the policy is an existing arrangement between the insurer and FPA

which FLT is continuing with until the end of the tenure, being 30 September 2016.

Further, there is no automatic renewal under the insurance policies and in the event that the REIT

Manager renews the insurance policy with Southeast upon its expiry, such renewal will be subject

to Chapter 9 of the Listing Manual, which will include review of the terms by ARCC.

Exempted Agreements

The entry into and the fees and charges payable by FLT under:

• the Trust Deed;

• the HAUT Trust Deed;

• the Investment Management Agreement;

• the Contracts of Sale;

• the Concurrent Lease;

• the Call Option Agreements in respect of each of the Call Option Properties;

• the ROFR;

• the Contingent Rental Support Deeds in respect of the two Development Properties and the

Call Option Properties;

• the Incentive Reimbursement Deed for the IPO Properties;

• the Incentive Reimbursement Deed for the Call Option Properties;

• the Incentive Reimbursement Deeds for the Development Properties;

• the Australian Property Management Agreement; and

• the Master Property Management Agreement,

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each of which constitutes or will, when entered into, constitute a Related Party Transaction, is

deemed to have been specifically approved by Unitholders upon purchase of the Units and are

therefore not subject to Rules 905 and 906 of the Listing Manual to the extent that there is no

subsequent change to the rates and/or bases of the fees charged thereunder which will adversely

affect FLT.

(See “Overview – Certain Fees and Charges” for the fees and charges payable by FLT in

connection with the establishment and on-going management and operation of FLT.)

However, any renewal of such agreements or amendments thereof will be subject to Rules 905

and 906 of the Listing Manual.

(See “Corporate Governance of the REIT Manager – Related Party Transactions – The REIT

Manager’s Internal Control System” for further details.)

Future Related Party Transactions

As a REIT listed on the SGX-ST, FLT is regulated by the Property Funds Appendix and the Listing

Manual. The Property Funds Appendix regulates, among other things, transactions entered into by

the REIT Trustee (for and on behalf of FLT) with an Interested Party relating to FLT’s acquisition

of assets from or sale of assets to an Interested Party, FLT’s investment in securities of or issued

by an Interested Party and the leasing of assets to an Interested Party.

Depending on the materiality of transactions entered into by FLT for the acquisition of assets from,

the sale of assets to or the investment in securities of or issued by an Interested Party, the

Property Funds Appendix may require that an immediate announcement to the SGX-ST be made,

and may also require that the approval of Unitholders be obtained.

The Listing Manual regulates all Interested Person Transactions, including transactions already

governed by the Property Funds Appendix. Depending on the materiality of the transaction, FLT

may be required to make a public announcement of the transaction (Rule 905 of the Listing

Manual), or to make a public announcement of and to obtain the prior approval of the Unitholders

for the transaction (Rule 906 of the Listing Manual). The Trust Deed requires the REIT Trustee and

the REIT Manager to comply with the provisions of the Listing Manual relating to Interested Person

Transactions as well as such other guidelines relating to Interested Person Transactions as may

be prescribed by the SGX-ST to apply to REITs.

The REIT Manager may at any time in the future seek a general annual mandate from the

Unitholders pursuant to Rule 920(1) of the Listing Manual for recurrent transactions of a revenue

or trading nature or those necessary for its day-to-day operations, including a general mandate in

relation to leases and/or license agreements (including any Master Lease and tenancy entered

into by the REIT Trustee with an Interested Party) to be entered into with Interested Persons, and

all transactions conducted under such general mandate for the relevant financial year will not be

subject to the requirements of Rules 905 and 906 of the Listing Manual. In seeking such a general

annual mandate, the REIT Trustee will appoint an independent financial adviser (without being

required to consult the REIT Manager) pursuant to Rule 920(1)(b)(v) of the Listing Manual to

render an opinion as to whether the methods or procedures for determining the transaction prices

of the transactions contemplated under the annual general mandate are sufficient to ensure that

such transactions will be carried out on normal commercial terms and will not be prejudicial to the

interests of FLT and the Unitholders.

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Both the Property Funds Appendix and the Listing Manual requirements would have to be

complied with in respect of a proposed transaction which is prima facie governed by both sets of

rules. Where matters concerning FLT relate to transactions entered or to be entered into by the

REIT Trustee for and on behalf of FLT with a Related Party of FLT or the REIT Manager, the REIT

Trustee is required to ensure that such transactions are conducted in accordance with applicable

requirements of the Property Funds Appendix and/or the Listing Manual relating to the transaction

in question.

The REIT Manager is not prohibited by either the Property Funds Appendix or the Listing Manual

from contracting or entering into any financial, banking or any other type of transaction with the

REIT Trustee (when acting other than in its capacity as trustee of FLT) or from being interested

in any such contract or transaction, provided that any such transaction shall be on normal

commercial terms and is not prejudicial to the interests of FLT and the Unitholders. The REIT

Manager shall not be liable to account to the REIT Trustee or to the Unitholders for any profits or

benefits or other commissions made or derived from or in connection with any such transaction.

The REIT Trustee shall not be liable to account to the REIT Manager or to the Unitholders for any

profits or benefits or other commission made or derived from or in connection with any such

transaction.

Generally, under the Listing Manual, the REIT Manager, its “connected persons” (as defined in the

Listing Manual) and any director of the REIT Manager are prohibited from voting their respective

own Units at, or being part of a quorum for, any meeting to approve any matter in which it has a

material interest.

CORPORATE SOCIAL RESPONSIBILITY STATEMENT

The REIT Manager believes in being responsible corporate citizens and will ensure that it adheres

to its business operations and strategy to FCL’s existing corporate social responsibility

framework, which is committed to contributing positively towards the community and the

environment. The REIT Manager will work on corporate social responsibility initiatives under the

framework in order to enhance the social well-being of the local community and contribute to a

sustainable future.

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THE SPONSOR AND THE STRATEGIC INVESTOR

The Sponsor was incorporated with limited liability under the laws of the Republic of Singapore on

14 December 1963. The Sponsor was listed by way of an introduction on 9 January 2014. Based

on the Sponsor’s current total number of issued shares of 2,899,996,444 shares, its market

capitalisation is approximately S$4.6 billion as at the Latest Practicable Date.

The Sponsor Group is headquartered in Singapore and its principal activities are property

development, investment and management of commercial and industrial property, serviced

residences, hotels and property trusts. From time to time, the Sponsor Group may pursue future

growth and tap investment opportunities, which may include tendering for raw land to develop

residential projects, asset enhancement initiatives for existing retail, commercial, industrial and

hospitality properties and/or purchasing suitable retail, residential, commercial, industrial or

hospitality assets. The Sponsor Group’s property portfolio comprises properties located in

Singapore and overseas, ranging from residential developments to shopping malls, office and

business space properties, as well as serviced residences and hotels, and industrial properties,

as represented by the following five lead brands/divisions – Frasers Centrepoint Homes (for

Singapore residential development properties), FPA (for property development, investment in

commercial and industrial properties, and property management in Australia), Frasers Property

(for overseas development properties), Frasers Centrepoint Commercial (for shopping malls,

office and business space properties) and Frasers Hospitality (for serviced residences and

hotels).

Frasers Centrepoint Homes focuses on residential property development in Singapore. As at 31

December 2015, the Sponsor Group had built over 16,000 homes in Singapore and six projects

under development.

FPA, formerly known as Australand, is a diversified property group in Australia. As at 31 December

2015, FPA has built over 126,000 homes in Australia. It also has a portfolio of over 70 commercial

and industrial investment properties including those under development, and another five

commercial and industrial projects under development for third parties.

Frasers Property is the international arm of the Sponsor Group which develops residential and

mixed-use property projects outside of Singapore, including in China, Malaysia and the United

Kingdom.

Frasers Centrepoint Commercial manages the Sponsor Group’s shopping malls in Singapore

under the Frasers Centrepoint Malls brand. As at 31 December 2015, the Sponsor Group

manages six shopping malls in Singapore held by Frasers Centrepoint Trust (“FCT”), an entity

which is listed on the SGX-ST with a market capitalisation of approximately S$1,855 million as at

the Latest Practicable Date. In addition, the Sponsor Group also has interests in and/or manages

seven other shopping malls in Singapore.

Frasers Centrepoint Commercial also manages office and business space properties. As at 31

December 2015, the Sponsor Group manages six commercial and office properties in Singapore

and Australia held by Frasers Commercial Trust (“FCOT”), an entity which is listed on the SGX-ST

with a market capitalisation of approximately S$1,017 million as at the Latest Practicable Date. In

addition, the Sponsor Group also has interests in seven office and business space properties

located in Singapore, China and Vietnam.

Frasers Hospitality has interests in and/or manages serviced residences under the branded

lifestyle offerings of Fraser Suites, Fraser Place, Fraser Residence, Modena by Fraser and Capri

by Fraser. Frasers Hospitality also operates two brands of upscale boutique lifestyle hotels,

Malmaison and Hotel du Vin. As at 31 December 2015, Frasers Hospitality operated over 14,000

apartments and hotel rooms in more than 70 cities. Based on management contracts secured as

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at 31 December 2015, over 8,700 additional apartments and hotel rooms are signed-up pending

operation. As at 31 December 2015, the Sponsor Group manages 13 hotel and serviced

residences assets in prime locations across Singapore, Malaysia, Japan, Australia and the United

Kingdom held by Frasers Hospitality Trust (“FHT”), an entity which is listed on the SGX-ST with

a market capitalisation of approximately S$1,062 million as at the Latest Practicable Date.

The FCL Listed Trusts, FCT, FCOT and FHT, have served as proven funding platforms for the

Sponsor Group to divest mature, stable yield retail, commercial, industrial and hospitality assets

to pursue new opportunities as they arise. The Sponsor Group directly owns retail, commercial

and industrial and hospitality properties with an aggregate appraised value of S$8.7 billion as at

31 December 2015, which could potentially form a pipeline for injection into REITs in the future.

Key Strengths

Creating value through asset enhancement initiatives

Throughout the years, the Sponsor has created value on its assets through asset enhancement

initiatives. For example, the Sponsor has created additional value through asset enhancement

initiatives undertaken at Anchorpoint, Northpoint and Causeway Point malls which have

contributed to a net value creation of about S$165 million in the respective initial year post such

asset enhancement initiative based on increase in the respective malls’ net property income.

The asset enhancement initiative to rejuvenate China Square Central includes the addition of

16,000 sq m of gross floor area for hotel use. FCOT has entered into a building agreement with

FCL in August 2015 for FCL to utilise the additional gross floor area for the development of a

16-storey hotel and commercial project at a consideration of S$44.8 million.

Multi-segment expertise, capability and track record to undertake large-scale mix-used

developments

The Sponsor is one of the few international developers with residential, retail and commercial

business exposure. Its project design, execution and delivery capabilities of our various

businesses are attested to by the technically demanding large-scale projects that it has

undertaken and by the awards and accolades the Sponsor has garnered over the years.

Consequently, the Sponsor is able to leverage on its experience and capability as a multi-segment

real estate developer to secure large-scale and complex mixed-use projects which would

otherwise elude those without such expertise. Some examples of its projects are Capri by Fraser,

Changi City, One@Changi City and Changi City Point in Singapore and Central Park in Sydney,

Australia.

THE STRATEGIC INVESTOR

TCC Group Investments Limited (formerly known as TCC Hospitality Limited) is a company

incorporated in the BVI which is equally-held by Atinant Bijananda, Thapana Sirivadhanabhakdi,

Wallapa Traisorat, Thapanee Techajareonvikul and Panote Sirivadhanabhakdi (the five children of

Charoen Sirivadhanabhakdi and Khunying Wanna Sirivadhanabhakdi). As at 31 December 2015,

TCCG holds a 39.2% interest in FHT.

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THE FORMATION AND STRUCTURE OF FLT

The Trust Deed is a complex document and the following is a summary only and is qualified in its

entirety by, and is subject to, the contents of the Trust Deed. Investors should refer to the Trust

Deed itself to confirm specific information or for a detailed understanding of FLT. A copy of the

Trust Deed is available for inspection at the registered office of the REIT Manager (prior

appointment would be appreciated).

THE TRUST DEED

FLT is constituted by the Trust Deed. It is principally regulated by the SFA and the CIS Code

(including the Property Funds Appendix), other relevant regulations as well as the Trust Deed. FLT

was authorised as a collective investment scheme by the Authority on 10 June 2016.

The provisions of the SFA and the CIS Code (including the Property Funds Appendix) prescribe

certain terms of the Trust Deed and certain rights, duties and obligations of the REIT Manager, the

REIT Trustee and Unitholders under the Trust Deed. The Property Funds Appendix also imposes

certain restrictions on REITs in Singapore, including a restriction on the types of investments

which REITs in Singapore may hold, a general limit on their level of borrowings and certain

restrictions with respect to Interested Party Transactions.

The terms and conditions of the Trust Deed shall be binding on each Unitholder (and persons

claiming through such Unitholder) as if such Unitholder had been a party to the Trust Deed and

as if the Trust Deed contains covenants by such Unitholder to observe and be bound by the

provisions of the Trust Deed and an authorisation by each Unitholder to do all such acts and things

as the Trust Deed may require the REIT Manager and/or the REIT Trustee to do.

Operational Structure

FLT is constituted to invest in real estate and real estate-related assets and the REIT Manager

must manage FLT so that the investments of FLT are principally in real estate and real

estate-related assets (including ownership of companies or other legal entities whose primary

purpose is to hold or own real estate or real estate-related assets). FLT is established with the

investment strategy of principally investing globally, directly or indirectly, in a diversified portfolio

of income-producing real estate assets which are predominantly used for logistics or industrial

purposes1, whether wholly or partially, as well as such industrial real estate-related assets in

connection with the foregoing, with an initial focus on Australia.

FLT aims to generate returns for the Unitholders by owning, buying and managing such properties

in line with its investment strategy (including selling any property that has reached a stage that

offers only limited scope for growth).

The REIT Manager may use certain financial derivative instruments for hedging purposes or

efficient portfolio management, provided that (i) such financial derivative instruments are not used

to gear FLT’s overall portfolio or are intended to be borrowings of FLT and (ii) the policies

regarding such use of financial derivative instruments have been approved by the REIT Manager

Board. Subject to the restrictions and requirements in the CIS Code (including the Property Funds

Appendix) and the Listing Manual, the REIT Manager is also authorised under the Trust Deed to

invest in investments other than real estate. Although the REIT Manager may use certain financial

derivative instruments to the extent permitted by such laws, rules and regulations as may be

1 Such real estate assets used for “logistics” or “industrial” purposes also include office components ancillary to the

foregoing purposes.

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applicable including, but not limited, to the CIS Code (including the Property Funds Appendix) and

the Listing Manual, the REIT Manager presently does not have any intention for FLT to invest in

options, warrants, commodities, futures contracts and precious metals.

The Units and the Unitholders

The rights and interests of the Unitholders are contained in the Trust Deed. Under the Trust Deed,

these rights and interests are safeguarded by the REIT Trustee.

Each Unit represents an undivided interest in FLT. A Unitholder has no equitable or proprietary

interest in the Deposited Property and is not entitled to the transfer to him of FLT’s Deposited

Property (or any part thereof) or of any estate or interest in the Deposited Property (or any part

thereof). The rights of Unitholders under the Trust Deed are limited to the right to require due

administration of FLT in accordance with the provisions of the Trust Deed, including, without

limitation, by suit against the REIT Trustee or the REIT Manager.

Under the Trust Deed, each Unitholder acknowledges and agrees that it will not commence or

pursue any action against the REIT Trustee or the REIT Manager seeking an order for specific

performance or for injunctive relief in respect of the Deposited Property (or any part thereof),

including all its Authorised Investments, and waives any rights it may otherwise have to such

relief. If the REIT Trustee or the REIT Manager breaches or threatens to breach its duties or

obligations to the Unitholders under the Trust Deed, the Unitholders have recourse against the

REIT Trustee or the REIT Manager but this is limited to a right to recover damages or

compensation from the REIT Trustee or the REIT Manager in a court of competent jurisdiction, and

the Unitholder acknowledges and agrees that damages or compensation is an adequate remedy

for such breach or threatened breach.

“Authorised Investments” means, subject to the CIS Code:

(i) Real Estate;

(ii) any improvement or extension of or addition to, or reconstruction, refurbishment, retrofitting,

renovation or other development of any Real Estate or any building thereon;

(iii) Real Estate-Related Assets, wherever the issuers, assets or securities are incorporated,

located, issued or traded;

(iv) listed or unlisted debt securities and listed shares or stock and (if permitted by the Authority)

unlisted shares or stock of or issued by local or foreign non-property companies or

corporations;

(v) government securities (issued on behalf of the Singapore Government or governments of

other countries) and securities issued by a supra-national agency or a Singapore statutory

board;

(vi) Cash and Cash Equivalent Items;

(vii) financial derivatives only for the purposes of (a) hedging existing positions in FLT’s portfolio

where there is a strong correlation to the underlying investments or (b) efficient portfolio

management by FLT, PROVIDED THAT such derivatives are not used to gear the overall

portfolio of FLT or intended to be borrowings or any form of financial indebtedness of FLT;

and

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(viii) any other investment not covered by paragraph (i) to (vii) of this definition but specified as

a permissible investment in the Property Funds Appendix or otherwise permitted by the

Authority and selected by the REIT Manager for investment by FLT and approved by the

REIT Trustee in writing.

Unless otherwise expressly provided in the Trust Deed, a Unitholder may not interfere or seek to

interfere with the rights, powers, authority or discretion of the REIT Manager or the REIT Trustee,

exercise any right in respect of the Deposited Property (or any part thereof) or lodge any caveat

or other notice affecting the Deposited Property or any of the Deposited Property, or require that

any of the Deposited Property be transferred to such Unitholder.

No certificate shall be issued to a Unitholder by either the REIT Manager or the REIT Trustee in

respect of Units issued to the Unitholders. For so long as FLT is listed, quoted and traded on the

SGX-ST, the REIT Manager shall, appoint CDP as the unit depository for FLT in respect of all

scripless Units in accordance with CDP’s depository services terms and conditions relating to the

deposit of Units in CDP (“Depository Services Terms and Conditions”), appoint CDP as the Unit

depository for FLT, and all Units issued will be represented by entries in the register of Unitholders

kept by the REIT Trustee or the agent appointed by the REIT Trustee in the name of, and

deposited with, CDP as the registered holder of such Units.

The REIT Manager or the agent appointed by the REIT Manager shall issue to CDP not more than

10 Business Days after the issue of Units, a confirmation note confirming the date of issue and the

number of Units so issued and, if applicable, also stating that Units are issued under a moratorium

and the expiry date of such moratorium and for the purposes of the Trust Deed, such confirmation

note shall be deemed to be a certificate evidencing title to the Units issued.

Save for the restrictions in relation to the Unit Ownership Limit, there are no restrictions under the

Trust Deed or Singapore law on a person’s right to purchase (or subscribe for) and to own the

Units except in the case of a rights issue or, as the case may be, any preferential offering, where

the REIT Manager has the right under the Trust Deed to elect not to extend an offer of Units under

the rights issue or, as the case may be, any preferential offering to Unitholders whose addresses

are outside Singapore.

The Take-over Code applies to REITs. As a result, acquisitions of Units which may result in a

change in effective control of FLT and the aggregate Unitholdings of an entity and its concert

parties crossing certain thresholds will be subject to the mandatory provisions of the Take-over

Code, such as a requirement to make a mandatory general offer for Units.

Issue of Units

The REIT Manager has the right to issue Units for the account of FLT. For so long as FLT is listed

on the SGX-ST, the REIT Manager may, subject to the provisions of the Listing Manual, the Trust

Deed and any other applicable laws, regulations and guidelines, issue Units.

Unit Issue Mandate

Investors by subscribing for the Units pursuant to or in connection with the Offering are deemed

to have approved, (A) the issuance of the Units pursuant to or in connection with the Offering, the

Sponsor Units, the TCCG Units and the Cornerstone Units and (B) deemed to have given the

authority (the “Unit Issue Mandate”) to the REIT Manager to:

(i) (a) issue Units whether by way of rights, bonus or otherwise; and/or

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(b) make or grant offers, agreements or options (collectively, “Instruments”) that might or

would require Units to be issued, including but not limited to the creation and issue of

(as well as adjustments to) securities, warrants, debentures or other instruments

convertible into Units,

at any time and upon such terms and conditions and for such purposes and to such persons

as the REIT Manager may in its absolute discretion deem fit; and

(ii) issue Units in pursuance of any Instrument made or granted by the REIT Manager while the

Unit Issue Mandate was in force (notwithstanding that the authority conferred by the Unit

Issue Mandate may have ceased to be in force at the time such Units are issued),

provided that:

(A) the aggregate number of Units to be issued pursuant to the Unit Issue Mandate (including

Units to be issued in pursuance of Instruments made or granted pursuant to the Unit Issue

Mandate) must not exceed 50.0% of the total number of issued Units (excluding treasury

Units, if any) (as calculated in accordance with sub-paragraph (B) below), of which the

aggregate number of Units to be issued other than on a pro rata basis to Unitholders must

not exceed 20.0% of the total number of issued Units (excluding treasury Units, if any) (as

calculated in accordance with sub-paragraph (B) below);

(B) subject to such manner of calculation as may be prescribed by the SGX-ST for the purpose

of determining the aggregate number of Units that may be issued under sub-paragraph (A)

above, the total number of issued Units (excluding treasury Units, if any) shall be based on

the number of issued Units (excluding treasury Units, if any) after completion of the Offering,

after adjusting for any subsequent bonus issue, consolidation or subdivision of Units;

(C) in exercising the Unit Issue Mandate, the REIT Manager shall comply with the provisions of

the Listing Manual for the time being in force (unless such compliance has been waived by

the SGX-ST) and the Trust Deed for the time being in force (unless otherwise exempted or

waived by the MAS);

(D) (unless revoked or varied by the Unitholders in a general meeting) the authority conferred by

the Unit Issue Mandate shall continue in force until (i) the conclusion of the first annual

general meeting of FLT or (ii) the date by which the first annual general meeting of FLT is

required by applicable regulations to be held, whichever is earlier1;

(E) where the terms of the issue of the Instruments provide for adjustment to the number of

Instruments or Units into which the Instruments may be converted, in the event of rights,

bonus or other capitalisation issues or any other events, the REIT Manager is authorised to

issue additional Instruments or Units pursuant to such adjustment notwithstanding that the

authority conferred by the Unit Issue Mandate may have ceased to be in force at the time the

Instruments or Units are issued; and

(F) the REIT Manager and the REIT Trustee be and are hereby severally authorised to complete

and do all such acts and things (including executing all such documents as may be required)

as the REIT Manager or, as the case may be, the REIT Trustee may consider expedient or

necessary or in the interest of FLT to give effect to the authority conferred by the Unit Issue

Mandate.

1 With respect to the first annual general meeting of FLT, the MAS has granted a waiver from paragraph 4.1(c) of the

Property Funds Appendix on the condition that FLT holds its first annual general meeting by 31 January 2018. (See

“General Information – Waiver and Exemption from the MAS” for further details.)

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Suspension of Issue of Units

The REIT Manager or the REIT Trustee may, with the prior written approval of the other and

subject to the Listing Manual or the listing rules of any other relevant Recognised Stock Exchange

(while FLT is listed) suspend the issue of Units during any of the following events:

• any period when the SGX-ST or any other relevant Recognised Stock Exchange is closed

(otherwise than for public holidays) or during which dealings are restricted or suspended;

• the existence of any state of affairs which, in the opinion of the REIT Manager or, as the case

may be, the REIT Trustee, might seriously prejudice the interests of the Unitholders as a

whole or the Deposited Property;

• any breakdown in the means of communication normally employed in determining the price

of any assets of FLT or (if relevant) the current price thereof on the SGX-ST or any other

relevant Recognised Stock Exchange, or when for any reason the prices of any assets of FLT

cannot be promptly and accurately ascertained;

• any period when remittance of money which will or may be involved in the realisation of any

asset of FLT or in the payment for such asset of FLT cannot, in the opinion of the REIT

Manager, be carried out at normal rates of exchange;

• any period where the issuance of Units is suspended pursuant to any order or direction

issued by the MAS or other relevant regulatory authority;

• in relation to any general meeting of Unitholders, any 72 hour period before such general

meeting or any adjournment thereof; or

• when the business operations of the REIT Manager or the REIT Trustee in relation to the

operation of FLT are substantially interrupted or closed as a result of, or arising from

nationalisation, expropriation, currency restrictions, pestilence, widespread communicable

and infectious diseases, acts of war, terrorism, insurrection, revolution, civil unrest, riots,

strikes, nuclear fusion or fission or acts of God.

Such suspension shall take effect forthwith upon the declaration in writing thereof by the REIT

Manager or, as the case may be, the REIT Trustee, and shall terminate on the day following the

first Business Day on which the condition giving rise to the suspension shall have ceased to exist

and no other conditions under which suspension is authorised (as set out above) exists, upon the

declaration in writing thereof by the REIT Manager or, as the case may be, the REIT Trustee.

In the event of any suspension while FLT is listed on the SGX-ST, the REIT Manager shall ensure

that immediate announcement of such suspension is made through the SGX-ST or the relevant

Recognised Stock Exchange.

Redemption of Units

The Trust Deed provides that any redemption of Units will be carried out in accordance with the

Property Funds Appendix, the rules of the Listing Manual (if applicable) and all other applicable

laws and regulations. With respect to any terms which are necessary to carry out such redemption

but are not prescribed by the Property Funds Appendix, the rules in the Listing Manual and any

laws and regulations, these terms shall be determined by mutual agreement between the REIT

Manager and the REIT Trustee.

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For so long as the Units are listed on the SGX-ST, the Unitholders have no right to request that

the REIT Manager repurchase or redeem their Units while the Units are listed on the SGX-ST

and/or any other Recognised Stock Exchange. It is intended that the Unitholders may only deal

in their listed Units through trading on the SGX-ST.

Restriction on Ownership of the Units

The Trust Deed contains restrictions on the ownership and transfer of the Units in order for the

HAUT to qualify as a MIT for the purposes of the Australian Taxation Act. Under the Australian

Taxation Act, in order for the HAUT to qualify as a MIT, no Foreign Resident Individual1 is able to

acquire MIT Participation Interests2 in FLT of 10.0% or more.

Accordingly, to ensure that the HAUT continues to qualify as a MIT, Unitholders and all other

persons who are Foreign Resident Individuals are prohibited from directly or indirectly owning in

excess of 9.9% of the outstanding Units, or such other applicable limits on unitholdings under the

Australian Taxation Act which would be necessary for the HAUT to qualify as a MIT, subject to any

increase or waiver pursuant to the terms of the Trust Deed and on the recommendation of the

REIT Manager.

However, pursuant to the Take-Over Exception, a general offer for Units in accordance with Rule

14 or Rule 15, as the case may be, of the Take-Over Code that becomes or is declared

unconditional in all respects or a scheme of arrangement or trust scheme in relation to Units in

accordance with the Take-over Code that becomes effective in accordance with its terms will not

be subject to the Forfeiture Mechanism. For the avoidance of doubt, without prejudice to the other

provisions in the Trust Deed (including for example the foregoing application of the Take-Over

Exception and the application of the Unit Ownership Limit), any separate on and off-market

acquisitions of the interests in Units undertaken by the offeror during the offer period do not fall

within the Take-Over Exception and will be subject to the Forfeiture Mechanism.

Operation of the Forfeiture Mechanism

The Trust Deed provides that Units held directly or indirectly by any person in excess of the Unit

Ownership Limit will be subject to the Forfeiture Mechanism. The Excess Units shall be

automatically forfeited to and held by the Forfeiture Trustee (or held on trust for the Forfeiture

Trustee by the Unitholder from whom the Excess Units are to be forfeited, prior to the legal

transfer of the forfeited Excess Units to the Forfeiture Trustee) on trust and for the benefit of one

or more charitable, philanthropic or benevolent organisation(s) nominated by the REIT Manager.

All voting rights attributable to those Excess Units shall not be exercisable, whether by the

Forfeiture Trustee (or such Unitholder from whom the Excess Units are forfeited and who, prior to

the legal transfer of such Excess Units to the Forfeiture Trustee, holds the Forfeited Units on trust

for the Forfeiture Trustee), save that the Excess Units shall be entitled to all distributions and the

terms of engagement with such Forfeiture Trustee will provide for the Forfeiture Trustee to donate

all such distributions to one or more charitable, philanthropic or benevolent organisation(s)

nominated by the REIT Manager.

The Unitholder from whom the Excess Units are forfeited shall have no right to vote or receive

distributions arising from such Excess Units. That is, the Unitholder will be deemed to have held

the forfeited Excess Units (and any distributions received in respect of the Excess Units) on trust

for the Forfeiture Trustee from the date of forfeiture until the forfeited Excess Units are legally

1 “Foreign Resident Individuals”, as defined under Australian tax laws, refers to individuals who are not tax resident

in Australia.

2 “MIT Participation Interests” means, in respect of a person, directly or indirectly, the greater of (a) his holdings in

Units, or the right to acquire, interests representing a percentage of the value of the interests in the Trust; or (b) his

control of, or the ability to control, a percentage of the rights attaching to membership interests in the Trust; or (c)

his right to receive a percentage of any distribution of income that the Trust may make.

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transferred to the Forfeiture Trustee (who will then hold the Excess Units (and any distributions

received in respect of the Excess Units) on trust and for the benefit of one or more charitable,

philanthropic or benevolent organisation(s) nominated by the REIT Manager).

Any distributions received by the Unitholder prior to the discovery by the REIT Manager that the

Excess Units should have been forfeited shall be held on trust and paid by the recipient of such

distribution to the Forfeiture Trustee upon demand by the REIT Manager and any distribution

authorised but unpaid shall be paid when due to the Forfeiture Trustee and the terms of

engagement with such Forfeiture Trustee will provide for the Forfeiture Trustee to donate all

distribution(s) so paid to it to one or more charitable, philanthropic or benevolent organisation(s)

nominated by the Manager as soon as practicable.

FCL will, immediately following the completion of the Offering, hold an aggregate of

approximately 22.5% of the total number of Units (subject to the exercise of the over-

allotment option). Based on FCL’s shareholding structure as at the Latest Practicable Date,

no Foreign Resident Individual will be acquiring MIT Participation Interests in FLT of 10.0%

or more and FCL’s unitholdings as at the Listing Date will not impact the ability of the HAUT

to qualify as a MIT. FCL has been granted an exemption such that the Units held directly or

indirectly by FCL, including the Units held by APL, Units issued to the REIT Manager, the

HAUT Manager, the Australian Property Manager or the Property Manager, as the case may

be, will not be subject to the Forfeiture Mechanism PROVIDED THAT no Foreign Resident

Individual has MIT Participation Interests in excess of the Unit Ownership Limit and the

necessary FIRB Approvals have been obtained.

As soon as reasonably practicable after the Excess Units have been transferred to the Forfeiture

Trustee (and where FLT is listed, no later than 20 days after receiving the Excess Units), the

Forfeiture Trustee shall sell the Excess Units to a person whose ownership of such Excess Units

or MIT Participation Interests in the Units will not cause any Foreign Resident Individual to have

an interest in the Units in excess of the Unit Ownership Limits or violate the ownership limitations

set out herein.

Upon any such sale, the Unitholder from whom the Excess Units are forfeited will receive the

lesser of: (a) the Market Price of the Units on the day the Excess Units are deemed to have been

forfeited; and (b) the proceeds received by the Forfeiture Trustee from the sale or disposition of

the forfeited Excess Units, in each case net of any commissions and expenses, including the costs

and expenses of the Forfeiture Trustee and less any distributions received by the Unitholder in

respect of such Excess Units prior to the disposal of the forfeited Excess Units which are owed

by the Unitholder to the Forfeiture Trustee.

If, prior to the discovery by the REIT Manager that Units are subject to the Forfeiture Mechanism,

such Excess Units are sold by the Unitholder, then such Excess Units shall be deemed to have

been sold on behalf of the Forfeiture Trustee and to the extent that such Unitholder received an

amount in excess of the amount which it would otherwise have been entitled to, such excess shall

be held on trust and paid to the Forfeiture Trustee upon demand by the REIT Manager and when

received, shall in turn be donated to one or more charitable, philanthropic or benevolent

organisation(s) nominated by the REIT Manager.

For the avoidance of doubt, the Forfeiture Mechanism is effective automatically, whether or

not the REIT Manager is aware of the change in ownership or aware of the fact that the Unit

Ownership Limit has been breached and without any requirement for notice by the REIT

Manager. That is, the Unitholder will be deemed to have held the forfeited Excess Units on

trust for the Forfeiture Trustee from the date of forfeiture until the forfeited Excess Units

are legally transferred to the Forfeiture Trustee.

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Grant of Waiver from the Forfeiture Mechanism

The REIT Manager, will also have the right and power in accordance with the Forfeiture

Mechanism to grant either retroactive or prospective waivers. A retroactive waiver will render any

forfeiture of Excess Units pursuant to the Forfeiture Mechanism void and will restore, as far as

practicably possible without any prejudice to FLT and other Unitholders, the Unitholder whose

Units were forfeited to a position that it would have been in had the Forfeiture Mechanism not been

effected.

Before a waiver is granted, the REIT Manager must be satisfied that:

(a) ownership of such Units by a potential investor will not cause:

(i) any Foreign Resident Individual to acquire MIT Participation Interests in FLT of 10.0%

or more; and

(ii) any trust established or acquired by FLT in Australia, including the HAUT, to fail to

qualify as a MIT for purposes of the Australian Taxation Act in any given annual period,

where such Australian trust would otherwise qualify as a MIT (without taking into

account the ownership of such Units by the potential investor); and

(b) (if applicable) the potential investor has obtained the necessary FIRB Approval(s).

In this regard, a potential investor seeking a prospective waiver may be required to provide

additional representations, undertakings, or any other supporting documents and evidence as

requested by the REIT Manager in respect of the potential investor’s ownership/holding structure

to satisfy the REIT Manager that the HAUT or such other trusts acquired or established by FLT in

Australia will continue to maintain their MIT status despite the potential investor’s proposed

ownership of Units. If applicable, such potential investor will also have to provide evidence that the

necessary FIRB Approval(s) have been obtained prior to a prospective waiver being granted. The

potential investor shall bear all costs in connection with the application for the waiver, including

the costs of engaging any professional advisers, including tax and/or legal advisers, as may be

necessary.

Subject to the foregoing and fulfilment of various conditions (which include the rulings and/or

opinions set out above and such potential investor providing such evidence that the necessary

FIRB Approval(s) have been obtained) on terms and conditions reasonably satisfactory to the

REIT Manager, the REIT Manager will generally exercise its discretion in good faith to grant

waivers except to the extent that the proposed ownership by such investor would in fact impact

the MIT qualification of the HAUT or such other trusts acquired or established by FLT in Australia,

where such Australian trust would otherwise qualify as a MIT.

The REIT Manager may also increase the Unit Ownership Limit for a Unitholder (including on a

retroactive basis to remediate a forfeiture effected pursuant to the Forfeiture Mechanism) where

such an increase would not adversely affect the MIT status of the HAUT or such other trusts

acquired or established by FLT in Australia, where such Australian trust would otherwise qualify

as a MIT. The REIT Manager shall not be required to give any reason for, and shall not under any

circumstance be liable to or be responsible for any losses incurred by, any person as a result of,

any decision, declaration or action taken or made in this regard.

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The REIT Manager proposes to adopt the following procedures to monitor compliance with the

Unit Ownership Limit:

• Identification of Substantial Unitholders: The REIT Manager intends to rely on the

existing disclosure regime under the SFA, to identify Unitholders who may be at risk of

exceeding the Unit Ownership Limit. Pursuant to Section 137U of the SFA, a Unitholder:

(i) that becomes or ceases to become a Substantial Unitholder of FLT; and

(ii) that is a Substantial Unitholder, and is made aware of a change in the percentage level

of its interest or interests in FLT,

is under a duty to notify FLT of the nature and extent of its interest in FLT. Further, pursuant

to Section 137X of the SFA, the REIT Trustee has the power, inter alia, to require a Unitholder

to specify whether it holds the Units as a beneficial owner or trustee and to indicate, as far

as it can, the persons for whom it holds the interest and the nature of their interest.

• Notice to Substantial Unitholders: A notice will be sent by the REIT Manager to a

Substantial Unitholder who has notified FLT pursuant to the SFA disclosure regime informing

the Substantial Unitholder of the Unit Ownership Limit and the consequences of exceeding

the Unit Ownership Limit and may request additional information regarding such Substantial

Unitholder’s indirect ownership of Units. Substantial Unitholders are advised to manage their

interests in the Units so as not to breach the Unit Ownership Limit and trigger the Forfeiture

Mechanism.

On a fortnightly basis, the REIT Manager also intends to review FLT’s Register of Holders

and Depository Register to identify any Unitholders whose Units have been subject to the

Forfeiture Mechanism and send the Notice of Forfeiture to such Unitholder(s) within five

business days. Where the aggregate holdings of a depository agent approaches 9.9% of the

outstanding Units, the REIT Manager intends to send a request to the depository agent to (a)

provide details of the holdings of its beneficial owners and (b) notify the REIT Manager if any

of its beneficial owners holds an interest in more than 9.9% of the outstanding Units. Any

person who acquires or attempts or intends to acquire direct or indirect ownership of Units

that will or may violate the Unit Ownership Limit must give immediate written notice to the

REIT Manager at least 15 days prior to a proposed or intended acquisition or, if later,

immediately after becoming aware of the acquisition or proposed acquisition. Such person

may be requested to provide such other information as may be requested by the REIT

Manager in order to determine the effect of such acquisition or proposed acquisition on the

MIT qualification of any of the HAUT or such other trusts acquired or established by FLT in

Australia.

• Notice of Forfeiture: In the event that a Unitholder’s direct or indirect ownership of Units

exceeds the Unit Ownership Limit and where the REIT Manager declines to grant a waiver

from the Forfeiture Mechanism in accordance with the Trust Deed, a notice will be sent by

the REIT Manager to the Unitholder informing it of the forfeiture of its Units pursuant to the

Forfeiture Mechanism and that instructions will be sent to CDP for the forfeited Excess Units

to be transferred.

• CDP Transfer Instruction: Following the issuance of the Notice of Forfeiture, the REIT

Manager will, and if necessary, recommend the REIT Trustee to, provide written instruction

to CDP to transfer the Units subject to the Forfeiture Mechanism to the Forfeiture Trustee and

CDP shall act on such instructions. The Forfeiture Trustee will arrange for the sale of the

Excess Units pursuant to the terms of the Forfeiture Mechanism.

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• Remittance of Proceeds: Upon the sale of the Excess Units subject to the Forfeiture

Mechanism, the proceeds (if any) from such sale will be remitted to the Unitholder from whom

the disposed Units were forfeited, and the Unitholder shall receive the lesser of: (a) the

Market Price of the Units on the day the Excess Units are deemed to have been forfeited; and

(b) the proceeds received by the Forfeiture Trustee from the sale or other disposition of the

forfeited Excess Units from the disposition, in each case net of any commissions and

expenses, including the cost, and expenses of the Forfeiture Trustee and less distributions

received by the Unitholder prior to the disposal of the forfeited Excess Units which is owed

by the Unitholder to the Forfeiture Trustee.

In relation to the foregoing, the REIT Trustee shall:

(a) indemnify CDP and hold CDP harmless against all claims, demands, losses and liabilities, for

which CDP may become liable, arising out of or in connection with CDP accepting or acting

on any instructions from the REIT Manager for the sale of the Units subject to the Forfeiture

Mechanism; and

(b) further agree that CDP shall not be liable for any claims, demands, losses and liabilities,

including loss of profits, goodwill or any type of special, indirect or consequential loss or

damages, for which the REIT Manager, REIT Trustee or FLT may become liable, arising out

of or in connection with CDP accepting or acting on a CDP Transfer Instruction,

provided that such losses had not arisen or been caused by CDP’s negligence or wilful

misconduct.

For the avoidance of doubt, provided that reasonably satisfactory evidence has been provided to

CDP upon its request for additional information for clarification (if any), CDP shall have no

obligation to verify that the depositors in a CDP Transfer Instruction are in breach of the Unit

Ownership Limit, prior to the transfer of the Units subject to the Forfeiture Mechanism pursuant

to a CDP Transfer Instruction.

The REIT Manager is of the view that no Unitholder would suffer any prejudice in connection with

the Forfeiture Mechanism and subsequent disposal of the Excess Units subject to the Forfeiture

Mechanism as such Unitholder will be entitled to receive the lesser of: (a) the Market Price of the

Units on the day the Excess Units are deemed to have been forfeited; and (b) the proceeds

received by the Forfeiture Trustee from the sale or other disposition of the forfeited Excess Units,

in each case net of any commissions and expenses, including the costs and expenses of the

Forfeiture Trustee and less distributions received by the Unitholder in respect of such forfeited

Excess Units prior to the disposal of the forfeited Excess Units which is owed by the Unitholder

to the Forfeiture Trustee.

Meeting of Unitholders

Under applicable law and the provisions of the Trust Deed, FLT will not hold any meetings for

Unitholders unless the REIT Manager or the REIT Trustee convenes a meeting or unless not less

than 50 Unitholders or the Unitholders holding not less than 10.0% of issued Units (whichever is

the lesser) request a meeting to be convened.

A meeting of Unitholders when convened may by Extraordinary Resolution and in accordance with

the Trust Deed:

• sanction any modification, alteration or addition to the provisions of the Trust Deed which

shall be agreed by the REIT Manager and the REIT Trustee as provided in the Trust Deed;

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• sanction a supplemental deed increasing the maximum permitted limit or any change in the

structure of fees payable to the REIT Manager and the REIT Trustee;

• remove the auditors of FLT and appoint other auditors in their place;

• remove the REIT Trustee;

• direct the REIT Trustee to take any action pursuant to Section 295 of the SFA (relating to the

winding up of FLT); and

• delist FLT after it has been listed.

A meeting of Unitholders may, also by Ordinary Resolution of Unitholders present and voting at a

meeting of Unitholders convened in accordance with the Trust Deed, vote to remove the REIT

Manager (with the REIT Manager and its related parties being permitted to vote).

Any decision to be made by resolution of the Unitholders other than the above shall be made by

Ordinary Resolution, unless an Extraordinary Resolution is required by the SFA, the CIS Code, the

Listing Manual or any other applicable laws and regulations.

Except as otherwise provided for in the Trust Deed, 14 days’ and 21 days’ notice at the least (not

inclusive of the day on which the notice is served or deemed to be served and of the day for which

the notice is given) of every meeting to pass an Ordinary Resolution and Extraordinary Resolution,

respectively, shall be given to the Unitholders in the manner provided in the Trust Deed. The

quorum at a meeting shall not be less than two Unitholders present in person or by proxy together

holding or representing one-tenth in value of all Units for the time being in issue. Each notice shall

specify the place, day and hour of the meeting, and the terms of the resolutions to be proposed,

and each such notice may, in general, be given by advertisement in the daily press and in writing

to each stock exchange on which FLT is listed.

Subject to the requirements of the prevailing listing rules by the SGX-ST, voting at a meeting shall

be by way of a poll. Unitholders do not have different voting rights on account of the number of

votes held by a particular Unitholder. On a poll, every Unitholder who is present in person or by

proxy shall have one vote for each Unit of which it is the holder. The Trust Deed does not contain

any limitation on non-Singapore resident or foreign Unitholders holding Units or exercising the

voting rights with respect to their Unitholdings.

Neither the REIT Manager nor any of its associates shall be entitled to vote or be counted as part

of a quorum at a meeting convened to consider a matter in respect of which the REIT Manager

or any of its associates has a material interest (including, for the avoidance of doubt, Related

Party Transactions) save for an Ordinary Resolution duly proposed to remove the REIT Manager,

in which case, no Unitholder shall be disenfranchised.

For so long as the REIT Manager is the manager of FLT, the controlling shareholders (as defined

in the Listing Manual) of the REIT Manager and of any of its associates are prohibited from voting

or being counted as part of a quorum for any meeting of Unitholders convened to consider a matter

in respect of which the relevant controlling shareholders of the REIT Manager and/or of any of its

associates have a material interest save for an Ordinary Resolution duly proposed to remove the

REIT Manager, in which case, no Unitholder shall be disenfranchised.

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Rights and Liabilities of the Unitholders

The key rights of the Unitholders include rights to:

• receive income and other distributions attributable to Units held;

• receive audited financial statements and the annual reports of FLT; and

• participate in the termination of FLT by receiving a share of all net cash proceeds derived

from the realisation of the assets of FLT less any liabilities, in accordance with their

proportionate interests in FLT.

No Unitholder has a right to require that any asset of FLT be transferred to him.

Further, the Unitholders cannot give any directions to the REIT Manager or the REIT Trustee

(whether at a meeting of Unitholders or otherwise) if it would require the REIT Manager or the

REIT Trustee to do or omit from doing anything which may result in:

• FLT, the REIT Manager or the REIT Trustee, as the case may be, ceasing to comply with the

Listing Rules or, if applicable, the listing rules of the Relevant Stock Exchange on or after the

Listing Date or such other applicable laws and regulations; or

• the exercise of any discretion expressly conferred on the REIT Manager or the REIT Trustee

by the Trust Deed or the determination of any matter which, under the Trust Deed, requires

the agreement of either or both of the REIT Manager and the REIT Trustee; provided that

nothing in the foregoing shall limit the right of a Unitholder to require the due administration

of FLT in accordance with the Trust Deed.

The Trust Deed contains provisions that are designed to limit the liability of a Unitholder to the

amount paid or payable for any Unit. The provisions seek to ensure that if the issue price of Units

held by a Unitholder has been fully paid, no such Unitholder, by reason alone of being a

Unitholder, will be personally liable to indemnify the REIT Trustee or any creditor of FLT in the

event that the liabilities of FLT exceed its assets.

Under the Trust Deed, each Unit carries the same voting rights.

Amendment of the Trust Deed

Save where an amendment to the Trust Deed has been approved by an Extraordinary Resolution

passed at a meeting of Unitholders duly convened and held in accordance with the provisions of

the Trust Deed, no amendment may be made to the provisions of the Trust Deed unless the REIT

Trustee certifies, in its opinion, that such amendment:

(i) does not materially prejudice the interests of the Unitholders and does not operate to release

to any material extent the REIT Manager or the REIT Trustee from any responsibility to the

Unitholders;

(ii) is necessary in order to comply with applicable fiscal, statutory or official requirements

(whether or not having the force of law), including, without limitation, requirements under all

other applicable laws, regulations and guidelines; or

(iii) is made to remove obsolete provisions or to correct a manifest error.

No such amendment shall impose upon any Unitholder any obligation to make any further

payments in respect of his Units or to accept any liability in respect thereof.

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DECLARATION OF UNITHOLDINGS

Substantial Unitholdings

Any Unitholder with an interest in one or more Units constituting not less than 5.0% of all FLT’s

Units in issue (“Substantial Unitholders”) will be required to notify the REIT Trustee and the

SGX-ST of their deemed and direct holdings and any subsequent change in the percentage level

of such holdings or their ceasing to hold 5.0% or more of the total number of Units within two

Business Days of acquiring such holdings or of such changes or such cessation. Failure to comply

with the notification requirements of the SFA constitutes an offence and will render a Substantial

Unitholder liable to a fine on conviction.

Pursuant to Sections 135 to 137B of the SFA (read with Section 137U of the SFA), Substantial

Unitholders are required to notify the REIT Manager and the REIT Trustee within two Business

Days after becoming aware of their becoming a Substantial Unitholder, any subsequent change

in the percentage level of their interest(s) in Units (rounded down to the next whole number) or

their ceasing to be a Substantial Unitholder.

The REIT Manager Board’s Declaration of Unitholdings

Duty of the REIT Manager to Make Disclosure

Pursuant to Section 137ZC of the SFA, where the REIT Manager acquires or disposes of interests

in Units or debentures or units of debentures of FLT, or the REIT Manager has been notified in

writing by, inter alia, a Substantial Unitholder or director or chief executive officer of the REIT

Manager pursuant to the unitholdings disclosure requirements of the SFA as set out below, the

REIT Manager shall announce such information via the SGXNET and in such form and manner as

the Authority may prescribe as soon as practicable and in any case no later than the end of the

Business Day following the day on which the REIT Manager became aware of the acquisition or

disposal or received the notice.

Directors and Chief Executive Officer of the REIT Manager

Pursuant to Section 137Y of the SFA, directors and chief executive officers of the REIT Manager

are required to notify the REIT Manager in writing of, inter alia, their acquisition of interest in Units

or of changes to the number of Units which they hold or in which they have an interest, within two

Business Days after such acquisition or after becoming aware of such changes, as the case may

be.

A director or chief executive officer of the REIT Manager is deemed to have an interest in the Units

in the following circumstances:

• Where the director or chief executive officer of the REIT Manager is the beneficial owner of

a Unit (whether directly through a direct securities account or sub-account maintained by a

Depositor (as defined in Section 81SF of the SFA) with CDP (“Securities Account”) or

indirectly through a depository agent or otherwise).

• Where a body corporate is the beneficial owner of a Unit and the director or chief executive

officer of the REIT Manager is entitled to exercise or control the exercise of not less than

20.0% of the votes attached to the voting shares in the body corporate.

• Where the REIT Manager’s, director’s or chief executive officer’s (i) spouse or (ii) son,

adopted son, stepson, daughter, adopted daughter or step-daughter below the age of 21

years has any interest in a Unit.

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THE REIT TRUSTEE: PERPETUAL (ASIA) LIMITED

The trustee of FLT is Perpetual (Asia) Limited (formerly known as The Trust Company (Asia)

Limited). The REIT Trustee is a company incorporated in Singapore on 30 December 2005 and it

is an indirect wholly-owned subsidiary of The Trust Company Limited, which is ultimately owned

by Perpetual Limited, one of the largest trustees in Australia and is listed on the Australian

Securities Exchange. The REIT Trustee is registered as a trust company under the Trust

Companies Act. It is approved to act as a trustee for authorised collective investment schemes

under the SFA and is regulated by the MAS. It also holds a capital markets services licence for the

provision of custodial services for securities. The REIT Trustee acts as trustee to Singapore-listed

REITs and several unit trusts, custodian to several private pension funds and private equity funds

and bond trustee to institutional and retail bond issues.

Powers, Duties and Obligations of the REIT Trustee

The REIT Trustee’s powers, duties and obligations are set out in the Trust Deed. The powers and

duties of the REIT Trustee include:

• acting as trustee of FLT and, in such capacity, safeguarding the rights and interests of the

Unitholders, for example, by satisfying itself that transactions it enters into for and on behalf

of FLT with a Related Party of the REIT Manager or FLT are conducted on normal commercial

terms, are not prejudicial to the interests of FLT or the Unitholders, and in accordance with

all applicable requirements under the Property Funds Appendix and/or the Listing Manual

relating to the transaction in question;

• holding the assets of FLT on trust for the benefit of the Unitholders in accordance with the

Trust Deed;

• lending monies out of the assets of FLT for the benefit of Unitholders as a whole in

accordance with the Trust Deed and subject to compliance with the applicable laws,

regulations and guidelines; and

• exercising all the powers of a trustee and the powers that are incidental to the ownership of

the assets of FLT.

The REIT Trustee has covenanted in the Trust Deed that it will exercise all due care, diligence and

vigilance in carrying out its functions and duties, and in safeguarding the rights and interests of

the Unitholders.

In the exercise of its powers, the REIT Trustee may (on the recommendation of the REIT Manager)

and subject to the provisions of the Trust Deed, acquire or dispose of any real or personal

property, borrow and encumber any asset.

The REIT Trustee may, subject to the provisions of the Trust Deed, appoint and engage:

• a person or entity as may be necessary, usual or desirable to exercise any of its powers or

perform its obligations; and

• any real estate agents or managers or service providers or such other persons, including a

Related Party of the REIT Manager on an arm’s length basis and on normal commercial

terms, in relation to the project management, development, leasing, lease management,

marketing, property management, purchase or sale of any real estate assets and real

estate-related assets.

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Although the REIT Trustee may borrow money and obtain other financial accommodation for the

purposes of FLT, both on a secured and unsecured basis, the REIT Manager must not direct the

REIT Trustee to incur a liability if to do so would mean that total liabilities of FLT exceed 45.0%

of the value of the Deposited Property (or such other limit as may be stipulated by the Property

Funds Appendix or other limit prescribed by the MAS).

The REIT Trustee must carry out its functions and duties and comply with all the obligations

imposed on it and set out in the Trust Deed, the Listing Manual, the SFA, the CIS Code (including

the Property Funds Appendix), the Take-Over Code, any tax rulings and all other applicable laws,

regulations and guidelines. It must retain FLT’s assets, or cause FLT’s assets to be retained, in

safe custody and cause FLT’s accounts to be audited. It can appoint valuers to value the real

estate assets and real estate-related assets of FLT.

The REIT Trustee is not personally liable to a Unitholder in connection with the office of the REIT

Trustee except in respect of its own fraud, gross negligence, wilful default, breach of trust or

breach of the Trust Deed. Any liability incurred and any indemnity to be given by the REIT Trustee

shall be limited to the assets of FLT over which the REIT Trustee has recourse, provided that the

REIT Trustee has acted without fraud, gross negligence, wilful default, breach of trust or breach

of the Trust Deed. The Trust Deed contains certain indemnities in favour of the REIT Trustee under

which it will be indemnified out of the assets of FLT for liability arising in connection with certain

acts or omissions. These indemnities are subject to any applicable laws.

Retirement and Replacement of the REIT Trustee

The REIT Trustee may retire or be replaced under the following circumstances:

• the REIT Trustee shall not be entitled to retire voluntarily except upon the appointment of a

new trustee (such appointment to be made in accordance with the provisions of the Trust

Deed); and

• the REIT Trustee may be removed by notice in writing to the REIT Trustee by the REIT

Manager:

– if the REIT Trustee goes into liquidation (except a voluntary liquidation for the purpose

of reconstruction or amalgamation upon terms previously approved in writing by the

REIT Manager) or if a receiver is appointed over any of its assets or if a judicial manager

is appointed in respect of the REIT Trustee;

– if the REIT Trustee ceases to carry on business;

– if the REIT Trustee fails or neglects after reasonable notice in writing from the REIT

Manager to carry out or satisfy any material obligation imposed on the REIT Trustee by

the Trust Deed;

– if the Unitholders by Extraordinary Resolution duly passed at a meeting of Unitholders

held in accordance with the provisions of the Trust Deed, and of which not less than 21

days’ notice has been given to the REIT Trustee and the REIT Manager, shall so decide;

or

– if the MAS directs that the REIT Trustee be removed.

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Remuneration of the REIT Trustee

The REIT Trustee’s fee is presently charged on a scaled basis of up to 0.015% per annum of the

value of the Deposited Property, subject to a minimum amount of S$15,000 per month, excluding

out-of-pocket expenses and GST in accordance with the Trust Deed. The actual fee payable will

be determined between the REIT Manager and the REIT Trustee from time to time.

Any increase in the maximum permitted amount or any change in the structure of the REIT

Trustee’s fee must be approved by an Extraordinary Resolution at a meeting of Unitholders duly

convened and held in accordance with the provisions of the Trust Deed.

Changes in the Fees payable

An Extraordinary Resolution of the Unitholders at a meeting convened and held in accordance

with the provisions of the Trust Deed is required to approve:

• any increase in the rate or any change in the structure of the REIT Manager’s management

fee or the REIT Trustee’s fee; and

• any increase in the rate above the permitted limit or any change in the structure of the REIT

Manager’s acquisition fee, divestment fee and development management fee.

TERMINATION OF FLT

Under the provisions of the Trust Deed, the duration of FLT shall end on the earliest of:

• the date on which FLT is terminated by the REIT Manager in such circumstances as set out

under the provisions of the Trust Deed, as described below; or

• the date on which FLT is terminated by the REIT Trustee in such circumstances as set out

under the provisions of the Trust Deed, as described below.

The REIT Manager may in its absolute discretion terminate FLT by giving notice in writing to all

the Unitholders or (as the case may be) the depository (in respect of the depositors) and the REIT

Trustee not less than three months in advance of the termination and to the MAS not less than

seven days before the termination in any of the following circumstances:

• if any law shall be passed which renders it illegal or in the opinion of the REIT Manager

impracticable or inadvisable for FLT to exist;

• if the NAV of the Deposited Property shall be less than S$50.0 million after the end of the first

anniversary of the date of the Trust Deed or any time thereafter; and

• if at any time FLT becomes unlisted after it has been listed.

Subject to the SFA and any other applicable laws or regulations, FLT may be terminated by the

REIT Trustee by notice in writing in any of the following circumstances, namely:

• if the REIT Manager shall go into liquidation (except a voluntary liquidation for the purpose

of reconstruction or amalgamation upon terms previously approved in writing by the REIT

Trustee) or if a receiver is appointed over any of its assets or if a judicial manager is

appointed in respect of the REIT Manager or if any encumbrancer shall take possession of

any of its assets or if it shall cease business and the REIT Trustee fails to appoint a

successor manager in accordance with the provisions of the Trust Deed;

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• if any law shall be passed which renders it illegal or in the opinion of the REIT Trustee

impracticable or inadvisable for FLT to exist; and

• if within the period of three months from the date of the REIT Trustee expressing in writing

to the REIT Manager the desire to retire the REIT Manager fails to appoint a new trustee in

accordance with the provisions of the Trust Deed.

The decision of the REIT Trustee in any of the events specified above shall be final and binding

upon all the parties concerned but the REIT Trustee shall be under no liability on account of any

failure to terminate FLT pursuant to the paragraph above or otherwise. The REIT Manager shall

accept the decision of the REIT Trustee and relieve the REIT Trustee of any liability to it therefor

and hold it harmless from any claims whatsoever on its part for damages or for any other relief.

In addition to the above, the Unitholders may, by Extraordinary Resolution duly passed at a

meeting of the Unitholders held in accordance with Section 295 of the SFA, terminate FLT.

Generally, upon the termination of FLT, the REIT Trustee shall, subject to any authorisations or

directions given to it by the REIT Manager or the Unitholders pursuant to the Trust Deed, sell the

Deposited Property and repay any borrowings incurred on behalf of FLT in accordance with the

Trust Deed (together with any interest accrued but remaining unpaid) as well as all other debts

and liabilities in respect of FLT before distributing the balance of the Deposited Property to the

Unitholders in accordance with their proportionate interests in the Deposited Property.

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CERTAIN AGREEMENTS RELATING TO FLT AND THE PROPERTIES

The agreements discussed in this section are complex documents and the following is a summary

only. Investors should refer to the agreements themselves to confirm specific information or for a

detailed understanding of FLT and the Properties. Copies of these agreements are available for

inspection at the registered office of the REIT Manager at 438 Alexandra Road, #21-00, Alexandra

Point, Singapore 119958 for a period of six months from the date of this Prospectus.

FLT LICENCE AGREEMENT

Pursuant to the FLT Licence Agreement entered into on 8 June 2016 between Frasers Logistics

& Industrial Asset Management Pte. Ltd. and the Sponsor, the Sponsor will grant a non-exclusive,

non-transferable, non-sub licensable and limited licence to Frasers Logistics & Industrial Asset

Management Pte. Ltd. for the use of the “Frasers” and “FLT” names, related trademarks and

domain names for use in connection with the activities of FLT.

The licence became effective from the date of the agreement and will terminate upon the date that

Frasers Logistics & Industrial Asset Management Pte. Ltd. ceases to be the manager of FLT for

whatever reason. The Sponsor may terminate the licence (i) upon giving of 30 days’ notice in

writing to Frasers Logistics & Industrial Asset Management Pte. Ltd., or (ii) if Frasers Logistics &

Industrial Asset Management Pte. Ltd. commits any material breach of provisions of the

agreement.

Under the FLT Licence Agreement, Frasers Logistics & Industrial Asset Management Pte. Ltd. as

licensees shall ensure that their use of the trade marks and domain names conforms to and

complies with all reasonable standards, guidelines, instructions and directions as may be

prescribed by the Sponsor as the licensor in writing from time to time.

RIGHT OF FIRST REFUSAL AGREEMENT

The Sponsor will grant a right of first refusal to the REIT Trustee for so long as:

• FLT is listed on and quoted for on the Main Board of SGX-ST;

• Frasers Logistics & Industrial Asset Management Pte. Ltd. or any of its related corporations

remains the manager of FLT;

• the Sponsor and/or any of its related corporations, alone or in aggregate, remains as a

controlling shareholder of the manager of FLT; and

• the Sponsor and/or any of its related corporations, alone or in aggregate, remains as a

controlling unitholder of FLT.

For the purposes of the ROFR:

• “control” means the capacity to dominate decision-making, directly or indirectly, in relation

to the financial and operating policies of a company, real estate investment trust or other

entity (as the case may be);

• a “controlling shareholder” means a person who:

– holds directly or indirectly 15.0% or more of the nominal amount of all voting shares of

a company; or

– in fact exercises control over a company;

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• a “controlling unitholder” in relation to a real estate investment trust means:

– a person who holds directly or indirectly 15.0% or more of the nominal amount of all

voting units in the real estate investment trust; or

– a person who in fact exercises control over the real estate investment trust;

• a “related corporation” has the meaning ascribed to it in the Companies Act;

• a “Relevant Entity” means the Sponsor or any of its existing or future subsidiaries (which

shall exclude any subsidiaries listed on any recognised stock exchange) or existing or future

private funds managed by the Sponsor (“Sponsor Private Funds”);

• a “Relevant Asset” refers to a completed income-producing real estate assets located

globally, which is used for logistics or industrial purposes and where such real estate assets

used for “logistics” or “industrial” purposes also include office components ancillary to the

foregoing purposes. Where such completed income-producing real estate is held by a

Relevant Entity through a special purpose company, vehicle or entity (a “SPV”) established

solely to own such real estate, the term “Relevant Asset” shall refer to the shares or equity

interests, as the case may be, in that SPV. Where such real estate is co-owned by a Relevant

Entity as a tenant-in-common, the term “Relevant Asset” shall refer to the ownership share

of the Relevant Entity in such real estate. For the avoidance of doubt, the term “Relevant

Asset” does not, as at the date of this letter, include the Sponsor’s 80.0% interest in Chengdu

Logistics Hub, China, as it is a mixed-used development comprising various components,

being retail, office and warehouse blocks. To the extent that strata sub-division is completed

and there are units which are solely for industrial and logistics use, such units will fall within

the meaning of “Relevant Asset”; and

• a “subsidiary” has the meaning ascribed to it in the Companies Act.

The ROFR shall cover any proposed offer (a “Proposed Offer”) by a Relevant Entity to dispose

of any interest in any Relevant Asset which is owned by the Relevant Entity (“Proposed

Disposal”). If the Relevant Asset is (i) owned jointly by a Relevant Entity together with one or

more third parties and if consent of any of such third parties to offer the Relevant Asset to FLT is

required; or (ii) owned by the Sponsor’s subsidiaries or Sponsor Private Funds which are not

wholly-owned by the Sponsor and whose other shareholder(s) or private fund investor(s) is/are

third parties, and if consent from such shareholder(s) or private fund investor(s) to offer the

Relevant Asset to FLT is required, the Sponsor shall use its best endeavours to obtain the consent

of the relevant third party(ies), other shareholder(s) or private fund investor(s), failing which the

ROFR will exclude the disposal of such Relevant Asset. For the avoidance of doubt, the grant by

any Relevant Entity of a lease (including a long term lease) over any such Relevant Asset (or any

part thereof) for a rent or other service income shall not constitute or be deemed to constitute a

Proposed Disposal for the purposes of this paragraph.

The ROFR shall:

• be subject to any prior overriding contractual obligations which the Relevant Entity may have

in relation to the Relevant Assets and/or to the third parties that hold interests in these

Relevant Assets;

• exclude the disposal of any interest in the Relevant Assets by a Relevant Entity to a related

corporation of such Relevant Entity pursuant to a reconstruction, amalgamation,

restructuring, merger and/or analogous event or transfer of shares of the Relevant Entity

between the shareholders as may be provided in any shareholders agreement; and

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• to be subject to the applicable laws, regulations and government policies and the Listing

Manual1.

In the event that:

(i) the REIT Trustee fails to or does not indicate in writing to the Relevant Entity, its interest in

purchasing the Relevant Asset within 15 days (or such other period as may be mutually

agreed by the REIT Trustee and the Relevant Entity) from the date of the REIT Trustee’s

receipt of the written notice of an offer from the Sponsor together with the relevant offer

documents and other supporting documentation as required by the terms of the ROFR;

(ii) the REIT Trustee fails to or does not enter into a binding commitment (in the form of a sale

and purchase agreement or a put and call option agreement, whether conditional or

unconditional) (the “Binding Commitment”) for the purchase of the Relevant Asset within 60

days (or such other period as may be mutually agreed by the REIT Trustee and the Relevant

Entity) from the date of the REIT Trustee’s receipt of written notice of an offer from the

Sponsor together with the relevant offer documents and other supporting documentation as

required by the terms of the ROFR; or

(iii) the proposed acquisition of the Relevant Asset is aborted by the REIT Trustee,

the REIT Trustee shall be deemed to be unable to, or not to have, exercised the ROFR. In the

event that the REIT Trustee fails or does not wish to exercise the ROFR, the Relevant Entity shall

be entitled to dispose of its interest in the Relevant Asset to a third party on the terms and

conditions no more favourable to the third party than those offered by the Relevant Entity to the

REIT Trustee.

However, if the completion of the disposal of the Relevant Assets by the Relevant Entity to the

third party does not occur within 12 months from the date of the written notice of the Proposed

Disposal, any proposal to dispose of such Relevant Asset after the aforesaid 12-month period

shall then remain subject to the ROFR.

INVESTMENT MANAGEMENT AGREEMENT

The HAUT Manager and the REIT Manager have entered into an investment management

agreement with the HAUT Trustee whereby the HAUT Manager will provide investment

management services to the HAUT and its assets, which includes the Sub-Trusts.

Services to be provided by the HAUT Manager

The HAUT Manager shall provide certain services to the HAUT Trustee and each underlying

HAUT Sub-Trust under the Investment Management Agreement including (but not limited to):

(a) management of the trust for and on behalf of the trustee, keeping the trust property under

periodic review and conferring with the trustee at agreed intervals regarding the

management of the trust;

(b) deliberating and making decisions on specified approval matters being matters within the

scope of its role, and giving specific directions to the trustees on those matters as it

considers to be in the interest of the unit holders of the trust;

1 For the avoidance of doubt, where FLT acquires future properties offered to it by the Sponsor pursuant to the terms

of the ROFR, such acquisitions would constitute Related Party Transactions to FLT and would be subject to the

applicable requirements under the Listing Manual and/or the Property Funds Appendix, as the case may be.

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(c) identifying, assessing and evaluating investments which may represent potential objects of

investments for the relevant trust, in conjunction with legal and other advisers, and directing

the trustee to give effect to the investments;

(d) assisting with the preparation of all legal and other documents required to complete any such

investments;

(e) negotiating the pricing and structure of any such investments; and

(f) completing any due diligence enquiries in connection with any such investments.

Where provision of a service to the HAUT Trustee under the Investment Management Agreement

would require the HAUT Manager to hold a AFSL1, the HAUT Trustee will perform the service as

the HAUT Manager will not do so. To the extent that the HAUT Manager may give its consent to

the matter without having to hold an AFSL, the HAUT Trustee shall obtain the HAUT Manager’s

consent to the matter without having to hold an AFSL, the HAUT Trustee shall obtain the HAUT

Manager’s consent before exercising its powers, authorities and discretions in relation to the

relevant matter. Such a relevant matter will be taken not to be a specified approval matter as per

sub-paragraph (b) above.

Powers of the HAUT Manager

Subject to the constitution of the HAUT Manager and the terms of the Investment Management

Agreement, the HAUT Manager will have all the powers of a natural person and a body corporate

to deal with the investments of each trust and do all things and execute all documents necessary

for the purpose of managing the investments.

Fees payable to the HAUT Manager

In consideration for the HAUT Manager providing services under each of the Investment

Management Agreement in connection with the HAUT and the underlying sub-trusts, the HAUT

Manager will be entitled to:

(i) a base fee of 0.2% per annum of the gross value of the HAUT’s trust assets;

(ii) a performance fee of 1.5% per annum of the HAUT’s NPI (after non-cash adjustments2) in

the relevant financial year;

(iii) an acquisition fee of 0.4% of the acquisition price or value of acquisitions of real estate and

certain other assets (as applicable) acquired by the HAUT or a Sub-Trust from Related

Parties3 and 0.8% for all other cases; and

(iv) a divestment fee of 0.4% of the sale price or underlying value of any real estate and certain

other assets sold or divested by the HAUT or a Sub-Trust.

The fees payable are payable to the HAUT Manager or its nominee in the form of cash and/or

Units (as the HAUT Manager may elect).

1 For Australian law purposes, it is a requirement that a person carrying on a “financial services business” must be

licensed or exempted.

2 “Non-cash adjustments” relates to straight lining rental adjustment, lease incentive straight lining adjustments and

other non-cash adjustments.

3 “Related Parties” refer to an Interested Person which has the meaning ascribed to it in the Listing Manual and/or,

as the case may be, Interested Party which has the meaning ascribed to it in the Property Funds Appendix.

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The HAUT Manager will also be entitled to recover from the assets of the HAUT all out-of-pocket

expenses reasonably and properly incurred in relation to the performance of its role under the

Investment Management Agreement. The HAUT Manager’s fees may be paid out of the trust’s

income or capital, or by an issue of Units, or by a combination of these sources as elected by the

HAUT Trustee subject to and in accordance with the direction of the REIT Manager.

For avoidance of doubt, the base fee, performance fee, acquisition fee, divestment fee and

development management fee payable to the REIT Manager or its nominee shall be reduced by

the amount of the relevant fee payable to the HAUT Manager.

Retirement of the HAUT Manager

The HAUT Manager may resign from its appointment as the investment manager of the HAUT

upon giving seven days notice to the trustee of the trust if either the HAUT Trustee or its

unitholders is/are:

(a) in material breach of an obligation under the trust deed or the Investment Management

Agreement; and

(b) such breach is not remedied within 30 days after receiving written notice from the HAUT

Manager requesting that they do so.

Termination of the Investment Management Agreement

The Investment Management Agreement for the HAUT may be terminated as follows:

(a) by the HAUT Trustee on not less than 90 days’ written notice where:

(i) the unitholders of the trust pass a special resolution to approve the HAUT Manager’s

removal; or

(ii) the HAUT Trustee receives written notice from the REIT Manager (signed by not less

than two directors of the REIT Manager) certifying that the HAUT Manager has ceased

to be a wholly-owned subsidiary of the REIT Manager and requesting the HAUT Trustee

to terminate this agreement;

(b) by the HAUT Trustee at any time where:

(i) the HAUT Manager breaches any material provision of the agreement and where such

breach is capable of remedy, fails to remedy the breach within sixty days after receiving

written notice from the HAUT Trustee requiring it to do so; or

(ii) certain specified event(s) happening to the HAUT Manager, such as insolvency and

cessation of business;

(c) by the HAUT Manager at any time, by giving the HAUT Trustee three months’ notice or such

shorter notice as agreed by the HAUT Trustee; and

(d) by the HAUT Trustee at any time following the removal or retirement of the HAUT Manager

as the investment manager of FLT.

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HAUT TRUST DEED AND SUB-TRUST TRUST DEEDS

Each of the HAUT and the 54 underlying Sub-Trusts have been constituted pursuant to a trust

deed executed by the HAUT Trustee (in its capacity as the trustee of the HAUT) (the “HAUT Trust

Deed”) or, as the case may be, Sub-Trust Trustees (in its respective capacities as the trustee of

the 54 underlying Sub-Trusts) (the “Sub-Trust Trust Deeds”, and the HAUT Trust Deed and the

Sub-Trusts Trust Deeds collectively, the “Australian Trust Deeds”). Each of the Australian Trust

Deeds contains similar terms and conditions.

Services provided by the Trustee

The HAUT Trustee is appointed to act as trustee of the HAUT and will hold the assets of the HAUT

on trust for the Members1 and act in the interests of the Members on and subject to the terms of

the HAUT Trust Deed, including to operate and manage the trust and its trust property and trust

liabilities while any remain. Likewise, each Sub-Trust Trustee is appointed as trustee of its

respective Sub-Trust and will hold the assets of the relevant Sub-Trust on trust for the Members

and act in the interests of the Members and subject to the terms of the Sub-Trust Trust Deed.

Powers of the Trustee

Subject to the HAUT Trust Deed, the trustee has within and outside Australia, all the powers in

relation to the trust, the trust property and trust liabilities, that it is legally possible for a natural

person, corporation or trustee to have. Under each HAUT Trust Deed, the trustee may not, without

the prior consent of the HAUT Manager, borrow or raise or lend any money or grant any security.

The trustee of the trust may, with the approval of the HAUT Manager unless otherwise provided

by the HAUT Trust Deed, engage in connection with the performance of its duties, asset

managers, property managers, development managers, project managers, leasing agents, sales

agents and collection agents.

Fees payable to the Trustee

The HAUT Trustee is entitled to a fee not exceeding 0.025% per annum of the HAUT’s assets

excluding goods and services tax. Given that the Sub-Trust Trustees will be wholly-owned

subsidiaries of FLT, there will be no fee payable to the Sub-Trust Trustees at the Sub-Trusts level.

The HAUT Trustee is also entitled to recover from the relevant trust all out-of-pocket expenses

reasonably and properly incurred in administering the HAUT including but not limited to legal and

audit expenses, regulatory fees, printing costs and travel and accommodation expenses incurred

in the establishment and operation of the HAUT subject to the provisions of the Australian Trust

Deeds.

Retirement and Removal of the Trustee

The trustee may, while the HAUT and/or the Sub-Trust (as the case may be) is not a registered

scheme under the Australian Corporations Act, retire as trustee of the relevant trust, by giving not

less than 90 days’ notice to the HAUT Manager and the unitholders.

1 A “Member” means a person registered as a holder of a unit in the HAUT (or the relevant Sub-Trust, as the case

may be) that has not been redeemed (including persons jointly Registered) or otherwise stated to be a Member in

accordance with the HAUT Trust Deed (or the relevant Sub-Trust Trust Deed, as the case may be). “Registered”

means recorded in the register of Members that the HAUT Trustee (or the relevant Sub-Trust Trustee, as the case

may be) keeps or causes to be kept.

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The trustee must retire as the trustee of the relevant trust, in circumstances which include:

(a) when required by law; or

(b) when directed to retire by a resolution passed by the unitholders, by giving 30 days prior

written notice to the trustee.

Termination of the HAUT Trust Deed

The HAUT Trust Deed for the HAUT and each of the underlying Sub-Trusts may be terminated by

a resolution of the unitholders of the relevant trust and as specified in a notice to the trustee given

at least one month before the proposed termination.

CONTINGENT RENTAL SUPPORT DEEDS

The Contingent Rental Support Deeds have been entered into in respect of the two Development

Properties and pursuant to the terms of the Call Option Agreements, will be entered into in respect

of the Call Option Properties between FPA and the relevant Sub-Trust Trustee as trustee of the

relevant Sub-Trust.

Under the terms of the Contingent Rental Support Deed, if any of the Development Properties or

the Call Option Properties becomes vacant before the proposed lease commencement dates, the

relevant Sub-Trust will appoint FPA to procure leasing of the vacant property. FPA may liaise and

negotiate agreements for lease, leases and licences to the exclusion of the relevant Sub-Trust.

FPA does not require the relevant Sub-Trust’s consent for the granting of a replacement lease

where the terms of the replacement lease satisfies certain conditions as set out in the Contingent

Rental Support Deed. These conditions include those in relation to the financial strength of the

tenant, the rent or licensee fee being equal to or greater than the Guaranteed Amount (with

provisions for a minimum uplift), the term being not less than five years and the other terms of the

replacement lease are no less favourable when taken as a whole than the proposed pre-

committed lease. The consent of the relevant Sub-Trust will be required where the terms of the

replacement lease do not fulfil the conditions set out in the Contingent Rental Support Deed.

The obligations of FPA under the Contingent Rental Support Deed will end on the earlier of:

(a) the relevant proposed lease commencement date;

(b) if the relevant proposed lease does not commence for any reason, the proposed lease

termination date;

(c) the replacement lease commencement date provided that the rent payable under the

replacement lease is equal to or more than the Guaranteed Amount; and

(d) the proposed lease termination date if a replacement lease is entered into where the rent is

less than the Guaranteed Amount.

In the event that the rent under a replacement lease is less than the rent under a proposed lease

(and the replacement lease does not result in the valuation of the relevant property increasing)

FPA agrees to pay to the relevant Sub-Trust an amount which is equivalent to the difference

between the rent received and the rent which would have been payable under the proposed lease.

Where the upside from any valuation increase from a replacement lease equals or is greater than

the total amount that would otherwise be payable by FPA, the Sub-Trust is not entitled to any

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rental support. Where the upside from any valuation increase from a replacement lease is less

than the total amount that would otherwise be payable by FPA, then the rental support is reduced

by the amount of the valuation upside.

FPA’s obligations under the Contingent Rental Support Deed will not reapply to any property which

becomes a vacant property after the proposed lease commencement date or a replacement lease

commencement date. In addition, the parties agree that if an agreement for lease or lease is

terminated by the relevant Sub-Trust (or a proposed lease or replacement lease does not

commence due to an act or default of the relevant Sub-Trust), FPA’s obligations will terminate on

the earlier of the date of any termination or the date of any such act or default.

FPA undertakes to procure practical completion of the properties in accordance with the

provisions of the relevant agreement for leases and any development agreements entered into.

FPA is responsible for the cost, construction, administration and supervision of procuring practical

completion of the properties and indemnifies the relevant Sub-Trust against any development cost

incurred by the relevant Sub-Trust in connection with the development agreements. The relevant

Sub-Trust can only assign the benefit of the Contingent Rental Support Deed to a new owner of

the relevant property or to a person who has the benefit of a mortgage or a charge registered

against the relevant property.

The Contingent Rental Support Deeds contain an indemnity from FPA in favour of the relevant

Sub-Trust in respect of any development costs incurred by the relevant Sub-Trust in connection

with the various development agreements entered into by or on behalf of FPA in relation to the

Development Properties and/or Call Option Properties, as the case may be, which includes losses

and/or liabilities suffered as a result of a delay in development of the Development Properties and

Call Option Properties.

INCENTIVE REIMBURSEMENT DEEDS

The Incentive Reimbursement Deed for the IPO Properties has been entered into between FPA

and the Sub-Trust Trustees as trustee of the relevant Sub-Trust under which FPA will be

reimbursing the Sub-Trust Trustees in respect of 14 IPO Properties (based on the tenancy

documents and offers as at the respective dates of the valuation of the IPO Properties) which are

occupied by a tenant that is entitled to certain incentives under its respective occupational lease1

or incentive deed, in accordance with the following terms, among others:

(a) if a Sub-Trust Trustee is required to pay an incentive amount under the terms of the

occupational lease or incentive deed, it must provide FPA with a monthly statement showing

the total amount payable for that month (or unpaid amounts from a previous month), and FPA

must pay the Sub-Trust Trustee those amounts;

(b) FPA indemnifies each Sub-Trust Trustee against all expenses, losses, damages and costs

that the Sub-Trust Trustee may suffer if FPA breaches the Incentive Reimbursement Deed for

the IPO Properties;

(c) FPA’s obligations to each Sub-Trust Trustee under the Incentive Reimbursement Deed for

the IPO Properties terminates on the date the last monthly payment is made to a Sub-Trust

Trustee so that the incentive amounts payable by all Sub-Trust Trustees have been paid in

full;

1 The terms “occupational tenant” and “occupational lease” as used in the “Certain Agreements Relating to FLT and

the Properties – Concurrent Leases” section refers to the tenants of the Properties and the tenancy document(s)

entered into by such tenants, respectively. In Australia, the term “occupational tenant” is used to distinguish between

a party with the benefit of a short-term lease granting occupation of a property from a long-term ground lease, and

which in the context of FLT, would refer to the tenants of the Properties. For the purpose of disclosure in the

Prospectus, the terms “tenants” and “tenancy document” were used as such terminology is in accordance with

conventional understanding.

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(e) if an occupational lease or incentive deed is terminated, FPA’s obligations to pay the

incentive amount also terminates on the date of termination of the lease or incentive deed.

If the Sub-Trust Trustee varies an incentive amount, then FPA’s obligations to pay the

incentive amount will reduce (if the incentive amount is reduced) but will not increase if the

Sub-Trust Trustee agrees to increase the incentive amount; and

(f) a Sub-Trust Trustee can only assign the benefit of the Incentive Reimbursement Deed for the

IPO Properties to a person who is the new owner of the relevant IPO Property or a person

with the benefit of a mortgage or charge registered against the relevant IPO Property, and

FPA agrees to enter into a new document on substantially the same terms as the Incentive

Reimbursement Deed for the IPO Properties with that person.

The actual amount reimbursable under the Incentive Reimbursement Deed for the IPO Properties

will be based on the actual tenancies in respect of the 14 IPO Properties as at the time that the

Incentive Reimbursement Deed for the IPO Properties takes effect.

An Incentive Reimbursement Deed for the Development Properties has also been entered into in

respect of the two Development Properties. The incentive amount for the two Development

Properties will be in respect of any reduction in rent or rent free period but will not include any

incentive directly payable by the developing entity which liability will remain with that entity and not

pass to the relevant Sub-Trust.

CALL OPTION AGREEMENTS

The Call Option Agreements have been entered into between the relevant vendor (being a

subsidiary of FPA) (the “Grantor”) and the relevant Sub-Trust Trustee, in its capacity as trustee

of the relevant Sub-Trust, in respect of the following properties located at:

(i) Indian Drive, Keysborough, Victoria (the “Indian Drive Property”);

(ii) Lot 1 Pearson Road, Yatala, Queensland (the “Pearson Road Property”); and

(iii) Lot 3 Horsley Drive Business Park, Cnr Horsley Drive & Cowpasture Road, Wetherill Park,

New South Wales (the “Horsley Drive Property”).

The Call Option Agreements grants the relevant Sub-Trust the right to call for the Call Option

Properties on 9 December 2016, being six months after the Registration Date, or such earlier date

as mutually agreed between the parties (the “Call Option Exercise Date”). The concurrent lease

for the Pearson Road Property will be granted two business days after the “call option” is

exercised. In the case of the Horsley Drive Property, settlement will occur two business days after

the later of exercise of the “call option”, the grant of the ground lease and the grant of the

landlord’s consent to the assignment of the ground lease to the Sub-Trust. In the case of the

Indian Drive Property, settlement will occur two business days after the later of exercise of the

“call option” and registration of the plan of subdivision.

The Grantor must provide to the relevant Sub-Trust certain documentation promptly upon receipt

including evidence of practical completion of the Call Option Properties determined in accordance

with the relevant agreements for lease, copies of all planning permits and in respect of the

property located at the Horsley Drive Property the original ground lease executed by the relevant

Grantor.

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The option fee payable per property is A$10.00 for each property and the Agreed Price payable

of A$125.8 million (S$127.1 million) is subject to the adjustments as follows:

The Pearson Road Property

If the Actual Pearson Road GLA1 is more than or less than the Planned Pearson Road GLA (being

30,400 sq m, subject to a survey upon completion of development) the amount of adjustment to

the consideration for the grant of the concurrent lease for the Pearson Road Property will not be

more than $289,804 (unless the increase of the Actual Pearson Road GLA is as a result of the

Pearson Road Tenant2 exercising its expansion right) calculated by using the following formula:

A1 ÷ 7.16%

A1 is the rental increase or decrease arising from the difference between the Planned

Pearson Road GLA and the Actual Pearson Road GLA.

The Indian Drive Property

If the Actual Indian Drive GLA3 is more than or less than the Planned Indian Drive GLA (being

21,500 sq m, subject to a survey upon completion of development) the amount of adjustment to

the price for the Indian Drive Property will not be more than $229,341 calculated by using the

following formula:

D1 ÷ 6.15%

D1 is the rental increase or decrease arising from the difference between the Planned Indian

Drive GLA and the Actual Indian Drive GLA1.

The Horsley Drive Property

If the Actual Horsley Drive GLA4 is more or less than the Planned Horsley Drive GLA (being 18,840

sq m) the amount of adjustment to the price for the Horsley Drive Property will not be more than

$264,444.71 calculated by using the following formula:

((Actual GLA x $203.92) – $400,019) ÷ 6.032% – $57,100,000

If the Sub-Trusts want to exercise a “call option” it must deliver a notice to the Grantor’s solicitors

certain documents before the Call Option Exercise Date including:

(a) a notice of exercise of option;

(b) new valuations for the property;

1 “Actual Pearson Road GLA” means the actual area calculated as the gross lettable area of the premises the

subject of the agreement for lease between Australand Industrial No. 139 Pty Limited and ACI Operations Pty Ltd

dated 2 October 2015 in accordance with the Property Council of Australia method of measurement applicable as

at the date of the agreement for lease for measuring gross lettable area (non-retail) and using the dominant use

area.

2 “Pearson Road Tenant” means ACI Operations Pty Ltd or its successor in title under the agreement for lease

between Australand Industrial No. 139 Pty Limited and ACI Operations Pty Ltd dated 2 October 2015.

3 “Actual Indian Drive GLA” means the actual area calculated as the gross lettable area of the premises the subject

of the agreement for lease between Australand Industrial Constructions Pty Ltd, Australand C&I Land Holdings Pty

Ltd as trustee for the Australand C& I Land Holdings (Keysborough) Trust, Astral Pool Australia Pty Ltd and Astral

Holdings Australia Pty Ltd dated 30 July 2015, in accordance with the Property Council of Australia method of

measurement applicable as at the date of the agreement for lease for measuring gross lettable area (non-retail) and

using the dominant use area.

4 “Actual Horsley Drive GLA” means the actual area calculated as the gross lettable area of the premises the subject

of the agreement for lease in accordance with the provisions of the agreement for lease.

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(c) a signed sale and purchase agreement for the Property or the executed Concurrent Lease

for the Pearson Road Property;

(d) if, on the Call Option Exercise Date, practical completion of any Property has not been

achieved, the Contingent Rental Support Deed in duplicate and executed by the relevant

Sub-Trust; and

(e) an incentive deed in relation to the Property.

The Call Option Properties are currently being developed or leased by the relevant Grantor. When

deciding whether to exercise the “call option”, FLT will take into consideration the occurrence of

certain events including, among others, practical completion having been achieved and all

approvals required for the sale of the relevant Call Option Property having been obtained. For the

avoidance of doubt, the right to exercise the “call option” on the Call Option Date is not conditional

on the occurrence of the foregoing events under the Call Option Agreements.

The forms of the sale and purchase agreement, Contingent Rental Support Deed and Incentive

Reimbursement Deed for the Call Option Properties (as defined herein) are annexed to each Call

Option Agreement and are on the same terms as the documents summarised the sections,

“Contingent Rental Support Deeds”, “Incentive Reimbursement Deeds” and “Contracts of Sale” in

this section entitled “Certain Agreements Relating to FLT and the Properties”.

Each Call Option Agreement contains provisions requiring the developer to comply with its

obligations in relation to the development of the relevant property. The developer is a party to the

relevant Call Option Agreements for this purpose only. The obligations include an obligation on the

vendor to procure that the developer assigns the benefit of various warranties to the Sub-Trust (to

the extent that it is able to do so) at the end of the relevant defects liability period.

CONTRACTS OF SALE

A Property Sale and Purchase Agreement has been entered into on a state-by-state basis

between FPA (through its subsidiaries, as vendor and holder of the freehold/leasehold interest in

the IPO Properties) and the Sub-Trust Trustees (as purchaser) for the transfer of the IPO

Properties in that particular state.

Under each Property Sale and Purchase Agreement, FPA will transfer its freehold or leasehold

interest in the relevant IPO Property (subject to and with the benefit of the existing tenancies) to

the relevant Sub-Trust Trustee, in accordance with the following terms (among others):

(a) the purchase price for each IPO Property will be no higher than the higher of two independent

valuations as at 31 December 2015 or as the case may be 31 March 2016;

(b) on completion of the Property Sale and Purchase Agreements, the Sub-Trust Trustee must

pay the purchase price by way of promissory notes issued by the Sub-Trust Trustee;

(c) the completion of the Property Sale and Purchase Agreements for the NSW, Victorian, South

Australian and Western Australian IPO Properties are subject to the satisfaction of the

conditions precedent that the relevant Deeds of Consent are entered into;

(d) on completion of the Property Sale and Purchase Agreements, FPA must:

(i) ensure that any third party consent to the transfers have been obtained where another

agreement exists which gives a counterparty a right to withhold consent or approve the

sale; and

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(ii) deliver to the Sub-Trust Trustees various documents, including but not limited to the

certificates of title for the IPO Properties, the registrable transfer form, the registrable

discharge from any encumbrance affecting the IPO Property (other than an

encumbrance registered on the PPS Register or any specified encumbrance under the

Property Sale and Purchase Agreements), each original document in relation to the

tenancies affecting the IPO Properties (including original bank guarantees), any

required caveator consent or withdrawal of caveat, any required tenancy assumption

deeds, deeds of novation and termination deeds and evidence of registration of certain

easements/occupational leases or removal of certain agreements registered on title

prior to completion;

(e) entitlements to rent and outgoings are to be adjusted as at completion, whereby FPA is to

prepare an adjustment statement within 30 business days after completion of the Property

Sale and Purchase Agreements, and the Sub-Trust Trustee must respond within 14 business

days thereafter. By 31 January 2017, the Sub-Trust (being the purchaser) must deliver to the

relevant FPA entity (being the vendor) a statement of reconciliation for actual recoverable

outgoings for the period up to and including the last date of the current outgoings year

applicable under the tenancies for the purposes of calculating adjustments due to the tenants

for recoverable outgoings (the “Reconciliation Date”). Within 10 business days of the

delivery of the reconciliation statement, a final adjustment under the relevant Property Sale

and Purchase Agreement will be effected. If:

• any of the tenants are entitled to a refund of any overpaid recoverable outgoings then

the relevant FPA entity (being the vendor) must pay its proportion of the overpaid

amount to the purchaser on the basis that the Sub-Trust will be liable to the relevant

tenant for refunding the overpayment; and

• any of the tenants are required to pay an additional amount on account of recoverable

outgoings the relevant Sub-Trust (being the purchaser) must pay the relevant FPA entity

(being the vendor) its share of that amount after receipt from the tenant, on the basis

that the Sub-Trust will be entitled to recover the underpayment from the relevant tenant;

(f) FPA will assign/novate (or procure such assignment or novation) the benefit of any subsisting

building or other warranty to the Sub-Trust Trustee at the end of the defects liability period

for the relevant IPO Property where such benefit exists and is capable of being assigned.

From completion until the end of the relevant defects liability period, FPA is obliged to

exercise (or procure that the developer exercises) its rights under that building warranty on

the Sub-Trust Trustee’s behalf; and

(g) certain limited representations and warranties are made by FPA in relation to the capacity of

FPA, information disclosed, legal matters, title to the IPO Property, FIRB and other matters

in relation to the IPO Property. Claims for breach of warranties are subject to a cap on liability

and must be made within 15 months after the completion of the transfer. The amount of an

individual claim must be equal to or greater than A$50,000 in respect of a particular matter

and the maximum aggregate liability of FPA in respect of the claims must not exceed the

purchase price for each IPO Property. Furthermore, certain limited representations and

warranties are made by the purchaser in relation to the capacity of the purchaser (including

as Sub-Trust Trustee).

(h) the Property Sale and Purchase Agreements for the Development Properties contain

developer obligations in relation to the development of these properties and the relevant

developer entity was a party to these agreements for this purpose only.

(i) if capable of assignment, FPA must assign the bank guarantee provided by the occupational

tenant under the occupational lease to the Sub-Trust Trustee.

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CONCURRENT LEASES

The Concurrent Leases will be entered into on the Listing Date by the relevant Sub-Trust Trustee

(as tenant) and FPA (through its subsidiaries) (as landlord) in relation to the IPO Properties

located in Queensland (“Queensland IPO Properties”) for a payment of a premium1.

FPA leases the relevant Queensland IPO Properties to the Sub-Trust Trustee granted concurrently

to the occupational lease in accordance with the following terms (among others):

(a) the Sub-Trust Trustee is entitled to receive all rent and other moneys payable under, and to

enforce all covenants on the part of the landlord under, the relevant occupational lease;

(b) the Sub-Trust Trustee is responsible for paying rent (of A$1.00 per annum) and outgoings if

demanded or requested by FPA and charges for services as and when they fall due in relation

to the relevant Queensland IPO Property (noting that the expiry or termination of the

Concurrent Lease does not affect the Sub-Trust Trustee’s obligations to make payments

under or in connection with the Concurrent Lease);

(c) the Sub-Trust Trustee must take out public risk insurance of at least A$20 million and such

other insurances required to comply with the landlord’s obligations under the occupational

lease;

(d) the Sub-Trust Trustee indemnifies and releases FPA from any loss or costs arising from

(among other things) personal injury, its use/occupation of the relevant property, its failure to

comply with any laws regarding the relevant property and anything that FPA is permitted or

required to do under the Concurrent Lease, except where the loss or costs arise from FPA’s

negligence or default (or its employees and agents);

(e) FPA must consent to any application which the Sub-Trust Trustee wishes to make for any

approval/consent in relation to the relevant Queensland IPO Property (including its

development or use);

(f) the Sub-Trust Trustee may assign/transfer or otherwise deal with its interest in the

Concurrent Lease without FPA’s prior written consent (including subletting or licensing the

property in its absolute discretion). However, an assignment does not take effect against FPA

until the proposed assignee has executed an instrument agreeing with FPA to be bound by

the Concurrent Lease from the date of the proposed assignment;

(g) FPA must not transfer or otherwise deal with the relevant Queensland IPO Property without

the prior written consent of the Sub-Trust Trustee (such consent which may be withheld in its

absolute discretion);

(h) certain limited representations and warranties are made by FPA and claims for breach of

warranties are subject to a cap on liability and must be made within 15 months after the

completion of the transfer. The amount of an individual claim must be equal to or greater than

A$50,000 in respect of a particular matter and the maximum aggregate liability of FPA in

respect of the claims must not exceed the premium amount. Furthermore, certain limited

representations and warranties are made by the purchaser in relation to the capacity of the

purchaser (including as Sub-Trust Trustee);

1 The term “payment of a premium” refers to the lump sum payment made by FLT (through the respective

Sub-Trusts) to the relevant FPA entities on the grant of the Concurrent Leases.

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(i) if FPA deals with its interest in the relevant Queensland IPO Property, FPA is released from

its obligations under the Concurrent Leases and agrees to procure the transferee enters into

an instrument agreeing with the Sub-Trust Trustee to be bound by the terms of the

Concurrent Lease. However, FPA must not grant a lease which is concurrent or superior to

the Concurrent Lease; and

(j) if capable of assignment, FPA must assign the bank guarantee provided by the occupational

tenant under the occupational lease to the Sub-Trust Trustee.

DEED OF CONSENT TO ASSIGNMENT OF AIRPORT AND PORT GROUND LEASES

The assignment of the Airport Ground Leases and the properties at Port Kembla and Port

Melbourne (referred to in this section as the “Consent Leases”) require the consent of relevant

landlord under those leases, as documented under the Deeds of Consent.

The Deeds of Consent (other than in relation to Port Melbourne, which was entered into on 3 June

2016) will be entered into by the Listing Date by:

(a) FPA through its relevant subsidiary (as tenant);

(b) the Sub-Trust Trustees (as assignee);

(c) the relevant landlord under the Consent Lease (as landlord); and

(d) in the case of the Port Kembla Lease, APL as the outgoing guarantor.

From the date of the assignment (among other things):

(a) FPA and the relevant landlords will release each other from their obligations and liabilities

under the Consent Leases; and

(b) the Sub-Trust Trustees will receive the benefit of all of FPA’s interest in, and must comply

with and are bound by the terms of, the Consent Leases.

The Sub-Trust Trustees are also required to pay the reasonable legal costs in relation to the

Deeds of Consent.

Specifically, the Deed of Consent in relation to Perth Airport also provide as follows:

(a) in accordance with the Airports Act, the Airport Ground Lease will automatically terminate if

another interest in the sublease is created in favour of a person that can exercise control over

the operation of a substantial part of the Airport and/or the direction to be taken in the

Airport’s development;

(b) the Sub-Trust Trustee indemnifies FPA against all loss, liability costs or expenses incurred

by them as a result of the Sub-Trust Trustee’s failure to comply with obligations under the

Airport Ground Lease, or any event which entitles the landlord to terminate the Airport

Ground Lease; and

(c) a replacement bank guarantee is required to be provided by the Sub-Trust Trustee to the

landlord as security for its obligation under the Airport Ground Lease.

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In relation to Adelaide Airport, a Deed of Consent is required to be entered into with the landlord

under the relevant Airport Ground Lease and ANZ Capel Court Limited (the “Security Trustee”).

Under that Deed of Consent (among other things):

(a) consent is being provided by the Security Trustee to the assignment without prejudice to its

rights under the Mortgage No. 8747695 (the “Mortgage”) over the Memorandum of Lease

No. 8635854;

(b) the landlord and the Sub-Trust Trustee must not vary the terms of the relevant Airport Ground

Lease or any renewal of it without the Security Trustee’s prior written consent (not to be

unreasonably withheld);

(c) the Sub-Trust Trustee must not assign or mortgage its interest under the Airport Ground

Lease without first obtaining the Security Trustee’s consent (not to be unreasonably withheld

and specifically which must not be withheld if the landlord is required to consent to the

assignment under the terms of the relevant Airport Ground Lease) and procuring the

proposed assignee execute a consent to lease on the same terms as this Deed of Consent

(in respect of an assignment);

(d) the Security Trustee releases FPA from its obligations and liabilities under the Mortgage

(except for breaches before the date of assignment and FPA’s obligations to make payments

under the Mortgage); and

(e) FPA and the Sub-Trust Trustee warranties that FPA is a related corporation of Frasers

Property Limited and the Sub-Trust Trustee is a related corporation of FPA.

In relation to the assignment of the leasehold property at Port Kembla, the deed of consent

requires that two bank guarantees of an aggregate of A$349,140 be provided in favour of the Port

Kembla landlord. In addition, under the deed of consent, among other things, the Port Kembla

landlord and the Sub-Trust agree to vary the Port Kembla Lease so that the Sub-Trust, and where

there is a future assignment of each and every subsequent tenant under the Port Kembla Lease,

remains liable for any contamination from the time of the commencement of the Port Kembla

Lease, subject to the existing exceptions to liability in the Port Kembla Lease.

In relation to assignment of the leasehold property at Port Melbourne, the deed of consent dated

3 June 2016 requires that a bank guarantee of A$11,535,937 be provided in favour of the Port

Melbourne landlord. In addition, Keygreen Pty Ltd (as landlord) is required under the terms of the

lease to not unreasonably withhold its consent to the assignment and must not withhold its

consent where:

(a) FPA has remedied any breach of the lease in respect of which written notice has been given;

(b) the Sub-Trust Trustee is respectable and financially sound;

(c) the new tenant has taken out the insurances required in the Lease; and

(d) the completed form of covenant required by the lease has been executed by the Sub-Trust

Trustee and provided to the landlord.

Deed of Easement

In relation to Adelaide Airport, on assignment of the relevant Airport Ground Lease the Sub-Trust

Trustee is required to enter into a replacement Deed of Easement under which the Sub-Trust

Trustee assumes FPA’s obligations under the existing deed of easement between Industria

Company No. 2 Pty Ltd (formerly known as Australand Industrial (AWPT6) Pty Limited) in its

capacity as trustee for the Burbridge Investment Trust, Australand Industrial No. 158 Pty Limited

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and Adelaide Airport Limited. The Deed of Easement is for the grant of an easement to the

Sub-Trust Trustee for use of a shared party wall, services and carriageway on land owned by

Industria Company No. 2 Pty Ltd and is in a standard form.

Deeds of Covenant

On and from completion of the Property Sale and Purchase Agreements, the Sub-Trust Trustees

are required to enter into various deeds of covenant with the occupational tenants of the IPO

Properties under which they will covenant to comply with the terms of the relevant occupational

leases.

AUSTRALIAN PROPERTY MANAGEMENT AGREEMENT

The Properties which comprise the initial portfolio of FLT and any properties located in Australia

subsequently acquired by FLT, whether such properties are directly or indirectly held by FLT, or

are wholly or partly owned by FLT will be managed by the Australian Property Manager in

accordance with the terms of the Australian Property Management Agreement.

The Australian Property Management Agreement was entered into on 3 June 2016 by the HAUT

Trustee, the HAUT Manager and the Australian Property Manager pursuant to which the Australian

Property Manager was appointed to operate, maintain, manage and market all the properties of

FLT located in Australia1, including the Call Option Properties, subject to the terms and conditions

of the Australian Property Management Agreement. The property management will be subject to

the overall management and supervision of the HAUT Trustee and the HAUT Manager where

appropriate.

The initial term of the Australian Property Management Agreement is 10 years from the date of

completion of the acquisition of the relevant IPO Property.

Six months prior to expiry of the initial term of the Australian Property Management Agreement,

the HAUT Trustee may request to extend the appointment of the Australian Property Manager for

a further term to be agreed on the same terms and conditions, except for revision of all fees

payable to the Australian Property Manager to market rates prevailing at the time of such

extension and any term which the HAUT Trustee and the Australian Property Manager agree is

required due to any change in the applicable legislation or regulations, subject to Unitholders

approval if such approval is required pursuant to the HAUT Trust Deed or any applicable

legislation or regulations.

Two months before expiry of the initial term, the HAUT Trustee will decide the prevailing market

rates for the extension term, based on the recommendation of the HAUT Manager. If the Australian

Property Manager disagrees with the HAUT Trustee’s decision on the prevailing market rates for

the extension term, the matter will be referred to an independent Expert1 whose determination of

the prevailing market rates shall be final and binding on the parties.

The HAUT Trustee may give a written request to the Australian Property Manager to extend the

appointment of the Australian Property Manager for the extension term, on the revised fees based

on the prevailing market rates determined as aforesaid.

1 Except for the five IPO Properties located in Perth and Adelaide where the property management function has been

outsourced to CBRE Pty Ltd.

2 “Expert” is defined to mean any internationally reputable firm of valuers, real estate agents or any other firms or

specialists operating in Australia with experience in property management in Australia as agreed by the parties or

any internationally reputable firm of auditors operating in Australia as agreed by the parties. If the parties fail to

agree, within seven Business Days from the HAUT Trustee’s notice of intention to appoint the Expert, on who should

be appointed as the Expert, the HAUT Trustee shall request the President for the time being of the Australian

Institute of Arbitrators to nominate the Expert and such nomination shall be final and binding on the parties.

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The HAUT Trustee shall not be obliged to extend the appointment of the Australian Property

Manager if the above conditions are not fulfilled.

Property Manager’s Services

The services provided by the Australian Property Manager for each property under itsmanagement include the following:

• property management services, recommending third party contracts for provision of propertymaintenance services, supervising the performance of contractors, arranging for adequateinsurances and ensuring compliance with building and safety regulations;

• lease management services, including coordinating tenants’ fitting-out requirements,administration of rental collection, management of rental arrears, and administration of allproperty tax matters;

• marketing and marketing coordination services, including initiating lease renewals andnegotiation of terms; and

• project management services in relation to the development or redevelopment, therefurbishment, retrofitting and renovation works to a property, including recommendation ofproject budget and project consultants, and supervision and implementation of the project.

Fees

Under the Australian Property Management Agreement, the Australian Property Manager isentitled to the fees set out below, to be borne out of the Deposited Property, for each propertylocated in Australia under its management.

Property Management Fees

For property management services rendered by the Australian Property Manager for a propertylocated in Australia which is under its management, the HAUT Trustee will pay the AustralianProperty Manager for each such property a property management fee based on the followingformula:

• Property management fee of 1.2% per annum of the PMA Net Property Income1 of eachProperty; and

• where any Property is not fully leased, A$1,000 per month per Property in the event there isvacant lettable area in such Property2.

Marketing Services Commission

In respect of the services provided by the Australian Property Manager which secures new leasesor renewals for existing leases for properties of FLT located in Australia, the HAUT Trustee will paythe Australian Property Manager based on the following formula:

New lease

• a one-time commission of 13.0% of the Year 1 PMA Gross Revenue3 derived from therelevant lease; and

1 “PMA Net Property Income” is defined in the Australian Property Management Agreement and means the gross

revenue less property expenses for the relevant fiscal year.

2 Apportioned part monthly if the Property is not fully leased throughout the calendar month.

3 “PMA Gross Revenue” is defined in the Australian Property Management Agreement and means the gross revenue

for the relevant fiscal year.

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Renewal of an existing lease

• a one-time commission of 7.0% of the Year 1 PMA Gross Revenue1 derived from the relevant

lease.

The above formula is based on a new lease or renewal of an existing lease of a minimum period

of five years. In the event that the term of the new or renewed lease is less than five years, the

leasing fee will be pro-rated based on the lease term.

In the event that a third party agent is employed to provide the above services, the third party

agent will be entitled to such commission instead of the Australian Property Manager. However,

an administrative charge of 20.0% of the commission payable to such third party agent is payable

to the Australian Property Manager.

Project Management Services Fees

For the project management services for a property located in Australia, the HAUT Trustee will pay

the Australian Property Manager the following fees in relation to the refurbishment, retrofitting and

renovation works on a property:

• where the construction costs2 are A$20.0 million or less, a fee of 3.0% of the construction

costs; and

• where the construction costs exceed A$20.0 million, a fee of less than 3.0% of the

construction costs to be mutually agreed by the HAUT Trustee and the Australian Property

Manager.

Expenses

The Australian Property Manager is authorised to utilise funds deposited in operating accounts

maintained in the name of the HAUT Trustee and to make payment for all costs and expenses

incurred in the operation, maintenance, management and marketing of each property within each

annual budget approved by the HAUT Trustee on the recommendation of the HAUT Manager.

Power of Attorney

The HAUT Trustee shall grant to the Australian Property Manager such power of attorney as the

HAUT Trustee deems fit.

Termination

The HAUT Trustee or the HAUT Manager may terminate the appointment of the Australian

Property Manager in relation to all the properties of FLT under the management of the Australian

Property Manager on the occurrence of certain specified events, which include the liquidation or

cessation of business of the Australian Property Manager.

1 “PMA Gross Revenue” is defined in the Australian Property Management Agreement and means the gross revenue

for the relevant fiscal year.

2 “Construction costs” for the purpose of calculating the project management fee payable to the Australian Property

Manager means all construction costs and expenditure valued by the quantity surveyor engaged by the REIT

Trustee for the project, excluding development charges, differential premiums, statutory payments, consultants’

professional fees and goods and service tax.

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The HAUT Trustee may also terminate the appointment of the Australian Property Manager

specifically in relation to a property under its management in the event of the sale of such property,

but the Australian Property Management Agreement will continue to apply with respect to the

remaining properties managed by the Australian Property Manager under the terms of the

Australian Property Management Agreement.

In addition, if the Australian Property Manager, within 90 days of receipt of written notice, fails to

remedy any breach (which is capable of remedy) of its obligations in relation to a property, the

HAUT Trustee may terminate the appointment of the Australian Property Manager in relation only

to such property in respect of which the breach relates, upon giving 30 days’ written notice to the

Australian Property Manager.

On the termination of the appointment of the Australian Property Manager, the HAUT Trustee

shall, as soon as practicable (on the recommendation of the HAUT Manager), procure the

appointment of a replacement property manager for the affected property.

Novation

The HAUT Trustee is entitled to novate their respective rights, benefits and obligations under the

Australian Property Management Agreement to a new trustee of the HAUT appointed in

accordance with the terms of the HAUT Trust Deed. With the approval of the HAUT Trustee, which

approval shall not be unreasonably withheld, the Australian Property Manager is also entitled to

novate its respective rights, benefits and obligations under the Australian Property Management

Agreement to any wholly-owned direct or indirect subsidiary of the Sponsor.

Exclusion of Liability

In the absence of fraud, gross negligence, wilful default or breach of the Australian Property

Management Agreement by the Australian Property Manager, it shall not incur any liability by

reason of any error of law or any matter or thing done or suffered or omitted to be done by it in

good faith under the Australian Property Management Agreement or in following the instructions

of the HAUT Trustee.

In addition, the HAUT Trustee shall indemnify the Australian Property Manager against any

actions, costs, claims, damages, expenses or demands to which it may suffer or incur as

Australian Property Manager, save where such action, cost, claim, damage, expense or demand

is occasioned by the fraud, gross negligence, wilful default or breach of the Australian Property

Management Agreement by the Australian Property Manager, its employees or agents.

No Restriction on Property Manager

The Australian Property Manager may provide services similar to those contemplated under the

Australian Property Management Agreement to other parties operating in the same or similar

business as FLT, or in other businesses.

PROPERTY MANAGEMENT AGREEMENTS

Master Property Management Agreement

Any properties located outside Australia that is subsequently acquired by the REIT Trustee on

behalf of FLT, whether such properties are directly or indirectly held by FLT, or are wholly or partly

owned by FLT, will be managed by the Property Manager in accordance with the terms of the

Master Property Management Agreement.

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The Master Property Management Agreement will be entered into by the REIT Manager, the REIT

Trustee and FCL MS pursuant to which the FCL MS will be appointed to provide property

management, lease management and marketing services to FLT in respect of any properties of

FLT located outside Australia, subject to the terms and conditions of the Master Property

Management Agreement. FCL MS may itself be the Property Manager or may nominate a related

corporation or third party agent to be the Property Manager and perform the property

management, lease management and marketing services.

The Master Property Management Agreement provides that in respect of each property which is

held by the REIT Trustee (whether directly or indirectly), the REIT Trustee, the REIT Manager and

the FCL MS (or its nominee, as the case may be) will enter into a separate individual property

management agreement, in the form and on terms substantially similar to the form of individual

property management agreement appended to the Master Property Management Agreement. The

individual property management agreements will be entered into in furtherance of the Master

Property Management Agreement and in the form as appended to the Master Property

Management Agreement. Accordingly:

(a) termination of any one individual property management agreement entered into in respect of

any future property acquired would not impact the Master Property Management Agreement

or any other individual property management agreements entered into pursuant to the

Master Property Management Agreement; and

(b) termination of the Master Property Management Agreement would cause all individual

property management agreements entered into pursuant to it to be terminated too.

The initial term of the Master Property Management Agreement is 10 years from the date on which

the Master Property Management Agreement will be entered into.

Six months prior to expiry of the initial term of the Master Property Management Agreement, the

Property Manager may request to extend its appointment for a further term to be agreed on the

same terms and conditions, except for revision of all fees payable to the Property Manager to

market rates prevailing at the time of such extension and any term which the REIT Trustee and

the Property Manager agree is required due to any change in the applicable legislation or

regulations, subject to Unitholders approval if such approval is required pursuant to the Trust

Deed or any applicable legislation or regulations.

Two months before expiry of the initial term, the REIT Trustee will decide the prevailing market

rates for the extension term, based on the recommendation of the REIT Manager. If the Property

Manager disagrees with the REIT Trustee’s decision on the prevailing market rates for the

extension term, the matter will be referred to an independent Expert1 whose determination of the

prevailing market rates shall be final and binding on the parties.

The REIT Trustee may give a written request to the Property Manager to extend the appointment

of the Property Manager for the extension term, on the revised fees based on the prevailing

market rates determined as aforesaid.

The REIT Trustee shall not be obliged to extend the appointment of the Property Manager if the

above conditions are not fulfilled.

1 “Expert” is defined to mean any internationally reputable firm of valuers, real estate agents or any other firms or

specialists operating in the Relevant Country (as defined in the Master Property Management Agreement) with

experience in property management in the Relevant Country as agreed by the parties or any internationally

reputable firm of auditors operating in the Relevant Country as agreed by the parties. If the parties fail to agree,

within seven Business Days from the REIT Trustee’s notice of intention to appoint the Expert, on who should be

appointed as the Expert, the REIT Trustee shall request the President for the time being of the Singapore

International Arbitration Centre to nominate the Expert and such nomination shall be final and binding on the parties.

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Fees

Under the Master Property Management Agreement, the Property Manager is entitled to the fees

set out below, to be borne out of the Deposited Property, for each property located outside

Australia under its management.

Property Management Fees

For property management services rendered by the Property Manager for a property located

outside Australia which is under its management, the REIT Trustee will pay the Property Manager

for each such property a property management fee based on the following formula:

• a property management fee of up to 2.0% per annum of the PMA Gross Revenue1 of each

Property; and

• a lease management fee of up to 1.0% per annum of the PMA Gross Revenue1 of each

property.

Marketing Services Commission

The Property Manager will be entitled to the commissions (as derived based on the table below)

for the marketing services it provides to secure new leases for properties of FLT located outside

Australia. For renewal of existing leases for the Properties of FLT, the commissions (as derived

based on the table below) for the marketing services it provides will be reduced by 50%.

Length of New Lease or

Renewed Lease Marketing Services Commission Payable

(a) Less than six months Nil.

(b) Six months or more but

less than three years

Pro-rated based on the commission of up to 1.0 month PMA

Gross Revenue1 payable for a lease of three years as per (c)

below.

(c) Three years Up to 1.0 month PMA Gross Revenue1.

(d) Between three years and

five years

Pro-rated based on the commission of up to 2.0 months PMA

Gross Revenue1 payable for a lease of five years as per (e)

below.

(e) Five years Up to 2.0 months PMA Gross Revenue.

(f) More than five years Pro-rated based on the commission of up to 2.0 months PMA

Gross Revenue1 payable for a lease of five years as per (e)

above PROVIDED THAT the commission payable shall not

exceed a sum equivalent to 3.0 months PMA Gross

Revenue1.

In the event that a third party agent is employed to provide the above services, the third party

agent will be entitled to such commission instead of the Property Manager. However, an

administrative charge of 20.0% of the commission payable to such third party agent is payable to

the Property Manager.

1 “PMA Gross Revenue”, is defined in the Master Property Management Agreement and means the gross revenue

for the relevant fiscal year.

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Project Management Services Fees

For the project management services for a property located outside Australia, the REIT Trustee

will pay the Property Manager the following fees in relation to the refurbishment, retrofitting and

renovation works on a property under its management:

• where the construction costs1 are S$20 million or less, a fee of 3.0% of the construction

costs; and

• where the construction costs exceed A$20.0 million, a fee of less than 3.0% of the

construction costs to be mutually agreed by the REIT Manager and the Property Manager.

Expenses

The Property Manager is authorised to utilise funds deposited in operating accounts maintained

in the name of the REIT Trustee and to make payment for all costs and expenses incurred in the

operation, maintenance, management and marketing of each property within each annual budget

approved by the REIT Trustee on the recommendation of the REIT Manager.

Individual Property Management Agreement

Under the respective Individual Property Management Agreements for each property located

outside Australia subsequently acquired by the REIT Trustee on behalf of FLT, whether such

properties are directly or indirectly held by FLT, or are wholly or partially owned by FLT, FLT may

appoint the Property Manager to provide property management to such property, by giving written

notice to the Property Manager informing the Property Manager of its appointment as the property

manager in relation to such new property.

Property Manager’s Services

The services provided by the Property Manager for each property under its management include

the following:

• property management services, recommending third party contracts for provision of property

maintenance services, supervising the performance of contractors, arranging for adequate

insurances and ensuring compliance with building and safety regulations;

• lease management services, including coordinating tenants’ fitting-out requirements,

administration of rental collection, management of rental arrears, and administration of all

property tax matters;

• marketing and marketing coordination services, including initiating lease renewals and

negotiation of terms; and

• project management services in relation to the development or redevelopment, the

refurbishment, retrofitting and renovation works to a property, including recommendation of

project budget and project consultants, and supervision and implementation of the project.

1 “Construction costs” for the purpose of calculating the project management fee payable to the Australian Property

Manager means all construction costs and expenditure valued by the quantity surveyor engaged by the REIT

Trustee for the project, excluding development charges, differential premiums, statutory payments, consultants’

professional fees and GST.

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Power of Attorney

The REIT Trustee shall grant to the Property Manager such power of attorney as the REIT Trustee

deems fit.

Termination

The REIT Trustee or the REIT Manager may terminate the appointment of the Property Manager

under the Master Property Management Agreement and/or individual property management

agreements entered into pursuant to the Master Property Management Agreement in relation to

all the properties of FLT under the management of the Property Manager on the occurrence of

certain specified events, which include the liquidation or cessation of business of the Property

Manager.

In the event of a sale of any of the properties under the management of the Property Manager, the

REIT Trustee or the REIT Manager may terminate the appointment of the Property Manager under

the relevant individual property management agreement by giving not less than 30 days’ prior

written notice to the Property Manager. Under the Master Property Management Agreement, in the

event of a sale of a property, the Master Property Management Agreement will continue to apply

with respect to the remaining properties managed by FCL MS (or its nominees, as the case may

be) under the relevant individual property management agreements.

In addition, if the Property Manager, within 90 days of receipt of written notice, fails to remedy any

breach (which is capable of remedy) of its obligations in relation to a property, the REIT Trustee

may terminate the appointment of the Property Manager in relation only to such property in

respect of which the breach relates, upon giving 30 days’ written notice to the Property Manager.

On the termination of the appointment of the Property Manager, the REIT Trustee shall, as soon

as practicable (on the recommendation of the REIT Manager), procure the appointment of a

replacement property manager for the affected property.

Novation

The REIT Trustee and the REIT Manager is entitled to novate their respective rights, benefits and

obligations under the Master Property Management Agreement to a new trustee of FLT appointed

in accordance with the terms of the Trust Deed. With the approval of the REIT Trustee, which

approval shall not be unreasonably withheld, FCL MS is also entitled to novate its respective

rights, benefits and obligations under the Master Property Management Agreement to any

wholly-owned direct or indirect subsidiary of the Sponsor.

Exclusion of Liability

In the absence of fraud, gross negligence, wilful default or breach of the Master Property

Management Agreement and/or the individual property management agreement(s) by the relevant

Property Manager, it shall not incur any liability by reason of any error of law or any matter or thing

done or suffered or omitted to be done by it in good faith under the Master Property Management

Agreement and/or individual property management agreement(s), as the case may be, or in

following the instructions of the REIT Trustee.

In addition, the REIT Trustee shall indemnify the Property Manager against any actions, costs,

claims, damages, expenses or demands to which it may suffer or incur as property manager, save

where such action, cost, claim, damage, expense or demand is occasioned by the fraud, gross

negligence, wilful default or breach of the Master Property Management Agreement and/or

Iindividual property management agreement(s) by the Property Manager, its employees or agents.

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No Restriction on Property Manager

The Property Manager may provide services similar to those contemplated under the Master

Property Management Agreement and/or the individual property management agreements, as the

case may be to other parties operating in the same or similar business as FLT, or in other

businesses.

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OVERVIEW OF RELEVANT LAWS AND REGULATIONS IN AUSTRALIA

RELEVANT LAWS AND REGULATIONS IN AUSTRALIA

General

The laws of Australia have their source in both government legislation and regulation (at the

Commonwealth, state and local government levels) and the general law developed by the courts,

as follows:

• Commonwealth/Federal: The Commonwealth Government has power derived from the

Federal Constitution to legislate in relation to specific areas including corporations, trade and

commerce, taxation, banking and foreign investment. For example, the Australian

Corporations Act is the legislation that governs financial services licensing and company

registration.

• State and Territory: Subject to Commonwealth laws, the states and territories make laws

which apply to their own jurisdiction. It is the state-based legislation that covers many

general property matters, including land title and environmental matters.

• Local Government: Local governments (or councils) provide governance for communities at

a more local level, including on environmental aspects, permitted uses of land and building

approvals. There are usually many local government areas and bodies within a capital city

of each state and territory.

• Courts: Legislation is supported by case law (known as common law) which is developed

through decisions of the courts. The system of binding precedent requires the courts to

consider the precedent established in earlier cases, and in this way Australian real property

law is progressively developed and adapted.

Real Property

Registered Land

Australia operates a system of land registration known as the Torrens system. Under this system,

legal title to property is perfected by the act of registration. This means that on a sale of Torrens

system land, the buyer obtains legal title on registration of the transfer, rather than on execution

of the instrument of transfer. Most, but not all, of the land in Australia is Torrens system land.

Each state or territory maintains a property registry, which is a state government-run public

repository of information on property tenure. Although the rules, requirements and forms differ

across the states and territories, the register contains title information and details of registered

interests affecting Torrens system land. Examples of registered interests include easements,

restrictive covenants, mortgages and leases.

Title to Torrens system land is recorded on a certificate of title which is issued by and kept at the

registry. A duplicate certificate of title is issued to the registered owner in most states and

territories1.

In Australia, the Torrens system is underpinned by a principle known as “indefeasibility”.

Registration of title provides indefeasibility i.e. once a transfer or grant of title to the land is

registered, then as a general rule, the title cannot be defeated by other unregistered interests.

This means that a buyer of land acquires its interest subject to earlier registered interests but free

1 In Queensland, the register is electronic and in general no duplicate certificate of title is issued.

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from all unregistered interests (even if the buyer knew about those unregistered interests), other

than a number of statutory and equitable exceptions. The exact scope of these exceptions varies

between the various states and territories, but generally includes fraud, short-term leases,

easements, misdescription of boundaries and, sometimes, adverse possession.

Legislation in most states and territories provides for compensation to be payable to persons who

suffer loss as a result of the operation of the system, for instance where fraud occurs or there is

an error or omission in the registry.

In practical terms, the effect of indefeasibility of title is that a buyer of property in Australia can

generally rely on the certificate of title as evidence of title. Time and expense does not need to be

incurred in investigating title beyond the register, other than in respect of the specific exceptions

and which are not always of themselves possible to investigate. Title insurance is generally not

obtained as part of property acquisitions in Australia, where the property is Torrens system land.

Unregistered Land

Not all land in Australia is registered and so the Torrens system of title by registration does not

always apply. The two main types of unregistered land are:

• unalienated Crown land (that is, land owned by the Commonwealth, a state or a territory that

has not previously been the subject of a grant of title); and

• land falling under the old pre-registration system (known as “general law” land).

If land of either type is the subject of an investment, additional due diligence is undertaken as

there is no registered title to rely on.

Leases/Tenancies in Australia

Lease terms and conditions in Australia are subject to market standards and practice, and there

are also terms implied by legislation and common law. In particular, there is a large body of retail

tenancy legislation which has been developed to protect retail tenants, especially smaller

specialty tenants. Generally the parties cannot contract out of these provisions.

The leasing practice differs in the various states and territories in relation to registration. Generally

speaking, short term leases to tenants in possession do not need to be registered to grant an

indefeasible leasehold title. In all jurisdictions except Victoria and South Australia (where it is one

year or less), a short term lease means a lease of three years or less.

In all jurisdictions (except Victoria), registration of a lease (other than a short term lease) is

required to give indefeasible leasehold title. The exception is Victoria where a lease to a tenant

who is in possession grants an indefeasible leasehold title regardless of the term. As a result,

leases are rarely registered in Victoria.

Compulsory Acquisition

The Lands Acquisition Act 1989 of Australia provides specific powers to the Australian

Commonwealth Government to acquire interests in land and also provides a regime designed to

protect an owner’s interests when the Australian Commonwealth Government wants to acquire the

owner’s interest in land. Similar state and territory based regimes apply in respect of compulsory

acquisitions of interests in land by state and territory governments.

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For compulsory acquisitions of property in Australia, the amount of compensation to which a

person is entitled is such amount as, having regard to all relevant matters, will compensate the

person for the acquisition. In assessing the amount of compensation, regard is had to matters,

including but not limited to:

• the market value of the land;

• any financial advantage, additional to market value, to the person incidental to the person’s

ownership of the interest;

• any loss, injury, damage or reasonable expenses incurred as a direct result of the

acquisition; and

• reasonable legal or professional costs.

Building Code

The Building Code of Australia has been given the status of regulation by all Australian states and

territories. It contains technical provisions for the design and construction of buildings and other

structures, covering such matters as structure, fire resistance, access and egress, services and

equipment, and energy efficiency as well as certain aspects of health and amenity.

Technical based assessment methods are used to determine whether a building (or part of a

building) complies with the relevant code performance requirements. Such assessment is usually

performed by building engineers or other building technical consultants.

Planning and Environmental

Planning Controls

Control of land use is heavily regulated through statutory planning instruments. Each state and

territory has its own system of zoning land which designates permissible and prohibited uses. The

planning instruments are extensive, covering not only permissible land uses but also design

limitations, height controls, impacts on native vegetation, impact of other natural hazards and

heritage, among other matters.

Planning Approvals

Under the various state and territory planning instruments, many land uses and developments will

need to obtain planning approvals. Approvals are most often granted by the local council, and for

some larger projects, approvals can be granted by the state government. The planning approvals

can be very detailed and include conditions governing the built form, hours of operations, amenity

impacts and payment of development contributions to the authorities. Without the relevant

planning approval, there is a risk that the use of land may not be permitted to continue, or building

works may need to be rectified or demolished. Planning controls or conditions may also limit future

development of FLT’s properties.

Any proposed new development will be required to undergo an assessment process under the

planning and/or environmental legislation of the relevant state. There are generally appeal rights

to state courts in relation to decisions arising out of the assessment process. Obtaining approvals

can take some time, although there is sometimes a streamlined process available for major

projects.

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Commonwealth Environmental Requirements

The main Commonwealth environmental legislation is the Environmental Protection and

Biodiversity Conservation Act 1999 which regulates actions that have or are likely to have a

significant impact on one of the following: world heritage properties; national heritage places;

wetlands of international importance; listed threatened species and ecological communities;

migratory species protected under international agreements; Commonwealth marine areas; the

Great Barrier Reef marine park; nuclear actions including uranium mines; and actions that will

affect the land owned by the Commonwealth.

In these cases, additional approval is required from the Australian government. Carrying out such

activities without a required approval is a serious offence.

However, the majority of environmental regulation in Australia is carried out at the level of the state

government, as set out below.

Environmental Licences

State-based environmental protection legislation requires that specified activities that have

adverse environmental impact will require a licence. Licensing is most often related to

management of waste and industrial-type premises but can include other premises which are

deemed to have an impact on the environment. These licences will govern many aspects of

environmental regulation at a site and generally require annual fees, ongoing monitoring of

emissions and annual reporting.

Offences

Under the state environmental protection legislation, it is an offence to pollute air, water, or land

without a licence. Most of these offences are strict liability, meaning that there are very limited

defences.

Pollution incidents are often prosecuted by the Environment Protection Authority (the “EPA”)

resulting in fines and restitution orders, and more rarely imprisonment.

Contamination

Certain levels of soil and groundwater contamination will require notification to the EPA. Each

state’s EPA can also order clean-up of contaminated sites. Typically, the EPA will order the current

owner of a site to carry out clean up. That owner may then seek to bring court proceedings to

recover the clean-up costs against the original polluter, assuming the original polluter can be

found. Clean-up of contaminated sites and groundwater can run into millions of dollars. A polluter

will always remain responsible for its contamination, including any contamination that the person

or company had caused on sites it has now vacated or sold.

Existence of Native Title Rights

In Australia, the rights and interests of indigenous inhabitants in their traditional land, in

accordance with their own laws and customs, are protected at common law and under legislation.

These rights are referred to as “native title”.

To date, there have only been a small number of native title claims that have been determined by

the Federal Court to hold native title, however there is a large number of native title claims that

have been registered by the National Native Title Tribunal and attract native title procedural rights.

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Extinguishment of Native Title Rights

Native title is extinguished if an inconsistent grant of an interest in the land to people other than

the native title holders was granted prior to 23 December 1996. Such grants include the grant of

freehold land and most forms of leases. It is also possible for native title to be extinguished in the

same manner after 23 December 1996 if the procedures in the Native Title Act are followed. It is

relatively unusual for native title to be an issue on city-centre sites.

Heritage

There is legislative protection of items of Australian heritage. Where real estate is listed on a

heritage register or otherwise affected, restrictions may be placed on any development which

would affect the heritage items.

Specific indigenous heritage legislation exists to protect sites and objects of significance to

indigenous people. Indigenous heritage sites may exist on land that is not the subject of native

title. Consent of the relevant Minister may be required if use of the land may disturb or destroy

Aboriginal sites. The Commonwealth legislation provides for emergency (and permanent)

declarations in the event that state legislation fails to protect a significant Aboriginal site.

Work health and safety

State and territory laws impose strict obligations on companies to ensure the health, safety and

welfare of employees and other people in the workplace or affected by the company’s undertaking.

A breach of these obligations means that the company and its managers and directors are

exposed to prosecutions and significant monetary penalties.

There are now also positive duties of due diligence on officers (including directors) and senior

managers for compliance with obligations, and the primary duty for safety is shifting to the “person

conducting a business or undertaking”. Officers should be familiar with WHS obligations, codes of

practice and site risks. There should be a robust and comprehensive safety management system

complying with industry standards.

Regulation of Foreign Investment in Australian Property

Foreign investment in Australia is regulated principally by the Foreign Acquisitions and Takeovers

Act 1975. The Australian Treasurer administers the FATA with the advice and assistance of the

FIRB. There are specific circumstances where foreign investors can purchase property in

Australia. However, outside these circumstances those purchases are prohibited unless they have

been notified to the Australian Treasurer and a no objections notification (which is commonly

referred to as FIRB approval) obtained. Investments in Australian property that meet certain

thresholds require FIRB Approval.

Notification is required to be provided to the Australian Treasurer and FIRB approval obtained in

respect of the acquisition by a foreign person of an interest in Australian land. Relevantly, an

interest in Australian land includes a unit in an Australian land trust (“ALT”). The Australian

Treasurer has powers under the FATA to make adverse orders in respect of an acquisition if he

considers it to be contrary to Australia’s national interest. The obligation to notify and obtain a prior

FIRB Approval is upon the acquirer of the interest.

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Persons Who May Be Required to Make a Notification

Under Australia’s foreign investment regime, it is the responsibility of any person (including,

without limitation, nominees and trustees) who is:

• an individual not ordinarily resident in Australia; or

• a corporation in which an individual not ordinarily resident in Australia, a foreign corporation

or a foreign government holds a substantial interest (20% or more, including associate

holdings); or

• a corporation in which 2 or more persons, each of whom is an individual not ordinarily

resident in Australia, a foreign corporation or a foreign government, hold an aggregate

substantial interest (40% or more, including associate holdings); or

• the trustee of a trust in which an individual not ordinarily resident in Australia, a foreign

corporation or a foreign government holds a substantial interest (20% or more, including

associate holdings); or

• the trustee of a trust in which 2 or more persons, each of whom is an individual not ordinarily

resident in Australia, a foreign corporation or a foreign government, hold an aggregate

substantial interest (40% or more, including associate holdings); or

• a foreign government, their agencies or related entities (for example, state-owned

enterprises and sovereign wealth funds); or

• an entity in which a government, their agency or related entity: from a single foreign country

holds an aggregate direct or indirect interest of 20% or more; or from more than one foreign

country have an aggregate direct or indirect interest of 40% or more,

to ascertain if they may be required to notify and obtain FIRB Approval from the Australian

Treasurer in respect of their investment.

What Constitutes an Acquisition of an Interest in Australian Land?

“Australian Land” is broadly defined to include agricultural land, commercial land, residential

land and mining or production tenements in Australia.

What notification is required for an acquisition of an interest in Australian land?

The FATA defines an interest in Australian Land to include:

• a legal or equitable interest in Australian Land, other than

(a) an interest under a lease or licence or in a unit in a unit trust estate;

(b) an interest in an agreement (a “profit a prendre”) giving a right to take something off

another person’s land or to take something out of the soil of that land; or

(c) an interest in an agreement involving the sharing of profits or income from the use of,

or dealings in, Australian land

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• an interest in a security in an entity that owns Australian land, being a security that entitles

the holder to a right to occupy a dwelling of a kind known as a flat or home unit situated on

the land;

• an interest as lessee or licensee in a lease or licence giving rights to occupy Australian land

where the term of the lease or licence (including any extension or renewal) is reasonably

likely, at the time the interest is acquired, to exceed five years;

• an interest in a profit a prendre (described above) if the term of the agreement (including any

extension or renewal) is reasonably likely, at the time the interest in the agreement is

acquired, to exceed five years;

• an interest in an arrangement involving the sharing of profits or income from the use of, or

dealings in, Australian land if the term of the agreement (including any extension or renewal)

is reasonably likely, at the time the interest in the agreement is acquired, to exceed five

years;

• an interest in a share in an Australian land corporation;

• an interest in a unit in an Australian land trust or agricultural land trust; or

• if the trustee of an Australian land trust or agricultural land trust is a corporation – an interest

in a share in that corporation.

What is an ALT?

An Australian land trust is a unit trust where the value of its interests in Australian land exceeds

50.0% of the value of its total assets.

An ALT may not necessarily be a trust formed in Australia. It may be formed anywhere. It is the

composition of the assets of the trust that will make it an ALT for the purposes of the Australian

foreign investment regime.

The acquisition of a single unit in an ALT is notifiable under the FATA unless a threshold or an

exemption applies or if an applicable approval is already held by a foreign person. There is a

threshold of A$55 million for the acquisition of interests in an Australian land trust that holds

sensitive land where the acquirer is not a Foreign Government Investor. For a Foreign

Government Investor, a A$0 threshold applies. The threshold is assessed against the value of the

interest acquired and there is an exemption for interests of less than 10.0% in a listed ALT.

If the Australian Treasurer considers the acquisition of a notifiable interest in an ALT as contrary

to the national interest, the FATA provides power to the Australian Treasurer to make adverse

orders in respect of the acquisition.

What notification is required for an acquisition of an interest in an ALT?

An application is made by a foreign person to the Australian Treasurer through the FIRB.

Notification under the FATA is made by completing the registration form on an online portal

maintained by FIRB. A cover letter setting out the proposal including the parties supports the

formal notice.

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Under the FATA, the Australian Treasurer has a period of 30 days in which to make a decision on

an application. The decision period commences upon FIRB receiving payment of the application

fee. The decision period may be extended by a negotiated period if the Australian Treasurer is of

the view additional time is required.

Regulation of Companies

Ordinarily, companies trade with limited liability. However, a company’s directors and any holding

company may be liable for debts incurred at a time when the company is insolvent and there are

reasonable grounds for suspecting it is insolvent or would become insolvent. Further, in certain

circumstances, a company director may also be liable for any outstanding tax-related liabilities of

the company.

Companies are subject to a large range of corporate governance requirements and guidelines in

Australia and in the case of unlisted proprietary companies, they primarily arise from the

Australian Corporations Act. The Australian Securities & Investments Commission (“ASIC”) is

responsible for overseeing the operation of and compliance with this law.

A proprietary company must have at least one director who is ordinarily resident in Australia and

it must have a registered office in Australia.

The directors of a company may delegate any of their powers to another director, a committee of

directors, an employee of the company, or any other person.

Directors’ duties in Australia are prescribed by legislation, in particular the Australian Corporations

Act, and an extensive body of case law (common law). As fiduciaries, directors owe stringent

duties:

• to act honestly;

• to exercise care and diligence;

• to act in good faith in the best interests of the company and for a proper purpose;

• not to improperly use their position or company information; and

• to disclose their material personal interests and avoid conflicts of interest.

Directors have duties regarding financial and other reporting and disclosure and can be liable

under various laws including for breaches of fund raising, anti-money laundering, environmental,

trade practices, privacy, and occupational health and safety laws. If the company they manage is

in financial distress, there are additional duties and issues which the directors must address with

particular care and consideration.

All companies are required to prepare annual accounts and large proprietary companies (those

with revenue above A$25.0 million or gross assets above A$12.5 million) must have their annual

accounts audited.

Data Security

Australian privacy law regulates the collection, storage, use and disclosure of personal

information by organisations carrying on business in Australia, and the rights of individuals to

access information held about them. Special rules apply to:

• the use and disclosure of credit information by credit providers and credit reporting agencies;

• the collection and use of tax file numbers;

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• the collection of sensitive information, including information about health, race, sexual

preference, criminal record, and religion or political affiliation; and

• sending personal information outside Australia.

An organisation subject to the Privacy Act 1988 (Cth) must also publish a privacy policy, and

establish complaints handling and access procedures.

Australian privacy laws were originally based on an OECD directive in which comparable schemes

in other jurisdictions are based. There are a number of broad exemptions under the Privacy Act,

such as an employee records exemption and an exemption for small businesses. The EU does not

recognise the Australian data regime as providing EU-equivalent protection and, as a result, EU

data cannot be transferred into Australia without taking additional steps (such as a contractual

undertaking).

The federal government has proposed amendments to the Privacy Act 1988 which, if enacted,

would oblige regulated entities to report serious data breaches to affected individuals and to the

Privacy Commissioner.

Australian criminal law also contains a range of data security measures. Australia is a party to and

has ratified the Council of Europe Convention on Cybercrime and its domestic law is aligned with

that Convention.

Intellectual Property

The principal forms of intellectual property protection available in Australia are trade marks,

designs, patents and copyright. All of these forms of protection are governed by legislation. The

common law also provides remedies against a person passing off goods or services as those of

another, as well as protection for confidential information or trade secrets.

Trade marks

Trade marks and service marks can be registered in Australia under the Trade Marks Act 1995

(Cth). Trade marks can be obtained for names, logos, aspects of packaging, shapes, colours,

sounds and scents. Initial registration is for 10 years, renewable for a further 10 year term. As the

application process can take between 6 to 12 months, intending traders should consider applying

to register their trade marks as far in advance as possible. Australia is a signatory to a number of

international trade mark conventions. Accordingly, if an application for registration of a trade mark

is made in Australia within 6 months of an application (being the first in the world for that trade

mark in relation to those goods/services) by the same person in a convention country, the

applicant can claim the convention country filing date as the priority date.

Trade marks, names and brands may also be protected under the common law doctrine of passing

off and under the Competition and Consumer Act 2010 (Cth), which prohibits corporations from

engaging in misleading or deceptive conduct in trade or commerce. In both cases, it is necessary

to establish a reputation for the particular trade mark.

The Intellectual Property Laws Amendment (Raising the Bar) Act 2011 which came into effect in

2013 has had a significant impact on Australian patent and trade mark practice in Australia,

amending patent, trade mark and other intellectual property laws.

The reforms to trade mark law include:

• making it easier to obtain registration of a trade mark by reinstating the presumption of

registrability;

• reducing the delays in the opposition process, including by contracting timeframes for some

milestones;

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• imposing harsher penalties designed to deter counterfeiting activities;

• creating new summary offences for drawing, or programming a device to draw, a registered

trade mark if it is likely to be used for an offence, and for possessing a die, block, computer

or other device or instrument if it is likely to be used for an offence; and

• granting courts discretion to award additional damages for trade mark infringement.

Patents

Patents for inventions can be granted under the Patents Act 1990 (Cth) for a period of 20 years,

conferring an exclusive right to exploit the invention during that time. In order to qualify for

standard patent protection, an invention must be novel, inventive and useful. The Patents Act also

recognises innovation patents, which are intended for less important inventions and have a lower

inventive threshold. The innovation patent has a term of eight years and cannot be extended.

Australia is a member of the Paris Convention and the Patent Co-operation Treaty, which are both

designed to facilitate international patent applications.

The reforms made by the Intellectual Property Laws Amendment (Raising the Bar) Act 2011 to

patent law include:

• raising the threshold for inventive step (by expanding the common general knowledge to

include worldwide common general knowledge and by removing the requirement that prior

art information would have been ‘ascertained, understood and regarded as relevant’ by a

person skilled in the relevant art);

• replacing the requirement of utility with a new requirement that an invention disclose a

‘specific, substantial and credible’ use;

• inserting the requirement that a patent specification disclose the invention in a manner which

is clear and complete enough for the invention to be performed by a person skilled in the

relevant art, rather than the requirement that a complete specification ‘describe the invention

fully’;

• replacing the requirement that claims of a patent be ‘fairly based’ on the specification with a

new requirement that they be ‘supported by’ the specification; and

• inserting an exemption to patent infringement for activities undertaken for the sole purpose

of research, and extending the existing exemption for acts done for the purpose of obtaining

regulatory approval to non-pharmaceutical patents.

Copyright

Copyright is protected under the Copyright Act 1968 (Cth). Registration is not required. Australia,

like a vast majority of countries is a signatory to the Berne Convention for the Protection of Literary

and Artistic Works (Berne Convention). Therefore, works created by a national or resident of

another country which is also a signatory will be treated as if created in Australia for the purposes

of Australian copyright protection, and Australian copyright law will apply to those works.

Computer programs are protected by copyright, as are literary works, while circuit layouts are

protected by the Circuit Layouts Act 1989 (Cth).

In Australia, moral rights laws (the right of attribution and non-derogation) are also protected

under the Copyright Act.

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Designs

Designs are protected under the Designs Act 2003 (Cth). Designs relate to the overall visual

appearance of a product including features of shape, configuration, pattern and ornamentation. In

order to register a design in Australia, it must be new and distinctive. New means that the design

has not been publicly used in Australia nor published in a document in or outside of Australia

before the application date. Distinctive means substantially different in overall appearance to

other designs already in the public domain.

A design can be registered for a period of five years and can be renewed for a further five years.

Convention priority can be claimed for designs filed internationally six months prior to the

application date in Australia.

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TAXATION

The following summary of certain tax consequences in Singapore and Australia of the purchase,

ownership and disposition of the Units is based upon laws, regulations, rulings and decisions now in

effect, all of which are subject to change (possibly with retroactive effect) and is based on the transaction

structure for the Enlarged Portfolio. The summary does not purport to be a comprehensive description

of all the tax considerations that may be relevant to a decision to purchase, own or dispose of the Units

and does not purport to apply to all categories of investors, some of which may be subject to special

rules. Investors should consult their own tax advisers concerning the application of Singapore and

Australian tax laws to their particular situations as well as any consequences of the purchase, ownership

and disposition of the Units arising under the laws of any other tax jurisdictions.

SINGAPORE TAXATION

Income Tax

Taxation of FLT

FLT is liable to Singapore income tax, currently at the rate of 17.0%, on:

(a) income accruing in or derived from Singapore; and

(b) unless otherwise exempt, income derived from outside Singapore which is received in

Singapore or deemed to have been received in Singapore by the operation of law.

FLT’s income or receipts may include:

(a) distributions and interest income from the HAUT;

(b) dividends from FLT Australia Pte. Ltd.; and

(c) proceeds from repayment of shareholder’s loans and/or redemption of redeemable

preference shares.

Distributions and interest income from the HAUT

FLT has obtained confirmation from the IRAS that tax exemption under Section 13(12) of the

Income Tax Act will apply to the taxable income distributions and interest income that it will receive

from the HAUT in respect of the Enlarged Portfolio. This tax exemption is subject to certain

conditions, including but not limited to the condition that the REIT Trustee is a tax resident of

Singapore.

This tax exemption, however, does not apply to distributions and/or interest income that originate

from receipts, if any, derived from the Contingent Rental Support Arrangements. Such

distributions and/or interest income will be subject to Singapore income tax, currently at the rate

of 17.0%. Provided the REIT Trustee is a tax resident of Singapore, FLT should be able to claim

a credit for any Australian withholding taxes that are imposed on these distributions and/or interest

income, but only to the extent that the tax credit does not exceed the amount of Singapore tax

payable on the distributions and/or interest income. The net Singapore tax payable, if any, after

the claim for tax credit will be assessed on the REIT Trustee.

Tax deferred distributions from the HAUT (i.e. excess of cash distributions over the taxable income

of the HAUT) should be treated as a return of capital in the hands of the REIT Trustee and hence

not be subject to Singapore income tax.

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Dividends from FLT Australia Pte. Ltd.

Provided that FLT Australia Pte. Ltd. is a tax resident of Singapore, dividends from FLT Australia

Pte. Ltd. will be exempt from Singapore income tax in the hands of the REIT Trustee under Section

13(1)(za) of the Income Tax Act.

A company is resident in Singapore if the control and management of its business is exercised in

Singapore.

Proceeds from repayment of shareholder’s loan and/or redemption of redeemable preference

shares

Any proceeds received by FLT from repayment of the principal amount of shareholder’s loans

and/or the redemption of any redeemable preference shares at the original cost of such shares are

capital receipts and hence not taxable on the REIT Trustee.

Taxation of FLT Australia Pte. Ltd.

Singapore tax resident companies are subject to Singapore income tax on income accruing in or

derived from Singapore and on income derived from outside Singapore which is received in

Singapore or deemed to have been received in Singapore by the operation of law unless such

income is otherwise exempt from tax.

The corporate income tax rate in Singapore is currently 17.0%, with the following partial

exemption granted for the first S$300,000 of normal chargeable income:

(a) 75.0% of up to the first S$10,000 of chargeable income; and

(b) 50.0% of up to the next S$290,000 of chargeable income.

The income of FLT Australia Pte. Ltd. is expected to comprise distributions from the HAUT.

Distributions from the HAUT

FLT Australia Pte. Ltd. has obtained confirmation from the IRAS that tax exemption under Section

13(12) of the Income Tax Act will apply to the taxable income distributions that it will receive from

the HAUT in respect of the Enlarged Portfolio. This tax exemption is subject to certain conditions,

including but not limited to the condition that FLT Australia Pte. Ltd. is a tax resident of Singapore.

This tax exemption, however, does not apply to distributions that originate from receipts, if any,

derived from the Contingent Rental Support Arrangements. Such distributions will be subject to

Singapore income tax, currently at the rate of 17.0%. FLT Australia Pte. Ltd., provided it is a tax

resident of Singapore, should be able to claim a credit for any Australian withholding taxes that are

imposed on these distributions, but only to the extent that the tax credit does not exceed the

amount of Singapore tax payable on the distributions.

Tax deferred distributions from the HAUT (i.e. excess of cash distributions over the taxable income

of the HAUT) should be treated as a return of capital in the hands of FLT Australia Pte. Ltd. and

hence not be subject to Singapore income tax.

Taxation of gains from disposal of investments

Singapore does not impose tax on capital gains. The determination of whether gains from disposal

of investments are income or capital in nature is based on a consideration of the facts and

circumstances of each case.

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In the event of any disposal of investments (shares, units or properties), gains arising from such

disposal will not be liable to Singapore income tax unless the gains are considered income of a

trade or business carried on in Singapore by the seller. The gains may also be liable to Singapore

income tax if the investments were acquired with the intent or purpose of making a profit from sale

and not intended for long-term purposes.

Taxation of Unitholders

Distributions from FLT

Distributions made by FLT in respect of the Enlarged Portfolio may comprise all, or a combination,

of the following types of distribution:

(a) tax-exempt income distribution;

(b) after-tax income distribution; and

(c) capital distribution.

Tax-exempt income distribution

Unitholders will be exempt from Singapore income tax on distribution made by FLT out of its

tax-exempt income (e.g. dividends from FLT Australia Pte. Ltd.). No tax will be deducted at source

or withheld on such distribution.

After-tax income distribution

Unitholders will not be liable to Singapore income tax on distribution made by FLT out of its income

that has been/will be subject to tax in the hands of the REIT Trustee. No tax will be deducted at

source or withheld on such distribution. Unitholders will not be entitled to tax credits for any taxes

paid/payable by the REIT Trustee on such income.

Capital distribution

Capital distribution (e.g. distribution made out of non-income cash flows such as amounts

received in the form of a repayment of shareholder’s loan or tax deferred distributions which are

treated as a return of capital for Singapore income tax purposes) will be regarded as a return of

capital in the hands of Unitholders. The amount of such distribution will be applied to reduce the

cost of Units held by Unitholders. For Unitholders who are liable to Singapore income tax on gains

arising from the disposal of Units, the reduced cost of Units will be used to calculate the amount

of taxable gains when the Units are subsequently disposed of. If the amount of return of capital

exceeds the cost or reduced cost of Units, the excess will be subject to tax as trading income of

such Unitholders.

Gain on disposal of Units

Singapore currently does not impose tax on capital gains. Therefore, gains on disposal of the

Units that are capital in nature will not be subject to Singapore income tax. However, such gains

may be considered income in nature and subject to Singapore income tax if they arise from or are

otherwise connected with the activities of a trade or business carried on in Singapore. Such gains

may also be considered income in nature, even if they do not arise from an activity in the ordinary

course of trade or business or an ordinary incident of some other business activity, if the intention

of the Unitholder was not to hold the Units as long-term investments.

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As the precise tax status of one Unitholder will vary from another, Unitholders are advised to

consult their own professional advisers on the Singapore tax consequences that may apply to their

individual circumstances.

Unitholders who have adopted or are required to adopt Singapore Financial Reporting Standard

39 – Financial Instruments: Recognition and Measurement (“FRS 39”) for financial reporting

purposes may, for Singapore income tax purposes, be required to recognise gains or losses (not

being gains or losses in the nature of capital) on the Units, irrespective of disposal. Unitholders

should consult their own accounting and tax advisers regarding the Singapore income tax

consequences of their acquisition, holding or disposal of the Units arising from the adoption of

FRS 39.

The Accounting Standards Council has issued a new financial reporting standard for financial

instruments, FRS 109 – Financial Instruments, which will become mandatorily effective for annual

periods beginning on or after 1 January 2018. It is at present unclear whether, and to what extent,

the replacement of FRS 39 by FRS 109 will affect the tax treatment of financial instruments which

currently follows FRS 39.

GST

FLT and FLT Australia Pte. Ltd.

Recovery of GST incurred

Pursuant to a GST remission granted by the Minister for Finance, FLT (as a Singapore-listed

REIT) is allowed to claim:

(a) GST on its business expenses, irrespective of whether it holds underlying non-residential

properties located outside Singapore directly or indirectly through its SPVs; and

(b) GST incurred on the setting up of the SPVs or GST incurred by its SPVs (including FLT

Australia Pte. Ltd.) on the acquisition and holding of the non-residential properties located

outside Singapore.

The above GST claims are allowable even if FLT is not GST-registered or not eligible for GST

registration. However, the GST claims are subject to conditions governing the GST remission and

the general input tax claims conditions prescribed under the GST legislation. These conditions

include, among others, the following:

(a) FLT is listed or to be listed on the SGX-ST;

(b) FLT has veto rights over key operational issues of its SPVs holding the underlying

non-residential properties located outside Singapore; and

(c) the underlying non-residential properties located outside Singapore of FLT make taxable

supplies or out-of-scope supplies which would have been taxable supplies if made in

Singapore (e.g. lease of non-residential properties located outside Singapore).

The aforementioned GST remission is applicable for expenses incurred up to and including

31 March 2020. If this remission is not subsequently extended, FLT and FLT Australia Pte. Ltd. will

not be able to claim GST incurred on their expenses if they continue not to be eligible for GST

registration.

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Unitholders

Purchase and sale of Units

The sale of the Units by a GST-registered investor belonging in Singapore for GST purposes

through a SGX-ST member or to another person belonging in Singapore is an exempt supply not

subject to GST. Any input GST (e.g. GST on brokerage) incurred by the GST-registered investor

in making such an exempt supply is generally not recoverable from the Singapore Comptroller of

GST unless the investor satisfies certain conditions prescribed under the GST legislation or

certain GST concessions.

Where the Units are supplied by a GST-registered investor in the course or furtherance of a

business carried on by such investor to a person who belongs outside Singapore for GST

purposes, the sale should generally, subject to the satisfaction of certain conditions, be subject to

GST at 0%. Any input GST incurred (e.g. GST on brokerage) by a GST-registered investor in

making such a zero-rated supply for the purpose of a business carried on by him may, subject to

the provisions of the GST legislation, be recoverable from the Singapore Comptroller of GST.

Investors should seek their own tax advice on the recoverability of GST incurred on expenses in

connection with the purchase and disposition of the Units.

Services such as arranging, broking, underwriting or advising on the issue, allotment or transfer

of ownership in the Units rendered by a GST-registered person to an investor belonging in

Singapore for GST purposes will be subject to GST at the standard rate of 7.0%. Similar services

supplied to an investor who belongs outside Singapore for GST purposes should generally,

subject to satisfaction of certain conditions, be subject to GST at 0%.

Stamp Duty

Stamp duty will not be imposed on instruments of transfers relating to the Units. In the event of

a change of trustee for FLT, any document effecting the appointment of a new trustee and the

transfer of trust assets from the incumbent trustee to the new trustee should also not be subject

to stamp duty.

AUSTRALIA TAXATION

Income Tax

Taxation of the Australian trusts (i.e. the HAUT and the Sub-Trusts)

It is intended that the Australian resident trusts holding the Australian industrial properties (i.e. the

Sub-Trusts) will be owned by a MIT, i.e. the HAUT. The Sub-Trusts intend to acquire the Australian

industrial properties primarily for the purposes of deriving rental income. As the unitholders of all

the Australian resident trusts (including the MIT) should be presently entitled to all distributable

income of these trusts, the Australian resident trusts should not be subject to Australian income

tax.

Where FLT funds the Australian trusts by internal debt, any interest on the debt should only be

deductible where: (i) the debt is characterised as a debt interest for Australian tax purposes; (ii)

the debt is within the thin capitalisation limit (the safe harbour thin capitalisation limit (i.e. the

maximum allowable average debt amount) is broadly equal to 60.0% of the borrower’s adjusted

average value of Australian assets); (iii) the interest incurred on the debt is based on an arm’s

length interest rate; and (iv) interest withholding tax at 10.0% is paid in respect of the interest

payments made or applied for the benefit of FLT.

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For completeness, any revenue losses will be quarantined within each trust. These tax losses may

be carried forward to offset future taxable income provided that the specific trust revenue loss

integrity rules are met.

New legislation for new class of MITs – Attribution MITs

To the extent the HAUT qualifies as a MIT, the Australian government has introduced certain

measures to modify the tax law applicable to MITs.

Broadly, the relevant measures are contained in Tax Laws Amendment (New Tax System for

Managed Investment Trusts) Bill 2015 (the “Bill”) which was introduced into Australian Parliament

on 3 December 2015 and passed by the Australian Senate without amendments on 4 May 2016.

In respect of the HAUT, it is noted:

(a) The Bill states that the new rules for “attribution MITs” or “AMITs” will apply to income years

starting on or after 1 July 2016 although it may be possible to opt in from 1 July 2015.

(b) The trustee of a MIT has to make an irrevocable election to opt into the AMIT regime.

(c) Only MITs with “clearly defined rights” will be AMITs and be subject to the new rules. This will

broadly be the case where member entitlements can be worked out on a fair and reasonable basis

and the right of each member of the trust to the income and capital of the trust cannot be materially

diminished through the exercise of a power or right. There are different eligibility tests for registered

and unregistered funds. In this regard, there are certain safe harbours for determining whether this

test is met and one such safe harbour allows a MIT with a single class of units to satisfy the “clearly

defined rights” requirement where the rights to income and capital arising from those units are the

same.

(d) An attribution model will determine the taxation of distributions as opposed to the current present

entitlement model. This will require the trustee to determine the various “trust components” and to

attribute these components to members on a fair and reasonable basis and in accordance with the

trust deed. The member will then be taxed on member components effectively as advised in the

AMIT member annual statement (unless members elect otherwise in limited circumstances) which

must be issued no later than three months after year-end.

(e) A prescriptive unders and overs distribution mechanism allows for the carry forward of

differences between the taxable income in the distribution statements and final trust

calculations to avoid the need to reissue statements.

(f) Capital gains tax cost base adjustment rules for members will allow upward and downward

adjustments to cost base. Broadly, the cost base will be adjusted upwards where taxable

income exceeds cash distribution and downwards where the cash distribution exceeds

taxable income.

(g) AMITs will be fixed trusts for income tax purposes which will assist in determining whether

the trust is able to satisfy the trust revenue loss integrity rules.

(h) Complex rules deal with the interaction of the attribution rules with the MIT withholding tax

and interest, dividend and royalty withholding tax rules. However, the rate of withholding tax

payable under the rules should not change.

(i) The concessional “start-up” measures relating to the details of the investors in the MIT will

be extended by another six months.

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(j) The Bill should ensure that a trust’s MIT status is maintained where there has been a

temporary breach of the MIT requirements in certain circumstances (the “particular

circumstance”). In particular, a trust’s MIT status should be maintained in the following

circumstances:

(i) apart from the particular circumstance, the trust would have been a MIT in relation to an

income year;

(ii) the particular circumstance is temporary;

(iii) the particular circumstance arose outside the control of the trustee of the trust; and

(iv) it is fair and reasonable to treat the trust as a MIT in relation to the income year, having

regard to certain prescribed matters which include, the nature of the particular

circumstance, the actions taken by, and the speed with which those actions are taken

by, the trustee of the trust to rectify the particular circumstance and the amount of tax

otherwise payable by the trustee.

There is currently no guidance that has been provided by the Australian tax authorities in

respect of these criteria – including, for example, the period that may be considered to be

temporary.

The Bill has very recently been enacted as legislation and will therefore need to be monitored

going forward.

Distributions from the Sub-Trusts to the HAUT

Distributions from the Sub-Trusts to the HAUT should not be subject to Australian income tax or

withholding tax.

Distributions from the HAUT to FLT and FLT Australia Pte. Ltd.

Distributions from the HAUT (which is intended to be a MIT) to FLT and FLT Australia Pte. Ltd. may

be subject to withholding tax depending on the nature and character of the underlying income or

gain. The respective withholding tax rates are summarised below:

Nature and Character of the Underlying Income/Gain

Australian

Withholding Tax Rate

Net rental income 15.0%

Interest income 10.0%

Net capital gain on a disposal of the real estate owned by the

Australian unit trust 15.0%

Tax deferred distributions(1) 0%

Note:

(1) Broadly, tax deferred distributions refer to the excess of cash distributions over the taxable income of the trust.

Generally, tax deferred distributions result in a reduction in the capital gains tax cost base of the units in the

distributing trust.

Disposal of Australian Real Estate Assets

MIT withholding tax will apply to distributions made to FLT and FLT Australia Pte. Ltd. out of capital

gains arising from a disposal of the underlying Australian industrial properties. (See “Distributions

from the HAUT to FLT and FLT Australia Pte. Ltd.” above for the relevant withholding rates.)

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Disposal of units in the Sub-Trusts

Non-portfolio interests (i.e. 10.0% or more) in a sub-trust is likely to be treated as Taxable

Australian Property (“TAP”) if more than 50.0% of the sub-trust’s market value comprises

Australian real estate. In this regard, as the HAUT will hold 10.0% or more of the units in the

Sub-Trusts, any capital gain on disposal of the units in the Sub-Trusts by the HAUT prior to the

sale of the underlying Australian real estate assets should be included in the taxable income of the

HAUT. The Responsible Entity of the HAUT should prima facie be required to withhold tax in

Australia with respect to such capital gain at the rate of 15.0% to the extent that the HAUT

qualifies as a MIT at the time of payment of distributions out of such gain.

Any capital gain on disposal of units in any of the Sub-Trusts should not be subject to Australian

tax if such disposal occurs after the disposal of all the underlying Australian real estate assets

owned by that Sub-Trust.

Disposal of units in the HAUT or shares in FLT Australia Pte. Ltd.

A disposal of units in the HAUT by FLT or FLT Australia Pte. Ltd. whilst any of the underlying

Sub-Trusts still holds the Australian real estate assets should be subject to Australian capital gains

tax at 47.0% or 30.0%, respectively, on the basis that the units in the HAUT are likely to constitute

TAP.

For similar reasons, a disposal of shares in FLT Australia Pte. Ltd. by FLT whilst any of the

underlying Sub-Trusts still holds the Australian real estate assets should be subject to Australian

capital gains tax at 47.0%.

On 25 February 2016, new legislation was enacted in respect of proposed withholding obligations

on the purchaser of acquisitions of TAP interests from a foreign resident. The new legislation

requires the purchaser to withhold 10.0% of the purchase price and pay this to the ATO. The

foreign resident seller would then lodge a tax return in Australia to pay any additional tax (or claim

a refund) due. This new legislation would apply to contracts entered into on or after 1 July 2016.

A disposal of units in the HAUT or shares in FLT Australia Pte. Ltd. should not be subject to

Australian capital gains tax if such disposal occurs after the disposal of all the underlying

Australian real estate assets.

Taxation of Unitholders – Disposal of Units

The following observations are made on the assumption that Unitholders are non-residents of

Australia for tax purposes and hold their investment on “capital” as opposed to “revenue” account.

Where, broadly, FLT’s market value balance sheet consists of more than 50.0% direct and indirect

interests in Australian real property at the time of the disposal of Units by an Unitholder and that

Unitholder holds 10.0% or more of the interests in FLT (through its holding of Units) throughout a

12-month period that began no earlier than 24 months before such disposal or at such disposal,

then the capital gain arising from the disposal of Units should be subject to Australian capital gains

tax. The rate of tax would depend on the profile of the Unitholder but is broadly 30.0% for

companies, 47.0% for trusts and at marginal rates for individuals commencing at 32.5%.

As noted above, new legislation was enacted in respect of proposed withholding obligations on the

purchaser of acquisitions of TAP interests from a foreign resident. The new legislation requires the

purchaser to withhold 10.0% of the purchase price and pay this to the ATO. Certain transactions

are exempted from withholding, such as “on-market” transactions on a recognised stock exchange

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or where the seller either provides a clearance from the ATO relating to its residency or provides

a declaration to the purchaser that the interest being transacted is not TAP. This new legislation

would apply to contracts entered into on or after 1 July 2016.

GST

GST is a broad-based tax levied on the supplies of most goods, services and other items sold or

consumed in Australia. The standard rate of GST is 10.0%.

Stamp Duty

The acquisition of the Australian properties in the Enlarged Portfolio should be subject to stamp

duty at progressive rates of up to 5.75% charged on the higher of the consideration payable for

the properties and their unencumbered market value.

However, corporate reconstruction relief has been obtained in respect of the Transfers located in

South Australia, Victoria, Western Australia and New South Wales. Corporate reconstruction relief

in respect of any stamp duty payable is not available in Queensland or on the Call Option

Properties. Stamp duty will be payable on the acquisition of the Call Option Properties and on the

IPO Properties located in Queensland, at progressive rates of up to 5.75% on the higher of the

consideration payable for the acquisition and the unencumbered market value of the properties.

In addition, stamp duty will be payable in Victoria on the conversion of FLT from a private unit trust

scheme to a public unit trust scheme.

Under applicable Australian tax laws, investors who acquire units of a public unit trust scheme will

not incur a liability to pay Australian stamp duty provided that no investor, either alone, or with

associated persons, acquires 90% or more of the units of the trust.

Due to the listing mechanics described in the “Indicative Timetable” section of the Prospectus, FLT

should be regarded as a “public unit trust scheme” for Australian stamp duty purposes at the time

Units are credited to an investor’s account. (See “Overview – Indicative Timetable” for further

details.)

Land Tax

Land tax is an annual tax computed based on the taxable value of the land at stepped land tax

rates that vary from state to state. The taxable value of the land is determined by the relevant local

government authorities. Land tax surcharge may also be imposed in certain circumstances, e.g.

in Victoria, absentee owner surcharge is levied.

Australian land tax rates and/or thresholds are generally subject to change each year and updated

information should be obtained when considering the land tax liability each year.

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PLAN OF DISTRIBUTION

The REIT Manager is making an offering of 521,749,000 Units (representing approximately 36.6%

of the total number of Units in issue after the Offering) for subscription at the Offering Price under

the Placement Tranche and the Public Offer. 441,749,000 Units will be offered under the

Placement Tranche and 80,000,000 Units will be offered under the Public Offer. Units may be

re-allocated between the Placement Tranche and the Public Offer at the discretion of the Joint

Global Coordinators (in consultation with the REIT Manager, subject to the minimum holding and

distribution requirements of the SGX-ST) in the event of an excess of applications in one and a

deficit in the other. In the event that any of the Reserved Units are not subscribed for, such Units

will be made available to satisfy excess applications, if any, in the Public Offer and/or the

Placement Tranche.

The Public Offer is open to members of the public in Singapore. Under the Placement Tranche,

the REIT Manager intends to offer the Units by way of an international placement through the Joint

Bookrunners to investors, including institutional investors and other investors in Singapore and

elsewhere, in reliance on Regulation S.

Subject to the terms and conditions set forth in the underwriting agreement entered into between

the Joint Bookrunners, the REIT Manager, the Unit Lender and the Sponsor on 10 June 2016 (the

“Underwriting Agreement”), the REIT Manager is expected to effect for the account of FLT the

issue of, and the Joint Bookrunners are expected to severally (and not jointly or jointly and

severally) subscribe, or procure subscribers, for 1,014,605,000 Units (excluding the

Over-Allotment Option), in the proportions set forth opposite their respective names below.

Joint Bookrunners Number of Units

DBS Bank Ltd. 466,977,000

Citigroup Global Markets Singapore Pte. Ltd. 334,145,000

Morgan Stanley Asia (Singapore) Pte. 53,371,000

Oversea-Chinese Banking Corporation Limited 71,067,000

United Overseas Bank Limited 89,045,000

Total 1,014,605,000

The Units will be offered at the Offering Price. The Offering Price per Unit in the Placement

Tranche and the Public Offer will be identical. The Joint Bookrunners have agreed to subscribe or

procure subscribers for 1,014,605,000 Units at the Offering Price, less the Underwriting, Selling

and Management Commission to be borne by FLT.

The REIT Manager and the Sponsor have agreed in the Underwriting Agreement to indemnify the

Joint Bookrunners against certain liabilities, to the extent permitted by law. The indemnity under

the Underwriting Agreement will provide that where the indemnification is unavailable to or

insufficient to hold harmless the Joint Bookrunners, then each indemnifying party shall contribute

to the amount paid or payable by the Joint Bookrunners as a result of such losses, claims,

damages or liabilities (or actions in respect thereof) in such proportion as is appropriate to reflect

the relative benefits received by the REIT Manager or the Sponsor, as the case may be, on the

one hand and the Joint Bookrunners on the other from the offering of the Units. If, however, the

allocation provided by the immediately preceding sentence is not permitted by applicable law, then

each indemnifying party shall contribute to such amount paid or payable by the Joint Bookrunners

in such proportion as is appropriate to reflect not only such relative benefits but also the relative

fault of the REIT Manager or the Sponsor, as the case may be, on the one hand and the Joint

Bookrunners on the other in connection with the statements or omissions which resulted in such

379

losses, claims, damages or liabilities (or actions in respect thereof), as well as any other relevant

equitable considerations. The relative benefits received by the REIT Manager or the Sponsor, on

the one hand and the Joint Bookrunners on the other shall be deemed to be in the same proportion

as the total net proceeds from the Offering (before deducting expenses) received by the REIT

Manager or the Sponsor, as the case may be, bear to the total underwriting discounts and

commissions received by the Joint Bookrunners, in each case as set forth in the table above. The

relative fault shall be determined by reference to, among other things, whether the untrue or

alleged untrue statement of a material fact or the omission or alleged omission to state a material

fact relates to information supplied by the REIT Manager or the Sponsor on the one hand or the

Joint Bookrunners on the other and the parties’ relative intent, knowledge, access to information

and opportunity to correct or prevent such statement or omission. No Joint Bookrunner shall be

required to contribute any amount in excess of the amount by which the total price at which the

Units underwritten by it and distributed to the public were offered to investors, in respect of any

damages which such Joint Bookrunner has otherwise been required to pay by reason of such

untrue or alleged untrue statement or omission or alleged omission.

The Underwriting Agreement also provides that the obligations of the Joint Bookrunners to

subscribe, or procure subscribers for, the Units in the Offering and the Cornerstone Units are

subject to certain conditions contained in the Underwriting Agreement.

The Underwriting Agreement may be terminated by the Joint Bookrunners at any time prior to the

issue and delivery of the Units upon the occurrence of certain events including, among others,

certain force majeure events pursuant to the terms of the Underwriting Agreement.

Subscribers of the Units may be required to pay brokerage (and if so required, such brokerage will

be up to 1.0% of the Offering Price) and applicable stamp duties, taxes and other similar charges

(if any) in accordance with the laws and practices of the country of subscription, in addition to the

Offering Price.

Each of the Joint Bookrunners and their respective associates may engage in transactions with,

and perform services for, FLT, the REIT Manager, the REIT Trustee and the Sponsor in the

ordinary course of business and have engaged, and may in the future engage, in commercial

banking or investment banking transactions and/or other commercial transactions with FLT, the

REIT Manager, the REIT Trustee and the Sponsor, for which they have received or made payment

of, or may in the future receive or make payment of, customary fees.

Each of the Joint Bookrunners and their respective associates may make or hold a broad array of

investments and actively trade debt and equity securities (or related derivative securities) and

financial instruments (including bank loans) for their own account and for the accounts of their

customers in the ordinary course of business, and such investment and securities activities may

involve securities and instruments, including Units. The Joint Bookrunners and their respective

associates may also make investment recommendations and/or publish or express independent

research views in respect of such securities or instruments and may at any time hold, or

recommend to their clients that they acquire, long and/or short positions in such securities and

instruments.

OVER-ALLOTMENT AND STABILISATION

The Unit Lender has granted the Over-Allotment Option to the Joint Bookrunners for the purchase

of up to an aggregate of 28,503,000 Units at the Offering Price. The number of Units subject to

the Over-Allotment Option will not be more than approximately 5.5% of the total number of Units

in the Offering. The Stabilising Manager (or any of its affiliates or other persons acting on behalf

of the Stabilising Manager), in consultation with the other Joint Bookrunners, may exercise the

Over-Allotment Option in full or in part, on one or more occasions, only from the Trading Date but

no later than the earlier of (i) the date falling 30 days from the Trading Date; or (ii) the date when

380

the Stabilising Manager (or any of its affiliates or other persons acting on behalf of the Stabilising

Manager) has bought, on the SGX-ST, an aggregate of 28,503,000 Units, representing

approximately 5.5% of the total number of Units in the Offering. In connection with the

Over-Allotment Option, the Stabilising Manager (or any of its affiliates or other persons acting on

behalf of the Stabilising Manager) and the Unit Lender have entered into a unit lending agreement

(the “Unit Lending Agreement”) dated 10 June 2016 pursuant to which the Stabilising Manager

(or any of its affiliates or other persons acting on behalf of the Stabilising Manager) may borrow

up to an aggregate of 28,503,000 Units from the Unit Lender for the purpose of facilitating

settlement of the over-allotment of Units in connection with the Offering. The Stabilising Manager

(or any of its affiliates or other persons acting on behalf of the Stabilising Manager) will re-deliver

to the Unit Lender such number of Units which have not been purchased pursuant to the exercise

of the Over-Allotment Option.

In connection with the Offering, the Stabilising Manager (or any of its affiliates or other persons

acting on behalf of the Stabilising Manager) may, in consultation with the other Joint Global

Coordinator and at its discretion, over-allot or effect transactions which stabilise or maintain the

market price of the Units at levels which might not otherwise prevail in the open market. However,

there is no assurance that the Stabilising Manager (or any of its affiliates or other persons acting

on behalf of the Stabilising Manager) will undertake stabilising action. Such transactions may be

effected on the SGX-ST and in other jurisdictions where it is permissible to do so, in each case

in compliance with all applicable laws and regulations. Any profit after expenses derived, or any

loss sustained as a consequence of the exercise of the Over-Allotment Option or the undertaking

of any stabilising activities shall be for the account of the Joint Global Coordinators.

None of the REIT Manager, the Sponsor, the Unit Lender, the Joint Global Coordinators, the Joint

Bookrunners or the Stabilising Manager (or any of its affiliates or other persons acting on behalf

of the Stabilising Manager) makes any representation or prediction as to the magnitude of any

effect that the transactions described above may have on the price of the Units. In addition, none

of the REIT Manager, the Sponsor, the Unit Lender, the Joint Global Coordinators, the Joint

Bookrunners or the Stabilising Manager (or any of its affiliates or other persons acting on behalf

of the Stabilising Manager) makes any representation that the Stabilising Manager (or any of its

affiliates or other persons acting on behalf of the Stabilising Manager) will engage in these

transactions or that these transactions, once commenced, will not be discontinued without notice

(unless such notice is required by law). The Stabilising Manager will be required to make a public

announcement via SGXNET in relation to the total number of Units purchased by the Stabilising

Manager (or any of its affiliates or other persons acting on behalf of the Stabilising Manager), not

later than 12 noon on the next trading day of the SGX-ST after the transactions are effected. The

Stabilising Manager will also be required to make a public announcement through the SGX-ST in

relation to the cessation of stabilising action and the number of Units in respect of which the

Over-Allotment Option has been exercised not later than 8.30 a.m. on the next trading day of the

SGX-ST after the cessation of stabilising action.

LOCK-UP ARRANGEMENTS

The Sponsor

Subject to the exceptions described below, the Sponsor has agreed with the Joint Bookrunners

that it will not, without the prior written consent of each of the Joint Bookrunners (such consent not

to be unreasonably withheld or delayed) for the First Lock-up Period, directly or indirectly:

• offer, pledge, sell or contract to sell, grant any option to purchase, grant security over, swap,

hedge, transfer, encumber or otherwise dispose of any or all of its direct and indirect effective

interest in the relevant Lock-up Units held by it on the Listing Date;

381

• enter into any transaction (including a derivative transaction) with a similar economic effect

to the foregoing;

• deposit any or all of its direct and indirect effective interest in the relevant Lock-up Units in

any depository receipt facility;

• enter into a transaction which is designed or which may reasonably be expected to result in

any of the above; or

• publicly announce any intention to do any of the above,

and the same restrictions will apply in respect of the Sponsor’s direct or indirect effective interest

in 50.0% of the relevant Lock-up Units during the Second Lock-up Period.

The restrictions described in the preceding paragraph do not apply to:

• the creation of a charge over the Lock-up Units or otherwise grant of security over or creation

of any encumbrance over the Lock-up Units, provided that such charge, security or

encumbrance can only be enforced in respect of not more than 50.0% of the relevant Lock-up

Units after the First Lock-up Period, or (as the case may be) in respect of all the relevant

Lock-up Units after the Second Lock-up Period;

• the entry into of any securities lending arrangement with the Joint Bookrunners or any sale

or transfer of any of the Lock-up Units by the Unit Lender pursuant to the exercise of the

Over-Allotment Option; or

• the transfer of such Lock-up Units to and between wholly-owned subsidiaries of the Sponsor

provided that the Sponsor has procured that such subsidiary has executed and delivered to

the Joint Bookrunners an undertaking to the effect that it will undertake to comply with the

foregoing restrictions in the above paragraph to remain in effect for the unexpired period of

the First Lock-up Period (as the case may be) and the Second Lock-up Period in relation to

50.0% of the relevant Lock-up Units.

If, for any reason, the Offering is not completed by 31 July 2016, the lock-up arrangements

described above will be terminated.

For the avoidance of doubt, any Units returned to the Unit Lender pursuant to the securities

lending arrangement shall be subject to the lock-up arrangements described above.

APL

Subject to the exceptions described below, APL has agreed with the Joint Bookrunners that it will

not, without the prior written consent of the Joint Bookrunners (such consent not to be

unreasonably withheld or delayed) for the First Lock-up Period, directly or indirectly:

• offer, pledge, sell or contract to sell, grant any option to purchase, grant security over, swap,

hedge, transfer, encumber or otherwise dispose of any or all of its direct and indirect effective

interest in the relevant Lock-up Units held by it on the Listing Date;

• enter into any transaction (including a derivative transaction) with a similar economic effect

to the foregoing;

• deposit any or all of its direct and indirect effective interest in the relevant Lock-up Units in

any depository receipt facility;

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• enter into a transaction which is designed or which may reasonably be expected to result in

any of the above; or

• publicly announce any intention to do any of the above,

and the same restrictions will apply in respect of APL’s direct or indirect effective interest in 50.0%

of the relevant Lock-up Units during the Second Lock-up Period.

The restrictions described in the preceding paragraph do not apply to:

• the creation of a charge over the Lock-up Units or otherwise grant of security over or creation

of any encumbrance over the Lock-up Units, provided that such charge, security or

encumbrance can only be enforced in respect of not more than 50.0% of the relevant Lock-up

Units after the First Lock-up Period, or (as the case may be) in respect of all the relevant

Lock-up Units after the Second Lock-up Period;

• the entry into of any securities lending arrangement with the Joint Bookrunners or any sale

or transfer of any of the Lock-up Units by the Unit Lender pursuant to the exercise of the

Over-Allotment Option; or

• the transfer of such Lock-up Units to and between wholly-owned subsidiaries of APL or any

declaration of trust by APL in respect of such Lock-up Units where the beneficiary of such

trust is the Sponsor or a wholly-owned subsidiary of the Sponsor, provided that APL has

procured that such subsidiary or the Sponsor (as the case may be) has executed and

delivered to the Joint Bookrunners an undertaking to the effect that it will undertake to comply

with the foregoing restrictions in the above paragraph to remain in effect for the unexpired

period of the Lock-up Period.

If, for any reason, the Offering is not completed by 31 July 2016, the lock-up arrangements

described above will be terminated.

For the avoidance of doubt, any Units returned to the Unit Lender pursuant to the securities

lending arrangement shall be subject to the lock-up arrangements described above.

TCCG

Subject to the exceptions described below, TCCG and each of the shareholders of TCCG has

agreed with the Joint Bookrunners that it/he/she will not, without the prior written consent of the

Joint Bookrunners (such consent not to be unreasonably withheld or delayed) for the First Lock-up

Period, directly or indirectly:

• offer, pledge, sell or contract to sell, grant any option to purchase, grant security over, swap,

hedge, transfer, encumber or otherwise dispose of any or all of its/his/her direct and indirect

effective interest in the relevant Lock-up Units held by it/him/her on the Listing Date;

• enter into any transaction (including a derivative transaction) with a similar economic effect

to the foregoing;

• deposit any or all of its/his/her direct and indirect effective interest in the relevant Lock-up

Units in any depository receipt facility;

• enter into a transaction which is designed or which may reasonably be expected to result in

any of the above; or

• publicly announce any intention to do any of the above,

383

and the same restrictions will apply in respect of TCCG’s and each of the shareholders of TCCG’s

direct or indirect effective interest in 50.0% of the Lock-up Units during the Second Lock-up

Period.

The restrictions described in the preceding paragraph do not apply to:

• the creation of a charge over the Lock-up Units or otherwise grant of security over or creation

of any encumbrance over the Lock-up Units, provided that such charge, security or

encumbrance can only be enforced in respect of not more than 50.0% of the relevant Lock-up

Units after the First Lock-up Period, or (as the case may be) in respect of all the relevant

Lock-up Units after the Second Lock-up Period; or

• in respect of TCCG, the transfer of such Lock-up Units to and between wholly-owned

subsidiaries of TCCG, provided that TCCG has procured that such subsidiary has executed

and delivered to the Joint Bookrunners an undertaking to the effect that it will undertake to

comply with the foregoing restrictions in the above paragraph to remain in effect for the

unexpired period of the First Lock-up Period (as the case may be) and the Second Lock-up

Period in relation to 50.0% of the relevant Lock-up Units.

If, for any reason, the Offering is not completed by 31 July 2016, the lock-up arrangements

described above will be terminated.

The REIT Manager

Subject to the exceptions described below, the REIT Manager has agreed with the Joint

Bookrunners that it will not, without the prior written consent of the Joint Bookrunners (such

consent not to be unreasonably withheld or delayed) for the First Lock-up Period, directly or

indirectly:

• offer, pledge, issue, sell, contract to issue or sell, grant any option to purchase, grant security

over, swap, hedge, transfer, encumber or otherwise dispose of, any Units;

• enter into any transaction (including a derivative transaction) with a similar economic effect

to the foregoing;

• deposit any or all of its Units in any depository receipt facility; or

• enter into a transaction which is designed or which may reasonably be expected to result in

any of the above; or

• publicly announce any intention to do any of the above.

The restrictions described in the preceding paragraph do not apply to prohibit the REIT Manager

during the First Lock-up period, from being able to issue (i) the Units to be offered under the

Offering, (ii) the Sponsor Subscription Units, (iii) the TCCG Units, (iv) the Cornerstone Units, (v)

all the Units to be issued to the REIT Manager in full or part payment of any fees payable to the

REIT Manager under the Trust Deed, (vi) all the Units to be issued to the HAUT Manager from time

to time in full or part payment of the HAUT Manager’s fees, (vii) all the Units to be issued to the

Australian Property Manager from time to time in full or part payment of the Australian Property

Manager’s fees and (viii) the Units which may be issued from time to time to the Property Manager

in full or part payment of fees payable to the Property Manager.

If, for any reason, the Offering is not completed by 31 July 2016, the lock-up arrangements

described above will be terminated.

384

DBS Bank Ltd.

DBS Bank Ltd. has agreed with the Manager that, subject to the exceptions set out below, it will

not without the prior consent of the Manager (such consent not to be unreasonably withheld),

during the First Lock-up Period, directly or indirectly:

(a) offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any

option or contract to sell, grant any option, right or warrant to purchase, lend, hypothecate,

grant security over, encumber or otherwise dispose of or transfer, any or all of its effective

interest in the DBS Cornerstone Units (as defined herein) (including any interests or

securities convertible into or exercisable or exchangeable for any DBS Cornerstone Units or

which carry rights to subscribe for or purchase any such DBS Cornerstone Units);

(b) enter into any swap, hedge or other arrangement that transfers to another, in whole or in part,

any of the economic consequences of ownership of the DBS Cornerstone Units (including

any securities convertible into or exercisable or exchangeable for any DBS Cornerstone

Units or which carry rights to subscribe for or purchase any such DBS Cornerstone Units);

(c) enter into any transaction (including a derivative transaction) or other arrangement with a

similar economic effect to the foregoing sub-paragraph (a) or (b);

(d) deposit any of its effective interest in the DBS Cornerstone Units (including any securities

convertible into or exercisable or exchangeable for any DBS Cornerstone Units or which

carry rights to subscribe for or purchase any such DBS Cornerstone Units) in any depository

receipt facility;

(e) enter into a transaction which is designed or which may reasonably be expected to result in

any of the above; or

(f) publicly announce any intention to do any of the above, whether any such transaction

described in sub-paragraphs (a) to (e) above is to be settled by delivery of such capital or

securities, in cash or otherwise (whether or not such transaction will be completed within or

after the First Lock-up Period).

The restrictions described in the preceding paragraph do not apply to prohibit DBS Bank Ltd. from

being able to:

(i) create a charge over the DBS Cornerstone Units or otherwise grant of security over or

creation of any encumbrance over the DBS Cornerstone Units, provided that such charge,

security or encumbrance cannot be enforced over any DBS Cornerstone Units during the

First Lock-up Period. The charge, security or encumbrance will only be created if the chargee

(such as a bank or financial institution) agrees that the charge, security or encumbrance over

the DBS Cornerstone Units cannot be enforced over 100.0% of the DBS Cornerstone Units

during the First Lock-up Period; and

(ii) transfer the DBS Cornerstone Units to and between wholly-owned subsidiaries of DBS Bank

Ltd., provided that DBS Bank Ltd. has procured that such subsidiaries have executed and

delivered to the Manager an undertaking to the effect that such subsidiaries will comply with

the foregoing restrictions in the above paragraph for the unexpired period of the First Lock-up

Period.

The lock-up arrangements described above will be terminated in the event that the subscription

agreement in respect of DBS Bank Ltd.’s investment as a Cornerstone Investor is terminated.

385

SGX-ST LISTING

FLT has received a letter of eligibility from the SGX-ST for the listing and quotation of the Units

on the Main Board of the SGX-ST. The SGX-ST assumes no responsibility for the correctness of

any statements or opinions made or reports contained in this Prospectus. Admission to the Official

List of the SGX-ST is not to be taken as an indication of the merits of the Offering, FLT, the REIT

Manager, the REIT Trustee or the Units. It is expected that the Units will commence trading on the

SGX-ST at 9.00 a.m. on the Trading Date.

Prior to this Offering, there has been no trading market for the Units. There can be no assurance

that an active trading market will develop for the Units, or that the Units will trade in the public

market subsequent to this Offering at or above the Offering Price (see “Risk Factors – Risks

Relating to an Investment in the Units – The Units have never been publicly traded and the listing

of the Units on the Main Board of the SGX-ST may not result in an active or liquid market for the

Units” for further details).

ISSUE EXPENSES

The REIT Manager estimates that expenses payable in connection with the Offering and the

issuance of the Sponsor Subscription Units, the TCCG Units and the Cornerstone Units and the

application for listing, including the Underwriting, Selling and Management Commission,

professional fees and all other incidental expenses relating to the Offering and the issuance of the

Sponsor Subscription Units, the TCCG Units and the Cornerstone Units will be approximately

A$29.1 million (S$29.3 million), which will be borne by FLT.

A breakdown of these estimated expenses is as follows:

(A$’000) (S$’000)(1)

Underwriting, Selling and Management Commission(2) 17,881 18,060

Professional and other fees(3) 6,553 6,618

Miscellaneous Offering expenses(4) 4,622 4,669

Total estimated expenses of the Offering(5) 29,056 29,347

Notes:

(1) Based on the exchange rate of A$1.00: S$1.01.

(2) Such commission represents a maximum of 2.0% of the total amount of the Offering (based on the Offering Price)

and the proceeds raised from the issuance of Cornerstone Units assuming the Over-Allotment Option is not

exercised. The amount of total commission payable by the REIT Manager will be pegged to the Offering Price.

(3) Includes solicitors’ fees and fees for the Independent Reporting Auditor, the Independent Tax Adviser, Ernst & Young

Solutions LLP (the “Independent Tax Adviser”), the Independent Valuers, the Independent Market Research

Consultant and other professionals’ fees and other expenses.

(4) Based on the Offering Price. Includes cost of prospectus production, roadshow expenses and certain other

expenses incurred or to be incurred in connection with the Offering and the issuance of the Sponsor Units and

Cornerstone Units.

(5) The total expenses in relation to the Offering will be ultimately borne by the investors subscribing for the Units

pursuant to the Offering.

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DISTRIBUTION AND SELLING RESTRICTIONS

None of the REIT Manager, the Sponsor, the Joint Global Coordinators or the Joint Bookrunners

has taken any action, or will take any action, in any jurisdiction other than Singapore that would

permit a public offering of the Units, or the possession, circulation or distribution of this Prospectus

or any other material relating to the Offering in any jurisdiction other than Singapore where action

for that purpose is required.

Accordingly, each purchaser of the Units may not offer or sell, directly or indirectly, any Units and

may not distribute or publish this Prospectus or any other offering material or advertisements in

connection with the Units in or from any country or jurisdiction except in compliance with any

applicable rules and regulations of such country or jurisdiction.

Each purchaser of the Units is deemed to have represented and agreed that it will comply with the

selling restrictions set out below for each of the following jurisdictions:

Australia

This Prospectus and the offer is only made available in Australia to persons to whom a disclosure

document is not required to be given under either Chapter 6D or Chapter 7.9 of the Australian

Corporations Act 2001 (Cth) (“Corporations Act”). This Prospectus is not a prospectus, product

disclosure statement or any other form of formal “disclosure document” for the purposes of

Australian law, and is not required to, and does not, contain all the information which would be

required in a disclosure document under Australian law. It is made available to you on the basis

that you are a professional investor or sophisticated investor for the purposes of Chapter 6D, and

a wholesale client for the purposes of Chapter 7.9, of the Corporations Act.

If you acquire the Units in Australia then you:

(a) represent and warrant that you are a professional or sophisticated investor;

(b) represent and warrant that you are a wholesale client; and

(c) agree not to sell or offer for sale any Units in Australia within 12 months from the date of their

issue under the Offering, except in circumstances where:

(i) disclosure to investors would not be required under either Chapter 6D or Chapter 7.9

of the Corporations Act; or

(ii) such sale or offer is made pursuant to a disclosure document which complies with either

Chapter 6D or Chapter 7.9 of the Corporations Act.

This Prospectus has not been and will not be lodged or registered with the Australian Securities

and Investments Commission or ASX Limited or any other regulatory body or agency in Australia.

The persons referred to in this Prospectus may not hold Australian Financial Services licences. No

cooling off regime will apply to an acquisition of any interest in FLT.

This Prospectus does not take into account the investment objectives, financial situation or needs

of any particular person. Accordingly, before making any investment decision in relation to this

Prospectus, you should assess whether the acquisition of any interest in FLT is appropriate in light

of your own financial circumstances or seek professional advice.

387

Bahrain

This Prospectus has not been approved by the Central Bank of Bahrain (“CBB”) and the

regulations of the CBB do not apply. No offer will be made in Bahrain to the public to purchase

Units and this Prospectus will not be issued to, or made available to, the public generally in

Bahrain. The CBB takes no responsibility for the performance of the Units nor for the correctness

of any statements or representation made by the Joint Bookrunners.

Brunei

This Prospectus has not been delivered to, licensed or permitted by the authority as designated

under the Brunei Darussalam Mutual Funds Order 2001 nor has it been registered with the

Registrar of Companies. This Prospectus is for informational purposes only and does not

constitute an invitation or offer to the public. As such it must not be distributed or redistributed to

and may not be relied upon or used by any person in Brunei other than the person to whom it is

directly communicated, (i) in accordance with the conditions of section 21(3) of the International

Business Companies Order 2000, or (ii) whose business or part of whose business is in the buying

and selling of shares within the meaning of section 308(4) of the Companies Act, Cap. 39.

Dubai International Financial Centre

This Prospectus relates to a fund which is not subject to any form of regulation or approval by the

Dubai Financial Services Authority (the “DFSA”). The DFSA has no responsibility for reviewing or

verifying this Prospectus or other documents in connection with FLT. Accordingly, the DFSA has

not approved this Prospectus or any other associated documents nor taken any steps to verify the

information set out in this Prospectus, and has no responsibility for it.

The Units to which this Prospectus relates may be illiquid and/or subject to restrictions on their

resale. Prospective purchasers should conduct their own due diligence on the Units. If you do not

understand the contents of this Prospectus you should consult an authorised financial adviser.

This Prospectus is intended for distribution only to persons of a specific type defined in the DFSA’s

Rules as Professional Clients and must not, therefore, be delivered to, or relied on by, any other

type of persons including retail investors.

European Economic Area

This Prospectus has been prepared on the basis that any offer of Units in any Member State of

the European Economic Area (the “EEA”) will be made pursuant to an exemption under the

Prospectus Directive from the requirement to publish a prospectus for offers of Units. Accordingly

any person making or intending to make an offer in that Member State of Units which are the

subject of the offering contemplated in this Prospectus may only do so in circumstances in which

no obligation arises for the REIT Manager or the Joint Bookrunners to publish a prospectus

pursuant to Article 3 of the Prospectus Directive or supplement a prospectus pursuant to Article

16 of the Prospectus Directive, in each case, in relation to such offer. Neither the REIT Manager

nor the Joint Bookrunners have authorised, nor do they authorise, the making of any offer of Units

in circumstances in which an obligation arises for the REIT Manager or the Joint Bookrunners to

publish or supplement a prospectus for such offer. Neither the REIT Manager nor the Joint

Bookrunners have authorised, nor do they authorise, the making of any offer of Units through any

financial intermediary, which constitute the final placement of the Units contemplated in this

Prospectus.

388

In relation to each Member State of the European Economic Area, an offer to the public of any

Units which are the subject of the Offering contemplated by this Prospectus may not be made in

that Member State except that an offer to the public in that Member State of any Units may be

made at any time after the Prospectus Directive was implemented in that Member State, under the

following exemptions under the Prospectus Directive:

(a) to any legal entity which is a qualified investor as defined under the Prospectus Directive;

(b) to fewer than 150 natural or legal persons (other than qualified investors as defined in the

Prospectus Directive), as permitted under the Prospectus Directive subject to obtaining the

prior consent of the Joint Bookrunners for any such offer; or

(c) in any other circumstances falling within Article 3(2) of the Prospectus Directive,

provided that no such offer of Units shall result in a requirement for the REIT Manager or the Joint

Bookrunners to publish a prospectus pursuant to Article 3 of the Prospectus Directive or

supplement a prospectus pursuant to Article 16 of the Prospectus Directive.

For the purposes of this provision, the expression an offer to the public in relation to any Units in

any Member State means the communication in any form and by any means of sufficient

information on the terms of the Offering and any Units to be offered so as to enable an investor

to decide to purchase any Units, as the same may be varied in that Member State by any measure

implementing the Prospectus Directive in that Member State, and the expression Prospectus

Directive means Directive 2003/71/EC (and amendments thereto, including the 2010 PD

Amending Directive), and includes any relevant implementing measure in each Member State and

the expression 2010 PD Amending Directive means Directive 2010/73/EU.

Each person in a Member State who receives any communication in respect of, or who acquires

any Units under, the offers to the public contemplated in this Prospectus will be deemed to have

represented, warranted and agreed to and with each Joint Bookrunner and the REIT Manager

that:

(a) it is a qualified investor within the meaning of the law in that Member State implementing

Article 2(1)(e) of the Prospectus Directive; and

(b) in the case of any Units acquired by it as a financial intermediary, as that term is used in

Article 3(2) of the Prospectus Directive, (i) the Units acquired by it in the offer have not been

acquired on behalf of, nor have they been acquired with a view to their offer or resale to,

persons in any Member State other than qualified investors, as that term is defined in the

Prospectus Directive, or in circumstances in which the prior consent of the Joint Bookrunners

has been given to the offer or resale; or (ii) where Units have been acquired by it on behalf

of persons in any Member State other than qualified investors, the offer of those Units to it

is not treated under the Prospectus Directive as having been made to such persons.

Hong Kong

The contents of this Prospectus have not been reviewed by any regulatory authority in Hong Kong.

You are advised to exercise caution in relation to the Offering. If you are in any doubt about any

of the contents of this Prospectus, you should obtain independent professional advice. This

Prospectus has not been approved by the Securities and Futures Commission in Hong Kong.

Accordingly, no person shall issue or possess for the purposes of issue, whether in Hong Kong or

elsewhere, any advertisement, invitation or document relating to the Units, which is directed at, or

the contents of which are likely to be accessed or read by, the public of Hong Kong (except if

permitted to do so under the securities laws of Hong Kong) other than with respect to Units which

389

are or are intended to be disposed of only to persons outside Hong Kong or only to “professional

investors” as defined in the Securities and Futures Ordinance (Cap. 571) of Hong Kong and any

rules made under that Ordinance.

Malaysia

No approval from the Securities Commission of Malaysia (“SC”) has been applied for or will be

obtained for the offer or invitation in respect of the Offering under the Capital Markets and

Services Act 2007. Neither has a prospectus been or will be registered with the SC in connection

with the Offering in Malaysia. Accordingly, this Prospectus or any amendment or supplement

hereto or any other offering document in relation to FLT may not be distributed in Malaysia directly

or indirectly for the purpose of any offer of the Units and no person may offer for subscription or

purchase any of the Units directly or indirectly to anyone in Malaysia.

For Residents of the Sultanate of Oman

The information contained in this Prospectus neither constitutes a public offer of securities in the

Sultanate of Oman as contemplated by the Commercial Companies Law of Oman (Royal Decree

4/74) or the Capital Market Law of Oman (Royal Decree 80/98), nor does it constitute an offer to

sell, or the solicitation of any offer to buy Non-Omani securities in the Sultanate of Oman as

contemplated by Article 139 of the Executive Regulations of the Capital Market Law (issued by

Decision No. 1/2009). Additionally, this Prospectus is not intended to lead to the conclusion of a

contract for the sale or purchase of securities. The recipient of this Prospectus represents that it

is a financial institution and is a sophisticated investor (as described in Article 139 of the Executive

Regulations of the Capital Market Law) and that its officers/employees have such experience in

business and financial matters that they are capable of evaluating the merits and risks of

investments.

People’s Republic of China

The Units may not be offered or sold, and will not be offered or sold to any person in the People’s

Republic of China (excluding Hong Kong, Macau and Taiwan, the “PRC”) as part of the initial

distribution of the Units, except pursuant to applicable laws and regulations of the PRC. This

Prospectus does not constitute an offer to sell or the solicitation of an offer to buy any securities

in the PRC to any person to whom it is unlawful to make the offer or solicitation in the PRC.

The REIT Manager makes no representation that this Prospectus may be lawfully distributed, or

that any Units may be lawfully offered, in compliance with any applicable registration or other

requirements in the PRC, or pursuant to an exemption available thereunder, or assume any

responsibility for facilitating any such distribution or offering. In particular, no action has been

taken by the REIT Manager which would permit a public offering of any Units or distribution of this

Prospectus in the PRC. Accordingly, the Units are not being offered or sold within the PRC by

means of this Prospectus or any other document. Neither this Prospectus nor any advertisement

or other offering material may be distributed or published in the PRC, except under circumstances

that will result in compliance with any applicable laws and regulations.

Qatar

This Prospectus is not intended to constitute an offer, sale or delivery of shares, units in a

collective investment scheme, stapled securities or other securities under the laws of the State of

Qatar including the rules and regulations of the Qatar Financial Centre Authority (“QFCA”) or the

Qatar Financial Centre Regulatory Authority (“QFCRA”) or equivalent laws of the Qatar Central

Bank (“QCB”). This Prospectus has not been lodged or registered with, or reviewed or approved

by the QFCA, the QFCRA, the QCB or the Qatar Financial Markets Authority (“QFMA”) and is not

otherwise authorised or licensed for distribution in the State of Qatar or the Qatar Financial Centre

390

(“QFC”). The information contained in this Prospectus does not, and is not intended to, constitute

a public or general offer or other invitation in respect of shares, units in a collective investment

scheme or other securities in the State of Qatar or the QFC. The Units will not be admitted or

traded on the Qatar Exchange.

Saudi Arabia

This Prospectus may not be distributed in the Kingdom of Saudi Arabia except to such persons as

are permitted under the Offers of Securities Regulations issued by the Capital Market Authority.

The Capital Market Authority does not make any representation as to the accuracy or

completeness of this Prospectus, and expressly disclaims any liability whatsoever for any loss

arising from, or incurred in reliance upon, any part of this Prospectus. Prospective purchasers of

the securities offered hereby should conduct their own due diligence on the accuracy of the

information relating to the securities. If you do not understand the contents of this Prospectus you

should consult an authorised financial adviser.

Any investor in the Kingdom of Saudi Arabia who acquires the Units pursuant to the offering

should note that the offer of Units is a private placement to sophisticated investors under Article

10 of the “Offer of Securities Regulations” as issued by the Board of the Capital Market Authority

resolution number 2-11-2004 dated 4 October 2004, as amended by the Board of the Capital

Market Authority resolution number 1-28-2008 dated 18 August 2008 (the “KSA Regulations”).

The Units to be issued have not and will not be offered or sold in the Kingdom of Saudi Arabia

other than in compliance with the KSA Regulations, through an Authorised Person (as defined in

the Glossary of Defined Terms Used in the Regulations and Rules of the Capital Market Authority)

and following a notification to the Capital Market Authority under the KSA Regulations.

Investors should be aware that the offer of the Units is subject to the restrictions on secondary

market activity of offers of privately placed securities as set out in Article 17 of the KSA

Regulations.

Switzerland

The Units may not be publicly offered, distributed or re-distributed on a professional basis in or

from Switzerland and neither this Prospectus nor any other solicitation for investments in Trust

may be communicated or distributed in Switzerland in any way that could constitute a public

offering within the meaning of Articles 1156/652a of the Swiss Code of Obligations (“CO”). This

Prospectus may not be copied, reproduced, distributed or passed on to others without the Joint

Bookrunners’ prior written consent. This document is not a prospectus within the meaning of

Articles 1156/652a of the CO and FLT will not be listed on the SIX Swiss Exchange. Therefore, this

Prospectus may not comply with the disclosure standards of the CO and/or the listing rules

(including any prospectus schemes) of the SIX Swiss Exchange set forth in art. 27 et seq. of the

SIX Listing Rules. In addition, it cannot be excluded that FLT could qualify as a foreign collective

investment scheme pursuant to Article 119 of the Swiss Federal Act on Collective Investment

Schemes, as amended (“CISA”). FLT will not be licensed for offering to non-qualified investors in

and from Switzerland. The distribution of Units in Switzerland will be exclusively made to, and

directed at, regulated qualified investors (the “Regulated Qualified Investors”), as defined in

Article 10(3)(a) and (b) of the CISA. Accordingly, FLT has not been and will not be registered with

the Swiss Financial Market Supervisory Authority and no Swiss representative or paying agent

have been or will be appointed in Switzerland. This Prospectus and/or any other offering materials

relating to the Units may be made available in Switzerland solely to Regulated Qualified Investors.

391

Taiwan

The offering of the securities has not been and will not be registered with the Financial

Supervisory Commission of Taiwan, the Republic of China pursuant to relevant securities laws and

regulations and may not be offered or sold in Taiwan, the Republic of China through a public

offering or in circumstance which constitutes an offer within the meaning of the Securities and

Exchange Act of Taiwan, the Republic of China that requires a registration or approval of the

Financial Supervisory Commission of Taiwan, the Republic of China. No person or entity in

Taiwan, the Republic of China has been authorised to offer or sell the securities in Taiwan, the

Republic of China.

The Netherlands

In the Netherlands, the Units are and will only be offered, sold, transferred or delivered as part of

their initial distribution or at any time thereafter, to natural or legal persons that are “qualified

investors” within the meaning of section 1:1 of the Dutch Financial Markets Supervision Act (Wet

op het financieel toezicht, AFS) in accordance with article 1:13b AFS following the due notification

of the Netherlands Authority for the Financial Markets. No approved prospectus is required

pursuant to the Prospectus Directive (2003/71/EC), as amended.

United Arab Emirates (excluding the Dubai International Financial Centre)

In accordance with the provisions of the United Arab Emirates (“UAE”) Securities and

Commodities Authority’s (“SCA”) Board Decision No. 37 of 2012 (as amended by SCA Board

Decision No. 13 of 2013), the units in FLT to which this Prospectus relates may only be promoted

in the UAE as follows:

(a) without the prior approval of SCA, only in so far as the promotion is directed to:

(i) financial portfolios owned by federal or local governmental agencies;

(ii) entities whose main purpose, or one of their purposes, is to invest in securities,

provided that such entities would only invest in the fund for their own account and not

for the accounts of their clients; and

(iii) duly licensed investment managers with the power to make investment decisions; and

(b) with the prior approval of the SCA, by way of:

(i) private placement by persons authorised to do so by the UAE Central Bank or the SCA,

subject to a minimum subscription amount per individual investor of five hundred

thousand UAE Dirhams (AED 500,000) or one million UAE Dirhams (AED 1,000,000)

where the fund has been established in a free zone outside the UAE – which minimum

subscription amount does not apply if a duly licensed investment manager subscribes

for the account of a client for whom that investment manager undertakes discretionary

portfolio management, or if the investor is involved in a saving and investments plan on

a periodic basis with equal monthly or quarterly payments for a period not less than two

years and for a total amount per plan of at least seventy five thousand UAE Dirhams

(AED 75,000) or the equivalent in foreign currencies; or

(ii) institutional private placement by licensed representative offices subject to a minimum

subscription amount per individual institutional investor of 10 million UAE Dirhams (AED

10,000,000).

392

Any approval of the SCA to the promotion of the Units in the UAE does not represent a

recommendation to purchase or invest in FLT. The SCA has not verified this Prospectus or other

documents in connection with FLT and the SCA may not be held liable for any default by any party

involved in the operation, management or promotion of FLT in the performance of their

responsibilities and duties, or the accuracy or completeness of the information in this Prospectus.

The Units to which this Prospectus relates may be illiquid and/or subject to restrictions on their

resale. Prospective investors should conduct their own due diligence on the Units. If you do not

understand the contents of this Prospectus, you should consult an authorised financial advisor.

The United Kingdom

FLT is not a recognised collective investment scheme for the purposes of the Financial Services

and Markets Act 2000 of the United Kingdom (as amended, the “Act”). FLT is an alternative

investment fund for the purposes of The Alternative Investment Fund Managers Regulations 2013

of the United Kingdom (as amended, the “Regulations”). The promotion of interests in FLT and

the distribution of this Prospectus in the United Kingdom are accordingly restricted by law.

393

The distribution of this Prospectus may only take place in the following circumstances:

(a) In relation to any potential investor who has a registered office or is domiciled in the

European Economic Area, this Prospectus may only be distributed:

(1) if the REIT Manager has notified the FCA of its intention to market FLT in accordance

with regulation 59 of the Regulations. Where that is the case, this Prospectus may be

marketed by or on behalf of the REIT Manager to “professional clients” (within the

meaning of Annex II to Directive 2004/39/EC of the European Parliament and of the

Council on markets in financial instruments) and also:

(i) where the person distributing this Prospectus is a person authorised under the Act

to carry on investment business in the United Kingdom (an “Authorised Person”),

to such other persons who, or in circumstances which, (a) fall within any applicable

exemption contained in the U.K. Financial Services and Markets Act 2000

(Promotion of Collective Investment Schemes) (Exemptions) Order 2001 (as

amended, the “CIS Order”), including (i) to persons with professional experience

of investment in unregulated schemes falling within Article 14(5) of the CIS Order,

(ii) persons described in Article 22(2)(a) to (e) (“high net worth companies,

unincorporated associations, etc”) of the CIS Order or (b) to persons who fall

within paragraph 4.12.4R of the U.K. Financial Conduct Authority’s Conduct of

Business Sourcebook; and

(ii) where the person distributing this Prospectus is not an Authorised Person, to such

other persons who, or in circumstances which, fall within any applicable exemption

contained in the U.K. Financial Services and Markets Act 2000 (Financial

Promotion) Order 2005 (as amended, the “Financial Promotion Order”),

including (i) persons who have professional experience in matters relating to

investments falling within Article 19(5) of the Financial Promotions Order, (ii)

persons falling within Article 49(2)(a) to (d) (“high net worth companies,

unincorporated associations, etc”) of the Financial Promotion Order, or (iii)

persons who are outside the United Kingdom; and

(2) in such other circumstances as may otherwise be lawfully permitted, including to

persons to whom an invitation or inducement to engage in investment activity (within the

meaning of s21 of FSMA) in connection with the issue or sale of any securities may

otherwise lawfully be communicated or caused to be communicated, and to persons to

whom an invitation or inducement to participate in a collective investment scheme

(within the meaning of s238 of FSMA) may otherwise lawfully be communicated or

cause to be communicated; and

(b) In relation to any potential investor other than one falling in (a) above, this Prospectus may

only be distributed:

(1) where the person distributing this Prospectus is an Authorised Person, to such persons

who, or in circumstances which, (a) fall within any applicable exemption contained in the

CIS Order, including (i) to persons with professional experience of investment in

unregulated schemes falling within Article 14(5) of the CIS Order, (ii) persons described

in Article 22(2)(a) to (e) (“high net worth companies, unincorporated associations, etc”)

of the CIS Order, or (b) to persons who fall within paragraph 4.12.4R of the U.K.

Financial Conduct Authority’s Conduct of Business Sourcebook; and

(2) where the person distributing this Prospectus is not an Authorised Person, to such

persons who, or in circumstances which, fall within any applicable exemption contained

in the Financial Promotion Order, including (i) persons who have professional

394

experience in matters relating to investments falling within Article 19(5) of the Financial

Promotions Order, (ii) persons falling within Article 49(2)(a) to (d) (“high net worth

companies, unincorporated associations, etc”) of the Financial Promotion Order, or (iii)

persons who are outside the United Kingdom; and

(3) in such other circumstances as may otherwise be lawfully permitted, including to

persons to whom an invitation or inducement to engage in investment activity (within the

meaning of s21 of FSMA) in connection with the issue or sale or any securities may

otherwise lawfully be communicated or caused to be communicated, and to persons to

whom an invitation or inducement to participate in a collective investment scheme

(within the meaning of s238 of FSMA) may otherwise lawfully be communicated or

cause to be communicated.

This document is directed only at persons as set out above and should not be acted upon or relied

upon by other persons. Any other distribution of this Prospectus in the United Kingdom is

unauthorised and this Prospectus must not be relied upon or acted upon except by such persons

and in such circumstances as set out above. Any investment or investment activity to which this

Prospectus relates is available to, and will be engaged in only with, such persons and in such

circumstances.

Since FLT is not a recognised collective investment scheme under the Act, investors in FLT will

not be entitled to any benefits under the Financial Services Compensation Scheme in the United

Kingdom.

United States

The Units have not been and will not be registered under the Securities Act and may not be offered

or sold within the United States except in a transaction that is exempt from, or not subject to, the

registration requirements of the Securities Act. The Units are being offered and sold outside of the

United States in reliance on Regulation S of the Securities Act (terms used in this paragraph that

are defined in Regulation S are used herein as defined therein).

Transfer Restrictions

Each purchaser of the Units offered hereby in reliance on Regulation S will be deemed to have

represented and agreed that it has received a copy of this Prospectus and such other information

as it deems necessary to make an investment decision and that:

• it is aware that the Units have not been and will not be registered under the Securities Act

or with any securities regulatory authority of any state or other jurisdiction of the United

States;

• it is purchasing the Units in an offshore transaction meeting the requirements of

Regulation S;

• it will not offer, sell, pledge or transfer any Units, except in accordance with the Securities Act

and any applicable laws of any state of the United States and any other jurisdiction;

• it acknowledges that the REIT Manager, the Sponsor, the Joint Bookrunners and others will

rely upon the truth and accuracy of the foregoing acknowledgements, representations and

agreements, and agree that if any of the acknowledgements, representations or agreements

deemed to have been made by its purchase of the Units are no longer accurate, it shall

promptly notify the REIT Manager, the Sponsor and the Joint Bookrunners. If it is acquiring

any Units as a fiduciary or agent for one or more investor accounts, it represents that it has

395

sole investment discretion with respect to each such account and it has full power to make

the foregoing acknowledgements, representations and agreements on behalf of each such

account; and

• acknowledge that no action has been taken in any jurisdiction (including the United States)

by the REIT Manager, the Sponsor or the Joint Bookrunners that would permit a public

offering of the Units or the possession, circulation or distribution of this Prospectus or any

other material relating to us or the Units in any jurisdiction where registration for that purpose

is required. Consequently, any transfer of the Units will be subject to the selling restrictions

set forth under this “Distribution and Selling Restrictions”.

Terms used in this subsection that are defined in Regulation S are used herein as defined therein.

General

Each applicant for Units in the Offering will be deemed to have represented and agreed that it is

relying on this Prospectus and not on any other information or representation not contained in this

Prospectus and none of FLT, the REIT Manager, the REIT Trustee, the Sponsor, the Joint Global

Coordinators, the Joint Bookrunners or any other person responsible for this Prospectus or any

part of it will have any liability for any such other information or representation.

396

CLEARANCE AND SETTLEMENT

INTRODUCTION

A letter of eligibility has been obtained from the SGX-ST for the listing and quotation of the Units.

For the purpose of trading on the SGX-ST, a board lot for the Units will comprise 100 Units.

Upon listing and quotation on the SGX-ST, the Units will be traded under the electronic book-entry

clearance and settlement system of CDP. All dealings in and transactions of the Units through the

SGX-ST will be effected in accordance with the terms and conditions for the operation of

Securities Accounts, as amended from time to time.

CDP, a wholly-owned subsidiary of Singapore Exchange Limited, is incorporated under the laws

of Singapore and acts as a depository and clearing organisation. CDP holds securities for its

account holders and facilitates the clearance and settlement of securities transactions between

account holders through electronic book-entry changes in the Securities Accounts maintained by

such account holders with CDP.

It is expected that the Units will be credited into the Securities Accounts of applicants for the Units

within four Market Days1 after the closing date for applications for the Units.

CLEARANCE AND SETTLEMENT UNDER THE DEPOSITORY SYSTEM

The Units will be registered in the name of CDP or its nominee and held by CDP for and on behalf

of persons who maintain, either directly or through depository agents, Securities Accounts with

CDP. Persons named as direct Securities Account holders and depository agents in the depository

register maintained by CDP, will be treated as Unitholders in respect of the number of Units

credited to their respective Securities Accounts.

Transactions in the Units under the book-entry settlement system will be reflected by the seller’s

Securities Account being debited with the number of Units sold and the buyer’s Securities Account

being credited with the number of Units acquired. No transfer stamp duty is currently payable for

the transfer of the Units that are settled on a book-entry basis.

The Units credited to a Securities Account may be traded on the SGX-ST on the basis of a price

between a willing buyer and a willing seller. The Units credited into a Securities Account may be

transferred to any other Securities Account with CDP, subject to the terms and conditions for the

operation of Securities Accounts and a S$10.00 transfer fee payable to CDP. All persons trading

in the Units through the SGX-ST should ensure that the relevant Units have been credited into

their Securities Account, prior to trading in such Units, since no assurance can be given that the

Units can be credited into the Securities Account in time for settlement following a dealing. If the

Units have not been credited into the Securities Account by the due date for the settlement of the

trade, the buy-in procedures of the SGX-ST will be implemented.

CLEARING FEES

A clearing fee for the trading of the Units on the SGX-ST is payable at the rate of 0.0325% of the

transaction value. In addition, a trading fee at the rate of 0.0075% of the transaction value is

payable. The clearing fee, trading fee, deposit fee and Unit withdrawal fee may be subject to GST

(currently 7.0%).

Dealings in the Units will be carried out in Singapore dollars and will be effected for settlement in

CDP on a scripless basis.

1 “Market Day” means any day on which the SGX-ST is open for trading in securities.

397

Settlement of trades on a normal “ready” basis on the SGX-ST generally takes place on the third

Market Day1 following the transaction date and payment for the Units is generally settled on the

following Market Day. CDP holds Units on behalf of investors in Securities Accounts. An investor

may open a direct account with CDP or a sub-account with any CDP depository agent. A CDP

depository agent may be a member company of the SGX-ST, bank, merchant bank or trust

company.

1 “Market Day” means any day on which the SGX-ST is open for trading in securities.

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EXPERTS

Ernst & Young LLP, the Independent Reporting Auditor, were responsible for preparing the

Independent Reporting Auditor’s Report on the Profit Forecast and Profit Projection and the

Independent Reporting Auditor’s Report on the Unaudited Consolidated Pro Forma Financial

Information found in Appendix A, “Independent Reporting Auditor’s Report on the Profit Forecast

and Profit Projection” and Appendix B, “Independent Reporting Auditor’s Report on the Unaudited

Consolidated Pro Forma Financial Information” of this Prospectus, respectively.

Savills Valuations Pty Ltd and Urbis Valuations Pty Ltd, the Independent Valuers, were

responsible for preparing the Independent Property Valuation Summary Reports in Appendix E,

“Independent Property Valuation Summary Reports” of this Prospectus.

Jones Lang LaSalle (NSW) Pty Limited, the Independent Market Research Consultant, was

responsible for preparing the Independent Australian Industrial Property Market Research Report

in Appendix F, “Independent Australian Industrial Property Market Research Report” of this

Prospectus.

Ernst & Young Solutions LLP, the Independent Tax Adviser, was responsible for preparing the

Independent Taxation Report found in Appendix D, “Independent Taxation Report” of this

Prospectus.

The Independent Reporting Auditor, the Independent Valuers, the Independent Market Research

Consultant and the Independent Tax Adviser have each given and have not withdrawn their written

consents to the issue of this Prospectus with the inclusion herein of their names and their

respective write-ups and reports and all references thereto in the form and context in which they

respectively appear in this Prospectus, and to act in such capacity in relation to this Prospectus.

None of Allen & Gledhill LLP, King & Wood Mallesons, WongPartnership LLP and Dentons Rodyk

& Davidson LLP makes, or purports to make, any statement in this Prospectus and none of them

is aware of any statement in this Prospectus which purports to be based on a statement made by

it and it makes no representation, express or implied, regarding, and takes no responsibility for,

any statement in or omission from this Prospectus.

399

INDEPENDENT REPORTING AUDITOR

Ernst & Young LLP, the Independent Reporting Auditor, has given and has not withdrawn its

consent to the issue of this Prospectus for the inclusion herein of:

• its name;

• the Independent Reporting Auditor’s Report on the Unaudited Consolidated Pro Forma

Financial Information; and

• the Independent Reporting Auditor’s Report on the Profit Forecast and Profit Projection,

in the form and context in which they appear in this Prospectus, and references to its name and

such reports in the form and context which they appear in this Prospectus and to act in such

capacity in relation to this Prospectus.

400

GENERAL INFORMATION

RESPONSIBILITY STATEMENT BY THE DIRECTORS

(1) The Directors collectively and individually accept full responsibility for the accuracy of the

information given in this Prospectus and confirm after making all reasonable enquiries that,

to the best of their knowledge and belief, this Prospectus constitutes full and true disclosure

of all material facts about the Offering, FLT and its subsidiaries, and the Directors are not

aware of any facts the omission of which would make any statement in this Prospectus

misleading, and the Directors are satisfied that the Profit Forecast and Profit Projection has

been stated after due and careful inquiry. Where information in the Prospectus has been

extracted from published or otherwise publicly available sources or obtained from a named

source, the sole responsibility of the Directors has been to ensure that such information has

been accurately and correctly extracted from those sources and/or reproduced in this

Prospectus in its proper form and context.

MATERIAL BACKGROUND INFORMATION

(2) There are no legal or arbitration proceedings pending or, so far as the Directors are aware,

threatened against the REIT Manager the outcome of which, in the opinion of the Directors,

may have or have had during the 12 months prior to the date of this Prospectus, a material

adverse effect on the financial position of the REIT Manager.

(3) There are no legal or arbitration proceedings pending or, so far as the Directors are aware,

threatened against FLT the outcome of which, in the opinion of the Directors, may have or

have had during the 12 months prior to the date of this Prospectus, a material adverse effect

on the financial position (on a pro forma basis) of FLT.

(4) The name, age and address of each of the Directors are set out in “The REIT Manager and

Corporate Governance – The Manager of FLT – The Board of Directors of the REIT

Manager”. A list of the present and past directorships of each director and executive officer

of the REIT Manager over the last five years preceding the Latest Practicable Date is set out

in Appendix H, “List of Present and Past Principal Directorships of Directors and Executive

Officers”.

(5) There is no family relationship among the directors and executive officers of the REIT

Manager.

(6) Save as disclosed below, none of the Directors or executive officers of the REIT Manager is

or was involved in any of the following events:

(a) at any time during the last 10 years, an application or a petition under any bankruptcy

laws of any jurisdiction filed against him or against a partnership of which he was a

partner at the time when he was a partner or at any time within two years from the date

he ceased to be a partner;

(b) at any time during the last 10 years, an application or a petition under any law of any

jurisdiction filed against an entity (not being a partnership) of which he was a director

or an equivalent person or a key executive, at the time when he was a director or an

equivalent person or a key executive of that entity or at any time within two years from

the date he ceased to be a director or an equivalent person or a key executive of that

entity, for the winding-up or dissolution of that entity or, where that entity is the trustee

of a business trust, that business trust, on the ground of insolvency;

(c) any unsatisfied judgment against him;

401

(d) a conviction of any offence, in Singapore or elsewhere, involving fraud or dishonesty

which is punishable with imprisonment, or has been the subject of any criminal

proceedings (including any pending criminal proceedings of which he is aware) for such

purpose;

(e) a conviction of any offence, in Singapore or elsewhere, involving a breach of any law

or regulatory requirement that relates to the securities or futures industry in Singapore

or elsewhere, or has been the subject of any criminal proceedings (including any

pending criminal proceedings of which he is aware) for such breach;

(f) at any time during the last 10 years, judgment been entered against him in any civil

proceedings in Singapore or elsewhere involving a breach of any law or regulatory

requirement that relates to the securities or futures industry in Singapore or elsewhere,

or a finding of fraud, misrepresentation or dishonesty on his part, or any civil

proceedings (including any pending civil proceedings of which he is aware) involving an

allegation of fraud, misrepresentation or dishonesty on his part;

(g) a conviction in Singapore or elsewhere of any offence in connection with the formation

or management of any entity or business trust;

(h) disqualification from acting as a director or an equivalent person of any entity (including

the trustee of a business trust) in any jurisdiction, or from taking part directly or

indirectly in the management of any entity or business trust in any jurisdiction;

(i) any order, judgment or ruling of any court, tribunal or governmental body permanently

or temporarily enjoining him from engaging in any type of business practice or activity;

(j) to his knowledge, been concerned with the management or conduct, in Singapore or

elsewhere, of the affairs of:

(i) any corporation which has been investigated for a breach of any law or regulatory

requirement governing corporations in Singapore or elsewhere;

(ii) any entity (not being a corporation) which has been investigated for a breach of

any law or regulatory requirement governing such entities in Singapore or

elsewhere;

(iii) any business trust which has been investigated for a breach of any law or

regulatory requirement governing business trusts in Singapore or elsewhere; or

(iv) any entity or business trust which has been investigated for a breach of any law

or regulatory requirement that relates to the securities or futures industry in

Singapore or elsewhere,

in connection with any matter occurring or arising during the period when he was so

concerned with the entity or business trust; or

(k) the subject of any current or past investigation or disciplinary proceedings, or has been

reprimanded or issued any warning, by the MAS or any other regulatory authority,

exchange, professional body or government agency, whether in Singapore or

elsewhere.

402

Mr Lim Ee Seng

On 16 April 2014, Mr Lim Ee Seng received a warning letter from the MAS on a late reporting

of the issuance of shares in FCL (the “FCL Shares”) to him. Mr Lim came to acquire the FCL

Shares due to the vesting of a portion of the awards granted by F&N under certain share

plans and as a result of the demerger of the property business of F&N, which involved a

distribution in specie of the ordinary shares of FCL. Mr Lim was previously chief executive

officer of the property division of F&N which is not separately listed and accordingly, did not

have to file notifications of his interests in F&N. Furthermore, the FCL Shares were not

actively acquired and Mr Lim therefore failed to file the requisite notifications in the stipulated

timeframe.

EXCHANGE CONTROLS

(7) Other than as described in the section “Exchange Rate Information and Exchange Controls”

of this Prospectus, as at the date of this Prospectus, there is no governmental law, decree

or regulatory requirement which may affect the repatriation of capital and the remittance of

profits by or to the REIT Manager.

MATERIAL CONTRACTS

(8) The dates of, parties to, and general nature of every material contract which the REIT

Trustee has entered or will enter into within the two years preceding the date of this

Prospectus or as the case may be, the Listing Date (not being contracts entered into in the

ordinary course of the business of FLT) are as follows:

(a) the Trust Deed;

(b) the Contracts of Sale in relation to the IPO Properties;

(c) the Concurrent Leases in relation to the Queensland IPO Properties;

(d) the Contingent Rental Support Deeds;

(e) the Incentive Reimbursement Deed for the IPO Properties;

(f) the Incentive Reimbursement Deed for the Development Properties;

(g) the Incentive Reimbursement Deed for the Call Option Properties;

(h) the Call Option Agreements;

(i) the HAUT Trust Deed and the Sub-Trust Trust Deeds;

(j) the Investment Management Agreement;

(k) the Australian Property Management Agreement;

(l) the Master Property Management Agreement;

(m) the Deeds of Consent; and

(n) the Right of First Refusal Agreement.

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DOCUMENTS FOR INSPECTION

(9) Copies of the following documents are available for inspection at the registered office of the

REIT Manager at 438 Alexandra Road, #21-00 Alexandra Point, Singapore 119958 for a

period of six months from the date of this Prospectus (or, in respect of the Master Property

Management Agreement, from the Listing Date):

(a) the material contracts referred to in paragraph 8 above, save for the Trust Deed (which

will be available for inspection for so long as FLT is in existence);

(b) the Independent Reporting Auditor’s Report on the Profit Forecast and Profit Projection

as set out in Appendix A of this Prospectus;

(c) the Independent Reporting Auditor’s Report on the Unaudited Consolidated Pro Forma

Financial Information as set out in Appendix B of this Prospectus;

(d) the Independent Taxation Report as set out in Appendix D of this Prospectus;

(e) the Independent Property Valuation Summary Reports as set out in Appendix E of this

Prospectus as well as the full valuation reports issued by the Independent Valuers for

each of the Properties;

(f) the Independent Australian Industrial Property Market Research Report as set out in

Appendix F of this Prospectus;

(g) the written consents of the Independent Reporting Auditor, the Independent Valuers, the

Independent Market Research Consultant and the Independent Tax Adviser (see

“Experts” for further details);

(h) the Sponsor Subscription Agreement;

(i) the TCCG Subscription Agreement;

(j) the subscription agreements entered into between the REIT Manager and the

Cornerstone Investors to subscribe for the Cornerstone Units (the “Cornerstone

Subscription Agreements”); and

(k) the Depository Services Terms and Conditions.

CONSENTS OF THE JOINT GLOBAL COORDINATORS AND THE JOINT BOOKRUNNERS

(10) DBS Bank Ltd. and Citigroup Global Markets Singapore Pte. Ltd. have each given and not

withdrawn its written consent to being named in this Prospectus as the Joint Financial

Advisers, Global Coordinators and Issue Managers to the Offering.

(11) DBS Bank Ltd., Citigroup Global Markets Singapore Pte. Ltd., Morgan Stanley Asia

(Singapore) Pte., Oversea-Chinese Banking Corporation Limited and United Overseas Bank

Limited have each given and have not withdrawn their written consent to being named in this

Prospectus as the Joint Bookrunners and Underwriters to the Offering.

WAIVERS FROM THE SGX-ST

(12) The REIT Manager has obtained from the SGX-ST waivers from compliance with the

following listing rules under the Listing Manual:

404

(a) Rule 246(6) which requires the directors, executive officers, controlling shareholders

and partners of the controlling shareholders to provide their resumes and particulars

together with the submission of the new listing application, subject to the Sponsor

informing SGX-ST, prior to the listing of FLT, of any material changes to the resumes

and particulars;

(b) Rule 404(3)(a) which requires FLT to limit its investments in companies which are

related to its substantial shareholders, investment managers or management

companies, to a maximum of 10% of gross assets; and Rule 404(3)(c) which requires

FLT to restrict investments in unlisted securities to 30% of gross assets, subject to

compliance with (i) the requirements under Chapter 9 of the Listing Manual and (ii) the

CIS Code;

(c) Rule 404(5) which requires the management company to be reputable and have an

established track record in managing investments, subject to the management team in

the REIT Manager having the relevant experience as required under Rule 404(6) of the

Listing Manual;

(d) Rule 407(4) which requires the submission of the financial track record of the

investment manager, the investment adviser and persons employed by them in the

application to the SGX-ST for the listing of FLT, subject to the management team of the

REIT Manager having the relevant experience as required under Rule 404(6) of the

Listing Manual; and

(e) Rule 705(2) which requires FLT to announce its financial statements for the first three

quarters of its financial year immediately after the figures are available, but in any event

not later than 45 days after the quarter end, subject to FLT announcing its first financial

results announcement for the period from the Listing Date to 30 September 2016, not

later than 45 days after the quarter end.

WAIVER AND EXEMPTION FROM THE MAS

(13) The MAS has granted the REIT Manager a waiver and an exemption, respectively from

compliance with the following:

(a) Paragraph 4.1(c) of the Property Funds Appendix in respect of the first annual general

meeting of FLT, on the condition that this annual general meeting is held by 31 January

2018;

(b) Paragraph 51 of the Third Schedule to the CIS Regulations, to the extent that

Paragraph 51 of the Third Schedule prohibits the disclosure of pro forma financial

information relating to FLT, subject to the following conditions:

(i) the pro forma financial information relating to FLT is prepared in compliance with

the requirements of paragraphs 23 to 34 in Part IX of the Fifth Schedule to the

Securities and Futures (Offers of Investments) (Shares and Debentures)

Regulations 2005; and

(ii) the REIT Manager and its Directors shall ensure that the exemption and the

condition imposed by the MAS as set out in sub-paragraph (i) of this paragraph are

disclosed in the Prospectus.

405

MISCELLANEOUS

(14) The financial year-end of FLT is 30 September. The annual audited consolidated financial

statements of FLT will be prepared and sent to the Unitholders within the timeframe as set

out in applicable laws and regulations and not less than 14 days before the date of the annual

general meeting of the Unitholders. The first annual report by FLT will be in respect of the

period from the Listing Date to 30 September 2017.

(15) It is intended that KPMG LLP be appointed as auditors of FLT commencing on the Listing

Date.

(16) While FLT is listed on the SGX-ST, investors may check the SGX-ST website

http://www.sgx.com for the prices at which the Units are being traded on the SGX-ST.

Investors may also check one or more major Singapore newspapers such as The Straits

Times, The Business Times and Lianhe Zaobao for the price range within which the Units

were traded on the SGX-ST on the preceding day.

(17) A full valuation of each of the real estate assets held by FLT will be carried out at least once

a year in accordance with the Property Funds Appendix. Generally, where FLT proposes to

issue new Units or to redeem existing Units, and the assets held by FLT were valued more

than six months ago, the REIT Manager should exercise discretion in deciding whether to

conduct a desktop valuation of the real estate assets held by FLT, especially when market

conditions indicate that real estate values have changed materially. The REIT Manager or the

REIT Trustee may at any other time arrange for the valuation of any of the real estate assets

held by FLT if it is of the opinion that it is in the best interest of Unitholders to do so.

(18) The REIT Manager does not intend to receive soft dollars (as defined in the CIS Code) in

respect of FLT. Save as disclosed in this Prospectus, unless otherwise permitted under the

Listing Manual, neither the REIT Manager nor any of its associates will be entitled to receive

any part of any brokerage charged to FLT, or any part of any fees, allowances or benefits

received on purchases charged to FLT.

(19) There is no benchmark applicable to FLT as it is a real estate investment trust to be listed

on the SGX-ST.

CO-MANAGERS

(20) Each of Bank of China Limited, Singapore Branch and CIMB Securities (Singapore) Pte. Ltd.

is a co-manager to the Offering.

406

GLOSSARY

Glossary of Defined Terms Used in Relation to Australian Laws and Regulations

ALT Australian Land Trust

ASIC Australian Securities & Investments Commission

associate Under the FATA,

(1) “each of the following persons is an “associate” of a

person:

(a) any relative of the person;

(b) any person with whom the person is acting, or

proposes to act, in concert in relation to an action to

which this Act may apply;

(c) any person with whom the person carries on a

business in partnership;

(d) any entity of which the person is a senior officer;

(e) if the person is an entity:

(i) any holding entity of the entity; or

(ii) any senior officer of the entity;

(f) any entity whose senior officers are accustomed or

under an obligation (whether formal or informal) to

act in accordance with the directions, instructions

or wishes of:

(i) the person; or

(ii) if the person is an entity – the senior officers

of the person;

(g) an entity if the person is accustomed or under an

obligation (whether formal or informal) to act in

accordance with the directions, instructions or

wishes of:

(i) the entity; or

(ii) the senior officers of the entity;

407

(h) any corporation in which the person holds a

substantial interest;

(i) if the person is a corporation – a person who holds

a substantial interest in the corporation;

(j) the trustee of a trust in which the person holds a

substantial interest;

(k) if the person is the trustee of a trust – a person who

holds a substantial interest in the trust;

(l) if the person is a foreign government, a separate

government entity or a foreign government investor

in relation to a foreign country (or a part of a foreign

country):

(i) any other person that is a foreign government

in relation to that country (or any part of that

country); or

(ii) any other person that is a separate

government entity in relation to that country

(or any part of that country); or

(iii) any other foreign government investor in

relation to that country (or any part of that

country).

Note: A person may be taken to be an associate under

section 79 of the FATA.

Additional associates in relation to interests in

residential land

(2) For an action taken relating to an interest in residential

land (within the meaning of any of the paragraphs of

subsection 12(1)), each of the following persons is also

an associate of a person:

(a) an entity that is not listed for quotation in the official

list of a stock exchange if a relative of the person:

(i) holds a substantial interest in the entity; or

(ii) is a senior officer of the entity;

(b) if the person is an entity (the first entity) – another

entity (the second entity) if:

(i) an individual holds a substantial interest in the

first entity or is a senior officer of the first

entity; and

408

(ii) a relative of the individual holds a substantial

interest in the second entity or is a senior

officer of the second entity; and

(iii) the first entity and the second entity are not,

and are not a subsidiary or trustee of an entity,

listed for quotation in the official list of a stock

exchange.

Persons who are not associates

(3) Despite subsections (1) and (2), a person is not an

associate of another person merely because:

(a) one gives advice to the other, or acts on the other’s

behalf, in the proper performance of the functions

attaching to a professional capacity or a business

relationship; or

(b) one, a client, gives specific instructions to the

other, whose ordinary business includes dealing in

financial products (within the meaning of the

Corporations Act 2001), to acquire financial

products on the client’s behalf in the ordinary

course of that business; or

(c) one had sent, or proposes to send, to the other an

offer under a takeover bid (within the meaning of

that Act) for securities held by the other; or

(d) one has appointed the other, otherwise than for

valuable consideration (within the ordinary

meaning of the term) given by the other or by an

associate of the other, to vote as a proxy or

representative; or

(e) both of the following apply:

(i) one provides independent services as a

trustee of a trust to the other who is a

beneficiary of the trust;

(ii) the trustee is licensed to provide those

services under a law of the Commonwealth, a

State, a Territory, a foreign country or a part of

a foreign country; or

409

(f) one holds a substantial interest in a managed

investment scheme (within the meaning of the

Corporations Act 2001) and the other is the responsible

entity of the scheme; or

(g) both are partners of one of the following kinds of

partnerships:

(i) a partnership of actuaries or accountants;

(ii) a partnership of medical practitioners;

(iii) a partnership of patent attorneys;

(iv) a partnership of sharebrokers or stockbrokers;

(v) a partnership of trade mark attorneys;

(vi) a partnership that has as its primary purpose

collaborative scientific research, and includes at

least one university and one private sector

participant (whether or not it also includes

government agencies or publicly funded research

bodies);

(vii) a partnership of architects;

(viii) a partnership of pharmaceutical chemists or

veterinary surgeons;

(ix) a partnership of legal practitioners.”

ATO Australian Taxation Office

Australian Corporations Act Corporations Act 2001 (Cth)

Australian Taxation Act Australian Taxation Administration Act 1953 (Cth)

Australian Treasurer The Treasurer of the Commonwealth of Australia

Australian Land Agricultural land, commercial land, residential land or a

mining or production tenement in Australia

FATA The Australian Foreign Acquisitions and Takeovers Act 1975

(Cth)

FIRB Foreign Investment Review Board

FIRB Approval Requirement under Australia’s foreign investment regime for

investors in the Units who are “foreign persons” to notify and

receive a prior no objections notification to such investment

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Foreign Government Investor A “Foreign Government Investor” means an entity that is:

(a) foreign government or separate government entity; or

(b) a corporation, trustee of a trust, or general partner of a

limited partnership in which:

(i) a foreign government or separate government

entity, alone or together with one or more

associates, holds an interest of at least 20%; or

(ii) foreign governments or separate government

entities of more than one country (or parts of more

than one foreign country), together with any one or

more associates, hold an interest of at least 40%.

A “foreign government” means an entity that is:

(a) a body politic of a foreign country; or

(b) a body politic of part of a foreign country; or

(c) a part of a body politic of a foreign country or a part of a

body politic of part of a foreign country.

A “separate government entity” means an individual,

corporation or corporation sole that is an agency or

instrumentality of a foreign country or a part of a foreign

country, but not part of the body politic of a foreign country or

of a part of a foreign country.

The FATA deems foreign government related entities from the

same country to be associated. The effect is that an entity will

be a foreign government investor where one or more foreign

government related entities from the same country have in

aggregate a 20% or more interest in the subject entity.

411

Foreign person A “foreign person” is defined broadly in the FATA and

includes:

(a) an individual not ordinarily resident in Australia;

(b) a corporation in which an individual not ordinarily

resident in Australia, a foreign corporation or a foreign

government holds a substantial interest (20% or more

held solely or together with associates);

(c) a corporation in which two or more persons, each of

whom is either an individual not ordinarily resident in

Australia, a foreign corporation or a foreign government,

hold an aggregate substantial interest (40% or more

including associate holdings);

(d) the trustee of a trust in which an individual not ordinarily

resident in Australia, a foreign corporation or a foreign

government holds a substantial interest (20% or more

held solely or together with associates); or

(e) the trustee of a trust in which two or more persons, each

of whom is an individual not ordinarily resident in

Australia, a foreign corporation or a foreign government,

hold an aggregate substantial interest (40% or more

including associate holdings); or

(f) a foreign government or a foreign government investor

Foreign Resident Individuals Individuals who are not tax resident in Australia under

Australian tax laws

Substantial Interest An acquisition of control of 20% or more of the actual or

potential voting power or issued shares in a target by a single

foreign person (together with associates1)

1 “Associate”, in this context, has the meaning ascribed to it in the FATA. (See “Glossary – Glossary of Defined Terms

Used in Relation to Australian Laws and Regulations”.) The definition of “associate” under the FATA is different to

the definition of “associate” under the Listing Manual. References to “associate” in respect to the FATA should be

construed accordingly.

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Glossary of Defined Terms

1Q The first quarter ended 31 December

3PL Third-party logistics

31 March 2016 Valuations The independent valuations for (i) 115-121 South CentreRoad, Melbourne Airport, Victoria; (ii) 25-29 Jets Court,Melbourne Airport, Victoria; (iii) 28-32 Sky Road East,Melbourne Airport, Victoria; (iv) 2-46 Douglas Street, PortMelbourne, Victoria; (v) 22-26 Bam Wine Court, DandenongSouth, Victoria; (vi) 2-22 Efficient Drive, Truganina, Victoria;(vii) the Mazda Property; (viii) 350 Earnshaw Road,Northgate, Queensland; and (ix) Lot 3 Horsley Drive BusinessPark, Cnr Horsley Drive & Cowpasture Road, Wetherill Park,New South Wales as at 31 March 2016

Act The Financial Services and Markets Act 2000 of the UnitedKingdom

Adelaide Airport The premises subject to the Adelaide Airport Ground Leaseslocated at: (a) 5 Butler Boulevard, Adelaide Airport, SouthAustralia; (b) 18-20 Butler Boulevard, Adelaide Airport, SouthAustralia; and (c) 20-22 Butler Boulevard, Adelaide Airport,South Australia

Adelaide Airport Head Lease The head lease granted by the Commonwealth of Australia inrelation to Adelaide Airport

Adelaide Airport Landlord Adelaide Airport Limited as the landlord pursuant to theAdelaide Airport Ground Leases

Adelaide Airport GroundLeases

The ground leases which, at Listing Date, will be held by therespective Sub-Trusts pursuant to various ground leases ofvarying length in respect of Adelaide Airport

Adjustments Adjustments which are charged or credited to theconsolidated audited profit and loss account of the Trust forthe relevant financial year or the relevant distribution period(as the case may be), including (i) unrealised income,including property revaluation gains, and reversals ofimpairment provisions, (ii) deferred tax charges/credits (asdeemed appropriate by the REIT Manager), (iii) negativegoodwill, (iv) differences between cash and accountingfinance costs, (v) realised gains/(losses) on the disposal ofproperties and disposal/settlement of financial instruments,(vi) the portion of the Management Fee, the Acquisition Fee,Divestment Fee, Development Management Fee, feespayable to the HAUT Manager and the property managementfees payable to the property manager(s) in respect of theProperties (where applicable) that is paid or payable, directlyor indirectly, in the form of Units, (vii) costs of any public orother offering of Units or Convertible Instruments that areexpensed but are funded by proceeds from the issuance ofsuch Units or Convertible Instruments, (viii) depreciation andamortisation in respect of the Properties and their ancillarymachines, equipment and other fixed assets, (ix) adjustmentfor amortisation of leasing incentives, (x) adjustment forstraight lining of rental increases, and (xi) other non-cashadjustments (as deemed appropriate by the Manager inconsultation with the auditors and/or tax advisers)

413

Adjusted Gross Rental Income Means the estimated rental income and recoverableoutgoings payable by:

(i) the two tenants where the respective tenancydocuments have been executed before 31 December2015 but the tenancies will only commence in 2016;

(ii) the pre-committed tenant for the Mazda Property;

(iii) the Pre-Committed Tenants for the DevelopmentProperties); and

(iv) (where applicable) the Pre-Committed Tenants for theCall Option Properties,

for the respective month where the term of the tenancies orpre-committed tenancies, as the case may be, commenceand in respect of the existing tenants of the other Properties,means the aggregate rental income and recoverableoutgoings paid by these tenants under the relevant tenanciesfor the month of December 2015

AEI Asset enhancement initiatives

Affin The Affin Banking Group

Affin Hwang AM Affin Hwang Asset Management Bhd

AFSL Australian financial services licence

Aggregate Leverage The ratio of FLT’s total borrowings (including deferredpayments for assets whether to be settled in cash or in Units)to the value of the Deposited Property

Agreed PM Fee The fee payable to the Australian Property Manager inrespect of the property management services provided for theproperties of FLT located in Australia under its management(including each subsequently acquired property located inAustralia which is managed by the Australian PropertyManager); and computed based on the following formula:

(i) 1.2% per annum of the PMA Net Property Income ofeach Property; and

(ii) Where any Property is not fully leased, A$1,000 permonth per Property in the event there is vacant lettablearea in such Property

Agreed Price The agreed price of A$32.3 million, A$36.4 million and A$57.1million in respect of the Call Option Properties located at (i)Indian Drive, Keysborough, Victoria; (ii) Lot 1 Pearson Road,Yatala, Queensland and (iii) Lot 3 Horsley Drive BusinessPark, Cnr Horsley Drive & Cowpasture Road, Wetherill Park,New South Wales respectively, under the respective CallOption Agreement

Airports Act The Airports Act 1996 and the Airports (Transitional) Act 1996of the Commonwealth of Australia

414

Airport Assets The properties situated in Adelaide Airport, Perth Airport andMelbourne/Tullamarine Airport which, as at Listing Date, willbe held by FLT

Airport Ground Leases The Adelaide Airport Ground Leases, the Perth AirportGround Leases and the Tullamarine Airport Ground Leases

Airport Headleases The head leases granted to the various Airport Landlords bythe Commonwealth of Australia

Airport Landlords Australia Pacific Airports (Melbourne) Pty Ltd, AirportsCorporation Pty Ltd and Adelaide Airport Limited

Application Forms The printed application forms to be used for the purpose ofthe Offering and which form part of this Prospectus

Application List The list of applicants subscribing for the Units which are thesubject of the Public Offer

Appraised Value The aggregate of the higher of the two independentvaluations of each Property conducted by the IndependentValuers

APL Australand Property Limited

APT Australand Property Trust

associate Has the meaning ascribed to it in the Listing Manual

Assignment Offer A notice given by the Sub-Trust to the Perth Airport Landlordoffering to assign or surrender to the Perth Airport Landlord itsright, title and interest in the Perth Airport Ground Lease, thebuildings and other improvements on the premises on thesame terms as the proposed assignment to the third party

ASX Australian Stock Exchange

ASX-listed Australian Stock Exchange-listed

ATM Automated teller machine

AUD Australian dollar

AUM Assets under management

Audit, Risk and ComplianceCommittee or ARCC

The audit, risk and compliance committee of the REITManager

Australia The Commonwealth of Australia

Australian PropertyManagement Agreement

The property management agreement dated 3 June 2016entered into between HAUT Trustee, the HAUT Manager andthe Australian Property Manager in respect of the propertiesof FLT located in Australia

Australian Property Manager Frasers Property Management Services Pty Limited.

Australian Trust Deeds The HAUT Trust Deed and the Sub-Trust Trust Deeds,collectively

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Authorised Investments (i) real estate;

(ii) any improvement or extension of or addition to orreconstruction, refurbishment, retrofitting, renovation orother development of any Real Estate or any buildingthereon;

(iii) real estate-related assets, wherever the issuers, assetsor securities are incorporated, located, issued or traded;

(iv) listed or unlisted debt securities and listed shares orstock and (if permitted by the MAS) unlisted shares orstock of or issued by local or foreign non-propertycompanies or corporations;

(v) government securities (issued on behalf of theSingapore Government or governments of othercountries) and securities issued by a supra-nationalagency or a Singapore statutory board;

(vi) cash and cash equivalent items;

(vii) financial derivatives only for the purposes of (a) hedgingexisting positions in FLT’s portfolio where there is astrong correlation to the underlying investments or (b)efficient portfolio management by FLT, PROVIDEDTHAT such derivatives are not used to gear the overallportfolio of FLT or intended to be borrowings of FLT; and

(viii) any other investment not covered by paragraph (i) to (vii)of this definition specified as a permissible investment inthe Property Funds Appendix or otherwise permitted bythe MAS and selected by the REIT Manager forinvestment by FLT and approved by the REIT Trustee inwriting;

Authorised Person A person authorised under the Act to carry on investmentbusiness in the United Kingdom

Authority or MAS Monetary Authority of Singapore

Base Fee 0.4% per annum of the value of the Deposited Property

Bill The Tax Laws Amendment (New Tax System for ManagedInvestment Trusts) Bill 2015

BlackRock Funds The funds and accounts under management by theinvestment management subsidiaries of BlackRock, Inc.,being BlackRock Global Funds – ASEAN Leaders Fund, DCPacific Growth Fund, BlackRock Global Funds – Asia PacificEquity Income Fund, BlackRock Global Funds – PacificEquity Fund, BlackRock Institutional Equity Funds – Pacific,BlackRock Pacific Fund Inc., and Wirral Metropolitan BoroughCouncil (in its capacity as the Administering Authority of theMerseyside Pension Fund)

Business Day Any day (other than a Saturday, Sunday or gazetted publicholiday) on which commercial banks are open for business inSingapore and the SGX-ST is open for trading

BVI The British Virgin Islands

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Call Option Acquisition The acquisition of the Call Option Property(ies)

Call Option Agreements The call option agreements entered into between the REITTrustee and the relevant FPA entity to acquire up to three CallOption Properties, assessed on an individual property basis

Call Option Exercise Date 9 December 2016, being six months after the RegistrationDate, or such earlier date as mutually agreed between theparties

Call Option Properties The properties located at (i) Indian Drive, Keysborough,Victoria; (ii) Lot 1 Pearson Road, Yatala, Queensland; and (iii)Lot 3 Horsley Drive Business Park, Cnr Horsley Drive &Cowpasture Road, Wetherill Park, New South Wales

CBB Central Bank of Bahrain

CBD Central business district

CDP The Central Depository (Pte) Limited

CEVA Logistics Property The property located at Doriemus Drive, Truganina, Victoria

CG Code The Code of Corporate Governance 2012 issued by the MAS

CISA The Swiss Federal Act on Collective Investment Schemes, asamended

CIS Code The Code on Collective Investment Schemes issued by theMAS

CIS Order The U.K. Financial Services and Markets Act 2000 (Promotionof Collective Investment Schemes) (Exemptions) Order 2001,as amended

CMS Licence Capital markets services licence for REIT management

CO The Swiss Code of Obligations

Committed Leases The existing tenancy documents (including legally bindingheads of agreement which have been accepted for vacantlettable area)

Companies Act Companies Act, Chapter 50 of Singapore

Company Law The Law No. 40 of 2007 concerning Limited LiabilityCompanies

Completed Schenker Facility The completed facility on the part of land formerly in folioidentifier 2/1189504 located within the Schenker Property

Concurrent Leases The concurrent leases to be entered into on the Listing Dateby the relevant Sub-Trust Trustee as trustee of the relevantSub-Trust and FPA in relation to the properties locating inQueensland.

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Contingent Rental SupportArrangements

Means the rental support which FPA will provide to FLT inrespect of the Development Properties and Call OptionProperties if (i) the proposed tenancies in respect of the twoDevelopment Properties do not commence by 15 July 2016,and/or (ii) if the proposed tenancies in respect of the CallOption Properties have not commenced by the later of thesettlement of the acquisition of the relevant Call OptionProperty (or grant of concurrent lease) and the date forpractical completion under the relevant agreement for lease(in respect of the Call Option Properties), subject to the termsof the Contingent Rental Support Deeds

Contingent Rental SupportDeeds

The contingent central support deeds entered into in respectof the two Development Properties and which will be enteredinto in respect of the Call Option Properties

controlling shareholder Has the meaning ascribed to it in the Listing Manual

controlling unitholder Has the meaning ascribed to it in the Listing Manual

Cornerstone Investors The cornerstone investors being AEW Asia Pte Ltd, AffinHwang Asset Management Berhad, Asdew Acquisitions PteLtd, B&I Capital AG, BlackRock Funds, DBS Bank Ltd., DBSBank Ltd. (on behalf of certain banking clients), JF AssetManagement Limited, Lion Global Investors Limited, MerenPte Ltd, Morgan Stanley Investment Management Company,Nikko Asset Management Asia Limited, NTUC IncomeInsurance Co-operative Limited, Nuveen Asset Management,LLC and Principal Real Estate Investors, LLC

Cornerstone SubscriptionAgreements

The subscription agreements entered into between the REITManager and the Cornerstone Investors to subscribe for theCornerstone Units

Cornerstone Units The 492,856,000 Units subscribed for by the CornerstoneInvestors pursuant to the Cornerstone SubscriptionAgreements

CPF Central Provident Fund

CPI Consumer Price Index

CPI-linked Consumer Price Index-linked

DBS Cornerstone Units The 28,089,000 Units subscribed for by DBS Bank Ltd.pursuant to its Cornerstone Subscription Agreement

Deeds of Consent The deeds of consent dated 3 June 2016 in relation to PortMelbourne and to be entered into by the relevant Sub-TrustTrustee as trustee of the Sub-Trust in respect of the AirportGround Leases and the property located at Port Kembla

Deposited Property The gross assets of FLT, including all the AuthorisedInvestments of FLT for the time being held or deemed to beheld by FLT under the Trust Deed

Depository Services Termsand Conditions

CDP’s depository services terms and conditions in relation tothe deposit of the Units in CDP

Developers The various developers, being the relevant FPA propertydeveloper entity(ies)

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Development Incentives The development incentives which the Developers havecommitted to granting the Pre-Committed Tenants

Development Project A project involving the development of land, or buildings, orpart(s) thereof on land which is acquired, held or leased byFLT, provided always that the Property Funds Appendix shallbe complied with for the purposes of such development, butdoes not include refurbishment, retrofitting and renovations.

Development Properties The CEVA Logistics Property and the Schenker Property

DFSA Dubai Financial Services Authority

Directors The Directors of the REIT Manager

Distributable Income FLT’s distributable income in relation to a financial year

DPU Distribution per Unit

EEA European Economic Area

Enlarged Portfolio The IPO Portfolio and the Call Option Properties (assumingthe “call options” are exercised in respect of all three CallOption Properties) collectively

EPA Environment Protection Authority

Excess Units Units held directly or indirectly by any person in excess of theUnit Ownership Limit

Extraordinary Resolution A resolution proposed and passed as such by a super-majority consisting of more than 75.0% of the total number ofvotes cast for and against such resolution at a meeting of theUnitholders duly convened and held

F&N Fraser and Neave, Limited

FCL or Sponsor Frasers Centrepoint Limited

FCL Group FCL and its subsidiaries

FCL Legal The legal department of the Sponsor

FCL Listed Trusts FCT, FCOT and FHT (comprising FH-REIT and FH-BT),collectively

FCL MS FCL Management Services Pte. Ltd.

FCL Shares The shares in FCL issued to Mr Lim Ee Seng on 16 April 2014

FCT Frasers Centrepoint Trust

FCOT Frasers Commercial Trust

Financial Promotion Order The U.K. Financial Services and Markets Act 2000 (FinancialPromotion) Order 2005, as amended

Fee Arrangements The fee arrangements for the REIT Manager, the REITTrustee, the HAUT Manager, the HAUT Trustee and theAustralian Property Manager

FH-BT Frasers Hospitality Business Trust

FH-REIT Frasers Hospitality Real Estate Investment Trust or as thecase may be, Frasers Hospitality Real Estate InvestmentTrust and its subsidiaries

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FHT Frasers Hospitality Trust, the hospitality stapled groupcomprising FH-REIT and FH-BT

First Lock-up Period The period commencing from the Listing Date until the datefalling 180 days after the Listing Date (both dates inclusive)

FLT Frasers Logistics & Industrial Trust

Forfeiture Mechanism The mechanism whereby the Excess Units are forfeited andheld by the Forfeiture Trustee on trust and for the benefit of acharitable, philanthropic or benevolent organisation (or heldon trust for the Forfeiture Trustee by the Unitholder fromwhom the Excess Units are to be forfeited, prior to the legaltransfer of the forfeited Excess Units to the ForfeitureTrustee)

Forfeiture Trustee DBS Trustee Limited, as trustee of the forfeited Excess Units

Foreign government Means an entity that is

(a) a body politic of a foreign country;

(b) a body politic of part of a foreign country; or

(c) a part of a body politic of a foreign country or a part of abody politic of part of a foreign country

Foreign Resident Individual Refers to individuals who are not tax resident in Australiaunder Australian tax laws

Forecast Period 2016 orFP2016

The period from 1 June 2016 to 30 September 2016

FPA Frasers Property Australia Pty Limited

FRS 17 Singapore Financial Reporting Standard 17 – Leases

FRS 39 Singapore Financial Reporting Standard 39 – FinancialInstruments: Recognition and Measurement

FY The financial year ended or, as the case may be, ending30 September

GBCA Green Building Council of Australia

GDP Gross Domestic Product

GIC Government of Singapore Investment Corporation

Grantor The relevant vendor (a subsidiary of FPA) pursuant to the CallOption Agreement

Green Star The performance rating awarded by the GBCA which hasassessed the Properties against nine key performancecriteria, namely, energy, water, transport, materials, indoorenvironment quality, management, land use & ecology,emissions and innovation

Gross lettable area or GLA The area calculated as the gross lettable area of the premisesin accordance with the Property Council of Australia’s methodof measurement for measuring gross lettable area (non-retail)and using the dominant use area

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Gross Revenue The gross revenue of a Property comprising the gross rentalincome and recoverable outgoings

GST Goods and services tax

Guaranteed Amount The income FLT would have received had the proposedpre-committed tenancies commenced as scheduled

HAUT “FLT Australia Trust”, a head Australian trust which holds theunits in the Sub-Trusts

HAUT Manager FLT Australia Management Pty Ltd, a wholly-ownedsubsidiary of the REIT Manager

HAUT Trust Deed The trust deed constituting the HAUT

HAUT Trustee Frasers Property Funds Management Limited, in its capacityas the trustee of the HAUT

Horsley Drive Property The property located at Lot 3 Horsley Drive Business Park,Cnr Horsley Drive & Cowpasture Road, Wetherill Park, NewSouth Wales

Incentive Reimbursement Incentives reimbursed pursuant to the IncentiveReimbursement Arrangement

Incentive ReimbursementArrangement

Incentives reimbursed by FPA to FLT in respect of certainProperties pursuant to the Incentive Reimbursement Deed forthe IPO Properties, the Incentive Reimbursement Deed forthe Development Properties and the IncentiveReimbursement Deed for the Call Option Properties

Incentive ReimbursementDeed for the Call OptionProperties

The agreement that will be entered into between FPA and therelevant Sub-Trust Trustees in relation to the Call OptionProperties

Incentive ReimbursementDeed for the DevelopmentProperties

The agreement entered into between FPA and the relevantSub-Trust Trustees dated 3 June 2016 in relation to theDevelopment Properties

Incentive ReimbursementDeed for the IPO Properties

The agreement entered into between FPA and the relevantSub-Trust Trustees dated 3 June 2016 in relation to thecompleted IPO Properties

Income Tax Act Income Tax Act, Chapter 134 of Singapore

Independent AustralianIndustrial Property MarketResearch Report

The independent market research report prepared by theIndependent Market Research Consultant

Independent ReportingAuditor

Ernst & Young LLP

Independent Market ResearchConsultant

Jones Lang LaSalle (NSW) Pty Limited

Independent Tax Adviser Ernst & Young Solutions LLP

Independent Valuers Savills and Urbis

Indian Drive Property The property located at Indian Drive, Keysborough, Victoria

Instruments Offers, agreements or options

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Interested Party Has the meaning ascribed to it in the Property FundsAppendix

Interested Party Transaction Has the meaning ascribed to it in the Property FundsAppendix

Interested Person Has the meaning ascribed to it in the Listing Manual

Interested Person Transaction Has the meaning ascribed to it in the Listing Manual

Investment ManagementAgreement

The investment management agreement entered intobetween the HAUT Trustee and the HAUT Manager on 27May 2016

IPO The offer of Units by way of an initial public offering inSingapore

IPO Portfolio The initial portfolio of FLT as at the Listing Date

IPO Properties The properties comprising the IPO Portfolio

IRAS Inland Revenue Authority of Singapore

Joint Bookrunners or JointBookrunners andUnderwriters

DBS Bank Ltd., Citigroup Global Markets Singapore Pte. Ltd.,Morgan Stanley Asia (Singapore) Pte., Oversea-ChineseBanking Corporation Limited and United Overseas BankLimited, as the joint bookrunners and underwriters for theOffering

Joint Global Coordinators orJoint Financial Advisers,Global Coordinators and IssueManagers

DBS Bank Ltd. and Citigroup Global Markets Singapore Pte.Ltd. as the joint financial advisers, joint global coordinatorsand the joint issue managers for the Offering

KSA Regulations The “Offer of Securities Regulations” as issued by the Boardof the Capital Market Authority resolution number 2-11-2004dated 4 October 2004, as amended by the Board of theCapital Market Authority resolution number 1-28-2008 dated18 August 2008

Latest Practicable Date 31 May 2016, being the latest practicable date prior to thelodgement of this Prospectus with the MAS

Leased Area The leased area occupied by:

(i) the two tenants where the respective tenancydocuments have been executed before 31 December2015 but the tenancies only commence in 2016;

(ii) the pre-committed tenant for the Mazda Property;

(iii) the Pre-Committed Tenant for the DevelopmentProperties; and

(iv) (where applicable) the Pre-Committed Tenants for theCall Option Properties,

as of the date where the term of tenancies or pre-committedtenancies, as the case may be, commence, and in respect ofthe existing tenants of the Properties, means the total leasedarea occupied by these tenants under the relevant tenanciesas of 31 December 2015

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Lenders DBS Bank Ltd., Citibank N.A., Singapore Branch, Oversea-Chinese Banking Corporation Limited and United OverseasBank Limited

Lion Global Investors Lion Global Investors Limited

Listing Date The date of admission of the Units to the Official List of theSGX-ST

Listing Manual The Listing Manual of the SGX-ST

Loan Facilities The Term Loan Facilities and the RCF

Lock-up Units All of the Units which will be held by the Sponsor, APL (astrustee of APT), TCCG and each of the shareholders of TCCGon the Listing Date

Market Day A day on which the SGX-ST is open for trading in securities

Market price (i) The volume weighted average price per Unit (ifapplicable, of the same class) for all trades on theSGX-ST, or such other Recognised Stock Exchange onwhich FLT is listed, in the ordinary course of trading, forthe period of 10 Business Days (or such other period asprescribed by the SGX-ST or relevant Recognised StockExchange) immediately preceding the relevant BusinessDay, or

(ii) where the REIT Manager believe that such market priceis not a fair reflection of the market price of a Unit (whichmay include, among others, instances where there isdisorderly trading activity in the Units), such amount asdetermined by the REIT Manager and approved by theREIT Trustee, as being the fair market price of a Unit,provided that the basis for determining the Issue Price isduly disclosed to the Unitholders.

MAS The Monetary Authority of Singapore

Master Property ManagementAgreement

The master property management agreement to be enteredinto between the REIT Trustee, the REIT Manager and FCLMS in respect of the properties of FLT located outside ofAustralia

Melbourne Airport The premises subject to the Melbourne Airport GroundLeases located at: (a) 115-121 South Centre Road,Melbourne Airport, Victoria; (b) 96-106 Link Road, MelbourneAirport, Victoria; (c) 17-23 Jets Court; (d) 25-29 Jets Court,Melbourne Airport, Victoria; (e) 28-32 Sky Road East,Melbourne Airport, Victoria; and (f) 38-52 Sky Road East,Melbourne Airport, Victoria

Melbourne Airport GroundLeases

The ground leases which, at Listing Date, will be held by therespective Sub-Trusts in respect of Melbourne Airport

Mazda Property The property located at 207-211 Wellington Road, Mulgrave,Victoria

MIT Managed investment trust for the purposes of the AustralianTaxation Act

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MIT Participation Interests Means, in respect of a person, directly or indirectly, thegreater of (a) his holdings in Units, or the right to acquire,interests representing a percentage of the value of theinterests in the Trust; or (b) his control of, or the ability tocontrol, a percentage of the rights attaching to membershipinterests in the Trust; or (c) his right to receive a percentageof any distribution of income that the Trust may make

Mortgage The Mortgage No. 8747695 over the Memorandum of LeaseNo. 8635854

NAV Net asset value

Net Property Income or NPI Consists of Gross Revenue less property operating expenses

New Valuations The two new independent valuations in respect of the CallOption Acquisition to be commissioned by FLT

Nominating and RemunerationCommittee or NRC

The nominating and remuneration committee of the REITManager

NTUC Income NTUC Income Insurance Co-operative Limited

Offering The initial public offering of 521,749,000 Units by the REITManager for subscription at the Offering Price under thePlacement Tranche and the Public Offer

Offering Price The subscription price of each Unit under the Offering ofS$0.89

Offering Units 521,749,000 Units for subscription at the Offering Price

Ordinary Resolution A resolution proposed and passed as such by a majorityconsisting of more than 50.0% of the total number of votescast for and against such resolution at a meeting of theUnitholders duly convened and held

Over-Allotment Option An option granted by the Unit Lender to the StabilisingManager to acquire from the Unit Lender up to an aggregateof 28,503,000 Units at the Offering Price, solely to cover theover-allotment of Units (if any)

Participating Banks DBS Bank Ltd. (including POSB), Oversea-Chinese BankingCorporation Limited and United Overseas Bank Limited (andits subsidiary, Far Eastern Bank Limited)

Particular circumstance A temporary breach of the MIT requirements in certaincircumstances

PDPA Personal Data Protection Act 2012, Act 26 of 2012 ofSingapore

Perth Airport The premises subject to the Perth Airport Ground Leaselocated at 60 Paltridge Road, Perth Airport, Western Australia

Perth Airport Ground Leases The ground leases which, at Listing Date, will be held by therespective Sub-Trusts in respect of Perth Airport

Pearson Road Property The property located at Lot 1 Pearson Road, Yatala,Queensland

Performance Fee 5.0% per annum of the Distributable Income of FLT in therelevant financial year (calculated before accounting forPerformance Fee but after accounting for the Base Fee)

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Placement Tranche The international placement of 441,749,000 Units toinvestors, including institutional and other investors inSingapore pursuant to the Offering

Port Kembla Landlord Port Kembla Operations Pty Limited as landlord in respect ofthe Port Kembla Leases

Port Kembla Leases The subleases between the Port Kembla Landlord and therespective Sub-Trust Trustee

PRC The People’s Republic of China (excluding Hong Kong,Macau and Taiwan)

Pre-Committed Tenants Pre-committed incoming tenants in respect of the twoDevelopment Properties and the Call Option Properties

Profit Forecast and ProfitProjection

The forecast and projected results of FLT for Forecast Period2016 and Projection Year 2017, respectively

Projection Year 2017 orPY2017

The full financial year from 1 October 2016 to 30 September2017

Properties The IPO Properties and the Call Option Properties collectively

Property Funds Appendix Appendix 6 to the CIS Code issued by the Authority in relationto REITs

Property Manager FCL MS, or its nominated related corporation or nominatedthird party agent

Property Sale and PurchaseAgreements

The sale and purchase agreements entered into by therelevant Sub-Trust Trustee as trustee of the relevant Sub-Trust and FPA in relation to the IPO Properties.

Proposed Disposal Any proposed offer by a Relevant Entity to dispose of anyinterest in the Relevant Asset which is owned by the RelevantEntity

Public Offer The offering of 80,000,000 Units at the Offering Price to thepublic in Singapore pursuant to the Offering

QCB Qatar Central Bank

QFC Qatar Financial Centre

QFCA Qatar Financial Centre Authority

QFCRA Qatar Financial Centre Regulatory Authority

QFMA Qatar Financial Markets Authority

Queensland IPO Properties The IPO Properties located in Queensland

RBA The Reserve Bank of Australia

RCF The five-year revolving credit facility of A$200 million

Reconcilation Date The last date of the current outgoings year applicable underthe tenancies for the purposes of calculating adjustments dueto the tenants for recoverable outgoings

Recognised Stock Exchange Any stock exchange of repute in any part of the world

Registration Date 10 June 2016

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Regulated Qualified Investors Regulated qualified investors as defined in Art 10(3)(a) and(b) of the CISA

Regulations The Alternative Investment Food Managers Regulations 2013of the United Kingdom, as amended

Regulation S Regulation S under the Securities Act

REIT Real estate investment trust

REIT Manager Frasers Logistics & Industrial Asset Management Pte. Ltd.(formerly known as FCL Gold Pte. Ltd.), in its capacity asmanager of FLT

REIT Manager Board The board of directors of the REIT Manager

REIT Trustee Perpetual (Asia) Limited (formerly known as The TrustCompany (Asia) Limited), in its capacity as trustee of FLT

Related corporation Has the meaning ascribed to it in the Companies Act

Related Party Refers to an Interested Person and/or, as the case may be,Interested Party

Related Party Transactions Refers to an Interested Person Transaction and/or, as thecase may be, Interested Party Transaction

Relevant Entity An entity appointed by the REIT Manager, the REIT Trustee orany entity which is held by FLT (whether wholly or partially) atthe recommendation of the REIT Manager, to provide assetmanagement or investment management services in respectof any asset of FLT

Relevant Fee The fee entitled to be received by the Relevant Entity out ofthe Deposited Property for its services and to be paid eitherdirectly (by the REIT Trustee) or indirectly (by the entity whichis held by FLT including the HAUT)

Rent Free DevelopmentIncentives

The development incentives in the form of rent free periods

Rent Free Rental Income The sum equivalent to the rental income which FLT wouldhave received had the Development Incentives been taken ascash up-front or tenant fit-out contributions

Reserved Units 5,617,000 Units reserved for subscription by the directors,management, employees and business associates of FCLand the REIT Manager and persons who have contributed tothe success of FLT

ROFR The right of first refusal granted by the Sponsor to the REITTrustee in respect of the ROFR Properties

ROFR Properties The completed income-producing industrial and logisticsproperties which fall under the ROFR

Savills Savills Valuations Pty Ltd

SC Securities Commission of Malaysia

SCA Securities and Commodities Authority of the UAE

Schenker Extension The facility under development as at the Listing Date locatedwithin the Schenker Property

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Schenker Property The property located at 4 Kangaroo Avenue, Eastern Creek,New South Wales

Second Lock-up Period The period commencing from the day immediately followingthe end of the First Lock-up Period until the date falling 180days after the First Lock-up Period (both dates inclusive)

Securities Account Securities account or sub-account maintained by a Depositor(as defined in Section 81SF of the SFA) with CDP

Securities Act U.S. Securities Act of 1933, as amended

Security Trustee ANZ Capel Court Limited

Settlement Date The date and time on which the Units are issued assettlement under the Offering

Securities and Futures Actor SFA

Securities and Futures Act, Chapter 289 of Singapore

SGX-ST Singapore Exchange Securities Trading Limited

Sponsor FCL

Sponsor Group The Sponsor and its subsidiaries

Sponsor Initial Unit The one Unit issued to APL, as trustee of APT, in connectionwith the constitution of FLT

Sponsor SubscriptionAgreement

The subscription agreement whereby APL is to subscribe foran aggregate of 320,657,999 Units, comprising approximately22.5% of the total number of outstanding Units immediatelyafter completion of the Offering

Sponsor Subscription Units The 320,657,999 Units subscribed by APL, which is a wholly-owned subsidiary of the Sponsor, pursuant to the terms of theSponsor Subscription Agreement

Sponsor Units The Sponsor Initial Unit and the Sponsor Subscription Units

Sponsor’s DevelopmentProperties

The two development properties located at: (i) Lot 1 HorsleyDrive, Wetherill Park, New South Wales and (ii) DoriemusDrive, Truganina, Victoria, which when completed, will beconsidered as ROFR Properties

SPV Special purpose vehicle

sq ft Square feet

sq m Square metres

Stabilising Manager Citigroup Global Markets Singapore Pte. Ltd.

Strategic Investor or TCCG TCC Group Investments Limited (formerly known as TCCHospitality Limited), a company incorporated in the BVI whichis equally-held by Atinant Bijananda, ThapanaSirivadhanabhakdi, Wallapa Traisorat, ThapaneeTechajareonvikul and Panote Sirivadhanabhakdi (the fivechildren of Charoen Sirivadhanabhakdi and Khunying WannaSirivadhanabhakdi)

Subsidiary Has the meaning ascribed thereto in the Companies Act

Substantial Unitholder Any holder of Units with an interest in one or more Unitsconstituting not less than 5.0% of all Units in issue

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Substantial Shareholder Any shareholder with an interest in not less than 5.0% of theshares in issue

Sub-Trusts The 51 sub-trusts for each of the IPO Properties and the threesub-trusts for each of the Call Option Properties

Sub-Trust Trustees The Sub-Trust trustees in its respective capacities as thetrustee of the various Sub-Trusts

Sub-Trust Trust Deeds The trust deed executed by the Sub-Trust Trustees

Take-Over Code The Singapore Code on Take-overs and Mergers

Take-Over Exception A situation where a general offer for Units in accordance withRule 14 or Rule 15, as the case may be, of the Take-overCode becomes or is declared unconditional in all respects ora scheme of arrangement or trust scheme in relation to Unitsin accordance with the Take-over Code that becomeseffective in accordance with its terms whereby the ForfeitureMechanism would not apply. For the avoidance of doubt,without prejudice to the other provisions in the Trust Deed(including for example the foregoing application of the Take-Over Exception and the application of the Unit OwnershipLimit), separate on and off-market acquisitions of the Units bythe offeror during the offer period do not fall within theTake-Over Exception and will be subject to the ForfeitureMechanism.

TAP Taxable Australian Property

TCCG TCC Group Investments Limited

TCCG Subscription Agreement The subscription agreement whereby TCCG is to subscribefor the TCCG Units

TCCG Units The 89,887,000 Units, comprising approximately 6.3%, of thetotal number of outstanding Units immediately aftercompletion of the Offering

TCC Group The companies and entities in the Thai Charoen CorporationGroup which are controlled by Mr Charoen Sirivadhanabhakdiand Khunying Wanna Sirivadhanabhakdi

Term Loan Facilities The following unsecured bank facilities obtained from theLenders:

(i) a three-year loan facility of A$170 million;

(ii) a four-year loan facility of A$160 million; and

(iii) a five-year loan facility of A$90 million

Total Issue Proceeds The total proceeds from the Offering, the SponsorSubscription Units, the TCCG Units and the CornerstoneUnits, as well as the amount drawn down from the LoanFacilities

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Total Project Costs The sum of the following (where applicable):

(i) construction cost based on the project final accountprepared by the project quantity surveyor;

(ii) principal consultants fees, including payments to theproject’s architect, civil and structural engineer,mechanical and electrical engineer, quantity surveyorand project manager;

(iii) the cost of obtaining all approvals for the project;

(iv) site staff costs;

(v) interest costs on borrowings used to finance projectcashflows that are capitalised to the project in line withgenerally accepted accounting practices; and

(vi) any other costs including contingency expenses whichmeet the definition of Total Project Costs and can becapitalised to the project in accordance with generallyaccepted accounting practices

Trading Date 9.00 a.m. on the Market Day immediately after the ListingDate

Transfers The transfer of an initial portfolio of 42 freehold and leaseholdProperties located in New South Wales, South Australia,Victoria and Western Australia to the Sub-Trusts by FPA on orbefore the Listing Date

Trust Companies Act Trust Companies Act, Chapter 336 of Singapore

Trust Deed The trust deed dated 30 November 2015 constituting FLT(formerly known as Frasers Industrial Trust) as amended by afirst amending and restating deed dated 2 June 2016 andsupplemented by a first supplemental deed dated 10 June2016

Tullamarine Airport GroundLeases

The ground leases which, at Listing Date, will be held by therespective Sub-Trusts in respect of Tullamarine Airport

UAE United Arab Emirates

Unaudited Consolidated ProForma Financial Information

The unaudited consolidated pro forma financial information ofFLT

Underwriting Agreement The underwriting agreement entered into between the JointBookrunners, the REIT Manager, the Unit Lender and theSponsor on 10 June 2016

Underwriting, Selling andManagement Commission

The underwriting, selling and management commission payableto the Joint Bookrunners for their services in connection with theOffering Units and the Cornerstone Units

Unit(s) An undivided interest in FLT as provided for in the Trust Deed

Unitholders Holder of Units

Unit Issue Mandate The general mandate for the REIT Manager to issue Unitswithin certain limits until (i) the conclusion of the first annualgeneral meeting of FLT or (ii) the date by which first annualgeneral meeting of FLT is required by applicable regulationsto be held, whichever is earlier

Unit Lender APL

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Unit Lending Agreement The unit lending agreement entered into between theStabilising Manager and the Unit Lender dated 10 June 2016in connection with the Over-Allotment Option

Unit Ownership Limit The ownership limit of 9.9% of the outstanding Units, or suchother applicable limits on unitholdings under the AustralianTaxation Act which would be necessary for the HAUT toqualify as a MIT

United States or US United States of America

Urbis Urbis Valuations Pty Ltd

Victorian Conversion Duty The duty payable on conversion of FLT from a “private unittrust scheme” to a “public unit trust scheme” under section89B of the Duties Act 2000 (Victoria)

WALE Weighted average lease expiry

S$ or Singapore dollars andcents

Singapore dollars and cents, the lawful currency of theRepublic of Singapore

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Glossary of Tenant Names

Adairs Adairs Retail Group Pty Ltd

Agility Logistics Agility Logistics Pty Limited

Arlec Arlec Australia Pty Ltd

Astral Pool Astral Pool Australia Pty Ltd

Australian Postal Australian Postal Corporation

Australian Geographic Australian Geographic Retail Pty Ltd

Austrans Vermile Pty Ltd (trading as Austrans)

B & R B & R Enclosures Pty Ltd

Bam Wine BAM Wine Logistics Pty Ltd

BIC BIC Australia Pty Ltd

BJ Ball BJ Ball Pty Ltd

Blue Star Blue Star Group Australia Pty Ltd

Boeing Defence Boeing Defence Australia Limited

Caprice Caprice Australia Pty Ltd

Chrisco Hampers Chrisco Hampers Australia Ltd

CHEP CHEP Australia Ltd

Coles Coles Group Limited

Cosmic Cosmic S&S Pty Ltd

CSR Building Products CSR Building Products Limited

DHL Global Forwarding DHL Global Forwarding (Australia) Pty Ltd

Dunlop Dunlop Tyres (Aust) Pty Ltd

Eagle Lighting Eagle Lighting Australia Pty Limited

Electrolux Electrolux Home Products Pty Ltd

Ericsson Ericsson Australia Pty Ltd

ESR Group ESR Group Holdings Pty Ltd

431

FDM Systems Freight & Distribution Management Systems Pty Limited

FDM Warehousing FDM Warehousing Pty Limited

Fisher & Paykel Fisher & Paykel Australia Pty Limited

Freight Specialists Freight Specialists Pty Ltd

Godfreys Electrical Home-Aids Pty Ltd (trading as Godfreys)

Goodyear & Dunlop Goodyear & Dunlop Tyres (Aust) Pty Ltd

Hana Express Hana Express Group Pty Ltd

Hankook Tyre Hankook Tyre Australia Pty Ltd

Herbalife Herbalife Australasia Pty Limited

H.J. Heinz H.J. Heinz Co. Australia Limited

Horizon Global Horizon Global Ltd

Inchcape Inchcape Motors Australia Limited

Isuzu Isuzu Australia Limited

Jetstream Café Prime Vigor Pty Ltd (trading as Jetstream Café)

JFC JFC Australia Co Pty Ltd

JF Hillebrand JF Hillebrand Australia Pty Limited

John Danks John Danks & Son Pty Ltd

L&L Products L&L Products Australia Pty Ltd

Laminex Laminex Group Limited

Legend Legend Corporate Services Pty Ltd

Martin Brower Martin Brower Australia Pty Ltd

MaxiParts MaxiPARTS Pty Ltd

Mazda Mazda Australia Pty Limited

Miele Miele Australia Pty Ltd

O-I ACI Operations Pty Ltd (trading as O-I)

432

Orora Orora Limited (formerly known as Amcor Packaging

(Australia) Pty Ltd)

Qube Qube Logistics (SA) Pty Ltd

RF Industries RF Industries Pty Ltd

Schenker Schenker Australia Pty Ltd

Siemens Siemens Rail Automation Pty Ltd

Smith & Staff Smith & Staff Pty Limited

Stramit Stramit Corporation Pty Limited

Techtronic Industries Techtronic Industries Australia Pty Limited

Thermo Gamma Metrics Thermo Gamma Metrics Pty Limited

TNT TNT Australia Pty Ltd

Toshiba Toshiba International Corporation Pty Ltd

Toll Transport Toll Transport Pty Ltd

Tyres 4 U Tyres 4 U Pty Ltd

Unilever Unilever Australia (Holdings) Proprietary Limited

Zinfra Jemena Limited (trading as Zinfra)

433

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APPENDIX A

INDEPENDENT REPORTING AUDITOR’S REPORT ON

THE PROFIT FORECAST AND PROFIT PROJECTION

10 June 2016

The Board of Directors

Frasers Logistics & Industrial Asset Management Pte. Ltd

(as Manager of Frasers Logistics & Industrial Trust)

(the “REIT Manager”)

438 Alexandra Road

#21-00 Alexandra Point

Singapore 119958

Perpetual (Asia) Limited

(as Trustee of Frasers Logistics & Industrial Trust)

(the “Trustee”)

8 Marina Boulevard

#05-02 Marina Bay Financial Centre

Singapore 018981

Dear Sirs,

Letter from the Independent Reporting Auditor on the Profit Forecast for the financial

period from 1 June 2016 to 30 September 2016 and the Project Projection for the financial

year ending 30 September 2017

This letter has been prepared for inclusion in the prospectus dated 10 June 2016 (the

“Prospectus”) to be issued in connection with the offering of 521,749,000 units in Frasers

Logistics & Industrial Trust (“FLT”) at the offering price of S$0.89 per unit (the “Offering”).

The directors of the REIT Manager (the “Directors”) are responsible for the preparation and

presentation of the forecast and projected statements of total return of FLT for the period from 1

June 2016 to 30 September 2016 (the “Profit Forecast”) and the year ending 30 September 2017

(the “Profit Projection”), as set out on page 162 of the Prospectus, which have been prepared

on the basis of the assumptions as set out on pages 163 to 170 of the Prospectus.

We have examined the Profit Forecast and Profit Projection, as set out on page 162 of the

Prospectus, in accordance with the Singapore Standard on Assurance Engagements 3400 The

Examination of Prospective Financial Information. The Directors are solely responsible for the

Profit Forecast and Profit Projection including the assumptions set out on pages 163 to 170 of the

Prospectus on which they are based.

Profit Forecast

Based on our examination of the evidence supporting the assumptions, nothing has come to our

attention to cause us to believe that these assumptions do not provide a reasonable basis for the

Profit Forecast. Further, in our opinion, the Profit Forecast is properly prepared on the basis of the

assumptions as set out on pages 163 to 170 of the Prospectus, is consistent with the accounting

policies as set out on pages C-13 to C-19 of the Prospectus, and is presented in accordance with

the relevant presentation principles of Recommended Accounting Practice 7 “Reporting

A-1

Framework for Unit Trusts” (but not all the required disclosures), issued by the Institute of

Singapore Chartered Accountants (“ISCA”), which is the framework to be adopted by FLT in the

preparation of its financial statements.

Profit Projection

The Profit Projection is intended to show a possible outcome based on the stated assumptions.

As the length of the period covered by the Profit Projection extends beyond the period covered by

the Profit Forecast, the assumptions used in the Profit Projection (which included hypothetical

assumptions about future events which may not necessarily occur) are more subjective than

would be appropriate for the Profit Forecast. The Profit Projection does not therefore constitute a

profit forecast.

Based on our examination of the evidence supporting the assumptions, nothing has come to our

attention which causes us to believe that these assumptions do not provide a reasonable basis for

the Profit Projection for the IPO Portfolio. Further, in our opinion, the Profit Projection for the IPO

Portfolio is properly prepared on the basis of the assumptions as set out on pages 163 to 170 of

the Prospectus, is consistent with the accounting policies as set out on pages C-13 to C-19 of the

Prospectus, and is presented in accordance with the relevant presentation principles of

Recommended Accounting Practice 7 “Reporting Framework for Unit Trusts” (but not all the

required disclosures), issued by ISCA, which is the framework to be adopted by FLT in the

preparation of its financial statements.

Events and circumstances frequently do not occur as expected. Even if the events anticipated

under the hypothetical assumptions described in the Prospectus occur, actual results are still

likely to be different from the Profit Forecast and Profit Projection since other anticipated events

frequently do not occur as expected and the variation may be material. The actual results may

therefore differ materially from those forecasted and projected. For these reasons, we do not

express any opinion as to the possibility of achievement of the Profit Forecast and Profit

Projection.

Attention is drawn to the risk factors set out on pages 91 to 120 of the Prospectus which describe

the principal risks associated with the Offering to which the Profit Forecast and Profit Projection

relate and the sensitivity analysis of the Directors’ Profit Forecast and Profit Projection as set out

on pages 173 to 175 of the Prospectus.

Yours faithfully,

ERNST & YOUNG LLP

Public Accountants and

Chartered Accountants

Singapore

Partner-in-charge: Nagaraj Sivaram

A-2

APPENDIX B

INDEPENDENT REPORTING AUDITOR’S REPORT ON THE UNAUDITED

CONSOLIDATED PRO FORMA FINANCIAL INFORMATION

10 June 2016

The Board of Directors

Frasers Logistics & Industrial Asset Management Pte. Ltd

(as Manager of Frasers Logistics & Industrial Trust)

(the “REIT Manager”)

438 Alexandra Road

#21-00 Alexandra Point

Singapore 119958

Perpetual (Asia) Limited

(as Trustee of Frasers Logistics & Industrial Trust)

(the “Trustee”)

8 Marina Boulevard

#05-02 Marina Bay Financial Centre

Singapore 018981

Dear Sirs,

Report on the Compilation of Unaudited Consolidated Pro Forma Financial Information of

Frasers Logistics & Industrial Trust (“FLT”)

We have completed our assurance engagement to report on the compilation of Unaudited

Consolidated Pro Forma Financial Information of Frasers Logistics & Industrial Trust (“FLT”) by

Frasers Logistics & Industrial Asset Management Pte. Ltd (the “REIT Manager”). The Unaudited

Consolidated Pro Forma Financial Information of FLT comprises the unaudited consolidated pro

forma balance sheets as at 30 September 2015 and 31 December 2015; the unaudited

consolidated pro forma statements of total return for the years ended 30 September 2013, 30

September 2014 and 30 September 2015, and the three month period ended 31 December 2014

and 31 December 2015; the unaudited consolidated pro forma cash flow statements for the year

ended 30 September 2015 and the three month period ended 31 December 2015; and related

notes (collectively, the “Unaudited Consolidated Pro Forma Financial Information”) as set out on

pages C-1 to C-26 of the prospectus dated 10 June 2016 (the “Prospectus”) to be issued in

connection with the offering of 521,749,000 units in FLT (the “Offering”). The Unaudited

Consolidated Pro Forma Financial Information of FLT has been prepared for illustrative purpose

only and are based on certain assumptions, after making certain adjustments. The applicable

criteria (the “Criteria”) on the basis of which the REIT Manager has compiled the Unaudited

Consolidated Pro Forma Financial Information are described in Appendix C to the Prospectus.

With reference to the basis of preparation as stated in Appendix C to the Prospectus, the

Unaudited Consolidated Pro Forma Financial Information of FLT has been compiled by the REIT

Manager to illustrate the impact of:

(a) the total return of FLT if it had acquired the Properties on the respective dates stated in

Appendix C to the Prospectus, under the same terms set out in the Prospectus;

(b) the cash flows of FLT if it had purchased the Properties on 1 October 2014; and

B-1

(c) the financial position of FLT if it had purchased the Properties and entered into the

Agreements, under the same terms set out in the Prospectus on 30 September 2015 and

31 December 2015.

The dates, on which the transactions described in Appendix C to the Prospectus are assumed to

have been undertaken, are hereinafter collectively referred to as the “Relevant Dates”.

As part of this process, information about FLT’s financial position, total returns and cash flows has

been extracted by the REIT Manager from the financial statements of the entities that owned the

Properties prior to the acquisition by FLT:

• audited financial statements of Australand Property Group for the years ended 31 December

2012, 31 December 2013 and 31 December 2014 on which separate audit reports have been

issued;

• audited financial statements of Frasers Property Australia Pty Limited for the fifteen month

period ended 30 September 2015 on which a separate audit report has been issued;

• reviewed financial statements of Australand Property Trust and its controlled entities for the

three month period ended 31 December 2015 on which a separate review report has been

issued.

The aforementioned financial statements are hereinafter collectively referred to as “the Relevant

Financial Statements”.

The REIT Manager’s responsibility for the Unaudited Consolidated Pro Forma Financial

Information

The REIT Manager is responsible for compiling the Unaudited Consolidated Pro Forma Financial

Information on the basis of the Criteria.

Our Independence and Quality Control

We have complied with the independence and other ethical requirement of the Accounting and

Corporate Regulatory Authority Code of Professional Conduct and Ethics for Public Accountants

and Accounting Entities, which is founded on fundamental principles of integrity, objectivity,

professional competence and due care, confidentiality and professional behavior.

The firm applies Singapore Standard on Quality Control 1 and accordingly maintains a

comprehensive system of quality control including documented policies and procedures regarding

compliance with ethical requirements, professional standards and applicable legal and regulatory

requirements.

Reporting Auditor’s Responsibilities

Our responsibility is to express an opinion about whether the Unaudited Consolidated Pro Forma

Financial Information of FLT has been compiled, in all material respects, by the REIT Manager on

the basis of the Criteria.

We conducted our engagement in accordance with Singapore Standard on Assurance

Engagements (SSAE) 3420, Assurance Engagements to Report on the Compilation of Pro Forma

Financial Information Included in a Prospectus, issued by the Institute of Singapore Chartered

Accountants (“ISCA”). This standard requires that the Reporting Auditors plan and perform

B-2

procedures to obtain reasonable assurance about whether the REIT Manager has compiled, in all

material respects, the Unaudited Consolidated Pro Forma Financial Information on the basis of

the Criteria.

For purposes of this engagement, we are not responsible for updating or reissuing any reports or

opinions on any historical financial information used in compiling the Unaudited Consolidated Pro

Forma Financial Information, nor have we, in the course of this engagement, performed an audit

or review of the financial information used in compiling the Unaudited Consolidated Pro Forma

Financial Information.

The purpose of Unaudited Consolidated Pro Forma Financial Information included in a prospectus

is solely to illustrate the impact of a significant event or transaction on unadjusted financial

information of the entity as if the event had occurred or the transaction had been undertaken at

an earlier date selected for purposes of the illustration. Accordingly, we do not provide any

assurance that the actual outcome of the event or transaction at each of the Relevant Dates would

have been as presented.

A reasonable assurance engagement to report on whether the Unaudited Consolidated Pro Forma

Financial Information has been compiled, in all material respects, on the basis of the applicable

criteria involves performing procedures to assess whether the applicable criteria used by the REIT

Manager in the compilation of the Unaudited Consolidated Pro Forma Financial Information

provide a reasonable basis for presenting the significant effects directly attributable to the event

or transaction, and to obtain sufficient appropriate evidence about whether:

• The related pro forma adjustments give appropriate effect to those Criteria; and

• The Unaudited Consolidated Pro Forma Financial Information reflects the proper application

of those adjustments to the unadjusted financial information.

The procedures selected depend on the Reporting Auditor’s judgment, having regard to the

Reporting Auditor’s understanding of the nature of the event or transaction in respect of which the

Unaudited Consolidated Pro Forma Financial Information has been compiled, and other relevant

engagement circumstances.

The engagement also involves evaluating the overall presentation of the Unaudited Consolidated

Pro Forma Financial Information.

We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for

our opinion.

Opinion

In our opinion:

(a) the Unaudited Consolidated Pro Forma Financial Information has been compiled:

(i) from the information in the Relevant Financial Statements and is presented in

accordance with the relevant presentation principles of Recommended Accounting

Practice 7 “Reporting Framework for Unit Trusts” issued by the ISCA;

(ii) in a manner consistent with the accounting policies to be adopted by FLT; and

(iii) on the basis of the Criteria stated in Appendix C of the Prospectus; and

B-3

(b) each material adjustment made to the information used in the preparation of the Unaudited

Consolidated Pro Forma Financial Information is appropriate for the purpose of preparing

such unaudited financial information.

This report has been prepared for inclusion in the Prospectus of FLT to be issued in connection

with the Offering and should not be used for any other purpose.

Yours faithfully,

ERNST & YOUNG LLP

Public Accountants and

Chartered Accountants

Singapore

Partner-in-charge: Nagaraj Sivaram

B-4

APPENDIX C

UNAUDITED CONSOLIDATED PRO FORMA FINANCIAL INFORMATION

(A) INTRODUCTION

The Unaudited Consolidated Pro Forma Financial Information of FLT has been preparedbased on the Offering Price for inclusion in the prospectus (the “Prospectus”) to be issuedin connection with the initial public offering of the units in FLT on the Singapore ExchangeSecurities Trading Limited (the “Offering”).

FLT is a Singapore REIT established with the investment strategy of principally investingglobally, directly or indirectly, in a diversified portfolio of income-producing real estate assetswhich are predominantly used for logistics or industrial purposes1, whether wholly orpartially, as well as such industrial real estate-related assets in connection to the foregoing,with an initial focus on the Australia.

Under the proposed initial public offering, 521,749,000 units will be offered at the OfferingPrice of S$0.89 per unit (the “Offering Price”), payable in full on application. The Offeringconsists of an international placement to investors, including institutional and other investorsin Singapore and an offering to the public in Singapore.

Separate from the Offering, Australand Property Limited, in its capacity as trustee ofAustraland Property Trust, a wholly-owned subsidiary of the Sponsor, has entered into aSponsor Subscription Agreement to subscribe for an aggregate of 320,657,999 units at theOffering Price, together with the one unit issued on the constitution of FLT, on the ListingDate.

Concurrently with, but separate from the Offering, TCC Group Investments Limited hasentered into a TCCG Subscription Agreement to subscribe for an aggregate of 80,000,000units at the Offering Price.

In addition, concurrently with, but separate from the Offering, Cornerstone Investors haveentered into a conditional subscription agreement to subscribe for an aggregate of492,856,000 units at the Offering Price. The total number of outstanding units immediatelyafter the completion of the Offering will be 1,425,150,000 units.

FLT’s Portfolio

As at the Listing Date, the IPO Portfolio comprises 51 Properties located in Australia. A briefoverview of the details of the IPO Portfolio and the Call Option Properties (collectively, the“Enlarged Portfolio”) are set out below:

IPO Portfolio Enlarged Portfolio

Number of Properties 51 54

Appraised Value A$1,584.6 million A$1,711.4 million

Purchase Consideration A$1,578.2 million A$1,704.0 million(1)

GLA (sq m) 1,156,825 1,227,565

Occupancy 98.3% 98.4%

WALE 6.9 years 7.4 years

Portfolio Age 6.1 years 5.6 years

Note:

(1) Based on the Agreed Price for the Call Option Properties.

1 Such real estate assets used for “logistics” or “industrial” purposes also include office components ancillary to the

foregoing purposes.

C-1

(B) BASIS OF PREPARATION OF UNAUDITED CONSOLIDATED PRO FORMA FINANCIAL

INFORMATION

No financial statements of FLT have been prepared for the financial years ended 30

September 2013, 2014, 2015, and the three-months periods ended 31 December 2014 and

31 December 2015 as FLT was constituted by a trust deed dated 30 November 2015, as

amended by a first amending and restating deed dated 2 June 2016 and supplemented by

a first supplemental deed dated 10 June 2016 (the “Trust Deed”). It is principally regulated

by the SFA, the CIS Code, including the Property Funds Appendix, other relevant regulations

as well as the Trust Deed.

The Unaudited Consolidated Pro Forma Financial Information of FLT set out in this Appendix,

expressed in Australian dollars has been compiled by the REIT Manager for illustrative

purposes only and is based on certain assumptions, and shows the Unaudited Consolidated

Pro Forma Statements of Total Return of FLT for each of the three years ended 30 September

2013, 30 September 2014 and 30 September 2015, and each of the three-month periods

ended 31 December 2014 and 31 December 2015, the Unaudited Consolidated Pro Forma

Balance Sheets of FLT as at 30 September 2015 and 31 December 2015, the Unaudited

Consolidated Pro Forma Cash Flow Statements of FLT for the year ended 30 September

2015 and for the three-month period ended 31 December 2015.

Information about FLT’s financial position, total returns and cash flows has been extracted by

the REIT Manager from the financial statements of Frasers Property Australia Pty Limited

and its controlled entities for the fifteen months ended 30 September 2015 (“FP 2015”)1 and

Australand Property Group for the years ended 31 December 2012, 2013 and 2014 on which

audit reports have been issued. Information about FLT’s financial position, total return and

cash flow for the three-month period ended 31 December 2015 were extracted from the

interim financial statements of Australand Property Trust and its controlled entities (“APT”) on

which a review report has been prepared. The above mentioned financial statements were

prepared in accordance with the requirements of the Corporations Act 2001, Australian

Accounting Standards – Reduced Disclosure Requirements and other authoritative

pronouncements of the Australian Accounting Standards Board (“AASB”). The auditors for

FPA for FP2015 was Ernst & Young LLP, New South Wales, Australia.

PriceWaterhouseCoopers LLP, New South Wales, Australia, were the auditors for the

financial years ended 31 December 2012, 31 December 2013 and 31 December 2014. The

review of the financial statement of APT for the three-month period ended 31 December 2015

was performed by Ernst & Young LLP, New South Wales, Australia.

The Unaudited Consolidated Pro Forma Statements of Total Return for FLT for each of the

three years ended 30 September 2013, 30 September 2014 and 30 September 2015, and for

each of the three-month periods ended 31 December 2014 and 31 December 2015 show the

total returns for FLT as if the Offering, the acquisition of the IPO Properties, the Term Loan

Facilities, the fee arrangements for the REIT Manager, the REIT Trustee, the HAUT Manager,

the HAUT Trustee and the Australian Property Manager as set out in “Overview – Certain

Fees and Charges” (the “Fee Arrangements”) had occurred on or were effective on 1

October 2012, or date of acquisition, if later, under the same terms as set out in the

Prospectus.

1 On 31 October 2014, the Sponsor, through a wholly-owned subsidiary, had completed its acquisition of 100% of the

stapled securities of FPA (then known as Australand Property Group), a stapled group comprising Australand

Holdings Limited, Australand Property Trust, Australand Property Trust No.4 and Australand Property Trust No.5.

FPA was previously listed on the Australian Securities Exchange.

C-2

The Unaudited Consolidated Pro Forma Balance Sheets of FLT as at 30 September 2015

and 31 December 2015 reflect the financial position of FLT as if the Offering, the acquisition

of the IPO Properties, the Loan Facilities and the Fee Arrangements had occurred on or were

effective on 30 September 2015 and 31 December 2015 respectively under the same terms

as set out in the Prospectus.

The Unaudited Consolidated Pro Forma Cash Flow Statements show the cash flows of FLT

for the year ended 30 September 2015 and the three-month period ended 31 December 2015

as if the Offering, the acquisition of the IPO Properties, the Loan Facilities and the Fee

Arrangements had occurred on or were effective on 1 October 2014, or date of acquisition,

if later, under the same terms as set out in the Prospectus.

The Unaudited Consolidated Pro Forma Financial Information has been prepared on the

basis of the accounting policies as set out in Section F and is to be read in conjunction with

Notes in Section F and Section G. In addition, the Unaudited Consolidated Pro Forma

Financial Information has been prepared based on the Offering Price of S$0.89 per unit.

The Unaudited Consolidated Pro Forma Financial Information is prepared for illustrative

purposes only and because of its nature, may not give a true picture of FLT’s actual total

returns, cash flows or financial position.

(i) Unaudited Consolidated Pro Forma Statements of Total Return

The Unaudited Consolidated Pro Forma Statements of Total Return for the years ended

30 September 2013, 30 September 2014 and 30 September 2015, and the three-month

period ended 31 December 2014 and 31 December 2015 have been compiled to illustrate the

impact on the total returns of FLT as if the Offering, the acquisition of the IPO Properties, the

Loan Facilities and the Fee Arrangements had occurred on or were effective on 1 October

2012, or date of acquisition of the IPO Properties, if later, under the same terms as set out

in the Prospectus.

The following assumptions which were made for the years ended 30 September 2013,

30 September 2014 and 30 September 2015, and for the three-month period ended 31

December 2014 and 31 December 2015 are summarised as below:

• the 37 IPO Properties which were completed as at 1 October 2012 were acquired by

FLT on 1 October 2012;

• the Schenker Property1 was acquired by FLT in two separate transactions, with the

Completed Schenker Facility acquired in December 2013 and the Schenker Extension

acquired in September 2015 (or December 2015, as the case may be on a pro forma

basis). For the avoidance of doubt, as at the Listing Date, FLT would have acquired the

Schenker Property as a single property; and

• the remaining 13 IPO Properties which were still under development as at 1 October

2012 were acquired by FLT on the earlier of development activities in respect of these

IPO Properties being completed or the tenancies in respect of these IPO Properties

commencing.

1 The Schenker Property comprises the Completed Schenker Facility and the Schenker Extension. The Completed

Schenker Facility and Schenker Extension were formerly located on two separate adjacent land title lots which have

since been consolidated into a single title lot and the Schenker Property will be acquired by FLT as a single property.

As at December 2013, the consolidation of the land title lots had not occurred and development of the Completed

Schenker Facility was completed while development of the Schenker Extension was still ongoing. Accordingly, for

purposes of the Unaudited Consolidated Pro Forma Financial Information, it is assumed that the Schenker Property

will be acquired in two separate transactions with the Completed Schenker Facility acquired in December 2013 and

the Schenker Extension acquired in September 2015.

C-3

The details of the assumptions used in the preparation of the Unaudited Consolidated Pro

Forma Financial Information with respect to when the various IPO Properties are acquired

during the relevant periods are set out in the table below:

Number of

Properties

Acquisition

Value Stamp Duty Total Value

A$’000 A$’000 A$’000

Acquisitions as at

1 October 2012 37 1,066,350 23,600 1,089,950

Acquisitions in FY 2013 1(1) 24,900 1,431 26,331

Total as at 30 September

2013(2) 38 1,091,250 25,031 1,116,281

Acquisitions in FY2014 1(3) 45,200 – 45,200

Total as at 30 September

2014(2) 39 1,136,450 25,031 1,161,481

Acquisitions in 1Q FY

2015 2(4) 30,700 776 31,476

Total as at 31 December

2014(5) 41 1,167,150 25,807 1,192,957

Acquisitions from

1 January 2015 to 30

September 2015 10(3)(4)(6) 411,082 – 411,082

Total as at 30 September

2015(2) 51(7) 1,578,232 25,807 1,604,039

Total as at 31 December

2015(5) 51(7) 1,578,232 25,807 1,604,039

Notes:

(1) On the assumption that the Property located at 30 Flint Street, Inala, Queensland was acquired by FLT in April

2013.

(2) The figures set out in the table above for 30 September 2013, 30 September 2014 and 30 September 2015

are for purposes of the preparation of the Unaudited Consolidated Pro Forma Financial Information for

FY2013, FY2014 and FY2015.

(3) For purposes of the Unaudited Consolidated Pro Forma Statements of Total Return, it is assumed that only

the Completed Schenker Facility was acquired by FLT in December 2013. This is despite the Completed

Schenker Facility comprises only one part of the Schenker Property. As at December 2013, the Completed

Schenker Facility and the Schenker Extension are located on two separate adjacent land title lots which have

not been consolidated into a single land title lot.

Development of the Schenker Extension is still ongoing and accordingly, the Schenker Extension is not

income producing. The development of the Schenker Extension is targeted to be completed by July 2016. The

Schenker Extension is assumed to be only acquired in September 2015 (or December 2015, as the case may

be on a pro forma basis) in a separate transaction. (See footnote (6) below.)

(4) The two IPO Properties which are assumed to be acquired in 1Q FY2015 and the 10 IPO Properties and the

Schenker Extension which are assumed to be acquired from 1 January 2015 to 30 September 2015

collectively, being 12 IPO Properties acquired during FY2015 in aggregate referred to as the “FY2015 Pro

Forma Additions”.

(5) The figures set out in the table above for each of 31 December 2014 and 31 December 2015 are for purposes

of the preparation of the Unaudited Consolidated Pro Forma Financial Information for 1Q FY2015 and 1Q

FY2016.

(6) Development of the Mazda Property was completed in April 2016 while development of the CEVA Logistics

Property and the Schenker Extension are expected to be completed by July 2016. However, for purposes of

the Unaudited Consolidated Pro Forma Financial Information, it is assumed that development of the Mazda

C-4

Property, the CEVA Logistics Property and the Schenker Extension are completed in September 2015 and the

Mazda Property, the CEVA Logistics Property and the Schenker Extension are acquired in September 2015

(or December 2015, as the case may be on a pro forma basis).

It is already assumed that the Completed Schenker Facility was acquired in December 2013 in a separate

transaction (see footnote (3) above). For the avoidance of doubt, as at the Listing Date, FLT would have

acquired the Schenker Property as a single property.

(7) For purposes of the Unaudited Consolidated Pro Forma Balance Sheets as at 30 September 2015 and 31

December 2015, the Mazda Property, the CEVA Logistics Property and the Schenker Extension are assumed

to be acquired on 30 September 2015 and 31 December 2015, respectively.

• Gross Revenue comprises gross rental income and recoverable outgoings. Gross rental

income comprises rental income and straight lining rental adjustments;

• The rental income and recoverable outgoings were based on amounts invoiced to

tenants based on the tenancy documents from FY2013 to FY2015, 1Q FY2015 and 1Q

FY2016. This included built in rental adjustments at either an agreed fixed rate or based

on CPI for the lease term or any agreed market revisions;

• Gross rental income is based on contracted rents received under the respective

tenancy documents and recognised on a straight line basis over the committed term of

the lease;

• Leasing incentives such as rent free periods, rental rebates, cash incentives and fit-out

for a new tenancy or renewal of an existing tenancy are based on the tenancy

documents from FY2013 to FY2015, 1Q FY2015 and 1Q FY2016. The lease incentives

are recognised on a straight line basis over the term of the lease;

• The following table sets out data on the IPO Properties including the total area leased

and the occupancy rates for the period under review as at 30 September of the

respective years and as at 31 December for 1Q FY2015 and 1Q FY2016:

FY2013 FY2014 FY2015 1Q FY2015 1Q FY2016

No. of

Properties as at

30 September/

31 December

38 39(1) 51(1) 41(1) 51(1)

Total area of

the Properties

acquired (sq m)

824,659 840,577 1,156,825 863,869 1,156,825

Total area

leased as at

30 September/

31 December

(sq m)

764,326 783,434 1,018,627 787,208 1,009,755

Occupancy rate

as at

30 September/

31 December

(%)

92.7 93.2 97.0(2) 91.1 96.1(2)

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Notes:

(1) For purposes of the Unaudited Consolidated Pro Forma Statements of Total Return, it is assumed that

only the Completed Schenker Facility was acquired by FLT in December 2013. This is despite the

Completed Schenker Facility comprises only one part of the Schenker Property. As at December 2013,

the Completed Schenker Facility and the Schenker Extension are located on two separate adjacent

land title lots which has not been consolidated into a single land title lot.

Development of the Schenker Extension is still ongoing and accordingly, the Schenker Extension is not

income producing. The development of the Schenker Extension is targeted to be completed by July

2016. The Schenker Extension is assumed to be only acquired in September 2015 (or 31 December

2015, as the case may be) in a separate transaction.

(2) Excludes the Mazda Property where development was completed in April 2016 and the CEVA Logistics

Property and the Schenker Extension where development is targeted to be completed by July 2016.

The Mazda Property tenancy commenced in April 2016 and the tenancies (for the CEVA Logistics

Property and the Schenker Extension) are expected to commence in July 2016.

• Property operating expenses comprise mainly land tax, ground lease rental, statutory

expenses, property management fees and other property operating expenses;

• There are certain property related expenses which are not recoverable from the

tenants. These include land tax in respect of certain leases, ground lease rental, certain

repairs and maintenance and certain expenses related to the maintenance of common

area in the properties;

• Property management fee is based on the formula as set out in Section G;

• Leasing fee payable to the Australian Property Manager is based on the formula as set

out in Section G;

• REIT Manager’s management fee is based on the formula as set out in Section G;

• The REIT Manager has assumed to receive 100.0% of its management fees in the form

of Units for the Pro Forma years FY2013 to FY2015, and the three-month periods 1Q

FY2015 and 1Q FY2016. Where the management fees are payable in Units, the REIT

Manager has assumed that such Units are issued at the Offering Price;

• The HAUT Manager’s management fee is based on the formula as set out in Section G.

There is no double counting of REIT Manager’s management fee and HAUT Manager’s

management fee. It is assumed that 100.0% of the HAUT management fees were paid

in Units for the Pro Forma years FY2013 to FY2015, and the three-month periods 1Q

FY2015 and 1Q FY2016. Where the management fees are payable in Units, the HAUT

Manager has assumed that such Units are issued at the Offering Price;

• The REIT Trustee’s fee is based on the formula as set out in Section G;

• The fee payable to HAUT Trustee is based on the formula set out in Section G;

• There are no fees payable to the Sub-Trust Trustees;

• Other trust expenses comprise operating expenses such as compliance expenses,

annual listing fees, unit registrar fees, audit and tax agent and advisory fees, insurance

premium, costs associated with the preparation and distribution of reports to the

Unitholders, investor communication costs and other miscellaneous costs;

• In FY2013, other trust expenses included Victorian Conversion Duty of A$2.2 million

and units issue costs of A$8.3 million charged to the Unaudited Consolidated Pro Forma

Statements of Total Return. In FY2015, it includes Victorian Conversion Duty of A$1.3

million;

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• Finance costs includes interest expenses, commitment fees and amortisation of upfront

debt-related transaction costs incurred in relation to the Loan Facilities;

• It is assumed that the proceeds from the issue of Units was applied first for the

acquisition of the 37 completed Properties as at 1 October 2012, payment of the related

stamp duties and for payment of the units issue costs. The Loan Facilities were drawn

only when the proceeds from the issue of Units were fully utilised;

• A$420 million under the Term Loan Facilities and A$6 million under the RCF was drawn

to finance the acquisitions in FY2015. The REIT Manager has assumed an average

interest rate of approximately 3.4% per annum for the debt financing (excluding upfront

debt-related transaction costs). The upfront debt-related transactions costs incurred in

relation to the initial debt facility is assumed to be amortised over its term and has been

included as part of the finance costs;

• Transaction costs on acquisition of the IPO Properties, straight lining rental adjustments

and leasing incentives incurred are capitalised in investment properties. As it is

assumed that there is no change to the fair value of the investment properties as at 30

September 2013, 2014 and 2015, and 31 December 2014 and 2015, the amounts

capitalised in investment properties have been charged to fair value adjustments to

investment properties in the Unaudited Consolidated Pro Forma Statements of Total

Return;

• It is assumed that the relevant taxation legislation and regulations applicable to the Pro

Forma years FY2013 to FY2015 and the three-month periods 1Q FY2015 and 1Q

FY2016 are the same as those currently in effect for comparability purposes.

• The tax expenses relate to Australian withholding tax and deferred tax. Australian

withholding tax relates to withholding tax of 10.0% on interest income and 15.0% on

taxable income distributions received by FLT and FLT Australia Pte. Ltd. from the HAUT.

Taxable income distribution is arrived at after deducting allowable expenses including

tax depreciation. Deferred tax is recognised on stamp duty and tax depreciation that

were claimed as a deduction to arrive at the amount of taxable income distribution;

• Tax related and other adjustments comprise mainly REIT Manager’s management fees

paid/payable in Units, fair value adjustments to investment properties, deferred tax,

amortisation of upfront debt-related transaction costs, adjustments for the effects of

recognising accounting rental income and leasing incentives on straight line basis over

the lease term and units issue costs and Victorian Conversion Duty charged to the

Unaudited Consolidated Pro Forma Statements of Total Return; and

• The A$:S$ foreign exchange rate of 1.01 was applied in compiling the Unaudited

Consolidated Pro Forma Statements of Total Return for the Pro Forma years ended 30

September 2013, 30 September 2014 and 30 September 2015, and the three-month

periods ended 31 December 2014 and 2015.

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(ii) Unaudited Consolidated Pro Forma Balance Sheets

The Unaudited Consolidated Pro Forma Balance Sheets of FLT as at 30 September 2015

and 31 December 2015 reflect the financial position of FLT as if the Offering, the acquisition

of the IPO Properties, the Loan Facilities and the Fee Arrangements had occurred on or were

effective on 30 September 2015 and 31 December 2015 respectively under the same terms

as set out in the Prospectus.

In addition, the following assumptions are made:

• Proceeds raised from the issue of Units amounted to S$1,268.4 million (A$1,255.8

million);

• 51 completed Properties of the IPO Portfolio were acquired on 30 September 2015 and

31 December 2015 for a purchase consideration of A$1,578.2 million (S$1,594.0

million);

• The stamp duty for the 51 completed Properties were A$25.8 million;

• A$420 million under the Term Loan Facilities and A$6 million under the RCF were drawn

to partly finance the acquisition of the IPO Portfolio;

• Cash and cash equivalents amounted to A$36.1 million and A$36.9 million as of 30

September 2015 and 31 December 2015 respectively;

• Units issue costs were assumed to be funded by proceeds raised from the issue of

Units;

• The A$:S$ foreign exchange rate of 1.01 was applied in compiling the Unaudited

Consolidated Pro Forma Balance Sheets as at 30 September 2015 and 31 December

2015.

(iii) Unaudited Consolidated Pro Forma Cash Flow Statements

The Unaudited Consolidated Pro Forma Cash Flow Statements show the cash flows of FLT

for the year ended 30 September 2015 and 3 months ended 31 December 2015 as if the

Offering, the acquisition of the Properties, the Loan Facilities and the Fee Arrangements had

occurred on or were effective on 1 October 2014 under the same terms as set out in the

Prospectus.

In addition, the following assumptions are made:

• 391 completed Properties of the IPO Portfolio were acquired on 1 October 2014 and 10

additional properties of the IPO Portfolio were acquired during FY2015. The Mazda

Property and the 2 Development Properties1 were acquired on a completed basis on 30

September 2015. The total purchase consideration for the IPO Portfolio was A$1,578.2

million (S$1,594.0 million);

1 One of the completed IPO Properties, the Schenker Property, acquired on 1 October 2014 is undergoing extension

in respect of the Schenker Extension. The extension project is 1 of the 2 Development Properties.

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• The stamp duty for the 51 completed Properties were A$25.8 million;

• A$420 million under the Term Loan Facilities and A$6 million under the RCF were drawn

to partly finance the acquisition of the IPO Portfolio;

• Interest expense on borrowings is assumed to be paid in the quarter it is incurred;

• Gross rental income is received on a monthly basis and in advance;

• Property operating expenses are paid in the month that it is incurred;

• The REIT Manager has elected to receive 100% of the Base Fee and Performance Fee

in the form of Units;

• Base Fee payable in the form of Units is paid quarterly and Performance Fee payable

in the form of Units is paid annually in arrears within 30 days of the period end;

• Proceeds raised from the issue of Units amounted to S$1,268.4 million (A$1,255.8

million);

• Units issue costs were assumed to be funded by proceeds raised from the issue of

Units;

• Distributions from FLT to Unitholders is computed based on 100.0% of FLT’s

Distributable Income and paid on a semi-annual basis within 90 days of end of each

distribution period; and

• The A$:S$ foreign exchange rate of 1.01 was applied in compiling the Unaudited

Consolidated Pro Forma Cash flow Statements for the year ended 30 September 2015

and 3 months ended 31 December 2015.

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(C) UNAUDITED CONSOLIDATED PRO FORMA STATEMENTS OF TOTAL RETURN

The Unaudited Consolidated Pro Forma Statements of Total Return of FLT for the years

ended 30 September 2013, 30 September 2014 and 30 September 2015, and three-month

periods ended 31 December 2014 and 31 December 2015 have been compiled for inclusion

in this Prospectus and are presented below. The assumptions used to compile the Unaudited

Consolidated Pro Forma Statements of Total Return are consistent with those described in

Basis of Preparation of Unaudited Consolidated Pro Forma Financial Information.

Note FY2013 FY2014 FY2015

1Q

FY2015

1Q

FY2016

A$’000 A$’000 A$’000 A$’000 A$’000

Gross Revenue(1) 2 100,726 100,992 111,023 25,568 30,716

Property operating

expenses (15,584) (17,534) (18,721) (4,326) (4,784)

Net property income 85,142 83,458 92,302 21,242 25,932

REIT Manager’s

management fees (7,788) (7,966) (8,736) (1,998) (2,356)

Trustees’ fees (161) (171) (181) (43) (49)

Other trust expenses(2) (12,864) (2,400) (3,716) (1,050) (1,050)

Finance costs 3 – – (4,050) (91) (2,494)

Fair value adjustments to

investment properties(3) (36,167) (10,883) (14,275) (2,670) (3,362)

Total return for the

year/period before tax 28,162 62,038 61,344 15,390 16,621

Tax expenses 4 (9,658) (9,586) (10,830) (2,485) (3,062)

Total return for the

year/period after tax 18,504 52,452 50,514 12,905 13,559

Tax related and other

adjustments(4) 50,660 15,836 21,381 3,719 5,283

Income available for

distribution to Unitholders 69,164 68,288 71,895 16,624 18,842

Notes:

(1) Gross Revenue comprises gross rental income and recoverable outgoings. Gross rental income comprises

rental income and straight lining rental adjustments. See “Management Discussion and Analysis of Financial

Condition and Results of Operations” for further information.

(2) In FY2013, it includes Victorian Conversion Duty of A$2.2 million and units issue costs of A$8.3 million

charged to the Unaudited Consolidated Pro Forma Statements of Total Return. In FY2015, it includes

Victorian Conversion Duty of A$1.3 million.

(3) Transaction costs on acquisition of the IPO Properties, straight lining rental adjustments and leasing

incentives incurred are capitalised in investment properties. As it is assumed that there will be no change to

the fair value of investment properties as at each balance sheet date, the amounts capitalised to investment

properties during each of the financial years and the three-month periods have been charged to fair value

adjustments to investment properties in the Unaudited Consolidated Pro Forma Statements of Total Return.

(4) Tax related and other adjustments – See “Management’s Discussion and Analysis of Financial Condition and

Results of Operations” for further information.

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(D) UNAUDITED CONSOLIDATED PRO FORMA BALANCE SHEETS

The Unaudited Consolidated Pro Forma Balance Sheets as at 30 September 2015 and 31

December 2015 have been compiled for inclusion in the Prospectus and are presented

below. The assumptions used to compile the Unaudited Consolidated Pro Forma Balance

Sheets are consistent with those described in “Basis of Preparation of Unaudited

Consolidated Pro Forma Financial Information”.

Note

As at

30 September

2015

As at

31 December

2015

A$’000 A$’000

Non-current assets

Investment properties 5 1,604,039 1,604,039

Other non-current assets(1) 7,650 7,650

Total non-current assets 1,611,689 1,611,689

Current assets

Cash and cash equivalents 36,076 36,879

Other debtors and other current assets(2) 7,590 7,319

Total current assets 43,666 44,198

Total assets 1,655,355 1,655,887

Current liabilities

Other payables 6,225 6,757

Total current liabilities 6,225 6,757

Non-current liabilities

Other non-current payables 7,650 7,650

Borrowings 6 418,200 418,200

Total non-current liabilities 425,850 425,850

Total liabilities 432,075 432,607

Net assets attributable to Unitholders 7 1,223,280 1,223,280

Notes:

(1) This comprises the amount due from FPA under the Incentive Reimbursement Arrangement of A$7.7 million

payable after one year.

(2) This comprises the amount due from FPA under the Incentive Reimbursement Arrangement of A$2.7 million

payable within one year.

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(E) UNAUDITED CONSOLIDATED PRO FORMA CASH FLOW STATEMENTS

The Unaudited Consolidated Pro Forma Cash Flow Statements for the year ended 30

September 2015 and the three months ended 31 December 2015 have been compiled for

inclusion in the Prospectus and presented below. The assumptions used to compile the

Unaudited Consolidated Pro Forma Cash Flow Statements are consistent with those

described in “Basis of Preparation of Unaudited Consolidated Pro Forma Financial

Information”.

FY2015 1Q FY2016

A$’000 A$’000

Operating activities

Total return for the year/period before tax 34,140 16,621

Adjustments for:

Straight lining rental adjustment (7,096) (1,750)

Effects of recognising leasing incentives on a straight linebasis over the lease term (7,611) (2,623)

Amortisation of leasing incentives capitalised 2,407 1,055

REIT Manager’s management fees paid/payable in Units(1) 8,736 2,356

Finance costs 4,050 2,494

Fair value adjustments to investment properties(2) 39,306 3,362

Operating income before working capital changes 73,932 21,515

Changes in working capital:

Other receivables (15,240) –

Other payables 13,875 –

Cash generated from operations 72,567 21,515

Taxes paid (5,320) (3,075)

Net cash generated from operating activities 67,247 18,440

Investing activities

Purchase of investment properties (1,578,232) –

Stamp duty paid on purchase of investment properties (25,807) –

Net cash used in investing activities (1,604,039) –

Financing activities

Proceeds from issue of Units 1,255,825 –

Units issue costs (29,056) –

Proceeds from borrowings(3) 426,000 –

Payment of upfront debt-related transaction costs (7,800) –

Distributions paid to Unitholders (35,948) (35,948)

Interest paid (3,682) (2,286)

Net cash generated from/(used in) financing activities 1,605,339 (38,234)

Net increase/(decrease) in cash and cash equivalents 68,547 (19,794)

Cash and cash equivalents at beginning of year/period – 68,547

Cash and cash equivalents at end of year/period 68,547 48,753

Notes:

(1) The REIT Manager has elected to receive 100% of the Base Fee and Performance Fee in the form of Units.

(2) Transaction costs on acquisition of the IPO Properties, straight lining rental adjustments and leasing

incentives incurred are capitalised in investment properties. As it is assumed that there will be no change to

the fair value of investment properties as at 30 September 2015 and 31 December 2015, the amounts

capitalised to investment properties during FY2015 and 1Q FY 2016 have been charged to fair value

adjustments to investment properties in the Unaudited Consolidated Pro Forma Statements of Total Return.

(3) This was utilised for the acquisition of the IPO Portfolio.

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(F) NOTES TO THE UNAUDITED CONSOLIDATED PRO FORMA FINANCIAL INFORMATION

1. Significant Accounting Policies of FLT

The significant accounting policies of FLT, which have been consistently applied in preparingthe Unaudited Consolidated Pro Forma Financial Information set out in this Appendix, are asfollows:

1.1 Basis of Preparation of the Unaudited Consolidated Pro Forma Financial

Information

The Unaudited Consolidated Pro Forma Financial Information of the Pro Forma Groupare compiled in accordance with the recommendations of Statement of RecommendedAccounting Practice 7, “Reporting Framework for Unit Trusts” (“RAP 7”) issued by theInstitute of Singapore Chartered Accountants (“ISCA”), the applicable requirements ofthe Code on Collective Investment Scheme (the “CIS Code”) issued by MonetaryAuthority of Singapore (“MAS”) and the provisions of the Trust Deed. RAP 7 requires theaccounting policies to generally comply with the recognition and measurementprinciples under Singapore Financial Reporting Standards (“FRS”).

The Unaudited Consolidated Pro Forma Financial Information have been compiled onthe historical cost basis except as disclosed in the accounting policies below.

The Unaudited Consolidated Pro Forma Financial Information are presented inAustralian Dollars (“$” or “A$”) which is the functional currency of the Trust. AllUnaudited Consolidated Pro Forma Financial Information has been rounded to thenearest thousand, unless otherwise stated.

1.2 Significant Accounting Judgements and Estimates

The preparation of financial information in conformity with RAP 7 requires the REITManager to make judgements, estimates and assumptions that affect the application ofaccounting policies and the reported amounts of assets, liabilities, income andexpenses. Actual results may differ from these estimates. These estimates andunderlying assumptions are reviewed on an ongoing basis. Revisions to accountingestimates are recognised in the period in which the estimate is revised and in any futureperiods affected.

The key assumptions concerning the future and other key sources of estimationuncertainty at the balance sheet date, are the valuation of investment properties.

The Pro Forma Group’s investment properties are stated at their fair values as at thedate of valuation. The fair values are based on the acquisition price which approximatethe estimated market values. The estimated market values of the investment propertieswere determined by independent professional valuers using two bases of valuationbeing the Capitalisation Approach and Discounted Cash Flow Method. These estimatedmarket values may differ from the prices at which the Pro Forma Group’s investmentproperties could be sold at a particular time. Many factors affecting the value are notwithin the directors’ control as overall market conditions will change over time and valuewill be influenced by both internal and external factors. As a result, actual results ofoperations and realisation of these completed investment properties could differ fromthe estimates set forth in the financial statements, and the difference could besignificant. The carrying amount of investment properties is as disclosed in the ProForma Group’s Unaudited Consolidated Pro Forma Balance Sheet.

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1.3 Subsidiaries and basis of consolidation

(a) Subsidiaries

Subsidiaries are entities controlled by the Pro Forma Group. The Pro Forma Group

controls an entity when it is exposed, or has rights, to variable returns from its

involvement with the entity and has the ability to affect those returns through its

power over the entity. The financial statements of subsidiaries are included in the

Unaudited Consolidated Pro Forma financial statements of the Pro Forma Group

from the date that control commences until the date that control ceases.

The financial statements of subsidiaries are prepared using consistent accounting

policies. Adjustments are made to any dissimilar material accounting policies to

align them with the significant accounting policies adopted by the Pro Forma

Group.

Investment in subsidiaries are stated in the Trust’s balance sheet at cost less

accumulated impairment losses.

(b) Loss of control

If the Pro Forma Group loses control over a subsidiary, it:

(i) de-recognises the assets (including goodwill) and liabilities of the subsidiary

at their carrying amounts at the date when the control is lost;

(ii) de-recognises the cumulative translation differences recorded in equity;

(iii) recognises the fair value of the consideration received;

(iv) recognises the fair value of any investment retained;

(v) recognises any surplus or deficit in the Unaudited Consolidated Pro Forma

Statements of Total Return;

(vi) re-classifies the Group’s share of components previously recognised in

equity to the Unaudited Consolidated Pro Forma Statements of Total Return

or revenue reserves, as appropriate.

(c) Transactions eliminated on consolidation

The Pro Forma Group balances and transactions, and any unrealised income and

expenses arising from the Pro Forma Group transactions, are eliminated in

preparing the Unaudited Consolidated Pro Forma financial statements.

1.4 Investment properties

Investment properties are held to earn rental income or for capital appreciation or both

but not for sale in the ordinary course of business, use in production or supply of goods

or services or for administrative purposes. Investment properties are measured at cost,

including transaction costs, on initial recognition and subsequently at fair value with any

change therein recognised in the Unaudited Consolidated Pro Forma Statements of

Total Return.

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Cost includes expenditure that is directly attributable to the acquisition of the

investment properties. Fair value is determined at each balance sheet date in

accordance with the Trust Deed. In addition, the investment properties are valued by

independent professional valuers at least once a year, in accordance with the CIS Code

issued by the MAS.

Subsequent expenditure relating to investment properties that has already been

recognised is added to the carrying amount of the asset when it is probable that future

economic benefits, in excess of originally assessed standard of performance of the

existing asset, will flow to the Pro Forma Group. All other subsequent expenditure is

recognised as an expense in the period in which it is incurred.

Investment properties are de-recognised when they have been disposed or when the

investment property is permanently withdrawn from use and no future economic benefit

is expected from its disposal. Any gains or losses on the retirement or disposal of an

investment property are recognised in the Unaudited Consolidated Pro Forma

Statements of Total Return in the year of retirement or disposal.

1.5 Financial Assets

Financial assets within the scope of FRS 39 are recognised when, and only when, the

Pro Forma Group becomes a party to the contractual provisions of the financial

instrument.

When financial assets are recognised initially, they are measured at fair value, plus, in

the case of financial assets not at fair value through profit and loss, directly attributable

transaction costs. The Pro Forma Group determines the classification of its financial

assets at initial recognition.

Non-derivative financial assets with fixed or determinable payments that are not quoted

in an active market are classified as loans and receivables. Such assets are initially

recognised at fair value, plus directly attributable costs, and subsequently carried at

amortised cost using the effective interest method. Gains and losses are recognised in

the Unaudited Consolidated Pro Forma Statements of Total Return when the loans and

receivables are derecognised or impaired, and through the amortisation process.

1.6 Financial Liabilities

Financial liabilities within the scope of FRS 39 are recognised when, and only when, the

Pro Forma Group becomes a party to the contractual provisions of the financial

instrument.

Financial liabilities are recognised initially at fair value plus directly attributable

transaction costs.

Subsequent to initial recognition, financial liabilities are measured at amortised cost

using the effective interest method.

Gains and losses are recognised in the Unaudited Consolidated Pro Forma Statements

of Total Return when the liabilities are derecognised, and through the amortisation

process.

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1.7 Security Deposits

Security deposits relate to rental deposits received from tenants of the Pro Forma

Group’s investment properties. Security deposits are accounted for as financial liability

as set out in Note 1.6.

1.8 Borrowings

Borrowings are initially recognised at fair value (net of transactions costs) and

subsequently carried at amortised cost. Any difference between the proceeds (net of

transaction costs) and the redemption value is recognised in the Unaudited

Consolidated Pro Forma Statements of Total Return over the period of the borrowings

using the effective interest method.

1.9 Cash and Cash Equivalents

Cash and cash equivalents consists of cash on hand and in banks.

1.10 Lease Incentives

Prospective lessees may be offered incentives as an inducement to enter into

non-cancellable operating leases. These incentives may take various forms including,

upfront cash payments, rent free periods, rental rebates or a contribution to certain

lessee costs such as fit-out or relocation costs. As these incentives are repaid out of

future lease payments, they are recognised as an asset in the Unaudited Consolidated

Pro Forma Balance Sheet as a component of the carrying amount of investment

properties and amortised over the lease term.

1.11 Impairment

(a) Non-Financial Assets

The carrying amounts of the Pro Forma Group’s non-financial assets, other than

investment properties, are reviewed at each reporting date to determine whether

there is any indication of impairment. If any such indication exists, the assets’

recoverable amounts are estimated. An impairment loss is recognised if the

carrying amount of an asset or its related cash-generating unit (“CGU”) exceeds its

estimated recoverable amount.

The recoverable amount of an asset or CGU is the greater of its fair value less

costs of disposal and its value in use. In assessing value in use, the estimated

future cash flows are discounted to their present value using a pre-tax discount

rate that reflects current market assessments of the time value of money and the

risks specific to the asset or CGU. For the purpose of impairment testing, assets

that cannot be tested individually are grouped together into the smallest group of

assets that generate cash inflows from continuing use that are largely independent

of the cash inflows of other assets or CGU.

Impairment losses are recognised in the Unaudited Consolidated Pro Forma

Statements of Total Return. Impairment losses recognised in prior periods are

assessed at each reporting date for any indications that the loss has decreased or

no longer exists. An impairment loss is reversed if there has been a change in the

estimates used to determine the recoverable amount. An impairment loss is

reversed only to the extent that the asset’s carrying amount does not exceed the

carrying amount that would have been determined, net of depreciation or

amortisation, if no impairment loss had been recognised.

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(b) Non-derivative Financial Assets

A financial asset not carried at fair value through profit or loss is assessed at each

reporting date to determine whether there is any objective evidence that it is

impaired. A financial asset is impaired if objective evidence indicates that a loss

event has occurred after the initial recognition of the asset, and that the loss event

has a negative effect on the estimated future cash flows of that asset that can be

measured reliably.

Objective evidence that financial assets are impaired can include default or

delinquency by a debtor, indications that a debtor or issuer will enter bankruptcy,

adverse changes in the payment status of borrowers or issuers in the Pro Forma

Group, economic conditions that correlate with defaults or the disappearance of an

active market for a security.

(c) Loans and Receivables

The Pro Forma Group considers evidence of impairment for loans and receivables

at both a specific asset and collective level. All individually significant loans and

receivables are assessed for specific impairment. All individually significant

receivables found not to be specifically impaired are then collectively assessed for

any impairment that has been incurred but not yet identified. Loans and

receivables that are not individually significant are collectively assessed for

impairment by grouping together loans and receivables with similar risk

characteristics.

In assessing collective impairment, the Pro Forma Group uses historical trends of

the probability of default, the timing of recoveries and the amount of loss incurred,

adjusted for the REIT Manager’s judgement as to whether current economic and

credit conditions are such that the actual losses are likely to be greater or less than

suggested by historical trends.

An impairment loss in respect of a financial asset measured at amortised cost is

calculated as the difference between its carrying amount, and the present value of

the estimated future cash flows, discounted at the asset’s original effective interest

rate. Losses are recognised in the Unaudited Consolidated Pro Forma Statements

of Total Return and reflected in an allowance account against loans and

receivables. Interest on the impaired asset continues to be recognised. When a

subsequent event (e.g. repayment by a debtor) causes the amount of impairment

loss to decrease, the decrease in impairment loss is reversed through the

Unaudited Consolidated Pro Forma Statements of Total Return.

1.12 Tax

(i) Withholding Tax

Taxation relates to Australia withholding tax of 10.0% on interest income and

15.0% on taxable income distributions received by FLT and FLT Australia Pte. Ltd.

from the HAUT.

(ii) Deferred Tax

Deferred income tax is provided, using the liability method, on temporary

differences at the reporting date between the tax bases of assets and liabilities and

their carrying amounts for financial reporting purposes. Deferred tax assets and

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liabilities are measured at the tax rates that are expected to apply in the year in

which those assets and liabilities are expected to be realised or settled, based on

tax rates and tax laws that have been enacted or substantively enacted at the

reporting date.

Deferred tax is recognised on stamp duty and tax depreciation that were claimed

as a deduction to arrive at the amount of taxable income distribution.

1.13 Finance Costs

Finance costs comprise interest expense, commitment fees and amortisation of

upfront debt-related transaction costs.

Interest expenses on borrowings are recognised in the Unaudited Consolidated

Pro Forma Statements of Total Return in the period it occurs using the effective

interest method. Upfront debt-related transaction costs are recognised and

amortised in the Unaudited Consolidated Pro Forma Statements of Total Return on

an effective interest basis over the period for which the Term Loan Facilities are

granted.

1.14 Unitholders’ Funds

Unitholders’ funds represent the residual interest in Pro Forma Group’s net assets

upon termination and are classified as equity.

Expenses incurred in connection with the initial public offering of Units and listing

on the SGX-ST are deducted directly against Unitholders’ funds.

1.15 Distribution policy

Distributions are made on a semi-annual basis, with the amount calculated as at

31 March and 30 September each year for the six-month financial period ending

on each of the said dates. In accordance with the provisions of the Trust Deed, the

Manager is required to pay distributions within 90 days of the end of each

distribution period. Unitholders have the option to elect to receive the distributions

in either Singapore dollars or Australian dollars.

1.16 Revenue Recognition

Revenue is recognised to the extent that it is probable that the economic benefits

will flow to the Pro Forma Group and the revenue can be reliably measured,

regardless of when the payment is made. Revenue is measured at the fair value

of consideration received or receivable, taking into account contractually defined

terms of payment and excluding taxes or duties.

Rental Income

Rental income from investment properties is recognised in the Unaudited

Consolidated Pro Forma Statements of Total Return on a straight line basis over

the term of the lease. The aggregate costs of incentives provided to leases are

recognised as a reduction of rental income over the lease term on a straight line

basis. An asset is recognised to represent the portion of operating lease income

in a reporting period relating to fixed increases in operating lease rentals in future

periods. Such assets are recognised as a component of the carrying amount of

investment properties in the Unaudited Consolidated Pro Forma Balance Sheet.

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1.17 Foreign Currencies

(i) Functional and presentation currency

Items included in the Unaudited Consolidated Pro Forma Financial

Information of the Pro Forma Group are measured using the currency that

best reflects the economic substance of the underlying events and

circumstances relevant to the Pro Forma Group (the “functional currency”).

The Unaudited Consolidated Pro Forma Financial Information of the Pro

Forma Group are presented in Australian dollars, which is the functional

currency of the Pro Forma Group.

(ii) Foreign Currency Transactions and Translations

Transactions in foreign currencies are translated to the respective functional

currencies of the Pro Forma Group entities at exchange rates at the dates of

the transactions. Monetary assets and liabilities denominated in foreign

currencies at the reporting date are retranslated at the exchange rate at the

reporting date.

Non-monetary assets and liabilities denominated in foreign currencies that

are measured at fair value are retranslated to the functional currency at the

exchange rate at the date that the fair value was determined. Non-monetary

items in a foreign currency that are measured in terms of historical cost are

translated using the exchange rate at the dates of the transaction. Foreign

currency differences arising from retranslation are recognised in the

Unaudited Consolidated Pro Forma Statements of Total Return.

2. Gross Revenue

Gross revenue represents gross rental income and recoverable outgoings

received/receivable on FLT’s investment properties. Gross rental income comprises rental

income and straight lining rental adjustments.

3. Finance costs

FY2013 FY2014 FY2015 1Q FY2015 1Q FY2016

A$’000 A$’000 A$’000 A$’000 A$’000Interest expenses on

borrowings – – 3,682 80 2,286Amortisation of upfront

debt-related transaction

costs – – 368 11 208

– – 4,050 91 2,494

4. Tax expenses

FY2013 FY2014 FY2015 1Q FY2015 1Q FY2016

A$’000 A$’000 A$’000 A$’000 A$’000

Withholding tax 4,043 5,026 7,351 1,853 2,058

Deferred tax 5,615 4,560 3,479 632 1,004

9,658 9,586 10,830 2,485 3,062

C-19

5. Investment properties

As at

30 September 2015

As at

31 December 2015

A$’000 A$’000

Investment properties 1,604,039 1,604,039

The investment properties are carried at cost upon purchase. The purchase price is within

the range of the valuation of the two independent valuers. Independent valuations of the

investment properties were undertaken by Savills Valuations Pty Ltd and Urbis Valuations

Pty Ltd as of 31 December 2015 or 31 March 2016 (as the case may be). These firms are

independent valuers having appropriate professional qualifications and recent experience in

the location and categories of the properties being valued.

6. Borrowings

As at

30 September 2015

As at

31 December 2015

A$’000 A$’000

Bank borrowings 426,000 426,000

Less: Upfront debt-related transaction costs (7,800) (7,800)

418,200 418,200

As at 30 September 2015 and 31 December 2015, the Pro Forma Group has drawn down

A$420 million and A$6 million of unsecured Term Loan Facilities and the RCF respectively.

The Term Loan Facilities comprised of a three-year loan facility of A$170 million, a four-year

facility of A$160 million and a five-year loan facility of A$90 million.

As at 30 September 2015 and 31 December 2015, the Pro Forma Group had an undrawn

RCF of A$194 million available for the purchase of the Call Option Properties.

7. Net assets attributable to Unitholders

As at

30 September 2015

As at

31 December 2015

A$’000 A$’000

Units in issue(1) 1,255,825 1,255,825

Units issue costs (29,056) (29,056)

Accumulated losses(2) (3,489) (3,489)

1,223,280 1,223,280

Notes:

(1) 1,425,150,000 units were issued as at 30 September 2015 and as at 31 December 2015.

(2) Accumulated losses comprise the Victorian Conversion Duty.

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8. Financial Instruments

Financial Risk Management Objectives and Policies

Exposure to credit, interest rate, foreign currency and liquidity risks arises in the normal

course of FLT’s business. There are written policies and guidelines, which set out its overall

business strategies and its general risk management philosophy.

Credit Risk

The Pro Forma Group’s objective is to seek continual revenue growth while minimising

losses incurred due to increased credit risk exposure. Credit evaluations are performed by

the HAUT Manager before lease agreements are entered into with lessees. Cash and cash

equivalents are placed with financial institutions which are regulated.

At the Unaudited Consolidated Pro Forma Balance Sheet date, the investment properties of

FLT are leased to tenants with good credit standing. The maximum exposure to credit risk is

represented by the carrying value of each financial asset on the balance sheet.

Interest Rate Risk

The Pro Forma Group’s exposure to changes in interest rates relate primarily to interest-

bearing financial liabilities. The REIT Manager will enter into interest rate derivative hedging

instruments to hedge at least 50% of the Term Loan Facilities.

Foreign Currency Risk

FLT’s reporting currency for the purposes of its Unaudited Consolidated Pro Forma financial

statements is Australian dollars.

The Pro Forma Group’s investment strategy is to principally invest globally, directly or

indirectly, in a diversified portfolio of income-producing real estate, used primarily for

logistics or industrial purposes.

The Pro Forma Group has transactional currency exposures arising from transactions that

are denominated in a currency other than the respective functional currencies of the entities

within the Pro Forma Group. The entities within the Pro Forma Group customarily conducted

their business in their respective functional currencies.

FLT’s foreign currency risk relates mainly to income from its overseas assets and

borrowings. The REIT Manager monitors FLT’s foreign currency exposure on an on-going

basis and limits its exposure to adverse movements in foreign currency exchange rates by

using derivative financial instruments or other suitable financial products.

The REIT Manager’s policy is to hedge FLT’s anticipated foreign currency exposure in

respect of distribution income from its overseas assets at least six months forward by using

foreign currency forward exchange contracts and other foreign currency derivative

instruments.

Investments in overseas assets are hedged naturally to the extent that borrowings are taken

up in their respective foreign currency. The net positions of the foreign exchange risk of these

investments in overseas assets are not hedged as such investments are long term in nature.

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Liquidity Risk

Liquidity risk is the risk that the Pro Forma Group will encounter difficulty in meeting itsfinancial obligations due to shortage of funds. The REIT Manager monitors and maintains alevel of cash and cash equivalents deemed adequate to finance the Pro Forma Group’soperations for a reasonable period, including the servicing of financial obligations, and tomitigate the effects of fluctuations in cash flows. In addition, the REIT Manager also monitorsand observes the CIS Code issued by the MAS concerning limits on total borrowings.

The following are the contractual maturities of financial liabilities including interest payments:

Contractual Cash Flows

Carryingamount Total

Within onefinancial

year

Within twoto five

financialyears

More thanfive

financialyears

A$’000 A$’000 A$’000 A$’000 A$’000As at 31 December2015Borrowings 418,200 481,720 10,824 374,025 96,871Other payables 14,407 14,407 6,757 7,483 167

432,607 496,127 17,581 381,508 97,038

As at 30 September2015Borrowings 418,200 481,720 14,431 467,289 –Other payables 13,875 13,875 6,225 7,483 167

432,075 495,595 20,656 474,772 167

As at 30 September 2015 and 31 December 2015, the Pro Forma Group has a WorkingCapital Facility of A$12.0 million of which A$12.0 million has been utilised for bankguarantees issued to ground lease lessors.

Fair Values

The carrying amounts of financial assets and liabilities are reasonable approximation of fairvalues, either due to their short-term nature or that they are floating rate instruments that arere-priced to market interest rates on or near the end of the reporting period.

9. Commitments

FLT entered into leases with third parties on its investment properties. Non-cancellableoperating lease rental receivables are as follows:

As at30 September 2015

As at31 December 2015

A$’000 A$’000

Within one financial year 109,029 82,880

Between one to five financial years 441,848 441,848

More than five financial years 451,217 451,217

1,002,094 975,945

The above operating lease rental receivables comprise amounts receivable under theexisting tenancy contracts.

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(G) REIT MANAGER’S MANAGEMENT FEES, PROPERTY MANAGEMENT FEE, LEASING

FEE AND OTHER MANAGEMENT FEES

(a) REIT Manager’s Management Fees

The REIT Manager or its nominee is entitled under the Trust Deed to the following

management fees:

• a Base Fee of 0.4% per annum of the value of the Deposited Property; and

• a Performance Fee of 5.0% per annum of the Distributable Income of FLT in the relevant

financial year (calculated before accounting for the Performance Fee but after

accounting for the Base Fee and adding back Adjustments1).

For the purpose of calculating the Base Fee only, where FLT holds its investments through

one or more SPVs, the Deposited Property shall include all the assets of the relevant SPV,

pro-rated, if applicable, to the proportion of FLT’s interest in the relevant SPV.

The REIT Manager’s management fee shall be reduced by the amount of HAUT Management

Fees. Accordingly, there will be no double counting of the fees paid to the REIT Manager and

the HAUT Manager.

The REIT Manager may elect to receive the Base Fee and Performance Fee in cash or Units

or a combination of cash and Units (as it may in its sole discretion determine). Any portion

of management fees payable in the form of Units shall be payable quarterly in arrears (in

relation to the Base Fee) or annually in arrears (in relation to the Performance Fee) and any

portion of management fees payable in cash shall be payable monthly in arrears (in relation

to the Base Fee) or annually in arrears (in relation to the Performance Fee).

The aforementioned basis has been used to compute the REIT Manager’s management fees

for the purposes of the Unaudited Consolidated Pro Forma Financial Information of FLT.

(b) Property Management Fee

In respect of the property management services to be provided by the Australian Property

Manager for the properties of FLT located in Australia under its management (including each

subsequently acquired property located in Australia which is managed by the Australian

Property Manager), the Australian Property Manager shall be entitled to receive the Agreed

PM Fee (as defined herein) which is computed based on the following formula:

• 1.2% per annum of the PMA Net Property Income2 of each Property; and

• where any Property is not fully leased, A$1,000 per month per Property in the event

there is vacant lettable area in such Property3.

(the “Agreed PM Fee”.)

1 See “Distributions – Distribution Policy” for the definition of “Adjustments”.

2 “PMA Net Property Income” is defined in the Australian Property Management Agreement and means the gross

revenue less property expenses for the relevant fiscal year.

3 Apportioned part monthly if the Property is not fully leased throughout the calendar month.

C-23

Property management fees are recoverable outgoings which may be recovered from the

tenants under certain tenancy documents. In the event that the aggregate property

management fees recovered by the Australian Property Manager from the tenants under the

tenancy documents is less than the Agreed PM Fee, thereby amounting to a shortfall, the

Australian Property Manager will be entitled to receive from the Deposited Property an

amount equivalent to the shortfall, being the difference between the sum recovered from the

tenants and the Agreed PM Fee. The property management fees payable by FLT to the

Australian Property Manager is therefore only in respect of the amount of Agreed PM Fee

which is not recoverable from the tenants under the relevant tenancy documents as

recoverable outgoings.

In the event that the aggregate property management fees recovered by the Australian

Property Manager from the tenants under the tenancy documents is more than the Agreed

PM Fee, thereby amounting to an excess, no further amounts will be paid to the Australian

Property Manager from the Deposited Property. For the avoidance of doubt, the Australian

Property Manager will be entitled to retain for its own benefit such amounts recovered from

the tenants which is excess of the Agreed PM Fee.

The Property Management Fee is payable to the Australian Property Manager or its nominee

in the form of cash or Units or a combination of cash and Units (as the HAUT Manager may

elect).

The aforementioned basis has been used to compute the property management fees for the

purposes of the Unaudited Consolidated Pro Forma Financial Information of FLT.

(c) Marketing Services Commission

In respect of the services provided by the Australian Property Manager which secures new

leases or renewals of existing leases for the properties of FLT located in Australia, the

Australian Property Manager will be entitled to the following commissions for the marketing

services it provides.

New lease

• A one-time commission of 13% of the Year 1 PMA Gross Revenue1 derived from the

relevant lease; and

Renewal of an existing lease

• A one-time commission of 7% of the Year 1 PMA Gross Revenue1 derived from the

relevant lease.

1 “PMA Gross Revenue” is defined in the Australian Property Management Agreement and means the gross revenue

for the relevant fiscal year.

C-24

The above formula is based on a new lease or renewal of an existing lease of a minimum

period of five years. In the event that the term of the new or renewed lease is less than five

years, the leasing fee will be pro-rated based on the lease term.

There will be no double-counting of fees. In the event that a third party agent is employed to

provide the foregoing services, the third party agent will be entitled to such commissions

instead of the Australian Property Manager.

However, an administrative charge of 20.0% of the commission payable to such third party

agent is payable to the Australian Property Manager in the case of a new lease take-up which

involves a third party agent. This administrative charge is meant to compensate the

Australian Property Manager for the marketing support and administrative services which will

be rendered.

The aforementioned basis has been used to compute the leasing fees for the purposes of the

Unaudited Consolidated Pro Forma Financial Information of FLT.

(d) Other management fees

(i) The HAUT Manager’s Management Fee

The fees payable to FLT Australia Management Pty Ltd (the “HAUT Manager”) under

the Investment Management Agreement for the HAUT comprises the following:

(i) a base fee not exceeding the rate of 0.2% per annum of the gross value of the

HAUT’s trust assets;

(ii) a performance fee not exceeding the rate of 1.5% per annum of the HAUT’s NPI

(after non-cash adjustments1) in the relevant financial year;

The fees are payable to the HAUT Manager or its nominee in the form of cash and/or

Units (as the HAUT Manager may elect).

The HAUT Manager is entitled to recover from the assets of the HAUT all costs, charges

and expenses properly incurred in connection with acting under the Investment

Management Agreement.

The aforementioned basis has been used to compute the HAUT Manager’s

management fee for the purposes of the Unaudited Consolidated Pro Forma Financial

Information of FLT.

1 “Non-cash adjustments” relates to straight lining rental adjustment, lease incentive straight lining adjustments and

other non-cash adjustments.

C-25

(ii) Trustees’ fee

REIT Trustee’s fee

The REIT Trustee’s fee is presently charged on a scaled basis of up to 0.015% per

annum of the value of the Deposited Property, subject to a minimum amount of

S$15,000 per month, excluding out-of-pocket expenses and GST in accordance to the

Trust Deed. The actual fee payable will be determined between the REIT Manager and

the REIT Trustee from time to time.

The aforementioned basis has been used to compute the REIT Trustee’s fee for the

purposes of the Unaudited Consolidated Pro Forma Financial Information of FLT.

The HAUT Trustee’s fee

The fee payable to the Frasers Property Funds Management Limited (the “HAUT

Trustee”), in respect of the HAUT Trustee acting as trustee shall not exceed 0.025% per

annum of the HAUT’s assets, excluding out-of-pocket expenses and GST.

The HAUT Trustee is also entitled to recover from the property of the HAUT all

reasonable out-of-pocket expenses reasonably and properly incurred in the proper

performance of its duties in relation to the HAUT.

The aforementioned basis has been used to compute the HAUT Trustee’s fee for the

purposes of the Unaudited Consolidated Pro Forma Financial Information of FLT.

Sub-Trust Trustees’ Fee

Given that the Sub-Trust Trustees will be wholly-owned subsidiaries of FLT, there will be

no fee payable to the Sub-Trust Trustees at the Sub-Trusts level.

C-26

APPENDIX D

INDEPENDENT TAXATION REPORT

The Board of Directors

Frasers Logistics & Industrial Asset Management Pte. Ltd.

as Manager of Frasers Logistics & Industrial Trust

438 Alexandra Road

#21-00 Alexandra Point

Singapore 119958

Perpetual (Asia) Limited (formerly known as The Trust Company (Asia) Limited)

as Trustee of Frasers Logistics & Industrial Trust

8 Marina Boulevard

#05-02 Marina Bay Financial Centre

Singapore 018981

10 June 2016

Dear Sirs:

Independent Taxation Report

This letter has been prepared at the request of Frasers Logistics & Industrial Asset Management

Pte. Ltd. (the “REIT Manager”) in its capacity as the manager of Frasers Logistics &Industrial

Trust (“FLT”) for inclusion in the Prospectus to be issued in relation to the initial public offering of

the units in FLT (the “Units”) on Singapore Exchange Securities Trading Limited (“SGX-ST”).

The purpose of this letter is to provide prospective purchasers of the Units with an overview of the

Singapore tax consequences of the purchase, ownership and disposition of the Units on the basis

of the transaction structure for the Enlarged Portfolio. This letter principally addresses investors

who hold the Units as investment assets. Investors who hold or acquire the Units for dealing

purposes should consult their own tax advisers concerning the tax consequences of their

particular situations.

This letter also provides an overview of the Australian tax consequences that may be applicable

to FLT from investing in the Enlarged Portfolio through Australian unit trusts.

This letter is not a tax advice and does not attempt to describe comprehensively all the tax

considerations that may be relevant to a decision to purchase, own or dispose of the Units.

Prospective investors of the Units should consult their own tax advisers to take into account the

tax law applicable to their particular situations. In particular, prospective investors who are not

Singapore tax residents are advised to consult their own tax advisers to take into account the tax

laws of their respective countries of residence and the existence of any tax treaty which their

countries of residence may have with Singapore.

This letter is based on the Singapore and Australian tax laws and the relevant interpretations

thereof current as at the date of this letter, all of which are subject to change, possibly with

retroactive effect.

Words and expressions in this letter have the same meaning as defined in the Prospectus. In

addition, unless the context requires otherwise, words in the singular include the plural and the

other way around and words of one gender include any gender.

D-1

A. SINGAPORE TAXATION

I. INCOME TAX

Taxation of real estate investment trusts in general

Under current Singapore income tax law, the taxable income of a trust comprises:

(a) income accruing in or derived from Singapore; and

(b) unless otherwise exempt, income derived from outside Singapore (i.e., foreign-sourced

income) which is received in Singapore or deemed to have been received in Singapore by the

operation of law.

The taxable income of a trust is ascertained in accordance with the provisions of the Singapore

income tax law, after deduction of all allowable expenses and any other allowances permitted

under the law.

The taxable income of a trust, or part thereof, is subject to tax, currently at the rate of 17.0% and

the tax is assessed on the trustee in the following circumstances:

(a) where the income is derived from any trade or business carried on by the trustee, in its

capacity as the trustee of the trust;

(b) where the beneficiaries of the trust are not resident in Singapore; or

(c) where the beneficiaries are not entitled to the income of the trust.

Any distribution made out of such income which has been assessed to tax on the trustee is capital

in nature and therefore will not be subject to any further tax in the hands of the beneficiaries. The

tax paid by the trustee on such income is not imputed as a credit to the beneficiaries for Singapore

income tax purposes.

Where the taxable income of a trust is income other than that derived from any trade or business

carried on by the trustee, such income may be assessed to tax directly on the beneficiaries of the

trust where the beneficiaries are resident in Singapore and are entitled to the income of the trust.

For a real estate investment trust, which is defined in the Income Tax Act, Chapter 134 of

Singapore (the “Income Tax Act”) to mean “a trust that is constituted as a collective investment

scheme authorised under section 286 of the Securities and Futures Act (Cap. 289) and listed on

the Singapore Exchange, and that invests or proposes to invest in immovable property and

immovable property-related assets” (referred hereinafter as a “REIT”), the trustee may be charged

at a lower rate or not charged with any tax, as the Comptroller of Income Tax (“Comptroller”) shall

determine and subject to the satisfaction of the Comptroller. This treatment, if granted, will apply

to only certain income of a REIT, including rental income or income from the management or

holding of immovable property but not including gains from the disposal of immovable property

(“tax-transparent income”). Beneficiaries of the REIT are instead assessed to tax on the share

of such tax-transparent income to which each of them is beneficially entitled. The tax may be

assessed directly on the beneficiaries or deducted by the trustee from the amount of distribution

made to the beneficiaries, depending on their own particular circumstances.

The income of a REIT that is taxable in the hands of its beneficiaries does not include income from

any trade or business carried on by the trustee that is not tax-transparent income. Tax on such non

tax-transparent income would have been assessed on the trustee of the REIT. Beneficiaries of the

D-2

REIT are not subject to further tax on distributions made out of such non tax-transparent income.

The tax paid by the trustee on such non tax-transparent income is not imputed as a credit to the

beneficiaries for Singapore income tax purposes.

Where the REIT derives tax-exempt income, such income is exempt from tax in the hands of the

trustee. Beneficiaries of the REIT will also be exempt from tax on the share of such tax-exempt

income to which each of them is beneficially entitled.

There is no capital gains tax in Singapore. However, gains from the sale of investments are

generally chargeable to tax if such gains arise from or are otherwise connected with the activities

of a trade or business carried on in Singapore. Such gains, even if they do not arise from an

activity in the ordinary course of trade or business or from an ordinary incident of some other

business activity, may also be considered gains or profits of an income nature if the investments

were acquired with the intent or purpose of making a profit from their subsequent sale and not for

long-term investment purposes.

The distributions made by a REIT out of non-income cash flows, such as amounts received in the

form of a repayment of shareholder’s loan from its subsidiary, will be treated as a return of capital

for Singapore income tax purposes and the amount of such distributions will be applied to reduce

the cost of the units in the REIT. For unitholders who hold the units as trading or business assets

and are liable to Singapore income tax on gains arising from disposal of the units, the reduced

cost of the units will be used to calculate the amount of taxable gains when the units are

subsequently disposed of. If the amount of return of capital exceeds the cost or reduced cost of

the units, the excess will be subject to tax as trading income of such unitholders.

Taxation of FLT

FLT is liable to Singapore income tax, currently at the rate of 17.0%, on:

(a) income accruing in or derived from Singapore; and

(b) unless otherwise exempt, income derived from outside Singapore which is received in

Singapore or deemed to have been received in Singapore by the operation of law.

FLT’s income or receipts may include:

(a) distributions and interest income from the HAUT;

(b) dividends from FLT Australia Pte. Ltd.; and

(c) proceeds from repayment of shareholder’s loans and/or redemption of redeemable

preference shares.

Distributions and interest income from the HAUT

FLT has obtained confirmation from the Inland Revenue Authority of Singapore (“IRAS”) that tax

exemption under Section 13(12) of the Income Tax Act will apply to the taxable income

distributions and interest income that it will receive from the HAUT in respect of the Enlarged

Portfolio. This tax exemption is subject to certain conditions, including but not limited to the

condition that the trustee of FLT (the “REIT Trustee”) is a tax resident of Singapore.

This tax exemption, however, does not apply to distributions and/or interest income that originate

from receipts, if any, derived from the Contingent Rental Support Arrangements. Such

distributions and/or interest income will be subject to Singapore income tax, currently at the rate

of 17.0%. Provided the REIT Trustee is a tax resident of Singapore, FLT should be able to claim

D-3

a credit for any Australian withholding taxes that are imposed on these distributions and/or interest

income, but only to the extent that the tax credit does not exceed the amount of Singapore tax

payable on the distributions and/or interest income. The net Singapore tax payable, if any, after

the claim for tax credit will be assessed on the REIT Trustee.

Tax deferred distributions from the HAUT (i.e. excess of cash distributions over the taxable income

of the HAUT) should be treated as a return of capital in the hands of the REIT Trustee and hence

not be subject to Singapore income tax.

Dividends from FLT Australia Pte. Ltd.

Provided that FLT Australia Pte. Ltd. is a tax resident of Singapore, dividends from FLT Australia

Pte. Ltd. will be exempt from Singapore income tax in the hands of the REIT Trustee under section

13(1)(za) of the Income Tax Act.

A company is resident in Singapore if the control and management of its business is exercised in

Singapore.

Proceeds from repayment of shareholder’s loan and/or redemption of redeemable

preference shares

Any proceeds received by FLT from repayment of the principal amount of shareholder’s loans

and/or the redemption of any redeemable preference shares at the original cost of such shares are

capital receipts and hence not taxable on the REIT Trustee.

Taxation of FLT Australia Pte. Ltd.

Singapore tax resident companies are subject to Singapore income tax on income accruing in or

derived from Singapore and on income derived from outside Singapore which is received in

Singapore or deemed to have been received in Singapore by the operation of law unless such

income is otherwise exempt from tax.

The corporate income tax rate in Singapore is currently 17.0%, with the following partial

exemption granted for the first S$300,000 of normal chargeable income:

(a) 75.0% of up to the first S$10,000 of chargeable income; and

(b) 50.0% of up to the next S$290,000 of chargeable income.

The income of FLT Australia Pte. Ltd. is expected to comprise distributions from the HAUT.

Distributions from the HAUT

FLT Australia Pte. Ltd. has obtained confirmation from the IRAS that tax exemption under Section

13(12) of the Income Tax Act will apply to the taxable income distributions that it will receive from

the HAUT in respect of the Enlarged Portfolio. This tax exemption is subject to certain conditions,

including but not limited to the condition that FLT Australia Pte. Ltd. is a tax resident of Singapore.

This tax exemption, however, does not apply to distributions that originate from receipts, if any,

derived from the Contingent Rental Support Arrangements. Such distributions will be subject to

Singapore income tax, currently at the rate of 17.0%. FLT Australia Pte. Ltd., provided it is a tax

resident of Singapore, should be able to claim a credit for any Australian withholding taxes that are

imposed on these distributions, but only to the extent that the tax credit does not exceed the

amount of Singapore tax payable on the distributions.

D-4

Tax deferred distributions from the HAUT (i.e. excess of cash distributions over the taxable income

of the HAUT) should be treated as a return of capital in the hands of FLT Australia Pte. Ltd. and

hence not be subject to Singapore income tax.

Taxation of gains from disposal of investments

Singapore does not impose tax on capital gains. The determination of whether gains from disposal

of investments are income or capital in nature is based on a consideration of the facts and

circumstances of each case.

In the event of any disposal of investments (shares, units or properties), gains arising from such

disposal will not be liable to Singapore income tax unless the gains are considered income of a

trade or business carried on in Singapore by the seller. The gains may also be liable to Singapore

income tax if the investments were acquired with the intent or purpose of making a profit from sale

and not intended for long-term purposes.

Taxation of Unitholders

Distributions from FLT

Distributions made by FLT in respect of the Enlarged Portfolio may comprise all, or a combination,

of the following types of distribution:

(a) tax-exempt income distribution;

(b) after-tax income distribution; and

(c) capital distribution.

Tax-exempt income distribution

Unitholders will be exempt from Singapore income tax on distribution made by FLT out of its

tax-exempt income (e.g. dividends from FLT Australia Pte. Ltd.). No tax will be deducted at source

or withheld on such distribution.

After-tax income distribution

Unitholders will not be liable to Singapore income tax on distribution made by FLT out of its income

that has been/will be subject to tax in the hands of the REIT Trustee. No tax will be deducted at

source or withheld on such distribution. Unitholders will not be entitled to tax credits for any taxes

paid/payable by the REIT Trustee on such income.

Capital distribution

Capital distribution (e.g. distribution made out of non-income cash flows such as amounts

received in the form of a repayment of shareholder’s loan or tax deferred distributions which are

treated as a return of capital for Singapore income tax purposes) will be regarded as a return of

capital in the hands of Unitholders. The amount of such distribution will be applied to reduce the

cost of Units held by Unitholders. For Unitholders who are liable to Singapore income tax on gains

arising from the disposal of Units, the reduced cost of Units will be used to calculate the amount

of taxable gains when the Units are subsequently disposed of. If the amount of return of capital

exceeds the cost or reduced cost of Units, the excess will be subject to tax as trading income of

such Unitholders.

D-5

Gain on disposal of Units

Singapore currently does not impose tax on capital gains. Therefore, gains on disposal of the

Units that are capital in nature will not be subject to Singapore income tax. However, such gains

may be considered income in nature and subject to Singapore income tax if they arise from or are

otherwise connected with the activities of a trade or business carried on in Singapore. Such gains

may also be considered income in nature, even if they do not arise from an activity in the ordinary

course of trade or business or an ordinary incident of some other business activity, if the intention

of the Unitholder was not to hold the Units as long-term investments.

As the precise tax status of one Unitholder will vary from another, Unitholders are advised to

consult their own professional advisers on the Singapore tax consequences that may apply to their

individual circumstances.

Unitholders who have adopted or are required to adopt Singapore Financial Reporting Standard

39 – Financial Instruments: Recognition and Measurement (“FRS 39”) for financial reporting

purposes may, for Singapore income tax purposes, be required to recognise gains or losses (not

being gains or losses in the nature of capital) on the Units, irrespective of disposal. Unitholders

should consult their own accounting and tax advisers regarding the Singapore income tax

consequences of their acquisition, holding or disposal of the Units arising from the adoption of

FRS 39.

The Accounting Standards Council has issued a new financial reporting standard for financial

instruments, FRS 109 – Financial Instruments, which will become mandatorily effective for annual

periods beginning on or after 1 January 2018. It is at present unclear whether, and to what extent,

the replacement of FRS 39 by FRS 109 will affect the tax treatment of financial instruments which

currently follows FRS 39.

II. GOODS & SERVICES TAX (“GST”)

FLT and FLT AUSTRALIA PTE. LTD.

Recovery of GST incurred

Pursuant to a GST remission granted by the Minister for Finance, FLT (as a Singapore listed REIT)

is allowed to claim:

(a) GST on its business expenses, irrespective of whether it holds underlying non-residential

properties located outside Singapore directly or indirectly through its special purpose

vehicles (“SPVs”); and

(b) GST incurred on the setting up of the SPVs or GST incurred by its SPVs (including FLT

Australia Pte. Ltd.) on the acquisition and holding of the non-residential properties located

outside Singapore.

The above GST claims are allowable even if FLT is not GST-registered or not eligible for GST

registration. However, the GST claims are subject to conditions governing the GST remission and

the general input tax claims conditions prescribed under the GST legislation. These conditions

include, among others, the following:

(a) FLT is listed or to be listed on the SGX-ST;

(b) FLT has veto rights over key operational issues of its SPVs holding the underlying

non-residential properties located outside Singapore; and

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(c) the underlying non-residential properties located outside Singapore of FLT make taxable

supplies or out-of-scope supplies which would have been taxable supplies if made in

Singapore (e.g. lease of non-residential properties located outside Singapore).

The aforementioned GST remission is applicable for expenses incurred up to and including 31

March 2020. If this remission is not subsequently extended, FLT and FLT Australia Pte. Ltd. will

not be able to claim GST incurred on their expenses if they continue not to be eligible for GST

registration.

Unitholders

Purchase and sale of Units

The sale of the Units by a GST-registered investor belonging in Singapore for GST purposes

through a SGX-ST member or to another person belonging in Singapore is an exempt supply not

subject to GST. Any input GST (e.g. GST on brokerage) incurred by the GST-registered investor

in making such an exempt supply is generally not recoverable from the Singapore Comptroller of

GST unless the investor satisfies certain conditions prescribed under the GST legislation or

certain GST concessions.

Where the Units are supplied by a GST-registered investor in the course or furtherance of a

business carried on by such investor to a person who belongs outside Singapore for GST

purposes, the sale should generally, subject to the satisfaction of certain conditions, be subject to

GST at 0%. Any input GST incurred (e.g. GST on brokerage) by a GST-registered investor in

making such a zero-rated supply for the purpose of a business carried on by him may, subject to

the provisions of the GST legislation, be recoverable from the Singapore Comptroller of GST.

Investors should seek their own tax advice on the recoverability of GST incurred on expenses in

connection with the purchase and disposition of the Units.

Services such as arranging, broking, underwriting or advising on the issue, allotment or transfer

of ownership in the Units rendered by a GST-registered person to an investor belonging in

Singapore for GST purposes will be subject to GST at the standard rate of 7.0%. Similar services

supplied to an investor who belongs outside Singapore for GST purposes should generally,

subject to satisfaction of certain conditions, be subject to GST at 0%.

III. STAMP DUTY

Stamp duty will not be imposed on instruments of transfers relating to the Units. In the event of

a change of trustee for FLT, any document effecting the appointment of a new trustee and the

transfer of trust assets from the incumbent trustee to the new trustee should also not be subject

to stamp duty.

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B. AUSTRALIA TAXATION

I. INCOME TAX

Taxation of the Australian trusts (i.e. the HAUT and Sub-Trusts)

It is intended that the Australian resident trusts holding the Australian industrial properties (i.e. the

Sub-Trusts) will be owned by a managed investment trust (“MIT”), i.e. the HAUT. The Sub-Trusts

intend to acquire the Australian industrial properties primarily for the purposes of deriving rental

income. As the unitholders of all the Australian resident trusts (including the MIT) should be

presently entitled to all distributable income of these trusts, the Australian resident trusts should

not be subject to Australian income tax.

Where FLT funds the Australian trusts by internal debt, any interest on the debt should only be

deductible where: (i) the debt is characterised as a debt interest for Australian tax purposes; (ii)

the debt is within the thin capitalisation limit (the safe harbour thin capitalisation limit (i.e. the

maximum allowable average debt amount) is broadly equal to 60.0% of the borrower’s adjusted

average value of Australian assets); (iii) the interest incurred on the debt is based on an arm’s

length interest rate; and (iv) interest withholding tax at 10.0% is paid in respect of the interest

payments made or applied for the benefit of FLT.

For completeness, any revenue losses will be quarantined within each trust. These tax losses may

be carried forward to offset future taxable income provided that the specific trust revenue loss

integrity rules are met.

New legislation for new class of MITs – Attribution MITs

To the extent the HAUT qualifies as a MIT, the Australian Government has introduced certain

measures to modify the tax law applicable to MITs.

Broadly, the relevant measures are contained in Tax Laws Amendment (New Tax System for

Managed Investment Trusts) Bill 2015 (the “Bill”) which was introduced into Australian Parliament

on 3 December 2015 and passed by the Australian Senate without amendments on 4 May 2016.

In respect of the HAUT, it is noted:

(a) The Bill states that the new rules for “attribution MITs” or “AMITs” will apply to income years

starting on or after 1 July 2016 although it may be possible to opt in from 1 July 2015.

(b) The trustee of a MIT has to make an irrevocable election to opt into the AMIT regime.

(c) Only MITs with “clearly defined rights” will be AMITs and be subject to the new rules. This will

broadly be the case where member entitlements can be worked out on a fair and reasonable

basis and the right of each member of the trust to the income and capital of the trust cannot be

materially diminished through the exercise of a power or right. There are different eligibility tests

for registered and unregistered funds. In this regard, there are certain safe harbours for

determining whether this test is met and one such safe harbour allows a MIT with a single class

of units to satisfy the “clearly defined rights” requirement where the rights to income and capital

arising from those units are the same.

(d) An attribution model will determine the taxation of distributions as opposed to the current present

entitlement model. This will require the trustee to determine the various “trust components” and

to attribute these components to members on a fair and reasonable basis and in accordance with

the trust deed. The member will then be taxed on member components effectively as advised in

the AMIT member annual statement (unless members elect otherwise in limited circumstances)

which must be issued no later than three months after year-end.

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(e) A prescriptive unders and overs distribution mechanism allows for the carry forward of

differences between the taxable income in the distribution statements and final trust

calculations to avoid the need to reissue statements.

(f) Capital gains tax cost base adjustment rules for members will allow upward and downward

adjustments to cost base. Broadly, the cost base will be adjusted upwards where taxable

income exceeds cash distribution and downwards where the cash distribution exceeds

taxable income.

(g) AMITs will be fixed trusts for income tax purposes which will assist in determining whether

the trust is able to satisfy the trust revenue loss integrity rules.

(h) Complex rules deal with the interaction of the attribution rules with the MIT withholding tax

and interest, dividend and royalty withholding tax rules. However, the rate of withholding tax

payable under the rules should not change.

(i) The concessional “start-up” measures relating to the details of the investors in the MIT will

be extended by another six months.

(j) The Bill should ensure that a trust’s MIT status is maintained where there has been a temporary

breach of the MIT requirements in certain circumstances (the “particular circumstance”). In

particular, a trust’s MIT status should be maintained in the following circumstances:

(i) apart from the particular circumstance, the trust would have been a MIT in relation to an

income year;

(ii) the particular circumstance is temporary;

(iii) the particular circumstance arose outside the control of the trustee of the trust; and

(iv) it is fair and reasonable to treat the trust as a MIT in relation to the income year, having

regard to certain prescribed matters which include, among others, the nature of the

particular circumstance, the actions taken by, and the speed with which those actions

are taken by, the trustee of the trust to rectify the particular circumstance, and the

amount of tax otherwise payable by the trustee.

There is currently no guidance that has been provided by the Australian tax authorities in

respect of these criteria – including, for example, the period that may be considered to be

temporary.

The Bill has very recently been enacted as legislation and will therefore need to be monitored

going forward.

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Distributions from Sub-Trusts to the HAUT

Distributions from the Sub-Trusts to the HAUT should not be subject to Australian income tax or

withholding tax.

Distributions from the HAUT to FLT and FLT Australia Pte. Ltd.

Distributions from the HAUT (which is intended to be a MIT) to FLT and FLT Australia Pte. Ltd. may

be subject to withholding tax depending on the nature and character of the underlying income or

gain. The respective withholding tax rates are summarised below:

Nature and Character of the Underlying

Income/Gain Australian Withholding Tax Rate

Net rental income 15.0%

Interest income 10.0%

Net capital gain on a disposal of the real estate

owned by the Australian unit trust

15.0%

Tax deferred distributions* 0%

* Broadly, tax deferred distributions refer to the excess of cash distributions over the taxable

income of the trust. Generally, tax deferred distributions result in a reduction in the capital

gains tax cost base of the units in the distributing trust.

Disposal of Australian Real Estate Assets

MIT withholding tax will apply to distributions made to FLT and FLT Australia Pte. Ltd. out of capital

gains arising from a disposal of the underlying Australian industrial properties. (See “Distributions

from the HAUT to FLT and FLT Australia Pte. Ltd.” above for the relevant withholding rates.)

Disposal of units in the Sub-Trusts

Non-portfolio interests (i.e. 10.0% or more) in a sub-trust is likely to be treated as Taxable

Australian Property (“TAP”) if more than 50.0% of the sub-trust’s market value comprises

Australian real estate. In this regard, as the HAUT will hold 10.0% or more of the units in the

Sub-Trusts, any capital gain on disposal of the units in the Sub-Trusts by the HAUT prior to the

sale of the underlying Australian real estate assets should be included in the taxable income of the

HAUT. The Responsible Entity of the HAUT should prima facie be required to withhold tax in

Australia with respect to such capital gain at the rate of 15.0% to the extent that the HAUT

qualifies as a MIT at the time of payment of distributions out of such gain.

Any capital gain on disposal of units in any of the Sub-Trusts should not be subject to Australian

tax if such disposal occurs after the disposal of all the underlying Australian real estate assets

owned by that Sub-Trust.

Disposal of units in the HAUT or shares in FLT Australia Pte. Ltd.

A disposal of units in the HAUT by FLT or FLT Australia Pte. Ltd. whilst any of the underlying

Sub-Trusts still holds the Australian real estate assets should be subject to Australian capital gains

tax at 47.0% or 30.0% respectively on the basis that the units in the HAUT are likely to constitute

TAP.

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For similar reasons, a disposal of shares in FLT Australia Pte. Ltd. by FLT whilst any of the

underlying Sub-Trusts still holds the Australian real estate assets should be subject to Australian

capital gains tax at 47.0%.

On 25 February 2016, new legislation was enacted in respect of proposed withholding obligations

on the purchaser of acquisitions of TAP interests from a foreign resident. The new legislation

requires the purchaser to withhold 10.0% of the purchase price and pay this to the Australian

Taxation Office (“ATO”). The foreign resident seller would then lodge a tax return in Australia to

pay any additional tax (or claim a refund) due. This new legislation would apply to contracts

entered into on or after 1 July 2016.

A disposal of units in the HAUT or shares in FLT Australia Pte. Ltd. should not be subject to

Australian capital gains tax if such disposal occurs after the disposal of all the underlying

Australian real estate assets.

Taxation of Unitholders – Disposal of Units

The following observations are made on the assumption that Unitholders are non-residents of

Australia for tax purposes and hold their investment on “capital” as opposed to “revenue” account.

Where, broadly, FLT’s market value balance sheet consists of more than 50.0% direct and indirect

interests in Australian real property at the time of the disposal of Units by an Unitholder and that

Unitholder holds 10.0% or more of the interests in FLT (through its holding of Units) throughout a

12-month period that began no earlier than 24 months before such disposal or at such disposal, then

the capital gain arising from the disposal of Units should be subject to Australian capital gains tax.

The rate of tax would depend on the profile of the Unitholder but is broadly 30.0% for companies,

47.0% for trusts and at marginal rates for individuals commencing at 32.5%.

As noted above, new legislation was enacted in respect of proposed withholding obligations on the

purchaser of acquisitions of TAP interests from a foreign resident. The new legislation requires the

purchaser to withhold 10.0% of the purchase price and pay this to the ATO. Certain transactions are

exempted from withholding, such as “on-market” transactions on a recognised stock exchange or

where the seller either provides a clearance from the ATO relating to its residency or provides a

declaration to the purchaser that the interest being transacted is not TAP. This new legislation would

apply to contracts entered into on or after 1 July 2016.

II. GST

GST is a broad-based tax levied on the supplies of most goods, services and other items sold or

consumed in Australia. The standard rate of GST is 10.0%.

D-11

III. LAND TAX

Land tax is an annual tax computed based on the taxable value of the land at stepped land tax

rates that vary from state to state. The taxable value of the land is determined by the relevant local

government authorities. Land tax surcharge may also be imposed in certain circumstances, e.g.

in Victoria, absentee owner surcharge is levied.

Australian land tax rates and/or thresholds are generally subject to change each year and updated

information should be obtained when considering the land tax liability each year.

Yours faithfully

Lim Gek Khim

Partner

for and on behalf of

Ernst & Young Solutions LLP

D-12

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APPENDIX E

INDEPENDENT PROPERTY VALUATION SUMMARY REPORTS

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“Market Value is the estimated amount for which an asset or liability should exchange on the date of valuation between a willing buyer and a willing seller in an arm’s length transaction, after proper marketing, wherein the parties had each acted knowledgeably, prudently and without compulsion.”

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7 Pacific Drive & 1

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MPEV-1301 - BY FRASERS LOGISTICS & INDUSTRIAL TRUST PDS LETTER

3 June 2016

Frasers Logistics & Industrial Asset Management Pte Ltd (as manager of Frasers Logistics & Industrial Trust (the ‘Manager’)) 438 Alexandra Road #21-00, Alexandra Point Singapore 119958 Perpetual (Asia) Limited (as trustee of Frasers Logistics & Industrial Trust (the ‘Trustee’) 8 Marina Boulevard #05-02 Marina Bay Financial Centre Singapore 018981

Dear Sirs,

Valuation of Australian Industrial Investment Portfolio of 54 Properties

1 Instructions

We refer to instructions issued by Frasers Centrepoint Limited, on behalf of Frasers Logistics & Industrial Asset Management Pte Ltd, as manager of Frasers Logistics & Industrial Trust requesting formal valuations of a portfolio of 54 Australian industrial properties including both freehold and leasehold tenure. The assets are currently held by Frasers Property Australia Pty Ltd and are to be acquired by Frasers Logistics & Industrial Trust (‘FLT’), the proposed REIT.

We have specifically been instructed to assess the market value of each property effective either 31 March 2016 or 31 December 2015 which will be relied upon for the Initial Public Offering (IPO) of FLT on the Main Board of the Singapore Exchange Securities Trading Limited (SGX-ST).

We have prepared a comprehensive Valuation Report for each of the properties in accordance with our instructions. This letter and its attachments (including Valuation Executive Summaries) should be read in conjunction with our full valuation reports effective either 31 March 2016 or 31 December 2015 as we note this letter (‘Letter’) does not include all essential information and the assumptions which are detailed in our Valuation Reports. The Valuation Reports provide a detailed description of the property, its current tenancy configuration and agreements, assumptions impacting value and local market characteristics.

We understand this Letter summarising our valuations is required for inclusion in the Prospectus to be issued by the Manager in connection with the IPO of FLT (the ‘Prospectus’). Urbis Valuations Pty Ltd have not prepared the Prospectus.

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MPEV-1301 - BY FRASERS LOGISTICS & INDUSTRIAL TRUST PDS LETTER PAGE 2

2 Date of Valuation

As instructed the date of valuation is either 31 March 2016 or 31 December 2015.

The properties were inspected either between October and November 2015 or in March 2016. Each valuation reflects the valuer’s view of the market at that date and does not purport to predict the future. The valuation has therefore been prepared on the assumption that market and physical conditions of the improvements remain unchanged between the date of inspection and the date of valuation.

3 Basis of Valuation

We have assessed the market value of each individual asset in accordance with the definition of market value as approved by the Australian Property Institute (‘API’) included as follows:

“The estimated amount for which an asset should exchange on the date of valuation between a willing buyer and a willing seller in an arm’s length transaction, after proper marketing, wherein the parties had each acted knowledgeably, prudently and without compulsion.”

In considering this definition, the International Valuation Standards which have been adopted by the API, define a willing seller as follows:

‘A willing seller is neither an over eager nor a forced seller, prepared to sell at any price, nor one prepared to hold out for a price not considered reasonable in the current market. The willing seller is motivated to sell the property at market terms for the best price attainable in the (open) market after proper marketing, whatever that price may be.’

Accordingly, although a willing seller will not necessarily just accept the first offer that is made, he/ she is a seller in the current market and therefore is not seeking a market price which may be unattainable in the current market’.

The above market definition is consistent with the Australian Accounting Standards Board definition of fair value detailed in AASB116, being:

‘Fair value is the amount for which an asset could be exchanged between knowledgeable willing parties in arms length transaction’.

We have adopted the above definitions in undertaking our assessment of value.

Our valuation has also been completed having regard to paragraph 8 (Valuation of the Property Fund’s Real Estate Investments) within Appendix 6 – Investment: Property Funds to the Code on Collective Investment Schemes prepared by the Monetary Authority of Singapore.

4 Qualifications and Assumptions

Each valuation provides particulars on the information provided by our instructing client, the investigations we have undertaken in completing the valuation. Our valuations have been completed under the strict assumption that no material information to the valuation has been withheld in any instance.

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MPEV-1301 - BY FRASERS LOGISTICS & INDUSTRIAL TRUST PDS LETTER PAGE 3

Each valuation has been prepared on the basis of the standard terms and conditions which comprises a list of major assumptions and limiting conditions under which our opinion is given. These are contained within Appendix A (as attached to this Letter) and should be read in conjunction with this letter and the valuation summaries. It is a condition of the use of each valuation that the recipient of the report accepts these statements. Specific assumptions made in respect to each particular valuation are set out in the commentary provided within the full valuation reports.

5 Scope of Work and Approach

In undertaking our valuations our approach in each instance has generally comprised the following:

Securing relevant individual property information from Frasers Property Australia Pty Ltd including but not limited to title particulars, building particulars, lease, outgoings, capex and incentive particulars;

A physical inspection of each property;

Market research with local and active real estate agents and other market participants in addition to relevant authorities;

Use of Urbis’ proprietary valuation computer model to compare our analysis and conclusion;

Where a property is under development our instructions have been to assess the value on an ‘As If Complete’ basis subject to the proposed tenancy; and

Where a property has an outstanding incentive we have been instructed by Frasers Centrepoint Limited to exclude if from our assessment on the basis it has been paid out.

Our valuations have been undertaken utilising the methods that are consistent with those adopted in the market place, namely:

Capitalisation approach; and

Discounted Cash Flow (DCF) approach.

Attachments (including valuation executive summaries) should be read in conjunction with our full valuation reports dated either 31 March 2016 or 31 December 2015 (the ‘full valuation report’). We note that this letter does not contain all the necessary information and assumptions which are detailed in the full valuation reports. The full valuation reports form an integral part of our advice and provide descriptive commentaries on the individual properties’ characteristics in addition to the local market dynamics and any general, specific and special assumptions under which each valuation has been prepared.

6 Valuation Methodology

All of the properties assessed in the portfolio have been assessed utilising both the capitalisation of income and discounted cash flow valuation approaches.

In the instance of Leasehold assets, dual rates analysis has been applied in arriving at the appropriate capitalisation rates, both current reversionary and terminal yield, having regard to analysis and available market evidence.

Each valuation approach is briefly summarised as follows:

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MPEV-1301 - BY FRASERS LOGISTICS & INDUSTRIAL TRUST PDS LETTER PAGE 4

CAPITALISATION APPROACH

The capitalisation approach involves the assessment of a net market income for the various components of the subject property. The net market income is capitalised at a rate derived from the analysis of comparable sales evidence with subsequent capital adjustments made as appropriate. These capital adjustments may include a combination of rental reversions, unexpired incentives, vacancy downtime and incentive allowances, future vacancy allowances and capital expenditure.

The yield / capitalisation rate adopted is selected having regard to the following key considerations:

Demonstrated market yields;

The physical condition and design of the facility;

The location, zoning and title restrictions that apply;

The current and potential earnings profile for the property; and

The current tenancy, quality of covenant and remaining lease term.

DISCOUNTED CASH FLOW (DCF) APPROACH

For each of the properties we have undertaken a 10 year discounted cash flow analysis based upon the structured passing rental under the existing lease and a range of assumptions to reflect our expectations with regards to tenant retention/vacancies, rental growth, incentives, capital expenditure items and a number of other factors.

The forecasts represent what we believe a potential purchaser of each property would adopt as being realistic and achievable assumptions.

The discounted cash flow included in our valuations has been prepared solely for the purpose of the valuation and does not necessarily correspond or reconcile with any cash flow forecast that is made by the owner for management and budgeting reasons.

The cash flow projections adopted within our valuation has been undertaken as part of our discounted cash flow analysis approach to valuation. Although such projections are necessary for the discounted cash flow valuation approach, past experience has provided a very clear reminder that forecasting future income and expenditure movements is particularly uncertain and hazardous. Accordingly, the projections provided within each valuation should be considered as a broad guide only and likely to undergo variation from time to time. Included in our full valuation reports are our cashflow projections and comments thereon.

7 Pecuniary Interest

We confirm that we are not a related corporation of our client and that the valuers and Urbis Valuations Pty Ltd have no economic interest in the client or the subject properties that would conflict with the proper valuation of the properties or could be reasonably regarded as being capable of affecting the valuer’s ability to give an unbiased opinion.

8 Summary of Portfolio

The portfolio of properties valued herein comprise of 54 industrial investment assets located throughout Australia’s industrial markets, although predominantly along the eastern seaboard states of Victoria, New South Wales and Queensland.

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MPEV-1301 - BY FRASERS LOGISTICS & INDUSTRIAL TRUST PDS LETTER PAGE 5

The properties comprise a combination of Freehold titled assets in addition to Leasehold interests. Attached as Appendix A to this Letter is a summary of the key disclaimers, assumptions and qualifications applied to the valuations.

Attached as Appendix B to this Letter are the Executive Summaries extracted from our 54 valuation reports.

A summary of our valuations is provided in the following table. The second column of values (incentive impacted values) relates to those assets where outstanding incentives apply and the value shown reflects the impact on value the outstanding incentive has:

Initial Portfolio Address Suburb State Title/Tenure Assessed Value Incentive

Impacted Value Lot 6 Kangaroo Avenue Eastern Creek NSW Freehold $ 60,000,000 n/a

6 Reconciliation Rise Pemulwuy NSW Freehold $ 31,250,000 n/a

8 Distribution Place Seven Hills NSW Freehold $ 22,750,000 n/a

Lot 22 Eucalyptus Place Eastern Creek NSW Freehold $ 27,250,000 n/a

Lot 5 Kangaroo Avenue Eastern Creek NSW Freehold $ 35,750,000 n/a

10 Stanton Road Seven Hills NSW Freehold $ 12,250,000 n/a

8-8A Reconciliation Rise Pemulwuy NSW Freehold $ 35,500,000 $ 35,000,000

80 Hartley Road Smeaton Grange NSW Freehold $ 65,000,000 n/a

99 Station Road Seven Hills NSW Freehold $ 17,300,000 n/a

32 Gibbon Rd Winston Hills NSW Freehold $ 37,350,000 $ 36,850,000

21-33 South Park Drive Dandenong South VIC Freehold $ 23,800,000 $ 21,000,000

22-26 Bam Wine Court Dandenong South VIC Freehold $ 21,800,000 $ 20,800,000

16-32 South Park Drive Dandenong South VIC Freehold $ 13,800,000 $ 12,900,000

49-75 Pacific Drive Keysborough VIC Freehold $ 28,200,000 n/a

170-172 Atlantic Drive & 17 Pacific Drive

Keysborough VIC Freehold $ 34,000,000 $ 33,700,000

63-79 South Park Drive Dandenong South VIC Freehold $ 16,500,000 $ 15,800,000

78 & 88 Atlantic Drive Keysborough VIC Freehold $ 17,000,000 $ 16,300,000

98-126 South Park Drive Dandenong South VIC Freehold $ 34,000,000 n/a

1-13 & 15-27 Sunline Drive Truganina VIC Freehold $ 28,900,000 n/a

150-168 Atlantic Drive Keysborough VIC Freehold $ 33,200,000 n/a

77 Atlantic Drive Keysborough VIC Freehold $ 18,400,000 n/a

468 Boundary Road ^ Derrimut VIC Freehold $ 24,600,000 $ 23,900,000

610-638 Heatherton Road Clayton South VIC Freehold $ 20,500,000 n/a

2-22 Efficient Drive ^ Truganina VIC Freehold $ 42,000,000 $ 40,600,000

42 Sunline Drive Truganina VIC Freehold $ 16,000,000 n/a

18-34 Aylesbury Drive Altona VIC Freehold $ 22,900,000 $ 22,300,000

30 Flint Street Inala QLD Leasehold $ 24,500,000* n/a

55-59 Boundary Road Carole Park QLD Leasehold $ 14,100,000* n/a

350 Earnshaw Road Northgate QLD Leasehold $ 52,000,000* n/a

207- 211 Wellington Road Mulgrave VIC Freehold $ 37,700,000 n/a

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MPEV-1301 - BY FRASERS LOGISTICS & INDUSTRIAL TRUST PDS LETTER PAGE 6

Development Properties

Call Option Properties

*Subject to a 99 year ground lease # As if Complete ^ Although the valuations are as at 31 December 2015 or 31 March 2016 we understand that there will be no outstanding

incentives as at 1 June 2016.

We refer the reader to each Valuation Report for a detailed overview of the property, its tenancy profile and local market conditions and characteristics.

The principle valuer(s) responsible for a valuation is noted at the bottom of the Executive Summary in each of the Valuation Reports.

Address Suburb State Title/Tenure Assessed Value Incentive Impacted Value

51 Stradbroke Street Heathwood QLD Leasehold $ 23,100,000* n/a

57-71 Platinum Street Crestmead QLD Leasehold $ 29,100,000* n/a

99 Shettleston Street Rocklea QLD Leasehold $ 21,900,000* n/a

286 Queensport Road ^ North Murarrie QLD Leasehold $ 35,700,000* $35,000,000

99 Sandstone Place Parkinson QLD Leasehold $232,700,000* n/a

10 Siltstone Place Berrinba QLD Leasehold $ 13,500,000* n/a

Lot 102 Coghlan Road Outer Harbor SA Leasehold $ 6,900,000 n/a

Lot 104 & 105 Springhill Road Port Kembla NSW Leasehold $ 26,600,000 n/a

115-121 South Centre Road Melbourne Airport VIC Leasehold $ 6,200,000 $ 6,050,000

96-106 Link Road Melbourne Airport VIC Leasehold $ 25,200,000 n/a

17-23 Jets Court Melbourne Airport VIC Leasehold $ 7,850,000 n/a

25-29 Jets Court Melbourne Airport VIC Leasehold $ 11,100,000 $ 10,500,000

28-32 Sky Road East Melbourne Airport VIC Leasehold $ 9,700,000 $ 9,300,000

38-52 Sky Road East Melbourne Airport VIC Leasehold $ 26,500,000 $ 22,700,000

2-46 Douglas Street ^ Port Melbourne VIC Leasehold $ 23,700,000 $ 22,000,000

18-20 Butler Boulevard Adelaide Airport SA Leasehold $ 8,300,000 n/a

5 Butler Boulevard Adelaide Airport SA Leasehold $ 9,700,000 $ 9,200,000

20-22 Butler Boulevard Adelaide Airport SA Leasehold $ 11,400,000 n/a

60 Paltridge Road Perth Airport WA Leasehold $ 18,400,000 n/a

Address Suburb State Title/Tenure Assessed Value Incentive Impacted Value

Doriemus Drive Truganina VIC Freehold $ 84,500,000# n/a

4 Kangaroo Avenue Eastern Creek NSW Freehold $ 72,500,000# n/a

Address Suburb State Title/Tenure Assessed Value Incentive Impacted Value

Proposed Lot 1 Pearson Road Yatala QLD Leasehold $ 36,400,000#* n/a

Indian Drive Keysborough VIC Freehold $ 32,300,000# n/a

Lot 3 Horsley Drive Business Park, Cnr Horsley Drive & Cowpasture Road

Wetherill Park NSW Freehold $ 57,500,000 n/a

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9 Market Commentary and Portfolio Sales

Included within each valuation is a market commentary section that provides an overview of the prevailing market conditions particularly as they relate to each asset.

As an overarching statement on current market conditions we note that Investor appetite, particularly from international capital, is very strong and has many market participants questioning if the ‘peak’ of the current cycle has been reached. This view is consistent across most major asset classes. This international capital is being placed in large tranches directly and also indirectly via co-investment and investment mandates with local property players. This appetite is driven by Australia’s transparent market place and potentially exacerbated by the recent and strong falls in the AUD. Alongside and participating against this foreign capital are local wholesale and REIT funds who continue to receive strong superannuation and other funds that require investment. A number of these funds are now targeting foreign investment, both direct and co-investment due to the lack of local opportunities.

In terms of portfolio sales we note recent Industrial Portfolios:

Singapore’s Ascendas has purchased the GIC-Frasers Industrial Portfolio in September 2015 comprising 9 assets across Sydney, 9 in Victoria, 7 in Queensland and 1 in Western Australia. The reported sale price was $1.073 billion with an estimated portfolio yield between 6.10%-6.25%, a portfolio WALE of 5.7 years and 94.4% occupancy. The geographical diversification of the portfolio as well as the lease covenants were highlighted as contributors to the merit of the investment;

Mirvac acquired 5 of the Altis industrial/office assets in October 2014, comprising 4 assets across Sydney and 1 in South Australia. The acquisition has exchanged with reported yields ranging between 6.75% for the $150 million (reported) trophy asset in St Leonards, and yields between 7.00% to 8.00% for three (3) western Sydney assets in the price range of $20-$30 million;

Logos Property purchased an industrial portfolio in October 2014 for $220 million on behalf of a Malaysian pension fund KWAP in NSW and QLD with two sales reflecting new benchmark yields of 6.50%; and

Property Link acquired the Valad industrial portfolio which was marketed mid 2014 comprising 6 assets in NSW, QLD and Victoria, the largest property within that occupied by Blue Star Logistics at Erskine Park which returned a yield of 6.75% on its apportioned sale price.

In addition portfolios currently in negotiation (at the time of preparing this report) include:

GAIF (Goodman) portfolio – circa $350M

Charter Hall portfolio – circa $450M

JP Morgan portfolio – circa $250M

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MPEV-1301 - BY FRASERS LOGISTICS & INDUSTRIAL TRUST PDS LETTER PAGE 8

The concept of a Portfolio Premium is well entrenched in market discussion and evident from recent market offerings is that many Vendors believe a premium may be achieved through a portfolio offering. Analysis of recent industrial portfolio sales (including but not limited to those noted above) and in other asset sectors, most notably office (China Investment Corporations acquisition of the Investa Office portfolio in Q4 2015), suggests a premium may have applied for the benefit of securing multiple assets and geographic diversification in one transaction. The concept, however, of portfolio premium is entirely subjective as land transfers only report a single consideration for each asset.

Given the current strength of the investment climate and depth of foreign purchasers it is not inconceivable for the portfolio of assets valued herein to trade at a premium to the sum of the individual asset values. The extent of any premium will depend upon a number of factors not all of which will be known, however, some industry participants are currently analysing and suggesting that these premiums may lie between 5% and 10%.

10 Disclaimer

This Letter is dated 3 June 2016 whilst the valuations of the properties are effective either 31 March 2016 or 31 December 2015. They incorporate information and events up to that date of valuation only and exclude any information arising, or event occurring, after that date which may affect the validity of Urbis Valuations Pty Ltd’s (Urbis) opinion in this Letter. Urbis prepared this letter for the benefit only, of Frasers Logistics & Industrial Asset Management Pte Ltd as REIT Manager and Perpetual (Asia) Limited as REIT Trustee (Instructing Party) for the purpose of inclusion in the Prospectus and First Mortgage Security Purposes (collectively the ‘Purposes’) and not for any other purpose or use. To the extent permitted by applicable law, Urbis expressly disclaims all liability, whether direct or indirect, to the REIT Manager and the REIT Trustee which relies or purports to rely on this Letter for any purpose other than the Purposes, and to any other person which relies or purports to rely on this report for any purpose whatsoever (other than the Purposes).

In preparing this Letter, Urbis was required to make judgements which may be affected by unforeseen future events, the likelihood and effects of which are not capable of precise assessment.

All surveys, forecasts, projections and recommendations contained in or associated with this letter are made in good faith and on the basis of information supplied to Urbis at the date of this Letter which Urbis has made efforts to ensure that the information is from sources which Urbis considers reliable and upon which Urbis has relied. Achievement of the projections and budgets set out in this Letter will depend, among other things, on the actions of others over which Urbis has no control.

Whilst Urbis has made all reasonable inquiries it believes necessary in preparing this Letter, it is not responsible for determining the completeness or accuracy of information provided to it. Urbis (including its officers and personnel) is not liable for any errors or omissions, including information provided by the Manager or another person or upon which Urbis relies, provided that such errors or omissions are not made by Urbis recklessly or in bad faith.

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MPEV-1301 - BY FRASERS LOGISTICS & INDUSTRIAL TRUST PDS LETTER PAGE 9

This Letter has been prepared with due care and diligence by Urbis and the statements and opinions given by Urbis in this Letter are given in good faith and in the reasonable belief that they are correct and not misleading, subject to the limitations above.

Yours sincerely,

Shane Robb, FAPI National Co-ordinating Director Australian Property Institute, Member No 62534

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MPEV-1301 - BY FRASERS LOGISTICS & INDUSTRIAL TRUST PDS LETTER PAGE 10

Appendix A Standard Disclaimers, Assumptions & Qualifications

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MPEV-1301 - BY FRASERS LOGISTICS & INDUSTRIAL TRUST PDS LETTER PAGE 11

1.1 THIRD PARTY

We advise that this Report and Valuation is only for the use of the party to whom it is addressed, and no responsibility or liability is accepted to any third party for the whole or any part of its contents otherwise than in accordance with the agreed purposes set out in Section 10 of the Letter.

1.2 PECUNIARY INTEREST

We confirm that neither Urbis nor the signatories to this Report have any pecuniary interest that could reasonably be regarded as being capable of affecting that person’s ability to give an unbiased opinion of value, or that would conflict with a proper valuation of the property. We advise that this position will be maintained until the purpose for which this valuation is being obtained is completed.

1.3 MARKET MOVEMENT

We are required to advise that this valuation is current at the date of valuation only. The value assessed herein may change significantly and unexpectedly over a relatively short period of time (including as a result of general market movements or factors specific to the particular property). Liability for losses arising from such subsequent changes in value is excluded as is liability where the valuation is relied upon after the date of the valuation.

1.4 PRUDENT LENDING

This valuation is prepared on the assumption that the lender as referred to in the valuation report (and no other), may rely on the valuation for mortgage finance purposes and the lender has complied with its own lending guidelines as well as prudent finance industry lending practices, and has considered all prudent aspects of credit risks for any potential borrower, including the borrower’s ability to service and repay any mortgage loan. Further, the valuation is prepared on the assumption that any such lender is providing mortgage financing at a conservative and prudent loan to value ratio. This clause (Prudent Lenders Clause) only applies if the lender is not a lender regulated by the Banking Act of 1959.

1.5 LIMITED LIABILITY

Urbis Valuations Pty Ltd operates under the Australian Property Institute Limited Liability Scheme which is a scheme approved under Professional Standards Legislation.

1.6 GOODS AND SERVICES TAX

In our opinion the subject property is most likely to be defined as either a ‘going concern’ or the purchaser is entitled to claim an input tax credit under the relevant provisions of current GST legislation. Accordingly, a hypothetical sale of the interest valued herein is assumed to be GST free and our valuation is exclusive of any GST. Urbis takes no responsibility for the liability or otherwise for the payment of GST on an assumed sale of the interest valued herein.

In addition, any market rentals, passing rentals from existing leases and outgoings amounts are also assumed to be exclusive of GST unless stated to the contrary.

1.7 INCLUSIONS AND EXCLUSIONS

Our valuation includes those items that form part of the building service installations such as heating and cooling equipment, lifts, sprinklers, lighting, etc., that would normally pass with the sale of the property, but excludes all items of plant, machinery, equipment, partitions, furniture and other such items which may have been installed (by the occupant) or are used in connection with the business undertaken within the property.

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MPEV-1301 - BY FRASERS LOGISTICS & INDUSTRIAL TRUST PDS LETTER PAGE 12

1.8 PROVISION OF INFORMATION

Our valuation has been completed on the basis of a complete, fulsome and accurate provision of requested and required information from Frasers Property Australia.

1.9 AS IF COMPLETE

The valuations of assets under construction have been completed on an ‘As If Complete’ basis. We have assumed constructions will be completed in accordance with all provided plans and design briefs and that appropriate authority approvals including occupancy permits are secured.

1.10 CONTAMINATION/HAZARDOUS MATERIALS

Where environmental site assessments have been provided they have been reviewed and commented on. In all instances the state based EPA sites register has been reviewed. All valuations have been completed on the assumption no contamination exists that will impact value.

Likewise our valuations have been completed on the assumption no hazardous materials, such as asbestos, exist unless otherwise stated.

1.11 PLANNING APPROVALS

Our instructions have been completed on the basis all necessary planning and authority consents have been secured.

1.12 CONDITION OF IMPROVEMENTS

We have commented on the age and condition of improvements in each instance. We have not undertaken a structural survey and our valuations are completed on the assumption all buildings are structurally sound.

1.13 INCENTIVES

Any known outstanding incentives as instructed by Frasers Logistics & Industrial Asset Management Pte Ltd (as manager of Frasers Logistics & Industrial Trust) are assumed to have been ‘paid out’.

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MPEV-1301 - BY FRASERS LOGISTICS & INDUSTRIAL TRUST PDS LETTER PAGE 13

Appendix B Valuation Executive Summaries

E-130

4 Kangaroo Avenue, Eastern Creek, NSW

As If Complete

75,230 sqm

IN1 General Industrial

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Schenker Australia Pty Limited 40,493 m² 100% $113 /m² $4,533,820 $112 /m²

$850,725

($21/m²) ($850,725) ($21/m²)

40,493 m² $4,533,820

GLA Net Market Rent Lease Expiry Options WALE

24,575 sq.m $2,703,250 $2,703,250 31-Dec-25 2x3 5.92 by income

15,918 sq.m $1,869,026 $1,830,570 31-Dec-23 5 3.27 by income

40,493 sq.m $4,572,276 $4,533,820 9.19 by income

9.19 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$72,727,344

6.25%

24 Months

$186,224

Capitalisation Approach, DCF Analysis

6.31%

6.27%

7.40%

$1,790

$964

Source: Urbis

$72,048,984Derived Value

CPI Growth Rate 2.66%

Industrial Growth Rate 3.16%

Adopted Discount Rate 7.50%

Adopted Terminal Yield 7.00%

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

Major Ownership Issues None

Market Appeal

Occupier - Good albeit the pre-lease market remains highly competitive. Occupier profile comprises logistics/wholesale/transport users.Investment - High given location, improvements, lease duration and covenant profile. Buyer profile comprises institutional capital (local, global).

Rate psqm of GLA

Rate psqm of Site Area

Recent Sale Part of the subject (former lot 1) comprising 2.712 hectares was subject to an internal transfer for $7,3327,800 (4 July 2013)

Valuers Lester Alvis, AAPI MRICS

Director and Certified Practising Valuer

Australian Property Institute

Jackson Alexander, PMAPI

Assistant Valuer

Australian Property Institute

Registered Valuer NSW No. 30042 Registered Valuer NSW No. VAL038215

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 December 2015

$72,500,000Adopted Valuation (Rounded)

Purpose of Valuation Market Value subject to the existing tenancies.

Date Inspected 2 November 2015

VALUATIONValuation Approaches

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

$1,796

TOTAL

Schenker Australia Pty Limited

Schenker Australia Pty Limited

Adopted Core Capitalisation Rate

Total Capital Adjustments

Comprising two (2) industrial properties at 4 and 8 Kangaroo Avenue. The facility at 4 Kangaroo Avenue features a recently constructed 15,918 sq.m industrial facility comprising a high bay warehouse serviced by extensive docking and external awnings, together with separate office accommodation. The property at 8 Kangaroo Avenue is DA approved for a 24,575 sq.m warehouse/office facility of similar accommodation to the adjoining facility and subject to a pre-lease. Construction is due to begin imminently with an anticipated practical completion date of June 2016.

TENANCY DETAILSMajor Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $4,572,276

($850,725)

TOTAL $4,572,276

LEGAL DESCRIPTION Lot 1, DP1192050

SITE

Recoveries $850,725

Outgoings (adopted)

SITE AREA 7.52 ha

ZONING

LOCATIONThe subject property is located on Kangaroo Avenue, Eastern Creek, approximately 35 radial kilometres north west of the Sydney CBD. The property forms part of the EC4 Eastern Creek Business Park which benefits from excellent road transport links given its proximity to the junction of the M4 Western and the M7 Westlink Motorways. Eastern Creek is one Western Sydney's dominant industrial markets.

BRIEF DESCRIPTION

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

VALUATION SCENARIO

E-131

Lot 6 Kangaroo Avenue, Eastern Creek, NSW

63,890 sqm

IN1 General Industrial

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Techtronic Industries Australia (TTI) 41,401 m² 100% $97 /m² $4,140,100 $100 /m²

$678,514

($16/m²) ($678,514) ($16/m²)

41,401 m² $4,140,100

GLA Net Market Rent Lease Expiry Options WALE

41,401 sq.m $4,005,547 $4,140,100 21-Jul-22 7+7 6.56 by income

41,401 sq.m $4,005,547 $4,140,100 6.56 by income

6.56 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$60,606,194

6.75%

12 Months

($728,621)

$1,463.88

Capitalisation Approach, DCF Analysis

6.68%

6.82%

7.70%

$1,449

$939

Recent Sale

Major Ownership Issues None

Market Appeal

Source: Urbis

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

($678,514)

TOTAL $4,005,547

LEGAL DESCRIPTION Lot 6, DP1200048

SITE

Recoveries $678,514

Outgoings (adopted)

SITE AREA 6.39 ha

ZONING

LOCATIONThe subject property is located on the southern alignment of Kangaroo Avenue at Eastern Creek, approximately 35 radial kilometres north west of the Sydney CBD. The property forms part of the EC4 Eastern Creek Business Park which benefits from excellent road transport links given its proximity to the junction of the M4 Western and the M7 Westlink Motorways. Eastern Creek is one Western Sydney's dominant industrial markets.

BRIEF DESCRIPTION

TOTAL

Techtronic Industries Australia Pty Ltd

Adopted Core Capitalisation Rate

Total Capital Adjustments

Comprising a newly constructed industrial / office facility with two (2) tenancies and extending to a GLA of 41,401 sq.m. The Warehouse 1 tenancy extends to 34,441 sq.m with office areas extending over two (2) levels (3% of GLA). The Warehouse 2 tenancy extends to 6,960 sq.m with office areas extending over two (2) levels (4% of GLA). The improvements features high clearance ESFR sprinklered warehousing serviced by extensive docking and substantial external awnings. The entire property is leased to Techtronic Industries Australia (TTI), we note that Warehouse 2 is currently sub-let by TTI to Schenker Australia for 12 months until 31 August 2016.

TENANCY DETAILSMajor Tenant Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $4,005,547

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

Purpose of Valuation Market Value subject to the existing tenancy

Date Inspected 2 November 2015

VALUATIONValuation Approaches

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 December 2015

$60,000,000Adopted Valuation (Rounded)

The subject property was last sold as vacant land in an internal off market transaction between Australand C&I Land Holdings Pty Ltd to Australand Property Holdings Pty Ltd in March 2015 for $18,264,234.

Rate psqm of GLA

Rate psqm of Site Area

Valuers Lester Alvis, AAPI MRICS Jackson Alexander, PMAPI

Director and Certified Practising Valuer Assistant Valuer

Australian Property Institute Australian Property Institute

Registered Valuer NSW No. 30042 Registered Valuer NSW No. VAL038215

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

Occupier - Good albeit the pre-lease market remains highly competitive. Occupier profile comprises logistics/wholesale/transport users.Investment - High given location, improvements, lease duration and covenant profile. Buyer profile comprises institutional capital (local, global).

$59,817,030Derived Value

CPI Growth Rate 2.66%

Industrial Growth Rate 3.16%

Adopted Discount Rate 7.75%

Adopted Terminal Yield 7.50%

E-132

6 Reconciliation Rise, Pemulwuy, NSW

34,740 sqm

IN1 General Industrial

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

BJ Ball Pty Limited 19,218 m² 100% $118 /m² $2,113,980 $110 /m²

$351,787

($18/m²) ($351,787) ($18/m²)

19,218 m² $2,113,980

GLA Net Market Rent Lease Expiry Options WALE

19,218 sq.m $2,262,055 $2,113,980 20-Apr-21 5+5 5.30 by income

19,218 sq.m $2,262,055 $2,113,980 5.30 by income

5.30 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$31,082,186

7.00%

24 Months

$882,471

$1,617

Capitalisation Approach, DCF Analysis

7.24%

6.96%

7.96%

$1,626

$900

Recent Sale

Major Ownership Issues None

Market Appeal

Source: Urbis

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

$31,186,417Derived Value

CPI Growth Rate 2.66%

Industrial Growth Rate 3.16%

Adopted Discount Rate 8.00%

Adopted Terminal Yield 7.25%

Occupier - Good albeit the pre-lease market remains highly competitive. Occupier profile comprises logistics/wholesale/transport users.Investment - High given location, improvements, lease duration and covenant profile. Buyer profile comprises institutional capital (local, global).

The subject property was last sold as vacant land in an internal off market transaction between Australand Industrial No. 42 & No.43 Pty Limited to Australand Industrial No. 89 Pty Limited in September 2005 for $25,000,000.

Rate psqm of GLA

Australian Property Institute Australian Property Institute

Registered Valuer NSW No. 30042 Registered Valuer NSW No. VAL038215

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Rate psqm of Site Area

Lester Alvis, AAPI MRICS Jackson Alexander, PMAPI

Director and Certified Practising Valuer Assistant Valuer

Valuers

Date of Valuation 31 December 2015

$31,250,000Adopted Valuation (Rounded)

Purpose of Valuation Market Value subject to the existing tenancies.

Date Inspected 2 November 2015

VALUATIONValuation Approaches

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

TOTAL

BJ Ball Pty Limited

Adopted Core Capitalisation Rate

Total Capital Adjustments

TENANCY DETAILSMajor Tenant Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $2,262,055

($351,787)

TOTAL $2,262,055

LEGAL DESCRIPTION Lot 2 in DP1086221

SITE

Recoveries $351,787

Outgoings (adopted)

SITE AREA 3.47 ha

ZONING

LOCATIONThe property is located on the southern alignment of Butu Wargun Drive within the Greystanes industrial area, an established industrial precinct in western Sydney. Greystanes is located by direct line approximately eight (8) kilometres west of the Parramatta CBD and approximately 28 kilometres from the Sydney CBD. The location benefits from excellent access to arterial road networks situated approximately 1.5 kilometres from the nearest M4 motorway on ramp via The Prospect Highway and approximately 6.5 kilometres from the M7 Westlink junction.

BRIEF DESCRIPTION

The property comprises a modern industrial distribution facility constructed in 2005, extending to a GLA of 19,218 sq.m. The improvements feature high clearance warehousing with multiple on grade and sunken loading docks serviced under over sized awnings. Two (2) separate single storey offices are located across the facility and extend to 6% of the GLA. The property is accessed from Butu Wargun Drive via a right of way with adequate hardstand and truck manoeuvring areas with staff and visitor parking located along the western boundary.

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

E-133

8 Distribution Place, Seven Hills

27,660 sqm

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Legend Corporate Services 13,189 m² 100% $117 /m² $1,539,875 $117 /m²

$282,092

($21/m²) ($282,092) ($21/m²)

13,189 m² $1,539,875

GLA Net Market Rent Lease Expiry Options WALE

13,189 sq.m $1,539,875 $1,539,875 29-May-23 - 7.41 by income

13,189 sq.m $1,539,875 $1,539,875 7.41 by income

7.41 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$22,793,628

6.75%

24 Months

($19,335)

$1,728.23

Capitalisation Approach, DCF Analysis

6.77%

6.76%

7.57%

$1,725

$822

Recent Sale

Major Ownership Issues None

Market Appeal

Source: Urbis

$22,487,478Derived Value

CPI Growth Rate 2.66%

Industrial Growth Rate 3.16%

Adopted Discount Rate 7.75%

Adopted Terminal Yield 7.50%

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

The property has no recorded previous sale data.

Occupier - Good quality corporate distributor of electrical products or the corporate head office for a logistics / warehousing operator. Investment - High given location, improvements, lease duration and covenant profile. Buyer profile comprises institutional capital (local, global).

Rate psqm of GLA

Rate psqm of Site Area

Valuers Lester Alvis, AAPI MRICS Jackson Alexander, PMAPI

Director and Certified Practising Valuer Assistant Valuer

Australian Property Institute Australian Property Institute

Registered Valuer NSW No. 30042 Registered Valuer NSW No. VAL038215

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 December 2015

$22,750,000Adopted Valuation (Rounded)

Basis of Value Market Value subject to the existing tenancy

Date Inspected 2 November 2015

VALUATIONValuation Approaches

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

TOTAL

Legend Corporate Services

Adopted Core Capitalisation Rate

Total Capital Adjustments

The property comprises a modern industrial distribution facility constructed in 2015, extending to a GLA of 12,319 sq.m. The improvements feature high clearance warehousing with multiple on grade and sunken loading docks serviced under sprinklered awnings. The property features a front two (2) level office and offices located within the warehouse which represent 15% of the GLA. Site access is provided via multiple driveways positioned along Distribution Place. The property features adequate hardstand and truck manoeuvring space.

TENANCY DETAILSMajor Tenant Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $1,539,875

($282,092)

TOTAL $1,539,875

LEGAL DESCRIPTION 154/1128134

SITE

Recoveries $282,092

Outgoings (adopted)

SITE AREA 2.77 ha

ZONING

LOCATIONThe property is located on the western side of Distribution Place within the Seven Hills industrial area, an established industrial precinct in western Sydney. Seven Hills is located by direct line approximately 7.5 kilometres north west of the Parramatta CBD and approximately 27 kilometres from the Sydney CBD. The location benefits from good access to arterial road networks situated approximately six (6) kilometres from the nearest M4 motorway on ramp via The Prospect Highway and approximately six (6) kilometres from the M7 Westlink junction.BRIEF DESCRIPTION

IN1 General Industrial

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

E-134

Lot 22 Eucalyptus Place, Eastern Creek, NSW

32,640 sqm

IN1 General Industrial

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

FDM Warehousing 16,074 m² 100% $115 /m² $1,848,510 $115 /m²

$346,895

($22/m²) ($346,895) ($22/m²)

16,074 m² $1,848,510

GLA Net Market Rent Lease Expiry Options WALE

16,074 sq.m $1,848,510 $1,848,510 11-Jan-22 5+5 6.03 by income

16,074 sq.m $1,848,510 $1,848,510 6.03 by income

6.03 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$27,370,998

6.75%

24 Months

($14,335)

$1,703

Capitalisation Approach, DCF Analysis

6.78%

6.78%

7.64%

$1,695

$835

Source: Urbis

$27,073,617Derived Value

CPI Growth Rate 2.66%

Industrial Growth Rate 3.16%

Adopted Discount Rate 7.75%

Adopted Terminal Yield 7.50%

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

Major Ownership Issues

Market Appeal

None

Occupier - Good albeit the pre-lease market remains highly competitive. Occupier profile comprises logistics/wholesale/transport users.Investment - High given location, improvements, lease duration and covenant profile. Buyer profile comprises institutional capital (local, global).

Rate psqm of GLA

Rate psqm of Site Area

Recent Sale

Valuers Lester Alvis, AAPI MRICS Jackson Alexander, PMAPI

Director and Certified Practising Valuer Assistant Valuer

Australian Property Institute Australian Property Institute

Registered Valuer NSW No. 30042 Registered Valuer NSW No. VAL038215

The subject property was last sold as an internal off market transaction between Australand Industrial No 111 to Australand Property Holdings in February 2015 for $12,323,400.

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 December 2015

$27,250,000Adopted Valuation (Rounded)

Purpose of Valuation Market Value subject to the existing tenancies.

Date Inspected 2 November 2015

VALUATIONValuation Approaches

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

TOTAL

FDM Warehousing Pty Ltd

Adopted Core Capitalisation Rate

Total Capital Adjustments

Comprising a newly constructed industrial / office facility extending to a GLA of 16,074 sq.m. The improvements features high clearance ESFR sprinklered warehousing serviced by extensive docking and substantial external awnings. Office and amenities areas extend over two (2) levels to approximately 6.5% of the GLA.

TENANCY DETAILSMajor Tenant Net Passing Rent

LETTABLE AREAS & INCOME ANALYSIS

PASSING ($PA)

Industrial $1,848,510

($346,895)

TOTAL $1,848,510

LEGAL DESCRIPTION Lot 22, DP1180307

SITE

Recoveries $346,895

Outgoings (adopted)

SITE AREA 3.26 ha

ZONING

LOCATIONThe subject property is accessed via a right of way from Eucalyptus Place and the eastern alignment of Raffles Glade at Eastern Creek, approximately 35 radial kilometres north west of the Sydney CBD. The property forms part of the EC3 Eastern Creek Business Park which benefits from excellent road transport links given its proximity to the junction of the M4 Western and the M7 Westlink Motorways. Eastern Creek is one Western Sydney's dominant industrial markets.BRIEF DESCRIPTION

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

E-135

Lot 5 Kangaroo Avenue, Eastern Creek

41,380 sqm

IN1 General Industrial

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Fisher & Paykel 13,428 m² 58% $100 /m² $1,477,080 $110 /m²

- 9,684 m² 42% - $1,065,240 $110 /m²

$469,557

($20/m²) ($469,557) ($20/m²)

23,112 m² $2,542,320

GLA Net Market Rent Lease Expiry Options WALE

13,428 sq.m $1,342,800 $1,477,080 21-Jul-25 5+5 5.33 by income

23,112 sq.m $1,342,800 $2,542,320 5.33 by income

5.33 Years 42%

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$35,886,186

6.75%

24 Months

($1,777,814)

$1,553

Capitalisation Approach, DCF Analysis

3.21%

6.77%

7.94%

$1,547

$864

Recent Sale

Major Ownership Issues None

Market Appeal

Source: Urbis

7.25%

Rate psqm of GLA

Rate psqm of Site Area

Valuers Lester Alvis, AAPI MRICS Jackson Alexander, PMAPI

Director and Certified Practising Valuer Assistant Valuer

Australian Property Institute Australian Property Institute

Registered Valuer NSW No. 30042 Registered Valuer NSW No. VAL038215

The subject property was last sold as vacant land in an internal off market transaction between Australand C&I Land Holdings Pty Ltd to Australand Property Holdings Pty Ltd in March 2015 for $11,831,302.

Occupier - Good albeit the pre-lease market remains highly competitive. Occupier profile comprises logistics/wholesale/transport users.Investment - High given location, improvements, lease duration and covenant profile. Buyer profile comprises institutional capital (local, global).

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 December 2015

$35,750,000Adopted Valuation (Rounded)

Purpose of Valuation Market Value subject to the existing tenancies.

Date Inspected 2 November 2015

VALUATIONValuation Approaches

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

Derived Value

CPI Growth Rate

Industrial Growth Rate

Adopted Discount Rate

Adopted Terminal Yield

TOTAL

Fisher & Paykel

Adopted Core Capitalisation Rate

Total Capital Adjustments

Comprising a newly constructed industrial / office facility with two (2) tenancies and extending to a GLA of 23,112 sq.m. Tenancy 1 is occuped by Fisher and Paykel until July 2025, the GLA extends to 13,428 sq.m with office areas extending over one (1) level (4% of GLA). Tenancy 2 is currently vacant and extends to 9,684 sq.m with office areas extending over one (1) level (6% of GLA). The improvements feature high clearance ESFR sprinklered warehousing serviced by extensive docking and substantial external awnings.

TENANCY DETAILSMajor Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $1,342,800

Vacant

$35,632,953

2.66%

3.16%

8.00%

($469,557)

TOTAL $1,146,054

LEGAL DESCRIPTION Lot 5, DP1200048

SITE

-

Recoveries $272,811

Outgoings (adopted)

SITE AREA 4.14 ha

ZONING

LOCATIONThe subject property is located on the southern alignment of Kangaroo Avenue at Eastern Creek, approximately 35 radial kilometres north west of the Sydney CBD. The property forms part of the EC4 Eastern Creek Business Park which benefits from excellent road transport links given its proximity to the junction of the M4 Western and the M7 Westlink Motorways. Eastern Creek is one Western Sydney's dominant industrial markets.

BRIEF DESCRIPTION

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

E-136

10 Stanton Road, Seven Hills, NSW

10,000 sqm

IN1 General Industrial

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

CSR Building Products Limited 7,065 m² 100% $137 /m² $847,800 $120 /m²

$187,385

($27/m²) ($187,385) ($27/m²)

7,065 m² $847,800

GLA Net Market Rent Lease Expiry Options WALE

7,065 sq.m $966,891 $847,800 9-Aug-21 5 5.61 by income

7,065 sq.m $966,891 $847,800 5.61 by income

5.61 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$12,228,298

7.25%

24 Months

$534,505

$1,731

Capitalisation Approach, DCF Analysis

7.89%

7.24%

7.88%

$1,734

$1,225

Recent Sale

Major Ownership Issues None

Market Appeal

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

($187,385)

TOTAL $966,891

LEGAL DESCRIPTION Lot 1001, DP1057521

SITE

Recoveries $187,385

Outgoings (adopted)

SITE AREA 1.00 ha

ZONING

LOCATION

The property is located on the northern side of Stanton Road within the Seven Hills industrial area, an established industrial precinct in western Sydney. Seven Hills is located by direct line approximately 7.5 kilometres north west of the Parramatta CBD and approximately 27 kilometres from the Sydney CBD. The location benefits from good access to arterial road networks situated approximately six (6) kilometres from the nearest M4 motorway on ramp via The Prospect Highway and approximately six (6) kilometres from the M7 Westlink junction.

BRIEF DESCRIPTION

TOTAL

CSR Building Products Limited

Adopted Core Capitalisation Rate

Total Capital Adjustments

The property comprises a modern industrial distribution facility constructed circa 2000, extending to a GLA of 7,065 sq.m. The improvements feature high clearance warehousing with multiple on grade and sunken loading docks serviced under sprinklered awnings. The property features a front two (2) level office component and ancillary offices extending to 15% of the GLA. The site is accessed via a double truck width driveway positioned along Stanton Road. The property features adequate hardstand and truck manoeuvring space.

TENANCY DETAILSMajor Tenant Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $966,891

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

Basis of Value Market Value subject to the existing tenancy

Date Inspected 2 November 2015

VALUATIONValuation Approaches

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 December 2015

$12,250,000Adopted Valuation (Rounded)

The property has no recorded previous sale data.

Occupier - Good albeit the pre-lease market remains highly competitive. Occupier profile comprises logistics/wholesale/transport users.Investment - High given location, improvements, lease duration and covenant profile. Buyer profile comprises institutional capital (local, global).

Rate psqm of GLA

Rate psqm of Site Area

Valuers Lester Alvis, AAPI MRICS Jackson Alexander, PMAPI

Director and Certified Practising Valuer Assistant Valuer

Australian Property Institute Australian Property Institute

Registered Valuer NSW No. 30042 Registered Valuer NSW No. VAL038215

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

$12,162,519Derived Value

CPI Growth Rate 2.66%

Growth Rate -

Adopted Discount Rate 8.00%

Adopted Terminal Yield 7.50%

E-137

8-8A Reconciliation Rise, Pemulwuy, NSW

37,520 sqm

IN1 General Industrial

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Inchcape Australia Limited 22,511 m² 100% $118 /m² $2,476,210 $110 /m²

$411,400

($18/m²) ($411,400) ($18/m²)

22,511 m² $3,413,410

GLA Net Market Rent Lease Expiry Options WALE

13,991 sq.m $1,589,028 $1,539,010 31-May-22 5 3.85 by income

8,520 sq.m $1,061,344 $937,200 12-Jun-18 - 0.98 by income

22,511 sq.m $2,650,372 $2,476,210 4.83 by income

4.83 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$35,595,589

7.25%

24 Months

$1,440,968

$1,581.25

Capitalisation Approach, DCF Analysis

7.47%

7.27%

7.67%

$1,577

$946

Recent Sale

Major Ownership Issues None

Market Appeal

Source: Urbis

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

($411,400)

TOTAL $3,711,716

LEGAL DESCRIPTION Lot 3, DP1086221

SITE

Recoveries $411,400

Outgoings (adopted)

SITE AREA

$35,330,029

2.66%

3.16%

7.75%

3.75 ha

ZONING

LOCATIONThe property is located on the southern alignment of Butu Wargun Drive within the Greystanes industrial area, an established industrial precinct in western Sydney. Greystanes is located by direct line approximately eight (8) kilometres west of the Parramatta CBD and approximately 28 kilometres from the Sydney CBD. The location benefits from excellent access to arterial road networks situated approximately 1.5 kilometres from the nearest M4 motorway on ramp via The Prospect Highway and approximately 6.5 kilometres from the M7 Westlink junction.

BRIEF DESCRIPTION

TOTAL

Inchcape Australia Limited

John Danks & Son

Comprising an industrial / office facility built in circa 2005 with two (2) tenancies and extending to a GLA of 22,511 sq.m. Warehouse 1 is occuped by Inchcape Australia Limited until May 2022, the GLA extends to 13,991 sq.m with office areas extending over two (2) levels (9% of GLA). Warehouse 2 is currently occupied by John Danks & Spm until June 2018 and extends to 8,520 sq.m with office areas extending a single level (1% of GLA). The improvements feature high clearance ESFR sprinklered warehousing serviced by extensive docking and substantial external awnings.

TENANCY DETAILSMajor Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $2,650,372

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

Derived Value

CPI Growth Rate

Industrial Growth Rate

Adopted Discount Rate

Adopted Terminal Yield

Adopted Core Capitalisation Rate

Total Capital Adjustments

Basis of Valuation Market Value subject to the existing tenancies.

Date Inspected 2 November 2015

VALUATIONValuation Approaches

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 December 2015

$35,500,000Adopted Valuation (Rounded)

The subject property was last sold in an internal off market transaction from Australand Industrial No. 22 Pty Ltd and Australand Industrial No. 86 Pty Ltd in July 2005 for $12,200,000.

Occupier - Good albeit the pre-lease market remains highly competitive. Occupier profile comprises logistics/wholesale/transport users.Investment - High given location, improvements, lease duration and covenant profile. Buyer profile comprises institutional capital (local, global).

Rate psqm of GLA

Rate psqm of Site Area

Valuers Lester Alvis, AAPI MRICS Jackson Alexander, PMAPI

Director and Certified Practising Valuer Assistant Valuer

7.75%

Australian Property Institute Australian Property Institute

Registered Valuer NSW No. 30042 Registered Valuer NSW No. VAL038215

E-138

80 Hartley Road, Smeaton Grange, NSW

167,100 sqm

IN1 General Industrial

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Coles Group Limited 61,281 m² 100% $86 /m² $4,902,480 $80 /m²

$650,101

($11/m²) ($650,101) ($11/m²)

61,281 m² $4,902,480

GLA Net Market Rent Lease Expiry Options WALE

61,281 sq.m $5,266,646 $4,902,480 19-Jun-19 5-Jan-00 3.47 by income

61,281 sq.m $5,266,646 $4,902,480 3.47 by income

3.47 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$64,334,861

7.75%

24 Months

$1,077,055

$1,049.83

Capitalisation Approach, DCF Analysis

8.10%

7.67%

8.14%

$1,061

$389

Recent Sale

Major Ownership Issues None

Market Appeal

Source: Urbis

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

($650,101)

TOTAL $5,266,646

LEGAL DESCRIPTION Lot 1, DP874499

SITE

Recoveries $650,101

Outgoings (adopted)

SITE AREA

$65,633,933

2.66%

3.16%

8.00%

16.71 ha

ZONING

LOCATION

The property is located on the northern alignment of Hartley Road within the Smeaton Grange industrial area, an established industrial precinct in south western Sydney. Smeaton Grange is located by direct line approximately 33 kilometres south west of the Parramatta CBD and approximately 45 kilometres from the Sydney CBD. The location benefits from good access to arterial road networks situated approximately one (1) kilometre from Narellan Road with direct links to Camden Valley Way and the Hume Motorway.

BRIEF DESCRIPTION

TOTAL

Coles Group Limited

The property comprises a modern logistics distribution facility constructed in 1998 and extending to a GLA of 61,281 sq.m. The improvements feature high clearance accommodation with drive around access and substantial on grade, sunken and raised loading docks along the eastern and western alignments serviced under sprinklered awnings. Office areas extend over two (2) levels and represent 1% of the GLA. Coles occupy the entire facility until June 2019. Truck access is via two (2) separate driveways along Hartley Road and the property benefits from drive around access with substantial hardstand and truck manoeuvring areas.

TENANCY DETAILSMajor Tenant Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $5,266,646

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

Derived Value

CPI Growth Rate

Industrial Growth Rate

Adopted Discount Rate

Adopted Terminal Yield

Adopted Core Capitalisation Rate

Total Capital Adjustments

Basis of Value Market Value subject to the existing tenancy.

Date Inspected 2 November 2015

VALUATIONValuation Approaches

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 December 2015

$65,000,000Adopted Valuation (Rounded)

The property last transacted between Business Land Group and Walker Corp Ltd for $5,848,500 in July 1998.

Occupier - Good albeit the pre-lease market remains highly competitive. Occupier profile comprises logistics/wholesale/transport users.Investment - High given location, improvements, lease duration and covenant profile. Buyer profile comprises institutional capital (local, global).

Rate psqm of GLA

Rate psqm of Site Area

Valuers Lester Alvis, AAPI MRICS Jackson Alexander, PMAPI

Director and Certified Practising Valuer Assistant Valuer

8.00%

Australian Property Institute Australian Property Institute

Registered Valuer NSW No. 30042 Registered Valuer NSW No. VAL038215

E-139

99 Station Road, Seven Hills, NSW

21,900 sqm

IN1 General Industrial

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

RF Industries Pty Ltd 10,772 m² 100% $126 /m² $1,292,640 $120 /m²

$217,971

($20/m²) ($217,971) ($20/m²)

10,772 m² $1,292,640

GLA Net Market Rent Lease Expiry Options WALE

10,772 sq.m $1,359,723 $1,292,640 14-Mar-18 5+5 2.20 by income

10,772 sq.m $1,359,723 $1,292,640 2.20 by income

2.20 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$17,297,598

7.50%

24 Months

$62,398

$1,606

Capitalisation Approach, DCF Analysis

7.86%

7.50%

8.01%

$1,606

$790

Recent Sale

Major Ownership Issues None

Market Appeal

Source: Urbis

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

$17,322,107Derived Value

CPI Growth Rate 2.66%

Industrial Growth Rate 3.16%

Adopted Discount Rate 8.00%

Adopted Terminal Yield 7.75%

Occupier - Good albeit the pre-lease market remains highly competitive. Occupier profile comprises logistics/wholesale/transport users.Investment - High given location, improvements, lease duration and covenant profile. Buyer profile comprises institutional capital (local, global).

The property was last sold

Rate psqm of GLA

Registered Valuer NSW No. 30042 Registered Valuer NSW No. VAL038215

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Rate psqm of Site Area

Valuers Lester Alvis, AAPI MRICS Jackson Alexander, PMAPI

Director and Certified Practising Valuer Assistant Valuer

Australian Property Institute Australian Property Institute

Date of Valuation 31 December 2015

$17,300,000Adopted Valuation (Rounded)

Basis of Valuation Market Value subject to the existing tenancy

Date Inspected 2 November 2015

VALUATIONValuation Approaches

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

TOTAL

RF Industries Pty Ltd

Adopted Core Capitalisation Rate

Total Capital Adjustments

TENANCY DETAILSMajor Tenant Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $1,359,723

($217,971)

TOTAL $1,359,723

LEGAL DESCRIPTION Lot 152, DP1128134

SITE

Recoveries $217,971

Outgoings (adopted)

SITE AREA 2.19 ha

ZONING

LOCATIONThe property is located on the eastern alignment of Station Road within the Seven Hills industrial area, an established industrial precinct in western Sydney. Seven Hills is located by direct line approximately 7.5 kilometres north west of the Parramatta CBD and approximately 27 kilometres from the Sydney CBD. The location benefits from good access to arterial road networks situated approximately six (6) kilometres from the nearest M4 motorway on ramp via The Prospect Highway and approximately six (6) kilometres from the M7 Westlink junction.

BRIEF DESCRIPTIONThe property comprises a modern industrial distribution facility constructed in 2011, extending to a GLA of 10,772 sq.m. The improvements feature high clearance warehousing with multiple on grade and sunken loading docks serviced under sprinklered awnings. The property features a first floor office with undercroft parking and a ground floor office located within the warehouse, office areas extend to 13% of the GLA. The property's main truck access is from Distribution Place via an access driveway, staff and visitor vehicle access is from Station Road. The property features adequate hardstand and truck manoeuvring space.

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

E-140

32 Gibbon Road, Winston Hills NSW

30,800 sqm

IN1 General Industrial

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Toshiba International Corporation 8,813 m² 53% $163 /m² $1,277,885 $145 /m²

Australian Geographic Retail 7,812 m² 47% $115 /m² $937,440 $120 /m²

Toshiba International Corporation - - $15 /m² - -

$353,212

($21/m²) ($353,212) ($21/m²)

16,625 m² $2,215,325

GLA Net Market Rent Lease Expiry Options WALE

8,813 sq.m $1,436,343 $1,277,885 31-May-25 5+5+5 5.79 by income

7,812 sq.m $898,380 $937,440 14-May-25 5+5 3.61 by income

- $132,195 - 31-May-25 5+5+5 -

16,625 sq.m $2,466,918 $2,215,325 9.40 by income

9.40 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$37,197,348

6.25%

24 Months

$1,752,148

$2,237.43

Capitalisation Approach, DCF Analysis

6.60%

6.22%

7.54%

$2,247

$1,213

Recent Sale

Major Ownership Issues None

Market Appeal

Source: Urbis

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

'Special Rent' - Unit 1 $132,195

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

($353,212)

TOTAL $2,466,918

LEGAL DESCRIPTION Lot 32, DP1172521

SITE

Recoveries $353,212

SITE AREA 3.08 ha

ZONING

LOCATION

The property is located on the northern alignment of Gibbon Road within the Winston Hills industrial area, an established industrial pocket in western Sydney. Winston Hills is located by direct line approximately 7 kilometres north west of the Parramatta CBD and approximately 2 kilometres from the Sydney CBD. The location benefits from good access to arterial road networks situated approximately 4.5 kilometres from the M7 Westlink junction via Old Windsor Road and approximately 7.5 kilometres from the nearest M4 motorway on ramp via Old Windsor Road.

BRIEF DESCRIPTION

TOTAL

Toshiba International Corporation

Australian Geographic Retail

'Special Rent' Toshiba International Corporation

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial - Unit 1 $1,436,343

Industrial - Unit 2 $898,380

Outgoings (adopted)

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

Adopted Core Capitalisation Rate

Total Capital Adjustments

Basis of Value Market Value subject to the existing tenancies.

Date Inspected 2 November 2015

VALUATIONValuation Approaches

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 December 2015

$37,350,000Adopted Valuation (Rounded)

Rate psqm of GLA

Rate psqm of Site Area

Valuers Lester Alvis, AAPI MRICS Jackson Alexander, PMAPI

Director and Certified Practising Valuer Assistant Valuer

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

Occupier - Good albeit the pre-lease market remains highly competitive. Occupier profile comprises logistics/wholesale/transport users.Investment - High given location, improvements, lease duration and covenant profile. Buyer profile comprises institutional capital (local, global).

$37,476,018Derived Value

CPI Growth Rate 2.66%

Industrial Growth Rate 3.16%

Adopted Discount Rate 7.50%

Adopted Terminal Yield 6.75%

The subject property was last sold as vacant land in an internal off market transaction between Australand Industrial No 137 Pty Ltd to Australand Property Holdings Pty Ltd in December 2014 for $11,073,542.

Australian Property Institute Australian Property Institute

Registered Valuer NSW No. 30042 Registered Valuer NSW No. VAL038215

Comprising a newly constructed industrial / office facility with two (2) tenancies and extending to a GLA of 16,625 sq.m. Tenancy 1 is occupied by Toshiba International Corporation on a 15 year lease until July 2030 with a lease break clause at Year 10 (July 2025), the GLA extends to 8,813 sq.m with substantial office areas extending over two (2) levels (32% of GLA). Tenancy 2 is occupied by Australian Geographic Retail until May 2025, the GLA extends to 7,812 sq.m with office areas extending over two (2) levels (10% of GLA). The improvements across the facility are similar and feature high clearance ESFR sprinklered warehousing serviced by extensive docking and large external awnings.

TENANCY DETAILSMajor Tenants Net Passing Rent

E-141

21-33 South Park Drive, Dandenong South, Vic

38,160 sqm

Industrial 2 Zone - Greater Dandenong Planning Scheme

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Caprice Australia PL 22,106 m² 100% $74 /m² $1,624,791 $74 /m²

$276,059

($12/m²) ($276,059) ($12/m²)

22,106 m² $1,624,791

GLA Net Market Rent Lease Expiry Options WALE

22,106 sq.m $1,624,791 $1,624,791 10-Nov-23 5+5+5 7.86 by income

22,106 sq.m $1,624,791 $1,624,791 7.86 by income

7.86 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$23,984,083

6.75%

24 Months

($86,895)

$1,085

Capitalisation Approach, DCF Analysis

6.77%

6.80%

8.10%

$1,077

$624

Shane Robb, FAPI Rachael Clohesy, AAPI

Director and Certified Practising Valuer Certified Practicing Valuer

Australian Property Institute, Member No. 62534 Australian Property Institute, Member No. 79390

Source: Urbis

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 December 2015

$23,800,000Adopted Valuation (Rounded)

$23,572,560Derived Value

CPI Growth Rate 2.52%

Industrial Growth Rate 3.27%

Adopted Discount Rate 8.25%

Adopted Terminal Yield 7.25%

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

Major Ownership Issues Nil.

Market AppealAcknowledging the price point of the asset, the most likely purchaser profile is that of either private investors or institutional investors. Strong demand currently prevails from both purchaser types for industrial investments. At around 20,000m², we anticipate a moderate level of tenant demand would be received from alternative occupiers should the tenancy fall vacant.

Rate psqm of GLA

Rate psqm of Site Area

Recent Sale The property last transacted as vacant land in May 2005 for consideration of $3,050,000.

Valuer(s)

Basis of Value Market Value subject to the existing tenancy.

Date Inspected 9 November 2015

VALUATIONValuation Approaches

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

TOTAL

Caprice Australia PL

Adopted Core Capitalisation Rate

Total Capital Adjustments

TENANCY DETAILSMajor Tenant Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $1,624,791

($276,059)

TOTAL $1,611,154

LEGAL DESCRIPTION Certificate of Title Volume 10815 Folio 192

SITE

Recoveries $262,422

Outgoings (adopted)

SITE AREA 3.82 ha

ZONING

LOCATIONThe subject property forms part of South Park Industrial Estate within an established industrial precinct in Dandenong South being approximately 30 radial kilometres south east of Melbourne’s central business district (CBD).The facility is situated to the northern side of South Park Drive just east of its intersection with Ordish Road. The major entrance to the South Park Industrial Estate is via a controlled intersection at the intersection of Greens Road and South Park Drive.

BRIEF DESCRIPTIONThe subject property comprises an industrial facility constructed circa 2005. Improvements include a two storey office/ administration building fronting South Park Drive, with a large warehouse to the rear accessible via a total of sixteen (16) loading points comprising fourteen (14) at-grade RSD's with a canopy over and two (2) recessed docks. Ancillary improvements comprise a substantial circa 40 metre wide concrete apron to the northern side of the warehouse, two concrete paved driveways extending from the western side title boundary and on-site car parking towards the South Park Drive frontage adjacent to the office/amenity building.

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

Asset Reporting & First Mortgage Security Purposes

E-142

22-26 Bam Wine Court, Dandenong South, Vic

31,820 sqm

Industrial 2 Zone - Greater Dandenong Planning Scheme

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Bam Wine Logistics Pty Ltd 17,606 m² 100% $88 /m² $1,438,150 $82 /m²

$269,939

($15/m²) ($269,939) ($15/m²)

17,606 m² $1,438,150

GLA Net Market Rent Lease Expiry Options WALE

17,606 sq.m $1,540,525 $1,438,150 30-Nov-23 7 + 7 7.67 by income

17,606 sq.m $1,540,525 $1,438,150 7.67 by income

7.67 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$21,968,615

6.75%

36 Months

$662,689

$1,248

Capitalisation Approach, DCF Analysis

7.07%

6.80%

8.17%

$1,238

$685

Shane Robb, FAPI Rachael Clohesy, AAPI

Director and Certified Practising Valuer Certified Practicing Valuer

Australian Property Institute, Member No. 62534 Australian Property Institute, Member No. 79390

Source: Urbis

$21,692,101Derived Value

CPI Growth Rate 2.52%

Industrial Growth Rate 3.27%

Adopted Discount Rate 8.25%

Adopted Terminal Yield 7.25%

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

Major Ownership Issues Nil

Market AppealHaving regard to the price point of the asset, the most likely purchaser profile is that of either private investors or institutional investors. Strong demand currently prevails from both purchaser types for industrial investments. At around 17,000m², we anticipate a moderate level of tenant demand would be received from alternative occupiers should the tenancy fall vacant.

Rate psqm of GLA

Rate psqm of Site Area

Recent Sale We are not aware of any recent transactions of the subject property.

Valuer(s)

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 March 2016

$21,800,000Adopted Valuation (Rounded)

Basis of Value Market Value subject to the existing tenancy.

Date Inspected

VALUATIONValuation Approaches

9 November 2015 and 9 March 2016.

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

TOTAL

Bam Wine Logistics Pty Ltd

Adopted Core Capitalisation Rate

Total Capital Adjustments

The property comprises a modern industrial facility constructed in 2005 and extended in 2011. The property incorporates a single level office component fronting Bamwine Court with a large high bay warehouse of portal steel construction situated to the rear. The original warehouse is temperature controlled to a minimum of 18 Degrees Celsius and there are a total of fourteen (14) roller shutter doors with six (6) comprising dock levellers. Ancillary improvements include a large skillion frame canopy, large partially enclosed delivery area, steel water tank and pump house, concrete paved hardstand and driveways, a large bitumen paved staff car parking to the Bam Wine Court frontage and established landscaping.

TENANCY DETAILSMajor Tenant Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $1,540,525

($269,939)

TOTAL $1,540,525

LEGAL DESCRIPTION Volume 10823 Folio 870

SITE

Recoveries $269,939

Outgoings (adopted)

SITE AREA 3.18 ha

ZONING

LOCATIONThe subject property forms part of the South Park Industrial Estate within an established industrial precinct of Dandenong South, being approximately 30 radial kilometres south east of Melbourne's central business district (CBD). The facility is located at the southern end of Bamwine Court, south of South Park Drive. The major entrance to the South Park Industrial Estate is via a controlled intersection of Greens Road and South Park Drive.

BRIEF DESCRIPTION

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 March 2016

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

E-143

16-32 South Park Drive, Dandenong South, VIC

20,346 sqm

Industrial 2 Zone - Greater Dandenong Planning Scheme

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Australian Post Corp. 12,729 m² 100% $75 /m² $954,675 $75 /m²

$170,410

($13/m²) ($170,410) ($13/m²)

12,729 m² $954,675

GLA Net Market Rent Lease Expiry Options WALE

12,729 sq.m $954,675 $954,675 31-Jul-20 1 + 1 4.58 by income

12,729 sq.m $954,675 $954,675 4.58 by income4.58 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$14,093,298

6.75%

24 Months

($50,035)

$1,107.18

Capitalisation Approach, DCF Analysis

6.92%

6.89%

7.85%

$1,084

$678

Shane Robb, FAPI Rachael Clohesy, AAPI

Director and Certified Practising Valuer Certified Practicing Valuer

Australian Property Institute, Member No. 62534 Australian Property Institute, Member No. 79390

Source: Urbis

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

($170,410)

TOTAL $954,675

LEGAL DESCRIPTION Volume 11145 Folio 453

SITE

Recoveries $170,410

Outgoings (adopted)

SITE AREA 2.03 ha

ZONING

LOCATIONThe subject property forms part of South Park Industrial Estate within an established industrial precinct in Dandenong South being approximately 30 radial kilometres south east of Melbourne’s central business district (CBD). The facility is situated to the southern side of South Park Drive. The major entrance to the South Park Industrial Estate is via a controlled intersection at the intersection of Greens Road and South Park Drive.

BRIEF DESCRIPTION

TOTALAustralian Postal Corporation

Adopted Core Capitalisation Rate

Total Capital Adjustments

The property comprises a modern conventional industrial facility constructed in 2009. The subject property, being Warehouse A, comprises one of two continuous industrial units, with the subject property being approximately 12,729 square metres and situated to the southern end of the allotment. More particularly, the facility comprises a single level glazed office component attached to a high clearance concrete and metal clad warehouse providing a combination of both at-grade and recessed loading points. Ancillary improvements include a cantilevered canopy along the eastern elevation of the warehouse, areas of concrete curtilage/ hardstand to the eastern site boundary, bitumen paved car parking to the southern site boundary, water tank and pump house which is shared with Warehouse B and established landscaping.

TENANCY DETAILSMajor Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $954,675

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

Basis of Value Market Value subject to the existing tenancy.

Date Inspected 9 November 2015

VALUATIONValuation Approaches

Major Ownership Issues Nil.

Market AppealHaving regard to the price point of the asset, the most likely purchaser profile is that of either private investors or institutional investors. Strong demand currently prevails from both purchaser types for industrial investments. At around 13,000m², we anticipate a moderate level of tenant demand would be received from alternative occupiers should the tenancy fall vacant.

Rate psqm of GLA

Rate psqm of Site Area

Recent Sale We are not aware of any recent transactions of the subject property.

Valuer(s)

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

$13,435,175Derived Value

CPI Growth Rate 2.52%

Industrial Growth Rate 3.27%

Adopted Discount Rate 8.25%

Adopted Terminal Yield 7.00%

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 December 2015

$13,800,000Adopted Valuation (Rounded)

E-144

49-75 Pacific Drive, Keysborough, Vic

38,550 sqm

Industrial 1 Zone - Greater Dandenong Planning Scheme

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Horizon Global Pty Ltd 25,163 m² 100% $79 /m² $1,992,108 $79 /m²

$341,613

($14/m²) ($341,613) ($14/m²)

25,163 m² $1,992,108

GLA Net Market Rent Lease Expiry Options WALE

25,163 sq.m $1,992,108 $1,992,108 16-Dec-21 5+5 5.96 by income

25,163 sq.m $1,992,108 $1,992,108 5.96 by income

5.96 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$28,272,292

7.00%

24 Months

($186,392)

$1,123.57

Capitalisation Approach, DCF Analysis

7.06%

7.02%

7.97%

$1,121

Source: Urbis

7.25%

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

Valuer(s) Shane Robb, FAPI Rachael Clohesy, AAPI

Director and Certified Practising Valuer

Having regard to the price point of the asset, the most likely purchaser profile is that of either private investors or institutional investors. Strong demand currently prevails from both purchaser types for industrial investments. At around 25,000, we anticipate a moderate level of tenant demand would be received from alternative occupiers should the tenancy fall vacant.

Market Appeal

Major Ownership Issues

Certified Practicing Valuer

Australian Property Institute, Member No. 62534 Australian Property Institute, Member No 79390

Recent Sale

Rate psqm of GLA

We are not aware of any recent arms-length transactions of the subject property.

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 December 2015

$28,200,000Adopted Valuation (Rounded)

Basis of Value Market Value subject to the existing tenancy.

Date Inspected 9 November 2015

VALUATIONValuation Approaches

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

Derived Value

CPI Growth Rate

Industrial Growth Rate

Adopted Discount Rate

Adopted Terminal Yield

Adopted Core Capitalisation Rate

Total Capital Adjustments

Industrial $1,992,108

2.52%

3.27%

8.00%

SITE AREA 3.86 ha

ZONING

LOCATIONThe subject property forms part of The Key Industrial Estate within an established industrial precinct in Keysborough being approximately 30 radial kilometres south-east of Melbourne’s central business district (CBD). The facility fronts the eastern side of Pacific Drive, south of Greens Road. Two points of vehicle access is provided via Pacific Drive. The Dandenong CBD is located approximately 5 kilometres north of the subject property providing retail and services amenities

BRIEF DESCRIPTION

TOTAL

Horizon Global Pty Ltd

The subject property comprises a modern industrial facility constructed in 2011. Improvements include a contemporary two storey office/ administration building attached to the northern side elevation of a large warehouse. Ancillary improvements include a substantial canopy of approximately 1,786 square metres to the western side loading elevation, on site car parking to the northern site boundary adjacent to the office/amenity building and two concrete driveways from Pacific Drive.

TENANCY DETAILSMajor Tenant Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Nil.

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

($341,613)

TOTAL $1,992,108

LEGAL DESCRIPTION Volume 11322 Folio 645

SITE

Recoveries $341,613

Outgoings (adopted)

$28,158,604

E-145

170-172 Atlantic Drive & 17 Pacific Drive, Keysborough, Vic

48,020 sqm

IN1Z

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Chrisco Hampers/BIC 30,004 m² 100% $90 /m² $2,407,127 $80 /m²

$438,427

($15/m²) ($438,427) ($15/m²)

30,004 m² $2,407,127

GLA Net Market Rent Lease Expiry Options WALE

17,878 sq.m $1,565,219 $1,411,532 31-Jul-19 5 + 5 2.07 by income

12,126 sq.m $1,140,316 $995,595 19-Dec-17 5 + 5 0.83 by income

30,004 sq.m $2,705,535 $2,407,127 2.90 by income

2.90 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$33,979,5017.00%

24 Months

($408,027)

$1,132

Capitalisation Approach, DCF Analysis

7.96%

7.00%

8.25%

$1,133

Director and Certified Practising Valuer

Australian Property Institute, Member No. 62534

We are not aware of any recent transactions of the subject property.

Source: Urbis

LEGAL DESCRIPTION Certificate of Title Volume 11388 Folio 588

SITE

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

The property comprises two adjoining industrial facilities, each with internal two-storey office / amenities facilities and substantial sprinklered skillion framed canopies along their southern boundaries. The warehouses provide high bay accommodation, with springing heights of approximately 8 metres, and each has multiple at-grade RSDs and internal docks. Ancillary improvements include limited areas of concrete curtilage / hardstand along the southern sides of the warehouses, shared pump house and water tank facilities, and areas of bitumen-paved staff and visitor car parking.

SITE AREA 4.80 ha

ZONING

LOCATION

The subject property occupies an irregular shaped allotment within the popular and well-regarded The Key Industrial Estate in Keysborough. The site is located on the northern side of Atlantic Drive, with additional frontages to Pacific Drive and Greens Road along its western and northern boundaries, respectively. The Greens Road on/off ramp is approximately 200 metres from the subject property.

BRIEF DESCRIPTION

Industrial $2,705,535

($438,427)

TOTAL $2,705,535

Purpose of Valuation Market Value subject to the existing tenancies.

Date Inspected 9 November 2015

VALUATIONValuation Approaches

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

Adopted Core Capitalisation Rate

Total Capital AdjustmentsAdopted Terminal Yield

Industrial Growth Rate

Date of Valuation 31 December 2015

$34,000,000Adopted Valuation (Rounded)

Equivalent Market Yield

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

Valuer(s) Shane Robb, FAPI Rachael Clohesy, API Certified Practising Valuer

Australian Property Institute, Member No. 7

Market Appeal

Recent SaleMajor Ownership Issues Nil.

Having regard to the price point of the asset, the most likely purchaser profile is that of either private investors or institutional investors. Strong demand currently prevails from both purchaser types for industrial investments. At around 30,000 configured into two tenancies, we anticipate moderate level of tenant demand would be received from alternative occupiers should the tenancy fall vacant.

3.27%

Adopted Discount Rate 8.25%

TOTAL

7.25%

Rate psqm of GLA

Initial Yield

Internal Rate of Return

LETTABLE AREAS & INCOME ANALYSIS

PASSING ($PA)

$34,028,042Derived ValueCPI Growth Rate 2.52%

Recoveries $438,427

Chrisco Hampers Australia Ltd

BIC Australia Pty Ltd

TENANCY DETAILSMajor Tenants

Outgoings (adopted)

Net Passing Rent

E-146

63-79 South Park Drive, Dandenong South VIC

26,840 sqm

Industrial 2 Zone - Greater Dandenong Planning Scheme

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

L & L Products Australia 13,963 m² 100% $86 /m² $1,098,790 $79 /m²

$235,290

($17/m²) ($235,290) ($17/m²)

13,963 m² $1,098,790

GLA Net Market Rent Lease Expiry Options WALE

13,963 sq.m $1,196,601 $1,098,790 16-May-24 5+5 8.38 by income13,963 sq.m $1,196,601 $1,098,790 8.38 by income8.38 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$16,537,5787.00%

24 Months

$840,578

$1,184.39

Capitalisation Approach, DCF Analysis

7.25%

7.02%

8.13%

$1,182

Rachael Clohesy, API Director and Certified Practising Valuer Certified Practising Valuer

Australian Property Institute, Member No. 62534 Australian Property Institute, Member No. 79390

Source: Urbis

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

($235,290)

TOTAL $1,196,601

LEGAL DESCRIPTION Volume 10776 Folio 655

SITE

Recoveries $235,290

Outgoings (adopted)

SITE AREA 2.68 ha

ZONING

LOCATIONThe property occupies a large rectangular shaped allotment situated to the south east corner of South Park Drive and Bam Wine Court in Dandenong South. Dandenong South is an outer south eastern Melbourne industrial suburb located approximately 30 radial kilometres from the Melbourne Central Business district. The subject property is located within the South Park Industrial Estate which is a modern, attractively landscaped industrial estate developed by Australand and being bound by Greens, Hammond and Ordish Roads.

BRIEF DESCRIPTION

TOTALL & L Products Australia Pty Ltd

Adopted Core Capitalisation Rate

Total Capital Adjustments

A modern industrial facility purpose built for the existing occupier in 2004 incorporating a large two level office/ administration component situated towards the South Park Drive frontage attached to a high bay warehouse of portal steel frame construction situated to the rear. Ancillary improvements include a large skillion frame canopy along the eastern elevator of the warehouse, steel water tank and pump house, concrete paved hardstand and driveways to the eastern and southern site boundaries in addition to a large bitumen paved staff car parking to the South Park Drive and Bam Wine Court frontages accommodating approximately 110 vehicles and established landscaping.

TENANCY DETAILSMajor Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $1,196,601

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

Basis of Value Market Value subject to the existing tenancy.

Date Inspected 9 November 2015

VALUATIONValuation Approaches

Initial YieldEquivalent Market YieldInternal Rate of Return

Date of Valuation 31 December 2015$16,500,000Adopted Valuation (Rounded)

Major Ownership Issues

The current lease has an early exit clause, which allows the Lessee to terminate the Lease early on the following dates: 15 May 2019, 16 May 2020, 16 May 2021 or 16 May 2022. We note if the Lessee does break the Lease early then they are liable to pay a surrender fee. The property is currently listed for Lease and this indicates the current Lessee is considering terminating the Lease early.

Market Appeal

Having regard to the price point of the asset, the most likely purchaser profile is that of either private investors or institutional investors. Strong demand currently prevails from both purchaser types for industrial investments. The 14,000 square metre property was constructed in 2004 and we anticipate moderate level of tenant demand would be received from alternative occupiers should the tenancy fall vacant.

Rate psqm of GLA

Recent Sale We are not aware of any recent transactions of the subject property.

Valuer(s) Shane Robb, FAPI

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

$16,382,601Derived ValueCPI Growth Rate 2.52%

Industrial Growth Rate 3.27%

Adopted Discount Rate 8.25%

Adopted Terminal Yield 7.50%

E-147

78 & 88 Atlantic Drive, Keysborough

22,620 sqm

Industrial 1 Zone - Greater Dandenong Planning Scheme

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Adairs/ Blue Star 13,495 m² 100% $91 /m² $1,133,440 $84 /m²

$216,740

($16/m²) ($216,740) ($16/m²)

13,495 m² $1,133,440

GLA Net Market Rent Lease Expiry Options WALE

6,706 sq.m $621,646 $563,360 23-Nov-21 5+5 2.97 by income

6,789 sq.m $611,010 $570,080 31-Mar-18 3-Jan-00 1.11 by income

13,495 sq.m $1,232,656 $1,133,440 4.09 by income4.09 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$17,136,5416.75%

24 Months

$344,844

$1,269.84

Capitalisation Approach, DCF Analysis

7.25%

6.81%

7.85%

$1,260

$752

Director and Certified Practising Valuer Certified Practising Valuer

Australian Property Institute, Member No. 62534 Australian Property Institute, Member No.

Source: Urbis

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

($216,740)

TOTAL $1,232,656

LEGAL DESCRIPTION Volume 11557 Folio 994

SITE

Recoveries $216,740

Outgoings (adopted)

SITE AREA 2.26 ha

ZONING

LOCATIONThe subject property forms part of The Key Industrial Estate within an established industrial precinct in Keysborough being approximately 30 radial kilometres south-east of Melbourne’s central business district (CBD). The facility fronts the eastern side of Atlantic Drive and backs onto the alignment of the Eastlink Tollway (although no access is provided). Separate truck and passenger vehicle access is provided via Atlantic Drive.

BRIEF DESCRIPTION

TOTAL

Adairs Retail Group Pty Ltd

Blue Star Group Australia P/L

Adopted Core Capitalisation Rate

Total Capital Adjustments

The property comprises a modern industrial complex of approximately 13,495 square metres constructed in 2014. Improvements comprise two continuous industrial units of 6,789 square metres (Warehouse A) and 6,706 square metres (Warehouse B) respectively of contemporary construction being of steel portal frame with concrete dado and metal deck cladded walls. Each unit include office accommodation situated to the western boundary of the site attached to high clearance warehouses with ESFR sprinkler systems. Ancillary improvements include on site car parking, shared tank and pump house and separate passenger and ttruck crossovers to Atlantic Drive.

TENANCY DETAILSMajor Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $1,232,656

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

Basis of Value Market Value subject to the existing tenancies.

Date Inspected 9 November 2015

VALUATIONValuation Approaches

Initial YieldEquivalent Market YieldInternal Rate of Return

Date of Valuation 31 December 2015

$17,000,000Adopted Valuation (Rounded)

Rate psqm of GLARate psqm of Site Area

Market AppealAcknowledging the price point of the asset, the most likely purchaser profile is that of either private investors or institutional investors. Strong demand currently prevails from both purchaser types for industrial investments. At around 7,000m² each, we anticipate a high level of tenant demand would be received from alternative occupiers should the tenancies fall vacant.

Valuer(s) Shane Robb, FAPI Rachael Clohesy, AAPI

Recent Sale The property last transacted as vacant land in 2014 for consideration of $5,012,280.

Major Ownership Issues Nil.

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

$16,831,800Derived ValueCPI Growth Rate 2.52%

Industrial Growth Rate 3.27%

Adopted Discount Rate 8.00%

Adopted Terminal Yield 7.00%

E-148

98-126 South Park Drive, Dandenong South, Vic, Australia

49,590 sqm

Industrial 2 Zone - Greater Dandenong Planning Scheme

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

John Danks & Sons Pty L28,062 m² 100% $79 /m² $2,113,626 $75 /m²

$363,667

($13/m²) ($363,667) ($13/m²)

28,062 m² $2,113,626

GLA Net Market Rent Lease Expiry Options WALE

28,062 sq.m $2,220,956 $2,113,626 16-Nov-24 5+5 8.88 by income28,062 sq.m $2,220,956 $2,113,626 8.88 by income

8.88 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$34,402,8926.25%

24 Months

$584,876

$1,225.96

Capitalisation Approach, DCF Analysis & Direct Comparison

6.53%

6.33%

7.51%

$1,212

Shane Robb, FAPI Rachael Clohesy, AAPI Director and Certified Practising Valuer Certified Practising Valuer

Australian Property Institute No. 62534 Australian Property Institute, Member No. 79390

Source: Urbis

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

($363,667)

TOTAL $2,220,956

LEGAL DESCRIPTION Volume 10964 Folio 085

SITE

Recoveries $363,667

Outgoings (adopted)

SITE AREA 4.96 ha

ZONING

LOCATIONThe property is located within the well regarded South Park Industrial Estate in Dandenong South a popular industrial suburb located approximately 32 radial kilometres south east of the Melbourne Central Business District. The location benefits from excellent connectively to nearby major arterial roads including the Eastlink and the South Gippsland Freeway.

BRIEF DESCRIPTION

TOTALJohn Danks & Sons Pty Ltd

Adopted Core Capitalisation Rate

Total Capital Adjustments

The property comprises a substantial high bay (9.3m springing line) ESFR sprinklered warehouse and distribution facility built in 2006 and extended in 2014. The facility is arranged in a drive around configuration with substantial concrete paving and truck marshalling areas adjacent to the east side elevation which includes a total of 14 loading points, including 4 recessed docks. The warehouse is divided into 3 main chambers with RSD openings between each. Staff car parking situated towards the South Park Drive frontage adjacent to the large single level office component.

TENANCY DETAILSMajor Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $2,220,956

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

Purpose of Valuation Market Value subject to the existing tenancy.

Date Inspected 9 November 2015

VALUATIONValuation Approaches

Initial YieldEquivalent Market YieldInternal Rate of Return

Date of Valuation 31 December 2015$34,000,000Adopted Valuation (Rounded)

Major Ownership Issues We are advised the Deed of Variation and Extension of lease is in the process of being executed by both parties. Execution of this document (in the form provided) is a strict assumption of this valuation assessment.

Market Appeal

Having regard to the price point of the asset, the most likely purchaser profile is that of either private investors or institutional investors. Strong demand currently prevails from both purchaser types for industrial investments. Given the property is 28,000 square metres, we anticipate low to moderate level of tenant demand would be received from alternative occupiers should the tenancy fall vacant.

Rate psqm of GLA

Recent Sale We are not aware of any recent transactions of the subject property.

Valuer(s)

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

$33,474,471Derived ValueCPI Growth Rate 2.52%

Industrial Growth Rate 3.27%

Adopted Discount Rate 7.75%

Adopted Terminal Yield 7.00%

E-149

1-13 & 15-27 Sunline Drive, Derrimut, Vic

42,090 sqm

'Industrial 1 Zone' - Melton Planning Scheme

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Arlec Australia Pty Ltd/Freight Specialists Pty Ltd

26,153 m² 100% $80 /m² $2,010,390 $77 /m²

$375,067

($14/m²) ($375,067) ($14/m²)

26,153 m² $2,010,390

GLA Net Market Rent Lease Expiry Options WALE

14,132 sq.m $1,191,946 $1,086,585 7-Jul-21 5+5 3.14 by income

12,021 sq.m $901,575 $923,805 30-Apr-22 5 2.73 by income

26,153 sq.m $2,093,521 $2,010,390 5.87 by income

5.87 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$29,243,232

7.00%

24 Months

$523,375

$1,118

Capitalisation Approach, DCF Analysis

7.24%

7.08%

8.09%

$1,105

$687

Director and Certified Practising Valuer Certified Practising Valuer

Australian Property Institute, Member No. 62534 Australian Property Institute, Member No. 63317

Source: Urbis

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

($375,067)

TOTAL $2,093,521

LEGAL DESCRIPTION Certificate of Title Volume 11257 Folio 419

SITE

Recoveries $375,067

Outgoings (adopted)

SITE AREA 4.21 ha

ZONING

LOCATIONThe subject property is located within an established industrial precinct in Truganina, approximately 19 radial kilometres west of Melbourne’s CBD. The facility is situated to the southern side of Sunline Drive, between Robinsons Road and Saintly Drive, with extensive frontages to each. Access to the Western Freeway is located approximately 1 kilometre north which in turn leads to other major interchanges, including the Western Ring Road and West Gate Freeway.

BRIEF DESCRIPTION

TOTAL

Arlec Australia Pty Ltd

Freight Specialists Pty Ltd

Adopted Core Capitalisation Rate

Total Capital Adjustments

The property comprises a substantial industrial facility originally constructed in circa 2010. The facility is divided into two industrial facilities via a full height concrete wall. Each facility comprises high clearance warehousing (circa minimum 7.9 metre) with multiple loading points and substantial skillion framed canopy to the northern elevation. The western most facility (A) comprises an internal mezzanine office with showroom accommodation underneath whilst the eastern facility (B) incorporates two levels of internal office space. Ancillary improvements include bitumen-paved car parks to the eastern and western elevations of each warehouse, respectively and a water tank and pump house.

TENANCY DETAILSMajor Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $2,093,521

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

Purpose of Valuation Market Value subject to the existing tenancies.

Date Inspected 2 November 2015

VALUATIONValuation Approaches

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 December 2015

$28,900,000Adopted Valuation (Rounded)

Major Ownership Issues Nil.

Market AppealAcknowledging the price point of the asset, the most likely purchaser profile is that of either private or institutional investors. Strong demand currently prevails from both purchaser types for industrial investments. At around 10,000-15,000m² each, we anticipate a moderate level of demand would be received from alternative occupiers should the tenancies fall vacant.

Rate psqm of GLA

Rate psqm of Site Area

Recent Sale The property last transacted as vacant land.

Nathan McNabb, AAPIShane Robb, FAPIValuer(s)

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

$28,606,025Derived Value

CPI Growth Rate 2.52%

Industrial Growth Rate 3.27%

Adopted Discount Rate 8.25%

Adopted Terminal Yield 7.25%

E-150

150-168 Atlantic Drive, Keysborough, Vic

44,080 sqmIndustrial 1 Zone - Greater Dandenong Planning Scheme

TENANTS AREA (GLA) AREA (%GLA) MARKET ($PA)

ESR Group/ Tyres 4U 27,272 m² 100% $93 /m² $2,233,075 $82 /m²$422,653

($15/m²) ($422,653) ($15/m²)27,272 m² $2,233,075

GLA Net Market Rent Lease Expiry Options WALE

16,065 sq.m $1,479,791 $1,301,080 22-Sep-21 5 + 5 3.33 by income11,207 sq.m $1,064,770 $931,995 29-Aug-21 5 + 5 2.37 by income27,272 sq.m $2,544,560 $2,233,075 5.70 by income5.70 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$33,576,2127.00%24 Months$1,675,141$1,231

Capitalisation Approach, DCF Analysis

7.66%

7.08%8.10%$1,217Shane Robb, FAPI Rachael Clohesy, AAPI Director and Certified Practising Valuer Certified Practising Valuer Australian Property Institute No. 62534 Australian Property Institute, Member No. 79390

Source: Urbis

$32,888,915Derived ValueCPI Growth Rate 2.52%

Industrial Growth Rate 3.27%

Adopted Discount Rate 8.25%

Adopted Terminal Yield 7.25%

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

Major Ownership Issues We are advised the Deed of Renewal of Lease for Tyres4U Pty Ltd is in the process of being executed by both parties. Execution of this document (in the form provided) is a strict assumption of this valuation assessment.

Market Appeal

Acknowledging the price point of the asset, the most likely purchaser profile is that of either private investors or institutional investors. Strong demand currently prevails from both purchaser types for industrial investments. At around 11,000m² and 16,000m², we anticipate a moderate to high level of tenant demand would be received from alternative occupiers should the tenancies fall vacant.

Rate psqm of GLA

Recent Sale We are not aware of any recent transactions of the subject property.

Valuer(s)

Initial YieldEquivalent Market YieldInternal Rate of Return

Date of Valuation 31 December 2015$33,200,000Adopted Valuation (Rounded)

Purpose of Valuation Market Value subject to the existing tenancies.Date Inspected 9 November 2015

VALUATIONValuation Approaches

Capital Value ($psqm) - Derived

Current Vacancy VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)TOTAL

ESR Group Holdings Pty LtdTyres 4U Pty Ltd

Adopted Core Capitalisation Rate

Total Capital Adjustments

The property comprises two adjoining office / warehouse facilities, namely Warehouse A and Warehouse B, each constructed in circa 2011. Warehouse A is situated at the northern side of the site and comprises two storeys of internal office / amenities accommodation and a large warehouse with 3 rows of internal columns. Loading is provided via 6 at-grade RSDs, two of which are double width and provide access to 4 internal recessed loading docks. A substantial sprinklered cantilever canopy overhangs the loading points along the western warehouse elevation. Warehouse B adjoins the southern elevation of Warehouse A and is similar in configuration, however has 2 rows of internal columns and four at-grade RSDs, one providing access to two internal loading docks. A large sprinklered canopy also overhangs the western warehouse elevation.

TENANCY DETAILSMajor Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $2,544,560

($422,653)TOTAL $2,544,560

LEGAL DESCRIPTION Certificate of Title Volume 11307 Folio 387

SITE

Recoveries $422,653Outgoings (adopted)

SITE AREA 4.41 ha

ZONINGLOCATION

The subject property occupies a substantial irregular shaped allotment located within the well-regarded Key Industrial Estate in Keysborough, approximately 30 radial kilometres south-east of the Melbourne CBD. The property is situated only a short distance from the Greens Road/East Link Freeway interchange whilst other major freeways in close proximity include the Monash Freeway and South Gippsland Freeway.

BRIEF DESCRIPTION

INSTRUCTING PARTY

RELIANCE AUTHORITY

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

Frasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

E-151

77 Atlantic Drive, Keysborough, Vic

25,170 sqm

Industrial 1 Zone - Greater Dandenong Planning Scheme

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Miele Australia Pty Ltd 15,095 m² 100% $85 /m² $1,238,868 $82 /m²

$177,093

($12/m²) ($177,093) ($12/m²)

15,095 m² $1,238,868

GLA Net Market Rent Lease Expiry Options WALE

15,095 sq.m $1,283,075 $1,238,868 28-Aug-22 5+5 6.66 by income15,095 sq.m $1,283,075 $1,238,868 6.66 by income6.66 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$18,567,4886.75%

24 Months

$213,888

$1,230

Capitalisation Approach, DCF Analysis

6.97%

6.81%

7.81%

$1,219

Director and Certified Practising Valuer Certified Practising Valuer

Australian Property Institute, Member No. 62534 Australian Property Institute, Member No. 79390

Source: Urbis

INSTRUCTING PARTY

RELIANCE AUTHORITY

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

Frasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

($177,093)

TOTAL $1,283,075

LEGAL DESCRIPTION Volume 11607 Folio 064

SITE

Recoveries $177,093

Outgoings (adopted)

SITE AREA 2.52 ha

ZONING

LOCATIONThe subject property forms part of The Key Industrial Estate within an established industrial precinct in Keysborough being approximately 30 radial kilometres south-east of Melbourne’s central business district (CBD).The facility fronts the western side of Atlantic Drive, south of Greens Road. One point of vehicle access is provided via Atlantic Drive.The Dandenong CBD is located approximately 5 kilometres north of the subject property providing retail and services amenities.

BRIEF DESCRIPTION

TOTALMiele Australia Pty Ltd

Adopted Core Capitalisation Rate

Total Capital Adjustments

The subject property comprises a substantial industrial facility constructed in 2015. Improvements include a modern two storey office/ administration building attached to the southern side elevation of a large warehouse. Ancillary improvements include two canopies to the southern side loading elevation, on site car parking to the southern site boundary and adjacent to the office/amenity building and one concrete driveway from Atlantic Drive through to the western site boundary.

TENANCY DETAILSMajor Tenant Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $1,283,075

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

Purpose of Valuation Market Value subject to the existing tenancy.

Date Inspected 9 November 2015

VALUATIONValuation Approaches

Initial YieldEquivalent Market YieldInternal Rate of Return

Date of Valuation 31 December 2015$18,400,000Adopted Valuation (Rounded)

Major Ownership Issues Nil.

Market AppealAcknowledging the price point of the asset, the most likely purchaser profile is that of either private investors or institutional investors. Strong demand currently prevails from both purchaser types for industrial investments. At around 15,000m², we anticipate a moderate level of tenant demand would be received from alternative occupiers should the tenancies fall vacant.

Rate psqm of GLA

Recent Sale The subject property last transacted as vacant land in November 2015 for $5,517,000 (between related parties).

Valuer(s) Shane Robb, FAPI Rachael Clohesy, AAPI

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

$18,180,196Derived ValueCPI Growth Rate 2.52%

Industrial Growth Rate 3.27%

Adopted Discount Rate 8.00%

Adopted Terminal Yield 7.00%

E-152

468 Boundary Road, Derrimut, Vic

49,143 sqm

'Industrial 2 Zone' - Brimbank Planning Scheme

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Chep Australia Limited 24,731.5 m² 100% $69 /m² $1,777,217 $72 /m²

$383,461

($16/m²) ($383,461) ($16/m²)

24,731.5 m² $1,777,217

GLA Net Market Rent Lease Expiry Options WALE

24,731.5 sq.m $1,709,500 $1,777,217 9-Aug-21 5+5 5.61 by income

24,731.5 sq.m $1,709,500 $1,777,217 5.61 by income

5.61 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$24,967,828

7.00%

24 Months

($420,979)

$995

Capitalisation Approach, DCF Analysis

6.95%

7.10%

8.02%

$995

$501

Director and Certified Practising Valuer Certified Practising Valuer

Australian Property Institute, Member No. 62534 Australian Property Institute, Member No. 63317

Source: Urbis

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

($383,461)

TOTAL $1,709,500

LEGAL DESCRIPTION Volume 10962 Folio 798

SITE

Recoveries $383,461

Outgoings (adopted)

SITE AREA 4.91 ha

ZONING

LOCATIONThe property is located on the northern side of Boundary Road, a main distributor road, within the WestPark Industrial Estate, a well-regarded industrial estate located in Derrimut. Derrimut is a developing industrial estate located approximately 18 radial kilometres west from the Melbourne Central Business District. The location benefits from excellent connectivity to the Western Freeway, which in turn provides access to the Western Ring Road and West Gate Freeway.

BRIEF DESCRIPTION

TOTAL

Chep Australia Limited

Adopted Core Capitalisation Rate

Total Capital Adjustments

A substantial industrial facility comprising two adjoining high-clearance warehouses with drive-around access. A single level office building adjoins the southern elevation of the Boundary Road-fronting warehouse (Warehouse 1) and loading is provided via a combination of at grade RSDs and recessed docks. The northern warehouse (Warehouse 2) includes two levels of internal office / amenities accommodation whilst loading is provided via 14 at grade RSDs. Both warehouses have substantial canopies along both their eastern and western elevations. Ancillary improvements include a guard house, pump house and water tank and bitumen-paved staff and visitor car parking.

TENANCY DETAILS

Major Tenant Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $1,709,500

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

Basis of Value Market Value subject to the existing tenancy.

Date Inspected 11 November 2015

VALUATIONValuation Approaches

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 December 2015

$24,600,000Adopted Valuation (Rounded)

Major Ownership Issues Nil.

Market Appeal

Strong demand currently prevails from private investors, syndicators and REITS for industrial investments, particularly large investments ($20M+). Acknowledging the price point of the asset, if offered for sale in the current market, the property would likely hold broad appeal, given its size, medium term WALE and strength of lease covenant. Improvements were constructed for the existing occupier and may face a slightly longer letting up period if they were to fall vacant given their design/ configuration.

Rate psqm of GLA

Rate psqm of Site Area

Recent Sale We are not aware of any recent sale of the subject property.

Shane Robb, FAPI Nathan McNabb, AAPI

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

$24,225,442Derived Value

CPI Growth Rate 2.52%

Industrial Growth Rate 3.27%

Adopted Discount Rate 8.25%

Adopted Terminal Yield 7.25%

E-153

610-638 Heatherton Road, Clayton South, VIC

37,090 sqm

Industrial 1 Zone - Kingston Planning Scheme

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Zinfra Group Pty Ltd 8,387 m² 100% $297 /m² $1,853,910 $221 /m²

$291,500

($35/m²) ($291,500) ($35/m²)

8,387 m² $1,853,910

GLA Net Market Rent Lease Expiry Options WALE

8,387 sq.m $2,489,960 $1,853,910 8-Apr-18 4+5+5+5 2.27 by income8,387 sq.m $2,489,960 $1,853,910 2.27 by income

2.27 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$20,026,2558.75%

36 Months

($1,161,288)

$2,388

Capitalisation Approach, DCF Analysis

12.15%

8.56%

9.44%

$2,444

Shane Robb, FAPI Rachael Clohesy, AAPI Director and Certified Practising Valuer Certified Practising Valuer

Australian Property Insitute, Member No. 62534 Australian Property Insitute, Member No. 79390

Source: Urbis

$21,065,261Derived ValueCPI Growth Rate 2.52%

Industrial Growth Rate 3.27%

Adopted Discount Rate 9.00%

Adopted Terminal Yield 9.75%

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

Major Ownership Issues The property has a notably high office component (circa 40% of GLA) which may limit the depth of potential future occupiers with the Industrial 1 zoning not allowing for separate occupation of the offices.

Market Appeal

Acknowledging the price point of this asset, the most likely purchaser profile is that of either private investors or institutional investors. Strong demand currently prevails from both purchaser types for industrial investments. With around 40% of office accommodation, we anticipate a low level of tenant demand would be received from alternative occupiers should the tenancy fall vacant.

Rate psqm of GLA

We are not aware of any recent transactions of the subject property.

Valuer(s)

Recent Sale

Initial YieldEquivalent Market YieldInternal Rate of Return

Date of Valuation 31 December 2015$20,500,000Adopted Valuation (Rounded)

Purpose of Valuation Market Value subject to the existing tenancy.

Date Inspected 28 October 2015

VALUATIONValuation Approaches

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

TOTALZinfra Group Pty Ltd

Adopted Core Capitalisation Rate

Total Capital Adjustments

Completed in early 2008, the subject property comprises the redevelopment of part of the former Sara Lee manufacturing facility. Main components of the subject property include; a refurbished part two level office building with GLA of 3,865m², a modern two level deck car park providing approximately 237 bays, a modern office/ warehouse of 4,522m² providing full drive around and multiple loading points and extensive hardstand area of approximately 13,500m².

TENANCY DETAILSMajor Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $2,489,960

($291,500)

TOTAL $2,489,960

LEGAL DESCRIPTION Volume 11051 Folio 896

SITE

Recoveries $291,500

Outgoings (adopted)

SITE AREA 3.71 ha

ZONING

LOCATION

Located on the southern side of Heatherton Road, less than 1 kilometre west of its intersection with Westall Road. Surrounding industrial occupiers include Canterbury Windows, Direct Paper Supplies and Wiredex. The property is located approximately 21 kilometres south-east of the Melbourne Central Business District.

BRIEF DESCRIPTION

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

E-154

2-22 Efficient Drive, Truganina, Vic

59,480 sqm

'Industrial 1 Zone' - Melton Planning Scheme

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Multiple Tenants 38,335 m² 100% $75 /m² $2,919,890 $76 /m²

$503,152

($13/m²) ($503,152) ($13/m²)

38,335 m² $2,919,890

GLA Net Market Rent Lease Expiry Options WALE

14,387 sq.m $1,079,025 $1,079,025 30-Apr-22 5 + 5 2.29 by income

12,531 sq.m $912,990 $979,695 26-Mar-25 5 + 5 2.86 by income

11,417 sq.m $879,717 $861,170 28-Feb-21 5 + 5 1.51 by income

38,335 sq.m $2,871,732 $2,919,890 6.65 by income

6.65 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$42,429,821

6.75%

24 Months

($827,809)

$1,106.82

Capitalisation Approach, DCF Analysis

6.84%

6.82%

8.08%

$1,096

$706

Source: Urbis

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 March 2016

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

($503,152)

TOTAL $2,871,732

LEGAL DESCRIPTION Certificate of Title Volume 11565 Folio 082

SITE

Recoveries $503,152

Outgoings (adopted)

SITE AREA 5.95 ha

ZONING

LOCATIONThe property occupies a large elongated 'Industrial 1' zoned situated at the intersection of Sunline Drive and Efficient Drive within the well-regarded West Park Industrial Estate in Truganina. Truganina is a developing industrial suburb located approximately 21 radial kilometres west of the Melbourne Central Business District. The location benefits from excellent connectively to the Western Freeway, which in turn provides access to the Western Ring Road and West Gate Freeway.

BRIEF DESCRIPTION

TOTAL

Schenker Australia Pty Ltd

MaxiPARTS Pty Ltd

Toll Transport Pty Ltd

Adopted Core Capitalisation Rate

Total Capital Adjustments

The property comprises a recently constructed industrial complex comprising three contiguous warehouses of similar size. The warehouses are separated by full-height concrete walls and each includes either mezzanine level or two-storey office accommodation. A combination of at-grade loading and recessed docks exist within each warehouse. Ancillary improvements include large skillion canopies adjoining each warehouse, two smaller cantilever canopies along the western elevation of Warehouse B, water tank and pump house, two bitumen paved staff car parks and recently planted landscaping.

TENANCY DETAILSMajor Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $2,871,732

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

Basis of Value Market Value subject to the existing tenancies.

Date Inspected

VALUATIONValuation Approaches

2 November 2015 and 9 March 2016

Initial YieldEquivalent Market YieldInternal Rate of Return

Date of Valuation 31 March 2016

$42,000,000Adopted Valuation (Rounded)

Major Ownership Issues Nil.

Market Appeal

Strong demand currently prevails from private investors, syndicators and REITS for industrial investments, particularly large investments ($20M+). Acknowledging the price point of the asset, if offered for sale in the current market, the property would likely hold broad appeal, given its size, medium term WALE and existing lease covenants. At around 10,000-15,000m² each, we anticipate a moderate level of demand would be received from alternative occupiers should the tenancies fall vacant.

Rate psqm of GLA

Rate psqm of Site Area

Recent Sale We are not aware of any recent sale of the subject property.

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

$41,527,282Derived Value

CPI Growth Rate 2.52%

Industrial Growth Rate 3.27%

Adopted Discount Rate 8.25%

Adopted Terminal Yield 7.00%

E-155

42 Sunline Drive, Truganina, Vic

29,360 sqm

'Industrial 1 Zone' - Melton Planning Scheme

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Vermile Pty Ltd 14,636 m² 100% $77 /m² $1,126,972 $77 /m²

$14 /m² $200,292 $10 /m²

($14/m²) ($200,292) ($14/m²)

14,636 m² $1,126,972 - $1,126,972

GLA Net Market Rent Lease Expiry Options WALE

14,636 sq.m $1,126,972 $1,126,972 2-Jun-22 5 + 5 6.42 by income

14,636 sq.m $1,126,972 $1,126,972 6.42 by income

6.42 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$16,099,599

7.00%

24 Months

-

$1,100

Capitalisation Approach, DCF Analysis

7.04%

7.04%

8.07%

$1,093

$545

Director and Certified Practising Valuer Certified Practising Valuer

Australian Property Institute, Member No. 62534 Australian Property Institute, Member No. 63317

Source: Urbis

$15,817,344Derived Value

CPI Growth Rate 2.52%

Industrial Growth Rate 3.27%

Adopted Discount Rate 8.25%

Adopted Terminal Yield 7.25%

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

Major Ownership Issues Nil.

Market AppealAcknowledging the price point of the asset, the most likely purchaser profile is that of either private investors or institutional investors. Strong demand currently prevails from both purchaser types for industrial investments. At around 15,000m², we anticipate a moderate level of tenant demand would be received from alternative occupiers should the tenancy fall vacant.

Rate psqm of GLA

Rate psqm of Site Area

Recent Sale The property last transacted as vacant land.

Valuer(s) Nathan McNabb, AAPIShane Robb, AAPI

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 December 2015

$16,000,000Adopted Valuation (Rounded)

Purpose of Valuation Market Value subject to the existing tenancy.

Date Inspected 2 November 2015

VALUATIONValuation Approaches

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

TOTAL

Vermile Pty Ltd

Adopted Core Capitalisation Rate

Total Capital Adjustments

The property comprises a recently constructed industrial facility which comprises a single level office/ amenities component attached to a large high bay distribution warehouse with cross dock loading. Ancillary improvements include a cantilevered canopy located along the eastern elevation of the warehouse, large areas of concrete paved hardstand/ curtilage located towards the eastern and northern site boundaries, a bitumen paved car park situated to Sunline Drive frontage accommodating approximately 56 vehicles, above ground steel water tank and pump house, perimeter fencing and newly established landscaping.

TENANCY DETAILS

Major Tenant Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $1,126,972

($200,292)

TOTAL

LEGAL DESCRIPTION Volume 11590 Folio 118 being Lot 59 on PS734587U

SITE

Recoveries $200,292

Outgoings (adopted)

SITE AREA 2.94 ha

ZONING

LOCATIONThe property occupies a large 'Industrial 1' zoned allotment situated on the northern side of Sunline Drive within the WestPark Industrial Estate, a well-regarded developing industrial estate located in Truganina. Truganina is a developing industrial suburb located approximately 21 radial kilometres west from the Melbourne Central Business District. The location benefits from excellent connectivity to the Western Freeway, which in turn provides access to the Western Ring Road and West Gate Freeway.

BRIEF DESCRIPTION

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

E-156

18-34 Aylesbury Drive, Altona, Vic

34,330 sqm

'Industrial 1 Zone' - Hobsons Bay Planning Scheme

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Electrical Home Aids Pty Ltd/Cosmic S&S Pty Ltd

21,493 m² 100% $75 /m² $1,611,975 $75 /m²

$347,467

($16/m²) ($347,467) ($16/m²)

21,493 m² $1,611,975

GLA Net Market Rent Lease Expiry Options WALE

12,416 sq.m $931,200 $931,200 22-Feb-25 5 + 5 5.29 by income

9,077 sq.m $680,775 $680,775 31-May-18 3 1.02 by income

21,493 sq.m $1,611,975 $1,611,975 6.31 by income

6.31 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$23,028,214

7.00%

24 Months

-

$1,071.43

Capitalisation Approach, DCF Analysis

7.04%

7.04%

8.12%

$1,065

$667

Source: Urbis

$22,713,223Derived Value

CPI Growth Rate 2.52%

Industrial Growth Rate 3.27%

Adopted Discount Rate 8.25%

Adopted Terminal Yield 7.50%

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

Major Ownership Issues Nil.

Market Appeal

Strong demand currently prevails from private investors, syndicators and REITS for industrial investments, particularly large investments ($20M+). Acknowledging the price point of the asset, if offered for sale in the current market, the property would likely hold broad appeal, given its size (quantum value), modern age of improvements and medium term WALE. At around 10,000-15,000m² each, we anticipate a moderate level of demand would be received from alternative occupiers should the tenancies fall vacant.

Rate psqm of GLA

Rate psqm of Site Area

Recent Sale We are not aware of any recent sale of the subject property.

Initial YieldEquivalent Market YieldInternal Rate of Return

Date of Valuation 31 December 2015

$22,900,000Adopted Valuation (Rounded)

Purpose of Valuation Market Value subject to the existing tenancies.

Date Inspected 2 November 2015

VALUATIONValuation Approaches

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

TOTAL

Electrical Home Aids Pty Ltd

Cosmic S&S Pty Ltd

Adopted Core Capitalisation Rate

Total Capital Adjustments

The property comprises a large industrial complex constructed in late 2014 / early 2015. The building is divided into two industrial facilities via a full height concrete wall. Each facility comprises high clearance warehouses with multiple loading points (including recessed docks) in addition to contemporary offices. Ancillary improvements include large breezeway canopies, bitumen paved car parking located along the eastern and western site boundaries, circa 35 metre wide hardstand/ curtilage and established landscaping.

TENANCY DETAILSMajor Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $1,611,975

($347,467)

TOTAL $1,611,975

LEGAL DESCRIPTION Certificate of Title Volume 11325 Folio 901

SITE

Recoveries $347,467

Outgoings (adopted)

SITE AREA 3.43 ha

ZONING

LOCATIONThe subject property forms part of the Access Altona Industrial Estate, a developing industrial estate located in Altona, being approximately 13 radial kilometres west of Melbourne’s Central Business District (CBD). The property is situated on the northern side of Aylesbury Drive approximately 2.9 kilometres south of an a major interchange with the West Gate Freeway, which in turn leads to the Princes Freeway, Western Ring Road and Western Freeway.

BRIEF DESCRIPTION

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

E-157

30 Flint Street, Inala, QLD, Australia

26,830 sqm

IN1- Industry (General Industry A) - Brisbane City Plan 2014

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Isuzu Australia Limited 15,052 m² 100% $112 /m² $1,692,972 $112 /m²

$225,727

($15/m²) ($225,727) ($15/m²)

15,052 m² $1,692,972

GLA Net Market Rent Lease Expiry Options WALE

15,052 sq.m $1,692,972 $1,692,972 14-Apr-23 5 + 5 7.29 by income

15,052 sq.m $1,692,972 $1,692,972 7.29 by income

7.29 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$24,530,415

7.00%

12 Months

$345,099

$1,629.71

Capitalisation Approach & DCF Analysis

6.91%

7.01%

8.47%

$1,628

$913

Associate Director and Certified Practising Valuer Director and Certified Practising ValuerAustralian Property Institute, Member No. 66484 Australian Property Institute, Member No. 62785

Source: Urbis

$24,457,054Derived Value

CPI Growth Rate 2.54%

Industrial Growth Rate 3.04%

Adopted Discount Rate 8.50%

Adopted Terminal Yield 7.25%

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

The property last transacted as vacant land in October 2012 for consideration of $5,365,600. Recent SaleMajor Ownership Issues Nil.

Market AppealAcknowledging the price point of the asset, the most likely purchaser profile is that of either private investors or institutional investors. Strong demand currently prevails from both purchaser types for industrial investments. At around 15,000m², we anticipate a moderate level of tenant demand would be received from alternative occupiers should the tenancy fall vacant.

Rate psqm of GLA

Rate psqm of Site Area

Valuer(s) Patrick Lane-Mullins, AAPI Ivan Hill, AAPI

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 December 2015

$24,500,000Adopted Valuation (Rounded)

Basis of Value Market Value subject to the existing tenancy.

Date Inspected 4 November 2015

VALUATIONValuation Approaches

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

TOTAL

Isuzu Australia Limited

Adopted Core Capitalisation Rate

Total Capital Adjustments

TENANCY DETAILSMajor Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $1,692,972

($225,727)

TOTAL $1,692,972

LEGAL DESCRIPTION Lot 1 SP252058

SITE

Recoveries $225,727

Outgoings (adopted)

SITE AREA 2.68 ha

ZONING

LOCATIONThe property is located within the suburb of Inala approximately 12 radial kilometres south west of the Brisbane Central Business District. The site is accessed via Boundary Road to the immediate north, with accessible to major arterial roads being the Ipswich Motorway and Centenary Highway located to the north and west respectively. Surrounding the Subject Property are the established industrial suburbs of Darra, Wacol and Acacia Ridge.

BRIEF DESCRIPTIONThe property comprises a modern industrial office and warehouse facility totalling approximately 15,052m² in building area. The building has the ability to accommodate two seperate tenancies having seperate two level office components. The main office located to the Flint Road frontage and a second office located towards the north eastern corner of the building. The warehouse has a clearance of approximately 10 metres at the eaves rising to approximately 11 metres. The Warehouse consists of sprinklers, insulation, and flurescent lighting. Construction consists of sheet metal and concrete dado pannelling external walls. The premises was costructed in circa 2012. The facility is arranged in a drive around configuration with adequate concrete hardstand.

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

E-158

55-59 Boundary Road, Carole Park, QLD, Australia

35,200 sqm

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Goodyear & Dunlop Tyres (A 13,250 m² 100% $73 /m² $1,313,580 $99 /m²

$342,999

($26/m²) ($342,999) ($26/m²)

13,250 m² $1,313,580

GLA Net Market Rent Lease Expiry Options WALE

13,250 sq.m $972,006 $1,313,580 26-May-19 5-Jan-00 3.40 by income

13,250 sq.m $972,006 $1,313,580 3.40 by income

3.40 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$14,072,368

8.50%

24 Months

($1,381,514)

$1,062.07

Capitalisation Approach, DCF Analysis & Direct Comparison

6.89%

8.48%

8.74%

$1,064

$401

Patrick Lane-Mullins, AAPIAssociate Director and Certified Practising Valuer Director and Certified Practising ValuerAustralian Property Institute, Member No. 66484 Australian Property Institute, Member No. 62785

Source: Urbis

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

($342,999)

TOTAL $972,006

LEGAL DESCRIPTION Lot 1 SP146447

SITE

Recoveries $342,999

Outgoings (adopted)

SITE AREA 3.52 ha

ZONING

LOCATION

The subject property is located within the suburb of Carole Park, some 25 kilometres southwest of the Brisbane CBD. Carole Park is considered to be a primarily industrial suburb with limited residential uses located to the north of the Logan Motorway

BRIEF DESCRIPTION

Regional Business and Industry (Carole Park Med Imp) -Ipswich Planning Scheme 2007

TOTAL

Goodyear & Dunlop Tyres (Aust)

Adopted Core Capitalisation Rate

Total Capital Adjustments

TThe Subject Property is an industrial office and warehouse building constructed circa 2004. It consists of a single level office component located to the south eastern corner of the building. The warehouse is accessed via approximately six double bay loading docks, four single bay loading docks and three roller shutter doors along its eastern face. Ancillary improvements include a nine metre wide awning spanning approximately 86 metres. To the front of the office is an open bitumen car park of approximately 37 car parking bays. Located to the northern corner of the site is a circa 5,000 litre water tank and pump house

TENANCY DETAILS

Major Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $972,006

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

Purpose of Valuation Market Value subject to the existing tenancy.

Date Inspected 4 November 2015

VALUATIONValuation Approaches

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 December 2015

$14,100,000Adopted Valuation (Rounded)

Major Ownership Issues Property is currently heavily under rented leading to negative reversions over the medium term.

Market AppealAcknowledging the price point of the asset, the most likely purchaser profile is that of an institutional investors and syndicates. Strong demand currently prevails for large scale industrial facilities with strong lease covenants. The site has despite ints current under rented status would attract good interest within the current market

This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

Rate psqm of GLA

Rate psqm of Site Area

Recent Sale There is no recorded transaction of the subject within the last five years.

Valuer(s) Ivan Hill, AAPI

Disclaimer

$14,094,405Derived Value

CPI Growth Rate 2.54%

Industrial Growth Rate 3.04%

Adopted Discount Rate 8.75%

Adopted Terminal Yield 9.00%

E-159

260 Earnshaw Road, Northgate, QLD, Australia

50,220 sqm

Low Impact Industry - Brisbane City plan 2014

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

H.J Heinz Company Australia 30,779 m² 100% $115 /m² $3,539,585 $115 /m²

$429,778

($14/m²) ($429,778) ($14/m²)

30,779 m² $3,539,585

GLA Net Market Rent Lease Expiry Options WALE

30,779 sq.m $3,539,585 $3,539,585 17-Dec-26 nil 10.72 by income

30,779 sq.m $3,539,585 $3,539,585 10.7 by income

10.72 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

-

6.75%

12 Months

-

$0.00

Capitalisation Approach, DCF Analysis & Direct Comparison

6.81%

6.81%

-

$1,689

Patrick Lane-Mullins, AAPIAssociate Director and Certified Practising Valuer Director and Certified Practising ValuerAustralian Property Institute, Member No. 66484 Australian Property Institute, Member No. 62785

Source: Urbis

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 March 2016

PURPOSE OF VALUATION

INTEREST VALUED 100% Leasehold

($429,778)

TOTAL $3,539,585

LEGAL DESCRIPTION Lot 1 SP231751

SITE

Recoveries $429,778

Outgoings (adopted)

SITE AREA

-

2.34%

2.84%

8.00%

5.02 ha

ZONING

LOCATION

The subject property is located within a new industrial estate of Northgate along Guardhouse Road within a small but recognised industrial precinct of Brisbane’s northern suburbs. The subject property is located approximately 10 radial kilometres north of the Brisbane Central business District (CBD) and approximately 3.5 radial kilometres to the north west of the Brisbane Domestic and International Airport.

BRIEF DESCRIPTION

TOTAL

H.J Heinz Company Australia

The subject property was constructed in circa 2010 and comprises a substantial distribution warehouse. Located to the south eastern corner of the facility is a warehouse office to the first floor with a lunchroom, kitchenette and amenities located beneath. The balance of the facility is a high clearance warehouse of daddo panelling and sheet metal external walls and steel portal framing. The warehouse has an internal clearance of 10 - 12 metres. The warehouse is accessed via multi roller shutter doors providing access to the tenants building located to the western boundary.

TENANCY DETAILSMajor Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $3,539,585

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

Derived Value

CPI Growth Rate

Industrial Growth Rate

Adopted Discount Rate

Adopted Terminal Yield

Adopted Core Capitalisation Rate

Total Capital Adjustments

VALUATIONValuation Approaches

Date of Valuation 31 March 2016

$52,000,000Adopted Valuation (Rounded)

Purpose of Valuation Market Value subject to the existing tenancy.

Date Inspected 24 February 2016

Rate psqm of GLA

Initial Yield

Equivalent Market Yield

Internal Rate of Return

7.00%

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

Valuer(s) Ivan Hill, AAPI

Recent Sale The property is a recently created industrial lot. There is no previous transaction history for the subejct property.

Major Ownership Issues Nil.

Market Appeal

Acknowledging the price point of the asset, the most likely purchaser profile is that of an institutional investors. Strong demand currently prevails for large scale indusrial facilities with strong lease covenants. The site is currently occupied by Heinz who operate out of the adjoiing faciliaty to the west. At around 30,000m² in this location, we anticipate a moderate level of tenant demand would be received from alternative occupiers should the tenancy fall vacant.

E-160

51 Stradbroke Street, Heathwood, QLD, Australia

34,300 sqm

IN2 - Industry (General Industry B) - Brisbane City Plan 2014

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

B & R Enclosures Pty Ltd14,916 m² 100% $128 /m² $1,668,093 $112 /m²

$384,674

($26/m²) ($384,674) ($26/m²)

14,916 m² $1,668,093

GLA Net Market Rent Lease Expiry Options WALE

14,916 sq.m $1,902,042 $1,668,093 14-Aug-20 3x5 4.62 by income

14,916 sq.m $1,902,042 $1,668,093 4.62 by income

4.62 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$23,513,757

7.25%

12 Months

$505,576

$1,576.41

Capitalisation Approach, DCF Analysis & Direct Comparison

8.23%

7.38%

8.27%

$1,549

Patrick Lane-Mullins, AAPIAssociate Director and Certified Practising Valuer Director and Certified Practising ValuerAustralian Property Institute, Member No. 66484 Australian Property Institute, Member No. 62785

Source: Urbis

$22,764,016Derived Value

CPI Growth Rate 2.54%

Industrial Growth Rate 3.04%

Adopted Discount Rate 8.50%

Adopted Terminal Yield 7.50%

Valuer(s) Ivan Hill, AAPI

Recent Sale There is no recorded transaction of the subject within the last five years.

Major Ownership Issues Property is currently heavily under rented leading to negative reversions over the medium term.

Market AppealAcknowledging the price point of the asset, the most likely purchaser profile is that of an institutional investors and syndicates. Strong demand currently prevails for large scale industrial facilities with strong lease covenants. The site would attract good interest within the current market

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

Rate psqm of GLA

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 December 2015

$23,100,000Adopted Valuation (Rounded)

Purpose of Valuation Market Value subject to the existing tenancy.

Date Inspected 4 November 2015

VALUATIONValuation Approaches

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

TOTAL

B & R Enclosures Pty Ltd

Adopted Core Capitalisation Rate

Total Capital Adjustments

The property comprises a substantial distribution warehouse originally constructed in circa 2001. Improvements include a dual storey office and administration building attached to the southern side elevation of a large rectangular warehouse. Ancillary improvements include a concrete drive around access and manoeuvring and large bitumen car parking.

TENANCY DETAILS

Major Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $1,902,042

($384,674)

TOTAL $1,902,042

LEGAL DESCRIPTION Lot 9 SP140076

SITE

Recoveries $384,674

Outgoings (adopted)

SITE AREA 3.43 ha

ZONING

LOCATION

The subject property forms part of the fully developed Brisbane South Industrial Park approximately 20 kilometres south-west of the Brisbane CBD. Heathwood is considered to be primarily residential uses to the north of the Logan Motorway with industrial uses situated to the south of the motorway.

BRIEF DESCRIPTION

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

E-161

57-71 Platinum Street, Crestmead, QLD, Australia

54,400 sqm

Medium Impact Industry - Logan Planning Scheme 2015

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Stramit Corporation Limited 19,299 m² 100% $124 /m² $2,204,695 $114 /m²

$358,711

($19/m²) ($358,711) ($19/m²)

19,299 m² $2,204,695

GLA Net Market Rent Lease Expiry Options WALE

19,299 sq.m $2,393,549 $2,204,695 14-Nov-19 - 3.87 by income

19,299 sq.m $2,393,549 $2,204,695 3.87 by income

3.87 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$29,320,917

7.50%

24 Months

($75,017)

$1,519.30

Capitalisation Approach, DCF Analysis & Direct Comparison

8.23%

7.56%

8.34%

$1,508

$535

Patrick Lane-Mullins, AAPI

Associate Director and Certified Practising Valuer Director and Certified Practising Valuer

Australian Property Institute, Member No. 66484 Australian Property Institute, Member No. 62785

Source: Urbis

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

LEGAL DESCRIPTION Lot 550 SP104852

SITE

Recoveries $358,711

Outgoings (adopted)

SITE AREA 5.44 ha

ZONING

LOCATION

The subject property forms part of the suburb of Creastmead approximately 27 kilometres south of the Brisbane CBD and 6.5 kilometres west of the areas main retail and commercial hub in the suburb of Browns Plains.

BRIEF DESCRIPTION

The property comprises a substantial distribution warehouse originally constructed in circa 2000. Improvements include a dual storey office and administration building attached to the eastern side elevation of a large “L” shaped warehouse. Ancillary improvements include full drive around access, bitumen car parking and a large portion of hardstand to the northwest of the main improvements.

Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $2,393,549

($358,711)

TOTAL $2,393,549

TOTAL

Stramit Corporation Limited

Adopted Core Capitalisation Rate

Total Capital Adjustments

TENANCY DETAILSMajor Tenants

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

Purpose of Valuation Market Value subject to the existing tenancy.

Date Inspected 4 November 2015

VALUATIONValuation Approaches

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 December 2015

$29,100,000Adopted Valuation (Rounded)

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

nilMajor Ownership Issues

Market AppealAcknowledging the price point of the asset, the most likely purchaser profile is that of an institutional investors and syndicates. Strong demand currently prevails for large scale industrial facilities with strong lease covenants. The site would attract good interest within the current market

$28,817,134Derived Value

CPI Growth Rate 2.54%

Industrial Growth Rate 3.04%

Adopted Discount Rate 8.50%

Adopted Terminal Yield 7.75%

There is no recorded transaction of the subject within the last five years.

Rate psqm of GLA

Rate psqm of Site Area

Valuer(s) Ivan Hill, AAPI

Recent Sale

E-162

99 Shettleston Street, Rocklea, QLD, Australia

26,700 sqm

IN3 Industry (General Industry C) - Brisbane City Plan 2015

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Amcor Packaging (Aust) 15,186 m² 100% $112 /m² $1,584,555 $104 /m²

$208,430

($14/m²) ($208,430) ($14/m²)

15,186 m² $1,584,555

GLA Net Market Rent Lease Expiry Options WALE

15,186 sq.m $1,706,132 $1,584,555 30-Jun-23 - 7.50 by income

15,186 sq.m $1,706,132 $1,584,555 7.50 by income

7.50 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$21,777,388

7.25%

12 Months

($78,543)

$1,434.04

Capitalisation Approach and DCF Analysis

7.79%

7.21%

8.57%

$1,442

Patrick Lane-Mullins, AAPIAssociate Director and Certified Practising Valuer Director and Certified Practising ValuerAustralian Property Institute, Member No. 66484 Australian Property Institute, Member No. 62785

Source: Urbis

$22,013,955Derived Value

CPI Growth Rate 2.54%

Industrial Growth Rate 3.04%

Adopted Discount Rate 8.50%

Adopted Terminal Yield 7.50%

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

Valuer(s) Ivan Hill, AAPI

Recent Sale There is no recorded transaction of the subject within the last five years.

Major Ownership Issues nil

Market AppealAcknowledging the price point of the asset, the most likely purchaser profile is that of an institutional investors and syndicates. Strong demand currently prevails for large scale industrial facilities with strong lease covenants. The site would attract good interest within the current market

Rate psqm of GLA

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 December 2015

$21,900,000Adopted Valuation (Rounded)

Purpose of Valuation Market Value subject to the existing tenancy.

Date Inspected 4 November 2015

VALUATIONValuation Approaches

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

TOTAL

Amcor Packaging (Aust) Pty Ltd

Adopted Core Capitalisation Rate

Total Capital Adjustments

The property comprises a substantial distribution warehouse originally constructed in circa 2002. Improvements include a single storey office and administration building attached to the southern side elevation of a large rectangular warehouse. The warehouse feature two drive thorugh awnings to either side which are enclosed. Ancillary improvements include a full drive around access with a concrete paved driveway.

TENANCY DETAILSMajor Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $1,706,132

($208,430)

TOTAL $1,706,132

LEGAL DESCRIPTION Lot 1 SP139469

SITE

Recoveries $208,430

Outgoings (adopted)

SITE AREA 2.67 ha

ZONING

LOCATION

The subject property is situated in the suburb of Rocklea, 12km west of the Brisbane CBD. The suburb is located to the centre of the industrial area generally known as Brisbane’s Southern industrial precinct.

BRIEF DESCRIPTION

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes.

E-163

286 Queensport Road, North Murarrie, QLD, Australia

45,100 sqm

IN3 Industry (General Industry C) - Brisbane City Plan 2014

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Laminex Group Limited 21,531 m² 100% $112 /m² $2,406,735 $112 /m²

$332,622

($15/m²) ($332,622) ($15/m²)

21,531 m² $2,406,735

GLA Net Market Rent Lease Expiry Options WALE

21,531 sq.m $2,406,735 $2,406,735 1-Sep-24 2x5 8.67 by income

21,531 sq.m $2,406,735 $2,406,735 8.67 by income

8.67 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$36,045,907

6.75%

12 Months

$390,570

$1,674.14

Capitalisation Approach, DCF Analysis & Direct Comparison

6.74%

6.82%

8.37%

$1,658

$792

Patrick Lane-Mullins, AAPIAssociate Director and Certified Practising Valuer Director and Certified Practising ValuerAustralian Property Institute, Member No. 66484 Australian Property Institute, Member No. 62785

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

LEGAL DESCRIPTION Lot 6 SP164807

SITE

Recoveries $332,622

Outgoings (adopted)

SITE AREA 4.51 ha

ZONING

LOCATION

The subject property is situated in the suburb of Murarrie, 12km east of the Brisbane CBD. The suburb is within the key Brisbane Industrial area of the Australian Trade Coast, which also incorporates the Brisbane Airport and Port of Brisbane.

BRIEF DESCRIPTIONThe property comprises a substantial distribution warehouse with detached office originally constructed in circa 2004. Improvements include a detached dual storey office and administration building located to the north east of site within the main customer and tenant car park. The main regular shaped metal deck dato warehouse occupies the majority of the remainder of site. A substantial sprinklered loading awning is located to the east and west of warehouse with a secondary covered storage awning on the northern face. Ancillary improvements include a full drive around access with a concrete paved driveway extending over the majority remainder of site

TENANCY DETAILS

Major Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $2,406,735

($332,622)

TOTAL $2,406,735

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

TOTAL

Laminex Group Limited

Adopted Core Capitalisation Rate

Total Capital Adjustments

VALUATIONValuation Approaches

Date of Valuation 31 December 2015

$35,700,000Adopted Valuation (Rounded)

Purpose of Valuation Market Value subject to the existing tenancy.

Date Inspected 2 November 2015

Rate psqm of GLA

Rate psqm of Site Area

Valuer(s) Ivan Hill, AAPI

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

The property has not transacted within the past five years.Recent Sale

Major Ownership Issues Nil.

Market AppealAcknowledging the price point of the asset, the most likely purchaser profile is that of an institutional investors. Strong demand currently prevails for large scale indusrial facilities with strong lease covenants. The site would receive good intrest within the current market.

$35,415,739Derived Value

CPI Growth Rate 2.54%

Industrial Growth Rate 3.04%

Adopted Discount Rate 8.50%

Adopted Terminal Yield 7.00%

E-164

99 Sandstone Place, Parkinson, QLD, Australia

155,300 sqm

IN2 Industry (General Industry B) - Brisbane City Plan 2014

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Coles Group Ltd 54,245 m² 100% $257 /m² $13,939,397 $257 /m²

$890,667

($19/m²) ($1,020,667) ($19/m²)

54,245 m² $13,809,397

GLA Net Market Rent Lease Expiry Options WALE

54,245 sq.m $13,939,397 $13,939,397 28-Jun-32 5 X 5 Yrs 16.50 by income

54,245 sq.m $13,939,397 $13,939,397 16.50 by income

16.50 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$230,061,685

6.00%

12 Months

($94,929)

$4,241.16

Capitalisation Approach, DCF Analysis & Direct Comparison

5.93%5.93%7.74%$4,290$1,498

Patrick Lane-Mullins, AAPIAssociate Director and Certified Practising Valuer Director and Certified Practising ValuerAustralian Property Institute, Member No. 66484 Australian Property Institute, Member No. 62785

Source: Urbis

$232,711,063Derived Value

CPI Growth Rate 2.51%

Industrial Growth Rate 3.01%

Adopted Discount Rate 7.75%

Adopted Terminal Yield 6.25%

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

The property is a recently created industrial lot. There is no previous transaction history for the subejct property. Recent SaleMajor Ownership Issues Nil.

Market AppealAcknowledging the price point of the asset, the most likely purchaser profile is that of an institutional investors. Strong demand currently prevails for large scale indusrial facilities with strong lease covenants. The pricepoint would limit the asset to all but institional level investors but is likly to garner strong intrest due to its A grade lease covernant and rare built form.

Rate psqm of GLARate psqm of Site Area

Valuer(s) Ivan Hill, AAPI

Initial YieldEquivalent Market YieldInternal Rate of Return

Date of Valuation 31 December 2015

$232,700,000Adopted Valuation (Rounded)

Purpose of Valuation Market Value subject to the existing tenancy.

Date Inspected 4 December 2015

VALUATIONValuation Approaches

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

TOTAL

Coles Group Ltd

Adopted Core Capitalisation Rate

Total Capital Adjustments

The property comprises a substantial coldstore and ambient distribution warehouse constructed in circa 2008 and expanded in circa 2012. Improvements include a multi level attached office and administration building to the southern side of the warehouse. The warehouse comprises a multi component sandwich panel warehouse including an ambient warehouse, chiller room, freezer room and banana ripening Rooms, extensive drive around concrete manoeuvring areas, guard houses, pump rooms and bitumen car parking.

TENANCY DETAILSMajor Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $13,939,397

($1,020,667)

TOTAL $13,809,397

LEGAL DESCRIPTION Lot 1 SP251316

SITE

Recoveries $890,667

Outgoings (adopted)

SITE AREA 15.53 ha

ZONING

LOCATIONThe subject property forms part of the Southlink Business Park within the suburb of Parkinson, some 30 kilometres south of the Brisbane CBD. Parkinson is considered to be a primarily residential suburb with dwellings located to the north of the Logan Motorway. Industrial uses are limited to the south of the motorway.

BRIEF DESCRIPTION

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

E-165

10 Siltstone Place, Berrinba, QLD, Australia

20,500 sqm

Mixed Use Zoning - Logan Planning Scheme

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

a Express Group Pty Ltd 9,797 m² 100% $104 /m² $1,013,990 $104 /m²

$203,340

($21/m²) ($203,340) ($21/m²)

9,797 m² $1,013,990

GLA Net Market Rent Lease Expiry Options WALE

9,797 sq.m $1,013,990 $1,013,990 19-Oct-19 1 X 5 Yrs 3.80 by income

9,797 sq.m $1,013,990 $1,013,990 3.80 by income

3.80 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$13,552,004

7.50%

12 Months

$32,144

$1,383.28

Capitalisation Approach, DCF Analysis & Direct Comparison

7.51%

7.53%

8.47%

$1,378

$659

Associate Director and Certified Practising Valuer Director and Certified Practising ValuerAustralian Property Institute, Member No. 66484 Australian Property Institute, Member No. 62785

Source: Urbis

$13,478,328Derived Value

CPI Growth Rate 2.51%

Industrial Growth Rate 3.01%

Adopted Discount Rate 8.50%

Adopted Terminal Yield 7.75%

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

Major Ownership Issues Nil.

Market AppealAcknowledging the price point of the asset, the most likely purchaser profile is that of either private investors or institutional investors. Strong demand currently prevails from both purchaser types for industrial investments. At circa 10,000m², we anticipate a moderate level of tenant demand would be received from alternative occupiers should the tenancy fall vacant.

Rate psqm of GLA

Rate psqm of Site Area

Recent Sale The property is a newly created lot within a new indusrtial estate. There is no transaction history for the subject property.

Valuer(s) Patrick Lane-Mullins, AAPI Ivan Hill, AAPI

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 December 2015

$13,500,000Adopted Valuation (Rounded)

Purpose of Valuation Market Value subject to the existing tenancy.

Date Inspected 2 November 2015

VALUATIONValuation Approaches

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

TOTAL

Hana Express Group Pty Ltd

Adopted Core Capitalisation Rate

Total Capital Adjustments

Erected on the property is a modern, industrial office and warehouse building constructed circa 2014. Improvements consist of two levels of office accommodation located to the northern section of the building and warehouse accommodation. Construction is concrete tilt panel external walls to the office with and dado panelling and sheet metal external walls with steel portal framing to the warehouse. The warehouse is accessed via multiple roller shutter doors and recessed loading bays. Located to the southern boundary of the site is a 400 kl water tank and pump house.

TENANCY DETAILSMajor Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $1,013,990

TOTAL $1,013,990

LEGAL DESCRIPTION Lot 25 SP231831

SITE

Recoveries $203,340

Outgoings (adopted)

SITE AREA 2.05 ha

ZONING

LOCATION

The subject property forms part of the suburb of Berrinba approximately 27 kilometres south of the Brisbane CBD and 5 kilometres east of the main retail and commercial hub in the suburb of Browns Plains. The Berrinba suburb is primarily serves as a largely industrial suburb with a large newer industrial developments with the remained of suburb being nature reserves and small amounts of scattered residential.

BRIEF DESCRIPTION

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITY

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

($203,340)

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

Frasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

E-166

Lot 102 Coghlan Road, Outer Harbor, SA

30,067 sqm'Industry Zone' - Port Adelaide Enfield Development Plan

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

J.F. Hillebrand 6,626 m² 100% $72 /m² $478,894 $72 /m²Qube Logistics (SA) $9 /m² $105,315 $9 /m²

$158,431($24/m²) ($158,431) ($24/m²)

6,626 m² $584,209

GLA Net Market Rent Lease Expiry Options WALE

6,626 sq.m $478,894 $478,894 29-Jun-19 - 3.49 by income- $105,315 $105,315 31-Mar-16 - 0.25 by income6,626 sq.m $584,209 $584,209 3.49 by income3.49 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$6,928,7418.25%24 Months($152,583)$1,045.69

Capitalisation Approach, DCF Analysis

8.47%8.28%8.91%$1,041$229

Director and Certified Practising Valuer Certified Practising ValuerAustralian Property Institute, Member No. 62534 Australian Property Institute, Member No. 63317

Source: Urbis

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

($158,431)TOTAL $584,209

LEGAL DESCRIPTION Certificate of Title Volume 6119 Folio 599

SITE

$105,315Recoveries $158,431Outgoings (adopted)

SITE AREA 3.01 ha

ZONING

LOCATIONThe property occupies a large predominantly rectangular allotment situated on the southern side of Coghlan Road, at a point approximately 500 metres east of its intersection with Victoria Road, within the north-western suburb of Outer Harbour. The location is characterised by predominantly industrial port-related development, including shipping container hardstand, bulk handling facilities, distribution warehousing and wharf facilities.

BRIEF DESCRIPTION

Qube Logistics (SA) Pty Ltd

TOTAL

J.F. Hillebrand Australia Pty Ltd

Adopted Core Capitalisation Rate

Total Capital Adjustments

The subject property comprises a circa 2001 constructed industrial facility with large areas of surrounding crushed rock and concrete hardstand. Improvements comprise a single level office / amenities building attached to a medium clearance warehouse with insulated walls and ceiling designed to maintain a regulated temperature. Loading to the warehouse is provided via four at-grade roller shutter doors to the northern warehouse elevation in addition to another five along the western elevation, four of which protrude out from the warehouse wall and have dock levellers inset. Ancillary improvements include a cantilevered canopy to the northern warehouse elevation, pump house and water tank to the western warehouse elevation, concrete curtilage / hardstand to the northern elevation, crushed rock curtilage / hardstand to the eastern, southern and western site boundaries with bitumen underlay and bitumen-paved car parking to the northern site boundary.

TENANCY DETAILSMajor Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $478,894Other

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

Basis of Value Market Value subject to the existing tenancies.

Date Inspected 6 October 2015

VALUATIONValuation Approaches

Initial YieldEquivalent Market YieldInternal Rate of Return

Date of Valuation 31 December 2015$6,900,000Adopted Valuation (Rounded)

Rate psqm of GLARate psqm of Site AreaValuer(s) Shane Robb, FAPI Nathan McNabb, AAPI

Recent Sale We are not aware of any recent sale of the subject property.

Major Ownership Issues

The property is believed to be located in proximity to sites listed as having potentially contaminating site activities. We have requested, but have not been provided with, any documentation which confirms the current environmental state of the subject property. Accordingly for valuation purposes we have assumed the subject property is free from contamination which would preclude the current uses.

Market Appeal

Having regard to the price point of the asset, the most likely purchaser profiles are that of private investors, property syndicates or institutional investors. Strong demand currently prevails from all purchaser types for industrial investments. The subject property is improved with modern improvements which provide relatively conventional accommodation and benefits from its proximity to the Adelaide Port. If offered for either sale or lease in the current market, a moderate level of purchaser or tenant demand is envisaged.

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

$7,089,423Derived ValueCPI Growth Rate 2.51%

Industrial Growth Rate 3.01%

Adopted Discount Rate 8.50%

Adopted Terminal Yield 8.50%

E-167

Lot 104 & 105 Springhill Road, Port Kembla

101,870 sqm

IN1 General Industrial

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Mazda Australia 48,561 m² 54% $48 /m² $2,309,743 $48 /m²

$1,347,138

($15/m²) ($1,347,138) ($15/m²)

90,661 m² $2,309,743

GLA Net Market Rent Lease Expiry Options WALE

48,561 sq.m $1,113,628 $1,113,628 13-Aug-19 5+5 3.62 by income

42,100 sq.m $1,196,115 $1,196,115 20-Aug-19 5+5 3.64 by income

90,661 sq.m $2,309,743 $2,309,743 3.63 by income

3.63 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$26,692,575

8.00%

8.65%

24 Months

($9,604)

$294.42

Capitalisation Approach, DCF Analysis

8.68%

8.68%

8.22%

$293

$261

Short-term leasehold interest restricting marketability.

Source: Urbis

Capital Value ($psqm) - Derived

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

$26,567,501Derived Value

CPI Growth Rate 2.66%

Industrial Growth Rate 3.16%

Adopted Discount Rate 8.25%

Adopted Terminal Yield 9.50%

Major Ownership Issues

Rate psqm of GLA

Rate psqm of Site Area

Recent Sale N/A

Market Appeal Occupier - Good given strategic port location. Occupier profile comprises automotive/storage occupiers.Investment - Restricted given short leasehold tenure.

Valuers Lester Alvis, AAPI MRICSDirector and Certified Practising ValuerAustralian Property InstituteRegistered Valuer NSW No. 30042

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Jackson AlexanderAssitant ValuerAustralian Property InstituteRegistered Valuer NSW No. 38215

Date of Valuation 31 December 2015

$26,600,000Adopted Valuation (Rounded)

Purpose of Valuation Market Value subject to the existing tenancies.

Date Inspected 2 November 2015

VALUATIONValuation Approaches

Total Capital Adjustments

Current Vacancy

VALUATION

Derived Value

Leasehold Equivalent - Cap Rate

Current WALE (by Income)

Adopted Core Capitalisation Rate

Capital Adjustments Window

Comprises two (2) motor vehicle storage facilities comprising bitumen/concrete hardstand, canopies, office/administration offices and service workshops.

TENANCY DETAILSMajor Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $2,309,743

Outgoings (adopted)

TOTAL

Mazda Australia

Inchape Australia

($1,347,138)

TOTAL $2,309,743

LEGAL DESCRIPTION Lots 4&5, Deposited Plan 1141089

SITE

Recoveries $1,347,138

INSTRUCTING PARTY

RELIANCE AUTHORITY

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Leasehold

Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial TrustFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’) IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

SITE AREA 10.19 ha

ZONING

LOCATIONThe subject property occupies a strategic site within Port Kembla Harbour, approximately 3 kilometres south of Wollongong CBD and 70 kilometres south of Sydney CBD. The property forms part of the Port Kembla Industrial precinct which benefits from good road access to the Princes Motorway.

BRIEF DESCRIPTION

E-168

115-121 South Centre Road, Melbourne Airport, Vic

10,120 sqm

NA - Commonwealth Land

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Toll Transport Pty Ltd 2,879 m² 93% $234 /m² $545,270 $189 /m²

Prime Vigor Pty Ltd 206 m² 7% $269 /m² $55,435 $269 /m²

$113,510

($57/m²) ($176,843) ($57/m²)

3,085 m² $537,372

GLA Net Market Rent Lease Expiry Options WALE

2,879 sq.m $673,622 $545,270 31-Jan-21 5 4.47 by income

206 sq.m $55,435 $55,435 4-May-18 5 0.16 by income

3,085 sq.m $729,057 $600,705 4.63 by income4.63 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$6,372,318

8.75%

36 Months

$557,369

$2,066

Capitalisation Approach, DCF Analysis

10.67%

9.02%

8.49%

$2,010

$613

Director and Certified Practising Valuer Certified Practising Valuer

Australian Property Institute, Member No. 62534 Australian Property Institute, Member No. 63317

Source: Urbis

TENANCY DETAILS (SUB-SUB-LEASE)

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 March 2016

PURPOSE OF VALUATION

INTEREST VALUED 100% Leasehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

TOTAL $665,724

LEGAL DESCRIPTION Part of Commonwealth Land held in Certificate of Title Volume 8390 Folio 476.

SITE

Recoveries $113,510

Outgoings (adopted)

SITE AREA 1.01 ha

ZONING

LOCATIONThe property occupies an irregular shaped allotment of some 10,120m² fronting the west side of South Centre Road, approximately 240 metres north of its intersection with Annandale Road, in the north-western suburb of Melbourne Airport being approximately 17 radial kilometers from the Melbourne Central Business District. The property is situated within the Melbourne Airport Business Park, a developing industrial estate which is popular which logistics and freight forwarding businesses.

BRIEF DESCRIPTION

TOTAL

Toll Transport Pty Ltd

Prime Vigor Pty Ltd

Adopted Core Capitalisation Rate

Total Capital Adjustments

The property comprises a modern office/ warehouse facility constructed in circa 2008 comprising a large two level office component with ground floor retail (café) tenancy, in addition to a high bay warehouse facility with associated hardstand and curtilage. The latter provides high bay clear span accommodation and is accessed via two container height roller shutter doors. Ancillary improvements include an area of concrete paved hardstand/ curtilage, a large bitumen car park for staff and visitors.

Major Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $673,622

Retail $55,435

($176,843)

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

Basis of Value Market Value subject to the existing tenancies.

Date Inspected 10 November 2015 (Internal) & XX March 2016 (External)

VALUATIONValuation Approaches

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 March 2016

$6,200,000Adopted Valuation (Rounded)

Major Ownership Issues Nil.

Market Appeal

The interest being assessed within this valuation is the leasehold interest, as Lessee, in a 10,120m² parcel of industrial land, expiring 30 June 2047, representing a term certain of 31.25 years. Whilst demand for industrial investments within the Melbourne market is particularly strong, being a leasehold asset, the depth of potential purchaser demand would likely be less than what would apply for a similar Freehold property. Tenants within the market in which the property resides have limited options for good quality space comparable to the subject.

Rate psqm of GLA

Rate psqm of Site Area

Recent Sale We are not aware of any recent sale of the subject property.

Valuer(s) Shane Robb, FAPI Nathan McNabb, AAPI

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

$6,110,428Derived Value

CPI Growth Rate 2.52%

Industrial Growth Rate 3.27%

Adopted Discount Rate 8.75%

Adopted Terminal Yield 10.25%

E-169

96-106 Link Road, Melbourne Airport, Vic

49,824 sqm

NA - Commonwealth Land

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

DHL Global Forwarding ( 18,599 m² 100% $174 /m² $2,562,790 $138 /m²

$370,177

($41/m²) ($754,128) ($41/m²)

18,599 m² $2,178,838

GLA Net Market Rent Lease Expiry Options WALE

18,599 sq.m $3,232,887 $2,562,790 12-Jun-19 5 + 5 3.45 by income

18,599 sq.m $3,232,887 $2,562,790 3.45 by income

3.45 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$25,629,759

9.25%

24 Months

$2,233,024

$1,378

Capitalisation Approach, DCF Analysis

11.33%

9.42%

8.39%

$1,355

$506

Director and Certified Practising Valuer Certified Practising Valuer

Australian Property Institute, Member No. 62534 Australian Property Institute, Member No. 63317

Source: Urbis

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Leasehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

($754,128)

TOTAL $2,848,936

LEGAL DESCRIPTION Part of Commonwealth Land held in Certificates of Title Volume 8390 Folio 476.

SITE

Recoveries $370,177

Outgoings (adopted)

SITE AREA 4.98 ha

ZONING

LOCATION

The property occupies a regular shaped allotment of some 49,825m² situated on the south-west corner of the intersection of Link Road and South Centre Road in the north-west suburb of Melbourne Airport, located approximately 17 radial kilometres from the Melbourne Central Business District. The property is situated within the Melbourne Airport Business Park which is popular with logistics and freight-forwarding facilities.

BRIEF DESCRIPTION

TOTAL

DHL Global Forwarding (Aust) Pty Ltd

Adopted Core Capitalisation Rate

Total Capital Adjustments

The property comprises a modern distribution centre constructed circa 2009. The facility consists of a large, freestanding three level office building and a high bay EFSR warehouse with areas of temperature controlled accommodation. The warehouse is accessible via 25 roller shutter doors and connects to the office building via an elevated walkway between their second storey levels. Ancillary improvements include two large 'super awnings' which adjoin the eastern and western elevations of the warehouse, areas of concrete paved curtilage / hardstand and a bitumen paved staff and visitor car park for approximately 385 vehicles.

TENANCY DETAILSMajor Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $3,232,887

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

Basis of Value Market Value subject to the existing tenancy.

Date Inspected 10 November 2015

VALUATIONValuation Approaches

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 December 2015

$25,200,000Adopted Valuation (Rounded)

Major Ownership Issues

The asset provides a relatively short WALE of 3.45 years, which is relatively short by comparison to other commercial/ industrial assets. The greatest cash flow risk relates to the potential lease expiry in June 2019. Nonetheless a lack of alternative properties and purpose built nature of the facility and the tenant’s need to be located within proximity to the airport suggest a higher than average likelihood of renewal.

Market Appeal

The interest being assessed within this valuation is the leasehold interest, as Lessee, in a 49,824m² parcel of industrial land, expiring 30 June 2047, representing a term certain of 31.5 years. Whilst demand for industrial investments within the Melbourne market is particularly strong, being a leasehold asset, the depth of potential purchaser demand would likely be less than what would apply for a similar Freehold property. Tenants within the market in which the property resides have limited options for good quality space comparable to the subject.

Rate psqm of GLA

Rate psqm of Site Area

Recent Sale We are not aware of any recent sale of the subject property.

Valuer(s) Shane Robb, FAPI Nathan McNabb, AAPI

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

$24,695,602Derived Value

CPI Growth Rate 2.52%

Industrial Growth Rate 3.27%

Adopted Discount Rate 8.75%

Adopted Terminal Yield 10.75%

E-170

17-23 Jets Court, Melbourne Airport, Vic

24,251 sqm

NA - Commonwealth Land

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Eagle Light. / Smith Lewis 9,869 m² 100% $93 /m² $914,919 $93 /m²

$17.53 $172,985 $17.53

($40/m²) ($392,267) ($40/m²)

9,869 m² $70.49 $695,637 $70.49

GLA Net Market Rent Lease Expiry Options WALE

6,047 sq.m $558,900 $558,900 6-Apr-24 5+5 5.05 by income

3,822 sq.m $356,019 $356,019 19-Mar-17 3+3 0.47 by income

9,869 sq.m $914,919 $914,919 5.52 by income

5.52 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$7,865,707

8.50%

24 Months

($387,358)

$797

Capitalisation Approach, DCF Analysis

8.94%

8.52%

8.81%

$795

$324

Director and Certified Practising Valuer Certified Practising Valuer

Australian Property Institute, Member No. 62534 Australian Property Institute, Member No. 63317

Source: Urbis

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Leasehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

($392,267)

TOTAL $695,637

LEGAL DESCRIPTION Part of Commonwealth Land held in Certificate of Title Volume 8390 Folio 476.

SITE

Recoveries $172,985

Outgoings (incl. Ground Rent Liability)

SITE AREA 2.43 ha

ZONING

LOCATION

The subject property occupies a predominantly rectangular allotment situated on the eastern side of the head of Jets Court, within the north-western suburb of Melbourne Airport, approximately 16 radial kilometres from the Melbourne Central Business District. The property is situated within the Melbourne Airport Business Park which is popular with logistics and freight-forwarding facilities. Surrounding occupiers include DB Schenker, Startrack, The Reject Shop, Kathmandu and Laminex.

BRIEF DESCRIPTION

TOTAL

Eagle Lighting Australia Pty Ltd

Smith Lewis & Staff Pty Ltd

Adopted Core Capitalisation Rate

Total Capital Adjustments

The subject property comprises two freestanding industrial facilities constructed in circa 2009. Known as 17-19 and 21-23 Jets Court, the facilities each comprise two level office components situated towards the western site boundary (Jets Court frontage) in addition to high bay warehouse chambers located to the rear. Loading access is provided via a combination of at grade and recessed loading points located along multiple elevations. Ancillary improvements include cantilevered loading canopies, areas of concrete paved hardstand/ curtilage located south of each facility and bitumen paved car parking located to the front of each building.

TENANCY DETAILSMajor Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $914,919

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

Basis of Value Market Value subject to the existing tenancies.

Date Inspected 10 November 2015

VALUATIONValuation Approaches

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 December 2015

$7,850,000Adopted Valuation (Rounded)

Major Ownership Issues Nil.

Market Appeal

The interest being assessed within this valuation is the leasehold interest, as Lessee, in a 24,251m² parcel of industrial land, expiring 30 June 2047, representing a term certain of 31.5 years. Whilst demand for industrial investments within the Melbourne market is particularly strong, being a leasehold asset, the depth of potential purchaser demand would likely be less than what would apply for a similar Freehold property. Tenants within the market in which the property resides have limited options for good quality space comparable to the subject.

Rate psqm of GLA

Rate psqm of Site Area

Recent Sale We are not aware of any recent sale of the subject property.

Shane Robb, FAPI Nathan McNabb, AAPIValuer(s)

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

$7,880,749Derived Value

CPI Growth Rate 2.52%

Industrial Growth Rate 3.27%

Adopted Discount Rate 8.75%

Adopted Terminal Yield 10.25%

E-171

28-32 Sky Road East, Melbourne Airport, Vic

22,350 sqm

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Agility Logistics 12,086 m² 100% $90 /m² $1,017,660 $84 /m²

$199,206

($34/m²) ($412,908) ($34/m²)

12,086 m² $803,958

GLA Net Market Rent Lease Expiry Options WALE

12,086 sq.m $1,087,740 $1,017,660 31-Jan-21 5 years 4.84 by income

12,086 sq.m $1,087,740 $1,017,660 4.84 by income

4.84 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$9,805,084

8.50%

36 Months

$133,348

$811

Capitalisation Approach, DCF Analysis

9.05%

8.59%

8.43%

$803

$434

Director and Certified Practising Valuer Certified Practising Valuer

Australian Property Institute, Member No. 62534 Australian Property Institute, Member No. 63317

Source: Urbis

$9,518,209Derived Value

CPI Growth Rate 2.52%

Industrial Growth Rate 3.27%

Adopted Discount Rate 8.75%

Adopted Terminal Yield 9.75%

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

Major Ownership Issues Nil.

Market Appeal

The interest being assessed within this valuation is the leasehold interest, as Lessee, in a 22,350m² parcel of industrial land, expiring 30 June 2047, representing a term certain of 31.25 years. Whilst demand for industrial investments within the Melbourne market is particularly strong, being a leasehold asset, the depth of potential purchaser demand would likely be less than what would apply for a similar Freehold property. Tenants within the market in which the property resides have limited options for good quality space comparable to the subject.

Rate psqm of GLA

Rate psqm of Site Area

Recent Sale We are not aware of any recent sale of the subject property.

Valuer(s) Shane Robb, FAPI Nathan McNabb, AAPI

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 March 2016

$9,700,000Adopted Valuation (Rounded)

Basis of Value Market Value subject to the existing tenancy.

Dates Inspected

VALUATIONValuation Approaches

10 November 2015 and 9 March 2016.

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

TOTAL

Agility Logistics Pty Ltd

Adopted Core Capitalisation Rate

Total Capital Adjustments

Developed in 2008, the property comprises a conventional office/ warehouse and distribution facility comprising a large two level office situated to the front of the site attached to a high bay warehouse of steel portal frame construction providing eastern side loading incorporating three docks and 7 on grade roller shutter doors. Ancillary improvements includes areas of concrete paved hardstand/ curtilage and car parking for approximately 136 vehicles.

TENANCY DETAILSMajor Tenant Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $1,087,740

($412,908)

TOTAL $874,038

LEGAL DESCRIPTION Part of Commonwealth Land held in Certificates of Title Volume 8390 Folio 476.

SITE

Recoveries $199,206

Outgoings (adopted)

SITE AREA 2.24 ha

ZONING

LOCATIONThe property occupies a large rectangular shaped allotment situated on the south side of Sky Road East, approximately 350 metres east of its intersection with South Centre Road, within the Melbourne Airport Business Park, located at the southern fringe of Melbourne's Tullamarine Airport. Tullamarine (Melbourne Airport) is a popular industrial suburb located approximately 15 radial kilometres north-west of the Melbourne Central Business District. The location benefits from its proximity to the Melbourne Airport together with its proximity to nearby major road arterials including the Western Ring Road, Calder Freeway and Tullamarine Freeway.

BRIEF DESCRIPTION

NA - Commonwealth Bank

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 March 2016

PURPOSE OF VALUATION

INTEREST VALUED 100% Leasehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

E-172

38-52 Sky Road East, Melbourne Airport, Vic

85,921 sqm

NA - Commonwealth Land

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Unilever Australia 46,231 m² 100% $65 /m² $3,005,015 $65 /m²

$468,492

($23/m²) ($1,081,346) ($23/m²)

46,231 m² $2,392,161

GLA Net Market Rent Lease Expiry Options WALE

46,231 sq.m $3,005,015 $3,005,015 31-May-20 5-Jan-00 4.42 by income

46,231 sq.m $3,005,015 $3,005,015 4.42 by income

4.42 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$27,333,717

8.75%

24 Months

($135,632)

$591

Capitalisation Approach, DCF Analysis

9.07%

9.02%

8.21%

$573

$308

Director and Certified Practising Valuer Certified Practising Valuer

Australian Property Institute, Member No. 62534 Australian Property Institute, Member No. 63317

Source: Urbis

$25,637,195Derived Value

CPI Growth Rate 2.52%

Industrial Growth Rate 3.27%

Adopted Discount Rate 8.75%

Adopted Terminal Yield 10.25%

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

Major Ownership Issues Nil

Market Appeal

The interest being assessed within this valuation is the leasehold interest, as Lessee, in a 85,921m² parcel of industrial land, expiring 30 June 2047, representing a term certain of 31.5 years. Whilst demand for industrial investments within the Melbourne market is particularly strong, being a leasehold asset, the depth of potential purchaser demand would likely be less than what would apply for a similar Freehold property. As the property represents one of the largest facilities in the northern industrial submarket, an extended letting up period would likely be required to secure a tenant (as evidenced by the most recent leasing campaign).

Rate psqm of GLA

Rate psqm of Site Area

Recent Sale We are not aware of any recent sale of the subject property.

Shane Robb, FAPI Nathan McNabb, AAPIValuer(s)

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 December 2015

$26,500,000Adopted Valuation (Rounded)

Basis of Value Market Value subject to the existing tenancy.

Date Inspected 10 November 2015

VALUATIONValuation Approaches

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

TOTAL

Unilever Australia (Holdings) Pty Ltd

Adopted Core Capitalisation Rate

Total Capital Adjustments

The property comprises a substantial distribution facility constructed circa 2008. Improvements consist of a single level main office / amenities building located toward the north-eastern corner of the site and attached large high-bay warehouse providing both eastern and southern side loading with considerable recessed docks and on-grade doors. Ancillary improvements include a large 46 metre wide 'super awning' adjoining the eastern elevation of the warehouse, areas of hardstand and a bitumen paved staff and visitor car park accommodating approximately 310 vehicles.

TENANCY DETAILS

Major Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $3,005,015

($1,081,346)

TOTAL $2,392,161

LEGAL DESCRIPTION Part of Commonwealth Land held in Certificate of Title Volume 8390 Folio 476.

SITE

Recoveries $468,492

Outgoings (adopted)

SITE AREA 8.59 ha

ZONING

LOCATION

The property occupies a regular shaped allotment of 85,291m² situated on the south-east corner of the intersection of Sky Road East and South Centre Road in the north-western suburb of Melbourne Airport, approximately 17 radial kilometres from the Melbourne Central Business District. The property is located within the Melbourne Airport Business Park which is popular with logistics and freight-forwarding facilities. Surrounding occupiers include DHL, DB Schenker, Startrack, The Reject Shop, Kathmandu and Laminex.

BRIEF DESCRIPTION

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Leasehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

E-173

2-46 Douglas Street, Port Melbourne, Vic

36,790 sqm

'Industrial 1 Zone' - Melbourne Planning Scheme

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Toll Transport 18,541 m² 85% $138 /m² $2,269,840 $122 /m²

Siemens Rail Auto. 3,262 m² 15% $140 /m² $456,680 $140 /m²

$723,291

($69/m²) ($1,509,492) ($69/m²)

21,803 m² $1,940,319

GLA Net Market Rent Lease Expiry Options WALE

18,541 sq.m $2,564,987 $2,269,840 30-Oct-20 Nil 3.89 by income

3,262 sq.m $456,680 $456,680 30-Apr-19 5 0.47 by income

21,803 sq.m $3,021,667 $2,726,520 4.36 by income

4.36 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$24,239,519

8.25%

36 Months

$720,500

$1,112

Capitalisation Approach, DCF Analysis

9.43%

8.44%

8.08%

$1,087

$644

Director and Certified Practising Valuer Certified Practising Valuer

Australian Property Institute, Member No. 62534 Australian Property Institute, Member No. 63317

Source: Urbis

$23,093,493Derived Value

CPI Growth Rate 2.52%

Market Rent Growth Rate 3.52%

Adopted Discount Rate 8.50%

Adopted Terminal Yield 9.25%

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

Major Ownership Issues Nil.

Market Appeal

The market for industrial investments is robust with strong demand prevailing for well-located and secured industrial investments from all buyer types. Being a leasehold asset, the depth of potential purchaser demand is shallower than that which would apply for a similar profile Freehold property. Acknowledging the property's price bracket, tenancy profile and location, we consider the most likely purchaser of the property to be either REITs, wholesale funds or high net work individuals. Occupier demand for new and conventional industrial accommodation remains steady, accordingly letting up periods of 9 and 6 months would be required to secure alternative tenants should the northern and southern facilities become vacant.

Rate psqm of GLA

Rate psqm of Site Area

Recent Sale We are not aware of any recent sale of the leasehold interest in the subject property.

Valuer(s) Shane Robb, FAPI Nathan McNabb, AAPI

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 March 2016

$23,700,000Adopted Valuation (Rounded)

Basis of Value Market Value subject to the existing tenancies.

Date Inspected 10 November 2015 & 10 March 2016

VALUATIONValuation Approaches

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

TOTAL

Toll Transport Pty Ltd

Siemens Rail Automation Pty Ltd

Adopted Core Capitalisation Rate

Total Capital Adjustments

The site is improved with two modern freestanding industrial facilities (northern and southern faciltiies) which provide approximately 21,803m² of modern and relatively conventional industrial accomodation, in addition to various ancillary improvements including a multi-deck car park, paved areas of curtilage / hardstand, perimeter driveways, at-grade parking and established landscaping.

TENANCY DETAILS

Major Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Northern Facility (Toll Transport) $2,564,987

Southern Facility (Siemens) $456,680

($1,509,492)

TOTAL $2,235,466

LEGAL DESCRIPTION Volume 10594 Folio 150 being Lot 2 on PS421793M

SITE

Recoveries $723,291

Outgoings (adopted)

SITE AREA 3.68 ha

ZONING

LOCATION

The property occupies a large 'industrial 1' zoned allotment situated on the eastern side of Douglas Street within the inner city suburb of Port Melbourne. Port Melbourne is located approximately 3 radial kilometres south-west of the Melbourne CBD and is a highly regarded and sought after location given its proximity to the CBD and Ports and ease of access to Melbourne's interconnecting freeway network. Surrounding development comprises a range of commercial and industrial uses including large scale office and industrial premises.

BRIEF DESCRIPTION

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 March 2016

PURPOSE OF VALUATION

INTEREST VALUED 100% Leasehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

OWNER (LEASEHOLD) Commercial & Industrial Property (Port Melbourne) Pty Ltd

PURPOSE OF VALUATION IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

E-174

18-20 Butler Boulevard, Adelaide Airport, SA

16,858 sqm

NA - Commonwealth Land

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Thermo Gamma 6,991 m² 100% $172 /m² $964,197 $138 /m²

$283,279

($68/m²) ($472,454) ($68/m²)

6,991 m² $775,022

GLA Net Market Rent Lease Expiry Options WALE

6,991 sq.m $1,199,994 $964,197 13-Jan-18 5 + 5 2.04 by income

6,991 sq.m $1,199,994 $964,197 2.04 by income2.04 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$8,366,529

8.75%

36 Months

($509,100)

$1,197

Capitalisation Approach, DCF Analysis

12.20%

8.82%

8.53%

$1,187

$492

Director and Certified Practising Valuer Certified Practising Valuer

Australian Property Institute, Member No. 62534 Australian Property Institute, Member No. 63317

Source: Urbis

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITY

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Leasehold

($472,454)

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

Frasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

TOTAL $1,010,820

LEGAL DESCRIPTION Part Certificate of Title Volume 6137 Folio 606

SITE

Recoveries $283,279

Outgoings (adopted)

SITE AREA 1.69 ha

ZONING

LOCATION

The property occupies a large irregular shaped allotment situated on the south-eastern corner of Butler Boulevard, within Burbridge Business Park, within the western suburb of Adelaide Airport. The location is particularly popular with transport and logistics companies and benefits from excellent connectivity to Adelaide’s arterial networks, its immediate vicinity to Adelaide Airport and its proximity to the CBD.

BRIEF DESCRIPTION

TOTAL

Thermo Gamma Metrics Pty Ltd

Adopted Core Capitalisation Rate

Total Capital Adjustments

The subject property comprises a circa 2007 constructed industrial facility which comprises a two level office/ administration component in addition to a large warehouse chamber. The latter providing high clearance accommodation and incorporates a steel portal frame with two rows of internal columns and gantry crane railing. Internally the warehouse also includes partitioned offices and various ancillary rooms (labs, storage, radiation rooms etc.). Loading access is provided via two at-grade roller shutter doors. Ancillary improvements include a cantilevered canopy located along the eastern elevation of the warehouse, areas of concrete paved hardstand/ curtilage located towards the eastern and southern site boundaries, a bitumen paved car park situated to the Butler Boulevard frontage, above ground steel water tank and pump house to the north-western corner of the warehouse, perimeter fencing and basic landscaping.

TENANCY DETAILS

Major Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $1,199,994

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

Basis of Value Market Value subject to the existing tenancies.

Date Inspected 6 October 2015

VALUATIONValuation Approaches

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 December 2015

$8,300,000Adopted Valuation (Rounded)

Rate psqm of GLA

Rate psqm of Site Area

Valuer(s) Shane Robb, FAPI Nathan McNabb, AAPI

Recent Sale We're not aware of any recent transfers of the leasehold interest.

Major Ownership Issues

The asset provides a relatively short WALE of 2.04 years, which is short by comparison to other commercial/ industrial assets. The greatest cash flow risk relates to the potential lease expiry in January 2018. Nonetheless a lack of alternative properties and purpose built nature of the facility and the tenant’s desire to be located within proximity to the airport suggest a higher than average likelihood of renewal

Market Appeal

The interest being assessed within this valuation is the leasehold interest, as Lessee, in a 16,858m² parcel of industrial land, expiring 27 May 2048, representing a term certain of 32.5 years. Whilst demand for industrial investments within the Adelaide market is particularly strong, being a leasehold asset, the depth of potential purchaser demand would likely be less than what would apply for a similar Freehold property. Tenants within the market in which the property resides have limited options for good quality space comparable to the subject.

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

$8,194,886Derived Value

CPI Growth Rate 2.51%

Industrial Growth Rate 3.26%

Adopted Discount Rate 8.75%

Adopted Terminal Yield 10.25%

E-175

5 Butler Boulevard, Adelaide Airport, SA

14,074 sqmN/A - Commonwealth Land

TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Multiple Tenants 8,224 m² 100% $137 /m² $1,153,859 $140 /m²$147,304

($48/m²) ($397,250) ($48/m²)8,224 m² $903,913

GLA Net Market Rent Lease Expiry Options WALE

3,035 sq.m $380,590 $380,590 30-Sep-16 2 x 1.5 0.27 by income

2,594 sq.m $337,246 $337,246 29-May-20 1 x 3 1.43 by income

1,222 sq.m $166,647 $166,647 31-Jul-17 5 + 5 0.25 by income

1,374 sq.m $158,100 $183,245 15-Nov-25 1 x 10 1.50 by income

8,224 sq.m $1,042,583 $1,067,727 3.45 by income

3.45 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$9,572,2418.75%24 Months($793,550)$1,164

Capitalisation Approach, DCF Analysis

8.20%

8.64%

8.98%

$1,179

$689

Director and Certified Practising Valuer Certified Practising Valuer

Australian Property Institute, Member No. 62534 Australian Property Institute, Member No. 63317

Source: Urbis

$9,846,797Derived ValueCPI Growth Rate 2.51%

Industrial Growth Rate 3.26%

Adopted Discount Rate 8.75%

Adopted Terminal Yield 10.25%

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

Rate psqm of GLA

Rate psqm of Site AreaValuer(s) Shane Robb, FAPI Nathan McNabb, AAPI

Recent Sale The Leasehold Interest in the property was last transferred in late 2013 for consideration of approximately $12.8 million.

Major Ownership Issues

Despite having a WALE of circa 3.5 years, both the Ericsson Australia Pty Ltd and Australia Post Corporation tenancies, representing approximately 51% of the complex, are due to expire within the next 18 months. Nonetheless, the tenants' desire to be located in close proximity to the airport coupled with a lack of directly comparable modern facilities in the immediate locality suggests a higher than average likelihood of renewal.

Market Appeal

The interest being assessed within this valuation is the leasehold interest, as Lessee, in a 14,074m² parcel of industrial land, expiring 27 May 2048, representing a term certain of 32.4 years. Whilst demand for industrial investments within the Adelaide market is particularly strong, being a leasehold asset, the depth of potential purchaser demand would likely be less than what would apply for a similar Freehold property. Tenants within the market in which the property resides have limited options for good quality space comparable to the subject.

Initial YieldEquivalent Market YieldInternal Rate of Return

Date of Valuation 31 December 2015

$9,700,000Adopted Valuation (Rounded)

Basis of Value Market Value of the leasehold interest subject to the existing tenancies.

Date Inspected 6 October 2015

VALUATIONValuation Approaches

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

TOTAL

Australian Postal Corporation

Herbalife Australasia Pty Ltd

Ericsson Australia Pty Ltd

Adopted Core Capitalisation Rate

Total Capital Adjustments

The subject property incorporates four adjoining office / warehouse facilities contained within a circa 2007 constructed multi-unit industrial development. Each unit comprises a high clearance warehouse with associated internal and external office / amenities components. Loading access is provided via one or two at-grade roller shutter doors to each unit. Ancillary improvements include areas of concrete hardstand / curtilage immediately north of the warehouses and undercroft car parking below the Unit G external office component.

TENANCY DETAILSMajor Tenants Net Passing Rent

JFC Australia Pty Ltd

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $1,128,715

($397,250)TOTAL $878,768

LEGAL DESCRIPTION Part Certificate of Title Volume 6137 Folio 606

SITE

Recoveries $147,304Outgoings (adopted)

SITE AREA 1.41 ha

ZONING

LOCATIONThe property occupies a large elongated allotment situated at the north-eastern corner of the intersection of Butler Boulevard and Vimy Avenue, within Burbridge Business Park, within the western suburb of Adelaide Airport. The location is particularly popular with transport and logistics companies and benefits from excellent connectivity to Adelaide’s arterial networks, its immediate vicinity to Adelaide Airport and its proximity to the CBD.

BRIEF DESCRIPTION

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Leasehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

E-176

20-22 Butler Boulevard, Adelaide Airport, SA

24,636 sqm

N/A - Commonwealth Land

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

TNT Australia Pty Ltd 11,197 m² 100% $121 /m² $1,295,273 $116 /m²

$332,967

($55/m²) ($621,302) ($55/m²)

11,197 m² $1,006,938

GLA Net Market Rent Lease Expiry Options WALE

5,607 sq.m $706,475 $642,370 30-Sep-20 5 + 5 2.47 by income

5,590 sq.m $652,903 $652,903 13-Aug-19 5 1.74 by income

11,197 sq.m $1,359,378 $1,295,273 4.21 by income4.21 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$11,503,876 $11,279,9209.00%

24 Months

$281,672

$1,027

Capitalisation Approach, DCF Analysis

9.54%

9.08%

8.57%

$1,018

$463

Director and Certified Practising Valuer Certified Practising Valuer

Australian Property Institute, Member No. 62534 Australian Property Institute, Member No. 63317

Source: Urbis

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Leasehold

$1,071,042

LEGAL DESCRIPTION Part of Certificate of Title Volume 6137 Folio 606

SITE

Recoveries $332,967

Outgoings (adopted)

SITE AREA 2.46 ha

ZONING

LOCATION

The property occupies a large rectangular allotment situated on the southern side of Butler Boulevard, at a point immediately opposite its intersection with Vimy Avenue, within the Burbridge Business Park in the western suburb of Adelaide Airport. The location benefits from excellent connectivity to Adelaide's arterial networks, its immediate vicinity to Adelaide Airport and its proximity to the CBD.

BRIEF DESCRIPTION

TNT Australia Pty Ltd

Agility Pty Ltd

Adopted Core Capitalisation Rate

Total Capital Adjustments

The subject property comprises two adjoining office / warehouse facilities constructed in circa 2009. Each facility comprises a high clearance warehouse with associated two level office / amenities components adjoining. Loading is provided via four and six at-grade roller shutter doors to the western and eastern warehouse elevations respectively, in addition to a further two recessed docks along the western elevation. Ancillary improvements include cantilevered canopies and areas of concrete hardstand / curtilage to both the eastern and western warehouse elevations and bitumen-paved car parking to the northern side of the site.

TENANCY DETAILSMajor Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $1,359,378

($621,302)

TOTAL

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

Derived ValueCPI Growth Rate

TOTAL

VALUATIONValuation Approaches

Date of Valuation 31 December 2015$11,400,000Adopted Valuation (Rounded)

Basis of Value Market Value subject to the existing tenancies.

Date Inspected 6 October 2015

Nathan McNabb, AAPI

Recent Sale We're not aware of any recent transfers of the leasehold interest.

Major Ownership Issues Nil.

Market Appeal

The interest being assessed within this valuation is the leasehold interest, as Lessee, in a 24,636m² parcel of industrial land, expiring 27 May 2048, representing a term certain of 32.4 years. Whilst demand for industrial investments within the Adelaide market is particularly strong, being a leasehold asset, the depth of potential purchaser demand would likely be less than what would apply for a similar Freehold property. Tenants within the market in which the property resides have limited options for good quality space comparable to the subject.

Initial YieldEquivalent Market YieldInternal Rate of Return

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

2.51%

Industrial Growth Rate 3.26%

Adopted Discount Rate 8.75%

Adopted Terminal Yield 10.50%

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

Rate psqm of GLARate psqm of Site AreaValuer(s) Shane Robb, FAPI

E-177

60 Paltridge Road, Perth Airport WA

36,024 sqmPublic Purposes (Commonwealth Govt)

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Electrolux & Vacant 20,143 m² 100% $69 /m² $2,097,500 $104 /m²$495,601

($25/m²) ($495,601) ($25/m²)20,143 m² $2,097,500

GLA Net Market Rent Lease Expiry Options WALE

10,604 sq.m $1,398,031 $1,112,080 30-Apr-24 5-Jan-00 4.89 by income9,539 sq.m - $985,420 -20,143 sq.m $1,398,031 $2,097,500 4.89 by income4.89 Years 47%

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$18,627,01211.50%24 Months$387,881$925

Capitalisation Approach, DCF Analysis

6.32%11.64%9.23%$913$511Heath Cramptonm BBS(Prop), AAPI Shane Robb

Source: Urbis

$18,155,065Derived ValueCPI Growth Rate 2.50%Industrial Growth Rate 3.25%Adopted Discount Rate 9.50%Adopted Terminal Yield 21.25%

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

Major Ownership Issues

Warehouse B which represents approximately 47% of total GLA is currently vacant and available for lease. The tenancy is well presetned and provides conventional accommodation however could face a protracted vacancy period given moderate tenant demand and relatively high competition from owners/ developers within the Perth Airport and Jandakot Airport industrial markets. Accordingly a letting up period of around 9 months is anticipated.

Market Appeal

The interest being assessed within this valuation is the leasehold interest, as Lessee, in a 36,024m² parcel of industrial land, expiring in June 2033, representing a term certain of 17.42 years. Given demand for industrial investments within the Perth industrial market is currently at low to moderate levels, being a leasehold asset, the depth of potential purchaser demand is further reduced from that of a similar Freehold property. We draw attention to the relatively short ground lease term certain of 17.42 years which not only is considered to have an impact on the potential buyer pool but also future potential tenants given the uncertainty of the ground lease upon expiry.

Rate psqm of GLARate psqm of Site Area

Recent Sale We are not aware of any recent sale of the subject property.

Valuer(s) DirectorDirector and Certified Practising Valuer

Australian Property Institute, Member No. 69430WA Registered Valuer No. 44767

Initial YieldEquivalent Market YieldInternal Rate of Return

Date of Valuation 31 December 2015$18,400,000Adopted Valuation (Rounded)

Basis of Value Market Value subject to the existing tenancy.

Date Inspected 9 November 2015

VALUATIONValuation Approaches

Capital Value ($psqm) - Derived

Current Vacancy VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

VacantTOTAL

Electrolux Home Products P/L

Adopted Core Capitalisation Rate

Total Capital Adjustments

The property comprises two adjoining office / warehouse facilities, namely Warehouse A and Warehouse B, each constructed in circa 2008. Warehouse A is situated at the eastern side of the site and comprises single storey office / amenities accommodation and a large fully sprinklered warehouse with two rows of internal columns. Loading is provided along the eastern warehouse elevation. Warehouse B adjoins the western elevation of Warehouse A and is similar in configuration, with loading provided along the western warehouse elevation. Ancillary improvements comprise on site car parking to the northern boundary of the allotment and concrete hardstand to the western and eastern site boundaries.

TENANCY DETAILSMajor Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $1,398,031

($495,601)TOTAL $1,163,332

LEGAL DESCRIPTION Multiple Certificates of Title, refer to Section 2.2

SITE

Recoveries $260,902Outgoings (adopted)

SITE AREA 3.60 ha

ZONING

LOCATIONThe subject property is situated on the southern side of Hudswell Road within the Perth Airport Commercial and Industrial precinct, being approximately 12 kilometres east of Perth’s central business district (CBD). The Perth Airport Commercial and Industrial precinct is a circa 700 hectare estate located at the Perth Airport. Perth Airport is situated on Commonwealth Government land under a long term lease arrangement to Westralia Airports Corporation Pty Ltd (WAC). Major occupiers within the Perth Airport Commercial and Industrial precinct include Coles, Woolworths, Toll, Patricks and Cummins.

BRIEF DESCRIPTION

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Leasehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

E-178

Doriemus Drive, Truganina, Vic

166,000 sqm

'Industial 1 Zone' - Melton Planning Scheme

TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

CEVA Logistics 74,435 m² 100% $71 /m² $5,317,362 $71 /m²

$853,734

($11/m²) ($853,734) ($11/m²)

74,435 m² $5,317,362

GLA Net Market Rent Lease Expiry Options WALE

74,435 sq.m $5,317,362 $5,317,362 30-Dec-25 5 + 5 10.00 by income

74,435 sq.m $5,317,362 $5,317,362 10.00 by income

10.00 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$85,077,7926.25%

24 Months

-

$1,143

Capitalisation Approach, DCF Analysis

6.29%

6.29%

7.64%

$1,135

$509

Director and Certified Practising Valuer Certified Practising Valuer

Australian Property Institute, Member No. 62534 Australian Property Institute, Member No. 63317

Source: Urbis

$83,903,763Derived ValueCPI Growth Rate 2.52%

Industrial Growth Rate 3.27%

Adopted Discount Rate 7.75%

Adopted Terminal Yield 6.75%

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

Major Ownership Issues

As the facility is yet to be constructed some development and construction risk exists despite a development agreement being in place. Similarly whilst the Agreement for Lease (AFL) is signed, the Lease will not be signed until the facility is complete, subsequently there is a risk the Lease will not entirely accord with the AFL. This valuation assumes satisfactory completion of the buildings and execution of the Lease in a largely similar format to the draft Lease.

Market Appeal

Strong demand currently prevails from private investors, syndicators and REITS (domestic and international) for industrial investments, particularly large investments ($20M+). 'As If Complete' the property will provide a new and modern integrated distribution facility with associated ancillary hardstand areas and car parking. Acknowledging the price point of the asset, if offered for sale in the current market, the property would likely hold broad appeal, given its size, long term WALE and strong lease covenant. The facility is unlikely to be re-let to a single occupier, nevertheless the complex lends itself to multiple-occupation. Accordingly at around 20,000-30,000m² each, we anticipate a moderate level of demand would be received from alternative occupiers for the individual warehouses, should they fall vacant.

Rate psqm of GLARate psqm of Site Area

Recent Sale We are not aware of any recent sale of the subject property.

Shane Robb, FAPI Nathan McNabb, AAPIValuer(s)

Initial YieldEquivalent Market YieldInternal Rate of Return

Date of Valuation 31 December 2015

$84,500,000Adopted Valuation (Rounded)

Basis of Value Market Value 'As If Complete' - Subject to the AFL & Lease to CEVA Logistics (Australia).

Date Inspected 2 November 2015

VALUATIONValuation Approaches

Capital Value ($psqm) - Derived

Current Vacancy

Derived Value

Capital Adjustments Window

Current WALE (by Income)

VALUATION - 'As If Complete'

TOTAL

CEVA Logistics (Australia) Pty Limited

Adopted Core Capitalisation Rate

Total Capital Adjustments

The property presently comprises a substantial vacant industrial allotment of some 166,000m² (16.6ha) which is currently being developed with a large distribution complex. Upon completion, the facility will be occupied by CEVA Logistics under a long term lease agreement. Improvements are proposed to comprise four large distribution warehouses, each providing high clearance accommodation (min. cl. 9.5m) with a combination of on-grade and recessed loading. In addition to the main building improvements, the complex will also include two large breezeway canopies, extensive concrete paved hardstand/ curtilage utilised for truck parking/ truck marshalling, an area of heavy duty paving, a perimeter driveway, bitumen paved car parking accommodating approximately 300 vehicles and landscaping to the balance of the site. The facility is due for completion in Q32016.

TENANCY DETAILSMajor Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $5,317,362

($853,734)

TOTAL $5,317,362

LEGAL DESCRIPTION Volume 11590 Folio 115 being Lot C on PS734587

SITE

Recoveries $853,734

Outgoings (adopted)

SITE AREA 16.60 ha

ZONING

LOCATIONThe property is located at the conclusion of Doreimus Drive, within the well-regarded West Park Industrial Estate. More particularly the property comprises a substantial 'L' shaped allotment with frontage along its eastern boundary to a yet to be constructed roadway. Truganina is a developing industrial suburb located approximately 21 radial kilometres west of the Melbourne Central Business District. The location benefits from excellent freeway connectivity.

BRIEF DESCRIPTION

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

E-179

207-211 Wellington Road, Mulgrave (including amortisation of RA)

12,590 sqm

Special Use Zone (Schedule 6)

PRIMARY TENANT AREA (NLA) AREA (%NLA) MARKET ($PA)

Mazda Australia 4,525 m² 63% $320 /m² $1,448,000 $320 /m²

Mazda Australia 2,650 m² 37% $98 /m² $260,581 $98 /m²

Mazda Australia 330 bays $1,440/bay $475,200 $1,440/bay

$228,022

($32/m²) ($228,022) ($32/m²)

7,175 m² $2,183,781

10.00 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$38,378,957

6.50%

24 Months

$4,782,333

$5,348.98

Capitalisation Approach, DCF Analysis

5.79%

6.63%

7.71%

$5,254

$5,254

Ben Koops, AAPI Shane Robb , FAPIAssociate Director and Certified Practicing Valuer Certified Practicing Valuer

Australian Property Institute, Member No 63011 Australian Property Institute, Member No 62534

Source: Urbis

$37,042,504Derived Value

CPI Growth Rate 2.52%

Office Growth Rate 3.27%

Adopted Discount Rate 8.00%

Adopted Terminal Yield 7.00%

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

Major Ownership Issues

The subjet property is currently under construction and nearing completion with PC due in April 2016. The whole of the complete premises is subject to a Agreement for Lease which is signed by Mazda Australia Limited, although the Lease will not be signed until PC has been reached. This Valuation assumes completion of the construction of the improvements and completion of the lease in a substantially similar format to that reviewed in this report.

Market Appeal

The subject property, on completion, will form a large office and industrial facility which is considered to be relatively conventional, albeit architecturally advanced, and provide a substantial and relatively specialised fit out. The market for the space with the existing fit out in place may be limited, although modifications or variations to the fit out will render the property suitable to a very wide range of potential users.The property is 100% leased to Mazda Australia for 10 years. Within the context of the suburban office market, the property presents a very attractive lease expiry profile.

Reliance, Acknowledgements & Market Overview Statements

Rate psqm of NLARate psqm of Site Area

The subject property forms part of a larger parcel of land which has been subdivided and developed by Frasers Property Australia & CIP.

Valuer (s)

Recent Sale

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 March 2016 (Desktop)

$37,700,000Adopted Valuation (Rounded)

Purpose of Valuation Market Value on an 'As if Complete' basis, subject to the AFL and Lease to Mazda Australia Pty Limited.

Date Inspected 11 November 2015

VALUATIONValuation Approaches

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION - AS IF COMPLETE

Derived Value

Capital Adjustments Window

Current WALE (by Income)

Adopted Core Capitalisation Rate

Total Capital Adjustments

The subject property will, on completion comprise a 2 level modern office building with a NLA of approximately 4,115m², within a larger structure also providing high clearance warehouse areas of approximately 2,800m². The office and warehouse accomodation is constructed over a basement car park providing spaces for 290 cars, with a further 40 car bays to be provided at grade. The whole building has been pre-committed by Mazda Australia Pty Limited for a term of 10 years from practical completion (forecast for April 2016). We have been advised that in accordance with the Agreement for Lease and amendments to the fit out by the tenant, the tenant will be liable for a 'Fit Out Rent' of $657,248 per annum for the the term of the lease. This has been included in our valuation calculations as a below the line adjustment as 'sundry income'. The valuation derived yields (IY, EMY, IRR) and adopted value reflect the benefit of this additional income.

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Office $1,448,000

Industrial $260,581

Car Parking $475,200

($228,022)

TOTAL $2,183,781

LEGAL DESCRIPTION Volume 11551 Folio 521

SITE

Recoveries $228,022

Outgoings (adopted)

SITE AREA 1.26 ha

ZONING

LOCATION

The site is located in the suburb of Mulgrave, approximately 19 kilometres south east of the Melbourne CBD. Specifically, the site is positioned on the North side of Wellington Road approximately 25 metres east of its intersection with Nantilla Road. The site of 12,590m² occupies the corner of the development site known as 207-211 Wellington Road, Mulgrave, Vic.

BRIEF DESCRIPTION

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 March 2016

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold in an 'As if Complete' basis.

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

E-180

Proposed Lot 1 Pearson Road, Yatala

78,703 sqm

Yatala Entertprise Area - Gold Coast City Plan 2003

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

O-I Glass 30,400 m² 100% $83 /m² $2,713,580 $89 /m²

$468,743

($15/m²) ($468,743) ($15/m²)

30,400 m² $2,713,580

GLA Net Market Rent Lease Expiry Options WALE

30,400 sq.m $2,523,200 $2,713,580 29-Dec-21 2x3 6.00 by income

30,400 sq.m $2,523,200 $2,713,580 6.00 by income

6.00 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$36,499,409

7.25%

12 Months

($929,281)

$1,200.64

Capitalisation Approach and DCF Analysis

6.93%

7.27%

8.49%

$1,197

Associate Director and Certified Practising Valuer Director and Certified Practising ValuerAustralian Property Institute, Member No. 66484 Australian Property Institute, Member No. 62785

Source: Urbis

$36,389,177Derived Value

CPI Growth Rate 2.51%

Industrial Growth Rate 2.97%

Adopted Discount Rate 8.50%

Adopted Terminal Yield 7.50%

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

Valuer(s) Ivan Hill, AAPI

Recent Sale This property forms part of a larger industrial estate still under development. There is no recent sale of this property.

Major Ownership Issues Nil.

Market Appeal

Acknowledging the price point of the asset, the most likely purchaser profile is that of an institutional investors. Strong demand currently prevails from institutional investors for industrial investments with strong lease covenants. For a facility of around 30,000m² in this location, we anticipate a moderate level of tenant demand would be received from alternative occupiers should the tenancy fall vacant.

Patrick Lane-Mullins, AAPI

Rate psqm of GLA

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 December 2015

$36,400,000 "As If Complete"Adopted Valuation (Rounded)

Purpose of Valuation Market Value subject to the existing tenancy.

Date Inspected 4 November 2015

VALUATIONValuation Approaches

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

TOTAL

O-I Glass

Adopted Core Capitalisation Rate

Total Capital Adjustments

The subject is currently undeveloped however upon completition will comprise a 30,400m² office and warehouse facility with drive around access, additional expansion space of 5,000m², and car parking. The main warehouse improvements are to be a portal frame construction with dado walling and zincalume metal roof sheeting. Two large awning will provide covered loading for the entire building face and feature numerous roller doors for at grade and recess loading and access. The attached office component will be a metal composite and fibre cement cladding with pre cast concrete walling and metal deck roof. An modern internal accommodation of acoustic tile roofing, plasterboard walling, aluminium trim pieces, architectural glazing and carpeted flooring.

TENANCY DETAILSMajor Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSIS

PASSING ($PA)

Industrial $2,523,200

($468,743)

TOTAL $2,523,200

LEGAL DESCRIPTION Proposed Lot 1 in Subdivision Plan, forming part of Lot 281 on W31523

SITE

Recoveries $468,743

Outgoings (adopted)

SITE AREA 7.87 ha

ZONING

LOCATIONThe subject property forms part of the suburb of Yatala approximately 38 radial kilometres south east of the Brisbane CBD and 6 kilometres south of the main retail and commercial hub in the suburb of Beenleigh. The property has good access to the Pacific Motorway via Pearson Road being some 1.8 kilometres to the north east which provides for multi directional access including wider access to the Logan Motorway and Gateway Motorway.

BRIEF DESCRIPTION

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

E-181

Indian Drive, Keysborough

40,810 sqmIndustrial 1 Zone - Greater Dandenong Planning Scheme

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Astral Pool Australia 21,500 m² 100% $94 /m² $2,021,645 $94 /m²$301,000

($14/m²) ($301,000) ($14/m²)21,500 m² $2,021,645

GLA Net Market Rent Lease Expiry Options WALE

21,500 sq.m $2,021,645 $2,021,645 30-Dec-30 - 15.01 by income21,500 sq.m $2,021,645 $2,021,645 15.01 by income15.01 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$32,282,8576.25%24 Months($63,463)$1,501.53

Capitalisation Approach, DCF Analysis

6.26%6.25%7.76%$1,502$791Shane Robb, FAPI Rachael Clohesy, AAPI Director and Certified Practising Valuer Certified Practising Valuer Australian Property Institute, Member No. 62534 Australian Property Institute, Member No. 79390

Source: Urbis

$32,342,983Derived ValueCPI Growth Rate 2.52%

Industrial Growth Rate 3.27%

Adopted Discount Rate 7.75%

Adopted Terminal Yield 7.00%

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

Major Ownership Issues

As the facility is yet to be constructed some development and construction risk exists despite a development agreement being in place. Similarly we have been provided with a copy of the Draft Lease however it is not signed and the Lessee will not be signed until the facility is complete, subsequently there is a risk the Lease will not entirely accord with the Draft Lease. This valuation assumes the satisfactory completion of the buildings and execution of the Lease in a largely similar format to the draft Lease.

Market Appeal

Strong demand currently prevails from private investors, syndicators and REITS (domestic and international) for industrial investments, particularly large investments ($20M+). 'As If Complete' the property will provide a new and modern industrial facility with associated ancillary hardstand areas and car parking. Acknowledging the price point of the asset, if offered for sale in the current market, the property would likely hold broad appeal, given its size, long term WALE and strong lease covenant. Accordingly at around 21,500m² we anticipate a moderate level of demand would be received from alternative occupiers for the warehouse, should it fall vacant.

Rate psqm of GLARate psqm of Site Area

Recent Sale We are not aware of any recent sale of the subject property.

Valuer(s)

Initial YieldEquivalent Market YieldInternal Rate of Return

Date of Valuation 31 December 2015$32,300,000Adopted Valuation (Rounded)

Basis of Value Market Value subject to the proposed tenancy.

Date Inspected 9 November 2015

VALUATIONValuation Approaches

Capital Value ($psqm) - Derived

Current Vacancy

Derived Value

Capital Adjustments Window

Current WALE (by Income)

VALUATION - AS IF COMPLETE

TOTALAstral Pool Australia

Adopted Core Capitalisation Rate

Total Capital Adjustments

At present, the property comprises a substantial vacant industrial allotment of some 40,810m² (4.08 ha) which is currently being developed with a large industrial facility. Upon completion, the facility will be occupied by Astral Pool Australia under a long term lease agreement. Improvements are proposed to comprise a two storey office component, production building and warehouse providing high clearance accommodation (min. cl. of 11.5m) with a combination of on-grade and recessed loading. In addtion to the main building improvements, the property will also comprise a super awning, drive-around access, areas of concrete hardstand, bitumen car park for 150 cars, expansion land of approximately 1,800m² and landscaping.

TENANCY DETAILSMajor Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $2,021,645

($301,000)TOTAL $2,021,645

LEGAL DESCRIPTION Parent Titles Volume 09578 Folio 900 and Volume 09635 Folio 911

SITE

Recoveries $301,000Outgoings (adopted)

SITE AREA 4.08 ha

ZONING

LOCATIONThe subject property is within 'The Key' Industrial Estate, situated on the north-western corner of the intersection of Greens Road and Eastlink. The site is located within the developing Stages 4 and 5 of The Key Industrial Estate; a popular and well-regarded estate within Melbourne’s south-eastern industrial sub-market, being located approximately 30 radial kilometres from the Melbourne Central Business District.The surrounding locality is developing, with surrounding development primarily consisting of a mixture of vacant land and modern warehousing/ distribution facilities. BRIEF DESCRIPTION

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

E-182

227 Walters Road, Arndell Park, NSW

30,875 sqm

IN1 General Industrial

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

DHL Supply Chain 17,733 m² 100% $120 /m² $2,039,295 $115 /m²

- - $0/bay - $0/bay

- - 0% - - -

$264,036

($15/m²) ($264,036) ($15/m²)

17,733 m² $2,039,295

GLA Net Market Rent Lease Expiry Options WALE

17,733 sq.m $2,123,785 $2,039,295 30-Jun-21 5+5 5.50 by income

17,733 sq.m $2,123,785 $2,039,295 5.50 by income

5.50 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$28,134,649

7.25%

24 Months

$6,442

$1,586.57

Capitalisation Approach, DCF Analysis

7.58%

7.28%

7.99%

$1,579

$907

Source: Urbis

$27,990,283Derived Value

CPI Growth Rate 2.66%

Industrial Growth Rate 3.16%

Adopted Discount Rate 8.00%

Adopted Terminal Yield 7.75%

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

Major Ownership Issues None

Market AppealOccupier - Good particulalry amongst logistics/transport usersInvestment - High given location, improvements, leasse duration and covenant profile. Buyer profile comprises institutional capital (local, global).

Rate psqm of GLA

Rate psqm of Site Area

Recent Sale No previous sale details recorded.

Valuers Lester Alvis, AAPI MRICS Jackson Alexander, PMAPI

Director and Certified Practising Valuer

Australian Property Institute

Assistant Valuer

Australian Property Institute

Registered Valuer NSW No. 30042 Registered Valuer NSW No. VAL038215

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 December 2015

$28,000,000Adopted Valuation (Rounded)

Basis of Valuation Market Value subject to the existing tenancies.

Date Inspected 20 November 2015

VALUATIONValuation Approaches

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

TOTAL

DHL Supply Chain

Adopted Core Capitalisation Rate

Total Capital Adjustments

Comprises a modern industrial 17,733 sq.m industrial facility comprising a high bay warehouse serviced by extensive docking and external awnings, together with separate office accommodation. Then property is fully let to DHL until 30 June 2021. Site area is 3.08 hectares (30,875 sq. m).

TENANCY DETAILSMajor Tenant Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $2,123,785

Car Parking -

Other

($264,036)

TOTAL $2,123,785

LEGAL DESCRIPTION Lot 100, DP1040605

SITE

-

Recoveries $264,036

Outgoings (adopted)

SITE AREA 3.09 ha

ZONING

LOCATIONThe subject property is situated on the corner of Walters Road and Great Western Highway, Arndell Park, approximately 35 radial kilometres west of the Sydney. The property forms part of the established Arndell Park industrial precinct which benefits from excellent road transport given its proximity to the junction of M4 Western and the M7 Westlink Motorways and the Great Western Highway.

BRIEF DESCRIPTION

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 December 2015

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

E-183

25-29 Jets Court, Melbourne Airport, Vic

28,776 sqm

NA - Commonwealth Land

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Agility Logistics Pty Ltd 15,544 m² 100% $82 /m² $1,247,728 $80 /m²

$251,771

($32/m²) ($498,151) ($32/m²)

15,544 m² $1,001,347

GLA Net Market Rent Lease Expiry Options WALE

10,245 sq.m $793,988 $793,988 31-Jan-21 Nil 3.00 by income

15,544 sq.m $1,278,683 $1,247,728 3.65 by income

3.65 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$11,278,204

8.50%

24 Months

($444,164)

$726

Capitalisation Approach, DCF Analysis

9.30%

8.63%

8.59%

$714

$386

Director and Certified Practising Valuer Certified Practising Valuer

Australian Property Institute, Member No. 62534 Australian Property Institute, Member No. 63317

Source: Urbis

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 March 2016

PURPOSE OF VALUATION

INTEREST VALUED 100% Freehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security purposes.

($498,151)

TOTAL $1,032,303

LEGAL DESCRIPTION Part of Commonwealth Land held in Certificate of Title Volume 8390 Folio 476

SITE

Recoveries $251,771

Outgoings (adopted)

SITE AREA 2.88 ha

ZONING

LOCATION

The property occupies a rectangular shaped allotment of some 28,776m² situated at the southern end of Jets Court, approximately 200 metres south of its intersection with Annandale Road, within the Melbourne Airport Business Park located at the southern fringe of Melbourne's International Airport. The Melbourne Airport Business Park is recently established business park popular with logistics and freight-forwarding facilities.

BRIEF DESCRIPTION

TOTAL

Agility Logistics Pty Ltd

Adopted Core Capitalisation Rate

Total Capital Adjustments

Developed in 2007, the property comprises two adjoining office/ warehouse facilities, each with separate entrances for both passenger vehicles and trucks. The warehouse components of each facility incorporate both recessed docks and on-grade loading points providing high bay accommodation. Ancillary improvements include extensive hardstand loading areas and car parking for approximately.

TENANCY DETAILSMajor Tenants Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $1,278,683

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

Basis of Value Market Value subject to the existing tenancy.

Date Inspected 11 February 2016

VALUATIONValuation Approaches

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 March 2016

$11,100,000Adopted Valuation (Rounded)

Major Ownership Issues Nil.

Market Appeal

The interest being assessed within this valuation is the leasehold interest, as Lessee, in a 28,776m² parcel of industrial land, expiring 30 June 2047, representing a term certain of 31.25 years. Whilst demand for industrial investments within the Melbourne market is particularly strong, being a leasehold asset, the depth of potential purchaser demand would likely be less than what would apply for a similar Freehold property. Tenants within the market in which the property resides have limited options for good quality space comparable to the subject.

Rate psqm of GLA

Rate psqm of Site Area

Recent Sale We are not aware of any recent sale of the subject property.

Shane Robb, FAPI Nathan McNabb, AAPIValuer(s)

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

$10,994,353Derived Value

CPI Growth Rate 2.52%

Industrial Growth Rate 3.27%

Adopted Discount Rate 8.75%

Adopted Terminal Yield 10.00%

E-184

Lot 3 Horsley Drive Business Park, Cnr Horsley Drive & Cowpasture Road, Wetherill Park NSW

As If Complete

57,558 sqm

SEPP (Western Sydney Parklands) 2009

PRIMARY TENANT AREA (GLA) AREA (%GLA) MARKET ($PA)

Martin-Brower Australia Pty Limi 18,840 m² 100% $204 /m² $3,579,600 $190 /m²

$480,304

($47/m²) ($880,323) ($47/m²)

18,840 m² $3,179,581

GLA Net Market Rent Lease Expiry Options WALE

18,840 sq.m $3,841,853 $3,579,600 31-Mar-36 5+5 20.01 by income

18,840 sq.m $3,841,853 $3,579,600 20.01 by income

20.01 Years -

CAPITALISATION APPROACH 10 YEAR DISCOUNTED CASH FLOW

$57,407,205

5.75%

12 Months

$2,110,144

Capitalisation Approach, DCF Analysis

5.99%

5.74%

7.25%

$3,052

$999

Source: Urbis

$57,531,774Derived Value

CPI Growth Rate 2.66%

Industrial Growth Rate 3.16%

Adopted Discount Rate 7.25%

Adopted Terminal Yield 6.50%

Disclaimer This Executive Summary should be used in conjunction with the Report and Valuation which follows, not in isolation. We consent to the Trustee and the Manager making a copy of the Full Valuation Report available for review.

Major Ownership Issues None

Market Appeal

Occupier - Good albeit the pre-lease market remains highly competitive and the property's specialised use. Occupier profile comprises cold storage logistics/wholesale/transport users.Investment - High given location, improvements, lease duration and covenant profile. Buyer profile comprises institutional capital (local, global).

Rate psqm of GLA

Rate psqm of Site Area

Recent Sale 90 year Leasehold interest from Western Sydney Parklands Trust to Australand Property Holdings Pty Ltd

Valuers Russell McKinnon, AAPI

Director and Certified Practising Valuer

Australian Property Institute

Jackson Alexander, PMAPI

Assistant Valuer

Australian Property Institute

Registered Valuer NSW No. 2875

Initial Yield

Equivalent Market Yield

Internal Rate of Return

Date of Valuation 31 March 2016

$57,500,000Adopted Valuation (Rounded)

Basis of Value Market Value subject to the existing tenancy.

Date Inspected 26 February 2016

VALUATIONValuation Approaches

Capital Value ($psqm) - Derived

Current Vacancy

VALUATION

Derived Value

Capital Adjustments Window

Current WALE (by Income)

$3,047

TOTAL

Martin-Brower Australia Pty Limited

Adopted Core Capitalisation Rate

Total Capital Adjustments

The property is DA approved (and under construction) for a 18,840 sq.m specialised cold storage warehouse and office facility comprising a high bay warehouse with freezer, chiller, dry storage areas, serviced by an ante room with extensive docking and external awnings, together with seperate two storey office accommodation. The property tenure will be 90-year leasehold, subject to a Sub-lease to proposed tenant Martin-Brower Ausdtralia P/L, with an anticipated practical completion date of 30 September 2016.

TENANCY DETAILS

Major Tenant Net Passing Rent

LETTABLE AREAS & INCOME ANALYSISPASSING ($PA)

Industrial $3,841,853

($880,323)

TOTAL $3,441,834

LEGAL DESCRIPTION TBC - currently an unregistered Lot in an unregistered DP

SITE

Recoveries $480,304

Outgoings (adopted)

SITE AREA 5.76 ha

ZONING

LOCATIONThe subject property will be located within the Horsley Drive Business Park at Wetherill Park, approximately 30 radial kilometres west of the Sydney CBD. The property will benefit from excellent road transport links given its proximity to the M7 Westlink Motorway and junction of the M4 Western Motorway. Wetherill Park is one Western Sydney's dominant industrial markets.

BRIEF DESCRIPTION

INSTRUCTING PARTY Frasers Centrepoint Limited (FCL) on behalf of Frasers Logistics & Industrial Trust

RELIANCE AUTHORITYFrasers Logistics & Industrial Asset Management Pte Ltd as Manager of FLT (‘REIT Manager’) and Perpetual (Asia) Limited as Trustee of FLT (‘REIT Trustee’)

DATE OF VALUATION 31 March 2016

PURPOSE OF VALUATION

INTEREST VALUED 100% Leasehold

IPO of Frasers Logistics & Industrial Trust, Asset Reporting and First Mortgage Security Purposes

VALUATION SCENARIO

E-185

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APPENDIX F

INDEPENDENT AUSTRALIAN INDUSTRIAL PROPERTYMARKET RESEARCH REPORT

F-1

Independent Australian Industrial Property Market Research Report 3 June 2016 Prepared for FRASERS LOGISTICS & INDUSTRIAL ASSET MANAGEMENT PTE. LTD. (as manager of Frasers Logistics & Industrial Trust) and Perpetual (ASIA) LIMITED (as trustee of Frasers Logistics & Industrial Trust) In Respect Of FRASERS LOGISTICS & INDUSTRIAL TRUST Prepared by Jones Lang LaSalle (NSW) Pty Ltd

F-2

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Table of Contents Executive Summary 2

Overview of the Australian Economy and Outlook 6

6

7

17 Major occupiers of industrial space and their industry sectors 24

Analysis of key competitors in the industrial real estate sector 27

Overview of Industrial property market 31

31

39

76

80 Comparative positioning of Frasers Logistics & Industrial Trust’s portfolio 82

82 Limiting Conditions 94

Appendix 1: SWOT analysis of FLT Australian industrial market exposures 95

F-3

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The Australian economy

Australian economic growth remains healthy, having expanded for 24 consecutive years without recession due to its diversity and multiple growth drivers. Real GDP is forecast to grow by 2.6 p.a. in the five years to 2020, in line with the previous 10 year annual average growth rate of 2.7% p.a.

The Australian economy is transitioning away from economic growth driven by mining investment and engineering spending, towards growth driven by consumer spending, public investment and greater export volumes.

Australia has an estimated resident population of more than 24 million people that is increasingly geographically concentrated, with almost 67% of people living in major capital cities. New South Wales is Australia’s most populous state, followed by Victoria, Queensland, Western Australia and South Australia.

Australia continues to benefit from a relatively strong population growth rate for a developed country, encouraged by a favourable government immigration policy that is targeting skilled migration to support economic activity. Over the ten years from June 2005 through June 2015 Australia’s population increased by 3.6 million people, an average growth rate of 1.7% p.a. Forecasts show that population growth is expected to remain reasonably robust at 1.3% p.a. over the five years to 2020. Population growth is a major underlying driver of demand for retail goods.

A strong housing development cycle is now underway to accommodate new Australian residents. Housing construction will continue to benefit the economy through greater employment, retail spending and demand for building materials over the next few years, further assisting in the transition of the economy.

Australia maintains a high ranking for foreign investment due to its economic growth prospects, highly skilled workforce, strategic location in the Asia Pacific and its strong regulatory environment. Investors also value transparency. Australian real estate markets lead the world in terms of transparency – Australia was ranked 3rd in the 2014 JLL Global Real Estate Transparency Index.

The Reserve Bank of Australia (RBA) has been acting to ensure stable economic growth outcomes and stable pricing, using accommodative monetary policy settings to assist in the rotation of the domestic economy. Consumer Price Index growth remains below the RBA target range of 2%-3% p.a. and is forecast to remain within this band over the 2015-2020 period, allowing more scope for further policy easing if deemed necessary to support growth. Lower interest rates have also assisted in lowering the value of the Australian dollar, with the dynamic of a weaker currency helping to assist Australia’s globally competing export industries.

Australian government bond yields have decreased substantially in recent years. The low bond yield environment has been supportive of higher real estate asset pricing as many property investors assess property returns against bonds. Despite firming industrial property yields in recent years, the spread to measures such as government indexed bonds remains historically wide. Bond yields are forecast to rise gradually as global interest rates begin to rise. While the extraordinarily low bond yield environment is not forecast to persist, the unwinding of recent

F-4

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low bond pricing is expected to be gradual and result in bond yields remaining below long-term average levels in the period to 2020.

Occupiers of industrial space in Australia

The transport and storage industry (including 3PLs), manufacturing, retail trade and wholesale trade sectors are the key occupiers of prime industrial property in Australia. Analysis of JLL Research data shows that since 2007 the most active individual occupier companies have been the largest 3PL providers and retailers.

Two factors that have been highly supportive of industrial tenant demand in recent years are e-commerce operators and international retailers establishing operations in Australia. Both factors require excellent goods handling and distribution systems to be successful and have been key factors in the growth of the 3PL segment in Australia.

The key drivers of industrial occupier demand growth are likely to be the ongoing consolidation in the 3PL sector, growing demand from international retailers for contract logistics users, as well as organic growth by major retailers that have come to the end of their accommodation’s useful life – generally driven by lease expiry, new stock management systems and new transport infrastructure.

While the mining sector has accounted for more than 10% of national economic output, industrial property displays only a limited exposure to the mining sector on a direct occupancy basis. Mining accounted for only 1% of major occupier take-up from 2007 to 2015. However, there is a higher exposure to mining in the Perth industrial market in particular. Despite this, the mining sector directly has accounted for only 7% of gross take-up in Perth since 2007, much of which is in owner occupied space.

Analysis of key competitors in industrial real estate

The Australian institutional industrial property market remains highly concentrated among approximately 10 major owners or managers. However, participation in the sector is also high from syndicators, private investors, developers and other boutique investment managers.

An analysis of the top owners/managers by area shows that the Frasers Logistics & Industrial Trust portfolio will be the fourth largest by area, after Goodman, Charter Hall and DEXUS. FLT will have one of the longest WALE by income with an occupancy rate toward the top of the range of funds that are key competitors. FLT will also benefit from having access to a sponsor with one of the strongest track records in industrial property development in Australia, traditionally one of the greater barriers to entry to foreign investors looking to grow their direct holding of industrial property in Australia.

In the direct market, other barriers to entry have traditionally existed for foreign investors, including: 1) relatively high existing institutional ownership of prime grade 1property in core markets; 2) scarcity of large portfolio offerings for sale in the direct market; 3) control of the land development pipeline by major institutional developers; 4) limited relationships between foreign

1 Prime Grade industrial property refers to property of a modern development of reasonable quality designed specifically for industrial use, with an office content of at least 10% and a total floor area exceeding 1,000m2. Prime Grade industrial properties incorporate modern office accommodation, adequate staff and customer parking and other servicing facilities and are located in areas of continuing industrial demand. The warehouse component should have adequate clearance, truck access, minimal columns, modern lighting and modern sprinkler systems.

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investors and Australian industrial tenants increase the management complexity of an Australian portfolio.

National property market overview

JLL has assessed the market value of the five major city industrial markets at A$40.2 billion at the end of December 2015. Sydney and Melbourne are the largest markets, followed by Brisbane, Perth and Adelaide.

The Australian industrial property sector is performing well, with solid occupier demand supported by organic business growth and new entrants to the Australian market meeting a subdued new supply environment. New construction in 2015 was only 1.3 million sqm, more than 20% below the 10 year average of 1.7 million sqm. New supply has been mostly pre-leased or purpose-built for corporate owners. As such, the proportion of speculative projects remains small. Looking further ahead, new supply in 2016 is likely to remain below average. In total 841,400 sqm is under construction and 624,800 sqm has planning approval or plans submitted for approval.

Occupier take-up has been above average in recent years, and despite a moderate slowdown in 2014, take-up was above average again in 2015 at 2.3 million sqm, well ahead of the 10 year average at 2.0 million sqm.

Current market fundamentals of relatively low supply, solid demand and a focus on tenant retention should result in ongoing high occupancy rates for prime grade industrial properties in Australia and favourable conditions for market rental growth in existing stock going forward.

Investment activity and cap rate trends

Industrial investment sales volume has been very strong and it is estimated that more than A$5.2 billion was sold in 2015, setting a new calendar year record. There has been strong competition between multiple parties for properties across most price points and risk spectrums. Higher transaction volume has been driven by institutional investors actively recycling capital and looking to redeploy that capital back into the industrial sector. Most of the domestic institutions owning substantial industrial property remain focused on increasing their exposure to the sector. Meanwhile, offshore investors have become more active in the Australian industrial sector in the past year.

Recent sales transaction evidence highlights that stronger prices are being paid for industrial property, resulting in firming cap rates and tighter spreads between prime and secondary grade assets. The weight of capital entering the Australian industrial sector is expected to further support this dynamic in 2016.

Australian industrial property yields have been broadly firming since late 2009, but yields have firmed strongly since the end of 2013. Further yield tightening is forecast through 2016, though the yield trough for this cycle is expected to occur in 2016 given the outlook for moderately rising global interest rates and bond yields.

Potential challenges for the industry

The relative scarcity of scalable investment opportunities will continue to present challenges for investors that are committed to growing their funds under management in the industrial sector. Another challenge for groups looking to grow their funds under management organically through development will be accessing readily zoned and serviceable land in core markets.

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A further, more localised, challenge will come with the closure of the Ford, Toyota and GM Holden car manufacturing plants in Melbourne and Adelaide in 2017. Combined these manufacturing plants occupy approximately 1 million sqm of industrial floor space. In the short term, the closure of these sites may have a negative impact through higher vacancy, subdued rental growth and lower land values in the precincts affected. The greatest impact is likely to be felt by secondary quality asset owners. In the medium to long-term, these sites will be redeveloped after a period of remediation and are likely to continue to be used for industrial purposes given their previous use, zoning and location.

The FLT portfolio has an indirect exposure to this challenge through ownership of several properties in Tullamarine in the North precinct of Melbourne, close to the Ford plant at Campbellfield. However, directly the FLT portfolio is exposed to a diverse range of automotive industry tenants in the aftermarket vehicle parts and truck supply industry, particularly tyre companies, which may benefit in some way from the closure of domestic car manufacturers and the greater demand for warehouse and storage requirements of car components for imported vehicles.

Comparative positioning of FLT portfolio

In many cases, the larger industrial portfolios in the Australian market form part of a diversified portfolio where direct investment in the industrial assets alone is not achievable and there are earnings sources in those vehicles other than rental income. For this reason, when looking at comparison with FLT, certain vehicles have been excluded from the analysis including DEXUS, Charter Hall Group, Stockland, Growthpoint and GPT. The rationale for exclusion has been outlined in this report in Figure 71.

The comparable listed and wholesale vehicles in Australia have been listed in Figure 72, while the comparable listed Singapore peers have been analysed in detail earlier in the report. Four SREITs have acquired assets in Australia, being Ascendas REIT, Mapletree Logistics Trust, AIMS AMP Capital Industrial REIT and Cache Logistics Trust. Australian assets make up just 5% to 11% of those SREITs portfolios.

The most relevant comparison to FLT is with the portfolio of 26 Australian logistics properties acquired by A-REIT for A$1.073 billion (announced in September 2015). The acquisition price reflected an equivalent yield analysed at 6.02%. At the time of announcing the transaction the portfolio had an average occupancy of 94.4% and a WALE of 5.9 years with a Gross Lettable Area of 630,945 sqm. The properties in the portfolio are located in the key cities of Sydney, Brisbane, Melbourne and Perth.

The portfolio of Australian assets acquired by A-REIT offer a comparable benchmark for FLT with both sharing a number of key portfolio metrics (analysed on page 92 of this report). The Australian acquisition established A-REIT as the 9th largest industrial landlord in the Australian market.

The single asset exposure in Australia of both Mapletree Logistics Trust and AIMS AMP Capital REIT make a market comparison to FLT not relevant. Likewise, the Australian properties acquired by Cache Logistics Trust, whilst enjoying strong occupancy and WALE, are considered to be in secondary sub-markets and have physical attributes not of the same standard as FLT. Further, the CLT portfolio does not benefit from the same scale as FLT and in consideration of these factors is considered inferior to the FLT portfolio.

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The Australian economy has expanded for 24 consecutive years without recession and the outlook is for further steady growth outcomes in the near term. Gross Domestic Product (GDP) expanded by 0.6% in the December 2015 quarter to be up 3.0% over the year to December 2015. This was ahead of market expectations and ahead of the historic 10-year annual average growth rate of 2.7% p.a. Australia’s economy has remained resilient in the face of global volatility and slowing economic momentum in emerging economies. As the mining investments slow down, the consumer and public sectors are gaining healthy momentum and are supporting Australian GDP growth.

Figure 1: Australian Real GDP Growth (Forecast to 2020)

Source: Deloitte Access Economics Business Outlook December 2015, JLL Research

Real GDP is forecast to grow 2.6% p.a. in the five years to 2020 (Figure 1). Growth is expected to be slightly below trend at 1.9% in 2016 as engineering construction spending decreases and employment in this sector slows. Private sector capital expenditure and falling engineering construction will continue to weigh on GDP for several years (reflecting the wind down in the investment period of the resources boom).

Growth is then expected to accelerate moderately through 2017 and 2018 to 2.7% and 3.0% in those years due to strong private consumption expenditure and stronger public consumption expenditure growth, as well as positive net exports growth. A strong housing development cycle is now underway and will benefit the economy through greater employment, retail spending and demand for locally-manufactured materials. Private sector housing investment is now providing a strong contribution to growth and is forecast to continue to do so until 2017. Recent record dwelling unit approvals and commencements data supports this forecast.

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Net exports are expected to make an increasingly significant positive contribution to growth over the next few years, reflecting the expansion in mining extraction and shipping capacity. This also reflects an overall decline in the value of imports as less capital goods are required for major resource projects.

Industry Analysis

The diversity of the economy, rather than its dependence on a few high-growth sectors, accounts in large measure for the relative stability of economic growth illustrated in Figure 1. The key drivers of future economic growth have shifted from the resources sector and exports toward broader-based growth such as domestic business investment, residential construction and consumer spending. Lower interest rates are supporting this shift with the housing sector and the retail sector now in a solid cyclical upturn.

Figure 2: Output by Industry Sector (2015*)

Source: Deloitte Access Economics Business Outlook December 2015, JLL Research * 2015 is estimated by Deloitte Access Economics

In Australia, the four largest sectors are:

1. Finance and Insurance (A$143 billion) 2. Mining (A$142 billion) 3. Business Services (A$140 billion) 4. Wholesale and Retail Trade (A$140 billion)

While the mining sector has clearly been the fastest growing sector in the last decade, with output having increased by 5.9% p.a. in the 10 years to 2015, the service sectors such as finance and insurance, business services, wholesale and retail trade, health and property services have driven the greatest share of long term economic performance. That is, growth in mining output was A$61.8 billion in the 10 years to 2015, accounting for 18% of the increase in total output in

Finance and insurance 10%

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Business services 10%

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Construction 9%

Health 8%

Manufacturing 7%

Public administration 6%

Recreational services 6%

Education 6%

Transport & storage 5%

Information services 4%

Property services 3%

Utilities 3%Farm 3%

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that period; whereas the combined increase in output from finance and insurance, business services, wholesale and retail trade, health and property services was A$157.8 billion, accounting for 46% of the total increase in output in that time.

Output in the finance and insurance sector increased 4.3% p.a. during this period, business services increased 2.3% p.a., wholesale and retail trade increased 2.5% p.a., health increased 4.4% p.a. and property services increased 3.0% p.a. over the 10 years to 2015. As such, Australia is not only reliant on the mining sector but is a diversified economy with many growth drivers.

Like most developed nations, the Australian economy is predominately services-based. Australia is also blessed with significant natural resources, including iron ore, coal and alumina, which has provided an important source of income to the national economy over recent years due to strong global commodity demand, from China predominately.

As Figure 3 shows, the sectors most supportive of industrial property occupier demand, namely wholesale and retail trade, transport and storage (including 3PL), construction and manufacturing are generally forecast to register strong growth on average over the five years to 2020. Output from the combined wholesale and retail trade sector is forecast to grow 2.9% p.a. The transport and storage sector is expected to grow 2.4% p.a. The construction sector is forecast to grow 1.1% p.a., despite the slowdown in the mining engineering space.

Figure 3: Output Growth by Industry % p.a. (Forecast 2015-2020)

Source: Deloitte Access Economics Business Outlook December 2015, JLL Research

Impact of Foreign Investment

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According to the Australian Bureau of Statistics, total foreign investment in Australia increased by 10% to A$2.8 trillion at the end of 2014. Portfolio investment accounted for A$1,524.0b (55%) of foreign investment in Australia. Direct investment accounted for A$688.4b (25% of total foreign investment), other investment for A$375.6b (13%) and financial derivatives for A$196.6b (7%).

The leading investor countries for the year ended 31 December 2014 were:

United States of America A$758.2b (27%) United Kingdom A$484.2b (17%) Belgium A$226.1b (8%) Japan A$174.7b (6%) Singapore A$80.2b (3%) Hong Kong (SAR of China) A$77.3b (3%).

The levels of Chinese and Indian investment in Australia have grown since 2005, reaching A$65 billion and A$11 billion respectively at the end of 2014.

Figure 4: Foreign Direct Investment in Australia – Level of Investment in 2014

Source: Australian Bureau of Statistics

Five major industries attract more than 75% of foreign direct investment in Australia, according to the Australian Bureau of Statistics. Mining and quarrying (38.4%), manufacturing (12.8%), finance and insurance services (9.6%), wholesale and retail trade (9.2%) and real estate activities (6.9%) made up the bulk of investment in 2014 (Figure 4). Other industries combined accounted for 12.9% in 20142.

2 Other industries include information and communication, construction, transportation and storage, electricity, gas, steam & air conditioning supply; water supply, sewerage, waste management & remediation activities, accommodation & food service activities, human health & social work activities,

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Figure 5: Foreign Direct Investment in Australia – Growth in 2014

Source: Australian Bureau of Statistics

Many sectors have recorded strong increases in foreign direct investment (FDI) in 2014 (Figure 5). Human health and social work activities saw an 87% increase in 2014, though FDI in this industry is fairly minor at only A$3.9 billion (or 0.6% of the total stock of FDI). Notably increases in FDI were in real estate activities (up 41% in 2014 to A$47.7 billion), Construction (up 13% to A$18.9 billion) and Transport and Storage (up 10% to A$13.6 billion).

The Australian Government has introduced various measures to enhance investment and create more trade opportunities in Australia. Key measures include:

The completion of three historic free trade agreements (FTAs) with China, Japan and Korea – Australia’s three largest export markets. These FTAs involve tariff reductions worth over A$6 billion. The FTAs will help attract investment in Australia, make key industries more competitive and increase opportunities for Australian businesses. This will help drive growth, increase productive capacity, create jobs and improve access to international markets for Australian exporters. These reduced trade barriers make Australian exports – including from key Australian industries such as agriculture, resources and manufacturing – relatively cheaper and therefore more competitive.

Strengthening Australia’s ability to attract foreign investment. The Government has committed to providing A$30.0 million over four years to attract major job creating investment in each of the Government’s five investment priority areas: infrastructure; tourism; resources and energy; agribusiness and food; and advanced manufacturing, services and technology. Funding will also provide for investment attraction events, detailed market research and analysis to support and promote investment within Australia.

professional, scientific & technical activities, administrative & support service activities and agriculture, forestry & fishing.

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In South Australia, further progress has been made with regards to abolishing Stamp Duty tax on transfers of non-residential, non-primary production real property. This will be phased out starting 1 July 2016, before being completely abolished from 1 July 2018. As a result, property investment in South Australia will incur reduced costs and be more attractive for trading opportunities where stamp duty had previously been cost prohibitive.

Australia ranks highly for foreign investment due to a combination of its consistent economic growth, highly skilled workforce, its strategic location in the Asia Pacific, strong regulatory and business friendly environment.

According the Department of Foreign Affairs and Trade:

The quality of governance in Australia is among the best in the world, with Australian ranking tenth in the World Bank’s Worldwide Governance Indicators in 2012.

Australia is the fourth easiest place in the world to set up a business (World Bank Doing Business 2013 report).

Australia’s workforce is one of the most educated in the world with almost 40% holding a tertiary qualification (ranking tenth in the Organisation for Economic Co-operation and Development (OECD)) and just under 2% holding a doctorate (ranking ninth in the OECD).

Transparency is a highly-valued attribute for attracting cross-border investment. For long-term investors, transparency translates into sustainable growth. The Australian commercial real estate market is highly sophisticated and transparent. Australian real estate markets lead the world in terms of transparency. Australia was rated 3rd in the 2014 JLL Global Real Estate Transparency Index.

In Australia’s highly transparent market, foreign investors face the same type of market conditions as local investors, and can expect accurate market and financial information, reliable performance benchmarks, clarity regarding taxation and regulation, fair treatment in the transaction process, and high ethical and professional standards.

The combination of highly developed and transparent real estate markets and a strong, developed economy makes Australian real estate attractive for global property portfolios. Australia’s stable economy has been resilient and has now expanded continuously for 24 years. Further, with a large endowment of national resources as well as a sophisticated and expanding services sector, the country is ideally positioned to continue to capitalise on Asia’s rapid economic growth.

The Reserve Bank of Australia (RBA) has been targeting a lower currency value in recent years to assist in the transition of the Australian economy. While not directly targeting the exchange rate, a lower cash rate target has assisted in reducing the attractiveness of the Australian dollar from a carry trade perspective. The Australian dollar has depreciated significantly against the currencies of some of its largest trading partners (Figure 6). Most notably, after holding parity with the US dollar throughout much of 2011 and 2012, the A$1:USD cross has declined from a peak of 1.094 in July 2011 to 0.7140 in February 2016, a decrease of 34.8%.

The RBA has kept interest rates on hold at a record low 2.00% for nine consecutive months and has recently adopted a further easing bias for future interest rate decisions, noting in the February 2016 Monetary Policy Decision statement “the exchange rate has been adjusting to the evolving economic outlook” and “continued low inflation would provide scope for easier policy, should that be appropriate to lend support to demand.”

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Also notable is the decline against the currencies of some of the most notable offshore buyers of Australian commercial real estate in recent years. In the four years to February 2016, the Australian dollar has declined by 31% against the China Yuan Renminbi, 27% against the Korean Won, 24% against the British Pound and 25% against the Singapore Dollar.

However, the Australian dollar has declined by only 19% against the Euro in this time and by 7% against the Japanese Yen. Overall, based on the Trade Weighted Index, Australia’s currency has declined by 22% against its major trading partners in the last four years and by 4% in the last year.

Figure 6: Exchange Rate Movements: A$1 to Select Currency Crosses (February 2016)

Period USD CNY JPY EUR KRW GBP SGD Trade

Weighted Index

1 Year -8% -4% -13% -6% 3% 2% -5% -4%

2 Years -20% -15% -11% 0% -7% -4% -11% -11%

3 Years -31% -27% -15% -16% -20% -24% -21% -21%

4 Years -34% -31% -7% -19% -27% -24% -25% -22%

5 Years -30% -30% -3% -12% -23% -18% -22% -19%

Source: Reserve Bank of Australia, JLL Research

The dynamic of a weaker currency is helping to assist Australia’s globally competing export industries, notably mining, as well as tourism and other services. A weaker Australian dollar is seeing Australians redirect spending from overseas travel to domestic holidays – resulting in more consumption spending remaining in Australia.

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Key Economic Drivers of Each State and Territory

Australia’s population of more than 24 million people is geographically concentrated, with around 67% of the population living in the major capital city markets3. As a consequence, the scale of Australia’s major capital cities means the bulk of industrial property markets are located in core precincts in each major city.

Figure 7: Distribution of Australian Population (June 2015)

Source: Australian Bureau of Statistics, JLL Research

New South Wales is Australia’s most populous state with 7.6 million people in June 2015, followed by Victoria with 5.9 million people, Queensland with 4.8 million, Western Australia with 2.6 million people and South Australia with 1.7 million people. The three other States and Territories combined (*Rest of Australia) have 1.2 million people and account for only 5% of the population (Figure 7).

Population growth in the last decade has been among the strongest in Western Australia and Queensland, growing by 2.6% p.a. and 2.0% p.a. in the 10 years to June 2015. Significant growth in both states has also occurred in regional locations due to the distribution of mining and resource service towns.

3 67% of the Australian population was estimated by the Australian Bureau of Statistics to reside in the combined Greater Capital City Statistical Areas as of 30 June 2014 (including Greater Sydney, Greater Melbourne, Greater Brisbane, Greater Adelaide, Greater Perth, Greater Hobart, Greater Darwin and the Australian Capital Territory).

New South Wales32%

Victoria25%

Queensland20%

Western Australia11%

South Australia7%

Rest of Australia*5%

* Rest of Australia includes Tasmania, Northern Territory and Australian Capital Territory

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Figure 8: Growth of Australian Population by State and Territory

Source: Australian Bureau of Statistics, Deloitte Access Economics Business Outlook December 2015, JLL Research

The largest states of New South Wales and Victoria are both expected to grow around 500,000 people in the five years to 2020, while Queensland is expected to attract a further 332,000 residents. Western Australia is forecast to maintain the second strongest overall growth rate at 1.4% p.a. and attract a further 195,000 residents, while South Australia is expected to grow by a further 71,000 people or 0.8% p.a. (Figure 8).

Figure 9: Composition of Australian Output by State and Territory

Source: Deloitte Access Economics Business Outlook December 2015, JLL Research

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New South Wales and Victoria are Australia’s largest economies, estimated to produce A$512 billion and A$360 billion in Gross State Product in 2015. Queensland will produce A$304 billion in 2015, followed by Western Australia with A$279 billion and South Australia at A$100 billion. Figure 9 outlines each state and territory contribution to national output in 2015.

Sydney is Australia’s largest city and the capital of New South Wales, Australia’s most populous state. The New South Wales economy is the corporate capital of Australia and the Sydney office market is the largest in Australia. Sydney is the preferred location for the headquarters of most major Australian firms and the head office of Australian operations for global firms.

Melbourne is the capital of Victoria, Australia’s second most populous state. Melbourne is the manufacturing capital of Australia. However, it is also the headquarters for some of Australia’s largest corporates (e.g. ANZ, BHP Billiton, NAB), albeit fewer than in Sydney.

The Queensland economy has been buoyed by the global resources boom, largely driven by demand for coal from China. This state-wide economic growth has been particularly strong right across South East Queensland which includes the state's capital city, Brisbane, as well as other major coastal regional towns. Industrial property investment has been attracted to the state by its strong economic and population growth rates.

Perth is the capital of Western Australia and is the most geographically remote major city in Australia. In economic terms, Western Australia has been Australia’s fastest growing state. The Western Australian economy has been positively impacted by the global resources boom and has benefited from very strong population growth.

South Australia is the smallest of mainland states in terms of population and economic output. However, Adelaide does have a significant manufacturing sector. While South Australia has not benefited from the resources boom to the same extent as Western Australia and Queensland, the state does have significant resource reserves that may result in production sometime in the future.

Figure 10: Economic Performance of Australian States and Territories

Gross State Product

10 Years to 2015* 5 Years to 2020 (forecast)

New South Wales 2.0% 2.4%

Victoria 2.1% 2.4%

Queensland 3.0% 3.7%

Western Australia 5.1% 2.5%

South Australia 2.0% 1.7%

National 2.7% 2.6%

Source: Deloitte Access Economics Business Outlook December 2015, JLL Research * 2015 data is forecast by Deloitte Access Economics as at December 2015

The forecast economic performance of each of the states and territories is outlined in Figure 10.

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The New South Wales economic growth rate has been steady in the 10 years to 2015, increasing by 2.0% p.a. on average. The outlook is expected to be marginally stronger; gross state product in New South Wales is expected to grow by 2.4% p.a. on average in the five years to 2020. A driving factor of the stronger growth outlook for New South Wales is an increase in residential building activity and associated improvement in employment and service sectors such as banking, retail and property services.

Victoria has grown at a similar rate as New South Wales in the past decade at 2.1% p.a. and is also forecast to grow by 2.4% p.a. in the next five years. Victoria is expected to benefit from ongoing steady population growth at a rate above the national average, primarily due to net overseas migration, as well as a meaningful improvement in private consumption expenditure growth of 3.2% p.a. in the five years to 2020, ahead of the 2.5% p.a. recorded in the 10 years to 2015.

Western Australia and Queensland have been among the fastest growth economies in Australia in the past decade due to the surge in resource investment spending in both states and the associated increase in population and income growth. Western Australia gross state product increased 5.1% p.a., while in Queensland growth was solid at 3.0% p.a. in the 10 years to 2015. The resource-rich economies of Queensland and Western Australia continue to benefit from the commodities boom through net exports growth. However, investment is declining as resource projects enter the production phase and this is having an impact on economic growth as employment, incomes and confidence taper. The outlook is for Western Australia to grow by 2.5% p.a. and Queensland by 3.7% p.a. in the five years to 2020.

South Australia is a smaller economy with fewer obvious strong economic growth drivers. South Australia’s economy expanded by 2.0% p.a. in the past decade and is forecast to increase by 1.7% p.a. in the next five years.

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Expanding GDP is a key driver of industrial sector occupier demand, representing the growing value/volume of transactions recorded in the broader economy and supporting consumer confidence and business expansion. The Australian economy has expanded for 24 consecutive years without recession and is forecast by Deloitte Access Economics to grow by 2.6% p.a. in the five years to 2020.

Population Growth

Australia’s strong population growth rate and highly concentrated major cities is driving strong growth in consumption expenditure and is flowing through into higher demand for imported goods, growth in retail spending and record housing activity. In a shift to consumption driven economic growth, these factors are expected to support activity for many years to come, encouraged by favourable monetary and fiscal policy settings.

Australia’s strong population growth rate is amongst the highest of its peers in the Asian region and amongst other mature global economies. According to World Bank population growth data for the period 2010 to 2014, Australia has grown at more than double the rate of the United States and United Kingdom, and three times the rate of major European countries including Italy, France and Germany.

Figure 11: Australian Population Growth Rate (Forecast to 2020)

Source: Deloitte Access Economics Business Outlook December 2015, JLL Research

Australia continues to benefit from a relatively strong population growth rate for a developed country, encouraged by a favourable government immigration policy that is targeting skilled migration to support economic activity. Over the ten years from June 2005 through June 2015 Australia’s population increased by 3.6 million people, an average growth rate of 1.7% p.a. Deloitte Access Economics forecasts show that population growth is expected to remain reasonably robust at 1.3% p.a. over the five years to 2020 (Figure 11). Population growth is a major underlying driver of consumption spending and demand for retail goods (both traditional and e-Commerce).

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Goods Imports and Port Activities

Consumption expenditure in Australia is the largest component of GDP4 (approximately 73% in total). The private sector accounts for 76% of consumption expenditure while the public sector accounts for 24%. Australia’s major city population bases are heavily reliant on imported goods for consumption. Growth in imported consumption goods is a key driver of occupier demand for industrial warehouse and distribution space.

Figure 12: Goods Imports in Balance of Payments Terms (Forecast to 2020)

Source: Deloitte Access Economics Business Outlook December 2015, JLL Research

The total value of goods imports (A$b current prices) shows that imports of goods have increased 5.6% p.a. on average between 1995 and 2015 (Deloitte Access Economics). Further steady growth in goods imports is expected to provide a solid base for growth in demand for warehouse and logistics facilities. Deloitte Access Economics forecast goods imports will increase 3.6% p.a. in the five years to 2020 (Figure 12).

4 When GDP is measured in expenditure terms, it equates to the sum of consumption (C), investment (I), government spending (G), and net exports being gross exports minus gross imports (X-M). Consumption expenditure includes durable goods, non-durable goods, and services. C, G and I are expenditures on final goods and services.

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Figure 13: Shipping Port Container Trade (TEU growth % p.a.)

Source: NSW Ports, Port of Brisbane Corporation, Port of Melbourne Corporation, Fremantle Ports

Container trade growth has historically had a reliable relationship with industrial sector occupier demand (as well as rents and land values). In particular, turning points in the growth rate of shipping container volumes have been a good indicator of turning points in the change in occupier demand.

Total container trade growth across the major capital city shipping ports has recovered from the global trade slowdown as a result of the Global Financial Crisis. The positive annual growth in container trade at Australia’s major shipping ports over the last five years points to steady growth in demand for warehouse and distribution space in the industrial sector (Figure 13).

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Housing Activity

Figure 14: National Dwelling Unit Approvals (Rolling Annual)

Source: Australian Bureau of Statistics, JLL Research

A strong housing investment cycle is presently underway in Australia (Figure 14). The housing sector is a broad industrial space demand driver because of its linkages to building materials providers, wholesalers, household goods retailers and the transport and logistics industry. Indirectly, the housing construction industry is a large employer and drives greater flow-on economic activity that is beneficial for the industrial sector.

Given that there is a significant lag between dwelling approvals, construction starts, development completion and the occupation and furnishing of new homes, the cycle of housing-related activity that is now underway should be supportive of the industrial sector for some time to come. Deloitte Access Economics forecast growth in private housing investment of 4.7% in 2016 and 3.0% in 2017.

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Inflation, RBA Interest Rate and Bond Yields

Figure 15: Headline CPI Annual % Change (Forecast to 2020)

Source: Australian Bureau of Statistics, Deloitte Access Economics Business Outlook December 2015, JLL Research

Australian CPI (inflation) remains below the RBA target band of 2.0% to 3.0% p.a. (at 1.7% headline in December 2015). Inflation is forecast to remain benign at 1.9% in 2016, before rising moderately to 2.5% in 2017 and 2018 and averaging 2.3% p.a. over the 2015-2020 forecast period, within the RBA target band (Figure 15).

Figure 16: Cash Rate Target (Official Interest Rate)

Source: Reserve Bank of Australia

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The RBA last cut the official interest rate by 25 basis points to 2.00% at its May 2015 meeting. In total, rates have been cut 275 basis points in the current easing cycle that began in November 2011 (Figure 16). Recent policy decision statements have adopted a further easing bias, focusing on the elevated currency, Australia’s declining terms of trade and the uncertain global economic outlook.

Bond yields have decreased substantially in recent years and the yield curve has flattened considerably. Many property investors assess property returns against measures such as the Commonwealth Government 10-Year Bond Rate. The 10-Year Government Bond was 2.85% in December 2015, a decrease of 271 basis points from 5.56% five years prior in December 2010. The spread between prime grade industrial property and 10-Year Government Bonds widened significantly during the period from December 2010 to December 2012 as bond yields compressed. Despite firming industrial property yields since that period, the spread to Indexed Bonds remains historically wide.

With the spread between property yields and the bond rate widening as bond rates decreased faster than property yields, investors have increased pricing for prime grade assets, resulting in tightening property yields.

Figure 17: Commonwealth Government 10-Year Bond Yield (Forecast to 2020)

Source: Deloitte Access Economics Business Outlook December 2015, JLL Research

The Australian Government 10-Year Bond Yield is forecast to remain low over the next year, averaging 2.73% in 2016 (Figure 17). Bond yields are then forecast to rise gradually as economic growth is expected to increase, resulting in tighter monetary policy settings being adopted by the RBA, and as global interest rates begin to rise, initially in the United States, and eventually more widely. The Commonwealth Government 10-Year Bond is forecast to increase to 4.26% in 2020.

While the extraordinarily low bond yield environment is not forecast to persist, the unwinding of recent very low bond pricing is expected to be gradual and remain well below long term average levels in the forecast period. In the short-term, low bond yields will be supportive of

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industrial real estate pricing. In the medium term, if bond yields do rise gradually as forecast, industrial real estate yields are likely to move higher in tandem with bonds as investors seek to maintain a risk premium for property over bonds.

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The occupier themes and trends prevailing in the industrial market at present are favourable for owners of well-located and well-specified core-style logistics and distribution facilities; these include:

the trend for retailers and manufacturers to outsource distribution functions to third party logistics providers (3PLs);

the growth in online retail spending and international retailers entering the Australian market for the first time, which are complimentary to the trend toward 3PL demand;

major retailer groups are expanding their requirements; organic growth driving tenants to consolidate operations into single larger distribution

facilities; growing demand for temperature controlled facilities.

Furthermore, ongoing urban regeneration initiatives by state and local governments have the potential to stimulate demand by a various range of occupiers in the next few years on a meaningful scale, particularly in Sydney, as occupiers are displaced by rezoning and redevelopment activity.

Figure 18: National Gross Take-up by Industry Sector (2013 to 2015)

Source: JLL Research

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Retail Trade

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The retail industry is one of the major occupiers of prime industrial property in Australia – both directly and indirectly through the use of 3PL providers for domestic distribution (Figure 18). 3PLs play an integral role in the Australian retail sector through the provision of specialised outsourced distribution and logistics functions for a large proportion of the domestic and international retailers.

Analysis of JLL Research data shows that since 2007 the most active occupiers in the Australian industrial market are the largest 3PL providers and retailers (Figure 19).

Figure 19: Most Active Industrial Occupiers since 2007 (by Area)

3PL Retail

Toll (Japan Post) Linfox Woolworths Kmart

DHL CEVA Logistics ALDI Coca-Cola

DB Schenker TNT Bunnings Ikea

Mainfreight Australia Post / StarTrack

Coles Target

Australia Post Rand Transport Metcash Super Retail Group

Source: JLL Research

3PL providers have been active in the leasing market as a result of general outsourcing of distribution functions by corporates, the growth in parcel shipping due to online retail, new business from offshore retailers entering the Australian market and a general drive to consolidate operations in one facility or cluster of facilities to maximise supply chain and transport efficiencies in their businesses. As a result, there has been both and expansion and consolidation by major occupiers Toll, DHL, CEVA and TNT at a national and regional level.

The globalisation of the logistics sector is another factor that may have an impact on industrial property owners moving forward. A prominent example is the take-over of the previously ASX-listed Toll Group by Japan Post in 2015. As outline above, Toll is one of the largest and most active occupiers of industrial space in Australia. DB Schenker and Kuehne + Nagel are two more examples of global logistics specialists growing their footprint and capability in the Australian market. Competition and margin compression in the third-party logistics sector is resulting in these occupiers using their real estate strategy as an enabler of efficiencies in their transport and full supply chain network. In Australia, this has recently meant consolidating their operations and committing to long term leases in new purpose-built facilities in core industrial locations in the major cities. Frasers Logistics & Industrial Trust can benefit from this trend due to the quality and location of its properties, which will appeal to this segment of the occupier market. More broadly, the Frasers Property Australia platform is well positioned to capture new demand from this sector in the form of pre-lease developments.

The major Australian retailers have also driven a round of activity in recent years by committing to a number of regional or state level distribution centres, often employing the latest design elements, automation and expansion clauses in order to future-proof the facility for growth in their business. Given that major retailers generally commit to pre-lease a facility on a long-term lease, new commitments from these groups is generally driven by lease expiry, outgrowing their existing location, taking advantage of new transport infrastructure or changes in their supply chain network.

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As discussed earlier in this report, the mining sector has accounted for more than 10% of national economic output. Despite this, industrial property displays only a limited exposure to the mining sector on a direct occupancy basis. Mining accounted for only 1% of major occupier take-up on a national basis in the period from 2007 to 2015. However, there are regional variations in exposure to mining, as well as indirect exposure to the sector through demand for materials and support services.

The industrial market with the greatest direct exposure to resources is Perth. Despite this, occupier take-up in Perth since 2007 has been driven by the transport and storage sector (34%), followed by manufacturing (21%), retail trade (10%) and construction (10%). The mining sector directly has accounted for only 7% of all gross take-up (> 3,000sqm) in Perth since 2007. What this demonstrates is the diversity of industrial demand in the Perth market. However, it must be noted that the ANZSIC5 industry codes have been applied to occupiers (as used by the ABS) and in some cases, occupiers in the manufacturing sector and construction sector may be closely linked to the resources / mining investment industry and supply services such as materials or engineering support to the resources sector.

The mining sector in Perth has directly accounted for 25,000 sqm or less of gross take-up in any given year. Mining sector industrial occupiers are most prevalent in the East sub-precinct. Approximately 91,000 sqm of mining sector occupier moves have been recorded in the East precinct since 2007, accounting for 11% of demand in the East in that time. Many of these facilities are used as operations bases and have very high office content – often 80% to 100% of the facility. These include facilities for Rio Tinto, SGS Australia, Schlumberger Oilfield, Terex Mining, Orica, Chevron, Roy Hill, Byrnecut and Neptune Marine Services. Around half of these mining-related facilities in the East are owner occupied.

On the other hand, mining industry occupier take-up has accounted for only 2% in the South and 3% in the North since 2007. In summary, while the Western Australia economy is undergoing some cyclical and structural adjustments at present, generally considered to be a headwind to overall final demand growth, the growth in the population base of the Perth metropolitan area in the last decade or so is supporting industrial sector occupier demand from third party logistics providers, retail groups and wholesalers – all traditional sectors of industrial demand – as the Perth market becomes more relevant to corporates.

5 The Australian and New Zealand Standard Industrial Classification (ANZSIC) has been developed for use in the compilation and analysis of industry statistics in Australia and New Zealand. The Australian Bureau of Statistics and Statistics New Zealand jointly developed this classification to improve the comparability of industry statistics between the two countries and with the rest of the world.

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Much of the recently developed prime grade logistics stock is held by a core group of investors who have developed major master planned industrial estates and business estates in the eastern seaboard markets of Sydney, Melbourne and Brisbane. This stock is typically retained by the owner and held in listed trusts and wholesale funds.

Most of the domestic institutions holding substantial industrial property are now focused on increasing their exposure to industrial property. Furthermore, a number of offshore funds and smaller boutique funds are looking to grow their presence in the market.

The Australian institutional industrial property market remains highly concentrated among approximately ten major owners or managers. However, participation in the sector is also very high from many smaller operators including syndicators, private investment companies and developers.

An analysis of the top 10 owners/managers by Gross Lettable Area sqm is provided in Figure 206.

Figure 20: Australian Industrial Property Owners/Managers (by Area)

Source: Company Data (multiple sources) as at October 2015

Based on available company data, the Frasers Logistics & Industrial Trust portfolio will be the fourth largest by Gross Lettable Area after Goodman, Charter Hall and DEXUS. FLT will have one of the longest WALE by income with an occupancy rate toward the top of the range of funds that are key competitors. Stockland has a very similarly sized industrial portfolio; however, the Stockland portfolio includes a number of suburban office and business park assets.

6 Based on the latest available data.

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The most active developers of prime distribution properties in Sydney, Melbourne and Brisbane have been Goodman, Frasers Property Australia and DEXUS Property. These three groups have the deepest land banks and development capability of the major institutions in these markets.

Using JLL Research occupier move data, JLL estimate that Frasers Property Australia enjoys an annual (calendar year) market share of major development market of between 15% and 25% based on analysis of historic data from 2001 to 2015.7

Frasers Property Australia has developed in excess of 1.68 million sqm of major projects in Australia between 2007 and Q2 2015 according to JLL construction records, much of which has been sold on market or on a fund-through basis in off-market transactions, particularly to the GIC Real Estate/Australand Joint Venture through the period 2011 to 2014. With 92 separate projects completed, Frasers completed approximately 198,000 sqm p.a. at an average of 18,300 sqm per project (including multi-let facilities).

Goodman has developed in excess of 1.94 million sqm between 2007 and Q2 2015. Goodman has retained much of its developed assets in third-party platforms. Goodman has developed 230,000 sqm p.a. on average during this period, with 93 projects completed for an average of 20,900 sqm per project (including multi-let facilities)

DEXUS Property Group has developed approximately 403,000 sqm between 2007 and Q2 2015. This equates to 47,400 sqm p.a. over 24 major projects averaging 16,800 sqm in Sydney, Melbourne and Brisbane. Through its joint venture with the National Pension Service of Korea in the Australian Industrial Partnership, DEXUS has sold down most of its interest in the DEXUS Industrial Estate in Laverton North, Melbourne and Quarry East estate at Greystanes, Sydney.

Charter Hall, through its partnership with part-owned developer CIP, has increased its development capability and is increasingly focused on developing core product to grow assets under management. GPT Group is also actively focusing on development opportunities, as is Stockland.

Barriers to entry for foreign investors

In the direct industrial market, a number of barriers to entry have traditionally existed for foreign investors looking to grow a platform of reasonable scale in the Australian market. These include (but are not limited to):

1) The relatively high institutional ownership of prime investment grade distribution and logistics property in core markets, along with the fragmented nature of ownership of non-core assets in major markets by private investors, syndicates, corporates and other boutique managers.

2) The limited number of major portfolio offerings in past cycles and their limited scale. Prior to 2014, the largest portfolio sales in the direct market in Australian were a little above A$200 million, and their portfolio metrics such as WALE, building age and quality were often considered inferior by foreign investors. To circumvent this, foreign investors have increasingly invested in major unlisted wholesale funds or looked to mergers and acquisitions to secure a major allocation to good quality, well-managed Australian industrial assets.

7 FPA market share was not calculated in 2013 and 2014 and in 2008 and 2009 was a combined 15% average across both years.

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3) Control of the land development pipeline has limited the opportunities to acquire core logistics assets. Major institutional developers have in most cases in recent years chosen to hold onto development assets to seed new funds, partnerships or joint ventures, or to grow their own assets under management. These arrangements are effectively causing a large volume of the pre-lease development stock that might normally be offered to the market taken off market via pre-funding agreements. During this period (~2009 to 2013), very few large scale core logistics assets were traded.

During this time, a number of foreign groups created joint venture funds with reputable institutional developers to acquire newly developed assets on a fund-through basis. This secured a pipeline of good quality assets at the same time as de-risking a developer’s land holding to an extent. Examples of this include GIC Real Estate (Singapore) partnering with Australand; National Pension Service (Korea) partnering with DEXUS; Employees Provident Fund (Malaysia) partnering with Goodman; and CPPIB (Canada) partnering with Goodman. A number of sophisticated passive Australian capital sources have also undertaken partnering arrangements with domestic managers to ensure a pipeline of deal flow in the sector.

4) Given the limited ownership of industrial property by offshore groups in the past, foreign investors have limited relationships with Australian industrial tenants and may find managing a portfolio difficult on a day-to-day basis from afar. Selecting the right domestic partner or management team is a key challenge.

Despite these barriers to entry, there is now a greater level of offshore investor participation in the Australian industrial market than there was only a few years ago. Offshore investors and their capital sources are increasingly focusing on the Australian market, driven by the hunt for yield and to expand their pipeline of potential investment options. New managers, backed by offshore capital and aggressive growth mandates, are visiting Australia regularly to assess opportunities to seed new investment funds.

Figure 21: Prime Grade Industrial Yields: Select International Markets (Q3 2015)

Source: JLL

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Exceptionally accommodative monetary policy settings in major developed economies continue to fuel the global hunt for yield. Australia’s relatively high entry yields compared to most international markets make Australia an attractive destination for offshore capital (Figure 21).

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JLL has assessed the market value of the five major city industrial markets at A$40.2 billion at the end of 20158 (Figure 22). Sydney and Melbourne are the largest markets by value, accounting for 44% and 26% respectively. The Brisbane market accounts for approximately 18% of capital stock, followed by Perth at 9% and Adelaide at 4%.

Figure 22: Estimated Australian Industrial Investment Universe (by Value)

Source: JLL

Sydney is also the largest market by physical stock, accounting for 38%, while Melbourne is the second largest Australian market by physical stock at 33% (Figure 23). Brisbane accounts for 16% of the industrial stock base.

8 JLL has undertaken to calculate the Australian industrial investment universe using a ‘ground up’ process. The development project history for all projects > 5,000 sqm in all cities since 1991 has been aggregated and capitalised at the current estimated average net face rent and average equivalent yield.

Sydney 44.1%

Melbourne 26.0%

Brisbane 17.7%

Adelaide 3.7%

Perth 8.6%

2015 Market Capitalisation = $40.2 billion

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Figure 23: Estimated Composition of Physical Industrial Stock (by Area)

Source: JLL

The Australian industrial property sector is performing reasonably well at present. Solid occupier demand is being supported by organic business growth and new entrants to the Australian market. The new supply environment, on the other hand, remains subdued relative to the long-term average.

Figure 24: National Industrial Supply Pipeline

Source: JLL Research

Sydney 38.0%

Melbourne 33.2%

Brisbane 16.3%

Adelaide 5.5%Perth 7.0%

2015 Stock by Area = 29.3 million sqm

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The industrial development sector at present is dominated by a small number of institutional groups with established land banks. A number of larger private developers and boutique groups are also competing for development opportunities.

Despite a sharp reduction in activity over recent years, the development market in 2016 remains fairly active. Approximately 1.3 million sqm of new supply was completed in 2015 (major projects), well below the 10 year annual average of 1.7 million sqm (Figure 24).

New supply has been mostly pre-leased or for corporate owners committing to new design & construct deals. As such, the proportion of speculative projects under construction remains small. More than 89% (by area) of all stock under construction as of 4Q15 is pre-committed and that ratio is expected to increase as projects are nearer to completion.

Looking ahead, supply looks likely to also remain below the 10 year average in 2016 with the pipeline largely made up of projects in the planning stages. In total, 841,400 sqm is under construction and scheduled to complete in 2016, while a further 509,400 sqm has planning approval and 115,500 sqm has plans submitted for approval.

The longer term outlook is less certain given the shorter planning and construction turnaround required for industrial development. At present, there is a strong competition for good quality stabilised existing assets. However, more investment managers have purchased land recently or are looking to acquire land in order to build assets under management in key markets, while delivering a higher yield on cost. This may result in an increase in development activity and competition for tenants by developers.

Figure 25: National Industrial Occupier Gross Take-Up

Source: JLL Research

Figure 25 illustrates, occupier take-up was above average nationally in 2012 and 2013 and despite a moderate slowdown in 2014, occupier take-up was well above the 10 year average in 2015. Demand has been driven by organic business growth, consolidation of operations and the implementation of new practices by tenants to drive efficiencies in their supply chain from real estate.

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Gross take-up in 2015 was 2.3 million sqm. This was well above the ten year annual average of 2.0 million sqm. In 2015, Sydney recorded gross take-up around 42% above its annual average. Melbourne (20% above average), Brisbane (2% above average) and Perth (29% above average) also had an above average year of occupier activity. Meanwhile, take-up in Adelaide was more than 50% below its long-term average.

Current market fundamentals of relatively low supply, solid demand and an ongoing focus on tenant retention should result in ongoing high occupancy rates for prime grade industrial properties in Australia. As a result, occupiers wishing to relocate on lease expiry or expand their footprint will continue to create favourable conditions for market rental growth in existing stock going forward.

Figure 26: Summary of Typical Lease Terms for Australian Industrial Property (2015)

Existing buildings Development lease Speculative construction

Typical lease term (years) 3 to 5 years 10 to 20 years 5 to 10 years

Typical rental escalation p.a. 3.0% to 3.5% 2.75% to 3.5% 3.0% to 3.5%

Typical incentive (new lease)* 5% up to 30% 10% up to 30% 10% up to 35%

* Lease incentives are typically expressed as a percentage of the net rent, exclusive of outgoings.

Source: JLL

While typical lease terms, rental escalations and incentives will vary depending on factors such as the individual property characteristics, availability of alternative options, motivation of the tenant and landlord, the stage of the development cycle and other idiosyncratic factors, Figure 26 provides a range for these variables as a guide in the present market. It should be noted that most leases these days operate on a fixed annual rental escalation; however, it is not uncommon for the greater of CPI or a fixed percentage to be applied; or for a market review to occur in the case of a long development lease term.

Typical lease terms for existing modern functional industrial buildings in core locations will generally be between 3 years to 5 years. In many cases, tenants may choose to include an option in their lease to extend their lease term, often for a matching period to the original term. For older existing properties with more competition, lease terms of 2 years to 3 years may be more common. Rental escalations are generally fixed annually at 3.0% to 3.5% for the term of the lease, without a market review. In the current market, lease incentives comprising a combination of fit out costs, rental rebates or rent free, of between 5% and 30% are common. Where the sitting tenant is renewing their lease (stay put), the agreed incentive is generally below market (if any).

For a development lease in which the building specifications have been modified or designed for the tenant, typical lease terms are generally 10 years-plus and up to 25 years in some circumstances (generally where the facility is specialised in nature, such as a cold store, food processing facility, pharmaceutical warehouse or used for manufacturing). Rental escalations are again typically 3.0% to 3.5% per annum. However, where a major corporate with an excellent credit rating has committed to a new facility (for example, Coles or Woolworths), it is not uncommon for the tenant to negotiate a lower fixed escalation such as 2.7% per annum. Development lease incentives generally range from 10% to 30%, though may be higher if a developer pays to extinguish a lease tail or include modifications to a generic building as tenant incentive. The development incentives can comprise a combination of capital payment upfront

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prior to the tenant moving in, fit out costs, rental rebates or rent free (subject to negotiation between the tenant and developer).

For speculatively constructed facilities, there can be a wider variance in these metrics. However, a typical lease term for a speculatively constructed building is between 5 years to 10 years; rental escalations generally are between 3.0% and 3.5% per annum; and incentives generally range from 10% to as high as 35% where a developer is facing a challenging leasing market.

Impact of e-commerce and international retail on supply and demand dynamics

Two factors that have been at play in the Australian retail sector in recent years are: 1) the rapid rise of e-commerce operators and growth in the share of online retail sales and 2) the flow of international retailers that have established new operations in Australia. Both factors have been highly complementary to the industrial sector – requiring excellent goods handling and distribution systems to be successful.

Online retail sales have grown far more strongly than broader retail sales in the last few years. Australian retailers were late adopters of online shopping and as they embraced both pure-play online retailers and multi-channel retailers, the sector experienced rapid growth. This also coincided with a period of strength in the Australian dollar, increasing Australian shoppers spending power on offshore e-commerce platforms. The impact on the industrial property sector was two-fold: 1) direct demand for warehouse and distribution solutions from online retailers and domestic retailers with an online platform; 2) demand for distribution space from third party logistics providers for their parcel handling operations, particularly from the Australia Post/StarTrack business which captured a large share of this growing market due to Australia Post’s existing network of delivery centres. However, as e-commerce penetration has recently reached a relatively mature 6%+ share of total retail spending, e-commerce sales growth has stabilised.

The latest NAB Online Retail Sales Index estimates that in the 12 months to December 2015, Australians spent A$19.1 billion on online retail – a level that is equivalent to around 6.5% of the traditional bricks and mortar retail sector (which totalled A$292.2 billion in the year to December 2015 according to the ABS). Online retail recorded 11.2% year-on-year growth in sales in December 2015, ahead of traditional bricks and mortar retail sales growth of 4.7% in the same period. Approximately 75% of online retail spending was in New South Wales, Victoria and Queensland combined.

A lower value Australian dollar has had some impact on the composition of online spending – according to NAB Research, domestic online retail sales growth continues to outpace international spending on an annual basis, with the domestic online sales growing 15.4% in 2015 and international sales declined -4.1%. As a result, the share of domestic spending has increased to 81% in December 2015. A period of consolidation, mergers, rationalisation and strategy reviews is expected by JLL to result in less ‘pure play’ online retail and more multi-channel retail in Australia.

Also significant, international retailers are steadily entering the Australian market to grow their market share. Major fashion and homewares retailers have led this expansion, with brands such as Zara, H&M, UNIQLO and Sephora committed to expanding their Australian store networks.

Relatively recent entrants to Australia, Topshop and Topman have announced a new strategy of partnering with major department store Myer which will result in a significantly increased store footprint. Meanwhile, Microsoft has opened its first flagship store in Asia Pacific at Westfield

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Sydney; the media reported in August 2015 that South African retailer Mr Price will open two stores in Australia; and US fast food chain Carl’s Jr recently announced its first Australian store.

International retailers perhaps have the most direct impact on the industrial space markets, though it is not always readily recognisable. International retailers with large format stores have generally utilised third-party logistics providers for their warehouse and distribution functions. As these retailers roll out new stores across Australia, new or extended contracts will be awarded to third-party logistics providers (3PLs) resulting in greater demand for industrial space. However, without intimate knowledge of the contract, the broader market will not recognise the direct contribution to demand by the international retailer segment.

Evolution of design specifications of industrial properties and its impact on demand

Typical warehouse and distribution centres have moderately increased in size over time, something of a natural evolution in business needs as companies grow organically with a larger population. A significant factor affecting property sizes has been the availability and cost of larger development sites, which has also evolved over the last two decades with the development of new road infrastructure such as the orbital motorway network in Sydney, completed by the M7 in 2005. New road infrastructure opened up vast tracks of developable farm land on the fringes of the metropolitan city locations which were now more accessible. This sparked a wave of new development for retail, wholesale and logistics users - much of which was purpose-built at the time – that were looking to adopt the latest stock management technology, co-locate multiple facilities, extract efficiencies from their real estate and cost savings from their supply chain.

Figure 27: Average Size of Development Projects

Source: JLL Research

Looking at more recent history, JLL Research data for new industrial developments since 2007 shows that average development sizes are increasing moderately, though vary from year to year. Average development sizes have increased particularly in Brisbane, and to a lesser extent Melbourne and Sydney (Figure 27). While there has been some volatility from year to year, only Brisbane has seen a steady increase in project size most years over this period – as retailers

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expanded their distribution centre needs to service the larger Queensland population and as third-party logistics providers sought larger distribution centres to consolidate their operations and drive efficiencies from their property.

Figure 28: Number of Development Projects > 30,000 sqm by Market

Source: JLL Research

Another way to investigate the trends in property size is to look at the incidence of the construction of major projects over time; say greater than 30,000 sqm gross lettable area (major projects). Analysing the JLL industrial construction data from 2007 onwards shows that the development of larger facilities is positively correlated to economic conditions and business cycles (Figure 28). During the 2009 and 2010 period immediately following the GFC, very few buildings greater than 30,000 sqm gross lettable area were developed as cautious corporates adopted a ‘wait-and-see’ attitude to their expansion strategies.

The data also shows that the incidence of very large buildings has been most common in Sydney since 2007. This period encapsulates the emergence of the Eastern Creek and Erskine Park industrial estates in the Outer Central West precinct of Sydney. Since 2007, JLL Research has recorded 34 projects that have completed totalling greater than 30,000 sqm GLA. Nine of these large projects were completed in 2008, as a result of pre-commitments made in previous years when the business cycle was strong. In the last five years between 1 and 5 major projects have been completed each year.

Melbourne has had a very consistent trend of the new supply of very large developments. From 2007 to 2015, between 2 to 4 major projects have been completed each year (although in 2009 there were none recorded). In total, 20 major projects have been recorded in Melbourne since 2007.

In Brisbane, the incidence of major projects has also increased throughout this period, evident in the steady increase in average building size in Brisbane highlighted in Figure 27. Since 2007, on average 2 major projects have been completed in Brisbane each year, though none were completed in 2010 and four were completed in 2014.

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In 2011, the Green Building Council of Australia introduced the Green Star Industrial Ratings system. Over time, an increase in successfully certified Green Star industrial projects may result in increased demand for Green Star certified industrial property by both investors and tenants.

The vast majority of newly developed industrial facilities today are single-user (whether built-to-suit or not). However, a relatively recent trend has been for developers of speculative projects (that is, where construction has started without a tenant commitment) to create generic warehouse space with modern but minimal office that can be divided into multiple tenancies. By adding this flexibility to the design, developers can potentially treat with a number of occupiers with a range of warehouse size requirements or commit the facility to a single user if there is demand.

Other reasons for building multi-tenanted unit style projects is due to irregular shaped land plots or to cater for demand from smaller users looking to upgrade to better quality accommodation in a tight leasing market. Major institutional owner-developers may also view this strategy as a way to capture customers earlier in their business development phase in the hope they will be able to accommodate them in a larger facility in their portfolio if their business grows.

Multi-tenanted unit style developments have traditionally occurred in more mature industrial precincts where the occupier profile may vary greatly. As the lifecycle of the industrial sector in major cities evolved, typically resulting in the rezoning and re-development of older industrial suburbs to higher and better uses, this may result in a reduction in unit style accommodation suitable for its traditional occupants. As this occurs, developers may find there is a suitable level of demand for more multi-tenanted construction in the core logistics and distribution corridors with greater developable land.

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Sydney

The Sydney industrial market fundamentals are among the best of all industrial markets at present. Sydney is benefiting from urban renewal projects being coordinated by the government to increase the population density of inner ring suburbs. As such, many mature industrial markets are being rezoned to allow for mixed use or residential projects. As these sites move through the planning and development process, tenants are being displaced at the same time as the existing stock base is shrinking.

This will create a cascade of occupier activity that will impact the market for some time, creating immediate demand for existing stock, decreasing vacancy and placing upward pressure on market rents. Eventually this will result in demand for larger distribution facilities in the western Sydney growth precincts as existing market rents increase and larger users look to grow into more modern facilities.

Figure 29: Sydney Infrastructure Map

Source: JLL Research

1. Enfield Intermodal Logistics Centre – owned by NSW Ports under a leasehold arrangement. Direct access to Port Botany via the Southern Sydney Freight Line, the facility will have capacity to handle 300,000 twenty foot containers (TEUs) p.a. when fully operational. Status: operational activity commenced in March 2015.

2. Moorebank Intermodal Terminal – a newly developed intermodal terminal that will connect with Port Botany via the Southern Sydney Freight Line. Moorebank Intermodal Terminal is proposed to be operational for export/import container handling early in 2018, handling capacity

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is estimated at 1.05 million TEU p.a. and an open access interstate freight terminal with an ultimate capacity of 500,000 containers a year. The Moorebank Intermodal Company Limited (MIC) is the delivery authority that will oversee the development and delivery of the project. Status: The indicative timetable for procurement and delivery of the terminal is terminal development work commences outlined early 2016 and terminal operations commence early 2018.

3. North West Rail Link – this 23km rail link will include eight new stations that link the North West growth centre of Sydney with Macquarie Park, Chatswood, North Sydney and the CBD. The growth in residents in planned residential growth corridors (Priority Precincts) along the North West Rail Link is expected to lead to an increase in demand for office space in the Macquarie Park and Norwest office precincts as well as some displacement of existing industrial tenants through rezoning and redevelopment. Status: Civil works have commenced and operational readiness is expected in 2019. According to the Sydney Metro North West project overview, an extra 200,000 residents will move into Sydney’s North West in the coming decades, taking its population above 600,000 people.

4. WestConnex - WestConnex is proposed as a 33 km motorway upgrade in three stages:

1. WestConnex Stage One: Will widen the M4, from Church Street at Parramatta to Homebush Bay Drive and extend the M4 via a tunnel under the Parramatta Road corridor to Parramatta Road and City West Link, Haberfield. M4 widening has begun. The tunnel midpoint location was announced in late April 2015 at Concord. Tunnelling will be carried out in both directions from this location.

2. WestConnex Stage Two: Will deliver a new M5 - to run from the existing M5 East corridor at Beverly Hills via tunnel to St Peters. It will allow for improved movement of freight to and from the Port Botany area and provide an express route between Western Sydney and Sydney Airport. Stage 2 is scheduled to open to traffic in 2020.

3. WestConnex Stage Three: Will join the M4 and M5 corridors in the middle - will deliver a motorway tunnel with three lanes in each direction that joins the first two stages. Detailed design and construction work is to get under way in late 2018. Stage 3 of WestConnex is due to open to traffic in 2023.

5. NorthConnex – a tolled motorway linking the M1 Pacific Motorway (formerly the F3 Freeway) at Wahroonga to the Hills M2 Motorway at West Pennant Hills. Twin motorway tunnels will include a northern interchange connecting with the M1 Motorway, the Pacific Highway and Pennant Hills Road; and a southern interchange connecting with the Hills M2 Motorway and Pennant Hills Road. Status: Approval was received on 15 January 2015 and completion is expected in late 2019.

6. Old Wallgrove Road upgrade and Mini-Link Road to M7 (Eastern Creek) - The NSW Roads and Maritime Services (RMS) proposes to widen and upgrade Old Wallgrove Road between Roberts Road and the M7 Interchanges and connect Erskine Park Link Road with the M7 Interchanges via a new mini-link road. Around 1.5 kilometres of Old Wallgrove Road will become a divided carriageway with four lanes between Roberts Road and Southridge Street and six lanes between Southridge Street and Wallgrove Road. A mini-link road (two lanes each way) is proposed to connect Old Wallgrove Road to the northbound on/off ramps on the M7 Motorway. It would connect with Old Wallgrove Road at the Quarry Road intersection. The mini-link road/Wallgrove Road intersection would facilitate vehicles turning right onto Wallgrove Road with a dedicated

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right turn lane and onto the M7 Motorway northbound on ramp (two lanes). A left in/left out intersection would be provided at Capicure Drive.

7. Badgerys Creek Airport – in April 2014 the Federal Government announced it had approved a second Sydney airport on a Commonwealth owned site at Badgerys Creek. The Government is quoted as saying it will take a “roads first, airport second” approach, meaning significant infrastructure will be completed prior to the airport becoming operational – potentially as early as 2025. The initial construction phase would see a smaller airport with a single runway. Road infrastructure upgrades announced include:

A new east-west motorway to the airport, along the current alignment of Elizabeth Drive between the M7 Westlink Motorway and The Northern Road

Bringelly Road – upgrade to four lanes from Camden Valley Way to the Northern Road The Northern Road – upgrade to a minimum of four lanes from Narellan to M4 Motorway Reservation of a corridor for the future extension of the South West Rail Link to the Airport.

Status: In January 2015 construction began on upgrading Bringelly Road. Completion of an EIS was expected in late 2015 with Airport construction to commence in mid-2016.

Figure 30: Sydney Precinct Map

Source: JLL Research

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Figure 31: Sydney Industrial Precinct Location Characteristics

Sub-market Precinct Characteristics

% of Frasers Logistics & Industrial Trust by Income

Outer Central West

• Excellent access to key motorways, including M7, M4 and other main arterial roads

• Supply focused on Horsley Park, Greystanes and Erskine Park – availability of zoned and serviceable land is restricted. Majority of supply is unzoned and un-serviced, though several new estates to commence in 2016+

• Typical occupiers are 10,000sqm+ users requiring modern, functional warehouse/distribution facilities

• 3PL, retail and wholesale distribution centres for key brand name operators are located in this precinct

17.4%

Outer North West

• Close to M2 and M7 and access to the large and growing North West population corridor

• Supply is moderately constrained – sites suit smaller development or alternative use, larger sites available in Marsden Park

• Typical occupiers are local businesses and those with clients in the precinct

5.1%

Outer South West

• Access to the M5 and South Sydney/Port. The Southern Sydney Freight Line and Moorebank Intermodal terminal

• Longer term development focus will depend on land aggregation

• Typical occupiers are warehouse and manufacturing users and local businesses and line-haul operators

4.1%

South • Close to key infrastructure, including Sydney’s Airport, Port Botany and M5 access to South West

• Supply is constrained in key suburbs of Mascot, Botany, Alexandria

• Alternative use is creating strong competition for development sites

• Typical occupiers are logistics, freight, wholesalers and aviation related business

0.0%

Inner West • Close to CBD and geographic centre of Sydney

• Supply is constrained – infill development, unit estates, business parks common

• Typical occupiers are smaller users up to 5,000 sqm with local clients or customers or metro delivery

0.0%

North • Rapidly emerging office precinct in the last decade

• Supply is constrained and industrial stock secondary

• Typical occupiers are IT, telecommunications, pharmaceutical and construction groups

• University, regional shopping centre and recent train line additions are strong positives for the residential and office sectors

0.0%

Source: JLL, Company Data

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Around 342,300 sqm of new supply was completed across Sydney in 2015, significantly below the 10 year annual average of 557,000 sqm. 2015 is expected to be a low point in the supply cycle in Sydney.

The forward pipeline indicates that supply is likely to increase over the next 12 to 24 months. There is currently 255,200 sqm of new supply under construction and expected to be delivered to the market in 2016, and another 301,500 sqm at the planning stage (Figure 32). Only approximately 14% of new supply under construction (by area) is proceeding without known tenant commitments, adding very limited new vacant stock to the market.

Figure 32: Sydney Industrial Supply Pipeline

Source: JLL Research

Greater competition in the Sydney outer west development market is expected from 2016 with a number of new or extended estates activated, including a greater variety of participants in the development market.

Occupier demand improved in 2015 with gross take-up of 859,500 sqm recorded, well ahead of the 607,000 sqm long-term annual average (Figure 33).

Following major storm cell activity in the Outer Central West precinct in May 2015, more than 125,000 sqm of existing vacant space was leased by occupiers that had suffered building damage. As a result, vacancy for larger facilities in Western Sydney tightened considerably and there are now far fewer options in the existing market for larger occupiers in the near term. This also came at a time when there were fewer options in the development space in the short-term.

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Figure 33: Sydney Industrial Occupier Gross Take-Up by Precinct

Source: JLL Research

The outer western precincts of Sydney have captured the majority of occupier take-up since 2007, with the Outer Central West accounting for 47% of gross take-up since 2007, much of which has been developed in this period. The Outer South West has accounted for 19% of take-up, while the Outer North West has accounted for 16% of take-up since 2007. The Inner West precinct has accounted for 10% of take-up, much of which has occurred in existing facilities due to the limited availability of development sites in the Inner West; while South Sydney has accounted for 7% of take-up since 2007, while major parts of South Sydney are undergoing urban renewal and the industrial stock base is declining in South Sydney as a result.

The Frasers Logistics & Industrial Trust portfolio generates 17.4% of income from the Outer Central West, 5.1% from the Outer North West and 4.1% from the Outer South West.

The Frasers Logistics & Industrial Trust portfolio also contains one non-metropolitan Sydney property in Port Kembla, accounting for 1.9% of portfolio income.

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Figure 34: Sydney Occupier Gross Take-Up by Industry Sector (2013-2015)

Source: JLL Research

Consistent with the theme evident across other markets, the transport and storage sector (37%) has accounted for the major share of occupier take-up in Sydney since 2013 (Figure 34). Retail trade (15%) and wholesale trade (13%) have accounted for a further 28% of take-up combined, followed by the manufacturing sector with 24%.

Figure 35: Sydney Prime Grade Net Face Rents by Precinct (Forecast to 2020)

Source: JLL Research

24%

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Figure 35 shows that existing building prime net face rents in the Outer Central West of Sydney have increased by 1.1% p.a. in the 10 years to December 2015. Growth in the last five years has been stronger at 2.0% p.a. Rental growth in the Outer South West has been slightly more positive over these timeframes, increasing 1.5% p.a. in the 10 years to December 2015 and 2.9% p.a. in the last five years. Meanwhile, prime rents in the Outer North West have increased 0.6% p.a. and 1.8% p.a. in the last 10 and 5 years, respectively. Stronger growth in the most recent five year period reflects the recovery from the GFC and more balanced supply and demand fundamentals.

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Melbourne

Melbourne continues to have one of the most stable environments for industrial occupier take-up. Large corporations have always viewed Melbourne as a strategic location for national or regional distribution centres. Overall real estate costs are generally lower in Melbourne than in other states due to its lower relative land costs, while distance to the shipping port, as well as links to road and rail to interstate and national networks make Melbourne an ideal location for distribution centres.

The Melbourne industrial market also benefits from the Port of Melbourne being the busiest containerised, automotive and general cargo shipping port in Australia with the highest TEU volume per year. It handles more than 2.5 million TEU annually and around 1000 motor vehicles per day on average. This highlight’s the importance of Melbourne as an interstate distribution hub.

Robust occupier activity in the market also supports a healthy supply pipeline, with developers confident in investing in new projects and delivering new stock to the market to cater for immediate demand requirements.

Figure 36: Melbourne Infrastructure Map

Source: JLL Research

1. Port of Melbourne Expansion Project – The port of Melbourne is Australia’s largest container port. As part of its plan to increase capacity, Port of Melbourne Corporation will reconfigure Webb Dock for international container handling, up to 1 million containers per annum. Currently the port handles around 2.5 million TEUs per annum. Efficiency improvements will also be made at the Swanson Dock, including dock deepening for modern vessels. The project will include new

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road connections to the M1 West Gate Freeway and greater on-site empty container storage facilities. Status: under construction, scheduled completion in 2016.

2. Proposed shipping port at Hastings – the existing deep water port at Hastings in the South East of Melbourne is proposed to be extended for container shipping under the Port of Hastings Development Authority. The existing port is used primarily for importing and exporting oil, LPG and steel. Under the proposal, rail would be vital to transporting containers to intermodal facilities between Lyndhurst and Dandenong. Status: proposed. The recently elected Labor government had favoured a second container port at Bay West, at Little River, near Geelong.

3. Dingley Bypass - Warrigal Road to Westall Road - Construction of the next stage of the Dingley Bypass between Warrigal Road and Westall Road will improve traffic and freight movement in south-east Melbourne and complete the arterial link between the manufacturing hubs of Moorabbin and Dandenong. Status: completion expected in late 2016.

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Figure 37: Melbourne Precinct Map

Source: JLL Research

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Figure 38: Melbourne Industrial Precinct Location Characteristics

Sub-market Precinct Characteristics

% of Frasers Logistics & Industrial Trust Portfolio by Income

West • Close to the shipping Port and access to the M1, Geelong Road, M80 Western Ring Road

• Supply is available – large warehouse and distribution centre developments for pre-lease tenants

• Typical occupiers are users from 5,000 sqm to 80,000 sqm in the retail and wholesale trade sector, 3PL industry, freight forwarding

12.1%

South East • Access to M1 (Monash Freeway) and M3 (Scoresby Freeway)

• Services the large South Eastern residential population base

• Higher cost base of land and rent than West and North

• Typical occupiers are warehouse and manufacturing users and local businesses, wholesalers and smaller users (up to 20,000 sqm)

19.1%

North • Access to key freeways, including the Tullamarine Freeway, Citylink Tollway, Western Ring Road and Tullamarine Airport and north to Sydney via the Hume Highway

• Supply is available – availability of land high – previous speculative development led to oversupply

• Typical occupiers are up to 10,000sqm users requiring modern warehouse/distribution facilities, increasingly favoured by major third party logistics providers

8.2%

City Fringe • Close to key infrastructure, including Port Melbourne and the Melbourne CBD

• Access to the M1 (Westgate Freeway) linking it to the West precinct

• Supply is constrained. Alternative use is strong competition for development in neighbouring suburbs. Rezoning and residential redevelopment is re-shaping the precinct

• Typical occupiers are logistics and freight businesses and high-tech/showroom/services business

2.6%

Source: JLL, Company Data

Approximately 451,300 sqm of new supply was completed in Melbourne in 2015. The forward pipeline indicates that supply is likely to decline slightly from that level, with 207,200 sqm of new supply currently under construction and expected to be delivered to the market in 2016, and another 240,500 sqm at the planning stage (Figure 39). Less than 5% of space under construction in Melbourne is on a speculative basis.

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Figure 39: Melbourne Industrial Supply Pipeline

Source: JLL Research

Occupier gross take-up was 694,900 sqm in 2015, around 20% above the ten year annual average of 577,400 sqm (Figure 40). Pre-lease and design and construct activity continues to be a driving factor with 78% of gross take-up in 2015 negotiated in the new build market, emphasising the strong development market in Melbourne at present. Indications for 2016 are that tenant demand continues to improve and known tenant briefs in the market will see further solid take-up outcomes in the near term.

Figure 40: Melbourne Industrial Occupier Gross Take-Up by Precinct

Source: JLL Research

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The West precinct of Melbourne has captured 45% of major occupier take-up since 2007, owing to its cheaper development land base and more readily available development land supply. Approximately 12.1% of the Frasers Logistics & Industrial Trust portfolio income is derived from properties in the West.

The South East has accounted for 34% of major occupier take-up since 2007. The Frasers Logistics & Industrial Trust portfolio generates 19.1% of its income from the South East precinct. Given the lower land supply in the South East, occupier fundamentals are more positive and rental growth has been stronger in this sub-precinct.

The North precinct has accounted for 18% of gross occupier take-up since 2007. Take-up in the North declined somewhat during 2011-2013 due to an inactive development market. However, recent activity around Tullamarine Airport has lifted occupier activity in this precinct. The City Fringe precinct accounted for only 3% of major occupier take-up since 2007. The Frasers Logistics & Industrial Trust portfolio generates 8.2% of income from properties in the North precinct and 2.6% from property in the City Fringe precinct.

Figure 41: Melbourne Occupier Gross Take-Up by Industry Sector (2013-2015)

Source: JLL Research

Consistent with the occupier data in Sydney, the transport and storage sector (36%) has accounted for the major share of occupier take-up in Melbourne between 2013 and 2015. The manufacturing industry accounted for 26% of take-up, followed by retail trade with21% and wholesale trade with 8% (Figure 41).

Existing building prime net face rents increased by 1.3% p.a. in the West, 2.9% p.a. in the South East, 2.0% p.a. in the North and 1.4% p.a. in the City Fringe precinct of Melbourne in the 10 years to December 2015. As evident in Figure 42, rental growth has been more subdued in the most recent five years, attributable to a competitive development environment and a higher rate of speculative development activity in Melbourne. For example, prime rental growth was 0.8% p.a. in the South East and 1.1% p.a. in the West in the five years to December 2015.

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Manufacturing

Retail Trade

Transport andStorage

Wholesale Trade

Construction

Other

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Figure 42: Melbourne Prime Grade Net Face Rents by Precinct (Forecast to 2020)

Source: JLL Research

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Brisbane

Brisbane has undergone a steady occupier demand recovery in recent years led by large corporate occupiers upgrading facilities, consolidating operations or creating a major Brisbane distribution centre for the first time. The Brisbane market has had favourable underlying dynamics due to the very strong population growth in Queensland in the last two decades and the strong economic expansion in regional Queensland related to resource investments. As a result, the South East Queensland resident population base has grown considerably, creating a strong case for industrial occupiers to grow.

In recent years, new activity is now supporting a cycle of occupier demand and investment in new property development to cater for larger requirements and more modern, functional space close to the centre of Brisbane. As a result, new supply in Brisbane in 2015 was in line with the 10 year average, though the outlook for 2016 is more subdued as development has been demand-led and is mostly pre-committed.

While in recent years the economic growth profile of Queensland has been below trend, the market is poised for a recovery with demand supported by the early stages of a housing investment cycle, improvement in tourism and net exports as the LNG cycle moves from the investment to the production stage. This is expected to remove some of the challenges for the private sector to make long-term real estate decisions in Brisbane.

Figure 43: Brisbane Infrastructure Map

Source: JLL Research

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1. Legacy Way – an underground 4.6km toll road which connects the Western Freeway in Toowong with the Inner City Bypass in Kelvin Grove. Legacy Way links Australia TradeCoast to Brisbane’s western corridor, reducing freight travel time significantly. Status: open, completed mid-2015.

2. Port of Brisbane Expansion works – The Port of Brisbane has allocated A$600 million to infrastructure upgrades over the next few years. Work continues on the Future Port Expansion area, which will provide a further 230 hectares of port land and increased quay line.

3. The Southern Freight Rail Corridor – has been identified as a future route connecting the Western Rail line near Rosewood to the interstate railway north of Beaudesert. The Southern Freight Rail Corridor will allow for the future growth of rail freight in south-east Queensland. It will serve as a major freight link connecting a future Melbourne to Brisbane Inland Rail line with the existing south-east Queensland rail freight network. Status: Final assessment was completed in 2010 and no further announcements have been made on this project.

4. Future upgrade of the Ipswich Motorway between Darra and Rocklea – The Queensland Government has released a preferred option for the upgrade of the Ipswich Motorway from the Granard Road interchange at Rocklea to the Centenary Highway at Darra. The Federal Government will contribute to funding the project. Status: Site investigation works commenced in mid-2015.

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Figure 44: Brisbane Precinct Map

Source: JLL Research

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Figure 45: Brisbane Industrial Precinct Location Characteristics

Sub-market Precinct Characteristics

% of Frasers Logistics & Industrial Trust Portfolio by Income

Southern • Largest geographical industrial precinct that has good road linkages to the north, west and south to the Gold Coast residential population

• Supply is available – large warehouse and distribution centre developments especially in the outer south and outer south western suburbs

• Typical occupiers are users from 5,000 sqm to 40,000 sqm in the retail and wholesale trade sector and 3PL industry

19.7%

Trade Coast • Close to key infrastructure, including Port of Brisbane and the Brisbane Airport

• Access north and south via the M1

• Supply is constrained. Alternative use is strong competition for development in neighbouring suburbs

• Typical occupiers are logistics and freight businesses

1.9%

Northern • Services the population to the North of Brisbane via the Gympie Road, Bruce Highway and Houghton Highway

• Limited availability of development land

• Typical occupiers are smaller users and often local businesses including wholesalers and construction

2.7%

Source: JLL, Company Data

Approximately 354,400 sqm of new supply was completed in Brisbane in 2015, in line with the 10 year average of 357,000 sqm. New estates have been activated along the Logan Motorway corridor in the last 12 months and strong competition for tenants has ensued.

The forward pipeline indicates that supply will be more subdued in 2016 with 163,100 sqm under construction and only 52,700 sqm at the planning stages (Figure 46).

Large corporates, particularly in logistics and manufacturing, are expected to continue will continue to drive pre-lease and design and construct projects due to their specialised space requirements. However, demand for modern and efficient tenancies by tenants also encourages speculative developments. Approximately 19% of space under construction in Brisbane is being speculatively constructed, though this represents only a relatively low 22,500 sqm of space.

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Figure 46: Brisbane Industrial Supply Pipeline

Source: JLL Research

Gross occupier take-up in Brisbane was 453,700 sqm in 2015 (> 3,000 sqm deals). Take-up was 2% above the 10 year annual average of 446,400 sqm p.a. (Figure 47). Occupier activity in 2015 was concentrated in the new build market with approximately 55% of take-up by area reflecting a pre-lease or a Design and Construct deal for an owner occupier.

Figure 47: Brisbane Industrial Occupier Gross Take-Up by Precinct

Source: JLL Research

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The Southern precinct has captured 59% of major occupier take-up in Brisbane since 2007, owing to its larger geographical coverage, more development land and strategic exposure to the Logan Motorway. Approximately 19.7% of the Frasers Logistics & Industrial Trust portfolio income is derived from properties in the Southern.

The Trade Coast has accounted for 28% of major occupier take-up since 2007, while only 1.9% of the Frasers Logistics & Industrial Trust portfolio income comes from the Trade Coast. Land supply has been constrained in the Trade Coast, particularly freehold land, resulting in lower construction activity in this period.

The Northern precinct has only accounted for 13% of major gross occupier take-up since 2007. The Frasers Logistics & Industrial Trust portfolio generates 2.7% of income from property in the Northern precinct.

Figure 48: Brisbane Occupier Gross Take-Up by Industry Sector (2013-2015)

Source: JLL Research

As Figure 48 highlights, the transport and storage sector has accounted for 25% of gross take-up in Brisbane between 2013 and 2015. This is relatively consistent with the occupier mix in both Sydney and Melbourne. The manufacturing industry accounted for 30% of take-up, followed by retail trade with 21% and wholesale trade with 10%. Meanwhile, the mining sector accounted for only 1% of total gross take-up, indicating that the industrial property sector’s direct exposure to the mining and resource sector is minimal.

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Figure 49: Brisbane Prime Grade Net Face Rents by Precinct (Forecast to 2020)

Source: JLL Research

As Figure 49 shows, existing building prime net face rents have increased by 2.1% p.a. in the Southern precinct, 2.0% p.a. in the Northern precinct and 1.8% p.a. in the Trade Coast precinct of Brisbane in the 10 years to December 2015. Rental growth has declined somewhat in Brisbane in the last two years due to greater development competition, a softer demand environment and moderately higher vacancy level. As a result, growth over the last five years in the Southern precinct has been -0.3% p.a.

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Perth

Perth has undergone a transformation in the last decade as a result of the mining investment boom. Population growth has been among the strongest in the country, while wages and asset values have also grown strongly during this time.

The impact on the Perth industrial sector has been profound. Occupier take-up has grown strongly. Major retail brands, third-party logistics providers and other corporates have grown strongly in the Perth market during this time. Despite the mining investment booms, take-up in the direct market by mining industry occupiers in Perth was only 7% of the total between 2007 and 2015 (> 3,000 sqm spaces). This demonstrates the diversity of industrial demand in the Perth market.

Supply, on the other hand, has been more sedate, though has picked up from the level being developed a decade ago. The Perth market is not heavily institutionalised and the land market is both tightly held by private developers and highly controlled by government. As a result, vacancy has generally been low, speculative construction is scarce and market rents have grown solidly in the last decade.

Looking ahead, low interest rates, strong growth in household net wealth and more stable consumer confidence are expected to stimulate a recovery in retail spending growth in the medium term and flow on to demand from traditional industrial occupiers.

Figure 50: Perth Infrastructure Map

Source: JLL Research

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1. Port Upgrade – Ongoing consultation continues surrounding upgraded container port facilities to cater for trade growth beyond the capacity of Fremantle’s Inner Harbour. The Kwinana Quay proposal is an offshore option for additional container and general cargo port facilities with road and rail connections. Road and rail connections would be via an open spanned bridge. The Port at Fremantle handled more than 700,000 TEU in 2014 and has a maximum capacity of 1.2 million TEU. Status: Watching brief on further announcements from Government.

2. Gateway WA – The Gateway WA Perth Airport and Freight Access Project involves a major upgrade to the road network surrounding Perth Airport and the freight and industrial hubs of Kewdale and Forrestfield. It focuses primarily on Tonkin Highway, between Great Eastern Highway and Roe Highway, and Leach Highway, between Orrong Road and Perth Airport. Status: The Gateway WA upgrade commenced in 2013 and is expected to be completed by mid-2016.

3. Kwinana Freeway Widening – A project to widen the southbound section of the Kwinana Freeway between Roe Highway and Armadale Road to accommodate a third lane is nearing completion. Stage 2 between Armadale Road and Russell Road is now under construction. The project involves the construction of a third southbound lane along the freeway. Status: Completion expected mid-2016.

4. Perth Freight Link (Roe 8) – The project will provide a direct free flowing connection between the Roe Highway and the Port of Fremantle providing improved capacity for heavy vehicle freight movements to and from the Port. These improvements will establish the Roe Highway as the preferred east-west freight route by reducing transport costs and improving efficiency in heavy vehicle movements and freight access to Fremantle Port from Kewdale. It will service both the existing Inner Harbour and the proposed future Outer Harbour at Kwinana. Proposed to include a heavy vehicle haulage charge and would be the state’s first user-pays road. Estimated cost of A$1.6 billion. Status: Geotechnical work and procurement in progress. Construction scheduled to begin in mid-2016 and target completion is 2019.

5. Northlink WA – will boost freight efficiency and productivity by improving the link between Perth and the north west of WA. Northlink WA includes a new 37km high standard link from the intersection of the Reid and Tonkin Highways to Muchea and Grade separation of the Tonkin Highway with Benara Road, Morley Drive and Collier Road. Construction of the Tonkin Highway Grade Separations project is anticipated to commence early in 2016. Target completion date is 2019. The next phase of development for the new 37km link between the intersection of the Reid and Tonkin Highways to the Brand Highway and Great Northern Highway at Muchea is being planned.

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Figure 51: Perth Precinct Map

Source: JLL Research

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Figure 52: Perth Industrial Precinct Location Characteristics

Sub-market Precinct Characteristics

% of Frasers Logistics & Industrial Trust Portfolio by Income

East • Close to the Airport, with good access to the shipping port at Fremantle.

• Limited availability of development land

• Typical occupiers are a range of major industries, though typically major retailers requiring distribution facilities, freight and logistics companies, airport related businesses and some mining services businesses

1.9%

South • Emerging precinct offering larger lot sizes and more cost effective than the highly-mature East precinct

• Significant road infrastructure investment such as the Kwinana Freeway widening and Perth Freight Link have shortened freight travel times to the South

• More ready availability of development land

• Typical occupiers are larger retail tenants, logistics operators and wholesalers

0.0%

North • Services the population to the North of Perth and includes more high-tech, engineering and manufacturing related facilities

• Typical facilities are < 10,000 sqm

• Typical occupiers are smaller users and often local businesses or those related to servicing the Northern mining region

0.0%

Source: JLL, Company Data

2015 will be a low point in the construction cycle in Perth, with only 71,700 sqm of new supply constructed in Perth in 2015, well below the 10-year annual average of 149,000 sqm p.a.

The market has responded to solid demand with new supply to accommodate new users. The 2016 landscape is dominated by a few major pre-lease deals (Figure 53). There is 181,800 sqm under construction in 2016 as new purpose-built facilities for Hitachi, Kmart and ALDI move through the pipeline (all of which are located in the South precinct).However, the development cycle has not been as pronounced as in many other markets, as many of Perth’s users have preferred to find accommodation in the existing stock base or build purpose-built facilities to owner occupy (due to the shallower depth of the institutional market in Perth).

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Figure 53: Perth Industrial Supply Pipeline

Source: JLL Research

The Perth market underwent an above average demand cycle between 2010 and 2013 as a result of commitments to new facilities as businesses have grown their operations and required new warehouse and distribution facilities.

After a more subdued tenant environment in 2014, occupier gross take-up reached 262,700 sqm in 2015 (> 3,000 sqm deals), which is 29% above the 10 year average of 203,000 sqm p.a. (Figure 54). Take-up in 2015 was concentrated in the pre-lease (50%) and owner occupier markets (23%).

Vacancy has reportedly increased in the past two years due to some engineering and mining services related businesses downsizing and rising backfill opportunities. Active tenants in Perth now have many more options than in previous years, while some tenants that had previously located in the East are now assessing cheaper land/rent options in the South in an effort to reduce costs.

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Figure 54: Perth Industrial Occupier Gross Take-Up by Precinct

Source: JLL Research

The East precinct has captured 49% of major occupier take-up in Perth since 2007, having been one of the more active land development markets since 2006 and its strategic proximity to the Airport and access to the Port and Perth CBD. Less development sites in the East may affect total occupier take-up going forward, though this dynamic should be positive for owners of modern existing stock. Approximately 1.9% of the Frasers Logistics & Industrial Trust portfolio income is derived from property in the East precinct.

Take-up in the South has improved since 2010 due to new land releases in the South and less developable land in the East. As a result, the South precinct has accounted for 42% of gross take-up since 2007 in Perth. The Northern precinct has only accounted for 9% of major gross occupier take-up since 2007.

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Figure 55: Perth Occupier Gross Take-Up by Industry Sector (2013-2015)

Source: JLL Research

The Perth market demonstrates a broader occupier demand profile than some other cities. Despite that, the transport and storage sector has accounted for 38% of gross take-up in Perth between 2013 and 2015. This is consistent with other markets. Similarly, retail trade (21%), manufacturing (14%) and wholesale trade (11%) are major users in the Perth market (Figure 55).

The mining sector accounted for 5% of take-up over this period reflecting the mining investment spending that has driven solid economic activity in Western Australia in recent years.

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Retail Trade

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Figure 56: Perth Prime Grade Net Face Rents by Precinct (Forecast to 2020)

Source: JLL Research

As Figure 56 shows, existing building prime net face rents have increased by 2.8% p.a. in the East precinct, 3.1% p.a. in the South and 3.4% p.a. in the North in the 10 years to December 2015.

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Adelaide

South Australia is a smaller Australian state, accounting for approximately 7% of the Australian population with 1.7 million residents. Adelaide is the capital of South Australia. The weaker Australian dollar and low interest rate environment are notable positives for the South Australian economy. Some of South Australia’s key industries including agriculture, viticulture, manufacturing and international education are sensitive to fluctuations in the exchange rate and a lower Australian dollar will be supportive of these sectors of the economy.

Figure 57: Adelaide Infrastructure Map

Source: JLL Research

North-South Corridor - The North-South Corridor is the major route for north and south bound traffic including freight vehicles running between Gawler and Old Noarlunga, a distance of 78 kilometres. The Australian and South Australian Governments are in the process of expanding the route by creating a dedicated non-stop North-South Corridor with a program to eliminate the worst bottlenecks in the Adelaide metropolitan area. As of mid-2014, almost 50km of road upgrades have been completed with an end-goal of 78 km of road capacity upgrades upon completion.

1. Northern Expressway is a four lane, two-way expressway with divided roadway from Gawler to Port Wakefield Road, completed in mid-2014. The route reduces truck movements along Main North Road and Salisbury Highway. The expressway improves access to Adelaide for freight transport travelling via the Sturt Highway. This includes freight coming from key areas such as the Barossa Valley and the Riverland. Once linked with the Port River Expressway, there will be predicted travel time savings of up to 20 minutes between the Sturt Highway at Gawler and the Port of Adelaide South Australia's main shipping port.

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2. South Road Superway (North South Motorway M2) – is now open. South Australia’s first elevated roadway is now substantially complete, with the opening of the northbound lanes on 13 March 2015. Stage two of the north-south corridor upgrade delivers a 4.8km non-stop corridor, comprising of a 2.8km elevated roadway, from the Port River Expressway to Regency Road. This provides a rapid route in and out of the city.

3. Torrens-to-Torrens Project is a 3.7km section of South Road between Torrens Road and the River Torrens. The concept design incorporates a lowered non-stop motorway providing three lanes in each direction, set approximately 8 metres below the existing surface of South Road. This project will significantly improve travel times for both north-south and east-west traffic. The project is due for completion by the end of 2018.

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Figure 58: Adelaide Precinct Map

Source: JLL Research

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Figure 59: Adelaide Industrial Precinct Location Characteristics

Sub-market Precinct Characteristics

% of Frasers Logistics & Industrial Trust Portfolio by Income

Inner West/East

• Strategically located close to the Adelaide CBD and good access to the Port

• Adelaide Airport located in this precinct

• Limited developable land

• Typical occupiers are 3,000 sqm to 10,000 sqm+

3.1%

North West • Strategic location with excellent access to the Port

• One of the most active leasing markets for existing space in the Adelaide market

• Bisected by the Port River Expressway and access to the CBD directly via the Port Road

• Potential land release at Gillman may open up development opportunities

0.5%

North East • Good access to the north via Main North Road

• Excellent access to the Port via the Port River Expressway

0.0%

Inner South • Services the coastal population to the South East

• Mature location with limited development land

• Close to the Adelaide CBD

0.0%

Outer North • One of the most active industrial precincts in Adelaide due to its deeper availability of developable land, mostly in the suburb of Edinburgh

• Home to corporate occupiers requiring modern distribution and warehouse space, typically from 5,000 sqm to 30,000 sqm

• GM Holden manufacturing facility located in Elizabeth in this precinct

0.0%

Outer South • Most active industrial suburb is Lonsdale

• Home to a number of manufacturing and wholesale occupiers in facilities < 10,000 sqm

0.0%

Source: JLL

New supply has been decreasing in Adelaide each year since 2009. This trend was narrowly halted in 2015, primarily due to only one large project – the new ALDI Distribution Centre – with a very thin pipeline of projects beyond 2015. Supply in 2015 was 52,700 sqm, well below the 10 year average of 97,000 sqm p.a.

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Figure 60: Adelaide Industrial Supply Pipeline

Source: JLL Research

Looking forward, the supply is expected to increase mildly with approximately 34,000 sqm under construction and expected to be delivered in 2016 and a further 30,200 sqm at the planning stages (Figure 60).

Figure 61: Adelaide Industrial Occupier Gross Take-Up by Precinct

Source: JLL Research

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Occupier gross take-up in 2015 was 73,300 sqm. This was well below the 155,000 sqm annual average (> 3,000 sqm deals) (Figure 61). There has been very limited demand growth in the Adelaide market and existing occupiers have been unwilling to commit to expansionary deals, particularly with elevated uncertainty about the outlook for the South Australian economy. Ongoing uncertainty about the impact of the car manufacturing base in the Outer North market is also creating headwinds for the industrial sector.

The Inner West/East precinct has accounted for 14% of major occupier take-up in Adelaide since 2007 and demand has been reasonably steady from year to year in this precinct. Approximately 3.1% of the Frasers Logistics & Industrial Trust portfolio income is derived from property in the Adelaide Inner West/East precinct.

The North West precinct has been dominant in terms of occupier take-up in Adelaide, accounting for 39% of gross take-up since 2007. Less than 1% of income in the Frasers Logistics & Industrial Trust portfolio is derived from property in the Adelaide North West market.

Of the other Adelaide industrial precincts, only the Outer North precinct (23%) and North East precinct (19%) have accounted for a notable share of major gross occupier take-up since 2007.

Figure 62: Adelaide Occupier Gross Take-Up by Industry Sector (2013-2015)

Source: JLL Research

Unlike other markets, the manufacturing sector (41%) accounted for the major share of occupier take-up in Adelaide between 2013 and 2015. The retail trade industry accounted for 23% of take-up, followed by wholesale trade with 14% and the transport and storage sector with 10% (Figure 62).

Existing building prime net face rents have increased by 2.5% p.a. in the North West precinct of Adelaide in the 10 years to December 2015, 3.6% p.a. in the Inner West/East precinct and 1.1% p.a. in the Outer South (though rents have been broadly steady since 2010 in most precincts of Adelaide)(Figure 63).

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Construction

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Figure 63: Adelaide Prime Grade Net Face Rents by Precinct (Forecast to 2020)

Source: JLL Research

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Investment sales volume in 2015 was very strong. JLL recorded more than A$5.2 billion in industrial property sales transactions in 2015, setting a new calendar year record. Transaction volume (> A$5 million) has increased each calendar year since 2008 (Figure 64).Industrial transaction volume in recent years has been concentrated in Sydney, followed by Melbourne and Brisbane.

Figure 64: National Industrial Sales Transaction Volume

Source: JLL Research

The jointly owned GIC Real Estate and Frasers Property Australia (formerly Australand) portfolio recently exchanged with Ascendas Funds Management (S) Ltd, Singapore for A$1.073 billion was heavily contested by domestic and offshore parties and demonstrates the deep pool of capital looking for a home in the Australian industrial sector. A deep pool of managers and capital sources were unable to participate in the offering, but are seeking smaller portfolios or trophy logistics assets to launch their operations in Australia.

Across the board there has been strong competition between multiple parties for properties across all price points and risk spectrums. Opportunities for purchasers to participate in larger scale offerings increased somewhat through portfolio offerings in the second half of 2015. However, it is unlikely this window of opportunity will be open for long. The current opportunities have been driven by institutional investors actively recycling capital and looking to redeploy that capital back into the industrial sector.

Most of the domestic institutions holding substantial industrial property are now focused on increasing their exposure to industrial property. Furthermore, a number of offshore funds and smaller boutique funds are looking to grow their presence in the market. Offshore investors have become more active in the Australian industrial sector in the past five years, in a direct ownership and indirect ownership capacity, driven by the hunt for yield.

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In recent years, investors have increasingly considered an asset or portfolio’s Weighted Average Lease Expiry (WALE) as a key investment criterion. Assets that can enhance an existing portfolio WALE are highly sought after by groups with shorter WALE relative to their peers. Furthermore, assets with WALE significantly above 10 years have been aggressively bid by numerous offshore groups, many of them first time entrants to the Australian industrial sector.

Investors are also increasingly seeking to acquire large value assets to deploy capital more efficiently. For some investors, this has meant targeting industrial assets of a specialised nature in core industrial locations, which often also meet their WALE and yield criteria as well.

Recent sales transaction evidence highlights that stronger prices are being paid for core logistics property demonstrating the characteristics of longer lease durations, modern design and solid tenant covenants. The weight of investment capital entering the Australian logistics sector is expected to support this dynamic further in 2016.

The capital markets at present are accommodative of investment in real estate. Government bond yields close to historic low rates increase the spread to real estate yields (excess return), allowing for further cap rate compression in real estate. Very low long-term government bond yields have put downward pressure on borrowing costs and this has been feeding through into discount rate assumptions for real estate investments (Figure 65).

Figure 65: Australian Commonwealth Government Bond Yields

Source: Reserve Bank of Australia, JLL Research

Australian prime grade industrial property yield spreads to Commonwealth Government Indexed Bonds remain above the long-run average, despite recent firming in industrial property yields over the last two years (Figure 66). Assuming Indexed Bond yields remain around this level, further industrial property yield compression is possible on this measure alone.

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Figure 66: Prime Grade Industrial Property Yield Spreads to Commonwealth Government Indexed Bonds

Source: Reserve Bank of Australia, JLL Research

Australian industrial property yields have been in a broad firming cycle since peaking around September 2009 following the Global Financial Crisis. Yields have firmed most strongly since the end of 2013, in line with the rise in investment transaction volumes, signifying increased competition for Australian industrial property. Both prime grade yields and secondary grade yield have firmed strongly through this period, and the spread between prime and secondary grade yields has tightened in most markets, indicating a willingness by investors to be more flexible in determining risk and reward.

Further prime grade yield tightening is forecast in 2016, though the yield trough for this cycle is now expected to occur sooner given the recent pace of yield tightening. The national weighted average yield of 6.85% in December 2015 is expected to tighten to 6.68% in 2016, implying a further 17 basis points of tightening in this cycle.

Yields are then expected to stabilise in 2017, before softening over the following three years in line with a rising global interest rate environment. In total, the national weighted average yield is expected to peak at 7.46% in 2021 – implying a rise of 79 basis points in total – though much lower than the peak of the previous cycle (Figure 67).

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Figure 67: Prime Grade Industrial Property Yields (Midpoint of Range)

Source: JLL Research

Industrial property sector capital values have increased solidly in the last decade. The national weighted average capital value index (CVI) increased by 3.4% p.a. in the 10 years to 2015. Growth in capital values has been driven by yield compression and mild face rental growth.

Further moderate growth of 3.5% is projected in 2016 as yields are forecast to tighten slightly while rental growth is expected to be positive over the year on average. The three years from 2018 to 2020 are projected to return mildly negative capital value growth as yields rise from their cyclical low, potentially negating a more positive rental outlook, before yields enter another cycle of tightening from 2021. As a result, only moderate capital value growth is expected over the five years to 2020 in the markets JLL Research monitor.

Figure 68: JLL Capital Value Index Growth

Market / Precinct 10 years (2005-15)

% p.a.

5 years (2015-20)

% p.a.

5 years (2020-25)

% p.a.

Sydney Outer Central West 2.6 0.3 4.4

Melbourne South East 5.0 0.5 4.2

Melbourne West 3.5 0.6 4.2

Brisbane Southern 3.5 0.7 4.3

Perth East 4.3 0.2 4.4

Adelaide North West 3.0 1.2 3.3

National GSP Weighted 3.4 0.5 4.1

Source: JLL Research

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The outlook for capital values from 2020 is more positive. Between 2020 and 2024, capital values are expected to increase by 4.1% p.a. on a national weighted basis. Yields are forecast to firm steadily, providing support to industrial asset pricing. A summary of average capital value growth is provided in Figure 68.

While the Australian industrial investment market has been very buoyant recently, the relative scarcity of scalable investment opportunities in the Australian market has created challenges for investors that have committed to growing their funds under management in the industrial sector, particularly through acquisitions. A key challenge for investors in 2016 will be how they deploy capital to access investment product and build a portfolio, while meeting other challenges such as finding assets that meet their return hurdles while looking to reweight by geography or increase their portfolio WALE.

In the development sector, many institutional developers are now looking to purchase land holdings with greater development term certainty, with the development time horizon being more immediate than in the past. One of the challenges for institutional investors and developers will be maintaining flexibility and being nimble enough not to hold too much land through the cycle, but to be able to compete for all opportunities – large and small – when they present themselves.

One of the more localised challenges for the sector will be the closure of the Ford car manufacturing plants in Campbellfield and Geelong in Melbourne in 2017, along with the closure of the other car manufacturing plants by Toyota at Altona in Melbourne West and GM Holden at Elizabeth in Adelaide and Port Melbourne in Victoria. A report released by consultancy firm Urbis in 2014 estimated the combined manufacturing plants occupy approximately 1 million sqm of floor space. Including associated parts suppliers could potentially double this amount.

Urbis put the Ford site at Campbellfield in Melbourne North at ~95ha of land and approximately 250,000 sqm of building area. The closure of this site is could have a direct impact on the Frasers Logistics & Industrial Trust portfolio through potentially higher vacancy, subdued rental growth and land values in this precinct of Melbourne. Frasers Logistics & Industrial Trust portfolio has several properties in the North precinct, generating 8.2% of portfolio income.

The Ford manufacturing plant at Campbellfield is generally unsuitable for modern warehouse and distribution centre occupiers that require high clearance accommodation with minimal columns and a combination of recessed and on grade docks and doors. The greatest impact is likely to be on the secondary market where there is greater competition for tenants seeking cheap short term accommodation. The Frasers Logistics & Industrial Trust properties at Tullamarine are all modern and in a superior location, unlikely to compete for such tenants looking at options in the secondary market.

In the long term, these major land sites are likely to be redeveloped after a period of remediation for any contaminants and environmental issues. Given the location of the Campbellfield site, it is likely to remain an industrial use, though whether it is redeveloped for logistics, manufacturing or other heavier industries is yet to be determined.

More broadly, the Frasers Logistics & Industrial Trust portfolio has some exposure to the automotive industry through tenants in the aftermarket vehicle parts and truck supply industry

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such as Goodyear and Dunlop Tyres at Carole Park in Brisbane, Tyres 4 U and Horizon in Keysborough, Melbourne, MaxiParts at Derrimut, Inchcape at Greystanes, Sydney, Mazda in Mulgrave, Melbourne, Mazda and Inchcape at Port Kembla, New South Wales and Isuzu in Inala, Brisbane.

The automotive industry is expected to continue to remain a large user of industrial space in Australia. Vehicle manufacturers will need to import more vehicles and parts for servicing and repairs, and store these components in warehouses in Australia for their distribution networks. As a result, there may be a broadly positive impact from the industry for owners of modern industrial space in core distribution locations, including the Frasers Logistics & Industrial Trust and Frasers Property Australia.

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Australian institutional grade real estate markets are highly securitised in that approximately 80-85% of total institutional grade real estate assets are owned by either unlisted real estate funds (“Wholesale Funds”) or listed Australian Real Estate Investment Trust’s (“A-REITs”). Australian institutional grade real estate which is held in unlisted real estate funds have investor bases which are generally classified as “wholesale capital” and are most commonly a widely held aggregation of capital from Australian superannuation funds, offshore pension funds and sovereign wealth funds. Investment in these unlisted funds is typically restricted to investors that qualify as “Wholesale” or “Sophisticated”. In practice the governance, illiquid nature and minimum investment requirements of these funds means that investment in these products is not open to the general public. In the case of A-REITs, these publically listed investment vehicles share many similar characteristics to S-REITs and are available for investment by the general public via the Australian Stock Exchange (“ASX”). A-REITs do however differ from S-REITs in their ability to derive significant income from sources other than rent collection such as the operation of funds management and development platforms.

Given the difference in public disclosure requirements between unlisted and listed markets, the publically available information for Wholesale Funds is typically far less transparent than the level of information available for A-REITs. In this regard, the difference in disclosure practices does pose challenges when seeking to make a comprehensive comparison of the Frasers Logistics & Industrial Trust portfolio with all large format Australian industrial portfolios. This is especially exacerbated given that a large quantum of Australian institutional grade industrial product is held in Wholesale Funds. This analysis focusses on the more directly comparable and accessible investment vehicles for investors.

Figure 69 provides a summary of the top 10 major participants in the Australian industrial property market including Frasers Logistics & Industrial Trust. With the exception of FLT, all of these groups are publically listed on the Australian Stock Exchange (“ASX”) and in almost all cases these key sector participants operate across multiple real estate sectors including office, retail and industrial, as well as in certain cases the residential sector. The majority of these groups also derive income from sources other than passive rent collection including the management of third party funds management platforms and development activities.

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Figure 69: Top 10 Australian Industrial Property Owners/Managers (by area owned/managed) Company Industrial Property Owned

and / or Managed (sqm) Investment Vehicles Managed

Goodman 7.4 million Balance Sheet Goodman Australian Industrial Partnership Goodman Australian Partnership Goodman Australian Development

Partnership KWASA Goodman Industrial Partnership

Charter Hall 1.8 million Charter Hall Core Logistics Partnership Charter Hall Core Plus Industrial Fund Charter Hall Direct Industrial Fund Series Charter Hall Direct CDC Trust

DEXUS 1.8 million Balance Sheet DEXUS Wholesale Property Fund DEXUS Australian Industrial Partnership DEXUS Industrial Partnership Separate Account

Frasers Logistics & Industrial Trust

1.2 million Balance Sheet

Stockland 1.1 million Balance Sheet Growthpoint 858,658 Balance Sheet GPT 758,200 Balance Sheet 360 Capital 688,401 360 Industrial Trust A-REIT 630,946 Balance Sheet Lend Lease 540,658 APPF Industrial Fund

Note: Balance sheet refers to assets held directly by the company. Some groups hold investments in funds managed by that group but these are excluded Source: Company date (multiple sources); as at December 2015

With respect to industrial portfolios which can be accessed via public markets in a listed format, Figure 70 provides a snapshot of the Top 10 Australian industrial portfolios by value (including FLT) and also includes a table that shows the proportion of their on balance sheet investment property portfolios that the industrial component represents.

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Figure 70: Australian Industrial Portfolios in Listed Vehicles (A$bn Book Value) & Industrial Proportion of Directly Held Investment Portfolio (%’age)

Note: Industrial comprises warehouse & distribution facilities, industrial estates and business parks but excludes office parks and development land. The reported proportion for the Goodman Group is on a global basis as Australian only is not reported. Source: Company date (multiple sources); as at December 2015

As can be seen from Figure 70, for the majority of these vehicles the directly held industrial portfolios only form a relatively small proportion of their direct on balance sheet real estate investments and in most cases the larger industrial portfolios form part of a diversified portfolio where direct investment in the industrial assets alone is not achievable. Furthermore, for many of these groups there are earnings sources in those vehicles other than rental income. Selection of comparable vehicles has therefore been based on the scale of the relevant portfolios and the income sources within that investment vehicle. When looking at the latter of these factors Figure 71 summarises the rationale for exclusion of certain vehicles from comparison with Frasers Logistics & Industrial Trust.

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Figure 71: Rationale for exclusion of investment vehicle for comparison with FLT

Investment Vehicle

Rationale for exclusion

DEXUS Listed group that invests across multiple real estate sectors including office, retail and industrial. Generates material proportion of earnings through the management of third party funds across a number of sectors. Total AUM of A$19.1 billion of which 50% is third party managed assets. Only 15% of total assets under management are in the industrial sector totalling A$2.9bn, of which 41% are third party managed assets. Investment in the vehicle only provides a partial exposure to rent collection from industrial real estate and is therefore not truly comparable as an investment vehicle.

Charter Hall Listed fund manager that invests on behalf of their managed funds across multiple real estate sectors including the commercial office, retail, industrial and hospitality sectors. While Charter Hall does generate revenue from its co-investment stakes in a number of its managed funds that invest in industrial real estate, a large proportion of their operating earnings is generated from funds management (43%) and 79% of their assets under management are in sectors other than industrial real estate. Investment in the vehicle only provides a partial and indirect expose to rent collection from industrial real estate via the receipt of distributions paid by their managed funds in which they hold co-investment stakes, and is therefore not truly comparable as an investment vehicle.

Stockland Listed group that invests across multiple real estate sectors with only 13% of their investment property portfolio invested in industrial assets. In addition, Stockland generates a significant proportion of their earnings from residential property development and investment in retirement villages. Investment in the vehicle only provides a partial expose to rent collection from industrial real estate and is therefore not truly comparable as an investment vehicle.

Growthpoint Listed group that invests across the industrial and office sectors. Industrial portfolio is comparable by scale however investment in the vehicle results in exposure to investment across both asset sectors where 50% of the assets are in the office sector. Further, within the industrial portfolio a large proportion of the assets are leasehold interests (39% by number) which is approximately double the proportion of leasehold assets within the Frasers Logistics & Industrial Trust portfolio.

GPT Listed group that invests across multiple real estate sectors including office, retail and industrial. Generates material proportion of earnings through the management of third party funds across a number of sectors. Total AUM of A$17.8 billion of which 55% is third party managed assets. Only 7% of total assets under management are in the industrial sector totalling A$1.2bn, all of which is held on GPT’s balance sheet and represents 15% of their direct investment portfolio assets. Investment in the vehicle only provides a partial expose to rent collection from industrial real estate and is therefore not truly comparable as an investment vehicle.

Source: Company Data; as at December 2015

As a result of the exclusion of the investment vehicles outlined above, the Australian based investment vehicles that have been considered for comparison with Frasers Logistics & Industrial Trust are summarised in Figure 72.

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Figure 72: Australian based investment vehicles for comparison with Frasers Logistics & Industrial Trust

Vehicle Listed / Wholesale

# of properties

AUM (A$m)

Lettable Area (sqm)

Occupancy WALE (years)

360 Industrial Trust Listed 38 874 688,401 100% 4.9

Goodman Group Listed 418 32,300 17.8 million 96% 5.0

Goodman Australian Industrial Partnership

Wholesale 117 6,100 3.6 million 96% 5.6

Goodman Australian Partnership

Wholesale 58 3,500 2.4 million 96% 4.4

DEXUS Australian Industrial Partnership

Wholesale 21 558 341,430 99% 6.2

Charter Hall Core Logistics Partnership

Wholesale 17 921 507,900 98% 12.2

Charter Hall Core Plus Industrial Fund

Wholesale 42 1,100 729,580 98% 7.2

Frasers Logistics & Industrial Trust¹

Listed 51 1,585² 1.2 million 98% 6.9

Note 1: Initial portfolio Note 2: By appraised value as at 31 December 2015 or as at 31 March 2016. Source: Company data (multiple sources); as at December 2015

Comparable listed investment vehicles in Australia

360 Capital Industrial Trust

The 360 Capital Industrial Trust (ASX:TIX) is an externally managed ASX listed Australian REIT with a market capitalisation of A$532 million and 100% of its investment exposure to Australian industrial real estate. TIX invests only in direct real estate for the purpose of deriving rental income and does not provide investors with exposure to any alternative sources of income or real estate sectors other than industrial property. To this end, it is the most directly comparable listed investment vehicle to Frasers Logistics & Industrial Trust.

The TIX portfolio maintains a high occupancy across the portfolio with a relatively strong WALE and the potential to add value to the portfolio through active asset management. Geographically TIX enjoys a strong weighting to the core New South Wales market (43%), which is viewed as a positive attribute however, it also has exposure to a number of secondary markets such as the Australian Capital Territory, as well as regional markets such as Warnervale, New South Wales and Townsville, Queensland. Furthermore, the portfolio generally comprises older assets of inferior physical attributes to the Frasers Logistics & Industrial Trust portfolio and with tenant covenants which are not of the same quality as Frasers Logistics & Industrial Trust. Overall, while the TIX portfolio is considered to be the most comparable investment product available to listed investors, it is considered to be inferior to the Frasers Logistics & Industrial Trust portfolio and

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would be expected to trade at a pricing discount to the Frasers Logistics & Industrial Trust portfolio.

TIX is managed by the 360 Capital Group, a listed real estate fund manager that manages investment vehicles across a range of real estate sectors, including industrial property. 360 Capital Group explicitly states that it does not undertake property development activities and as such it will not have access to a high quality pipeline of new developments to facilitate its growth in the way the Frasers Logistics & Industrial Trust will.

Goodman Group

Goodman Group (“Goodman”) is the largest industrial real estate owner, developer and manager in the Australian market and one of the top 3 in the industrial property sector globally with over A$32 billion of assets under management. Goodman is listed on the ASX and has a market capitalisation of A$11.1 billion. Their directly held Australian portfolio comprises 27 assets with a combined value of A$3.1 billion however they have a further 179 properties with a combined value of A$9.9 billion in their Australian Wholesale Fund platform, of which they have a circa 25% co-investment holding. The Australian portfolio comprises a broad cross section of asset types across warehousing and distribution centres, industrial unit estates, business parks and office parks.

While 51% of Goodman’s Operating EBIT comes from its investments in industrial real estate (being a combination of assets held directly on balance sheet as well as co-investment in funds managed by the group), the remainder of Goodman’s operating EBIT is derived from management fees across their funds management platform as well as development profits and fees. Geographically 45% of Goodman’s Operating EBIT comes from Australia with the remainder originating from a combination of geographies that span Asia Pacific, Europe and the Americas.

Goodman warrant description as an Australian listed industrial real estate participant with exposure accessible for investment through the publically listed markets, particularly given their position in the Australian market and the scale of their Australian portfolio. However, given the diversity in their operating EBIT across directly held assets, income from fund co-investments, development profits and funds management fees, combined with the geographic origin of a large proportion of their income being outside of the Australian market, direct comparison to the Frasers Logistics & Industrial Trust portfolio as an investment vehicle is not appropriate. Furthermore, when looking at the diverse types of assets held in Goodman’s directly owned portfolio which includes office parks and business parks this is markedly different than the more product focussed nature of the Frasers Logistics & Industrial Trust portfolio.

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Comparable wholesale investment vehicles in Australia

Please note that the funds in this section are typically not available for investment by listed investors and information has been provided to help benchmark Frasers Logistics & Industrial Trust’s portfolio quality rather than contrast an alternate investment proposition.

Goodman Australian Industrial Partnership

The Goodman Australian Industrial Partnership (“GAIP”) is an unlisted wholesale fund which is managed by the Goodman Group and holds an A$6.1 billion portfolio of 117 properties that comprises over 3.6 million square metres of lettable area. The portfolio is well leased and enjoys 96% occupancy with a WALE of 5.6yrs.

The portfolio is heavily weighted towards the key New South Wales market with an exposure understood to be approximately 70% of the GAIP portfolio. The portfolio largely consists of core properties however, does have a component of assets which would be considered to provide value add or opportunistic qualities, including a number with active rezoning potential to higher and better use (typically high density residential).

GAIP has a diversified asset pool across warehouse and distribution centres, industrial estates, business parks and office parks, with further land for development. It is arguably Australia’s pre-eminent industrial investment vehicle given its scale, diversity and attractive portfolio characteristics with embedded development opportunities and potential to capture significant value accretion through active re-zoning of urban renewal opportunities across the portfolio.

Direct comparison of GAIP to the Frasers Logistics & Industrial Trust portfolio is not considered appropriate given a number of differentiating qualities that include the relative size of the portfolio and the diversity of asset style within GAIP, particularly the presence of business and office parks as well as properties with active rezoning potential. Furthermore, the fund is not listed and there are very limited opportunities for new investors seeking to invest in the vehicle who must also satisfy the qualifying investor criteria for a wholesale fund of the nature of GAIP.

Goodman Australian Partnership

The Goodman Australian Partnership (“GAP”) is an unlisted wholesale fund which is managed by the Goodman Group and holds an A$3.5 billion portfolio of 58 properties that comprises over 2.4 million square metres of lettable area. The portfolio is well leased and enjoys 96% occupancy with a WALE of 4.4yrs.

The portfolio is diversified across the key Australian eastern seaboard industrial markets with a heavy concentration in the key Sydney and Melbourne markets. Similar to GAIP, GAP has a diversified asset pool across warehouse and distribution centres, industrial estates, business parks and office parks, with a selection of assets positioned for urban renewal.

GAP was originally established when Goodman partnered with a select club of sovereign wealth and pension funds to take-over and privatise the listed ING Industrial Fund.

The GAP portfolio has broader diversification of asset type when compared to the Frasers Logistics & Industrial Trust portfolio which is more concentrated in the warehousing and distribution segment of the market. Geographically the Frasers Logistics & Industrial Trust portfolio does have greater diversification across different markets however the GAP portfolio does have the benefit of being exclusively Australian eastern seaboard exposed and highly concentrated in the key markets of Sydney and Melbourne. Comparison of GAP to the Frasers Logistics & Industrial Trust portfolio as a benchmark portfolio is however not considered directly

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appropriate largely due to the diversity of asset style within GAP, particularly the presence of industrial unit estates, office parks, business parks and properties with active rezoning potential. Furthermore, the fund is also not listed and held by a selected club of investors whereby there is not the opportunity for new investors to invest in GAP.

DEXUS Australian Industrial Partnership

The DEXUS Australian Industrial Partnership is a 50:50 joint venture between DEXUS Property Group and a large Asian pension scheme. The partnership was established in 2012 when the manager DEXUS Property Group seeded the venture with a portfolio of assets across two major industrial estates under their development. The portfolio comprises 341,430 square metres of modern industrial property considered core in their investment characteristics. The portfolio is an aggregation of 21 modern facilities located within the two estates in the Western Sydney suburb of Greystanes and the Western Melbourne suburb of Laverton North. The portfolio enjoys 99% occupancy and has a 6.2yr WALE. The portfolio comprises modern high quality industrial assets which are of similar quality to those in the Frasers Logistics & Industrial Trust. The assets in the portfolio are located in two strong logistics locations in the Sydney and Melbourne markets but that concentration of location does not offer the same diversity as the Frasers Logistics & Industrial Trust portfolio. Finally, the portfolio was established as a joint venture between DEXUS and their partner whereby there is not the opportunity for new investors to invest in venture.

Charter Hall Core Logistics Partnership

The Charter Hall Core Logistics Partnership (“CLP”) is a $921 million portfolio comprising 17 properties diversified across a number of core and secondary Australian markets. CLP’s investment strategy is focused on acquiring both individual distribution centres and portfolios of modern high-quality distribution and industrial properties with long WALE’s to deliver core investment returns. The portfolio enjoys a long 12.2yr WALE and is well occupied at 98% (as at Jun-15). Whilst the portfolio does exhibit significant geographic diversity it is generally considered to be overweight a number of the less preferred Australian industrial markets whilst being underweight in its exposure to the key New South Wales market with only 11% of the portfolio in that state. While the CLP portfolio possesses assets of high quality built form of a similar standard to the Frasers Industrial Portfolio and the same level of occupancy, it does benefit from a longer WALE. However, the portfolio construction form a geographic exposure perspective to certain sub-markets is considered to be inferior to the Frasers Industrial Portfolio.

Charter Hall Core Plus Industrial Fund

The Charter Hall Core Plus Industrial Fund (“CPIF”) is a $1.1 billion portfolio comprising 42 properties diversified across a number of core and secondary Australian markets. The portfolio enjoys a strong 7.2yr WALE and is well occupied at 98%. CPIF possesses a portfolio of generally modern, functional industrial assets of a similar standard to the Frasers Logistics & Industrial Trust portfolio with the same level of occupancy and a similar length WALE. However, the portfolio construction from a geographic exposure perspective with exposure to a number of secondary sub-markets is considered to be inferior to the Frasers Logistics & Industrial Trust portfolio.

Ascendas REIT portfolio

In November 2015, Ascendas REIT completed the acquisition of a prime portfolio of assets from the Government Investment Corporation of Singapore and Frasers Property Australia. The portfolio was considered to be the highest quality portfolio of industrial real estate to have ever traded in the Australian market. It was also the largest portfolio to ever transact in the industrial

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real estate sector in Australia and the second largest in the Asia Pacific region. The portfolio acquired by Ascendas is considered to be highly comparable to the Frasers Logistics & Industrial Trust portfolio and a more detailed comparison is provided in the following section of this report.

Comparison of the Frasers Logistics & Industrial Trust portfolio with Singapore listed peers

Singapore industrial REITs (“SREITs”) started to acquire assets in Australia in late 2013, with AIMS AMP Capital’s acquisition of Optus Centre. Subsequently, four SREITs have bought assets in Australia in 2015. Currently, Australian assets make up just 5-11% of SREITs’ portfolios. Ascendas, Mapletree Logistics and Cache Logistics have stated their intention to continue to expand their exposure to Australia.

Figure 73: Singapore REITs’ ownership of Australian industrial assets

Source: Company Data (multiple sources); as at December 2015

Other than AIMS AMP Capital Industrial REIT’s office park asset, all the other assets acquired have been logistics properties.

Figure 74: Singapore REITs’ ownership of Australian industrial assets

Singapore REIT GLA sqm Properties Sector Occupancy WALE

(years) Valuation ($A

millions)

Ascendas REIT 630,946 26 Logistics 94.4% 5.9 1,013

Mapletree Logistics Trust 55,395 1 Logistics 100% 19.0 253

AIMS AMP Capital Industrial REIT

41,255 1 Office Park 100% 8.6 195

Cache Logistics Trust 128,780 5 Logistics 100% 7.2 154

Source: Company date (multiple sources); as at December 2015

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Singapore industrial REITs with market capitalisations greater than USD500m are trading at 0.97x net asset value and are expected to provide an 8.0% dividend yield in 2015. The implied asset capitalisation rate for these SREITs of 6.6% is higher than the transaction yields of 5.7-6.0%, making acquisitions in Singapore relatively challenging.

Figure 75: Key Financial Market Data of Singapore REITs with Australian industrial assets

Singapore industrial REIT Market cap

(S$m) Free float

Free float market cap

(S$m) Unit price Price/Book

CY15 DPU yield

Implied cap

Ascendas REIT 5,663 83% 4,700 2.35 1.13 6.75% 5.75%

Mapletree Logistics Trust 2,496 59% 1,473 1.00 0.98 7.40% 6.50%

AIMS AMP Capital Industrial REIT

863 83% 716 1.35 0.89 8.24% 7.40%

Cache Logistics Trust 812 93% 755 0.91 0.93 8.26% 6.47%

Source: Bloomberg (9 December 2015)

Due to the short tenure for industrial sites sold by the government in Singapore, the industrial REITs generally have portfolio land tenure of 40-60 years (45 years on average). Lease terms are also short in Singapore, resulting in average weighted lease expiry of 4.1 years. These REITs have expanded into Australia as properties are usually freehold and have long lease terms of up to 20 years.

Figure 76: Key Portfolio Metrics of Singapore REITs with Australian industrial portfolios

Singapore industrial REIT Portfolio size S$m

Portfolio occupancy

Weighted average lease expiry (years)

Weighted average land lease expiry

(years) Debt/ Assets

Ascendas REIT 9,298 89% 4.0 59.8 41.7%

Mapletree Logistics Trust 4,981 97% 4.8 42.0 38.8%

AIMS AMP Capital Industrial REIT

1,435 97% 3.1 39.8 30.9%

Cache Logistics Trust 1,374 96% 4.4 41.9 34.8%

Source: Company date (multiple sources); as at December 2015

Ascendas REIT

Ascendas REIT (“A-REIT”) is Singapore’s largest owner of industrial property and largest listed industrial REIT. The external manager, Ascendas Funds Management is a wholly owned subsidiary of the Ascendas-Singbridge Group, which is ultimately jointly owned by Temasek and Jurong Town Council, both being Singapore government-linked entities. A-REIT has a portfolio of 102 properties in Singapore and 2 business park properties. In total, these properties host 1,430 international and local companies.

In September 2015, A-REIT announced the acquisition of 26 logistics properties in Australia for S$1.01bn. The acquisition price reflected an equivalent yield analysed at 6.02%. At the time of

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announcing the transaction the portfolio had an average occupancy of 94.4% and a WALE of 5.9 years with a Gross Lettable Area of 630,945 sqm. The properties in the portfolio are located in the key cities of Sydney, Brisbane, Melbourne and Perth. The Australian portfolio comprises 24 end-users and multi-national third-party logistics tenants.

The portfolio of Australian assets acquired by A-REIT offer a comparable benchmark for the Frasers Logistics & Industrial Trust portfolio. Both portfolios share a number of key portfolio metrics:

Both portfolios are 96% comprised of assets in the key Eastern Seaboard markets of Sydney, Brisbane and Melbourne with a relatively consistent even spread across these three markets;

Both portfolios have an average asset age of 6 years and are considered to be of comparable building quality and physical upkeep;

Assets in each portfolio are largely considered to be located in core sub-markets; and Both portfolios enjoy excellent exposure to high quality tenant covenants.

As will always be the case when comparing portfolios, there are points of difference, particularly when comparing portfolios of such scale. However, in considering these points of difference it is believed that on balance the two portfolios remain highly comparable and that the A-REIT portfolio provides the most comparable portfolio of Australian assets to those held by any investment vehicle identified in this report.

This acquisition brings the total portfolio size of Ascendas REIT to S$9.0bn as of November 2015. Assets outside Singapore now make up 14% of the portfolio, in line with Ascendas REIT’s stated objective to raise this to 20-30% of the portfolio. The Australian acquisition established Ascendas REIT as the 9th largest industrial landlord in the Australian market with an objective to explore more potential opportunities in Australia.

Mapletree Logistics Trust

Mapletree Logistics Trust (“MLT”) is Singapore’s first Asia-focused logistics real estate investment trust. The external manager of the REIT is wholly owned by Mapletree Investments Pte Ltd, which is wholly owned by the Singapore Government. Listed in 2005, MLT owns a S$4.98bn portfolio of logistics assets in Singapore, Japan, Hong Kong, South Korea, China, Australia, Malaysia and Vietnam. The portfolio has over 115 properties with an average occupancy rate of 97%.

In June 2015, MLT acquired a freehold cold storage warehouse in Eastern Creek, New South Wales, Australia for A$253m. The purpose-built property has 55,395 square metres of GFA and an agreed 20 year lease until June 2034 in place with Coles. MLT stated that this acquisition marks its expansion into Australia with the intention to scale up their portfolio in this target market with quality assets that meet its investment criteria. Given the single asset exposure of MLT to the Australian market comparison to the Frasers Logistics & Industrial Trust portfolio is not seen as relevant.

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AIMS AMP Capital REIT

AIMS AMP Capital REIT (“AAREIT”) was listed as Macarthurcook Industrial REIT in Singapore in April 2007. In 2009, AMP Capital and AIMS Financial Holding Limited became sponsors and renamed the trust to AIMS AMP Capital Industrial REIT. The trust is being managed by a joint venture company owned 50% each by the sponsors.

In Dec 2013, AAREIT acquired from Stockland a 49% indirect interest in the Optus Centre located at Macquarie Park, New South Wales, Australia for A$184m on a net property income yield of 8.1%. Optus Centre is a high quality A Grade office park complex with a total lettable area of 84,194 square metres. The property is 100% leased to Optus with a WALE of 8.6 years. This is the trust’s only property outside Singapore.

As at Sep 2015, AAREIT has 26 industrial properties hosting 144 tenants over a total net lettable area of 607,700sqm valued at S$1,453m. The portfolio has an average occupancy of 96.5% and weighted average lease expiry of 3.05 years.

Given the single asset exposure of AAREIT to the Australian market and the asset being an office park not an industrial property then comparison to the Frasers Logistics & Industrial Trust portfolio is not seen as relevant.

Cache Logistics Trust

Cache Logistics Trust (“CLT”) is the second largest logistics focused listed-REIT in Singapore. Listed in April 2010, Cache Logistics Trust is externally managed by a joint-venture between ARA Asset Management Limited and CWT Limited. Both companies are listed on the Singapore stock exchange.

In 2015, CLT acquired five logistics assets in Australia with 130,000sqm of lettable area for A$154 million. The properties currently have a 100% occupancy rate and a weighted average lease expiry period of 7.2 years. Whilst the properties held by Cache enjoy strong occupancy and WALE, a number of the assets are considered to be in secondary sub-markets and the physical attributes of the assets are not of the same standard as the Frasers Logistics & Industrial Trust assets. The CLT portfolio also does not benefit from the same scale and overall in consideration of all these factors is considered inferior to the Frasers Logistics & Industrial Trust portfolio.

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The market report contains forward-looking statements that are provided as Jones Lang LaSalle’s beliefs, expectations, forecasts or predictions for the future. All such statements relating to future matters are based on the information known to Jones Lang LaSalle at the date of preparing this document. We stress that such statements should be treated as an indicative estimation of possibilities rather than absolute certainties. The forecast process involves assumptions about a substantial number of variables, which are highly responsive to changing conditions. Variations of any one of the variables may significantly affect outcomes and Jones Lang LaSalle draws your attention to this. Therefore, Jones Lang LaSalle cannot assure that the forecasts outlined in this report will be achieved or that such forward-looking statements outlined in the report will prove to be correct. Interested parties must be cautioned not to place undue reliance on such statements. Where as a result of new available information, future events or otherwise, Jones Lang LaSalle undertakes no obligation to publicly update or revise any forward-looking statements contained in this report, except as required by law. All forward-looking statements contained in this report are qualified by reference to this cautionary statement. Jones Lang LaSalle has relied upon external third party information in producing this report, including the forward-looking statements. We want to draw your attention that there is no independent verification of any of the external party documents or information referred to herein. This report is limited to the matters stated in it and no opinion is implied or may be inferred beyond the matters expressly stated herein. Jones Lang LaSalle has prepared this report for inclusion in the prospectus to be issued in connection with the initial public offering and listing of units in Frasers Logistics & Industrial Trust (“Prospectus”) on the Main Board of the Singapore Exchange Securities Trading Limited (the “Initial Public Offering”). The opinion expressed in this report is subject to changes and therefore does not constitute, nor constitute part of, an offer or a contract.

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Sydney Outer Central West SWOT (17.4% of Frasers Logistics & Industrial Trust portfolio income)

Strengths Weaknesses

The largest and fastest growing market in Sydney, the Outer Central West has accounted for approximately 49% of new stock in the last decade

Excellent access to key motorways, including M7, M4 and other main arterial roads

Occupier demand fundamentals are being strongly supported in the near-term by displacement of sitting tenants for redevelopment and urban regeneration – expected to result in strong pre-lease activity

Typical occupiers are 10,000sqm+ users requiring modern, functional warehouse/distribution facilities

Moderate rental growth in recent year(s) as yield compression improved development feasibility

Transaction evidence in 2015 demonstrated that prime yields are the tightest in the country

Competition for investment opportunities is high

Opportunities Threats

Highly concentrated ownership in precinct due to historic control of development pipeline

Significant micro-infrastructure upgrades in the precinct

Undertake further development activity with strong occupier demand for this premier location

Organic growth in tenant requirements may see them look to the ‘new build’ market if their accommodation requirements cannot be satisfied by the existing stock base

Trend for consolidation and co-location by major 3PL groups

Competition from an increase in active land estate developments and opening of development land in Marsden Park

Sydney Outer North West SWOT (5.1% of Frasers Logistics & Industrial Trust portfolio income)

Strengths Weaknesses

Close to M2 and M7 and access to the large and growing North West population corridor

Supply is moderately constrained – sites suit smaller development or alternative use, larger sites available in Marsden Park

Typical occupiers are local businesses and those with clients in the precinct

Moderate rental growth in recent year(s) as yield compression improved development feasibility

Competition for tenants with the developers in the Outer Central West

Competition for investment opportunities is high

Opportunities Threats

North West Rail Link may push some occupiers further west and improve the desirability of the

Organic growth in tenant requirements may see them look to the ‘new build’ market if their

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location for tenants requiring strong public transport links for staff

accommodation requirements cannot be satisfied by the existing stock base.

Sydney Outer South West SWOT (4.1% of Frasers Logistics & Industrial Trust portfolio income)

Strengths Weaknesses

Access to the M5 and South Sydney/Port, the Southern Sydney Freight Line and Moorebank Intermodal terminal.

Good location for line haul operators servicing freight corridor to Melbourne

Access to low-skilled labour

Longer term development focus will depend on land aggregation

Typical occupiers are warehouse and manufacturing users and local businesses and line-haul operators

Competition for investment opportunities is high

Opportunities Threats

Outer South West land corridor remains fragmented and limited institutional presence

The Moorebank Intermodal development and Badgerys Creek Airport will increase the importance of the Outer South West markets

Lower occupancy cost than the Outer Central West

Organic growth in tenant requirements may see them look to the ‘new build’ market if their accommodation requirements cannot be satisfied by the existing stock base.

Sydney – Port Kembla SWOT (1.9% of Frasers Logistics & Industrial Trust portfolio income)

Strengths Weaknesses

Strategic location for automotive imports in NSW

Strong history of steel making industries

Limited availability of institutional investment stock (shallow market)

Opportunities Threats

Aggregate further institutional investments in the precinct

Capitalise on any changes in the Port operations

Wider yield spread to core logistics locations

Regulatory or planning changes affecting the local industry base or the port

Supply risk given shallow occupier pool

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Melbourne South East SWOT (19.1% of Frasers Logistics & Industrial Trust portfolio income)

Strengths Weaknesses

Access to M1 (Monash Freeway) and M3 (Scoresby Freeway)

Services the large South Eastern residential population base

The depth of the market make it important for investors

Deep pool of manufacturing occupiers that draw from the skilled labour pool in the precinct

Availability of development land

Distance from the Port

Higher cost base of land and rent than West and North

Opportunities Threats

Gentrification of infill suburbs will reduce available stock base and create tenant activity

Long term owner occupiers may seek more efficient space with lower manufacturing component

Typical occupiers are warehouse and manufacturing users and local businesses, wholesalers and smaller users (up to 20,000 sqm)

Car manufacturing industry closures to weigh on the sector (parts and aftermarket suppliers)

Tenants enticed by favourable leasing and incentive deals in the West

Melbourne West SWOT (12.1% of Frasers Logistics & Industrial Trust portfolio income)

Strengths Weaknesses

Melbourne remains the corporate heartland of Australia and has a deep pool of varying industries

Close to the shipping Port and access to the M1, Geelong Road, M80 Western Ring Road

Lower rents and land costs make the West of Melbourne attractive to occupiers

Typical occupiers are users from 5,000 sqm to 80,000 sqm in the retail and wholesale trade sector, 3PL industry, freight forwarding

Higher than long-term average incentives at present

Development land supply for 4-5 years

Supply is available – competitive development environment is supressing rental growth

Opportunities Threats

Consolidation of users from the South East

The depth of the market make it important for investors

Competition with the North, particularly the Melbourne Airport precinct, for traditional logistics occupiers

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Melbourne North SWOT (8.2% of Frasers Logistics & Industrial Trust portfolio income)

Strengths Weaknesses

Access to key freeways, including the Tullamarine Freeway, Citylink Tollway, Western Ring Road and Tullamarine Airport and north to Sydney via the Hume Highway

Lower rents and land costs than the South East and City Fringe

Infrastructure investment looks like being constrained following the change of state government leadership

Risk of significant vacancy with car manufacturing closure

Opportunities Threats

Lower institutional ownership in the North makes investment opportunities desirable

Capture displaced occupiers from City Fringe location

Typical occupiers are up to 10,000sqm users requiring modern warehouse/distribution facilities

Car manufacturing industry closures to weigh on the sector (and economy) with agglomeration of car parts suppliers in the North

Strong competition with the West for pre-lease tenants

Melbourne Airport Corporation capturing a large share of occupier activity in the North

Melbourne City Fringe SWOT (2.6% of Frasers Logistics & Industrial Trust portfolio income)

Strengths Weaknesses

The Port of Melbourne is Australia’s busiest container and automotive shipping port

Close to key infrastructure, including Port Melbourne and the Melbourne CBD

Access to the M1 (Westgate Freeway) linking it to the West precinct

High underlying land values mean this precinct will not remain a core industrial location moving forward

Higher rents and occupancy costs compared to West

Opportunities Threats

Gentrification and higher and better use development

Supply is constrained. Alternative use is strong competition for development in neighbouring suburbs. Rezoning and residential redevelopment is re-shaping the precinct

Typical occupiers are logistics and freight businesses and high-tech/showroom/services business

Car manufacturing industry closure to weigh with Holden site in this location

Political uncertainty around infrastructure and the sale of the Port and potential second Port

State economic growth somewhat reliant on overseas migration to boost city population

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Brisbane Southern SWOT (19.7% of Frasers Logistics & Industrial Trust portfolio income)

Strengths Weaknesses

Strong population growth is forecast in the next decade

Largest geographical industrial precinct that has good road linkages to the north, west and south to the Gold Coast residential population

Investment in road infrastructure has been very strong in the previous decade and has vastly improved goods movement around Brisbane

Housing development cycle in its early stages

Infrastructure investment spending is likely to decline in the next decade after rising very strongly in the previous decade

Softening rents at present, with competition from developers for tenants

Supply is available – large warehouse and distribution centre developments especially in the outer south and outer south western suburbs

Opportunities Threats

Tenants without a presence from interstate or growing their requirement post lease expiry

Typical occupiers are users from 5,000 sqm to 40,000 sqm in the retail and wholesale trade sector and 3PL industry

A concerted urban redevelopment plan similar to Sydney would reduce obsolete stock

Some backfill space is redundant in design and will remain vacant for an extended period

Economic weakness may persist for longer than forecast as mining investment projects complete

Brisbane North SWOT (2.7% of Frasers Logistics & Industrial Trust portfolio income)

Strengths Weaknesses

Services the population to the North of Brisbane via the Gympie Road, Bruce Highway and Houghton Highway

Investment in road infrastructure has been very strong in the previous decade and has vastly improved goods movement around Brisbane

Typical occupiers are smaller users and often local businesses including wholesalers and construction

Muted rental tension at present

Competitive pre-lease environment

Opportunities Threats

The Northern corridor is becoming increasingly relevant to large users and is not institutionally controlled

Limited availability of development land

Some backfill space is redundant in design and will remain vacant for an extended period

Economic weakness may persist for longer than forecast as mining investment projects complete

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Brisbane Trade Coast SWOT (1.9% of Frasers Logistics & Industrial Trust portfolio income)

Strengths Weaknesses

Close to key infrastructure, including Port of Brisbane and the Brisbane Airport

Access north and south via the M1

Strong demand from 3PLs, import and export businesses, cold storage operators and marine services businesses

Rents holding up better than other precincts

Infrastructure investment spending is likely to decline in the next decade after rising very strongly in the previous decade

Lack of freehold development land

Opportunities Threats

Supply is constrained. Alternative use may emerge for development in some suburbs

Typical occupiers are logistics and freight businesses

Port of Brisbane may release significant land holding, though considered low risk

Perth East SWOT (1.9% of Frasers Logistics & Industrial Trust portfolio income)

Strengths Weaknesses

Premium location with strongest links to the Airport, shipping port and Perth CBD and suburbs

Strong population growth in the last decade has made Perth more relevant for corporate occupiers and investors

Historically very strong rental growth

Typical occupiers are a range of major industries, though typically major retailers requiring distribution facilities, freight and logistics companies, airport related businesses and some mining services businesses

Economic headwinds from the resource sector may crimp demand in the near-term

Rental levels adjusting to weaker demand environment

Lack of opportunity for institutional investment

Opportunities Threats

Tenants without a presence in Perth such as retailers opening new store networks or 3PLs

Limited availability of development land

There has been a rise in specialised (engineering-based) space following the mining investment slowdown

Infrastructure investment has increased the appeal of the South precinct

More ready availability of development land in the South – attractive to larger retail tenants, logistics operators and wholesalers

F-102

Page | 101

Adelaide – Inner West/East SWOT (3.1% of Frasers Logistics & Industrial Trust portfolio income)

Strengths Weaknesses

Key transport location with strong links to Airport service industries

Good access to metropolitan Adelaide

Economic headwinds from the closure of the car manufacturing industry may crimp demand in the near-term due to economic weakness

Lack of opportunities for institutional investment

Opportunities Threats

Tenants without a presence in Adelaide such as retailers opening new store networks or 3PLs

Economic recovery dependent on major Defence contract outcomes and longer-term resource investment programs.

F-103

Disclaimer 1. Save for liability which cannot be excluded by law, Jones Lang LaSalle (NSW) Pty Ltd ACN 002 851 925 (the “Company”) nor any of its

related bodies corporate (as that term is defined in the Corporations Act 2001 (Cth)) and affiliates, nor their respective businesses, directors, officers, employees, consultants, lenders, agents or advisors make any representation or warranty, express or implied, as to the accuracy, reliability or completeness of the information contained in this Initial Public Offering or any other written or oral information made available to you or your representatives during or in connection with the Initial Public Offering (collectively referred to as “Information”) and do not accept: (a) any responsibility arising in any way for any errors in or omissions from the Information or for any lack of truth, accuracy,

completeness, currency or reliability of the Information; (b) any responsibility for any interpretation that the recipient of the Information or any other person may place on the Information

or for any opinion or conclusion that the recipient of the Information or any other person may form as a result of examining the Information; and

(c) any liability (whether direct or indirect or consequential) for any loss, damage, cost, expense, outgoing, interest, loss of profits or loss of any kind (Losses) suffered or incurred by any person (whether foreseeable or not) as a result of or by reason of or in connection with the provision or use of the Information, or you or your representatives or advisers acting on or relying on any Information, whether the Losses arise in connection with any negligence, default or lack of care on the part of the Company or any other cause.

2. The Information is not based on any actual or implied knowledge or consideration of the investment objectives, financial situation, legal or taxation position or any other needs or requirements of the recipient of the Information and should not be construed in any way as a recommendation to participate in the transaction.

3. Any forecasts included in the Information or any other written or oral forecasts of the Company made available to you or your representative as part of the Initial Public Offering are not to be taken to be representations as to future matters. These forecasts are based on a large number of assumptions and are subject to significant uncertainties, vagaries and contingencies, some, if not all, of which are outside the control of the Company.

4. No representation is made that any forecast will be achieved. Actual future events may vary significantly from forecasts. You should make and must rely on your own business judgment, enquiries and investigations regarding the assumptions, uncertainties and contingencies included in the Information.

5. For the avoidance of doubt, the Information is based on data reasonably available to the Company as at 22 March 2016, unless otherwise specified.

6. The Company is not operating under an Australian Financial Services Licence in providing the Information. 7. Acceptance of the Information will be taken to be acceptance by you that you will be relying on your own independent judgment, enquiries,

investigations and advice.

Sydney Office 420 George Street Sydney NSW 2000 + 61(2) 9220 9500

F-104

APPENDIX G

TERMS, CONDITIONS AND PROCEDURES FOR APPLICATION FOR AND

ACCEPTANCE OF THE UNITS IN SINGAPORE

Applications are invited for the subscription of the Units at the Offering Price per Unit on the terms

and conditions set out below and in the relevant application forms to be used for the purpose of

the Offering and which forms part of this Prospectus (the “Application Forms”) or, as the case

may be, the Electronic Applications (as defined below).

Investors applying for the Units in the Offering by way of Application Forms or Electronic

Applications are required to pay the Offering Price per Unit, subject to a refund of the full amount

or, as the case may be, the balance of the applications monies (in each case without interest or

any share of revenue or other benefit arising therefrom and without any right or claim against the

Joint Bookrunners) where (i) an application is rejected or accepted in part only, or (ii) if the

Offering does not proceed for any reason.

(1) The minimum initial subscription is for 1,000 Units. You may subscribe for a larger number

of Units in integral multiples of 100. Your application for any other number of Units will be

rejected.

(2) You may apply for the Units only during the period commencing at 9.00 p.m. on 10 June

2016 and expiring at 12 noon on 16 June 2016. The Offering period may be extended or

shortened to such date and/or time as the REIT Manager may agree with the Joint

Bookrunners, subject to all applicable laws and regulations and the rules of the SGX-ST.

(3) (a) Your application for the Units offered in the Public Offer (the “Public Offer Units”) may

be made by way of the printed WHITE Public Offer Units Application Form or by way

of Automated Teller Machines (“ATM”) belonging to the Participating Banks (“ATM

Electronic Applications”), the Internet Banking (“IB”) website of the relevant

Participating Banks (“Internet Electronic Applications”) or the DBS Bank Ltd. (“DBS

Bank”) mobile banking interface (“mBanking Applications”, which together with the

ATM Electronic Applications and Internet Electronic Applications, shall be referred to

as “Electronic Applications”).

(b) Your application for the Units offered in the Placement Tranche (the “Placement

Units”), other than the Reserved Units, may be made by way of the printed BLUE

Placement Units Application Form (or in such other manner as the Joint Bookrunners

may in their absolute discretion deem appropriate).

(c) Your application for the Reserved Units may only be made by way of the printed PINK

Reserved Units Application Forms.

(4) You may use up to 35.0 per cent. of your CPF Investible Savings (“CPF Funds”) to

apply for the Units under the Public Offer. Approval has been obtained from the Central

Provident Fund Board (“CPF Board”) for the use of such CPF Funds pursuant to the Central

Provident Fund (Investment Schemes) Regulations, as may be amended from time to time,

for the subscription of the Units. You may also use up to 35.0 per cent. of your CPF Funds

for the purchase of the Units in the secondary market.

(5) If you are using CPF Funds to apply for the Units, you must have a CPF Investment Account

maintained with a CPF agent bank, i.e. DBS Bank, Oversea-Chinese Banking Corporation

Limited or United Overseas Bank Limited (the “CPF Agent Bank”). You do not need to

instruct the CPF Board to transfer CPF Funds from your CPF Ordinary Account to your CPF

G-1

Investment Account. The use of CPF Funds to apply for the Units is further subject to the

terms and conditions set out in the section on “Terms and Conditions for Use of CPF Funds”

on page G-26.

(6) Only one application may be made for the benefit of one person for the Public Offer

Units in his own name. Multiple applications for the Public Offer Units will be

rejected, except in the case of applications by approved nominee companies where

each application is made on behalf of a different beneficiary.

You may not submit multiple applications for the Public Offer Units via the Public

Offer Units Application Form, or Electronic Applications. A person who is submitting

an application for the Public Offer Units by way of the Public Offer Units Application

Form may not submit another application for the Public Offer Units by way of

Electronic Applications and vice versa.

A person, other than an approved nominee company, who is submitting an

application for the Public Offer Units in his own name should not submit any other

applications for the Public Offer Units, whether on a printed Application Form or by

way of Electronic Application, for any other person. Such separate applications will

be deemed to be multiple applications and shall be rejected.

Joint or multiple applications for the Public Offer Units shall be rejected. Persons

submitting or procuring submissions of multiple applications for the Public Offer

Units may be deemed to have committed an offence under the Penal Code, Chapter

224 of Singapore and the Securities and Futures Act, and such applications may be

referred to the relevant authorities for investigation. Multiple applications or those

appearing to be or suspected of being multiple applications (other than as provided

herein) will be liable to be rejected at our discretion.

(7) Multiple applications may be made in the case of applications by any person for (i)

the Placement Units only (via Placement Units Application Form or such other form

of application as the Joint Bookrunners may in their absolute discretion deem

appropriate) or (ii) the Placement Units together with a single application for the

Public Offer Units.

Multiple applications may also be made by any person entitled to apply for the Reserved

Units, in respect of a single application for the Reserved Units and (i) a single application

for the Public Offer Units or (ii) a single or multiple application(s) for the Placement Units

(whether via the Placement Units Application Forms or in such other manner as the Joint

Bookrunners may in their absolute discretion, or in consultation with the REIT Manager,

deem appropriate) or (iii) both (i) and (ii).

(8) Applications from any person under the age of 18 years, undischarged bankrupts, sole

proprietorships, partnerships, chops or non-corporate bodies, joint Securities Account

holders of CDP will be rejected.

(9) Applications from any person whose addresses (furnished in their printed Application Forms

or, in the case of Electronic Applications, contained in the records of the relevant

Participating Bank, as the case may be) bear post office box numbers will be rejected. No

person acting or purporting to act on behalf of a deceased person is allowed to apply under

the Securities Account with CDP in the deceased’s name at the time of the application.

G-2

(10) The existence of a trust will not be recognised. Any application by a trustee or trustees must

be made in his/her or their own name(s) and without qualification or, where the application

is made by way of a printed Application Form by a nominee, in the name(s) of an approved

nominee company or approved nominee companies after complying with paragraph 11

below.

(11) Nominee applications may only be made by approved nominee companies. Approved

nominee companies are defined as banks, merchant banks, finance companies, insurance

companies, licensed securities dealers in Singapore and nominee companies controlled by

them. Applications made by nominees other than approved nominee companies will be

rejected.

(12) If you are not an approved nominee company, you must maintain a Securities

Account with CDP in your own name at the time of your application. If you do not have

an existing Securities Account with CDP in your own name at the time of application, your

application will be rejected (if you apply by way of an Application Form) or you will not be

able to complete your application (if you apply by way of an Electronic Application). If you

have an existing Securities Account with CDP but fail to provide your CDP Securities

Account number or provide an incorrect CDP Securities Account number in your Application

Form or in your Electronic Application, as the case may be, your application is liable to be

rejected.

(13) Subject to paragraphs 15 to 17 below, your application is liable to be rejected if your

particulars such as name, National Registration Identity Card (“NRIC”) or passport number

or company registration number, nationality and permanent residence status, and CDP

Securities Account number provided in your Application Form, or in the case of an

Electronic Application, contained in the records of the relevant Participating Bank at the

time of your Electronic Application, as the case may be, differ from those particulars in your

Securities Account as maintained by CDP. If you have more than one individual direct

Securities Account with CDP, your application shall be rejected.

(14) If your address as stated in the Application Form or, in the case of an Electronic

Application, contained in the records of the relevant Participating Bank, as the case

may be, is different from the address registered with CDP, you must inform CDP of

your updated address promptly, failing which the notification letter on successful

allocation from CDP will be sent to your address last registered with CDP.

(15) This Prospectus and its accompanying documents (including the Application Forms) have

not been registered in any jurisdiction other than in Singapore. The distribution of this

Prospectus and its accompanying documents (including the Application Forms) may be

prohibited or restricted (either absolutely or unless various securities requirements,

whether legal or administrative, are complied with) in certain jurisdictions under the relevant

securities laws of those jurisdictions.

Without limiting the generality of the foregoing, neither this Prospectus and its

accompanying documents (including the Application Forms) nor any copy thereof may be

taken, transmitted, published or distributed, whether directly or indirectly, in whole or in part

in or into the United States or any other jurisdiction (other than Singapore) and they do not

constitute an offer of securities for sale into the United States or any jurisdiction in which

such offer is not authorised or to any person to whom it is unlawful to make such an offer.

The Units have not been and will not be registered under the Securities Act and may not be

offered or sold within the United States (as defined in Regulation S) except pursuant to an

exemption from, or in a transaction not subject to, the registration requirements of the

Securities Act and applicable state laws. The Units are being offered and sold outside the

United States (including institutional and other investors in Singapore) in offshore

G-3

transactions as defined in, and in reliance on Regulation S. There will be no public offer of

Units in the United States. Any failure to comply with this restriction may constitute a

violation of securities laws in the United States and in other jurisdictions.

The REIT Manager reserves the right to reject any application for Units where the

REIT Manager believes or has reason to believe that such applications may violate

the securities laws or any applicable legal or regulatory requirements of any

jurisdiction.

No person in any jurisdiction outside Singapore receiving this Prospectus or its

accompanying documents (including the Application Forms) may treat the same as an offer

or invitation to subscribe for any Units unless such an offer or invitation could lawfully be

made without compliance with any regulatory or legal requirements in those jurisdictions.

(16) The REIT Manager reserves the right to reject any application which does not conform

strictly to the instructions or with the terms and conditions set out in this Prospectus

(including the instructions set out in the accompanying Application Forms, in the ATMs and

IB websites of the relevant Participating Banks and the mobile banking interface

(“mBanking Interface”) of DBS Bank) or, in the case of an application by way of an

Application Form, the contents of which is illegible, incomplete, incorrectly completed or

which is accompanied by an improperly drawn up or improper form of remittance.

(17) The REIT Manager further reserves the right to treat as valid any applications not

completed or submitted or effected in all respects in accordance with the instructions and

terms and conditions set out in this Prospectus (including the instructions set out in the

accompanying Application Forms and in the ATMs and IB websites of the relevant

Participating Banks and the mBanking Interface of DBS Bank), and also to present for

payment or other processes all remittances at any time after receipt and to have full access

to all information relating to, or deriving from, such remittances or the processing thereof.

Without prejudice to the rights of the REIT Manager, each of the Joint Bookrunners as

agents of the REIT Manager, has been authorised to accept, for and on behalf of the REIT

Manager, such other forms of application as the Joint Bookrunners may, in consultation with

the REIT Manager, deem appropriate.

(18) The REIT Manager reserves the right to reject or to accept, in whole or in part, or to scale

down or to ballot, any application, without assigning any reason therefor, and none of the

REIT Manager, nor any of the Joint Bookrunners will entertain any enquiry and/or

correspondence on the decision of the REIT Manager. This right applies to applications

made by way of Application Forms and by way of Electronic Applications and by such other

forms of application as the Joint Bookrunners may, in consultation with the REIT Manager,

deem appropriate. In deciding the basis of allocation, the REIT Manager, in consultation

with the Joint Global Coordinators, will give due consideration to the desirability of

allocating the Units to a reasonable number of applicants with a view to establishing an

adequate market for the Units.

(19) In the event that the REIT Manager lodges a supplementary or replacement prospectus

(“Relevant Document”) pursuant to the Securities and Futures Act or any applicable

legislation in force from time to time prior to the close of the Offering, and the Units have

not been issued, the REIT Manager will (as required by law) at the REIT Manager’s sole and

absolute discretion either:

(a) within two days (excluding any Saturday, Sunday or public holiday) from the date of

the lodgement of the Relevant Document, give you notice in writing of how to obtain,

or arrange to receive, a copy of the same and provide you with an option to withdraw

G-4

your application and take all reasonable steps to make available within a reasonable

period the Relevant Document to you if you have indicated that you wish to obtain, or

have arranged to receive, a copy of the Relevant Document; or

(b) within seven days of the lodgement of the Relevant Document, give you a copy of the

Relevant Document and provide you with an option to withdraw your application; or

(c) deem your application as withdrawn and cancelled and refund your application monies

(without interest or any share of revenue or other benefit arising therefrom) to you

within seven days from the lodgement of the Relevant Document.

Any applicant who wishes to exercise his option under paragraphs 19(a) and 19(b) above

to withdraw his application shall, within 14 days from the date of lodgement of the Relevant

Document, notify the REIT Manager whereupon the REIT Manager shall, within seven days

from the receipt of such notification, return all monies in respect of such application (without

interest or any share of revenue or other benefit arising therefrom and at his own risk).

In the event that the Units have already been issued at the time of the lodgement of the

Relevant Document but trading has not commenced, the REIT Manager will (as required by

law) either:

(i) within two days (excluding any Saturday, Sunday or public holiday) from the date of

the lodgement of the Relevant Document, give you notice in writing of how to obtain,

or arrange to receive, a copy of the same and provide you with an option to return to

the REIT Manager the Units which you do not wish to retain title in and take all

reasonable steps to make available within a reasonable period the Relevant Document

to you if you have indicated that you wish to obtain, or have arranged to receive, a

copy of the Relevant Document; or

(ii) within seven days from the lodgement of the Relevant Document, give you a copy of

the Relevant Document and provide you with an option to return the Units which you

do not wish to retain title in; or

(iii) deem the issue as void and refund your payment for the Units (without interest or any

share of revenue or other benefit arising therefrom) within seven days from the

lodgement of the Relevant Document.

Any applicant who wishes to exercise his option under paragraphs 19(i) and 19(ii) above to

return the Units issued to him shall, within 14 days from the date of lodgement of the

Relevant Document, notify the REIT Manager of this and return all documents, if any,

purporting to be evidence of title of those Units, whereupon the REIT Manager shall, within

seven days from the receipt of such notification and documents, pay to him all monies paid

by him for the Units without interest or any share of revenue or other benefit arising

therefrom and at his own risk, and the Units issued to him shall be deemed to be void.

Additional terms and instructions applicable upon the lodgement of the Relevant Document,

including instructions on how you can exercise the option to withdraw, may be found in such

Relevant Document.

(20) The Units may be reallocated between the Placement Tranche and the Public Offer for any

reason, including in the event of excess applications in one and a deficit of applications in

the other at the discretion of the Joint Global Coordinators, in consultation with the REIT

Manager subject to any applicable laws.

G-5

(21) There will not be any physical security certificates representing the Units. It is expected that

CDP will send to you, at your own risk, within 15 Market Days after the close of the Offering,

and subject to the submission of valid applications and payment for the Units, a statement

of account stating that your CDP Securities Account has been credited with the number of

Units allocated to you. This will be the only acknowledgement of application monies

received and is not an acknowledgement by the REIT Manager. You irrevocably authorise

CDP to complete and sign on your behalf as transferee or renouncee any instrument of

transfer and/or other documents required for the issue or transfer of the Units allocated to

you. This authorisation applies to applications made both by way of Application Forms and

by way of Electronic Applications.

(22) You irrevocably authorise CDP to disclose the outcome of your application, including the

number of Units allocated to you pursuant to your application, to the REIT Manager, the

Joint Global Coordinators, the Joint Bookrunners and any other parties so authorised by

CDP, the REIT Manager, the Joint Global Coordinators and/or the Joint Bookrunners.

(23) Any reference to “you” or the “Applicant” in this section shall include an individual, a

corporation, an approved nominee company and trustee applying for the Units by way of an

Application Form or by way of Electronic Application or by such other manner as the Joint

Bookrunners may, in their absolute discretion, deem appropriate.

(24) By completing and delivering an Application Form and, in the case of: (i) an ATM Electronic

Application, by pressing the “Enter” or “OK” or “Confirm” or “Yes” key or any other relevant

key on the ATM, (ii) in the case of an Internet Electronic Application, by clicking “Submit” or

“Continue” or “Yes” or “Confirm” or any other button on the IB website screen, or (iii) in the

case of an mBanking Application, by transmitting “Submit” or “Continue” or “Yes” or

“Confirm” or any other icon via the mBanking Interface in accordance with the provisions

herein, you:

(a) irrevocably agree and undertake to purchase the number of Units specified in your

application (or such smaller number for which the application is accepted) at the

Offering Price for each Unit and agree that you will accept such number of Units as

may be allocated to you, in each case on the terms of, and subject to the conditions

set out in, the Prospectus and its accompanying documents (including the Application

Forms) and the Trust Deed;

(b) agree that, in the event of any inconsistency between the terms and conditions for

application set out in this Prospectus and its accompanying documents (including the

Application Forms) and those set out in the IB websites, mBanking Interface or ATMs

of the relevant Participating Banks, the terms and conditions set out in this Prospectus

and its accompanying documents (including the Application Forms) shall prevail;

(c) in the case of an application by way of a Public Offer Units Application Form or an

Electronic Application, agree that the Offering Price for the Public Offer Units applied

for is due and payable to the REIT Manager upon application;

(d) in the case of an application by way of a Placement Units Application Form or such

other forms of application as the Joint Bookrunners may in their absolute discretion

deem appropriate, agree that the Offering Price for the Placement Units applied for is

due and payable to the REIT Manager upon application;

(e) warrant the truth and accuracy of the information contained, and representations and

declarations made, in your application, and acknowledge and agree that such

G-6

information, representations and declarations will be relied on by the REIT Manager in

determining whether to accept your application and/or whether to allocate any Units to

you;

(f) (i) consent to the collection, use, processing and disclosure of your name,

NRIC/passport number or company registration number, address, nationality,

permanent resident status, CDP Securities Account number, unit application details,

the outcome of your application (including the number of Offering Units allocated to

you pursuant to your application) and other personal data (“Personal Data”) by the

Unit Registrar and Unit Transfer Office, CDP, CPF Board and the CPF Agent Bank,

Securities Clearing Computer Services (Pte) Ltd (“SCCS”), the SGX-ST, the

Participating Banks, the REIT Manager, the REIT Trustee, the Sponsor, the Joint

Global Coordinators, the Joint Bookrunners and/or other authorised operators (the

“Relevant Parties”) for the purpose of the processing of your application for the

Offering Units, and in order for the Relevant Parties to comply with any applicable

laws, listing rules, regulations and/or guidelines (collectively, the “Purposes”) and

warrant that such Personal Data is true, accurate and correct, (ii) warrant that where

you, as an approved nominee company, disclose the Personal Data of the beneficial

owner(s) to the Relevant Parties, you have obtained the prior consent of such

beneficial owner(s) for the collection, use, processing and disclosure by the Relevant

Parties of the Personal Data of such beneficial owner(s) for the Purposes, (iii) agree

that the Relevant Parties may do anything or disclose any Personal Data or matters

without notice to you if the Joint Global Coordinators and/or the Joint Bookrunners

considers them to be required or desirable in respect of any applicable policy, law,

regulation, government entity, regulatory authority or similar body, and (iv) agree that

you will indemnify the Relevant Parties in respect of any penalties, liabilities, claims,

demands, losses and damages as a result of your breach of warranties. You also

agree that the Relevant Parties shall be entitled to enforce this indemnity (collectively,

the “Personal Data Privacy Terms”);

(g) agree and warrant that, if the laws of any jurisdictions outside Singapore are

applicable to your application, you have complied with all such laws and none of the

REIT Manager nor any of the Joint Bookrunners will infringe any such laws as a result

of the acceptance of your application;

(h) agree and confirm that you are outside the United States; and

(i) understand that the Units have not been and will not be registered under the Securities

Act or the securities laws of any state of the United States and may not be offered or

sold 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 state

securities laws. There will be no public offer of the Units in the United States. Any

failure to comply with this restriction may constitute a violation of the United States

securities laws.

(25) Acceptance of applications will be conditional upon, among others, the REIT Manager being

satisfied that:

(a) permission has been granted by the SGX-ST to deal in and for the quotation of all of

the (i) all Units comprised in the Offering, (ii) the Sponsor Units, (iii) the TCCG Units,

(iv) the Cornerstone Units, (v) all the Units which will be issued to the REIT Manager

from time to time in full or part payment of the REIT Manager’s fees and (vi) all the

Units which will be issued to the HAUT Manager from time to time in full or part

payment of the HAUT Manager’s fees, (vii) all the Units which will be issued to the

Australian Property Manager (or its related corporations) from time to time in full or

G-7

part payment of the Australian Property Manager’s fees and (viii) all the Units which

will be issued to Frasers Centrepoint Limited (or its related corporations) from time to

time in full or part payment of the Property Manager’s fees, on the Main Board of the

SGX-ST;

(b) the Underwriting Agreement, referred to in the section on “Plan of Distribution” in this

Prospectus, has become unconditional and has not been terminated; and

(c) the Authority has not served a stop order which directs that no or no further Units to

which this Prospectus relates be allotted or issued (“Stop Order”). The Securities and

Futures Act provides that the Authority shall not serve a Stop Order if all the Units have

been issued, sold, and listed for quotation on the SGX-ST and trading in them has

commenced.

(26) In the event that a Stop Order in respect of the Units is served by the Authority or other

competent authority, and:

(a) the Units have not been issued (as required by law), all applications shall be deemed

to be withdrawn and cancelled and the REIT Manager shall refund the application

monies (without interest or any share of revenue or other benefit arising therefrom) to

you within 14 days of the date of the Stop Order; or

(b) if the Units have already been issued but trading has not commenced, the issue will

(as required by law) be deemed void and the REIT Manager shall refund your payment

for the Units (without interest or any share of revenue or other benefit arising

therefrom) to you within 14 days from the date of the Stop Order.

This shall not apply where only an interim Stop Order has been served.

(27) In the event that an interim Stop Order in respect of the Units is served by the Authority or

other competent authority, no Units shall be issued to you until the Authority revokes the

interim Stop Order. The Authority is not able to serve a Stop Order in respect of the Units

if the Units have been issued and listed on the SGX-ST and trading in them has

commenced.

(28) Additional terms and conditions for applications by way of Application Forms are set out in

the section below entitled “Additional Terms and Conditions for Applications using Printed

Application Forms” on pages G-9 to G-12 of this Prospectus. Additional terms and

conditions for applications by way of Electronic Applications are set out in the section below

entitled “Additional Terms and Conditions for Electronic Applications” on pages G-14 to

G-20 of this Prospectus.

(29) All payments in respect of any application for Public Offer Units, and all refunds where (a)

an application is rejected or accepted in part only or (b) the Offering does not proceed for

any reason, shall be made in Singapore dollars.

(30) All payments in respect of any application for Placement Units, and all refunds where (a) an

application is rejected or accepted in part only or (b) the Offering does not proceed for any

reason, shall be made in Singapore dollars.

(31) All payments in respect of any application for Reserved Units, and all refunds where (a) an

application is rejected or accepted in part only, or (b) the Offering does not proceed for any

reason, shall be made in Singapore dollars.

(32) No application will be held in reserve.

G-8

(33) This Prospectus is dated 10 June 2016. No Units shall be allotted or allocated on the basis

of this Prospectus later than 12 months after the date of this Prospectus.

Additional Terms and Conditions for Applications using Printed Application Forms

Applications by way of an Application Form shall be made on, and subject to the terms and

conditions of this Prospectus, including but not limited to the terms and conditions set out below,

as well as those set out under the section entitled “Terms, Conditions and Procedures for

Application for and Acceptance of the Units in Singapore” on pages G-1 to G-27 of this Prospectus

and the Trust Deed.

(1) Applications for the Public Offer Units must be made using the printed WHITE Public Offer

Units Application Form and printed WHITE official envelopes “A” and “B”, accompanying

and forming part of this Prospectus.

Applications for the Placement Units, other than the Reserved Units must be made using

the printed BLUE Placement Units Application Form (or in such manner as the Joint

Bookrunners may in their absolute discretion deem appropriate), accompanying and

forming part of this Prospectus.

Application for the Reserved Units must be made using the printed PINK Reserved Units

application Forms, accompany and forming part of this Prospectus.

Without prejudice to the rights of the REIT Manager, each of the Joint Bookrunners, as

agents of the REIT Manager,has been authorised to accept, for and on behalf of the REIT

Manager, such other forms of application, as the Joint Bookrunners may (in consultation

with the REIT Manager) deem appropriate.

Your attention is drawn to the detailed instructions contained in the Application Forms and

this Prospectus for the completion of the Application Forms, which must be carefully

followed. The REIT Manager reserves the right to reject applications which do not

conform strictly to the instructions set out in the Application Forms and this

Prospectus (or, in the case of applications for the Placement Units, followed) which

are illegible, incomplete, incorrectly completed or which are accompanied by

improperly drawn remittances or improper form of remittances.

(2) You must complete your Application Form in English. Please type or write clearly in ink

using BLOCK LETTERS.

(3) You must complete all spaces in your Application Form except those under the heading

“FOR OFFICIAL USE ONLY” and you must write the words “NOT APPLICABLE” or “N.A.”

in any space that is not applicable.

(4) Individuals, corporations, approved nominee companies and trustees must give their

names in full. If you are an individual, you must make your application using your full name

as it appears on your NRIC (if you have such an identification document) or in your passport

and, in the case of a corporation, in your full name as registered with a competent authority.

If you are not an individual, you must complete the Application Form under the hand of an

official who must state the name and capacity in which he signs the Application Form. If you

are a corporation completing the Application Form, you are required to affix your common

seal (if any) in accordance with your Memorandum and Articles of Association or equivalent

constitutive documents of the corporation. If you are a corporate applicant and your

application is successful, a copy of your Memorandum and Articles of Association or

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equivalent constitutive documents must be lodged with FLT’s Unit Registrar. The REIT

Manager reserves the right to require you to produce documentary proof of identification for

verification purposes.

(5) (a) You must complete Sections A and B and sign page 1 of the Application Form.

(b) You are required to delete either paragraph 7(c) or 7(d) on page 1 of the Application

Form. Where paragraph 7(c) is deleted, you must also complete Section C of the

Application Form with particulars of the beneficial owner(s).

(c) If you fail to make the required declaration in paragraph 7(c) or 7(d), as the case may

be, on page 1 of the Application Form, your application is liable to be rejected.

(6) You (whether an individual or corporate applicant, whether incorporated or unincorporated

and wherever incorporated or constituted) will be required to declare whether you are a

citizen or permanent resident of Singapore or a corporation in which citizens or permanent

residents of Singapore or any body corporate constituted under any statute of Singapore

have an interest in the aggregate of more than 50 per cent. of the issued share capital of

or interests in such corporation. If you are an approved nominee company, you are required

to declare whether the beneficial owner of the Units is a citizen or permanent resident of

Singapore or a corporation, whether incorporated or unincorporated and wherever

incorporated or constituted, in which citizens or permanent residents of Singapore or any

body corporate incorporated or constituted under any statute of Singapore have an interest

in the aggregate of more than 50 per cent. of the issued share capital of or interests in such

corporation.

(7) You may apply for the Units in Singapore Currency in the following manner:

(a) using only cash. Each application must be accompanied by a cash remittance in

Singapore dollars for the full amount payable in respect of the number of Units applied

for. The remittance must in the form of a BANKER’S DRAFT or CASHIER’S ORDER

drawn on a bank in Singapore, made out in favour of “FLT UNIT ISSUE ACCOUNT”

crossed “A/C PAYEE ONLY” with your name, CDP Securities Account number and

address written clearly on the reverse side. Applications not accompanied by any

payment or accompanied by any other form of payment will not be accepted. No

combined Banker’s Draft or Cashier’s Order for different CDP Securities Accounts

shall be accepted. Remittances bearing “NOT TRANSFERABLE” or

“NON-TRANSFERABLE” crossings will be rejected.

(b) CPF Funds only – You may apply for the Units using only CPF Funds. Each

application must be accompanied by a remittance in Singapore currency for the full

amount payable at the Offering Price per Unit, in respect of the number of Units

applied for. The remittance must be in the form of a CPF CASHIER’S ORDER

(available for purchase at the CPF Agent Bank with which you maintain your CPF

Investment Account), made out in favour of “FLT UNIT ISSUE ACCOUNT” with your

name, CDP Securities Account number and address written clearly on the reverse

side. Applications not accompanied by any payment or accompanied by any other form

of payment will not be accepted. For additional terms and conditions governing the use

of CPF Funds, please refer to page G-26 of this document.

(c) Cash and CPF Funds – You may apply for the Units using a combination of cash and

CPF Funds, PROVIDED THAT the number of Units applied for under each payment

method is a minimum of 1,000 Units. You may subscribe for a larger number of Units

in integral multiples of 100. Such applications must comply with the requirements for

applications by cash and by CPF Funds as set out in the preceding paragraphs. In the

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event that applications for Offer Units are accepted in part only, the cash portion of the

application monies will be used in respect of such applications before the CPF Funds

are used.

An applicant applying for the minimum subscription of 1,000 Units must use either

cash only or CPF Funds only. No acknowledgement of receipt will be issued for

applications and application monies received.

(8) Monies paid in respect of unsuccessful applications are expected to be returned (without

interest or any share of revenue or other benefit arising therefrom) to you by ordinary post,

in the event of oversubscription for the Units, within 24 hours of the balloting (or such

shorter period as the SGX-ST may require), at your own risk. Where your application is

rejected or accepted or in part only, the full amount or the balance of the application monies,

as the case may be, will be refunded (without interest or any share of revenue or other

benefit arising therefrom) to you by ordinary post at your own risk within 14 Market Days

after the close of the Offering, PROVIDED THAT the remittance accompanying such

application which has been presented for payment or other processes has been honoured

and the application monies received in the designated unit issue account. If the Offering

does not proceed for any reason, the full amount of application monies (without interest or

any share of revenue or other benefit arising therefrom) will be returned to you within three

Market Days after the Offering is discontinued.

(9) Capitalised terms used in the Application Forms and defined in this Prospectus shall bear

the meanings assigned to them in this Prospectus.

(10) By completing and delivering the Application Form, you agree that:

(a) in consideration of the REIT Manager having distributed the Application Form to you

and by completing and delivering the Application Form before the close of the Offering:

(i) your application is irrevocable;

(ii) your remittance will be honoured on first presentation and that any monies

returnable may be held pending clearance of your payment without interest or

any share of revenue or other benefit arising therefrom; and

(iii) you represent and agree that you are located outside the United States (within

the meaning of Regulation S);

(b) all applications, acceptances or contracts resulting therefrom under the Offering shall

be governed by and construed in accordance with the laws of Singapore and that you

irrevocably submit to the non-exclusive jurisdiction of the Singapore courts;

(c) in respect of the Units for which your application has been received and not rejected,

acceptance of your application shall be constituted by written notification by or on

behalf of the REIT Manager and not otherwise, notwithstanding any remittance being

presented for payment by or on behalf of the REIT Manager;

(d) you will not be entitled to exercise any remedy of rescission for misrepresentation at

any time after acceptance of your application;

(e) reliance is placed solely on information contained in this Prospectus and that none of

the REIT Manager, the Sponsor, the Joint Global Coordinators, the Joint Bookrunners

or any other person involved in the Offering shall have any liability for any information

not contained therein;

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(f) you accept and agree to the Personal Data Privacy Terms set out in this Prospectus;

(g) for the purposes of facilitating your application, you consent to the use, processing,

collection and disclosure of your name, NRIC/passport number or company

registration number, address, nationality, permanent resident status, CDP Securities

Account number, Unit application details and other Personal Data (the “Relevant

Particulars”) to the Relevant Parties; and

(h) you irrevocably agree and undertake to purchase the number of Units applied for as

stated in the Application Form or any smaller number of such Units that may be

allocated to you in respect of your application. In the event that the REIT Manager

decides to allocate any smaller number of Units or not to allocate any Units to you, you

agree to accept such decision as final.

Procedures Relating to Applications for the Public Offer Units by Way of Printed

Application Forms

(1) Your application for the Public Offer Units by way of printed Application Forms must be

made using the WHITE Public Offer Units Application Form and WHITE official envelopes

“A” and “B”.

(2) You must:

(a) enclose the WHITE Public Offer Units Application Form, duly completed and signed,

together with correct remittance for the full amount payable at the Offering Price in

Singapore currency in accordance with the terms and conditions of this Prospectus

and its accompanying documents, in the WHITE official envelope “A” provided;

(b) as appropriate on the WHITE official envelope “A”:

(i) write your name and address;

(ii) state the number of Public Offer Units applied for; and

(iii) tick the relevant box to indicate form of payment;

(c) SEAL THE WHITE OFFICIAL ENVELOPE “A”;

(d) write, in the special box provided on the larger WHITE official envelope “B” addressed

to Boardroom Corporate & Advisory Services Pte. Ltd., 50 Raffles Place #32-01,

Singapore Land Tower, Singapore 048623, the number of Public Offer Units you have

applied for;

(e) insert the WHITE official envelope “A” into the WHITE official envelope “B” and seal

the WHITE OFFICIAL ENVELOPE “B”; and

(f) affix adequate Singapore postage on the WHITE official envelope “B” (if dispatching

by ordinary post) and thereafter DESPATCH BY ORDINARY POST OR DELIVER BY

HAND the documents at your own risk to Boardroom Corporate & Advisory Services

Pte. Ltd., 50 Raffles Place #32-01, Singapore Land Tower, Singapore 048623, so as

to arrive by 12 noon on 16 June 2016 or such other date(s) and time(s) as the REIT

Manager may agree with the Joint Bookrunners. Courier services or Registered

Post must NOT be used.

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(3) Applications that are illegible, incomplete or incorrectly completed or accompanied by

improperly drawn remittances or which are not honoured upon their first presentation are

liable to be rejected. Except for application for the Placement Units where remittance is

permitted to be submitted separately, applications for the Public Offer Units not

accompanied by any payment or any other form of payment will not be accepted.

(4) ONLY ONE APPLICATION should be enclosed in each envelope. No acknowledgement of

receipt will be issued for any application or remittance received.

Procedures Relating to Applications for the Placement Units (other than the Reserved

Units) by Way of Printed Application Forms

(1) Your application for the Placement Units (other than the Reserved Units) by way of printed

Application Forms must be made using the BLUE Placement Units Application Form.

(2) The completed and signed BLUE Placement Units Application Form and your remittance,

in accordance with the terms and conditions of this Prospectus, in Singapore currency for

the full amount payable at the Offering Price, as the case may be, for each Unit in respect

of the number of Placement Units applied for, with your name, CDP Securities Account

number and address clearly written on the reverse side, must be enclosed and sealed in an

envelope to be provided by you. Your application for Placement Units must be delivered to

Boardroom Corporate & Advisory Services Pte. Ltd., 50 Raffles Place #32-01, Singapore

Land Tower, Singapore 048623, to arrive by 12 noon on 16 June 2016 or such other date(s)

and time(s) as the REIT Manager may agree with the Joint Bookrunners. Courier services

or Registered Post must NOT be used.

(3) Applications that are illegible, incomplete or incorrectly completed or accompanied by

improperly drawn remittances or which are not honoured upon their first presentation are

liable to be rejected.

(4) ONLY ONE APPLICATION should be enclosed in each envelope. No acknowledgement of

receipt will be issued for any application or remittance received.

Procedures Relating to Applications for the Reserved Units by Way of Printed Application

Forms

(1) Your application for the Reserved Units by way of printed Application Forms must be made

using the PINK Reserved Units Application Form.

(2) The completed and signed PINK Reserved Units Application Form and your remittance, in

accordance with the terms and conditions of this Prospectus, in Singapore currency for the

full amount payable at the Offering Price for each Unit in respect of the number of Reserved

Units applied for, with your name, CDP Securities Account number and address clearly

written on the reverse side, must be enclosed and sealed in an envelope to be provided by

you. Your application for the Reserved Units must be delivered to Boardroom Corporate &

Advisory Services Pte. Ltd., 50 Raffles Place #32-01, Singapore Land Tower, Singapore

048623, to arrive by 12 noon on 16 June 2016 or such other date(s) and time(s) as the REIT

Manager may agree with the Joint Bookrunners. Courier services or Registered Post

must NOT be used.

(3) Applications that are illegible, incomplete or incorrectly completed or accompanied by

improperly drawn remittances or which are not honoured upon their first presentation are

liable to be rejected.

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