Asset Acquisitions and Disposals::Proposed acquisition to increase effective indirect interest of up to 31.8% in Jem

7 June 2021

(a real estate investment trust constituted on 28 January 2019

under the laws of the Republic of Singapore)

(Managed by Lendlease Global Commercial Trust Management Pte. Ltd.)

ACQUISITION OF STAKE IN JEM VIA

1. 53.0% OF THE SHARES IN LENDLEASE JEM PARTNERS FUND
   LIMITED; AND

1. 5.0% to 19.8% OF THE SHARES IN LENDLEASE ASIAN RETAIL

INVESTMENT FUND 3 LIMITED

DBS Bank Ltd. is the Sole Financial Adviser and Issue Manager for the initial public offering of Lendlease Global Commercial REIT (the "Offering"). DBS Bank Ltd. and Citigroup Global Markets Singapore Pte. Ltd. were the joint global coordinators, bookrunners and underwriters for the Offering.

1. Executive Summary

1.1 Lendlease Global Commercial REIT ("LREIT") proposes to acquire:

1. 53.0% of the total issued share capital in Lendlease Jem Partners Fund Limited
   ("LLJP", and 53.0% of the total issued share capital in LLJP, the "LLJP Sale Shares"); and
2. 5.0% to 19.8% of the total issued share capital in Lendlease Asian Retail Investment Fund 3 Limited ("ARIF3", and 5.0% to 19.8% of the total issued share capital in ARIF3, the "ARIF3 Sale Shares"),

at a purchase consideration of S$204.1 million to S$337.3 million1. LLJP and ARIF3 hold a 25.0% indirect interest and a 75.0% indirect interest respectively in the property known as Jem, located at 50 and 52 Jurong Gateway Road, Singapore (the "Property").

1 Subject to relevant post-completion adjustments, and based on the assumption that the purchase consideration payable to the Third Party ARIF3 Vendors (as defined herein) will not be more than the net asset value (the "NAV") per share of ARIF3.

1

Lendlease Global Commercial Trust Management Pte. Ltd.

(in its capacity as manager of Lendlease Global Commercial REIT)

Company Registration No: 201902535N

2 Tanjong Katong Road, #05-01 PLQ 3, Paya Lebar Quarter, Singapore 437161 www.lendleaseglobalcommercialreit.com

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7 June 2021

1.2 Key benefits to unitholders of LREIT ("Unitholders") include:

1. Strategically located asset with attractive market fundamentals;
2. Resilient suburban asset with strong sustainability credentials;
3. Quality portfolio with improved diversification;
4. Distribution per Unit (the "DPU") accretive; and
5. Strategic move for future pipeline.

2. Introduction

2.1 Acquisition

Lendlease Global Commercial Trust Management Pte. Ltd., as manager of LREIT (the

"Manager"), is pleased to announce the following acquisitions:

1. Acquisition of LLJP Sale Shares
   RBC Investor Services Trust Singapore Limited, in its capacity as trustee of LREIT (the "Trustee" or the "Purchaser"), has on 7 June 2021 entered into:
2. 1. a share purchase agreement with two funds advised by affiliates of UBS
      Asset Management AG (the "UBS Funds") and Aviva Ltd. ("Aviva") to acquire 45.0% of the total issued share capital in LLJP (the "LLJP Share Capital") from them (the "LLJP UBS Aviva SPA"); and
   2. a share purchase agreement with Sumitomo Mitsui Banking Corporation
      ("SMBC", and together with the UBS Funds and Aviva, the "LLJP Vendors") to acquire 8.0% of the LLJP Share Capital from SMBC (the "LLJP SMBC SPA").

Under the LLJP UBS Aviva SPA and the LLJP SMBC SPA, the Purchaser is entitled to nominate a wholly-owned subsidiary to acquire the LLJP Sale Shares.

The purchase consideration for the LLJP Sale Shares will be S$159.1 million, subject to post-completion adjustments (the "LLJP Purchase Consideration").

1. Acquisition of ARIF3 Sale Shares
   The Purchaser has on 7 June 2021 entered into a share purchase agreement (the

2

Lendlease Global Commercial Trust Management Pte. Ltd.

(in its capacity as manager of Lendlease Global Commercial REIT)

Company Registration No: 201902535N

2 Tanjong Katong Road, #05-01 PLQ 3, Paya Lebar Quarter, Singapore 437161 www.lendleaseglobalcommercialreit.com

T: [phone] F: [phone]

7 June 2021

"ARIF3 LLI SPA") with Lendlease International Pty Limited ("LLI"), a direct wholly- owned subsidiary of Lendlease Corporation Limited (the "Sponsor"), to acquire up to 5.0% of the total issued share capital in ARIF3 (the "ARIF3 Share Capital") from LLI.

The Purchaser intends to acquire up to 19.8% of the ARIF3 Share Capital from one or more of the other existing shareholders of ARIF3 who are not related to LREIT (the "Third Party ARIF3 Vendors") if such Third Party ARIF3 Vendors decide to offer their ARIF3 shares for sale in accordance with the bye-laws of ARIF3. To the extent that LREIT cannot acquire up to 19.8% of the ARIF3 Share Capital from the Third Party ARIF3 Vendors by 31 October 2021, LREIT will acquire the shortfall from LLI pursuant to the ARIF3 LLI SPA, up to a maximum of 5.0% of the ARIF3 Share Capital. In the event that the Third Party ARIF3 Vendors do not offer any of their ARIF3 shares for sale in accordance with the bye-laws of ARIF3, LREIT will acquire 5.0% of the ARIF3 Share Capital from LLI under the ARIF3 LLI SPA. Please refer to paragraph 3.3 of this announcement for further details on the structure of the proposed acquisition.

The acquisition of the ARIF3 Sale Shares is for a total purchase consideration of S$45.0 million to S$178.2 million2, subject to relevant post-completion adjustments (the "ARIF3 Purchase Consideration", and together with the LLJP Purchase Consideration, the "Purchase Consideration").

The proposed acquisition of the LLJP Sale Shares and the ARIF3 Sale Shares shall collectively be referred to as the "Acquisition" and LLJP and ARIF3 shall collectively be referred to as the "Target Companies". The LLJP Vendors are third party vendors not related to LREIT.

The investments in the Target Companies would be classified as an investment in real estate- related assets under Appendix 6 of the Code on Collective Investment Schemes issued by the Monetary Authority of Singapore (the "MAS", and Appendix 6, the "Property Funds Appendix"). The Property Funds Appendix defines "real estate-related assets" to mean listed or unlisted debt securities and listed shares of or issued by property corporations, mortgage- backed securities, other property funds, and assets incidental to the ownership of real estate (e.g. furniture). The Target Companies would be considered as property funds. Under Paragraph 7 of the Property Funds Appendix, LREIT must invest at least 75.0% of its deposited property3 in income-producing real estate with the remaining permitted to be

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Based on the assumption that the purchase consideration payable to the Third Party ARIF3 Vendors will not be more than the NAV per share of ARIF3.

Under the Property Funds Appendix, "deposited property" means the value of the property fund's total assets based on the latest valuation. For the avoidance of doubt, LREIT's total deposited property excludes non-controlling interests.

3

Lendlease Global Commercial Trust Management Pte. Ltd.

(in its capacity as manager of Lendlease Global Commercial REIT)

Company Registration No: 201902535N

2 Tanjong Katong Road, #05-01 PLQ 3, Paya Lebar Quarter, Singapore 437161 www.lendleaseglobalcommercialreit.com

T: [phone] F: [phone]

7 June 2021

invested in real estate-related assets up to a maximum of 25.0% of the deposited properties.

Based on LREIT's existing portfolio (the "Existing Portfolio"), 92.3% of LREIT's total deposited property is considered income-producing real estate as at 31 December 2020. Following completion of the proposed Acquisition, 75.9% of LREIT's total deposited property will be considered income-producing real estate4. Accordingly, LREIT will continue to comply with Paragraph 7 of the Property Funds Appendix.

2.2 Interested Person Transaction and Interested Party Transaction

1. Related Party Transactions
   Under Chapter 9 of the listing manual of Singapore Exchange Securities Trading Limited (the "SGX-ST", and the listing manual of the SGX-ST, the "Listing Manual"), where LREIT proposes to enter into a transaction with an interested person and the value of the transaction (either in itself or when aggregated with the value of other transactions, each of a value equal to or greater than S$100,000, with the same interested person during the same financial year) is equal to or exceeds 5.0% of the
   LREIT Group's5 latest audited net tangible assets ("NTA"), Unitholders' approval is required in respect of the transaction.
   Paragraph 5.2(b) of the Property Funds Appendix also imposes a requirement for
   Unitholders' approval for an interested party transaction by LREIT whose value (either in itself or when aggregated with the value of other transactions with the same interested party during the current financial year) is equal to or exceeds 5.0% of the
   LREIT Group's latest audited NAV.
   Based on the FY2020 Audited Financial Statements (as defined herein), the audited NTA and NAV of the LREIT Group attributable to Unitholders was S$992.3 million as at 30 June 2020. Accordingly, if the value of a transaction which is proposed to be entered into in the current financial year by LREIT with an interested person is, either in itself or in aggregation with all other earlier transactions (each of a value equal to or greater than S$100,000) entered into with the same interested person during the current financial year, equal to or in excess of S$49.6 million, such a transaction would be subject to Unitholders' approval under Rule 906(1) of the Listing Manual and
   Paragraph 5.2(b) of the Property Funds Appendix.

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Based on the assumption that 19.8% of the ARIF3 Share Capital is acquired. Note that if 5.0% of the ARIF3 Share Capital is acquired, 78.1% of LREIT's total deposited property will be considered income-producing real estate.

"LREIT Group" means LREIT and its subsidiaries.

4

Lendlease Global Commercial Trust Management Pte. Ltd.

(in its capacity as manager of Lendlease Global Commercial REIT)

Company Registration No: 201902535N

2 Tanjong Katong Road, #05-01 PLQ 3, Paya Lebar Quarter, Singapore 437161 www.lendleaseglobalcommercialreit.com

T: [phone] F: [phone]

7 June 2021

As at the date of this announcement, save for the relevant proposed Acquisition, the value of all "interested person transactions" entered into between LREIT and the Sponsor Group6 and its associates during the course of the current financial year ending 30 June 2021 up to the date of this announcement that are subject to disclosure under Chapter 9 of the Listing Manual is approximately S$47.6 million (which is approximately 4.8% of the latest audited NTA and NAV of the LREIT Group as at 30 June 2020).

1. The Sponsor
   As at the date of this announcement, the Sponsor holds an aggregate direct and indirect interest in 305,639,040 Units, which is equivalent to approximately 25.9% of the total number of Units in issue as at the date of this announcement, and is therefore regarded as a "controlling unitholder" of LREIT for the purposes of both the Listing
   Manual and the Property Funds Appendix. In addition, as the Manager is an indirectly wholly-owned subsidiary of the Sponsor, the Sponsor is therefore regarded as a
   "controlling shareholder" of the Manager for the purposes of both the Listing Manual and the Property Funds Appendix. As such, the Sponsor is considered (under Chapter
   9 of the Listing Manual) an "interested person" of LREIT and (under the Property Funds Appendix) an "interested party" of LREIT.
2. The Proposed Acquisition
   In relation to the proposed Acquisition, as the Target Companies are managed by
   Lendlease Investment Management Pte. Ltd. ("LLIM"), which is an indirect wholly- owned subsidiary of the Sponsor, and LLI is a direct wholly-owned subsidiary of the Sponsor, the Manager is regarding the proposed Acquisition as an "interested person transaction" under Chapter 9 of the Listing Manual, as well as an "interested party transaction" under the Property Funds Appendix, in respect of which the specific approval of the Unitholders is required.
   Given that the aggregate value of the Purchase Consideration of S$204.1 million to S$337.3 million7 (which is 20.6% to 34.0% of the audited NTA of the LREIT Group and of the audited NAV attributable to Unitholders as at 30 June 2020) exceeds 5.0% of the LREIT Group's latest audited NTA, the proposed Acquisition is subject to the approval of the Unitholders pursuant to Rule 906(1)(a) of the Listing Manual and Paragraph 5.2(b) of the Property Funds Appendix.
   A circular (the "Circular") will be issued to the Unitholders in due course, together

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"Sponsor Group" means the Sponsor and its subsidiaries.

Subject to relevant post-completion adjustments, and based on the assumption that the purchase consideration payable to the Third Party ARIF3 Vendors will not be more than the NAV per share of ARIF3.

5

Lendlease Global Commercial Trust Management Pte. Ltd.

(in its capacity as manager of Lendlease Global Commercial REIT)

Company Registration No: 201902535N

2 Tanjong Katong Road, #05-01 PLQ 3, Paya Lebar Quarter, Singapore 437161 www.lendleaseglobalcommercialreit.com

T: [phone] F: [phone]