ASX release
10 March 2014
DEXUS and CPPIB change in substantial holding for CPA
DEXUS Funds Management Limited and Canada Pension Plan Investment Board today lodged a change of interests of substantial holder notice in relation to their holding in Commonwealth Property Office Fund (CPA).
For further information please contact:
DEXUS Investor queriesDavid Yates T: +61 2 9017 1424
M: +61 418 861 047
E: david.yates@dexus.com
DEXUS Media queriesLouise Murray T: +61 2 9017 1446
M: +61 403 260 754
E: louise.murray@dexus.com
CPPIB Media queriesCanada
Linda Sims
About DEXUS
T: +1 416 868 8695
E: lsims@cppib.com
CPPIB Media queriesAustralia
Nigel Kassulke, Cannings
T: +61 2 8284 9990
M: +61 407 904874
E: nkassulke@cannings.net.au
DEXUS Property Group (DEXUS) is one of Australia's leading real estate groups, investing directly in high quality Australian office and industrial properties. With $17.3 billion of assets under management, DEXUS also actively manages office, industrial and retail properties located in key Australian markets on behalf of third party capital partners. DEXUS manages an office portfolio of 1.4 million square metres across Sydney, Melbourne, Brisbane and Perth and is the largest institutional owner of office buildings in the Sydney CBD, Australia's largest office market. DEXUS is a Top 50 entity by market capitalisation listed on the Australian Securities Exchange under the stock market trading code 'DXS' and is supported by more than 25,000 investors from 22 countries. With nearly 30 years of expertise in property investment, development and asset management, DEXUS has a proven track record in capital and risk management, providing service excellence to tenants and delivering superior risk-adjusted returns to investors. www.dexus.com
Download the DEXUS IR app to your preferred mobile device to gain instant access to the latest stock price, ASX Announcements, presentations, reports, webcasts and more.
DEXUS Funds Management Ltd ABN 24 060 920 783, AFSL 238163, as Responsible Entity for DEXUS Property Group (ASX: DXS)
About Canada Pension Plan Investment Board
Canada Pension Plan Investment Board (CPPIB) is a professional investment management organization that invests the
funds not needed by the Canada Pension Plan (CPP) to pay current benefits on behalf of 18 million Canadian contributors and beneficiaries. In order to build a diversified portfolio of CPP assets, CPPIB invests in public equities, private equities, real estate, infrastructure and fixed income instruments. Headquartered in Toronto, with offices in London, Hong Kong and New York City, CPPIB is governed and managed independently of the Canada Pension Plan and at arm's length from governments. At September 30, 2013, the CPP Fund totalled C$192.8 billion of which
C$22.0 billion represents real estate investments. For more information about CPPIB, please visit www.cppib.com
Corporations Act 2001
Section 6718
Notice of change of interests of substantial holder
To Company Name/Scheme Commonwealth Property Offlce Fund ("CPA") ACNIARSN ARSN 086 029 736
1.Details of substantial holder (1)
604 15 July 2001
Name This notice is given by DEXUS Funds Management Llmited ("DXFM"), as trustee of DEXUS Office Trust Australia and responslble entity of each of the trusts that comprise the DEXUS Property Group. The notice is given by DXFM on
behalf of itself and on behalf of each of lts related bodies corporate ("DEXUS Subsldlaries") that are held by DXFM as an
asset of the trusts that comprise the DEXUS Property Group.
Thls notlce is also given by Canada Pension Pian lnvestment Board ("CPPIB"), on behalf of itself and each of its related bodies corporate.
ACNIARSN (if applicable) ACN 060 920 783 for DXFM. N/A for CPPIB.
There was a change in the interests of the
substantial holder an _.:7_.1:....3:..;/c..2:::..:;0.1.:..4.'------- -- ----- The previaus natice was given ta the campany on 71312014 The previous notice was dated 7/3/2014
2. Prevlous and present voting power
The total number of votes attached to ali the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in when !aslrequired, and when now required, lo give a substantial holding notice to the company or scheme, are as follows:
Class of securities (4) | Previaus notice | Present notice | ||
Class of securities (4) | Person's votes | Voting power (5) | Person's votes | Voting power (5) |
Fully paid units | 2,188,332,182 Units Note, CPPIB anly has votes of 2,187,662,043 Units. | 93.24% Note, CPPIB only has voting power of 93.21%. | 2,225,476,160 Units This includes vates attached to the 2,224,821,651 ordinary units in CPA ("Units") in which DXFM holds a relevant interest. The remainder of DXFM's votes arise as a result of its association wilh Commonwealth Bank alAustralia ('CBA') (see Substantial Halder Notice lodged by DXFM on 16 December 2013).1 Note, CPPIB anly has vates of 2,224,821,651 Units because il is not an associate of CBA. | 94.82% Note, CPPIB only has voting power of 94.79% because it is no!an associate af CBA. |
3.Changes in relevant interests
Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company or scheme, since the substantial holder was last required lo give a substantial holding nolice ta the company or scheme are as follows:
Dateof change | Person whose relevant interest changed | Nature of change (6) | Consideration given in relation to change (7) | Class and number of securities affected | Person's votes affected |
71312014 | DXFM and CPPIB | Change arising as a result of acceptances of DXFM's takeover bid ("DEXUS Offer"). | $0.7745 cash and 0.4516 DEXUS Stapled Securities or $0.8496 cash and | 37,159,608 Units | 1.58% |
1 Note CBA's relevant interest has reduced since 16 December 2013. See Substanlial Holder Notice lodged by CBA on 7 March 2014.
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604 15 July 2001
0.3801 DEXUS Stapled Securities | |||||
6/3/2014 | C8A | See Annexure 8 of the Subslantial Holder Notice lodged by C8A on 7 March 2014. | See Annexure 8 of the Substantial Holder Notice lodged by C8A on 7 March 2014. | (15,630) | (0.001)% |
Note: On account of the settlement process, and in addition to the above changes, there have also been changes in the nature of DXFM and CPPI8's relevant interest as a result of settlements of acceptances under the DEXUS Offer that occurred on 7/3/2014 as follows:
10,065,813 Units were acquired by DXFM under the terms of the DEXUS Offer for $0.7745 cash and 0.4516 DEXUS Stapled Securities per Unit; and
o 485,823 Units were acqulred by DXFM under the terms of the DEXUS Offer for $0.8496 cash and 0.3801 DEXUS Stapled Securities per Unit.
Accordingly,DXFM is now the registered holder of an additional10,551,636 Units as a result ofthe DEXUS Offer. However, this change did not alter DXFM or CPPI8's total relevant interest and votlng power in CPA because prior to settlement, DXFM had already acquired a relevant interest in those Units as a resutt of acceptances under the DEXUS Offer.
4. Present relevant interests
Particulars of each relevant interest of the substantial holder in voting securities alter the change are as follows:
Holderof relevant interest | Registered holderof securities | Person entitled lo be registered as holder (B) | Nature of relevant interest (6) | Class and number of securities | Person's votes |
Holderof relevant interest | Registered holderof securities | Person entitled lo be registered as holder (B) | Nature of relevant interest (6) | Class and number of securities | |
DXFM | In respect of Units arising under acceptances of the DEXUS Offer, the holders of Units who have accepted the DEXUS Offer. | DXFM | Acquisitions arising !rom acceptances of the DEXUS Offer. | 37,159,608 Units | 1.58% |
DXFM | o DXFM; and o DOTA Holding Company No.1 Pty Limited ('DOTA HoldCo'). | o DXFM; and o DOTA HoldCo. | lnterest arising under: o section 608(1)(a); and o section 608(3), of the Corporations Aet. | 2,187,662,043 Units (comprising 2,187,662,042 Units held by DXFM and 1 Unit held by DOTA HoldCo) | 93.21% |
CPPI8 | o In respect of Units arising under acceptances of the DEXUS Offer (other !han those seiout in the second bullet), the holders of Units who have accepted the DEXUS Offer; and o in respect of ali other Units, DXFM. | DXFM | lnterest arising under the Joint Bid Agreement attached to the Substantial Holder Notice lodged with ASX by DXFM on 20 December 2013. | 2,224,821,651 Units | 94.79% |
CPPI8 | o In respect of Units arising under acceptances of the DEXUS Offer (other !han those seiout in the second bullet), the holders of Units who have accepted the DEXUS Offer; and o in respect of ali other Units, DXFM. | DXFM | lnterest arising under the Joint Bid Agreement attached to the Substantial Holder Notice lodged with ASX by DXFM on 20 December 2013. | 2,224,821,651 Units | 94.79% |
5. Changes in association
The persons who have become associates (2) of, ceased lo be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:
Name and ACN/ARSN (if applicable) Nature of association
N/A
6. Addresses
The addresses of persons named in this form are as follows:
Name | Address |
DXFM and DOTA HoldCo | Leve! 25, Australia Square, 264-278 George Street, Sydney NSW 2000 |
CPPI8 | One Queen Street East, Suite 2500, Toronto, Ontario, M5C 2W5, Canada |
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Slgnature
604 15 July 2001
11779027_2
print name Davld Friedlander capacity Attomey
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