Member Presentation 3

PREFERRED DEVELOPER

Held at City Tattersalls Club on Tuesday 10 December 2013

1. Decision to progress to next stage due to positive feedback from Council

2. Funds of $220,000 approved to proceed to the next stage - December 2013

3. Media coverage commenced

4. Colliers distributed the Information Memorandum to open market

5. Receipt and Appraisal of Expressions of Interest

6. Negotiation with short list of prospective developers commences creating competitive tension period

7. Independent Check and Evaluation of Expression of Interest undertaken

8. Members Briefing 3 to be held in December 2013

Members communication since Briefing Meeting 2 on Tuesday 27 August 2013

Media Coverage

September

Information added to Club website includes:

• Airspace Development landing page

• Members Briefing Meeting 2 Presentation

• Club Information Memorandum

September/October

• Weekly updates showcasing market response during EOI period

• Digital signage regarding development placed around Club

October

• All media coverage listed on Club website

November

Notice of Members Briefing Meeting 3 added to:

• Club Magazine, notice boards and website

December

• Email invitation to Members Briefing Meeting 3 sent to Members

• Followed by reminder email and SMS notifications

• Regular information updates will continue

Due to the extensive media interest in the development opportunity at City Tattersalls Club, a media plan was prepared to manage the distribution of information to the market place.

Key Dates• City Tattersalls Club held an exclusive Media Briefing Session and our media consultant distributed a press release to the marketplace on Wednesday 28 August 2013

MEDIA COVERAGE ARTICLES SUMMARYHEADLINE DATE MEDIUM‘City Tatts enters new era’ Monday 2 September 2013 Property Oz‘Final piece in waterfront puzzle’ by Ben Wilmot and Lisa Allen Saturday 31 August 2013 The Weekend Australian‘City Tatts reaches skywards to secure future’ Thursday 29 August 2013 The Daily Telegraph‘City Tatts Club plans 48-floor tower’ by Carolyn Cummins Thursday 29 August 2013 Sydney Morning Herald‘City Tattersalls Clubs plans to ‘unleash’ Pitt Street space’ by Robert Harley Thursday 29 August 2013 Australian Financial Review‘Tatts unveils CBD tower plan’ by Lisa Allen Thursday 29 August 2013 The Australian‘New 48-storey tower could spark Chinese interest’ Thursday 29 August 2013 Brisbane Times‘Sydney is in the grips of a building boom’ Wednesday, 28 August 2013 Channel Ten 5PM NewsNew 48-storey tower could spark Chinese interest’ by Carolyn Cummins and Stephen Nicholls

Wednesday 28 August 2013 Sydney Morning Herald

‘City Tatts Club plans 48-floor tower’ Wednesday 28 August 2013 Brisbane Times‘City Tattersalls Club proposes 48-level Pitt Street Sydney mixed use redevelopment’ by Nicola Trotman

Wednesday 28 August 2013 Property Observer

‘Office sector subdued as rents flatten’ by Carolyn Cummins Wednesday 28 August 2013 Sydney Morning Herald‘City Tattersalls bets on tower block plan’ Saturday 24 August 2013 The Australian

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Member Presentation 3Completed Actions

Property OZ ‘City Tatts enters new era’ Monday 2 September 2013

The Daily Telegraph ‘City Tatts reaches skywards to secure future’ Thursday 29 August 2013

Sydney Morning Herald City Tatts Club plans 48-floor tower’ by Carolyn Cummins Thursday 29 August 2013

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Member Presentation 3Media Coverage

PREFERRED DEVELOPER

Member Presentation 3Media Coverage

Brisbane Times ‘New 48-storey tower could spark Chinese interest’ by Carolyn Cummins Thursday 29 August 2013

Channel Ten 5pm NewsWednesday 28 August 2013

Commencement of Expression of Interest: 2 September 20131. Information Memorandum was issued to the marketplace

2. 6 week marketing campaign was launched from 2 September 2013 to 9 October 2013 with display advertisements in the Australian Financial Review, Sydney Morning Herald, direct email marketing and website listings

3. Data Room Set-up

4. Provision of responses to Data Room enquiries

5. Management of expression of interest process

PREFERRED DEVELOPER

Member Presentation 3Information Memorandum

PRoPeRtythe site consists of the two titles containing four properties being

194 Pitt street on one title and 196, 198-200 and 202 – 204 Pitt

street sydney, on the other.location

situated in the centre of the cbD, the club site is only metres

from the intersection of the Pitt street mall and market street.

this location provides excellent access to the retail hub of sydney,

the Pitt street mall with its offerings of the westfield sydney city,

myers, David Jones and all of the associated specialty shops

surrounding these major retail offerings.it also provides excellent amenity with access to the rail network

at st James station and town hall, buses and taxis, parking,

entertainment, restaurants, bars and gymnasiums.

the city tatteRsall’s clubthe club is the owner of two titles fronting Pitt street containing

the four properties of 194, 196, 198 - 200 and 202 - 204 Pitt

street. the club has been associated with this site since its

inception in 1926 and the planning of three of these properties is

listed on the central sydney LeP heritage inventory.develoPMent Potential the club has undertaken extensive preliminary investigations

and discussions with the sydney city council. it has established

that a development of approximately 33, 500sqm of gFa can

be constructed on the site dependent on the mix of commercial

and residential.approximately 18,000sqm of gFa is potentially available to be

developed as residential apartments. this allocation of gFa is

flexible and dependent on the final design and allocation back to

the club.

the club wishes to enter into a development agreement with

a suitable party to provide the successful party with the rights

to develop the site. in exchange the club wishes the developer

to develop and hand back to the club as freehold ownership,

the following;i) the basement to level 6 of some 10,285sqm, as a cold shell

ii) the top two levels being 47 and 48 in the clubs scheme, of

approx. 620sqm, as a cold shelliii) hotel/serviced apartments on levels 7 – 13 inclusive and

divided into 97 units, a total of 4,875sqm of gFa

iv) apartments in the residential towerv) cash

the club also wishes to remain in occupation of 202 – 204 Pitt

street during the development. exPRessions of inteRestinternational expressions of interest closing at 4;00pm thursday

10th october 2013.exclusive marketing agentsJon choMleynational Director, capital markets

investment servicesm; + 61 412 219 830e; jon.chomley@colliers.com

RobeRt Mccuaigco-Founderadvisory board+61 412 257 227robert.mccuaig@colliers.com

INFORMATION MEMORANDUM – CITY TATTERSALLS CLUB DEVELOPMENT

194-204 PITT STREET, SYDNEY AUSTRALIA – SEPTEMBER 2013 7

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outstanding location194 – 204 Pitt street is in the very heart of the sydney cbD. the opportunity to develop residential apartments in such a central location rarely becomes available due to the difficulty in collating a

site that is economically viable. whilst there have been numerous fringe city apartment developments, this site provides the exceptional amenity that comes with such a centrally located development site.MiniMised land cost

Due to the club looking to have parts of the development completed and returned to it for occupation, there is no requirement for all the air rights value to be paid prior to work commencing. this will enable a developer to minimise financing costs against this component and reduce overheads for the site development.outlook and vieWsthe site is in an intensively developed area of the cbD however, with low rise buildings to the north, the development will enjoy views up and down Pitt st and across Pitt st to the west. it will also have north easterly views from the upper levels towards hyde Park and the harbour.

8

City Tattersalls Club and Colliers International developed a 36 page Information Memorandum that contained pertinent information required by Company to make a satisfactory assessment of the City Tattersalls Club development opportunity and its value.

I N F O R M A T I O N M E M O R A N D U MCITY TATTERSALL’S CLUB DEVELOPMENT – 194-204 PITT STREET, SYDNEY AUSTRALIASEPTEMBER 2013

CITYTATTERSALLSCLUB

Example Pages 6 - 7 Example Pages 10 - 11 Example Pages 8 - 9

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Member Presentation 3Information Memorandum

6 Week Marketing Campaign

Launched from 2 September - 9 October 2013

ADVERTISING DATE MEDIUMWeek 1 03/09/2013 Australian Financial Review - Tuesday

07/09/2013 Sydney Morning Herald - CommercialWeek 2 10/09/2013 Australian Financial Review - Tuesday

14/09/2013 Sydney Morning HeraldWeek 3 24/09/2013 Australian Financial Review - TuesdayCAMPAIGN ITEMSE-Marketing 03/09/2013 Email to qualified database of 2,500 Internet 03/09/2013 Real Commercial web listing

Display Advertisements Australian Financial Review

Display Advertisements Sydney Morning Herald

• Internet hits 812

• Information Memorandum sent 67

• Confidentiality Agreements sent 21

• Groups in Data Room 17

Colliers advise this was one of the best campaign results seen - “A Fantastic Result”

Level of Market Interest From the 6 Week Marketing Campaign

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Member Presentation 3Marketing Campaign

Receipt and Appraisal of Expressions of Interest

10 October 2013 - 9 December 2013

1. Initial submissions reviewed

2. Short list of three companies advised

3. Shortlisted companies enter into competitive tension period to refine offers

4. All companies required to resubmit refined proposals by 4 December 2013

5. Committee to select the preferred company and enter into exclusive arrangement period for next stage

Working with shortlisted companies

Over 20 workshops with 3 individual companies and their design teams were held with City Tattersalls Club to identify and clarify the following parameters:

• Site constraints - heritage, planning, structural, construction access

• Full understanding and integration of Club, hotel and private apartment requirements

• Temporary Club operation during the construction phase

• Documents required for further independent evaluation, as part of the revised submissions

• Club requirements in all areas

The 3 shortlisted companies submitted their revised proposals

Submitted on Wednesday 4 December 2013 for evaluation and appraisal by City Tattersalls Club

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Member Presentation 3Expressions of Interest

Result of Appraisal of Expressions of Interest

City Tattersalls Club is proud to announce that Mirvac was selected as the preferred property group to work in partnership with our Club.

Why Mirvac was selected

Financial

• Financial strength of Mirvac

Design

• Australia’s leading design firm - Crone Partners

• Club Brief - listened and responded

• Future proofed the Club for generations to come

• Created an iconic concept to reposition the Club

Construction

• Experts in fast tracking CBD projects

• Understanding of City of Sydney Council requirements

• Integrated model = speed and efficiency

• Minimal impact to Club operations during construction

• Extensive experience in heritage sites

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Member Presentation 3Preferred Developer

Indicative Development Proposal 1

Potential Development Proposal Presented By Tony Guilfoyle Chief Executive Officer City Tattersall Club

What is included in the Development Proposal• Seven floors of new Club space With a range of amenities including restaurants, bars, fitness centres, day spa, function facilities and gaming

• Hotel 100 rooms with a 4 Star rating

• Sky Terrace 100 seat restaurant and bar area

• Two shared basement floors

• Signage naming rights on the top of the tower

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Member Presentation 3Potential Development Proposal

Total of 48 levels

© 2013 copyright | crone partners4

EOI scheme presentation | city tattersall’s club | sydney | 07.12.2013

FunctionsLevels 45th

Plant Space

Levels 41st - 44th

Residential Penthouses

Levels 14th - 40th

Residential Units

Levels 9th - 13th

Hotel Suites

Levels 7th - 8th

Restaurant & Lobby

Level Ground - 6th

Tatersall's Club Facilities

Level 14 - 44Residential Units

Level 8 - 13100 Room Hotel: 4 Star

Level 7 100 Seat Restaurant & Sky Terrace

Level Ground - 6City Tattersalls Club Upgraded Facilities

Level Basement 1 & 2Shared Sub Basements

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Member Presentation 3Potential Development ProposalIndicative Development Proposal 1

Interim Club during the build1. Interim Club will provide members with gaming, restaurant, bars, fitness facilities, functions and dancing classes in 202, 204 Pitt Street

2. Special arrangements for swimming, snooker and dancing

3. Neighbouring construction work happening next door during the build period

What does this mean for the Club long term?Presented by Patrick Campion Chairman, City Tattersalls Club

1. Complete upgraded and new facilities and amenities

2. Ownership of a 100 room hotel with business opportunities (4 Star)

3. Decrease the reliance on gaming

4. Complete new offering for local, interstate and international members – a total change to the Club’s business model

5. Private apartments supporting City Tattersalls Club offerings and giving a greater presence in the Sydney CBD

6. Substantial increase of overall value of Club assets

7. The long term survival and prosperity of our Club

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Member Presentation 3Interim Club

Next stages from 10 December 2013

Key milestones for the next stage December 2013 - July 2014:

December 2013 - May 2014

• Development management agreement terms and conditions negotiations

• Set-up member’s dedicated development information display area

• Continue to refine the indicative development proposal

February - July 2014

• Member’s Information Process

• Various Members’ Briefing Meetings

May - July 2014

• Member Vote

2013 2014 DECEMBER JANUARY FEBRUARY MARCH APRIL MAY JUNE JULY10 December 2013 Member's Briefing

11 December 2013 Exclusivity Period

13 December 2013 - 14 July 2014 Work up Development Management Agreement DMA / Agreement

14 February 2014 - 14 May 2014 Set up member display and information area

14 July 2014 Set up Member Approval process Member Vote

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Member Presentation 3Next Stages

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Member Presentation 3

The Australian ‘Developers circle Sydney CBD’ By Lisa Allen and Ben Wilmot

Wednesday 28 November 2013

Recent Media Coverage