SDOT2 Product Disclosure Statement - Stockland

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08 1. Key Investment Features (cont.) Key investment features Feature Summary Section(s) Other investment information Taxation Superannuation funds The report in Section 13 prepared by Deloitte states a tax deduction for Interest and Fees paid by Investors on the Final Instalment is likely to be available where the Investor’s purpose for investing is the derivation of future assessable income (other than capital gains) in excess of the amount of these deductions. Trustees of superannuation entities should obtain their own professional advice and exercise their own skill and care in determining whether an investment in the Trust is appropriate. The report in Section 14 prepared by Mallesons Stephen Jaques states that: - Instalment Receipts do not constitute a “borrowing”, but there is a risk that APRA or the ATO may take a different view; and - for the purposes of complying with the "in-house" asset rules, a SMSF would need to restrict its investment under the terms of the Offer together with any other "in-house" assets it has, to 5% of the market value of all of its assets. 3.8, 4.7, 10.5 and 13 4.14 and 14
2. Details of the Offer 09 2.1 The Offer The Offer, which is the subject of this PDS, is for the sale by <strong>Stockland</strong> Funds Management Limited (SFML) of 85,867,000 Units at $1.00 each. The investment will be evidenced by Instalment Receipts. SFML is the seller of the Units and the issuer of Instalment Receipts. Instalment Receipts represent an Investor's beneficial interest in Units and are functionally similar to partly paid units. By participating in the Offer, Investors will acquire the benefits of ownership of Units subject to the obligation to pay the Final Instalment and Interest and Fees on the Final Instalment. Following payment of the First Instalment on Application, Investors will receive Instalment Receipts which they will hold until the Final Instalment is paid, though they can transfer or sell their Instalment Receipts (and hence their interest in the underlying Units) prior to the Final Instalment Payment Date. While the Final Instalment remains unpaid, legal title to the Units will be held by the Security Trustee. Upon payment of the Final Instalment by Investors to the Security Interest Holder, the Instalment Receipts and Units will be redeemed and new Units will be issued to Investors within 40 Business Days. Deloitte has confirmed in its Taxation Report in Section 13 that CGT rollover relief should be available to Investors (subject to any changes in the law). Upon issue of new Units, Investors will then have both the legal and beneficial interest in the Units. The First Instalment payable by Investors is $0.40 per Unit on Application. The Final Instalment of $0.60 per Unit will be payable to the Security Interest Holder on the Final Instalment Payment Date (in approximately eight years time, subject to certain conditions detailed in Sections 4.4 and 4.5). Structure of the Offer Investors Investors have a beneficial interest in Units which is subject to the Security Interest. Security Trustee Instalment Receipts are issued to Investors following payment of the First Instalment. Investors must pay Interest and Fees and the Final Instalment to the Security Interest Holder. The Security Interest Holder holds a Security Interest in the Units. Security Interest Holder Units are issued to the Security Trustee. The Security Interest Holder has an obligation to pay $0.60 per Unit on Lease Commencement to the Responsible Entity. Trust The Trust makes a loan to MPT. Following Lease Commencement the Trust will hold 49% of the Ordinary Units in MPT. MPT* Financier provides the Bank Loan to the Trust. Optus Lease in place from Lease Commencement. Financier Optus MPT owns the Property. Property * Section 3.1 provides details of the MPT unitholders and Section 15.3 provides details in relation to the proposed MPT Investors’ Deed which will govern these unitholders.
Page 1 and 2: Optus at Macquarie Park Stockland D
Page 3: Dear Applicant On behalf of Stockla
Page 6 and 7: 02 What you need to do Applicants w
Page 8 and 9: 04 1. Key Investment Features (cont
Page 10 and 11: 06 1. Key Investment Features (cont
Page 14 and 15: 10 2. Details of the Offer (cont.)
Page 16 and 17: 12 2. Details of the Offer (cont.)
Page 18 and 19: 14 3. The Trust (cont.) 3.2 Bank Lo
Page 20 and 21: 16 3. The Trust (cont.) If the Orig
Page 22 and 23: 18 3. The Trust (cont.) 3.8 Taxatio
Page 24 and 25: 20 4. Instalment Receipts (cont.) I
Page 26 and 27: 22 4. Instalment Receipts (cont.) 4
Page 28 and 29: 24 5. The Property 5.1 Description
Page 30 and 31: 26 5. The Property (cont.) 5.3 The
Page 32 and 33: 28 6. The Leases and the Tenant 6.1
Page 34 and 35: 30 6. The Leases and the Tenant (co
Page 36 and 37: 32 7. About Stockland (cont.) 7.2 S
Page 38 and 39: 34 7. About Stockland (cont.) Tony
Page 40 and 41: 36 7. About Stockland (cont.) - Opt
Page 42 and 43: 38 8. Financial Information 8.1 Int
Page 44 and 45: 40 8. Financial Information (cont.)
Page 56 and 57: 52 9. Fees 9.1 Fees and other costs
Page 58 and 59: 54 9. Fees (cont.) 9.2 Additional e
Page 60 and 61: 56 9. Fees (cont.) 9.2.3 Interest a
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58 10. Risk Factors 10.1 Introducti
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60 10. Risk Factors (cont.) To the
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62 10. Risk Factors (cont.) Given t
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64 11. Valuation Report
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68 12. Financial Services Guide and
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72 12. Financial Services Guide and
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74 13. Taxation Report (cont.)
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78 13. Taxation Report (cont.)
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80 14. Legal Report for Superannuat
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82 15. Additional Information (cont
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94 16. Glossary Term A-GAAP A-IFRS
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96 16. Glossary (cont.) Term Financ
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98 16. Glossary (cont.) Term Specia
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100 Guide to the Application Form (
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102
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Page 2 J Bank account details for T
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Page 2 J Bank account details for T
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Stockland Funds Management Limited
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2. Privacy In order to be able to p
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SDOT2 Product Disclosure Statement - Stockland

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