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Kiwi Income Property Trust agrees to accept $1.48

28 October 2005

AMP Capital Investors (New Zealand) Limited

Kiwi Income Property Trust agrees to accept $1.48 per share for Capital Properties shares, increased price payable to all shareholders

AMP Property Portfolio Investments Limited today announced that following discussions with Kiwi Income Property Trust and its own assessment of the market, AMP Property Portfolio has decided to increase its Offer price for shares in Capital Properties New Zealand Limited to $1.48 cash per share. Kiwi Income Property Trust today has agreed to accept AMP Property Portfolio’s offer.

Under the terms of the Offer the increased price will be payable to all acceptors, even if they have already accepted AMP Property Portfolio’s Offer. “Kiwi Income Property Trust, a major property owner in its own right, and the holder of 19.23% of Capital Properties’ shares, has accepted a very full price for its more than 46 million shares.

Mr. Frankham, Capital Properties’ chairman, had noted (NZ Herald, 15 October) that Kiwi would act so as to get the maximum price for its shares. I think it is fair to say there is now no prospect of a further price rise, or of a counter-bid from Kiwi,” said Stephen Costley, General Manager of AMP Property Portfolio.

Kiwi Income Property Trust’s agreement means that acceptances, when combined with AMP Property Portfolio’s existing voting rights, will amount to over 36% of Capital Properties’ voting rights. The Offer remains subject to the minimum acceptance condition — AMP Property Portfolio holding or controlling more than 50% of Capital Properties’ voting rights — and to the other conditions in the Offer document. AMP Property Portfolio has already received Overseas Investment Act consent for the Offer.

“The new Offer price is 45% higher than the share price in November 2004 ($1.02), when corporate activity for Capital Properties shares began, 13% higher than the share price before the Offer was announced ($1.31), and 8.8% higher than the highest price Capital Properties shares reached at any time prior to the Offer ($1.36).

We believe Kiwi’s acceptance sends a clear signal to the market that $1.48 cash per share is a very good price indeed; we will not increase it again,” said Mr Costley. AMP Capital Investors (New Zealand) Limited 2

“This is the opportunity for other shareholders (in addition to Kiwi) to capitalise on their investment in Capital Properties — the share price is supported by the Offer and could well fall significantly if AMP Property Portfolio’s Offer lapses or, after the Offer closes, if it goes unconditional. I expect the Capital Properties Board will want to consider this development, and will do so urgently.

“However, unless the Offer goes unconditional, there will be no further extension of time. In order to get $1.48 cash per share, shareholders need to accept the Offer now to give it the best chance of success,” said Mr Costley. The Offer opened on 30 September and closes at 11.59pm on 16 November 2005.


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