Request for Expressions of Interest - Syndicated Facility

MELBOURNE,Australia,July 5,2023 --Wingate Property Finance Pty Ltd ACN 128 764 134 ("Wingate") has been appointed to assist with a debt financing for 88 O'Connell Finco Pty Ltd ACN 669 400 293 (the"Issuer").

Wingate is pleased to offer you,as agent for,and on behalf of,the Issuer,the opportunity to participate as a lender in a $207,000,000 syndicated facility agreement (the "Facility").

The details of the Facility are as follows:

Issuer

88 O'Connell Finco Pty Ltd ACN 669 400 293

Guarantor / Developer

88 O'Connell Pty Ltd ACN640 796 149 in its own capacity and in its

capacity as trustee of the 88 O'Connell Trust ABN 12 634 424

Facility Amount

AUD $ 207,000

Minimum participation

AUD $ 10,000

Maturity Date

23 October 2025

Interest Rate

2.0% per annum (increasing by a further 5% for periods of default),

compounding monthly and payable at maturity

Fees

0.75% per annum until the date of the second draw and increasing to

2.0% per annum on and from the date of the second draw,

compounding quarterly in advance and payable at maturity

IRR Make Whole

The facility is subject to an IRR make-whole of 8.5% per annum

Purpose

The first loan will be on-lent to the Guarantor/Developer to repay

amounts owing under an existing facility agreement.

Subsequent loans will be applied:

· To meet the Issuer's financing fees and costs; and

· To on-lend to the Guarantor/Developer to finance costs

(including construction costs) associated with the construction

and development of a mixed-use development comprising

approximately 160 apartments,8,500 square metres of net

lettable area and 405 car parking spaces on land situated in

Adelaide,South Australia (Project)

Security

· First ranking general security agreements granted by the Issuer,

Guarantor/Developer and the holding company of the

Guarantor/Developer in favour of the security trustee (a related

entity of Wingate)

· Bank guarantee issued in favour of the facility agent (a related

entity of Wingate) in an amount of $20,220,000 to fund costoverruns

The property on which the Project is located is owned by the local

council. The Guarantor/Developer has entered into a land facilitation

agreement (LFA) with the council to facilitate the Project. The finance

documents include a financiers side deed in relation to the LFA.

Project

The date for practical completion under the syndicated facility

agreement is currently expected to be 31 March 2025.

A wholly owned subsidiary of Wingate intends to participate as a lender in the proposed Facility.

Wingate is seeking expressions of interest from prospective lenders for participation as a lender in the proposed Facility to be undertaken in July 2023.

Interested investors are invited to notify Wingate of their interest in the Facility,the scale of their prospective interest in the Facility and any terms / conditions required in relation to that prospective investment.

A draft syndicated facility agreement is available upon request.

Public Offer / Withholding Tax

This letter constitutes an invitation to become a lender under the Facility which will be documented under a syndicated facility agreement for the purposes of,and in accordance with,the "public offer test" in section 128F(3A) of the Income Tax Assessment Act 1936 (Cth) (Tax Act).

Lenders will be required to make the usual representations and warranties in relation to compliance with section 128F of the Tax Act.

Disclaimer

Nothing in this invitation constitutes a representation by the Issuer or Wingate or any of their Related Entities (as defined in the Corporations Act 2001) in relation to the Facility. Investors must rely solely on their own investigations and not on any other information provided by the Issuer or Wingate in making the decision to participate in the Facility.

This invitation is open only to entities which carry on a business of providing finance. This invitation is not provided to any person located in a jurisdiction where its provision or dissemination would be unlawful. Any person who receives this invitation in circumstances where receipt of it is unlawful or unauthorised or requires Wingate to take any additional steps,including registration,must not accept this invitation.

Confidentiality

The information contained in this invitation and any other information provided in relation to the Facility must be kept confidential.

For expressions of interest and further information please contact Wingate:

Wingate Property Finance

Attention :Nick Jacobson and/or Mark Harrison

WINGATE | Level 48,101 Collins Street,Melbourne,Vic,Australia 3000

| njacobson@wingate.com.au and/or mharrison@wingate.com.au| wingate.com.au