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SPH Notice

Substantial Holder Notice1 June 2021GNZReal Estate

4309258 v2
Disclosure of movement of 1% or more in substantial holding

or change in nature of relevant interest, or both

Sections 277 and 278, Financial Markets Conduct Act 2013


TO: NZX Limited

AND TO: Goodman Property Trust ("GMT")


Relevant event being disclosed: Movement of 1% or more in a substantial

holding and change in nature of relevant

interest

Date of relevant event: 1 June 2021

Date this disclosure made: 1 June 2021

Date last disclosure made: 14 December 2015


Substantial product holder(s) giving disclosure

Full name(s): Goodman Investment Holdings (NZ)

Limited ("GIHNZ")


Summary of substantial holding

Class of quoted voting products: GMT units ("Units")

Summary for GIHNZ

For this disclosure, –

(a) total number held in class: 304,050,730

(b) total in class: 1,397,303,338

(c) total percentage held in class: 21.760%

For last disclosure, –

(a) total number held in class: 262,447,211

(b) total in class: 1,273,070,920

(c) total percentage held in class: 20.615%


4309258 v2

2

Details of transactions and events giving rise to relevant event

Details of the transactions or other events requiring disclosure:


On 30 May 2016 GIHNZ being part of Goodman

Group (consisting of Goodman Limited, Goodman

Industrial Trust, Goodman Logistics (HK) Limited

and their controlled entities), was issued 3,219,812

Units at a price of $1.348 per Unit pursuant to

amendments made to the GMT trust deed on 5

August 2014 ("Trust Deed Amendment"), which

requires Goodman (NZ) Limited as manager of

GMT ("GNZ"), to use its base management fee to

subscribe for new Units.


On 1 June 2016 GIHNZ transferred 1,429,769

Units to several Goodman Property Services (NZ)

Limited ("GPS") employees pursuant to a long-

term incentive plan (nil consideration).


On 24 November 2016 GIHNZ was issued

3,932,153 Units at a price of $1.24 per Unit

pursuant to the Trust Deed Amendment which

requires GNZ to use its base management fee to

subscribe for new Units.


On 1 June 2017 GIHNZ transferred 2,479,715

Units to several GPS employees pursuant to a

long-term incentive plan (nil consideration).


On 6 June 2017 GIHNZ was issued 3,879,785

Units at a price of $1.276 per Unit pursuant to the

Trust Deed Amendment which requires GNZ to use

its base management fee to subscribe for new

Units.


On 29 November 2017 GIHNZ was issued

3,679,267 Units at a price of $1.3566 per Unit

pursuant to the Trust Deed Amendment which

requires GNZ to use its base management fee to

subscribe for new Units.


On 1 June 2018 GIHNZ transferred 3,117,081

Units to several GPS employees pursuant to a

long-term incentive plan (nil consideration).


On 11 June 2018 GIHNZ was issued 3,641,451

Units at a price of $1.4284 per Unit pursuant to the

Trust Deed Amendment which requires GNZ to use

its base management fee to subscribe for new

Units.


On 26 November 2018 GIHNZ was issued

3,477,157 Units at a price of $1.5154 per Unit

pursuant to the Trust Deed Amendment which

requires GNZ to use its base management fee to

subscribe for new Units.


4309258 v2

3

On 4 June 2019 GIHNZ transferred 3,665,417

Units to several GPS employees pursuant to a

long-term incentive plan (nil consideration).


On 4 June 2019 GIHNZ was issued 7,557,428

Units at a price of $1.834873 per Unit pursuant to

the Trust Deed Amendment which requires GNZ to

use its performance fee to subscribe for new Units.


On 24 September 2019 GIHNZ was issued

15,418,226 Units at a price of $2.10 per Unit.

These were issued as proceeds from the

Placement undertaken on 18 September 2019

raising $150m of new equity to fund current

commitments and future investment opportunities.


On 2 June 2020 GIHNZ transferred 4,021,811

Units to several GPS employees pursuant to a

long-term incentive plan (nil consideration).


On 30 June 2020 GIHNZ was issued 5,436,690

Units at a price of $2.094087 per Unit pursuant to

the Trust Deed Amendment which requires GNZ to

use its performance fee to subscribe for new Units.


On 1 June 2021 GIHNZ transferred 1,912,144

Units to several GPS employees pursuant to a

long-term incentive plan (nil consideration).

On 1 June 2021 GIHNZ was issued 6,075,343

Units at a price of $2.249723 per Unit pursuant to

the Trust Deed Amendment which requires GNZ to

use its performance fee to subscribe for new Units.





Details after relevant event

Details for: GIHNZ

Nature of relevant interest(s): GIHNZ holds the Units the subject of this

notice on its own behalf.

For that relevant interest,—

(a) number held in class: 304,050,730

(b) percentage held in class: 21.760%

(c) current registered holder(s): GIHNZ

(d) registered holder(s) once

transfers are registered: GIHNZ

For a derivative relevant interest, also—

(a) type of derivative: Not applicable


4309258 v2

4

(b) details of derivative: Not applicable

(c) parties to the derivative: Not applicable

(d) if the substantial product holder Not applicable

is not a party to the derivative,

the nature of the relevant interest

in the derivative:

Additional information

Address(es) of substantial product holder(s): For GIHNZ

KPMG Centre

Level 2, 18 Viaduct Harbour

Auckland

New Zealand


Contact details: Anton Shead

Ph: +64 9 375 6072

anton.shead@goodman.com


Nature of connection between substantial

product holders: GIHNZ holds the Units the subject of this

notice on its own behalf.

Name of any other person believed to have Not applicable

given, or believed to be required to give, a

disclosure under the Financial Markets

Conduct Act 2013 in relation to the financial

products to which this disclosure relates:


Certification

I, Anton Shead, certify that, to the best of my knowledge and belief, the information contained in this

disclosure is correct and that I am duly authorised to make this disclosure by all persons for whom it

is made.

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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