ARF: Becoming a substantial holder from WBC

To Company Name/Scheme ARENA REIT (ARF) comprising Arena REIT Limited, Arena REIT No. 1 and

Arena REIT No. 2

ACN/ARSN Arena REIT Limited ACN 602 365 186

Arena REIT No. 1 ARSN 106 891 641

Arena REIT No. 2 ARSN 101 067 878

1. Details of substantial holder(1)

   Name WESTPAC BANKING CORPORATION (WBC) and its associated entities listed

   in Annexure 'B '

   ACN/ARSN (if applicable) ACN 007 457 141

   The holder became a substantial holder on 9/02/2017

2. Details of voting power

   The total number of votes attached to all 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 on the date the substantial holder became a substantial holder are as follows:

   Class of securities (4)	Number of securities	Person's votes (5)	Voting power (6)
   Ordinary Shares	11,779,311	11,779,311
   Total	11,779,311	11,779,311	5.03%

3. Details of relevant interests

   The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

   Holder of relevant interest	Nature of relevant interest (7)	Number of securities	Class of securities
   Asgard Capital Management Limited	Asgard Capital Management Limited ABN 92 009 279 592 AFSL 240695 is a custodian and operator of Investor-Directed Portfolio Service (IDPS). Asgard Capital Management Limited is the custodian and operator of Asgard eWrap Investment, Asgard Funds Account, LifeForce eWrap Investment and Personal Choice Private eWrap Investment Account.	36,080	Ordinary

   BT Funds Management Limited	BT Funds Management Limited is the manager of various superannuation funds, institutional investor portfolios and unit trusts and, in that capacity, can exercise the power to vote or dispose of the shares.	641,367	Ordinary
   BT Investment Management (Fund Services) Limited	BT Investment Management (Fund Services) Limited is the responsible entity of various managed investment schemes and, in that capacity, can exercise the power to vote or dispose of the shares.	8,183,949	Ordinary
   BT Investment Management (Institutional) Limited	BT Investment Management (Institutional) Limited (previously known as BT Investment Management (RE) Limited) is the fund manager of various superannuation funds, institutional investor portfolios and unit trusts and, in that capacity, can exercise the power to vote or dispose of the shares.	2,459,265	Ordinary
   Westpac Financial Services Group Limited	Westpac Financial Services Group Limited Registered Holder of Securities. ABN: 50 000 326 312	424,783	Ordinary
   Westpac Financial Services Limited	Westpac Financial Services Limited is the responsible entity of various managed investment schemes and, in that capacity, can exercise the power to vote or dispose of shares.	279	Ordinary
   Westpac RE Limited	Westpac RE Limited is the manager of various superannuation funds, institutional investor portfolios and unit trusts and, in that capacity, can exercise the power to vote or dispose of the shares.	33,588	Ordinary

4. Details of present registered holders

   The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

   Holder of relevant interest	Registered holder of securities	Persons entitled to be registered as holder (8)	Class and number of securities
   Westpac Financial Services Limited	BT Portfolio Services Limited	See Annexure 'A'	279 Ordinary
   Westpac RE Limited	HSBC Custody Nominees (Australia) Limited.	See Annexure 'A'	33,588 Ordinary
   Asgard Capital Management Limited	Asgard Capital Management Limited	See Annexure 'A'	36,080 Ordinary
   Westpac Financial Services Group Limited	HSBC Custody Nominees (Australia) Limited.	See Annexure 'A'	424,783 Ordinary
   BT Funds Management Limited	BT Portfolio Services Limited	See Annexure 'A'	641,367 Ordinary
   BT Investment Management (Institutional) Limited	Citicorp Nominees Pty Limited	See Annexure 'A'	2,459,265 Ordinary
   BT Investment Management (Fund Services) Limited	State Street Australia Limited HSBC Custody Nominees (Australia) Limited.	See Annexure 'A'	8,183,949 Ordinary

5. Consideration

   The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

   Holder of relevant interest	Date of acquisition	Consideration (9)		Class and number of securities
   		Cash	Non-cash
   WBC & associates	See Annexure 'A'	See Annexure 'A'	See Annexure 'A'

6. Associates

   The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

   Name and ACN/ARSN (if applicable)	Nature of association

7. Addresses

The addresses of persons named in this form are as follows:

Print name Tim Hartin Capacity Company Secretary

Sign here Date 13/02/2017