ESR REIT : Proposed Merger Of Viva Industrial Trust And Esr-REIT By Way Of A Trust Scheme Of Arrangement

PROPOSED MERGER OF VIVA INDUSTRIAL TRUST AND ESR-REIT

BY WAY OF A TRUST SCHEME OF ARRANGEMENT

DEALINGS DISCLOSURE

• 1. INTRODUCTION

  Merrill Lynch (Singapore) Pte. Ltd. ("MLS") refers to the announcement dated 18 May 2018 (the "Joint Announcement") in relation to the proposed merger of all the issued and paid-up stapled securities (the "Stapled Securities") of Viva Industrial Trust ("VIT") held by the stapled securityholders of VIT (the "Stapled Securityholders") and the units in ESR-REIT (the "ESR-REIT Units") held by the unitholders of ESR-REIT. The proposed merger will be effected through the acquisition by ESR-REIT of all the Stapled Securities held by the Stapled Securityholders by way of a trust scheme of arrangement in compliance with the Singapore Code on Take-overs and Mergers (the "Code").

  All capitalised terms used and not defined herein shall have the same meanings as ascribed to them in the Joint Announcement.

• 2. DEALINGS

  MLS is an associate of VIT by virtue of it being the sole financial adviser to (i) Viva Industrial Trust Management Pte. Ltd. in its capacity as the manager of Viva Industrial Real Estate Investment Trust, and (ii) Viva Asset Management Pte. Ltd. in its capacity as the trustee-manager of Viva Industrial Business Trust.

  Pursuant to Rule 12.1 of the Code, MLS wishes to announce the following dealings in ESR-REIT Units by MLS and its associates for their own account or for the account of discretionary investment clients:

  Date of dealing	31 May 2018
  Name of entity dealing	Merrill Lynch International
  Nature of dealing	Return of Units previously borrowed
  Total number of ESR-REIT Units dealt	100,000

  Resultant total number of ESR-REIT Units owned or controlled: 545,157

  Resultant percentage of ESR-REIT Units owned or controlled: 0.03%

• 3. RESPONSIBILITY STATEMENT

  The directors of MLS (including any who may have delegated detailed supervision of this Announcement) have taken all reasonable care to ensure that the facts stated and all opinions expressed in this Announcement are fair and accurate and that no material facts have been omitted from this Announcement, the omission of which would make any statement in this Announcement misleading, and they jointly and severally accept responsibility accordingly.

Issued by

MERRILL LYNCH (SINGAPORE) PTE. LTD.

1 June, 2018

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