Dexus (ASX: DXS)

ASX release

Pre-Quotation Disclosure

1 July 2021

The following information is required to be provided to ASX Limited ("ASX") for release to the market in connection with the admission to the official list and official quotation on a deferred settlement trading basis of the fully paid ordinary units in Dexus Property Trust (ARSN 648 526 470) ("DPT"), which will be stapled to the existing fully paid ordinary units in Dexus Operations Trust

(ARSN 110 521 223) ("DXO") to form a dual stapled security ("Stapled Securities").

Capitalised terms which have not been otherwise defined in this document have the meaning given to them in the explanatory memorandum lodged by Dexus Funds Management Limited

(ABN 24 060 920 783) ("Responsible Entity") as responsible entity of Dexus Diversified Trust ("DDF"), Dexus Industrial Trust ("DIT"), Dexus Office Trust ("DOT") and DXO with the Australian Securities and Investments Commission on 23 March 2021 ("EM").

1. Status of conditions precedent under the EM

Further to the Responsible Entity's announcement on 22 June 2021, the conditions precedent to the Simplification have been satisfied (other than the approval of ASX for the quotation of the Stapled Securities) and the Simplification will occur on Tuesday, 6 July 2021.

2. Nature of stapled listing

ASX reserves the right (but without limiting its absolute discretion) to remove any or both of DPT or DXO from the official list if any of their ordinary securities cease to be stapled together, or any equity securities are issued by DPT or DXO which are not stapled to equivalent securities in the other entity.

3. Compliance with continuous disclosure obligations

Dexus confirms that it is in compliance with ASX Listing Rule 3.1 at the time of DPT being admitted to the official list of ASX.

4. Attachments

Attached to the announcement are the following:

  • Appendix 1A, Information Form and Checklist and Annexure V (Stapled Entities) in respect of DPT
  • DPT's constitution
  • DXO's amended constitution
  • Dexus' trading policy
  • Corporate Governance Statement of DPT and DXO which has been adopted by the board of the Responsible Entity
  • an indicative statement setting out the names of the 20 largest holders of Stapled Securities, including the number and percentage held by those holders and
  • an indicative distribution schedule of the number of holders of Stapled Securities, setting out the number of holdings as set out in the Appendix 1A and Information Form and Checklist

5. Simplification timetable

Event

Date

Last day of trading in existing Dexus Stapled Securities on the

Wednesday, 30 June 2021

ASX.

Admission of units in DPT to official list of the ASX (to trade as

Thursday, 1 July 2021

part of the New Stapled Securities).

New Stapled Securities commence trading on the ASX (on a

deferred settlement basis).

Stapling Record Date

Friday, 2 July 2021

Last day for registration of transfers of existing Dexus Stapled

Securities.

Any existing Dexus Stapled Securities held by Ineligible Foreign

Monday, 5 July 2021

Security holders transferred to the sale nominee.

Implementation Date

Tuesday, 6 July 2021

- DPT units received by Security holders

- Units in DDF, DIT and DOT transferred to DPT

- Stapling of units in DXO and units in DPT to form New

Stapled Securities

- Despatch of holding statements of New Stapled Securities

New Stapled Securities commence trading on the ASX (on a

Wednesday, 7 July 2021

normal settlement basis (T+2)).

DDF, DIT and DOT to be removed from official list of the ASX on

Thursday, 8 July 2021

this day or a subsequent day.

Authorised by the Board of Dexus Funds Management Limited

For further information please contact:

Investors

Media

Rowena Causley

Louise Murray

Senior Manager, Investor Relations

Senior Manager, Corporate Communications

+61 2 9017 1390

+61 2 9017 1446

+61 416 122 383

+61 403 260 754

rowena.causley@dexus.com

louise.murray@dexus.com

About Dexus

Dexus is one of Australia's leading real estate groups, managing a high-quality Australian property portfolio valued at $36.5 billion. We believe that the strength and quality of our relationships will always be central to our success and are deeply committed to working with our customers to provide spaces that engage and inspire. We invest only in Australia, and directly own $15.5 billion of office, industrial and healthcare properties. We manage a further $21.0 billion of office, retail, industrial and healthcare properties for third party clients. The group's $11.5 billion development pipeline provides the opportunity to grow both portfolios and enhance future returns. Dexus is a Top 50 entity by market capitalisation listed on the Australian Securities Exchange (trading code: DXS) and is supported by more than 29,000 investors from 24 countries. With 36 years of expertise in property investment, development and asset management, we have a proven track record in capital and risk management, providing service excellence to tenants and delivering superior risk-adjusted returns for investors. www.dexus.com

Dexus Funds Management Ltd ABN 24 060 920 783, AFSL 238163, as Responsible Entity for Dexus (ASX: DXS) Level 25, 264 George Street, Sydney NSW 2000

dexus.com

2

Rule 1.7

Appendix 1A

Application for Admission to the ASX Official List

(ASX Listing)

Name of entity1

Dexus Funds Management Limited (ABN 24 060 920 783) in its capacity as responsible entity of the Dexus Property Trust

ABN/ARBN

Date of this form

ARSN 648 526 470

29 March 2021

We (the entity named above) apply for admission to the +official list of ASX Limited (ASX) as an ASX Listing and for +quotation of the following +securities (or such other number of +securities as we may notify to ASX prior to the commencement of +quotation):

Number

+Class (quoted only)

Estimated maximum number

1,075,565,246

Ordinary

and +class of +securities to be

quoted on ASX at the

commencement of quotation on

ASX

By giving this form to ASX, we agree to the matters set out in Appendix 1A of the ASX Listing Rules.

Notes:

  1. If the entity seeking admission is a trust, the application should be in the form "[Name of responsible entity of trust] in its capacity as responsible entity of [Name of trust]".
  2. An entity seeking admission to the official list as an ASX Listing must also provide to ASX the information and documents referred to in the Information Form and Checklist (ASX Listing) published on the ASX website.

ASX Listing Rules Appendix 1A (01/12/19)

Page 1

+ See chapter 19 of the ASX Listing Rules for defined terms.

Information Form and Checklist

(ASX Listing)

Name of entity

ABN/ACN/ARBN/ARSN

Dexus Property Trust ("DPT")

ARSN 648 526 470

We (the entity named above) supply the following information and documents to support our application for admission to the official list of ASX Limited (ASX) as an ASX Listing.

Note: by giving an Appendix 1A Application for Admission to the ASX Official List (ASX Listing) to ASX, the entity is taken to have warranted that all of the information and documents it has given, or will give, to ASX in connection with its admission to the official list and the quotation of its securities are, or will be, accurate, complete and not misleading. It also indemnifies ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from, or connected with, any breach of that warranty (see Appendix 1A of the ASX Listing Rules).

The information and documents referred to in this Information Form and Checklist (including any annexures to it) are covered by the warranty and indemnity mentioned above.

Terms used in this Information Form and Checklist and in any Annexures have the same meaning as in the ASX Listing Rules.

Part 1 - Key Information

Instructions: please complete each applicable item below. If an item is not applicable, please mark it as "N/A".

All entities - corporate details1

Type of Australian registration

ARSN 648 526 470

number given above (eg ABN, ACN,

ARSN or ARBN)

Legal entity identifier, if applicable

N/A

Place of incorporation or

The governing law of the trust deed is New South Wales

establishment

Date of incorporation or

The trust deed for DPT was signed on 8 March 2021 and DPT was registered as

establishment

a Managed Investment Scheme in Australia on 19 March 2021

Legislation under which incorporated

Corporations Act 2001 (Cth)

or established

Address of registered office in place

Australia Square, Level 25, 264-278 George Street, Sydney NSW

of incorporation or establishment

Main business activity

Together with Dexus Operations Trust ("DXO"), DPT will form a stapled group

that will continue Dexus's (ASX: DSX) business of managing, developing and

transacting high-quality portfolio properties located in Australia.

Country where main business activity

Australia

is mostly carried on

Other exchanges on which the entity

N/A

is listed

1 If the entity applying for admission to the official list is a stapled group, please provide these details for each entity comprising the stapled group.

ASX Listing Information Form and Checklist (01/12/19)

Page 1

Street address of principal

Australia Square, Level 25, 264-278 George St, Sydney NSW 2000

administrative office

Postal address of principal

Australia Square, Level 25, 264-278 George St, Sydney NSW 2000

administrative office

Telephone number of principal

+61 2 9017 1100

administrative office

E-mail address for investor enquiries

ir@dexus.com

Website URL

https://www.dexus.com/

All entities - board and senior management details2

Full name and title of chairperson of

Wallace Richard Sheppard, Chair and Independent Non-Executive Director

directors

Full names of all existing directors

Penelope Bingham-Hall, Independent Non-Executive Director

Tonianne Dwyer, Independent Non-Executive Director

Darren Joseph Steinberg, Chief Executive Officer and Executive Director

Mark Henry Ford, Independent Non-Executive Director

Nicola Louise Roxon, Independent Non-Executive Director

Wallace Richard Sheppard, Chair and Independent Non-Executive Director

Patrick Newton James Allaway, Independent Non-Executive Director Warwick

Martin Negus, Independent Non-Executive Director

Full names of any persons proposed

N/A

to be appointed as additional or

replacement directors

Full name and title of CEO/managing

Darren Steinberg, Chief Executive Officer and Executive Director

director

Email address of CEO/managing

Darren.Steinberg@dexus.com

director

Full name and title of CFO

Alison Harrop, Chief Financial Officer

Email address of CFO

Alison.Harrop@dexus.com

Full name and title of company

Brett Cameron, General Counsel and Company Secretary

secretary

Scott Mahony, Company Secretary

Email address of company secretary

Brett.Cameron@dexus.com

Scott.Mahony@dexus.com

All entities - ASX compliance contact details3

Full name and title of ASX contact(s)

Brett Cameron

2

3

If the entity applying for admission to the official list is a trust, enter the board and senior management details for the responsible entity of the trust.

Under Listing Rule 1.1 Condition 13, a listed entity must appoint a person responsible for commun ication with ASX on Listing Rule matters. You can appoint more than one person to cater for situations where the primary nominated contact is not available .

ASX Listing Information Form and Checklist (01/12/19)

Page 2

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DEXUS Property Group published this content on 01 July 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 02 July 2021 03:01:29 UTC.