Cromwell European REIT - Annual Report 2021
FOCUS ON STRENGTHS PIVOT TO LOGISTICS 274 Issued and Fully Paid Units: 561,044,552 Voting rights: 1 vote per Unit. There is only one class of Units in CEREIT. Market capitalisation is €1,223 million based on the market closing price of €2.180 on 15 March 2022. As at 15 March 2022, there are no treasury units held by CEREIT or the Manager. SUBSTANTIAL UNITHOLDERS AS AT 15 MARCH 2022 Based on the Register of Substantial Unitholders’ Unitholdings, the interests of Substantial Unitholders in Units are as follows: Direct Interest % (1) Deemed Interest % (1) Cromwell Property Group (2) – – 156,310,132 27.86 Cromwell Singapore Holdings Pte. Ltd. 153,886,856 27.43 – – CDPT Finance No.2 Pty Ltd (3) – – 153,886,856 27.43 Cromwell Property Securities Limited (as Responsible Entity for Cromwell Diversified Property Trust) (3) – – 153,886,856 27.43 ARA Real Estate Investors XXI Pte. Ltd. (4) – – 156,310,132 27.86 ARA RE Investment Group (Singapore) Pte. Ltd. (4) – – 156,310,132 27.86 ARA Asset Management Limited (4) – – 156,310,132 27.86 ESR Cayman Limited (5) – – 156,310,132 27.86 Mr Gordon Tang and Mrs Celine Tang (6) 51,094,956 9.11 – – Hillsboro Capital, Ltd 40,757,460 7.26 – – Mr Andrew L. Tan (7) – – 44,728,460 7.97 BlackRock, Inc 32,974,365 5.88 – – UBS Group AG (8) – – 28,099,463 5.00 UBS AG (9) 78,950 0.01 28,020,513 4.99 Notes : (1) The percentage is based on 561,044,552 Units in issue as at 15 March 2022. (2) Cromwell Singapore Holdings Pte. Ltd. (“ CSHPL ”) is a wholly-owned subsidiary of CDPT Finance No. 2 Pty Ltd. (“ CDPT2 ”), which is in turn a wholly-owned subsidiary of Cromwell BT Pty Ltd (“ CBT ”) (as custodian (aka bare trustee) for Cromwell Property Securities Limited (“ CPSL ”) as responsible entity for Cromwell Diversified Property Trust (“ CDPT ”). CDPT is part of Cromwell Property Group (“ CPG ”) which is a stapled entity comprising Cromwell Corporation Limited (“ CCL ”) and CDPT. Accordingly, CPG is deemed to be interested in CSHPL’s interests in the Units. Additionally, Cromwell EREIT Management Pte. Ltd. (the “ Manager ”) which holds 1,861,293 Units, is a wholly-owned subsidiary of CCL. Cromwell CEREIT Holdings Limited (“ CCHL ”) which holds 561,983 Units, is a wholly-owned subsidiary of Cromwell Europe Limited, which is in turn a wholly-owned subsidiary of Cromwell European Holdings Limited, which is in turn a wholly-owned subsidiary of CCL. As such, CPG’s deemed interest in 156,310,132 Units also comprises its deemed interest in 1,861,293 Units held by the Manager and 561,983 Units held by CCHL. (3) CSHPL is a wholly-owned subsidiary of CDPT2, which is in turn a wholly-owned subsidiary of CBT (as custodian (aka bare trustee) for CPSL as responsible entity for CDPT. CDPT is part of CPG which is a stapled group comprising CCL and CDPT. Accordingly, CDPT2 and CPSL, respectively, are deemed to be interested in CSHPL’s interests in the Units. (4) ARA Real Estate Investors XXI Pte. Ltd. (“ ARA XXI ”) holds more than 20.0% of interest in CPG and is therefore deemed interested in the units in CEREIT through CPG’s own deemed interests. ARA XXI is wholly owned by ARA RE Investment Group (Singapore) Pte. Ltd. (“ ARA RE ”), which in turn wholly owned by ARA Asset Management Limited (“ AAML ”). ARA RE and AAML are therefore deemed interested in ARA XXI’s deemed interest in the units of CEREIT. (5) ESR holds 100% of the voting shares of AAML and therefore, ESR is deemed to have an interest in the Units that AAML has a deemed interest in. (6) The Units are held by joint account of Mr. Gordon Tang and Mrs. Celine Tang. Mr. Gordon Tang is the spouse of Mrs. Celine Tang. (7) Mr Andrew L. Tan is the beneficial owner of 44,728,460 units held through Hillsboro Capital, Ltd. and Worldwide Property Financing Limited. (8) Deemed interests arising by virtue of (a) UBS Group AG having an interest, or (b) Section 7(4) or 7(4A) of the Companies Act in units over which subsidiaries/ affiliates of UBS Group AG have an interest, by reason of the ability to exercise voting discretion and to acquire/dispose of shares. (9) Deemed interests arising by virtue of (a) UBS AG having an interest, or (b) Section 7(4) or 7(4A) of the Companies Act in units over which subsidiaries/affiliates of UBS AG have an interest, by reason of the ability to exercise voting discretion and to acquire/dispose of shares. STATISTICS OF UNITHOLDINGS As at 15 March 2022
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