Circular - Lippo Malls Indonesia Retail Trust - Investor Relations

Pro forma capitalisationThe following table sets forth the pro forma capitalisation of LMIR Trust as at 30 June2012, as if LMIR Trust had purchased (i) the Recent Properties, (ii) the RecentProperties and Pejaten Village, (iii) the Recent Properties and Binjai Supermall, and(iv) the Recent Properties and the Proposed Properties on 30 June 2012.As at 30 June 2012June 2012Portfolio withJune 2012 RecentPortfolio (1) AcquisitionsJune 2012Portfolio withRecentAcquisitionsand PejatenVillageJune 2012Portfolio withRecentAcquisitionsand BinjaiSupermallJune 2012Portfolio withRecentAcquisitionsand ProposedAcquisitions(S$’000) (S$’000) (S$’000) (S$’000) (S$’000)Short-term debt:Unsecured . . . . . . . . . . — — — — —Secured. . . . . . . . . . . . — — — — —Total short-term debt . . — — — — —Long-term debt:Unsecured . . . . . . . . . . — 194,000 296,000 231,000 333,000Secured . . . . . . . . . . . . 147,500 147,500 147,500 147,500 147,500Total long-term debt . . . 147,500 341,500 443,500 378,500 480,500Total debt . . . . . . . . 147,500 341,500 443,500 378,500 480,500Unitholders funds. . . . . . . 1,215,527 1,215,527 1,215,527 1,215,527 1,215,527Total Capitalisation . . . . . 1,363,027 1,557,027 1,659,027 1,594,027 1,696,027Note:(1) Based on the 6M2012 Unaudited Financial Statements.6. THE WHITEWASH RESOLUTION6.1. Rule 14 of the CodeThe Manager proposes to seek approval from Independent Unitholders for a waiver oftheir right to receive a Mandatory Offer from the Sponsor and parties acting in concertwith it for the remaining issued Units not owned or controlled by the Sponsor and partiesacting in concert with it pursuant to Rule 14 of the Code, in the event that the Manageracquires a sufficient number of Units through the receipt of the Acquisition Fee Units bythe Manager in its own capacity.Upon the occurrence of the events set out in the preceding paragraph above, theManager may possibly end up acquiring additional Units which exceeds the thresholdpursuant to Rule 14.1(a) of the Code. Rule 14.1(a) of the Code states that the Sponsorand parties acting in concert with it would be required to make a Mandatory Offer if theSponsor and parties acting in concert with it, acquire additional Units which increasetheir aggregate unitholding in LMIR Trust to 30.0% or more.Unless waived by the SIC, pursuant to Rule 14.1(a) of the Code, the Sponsor andparties acting in concert with it would then be required to make a Mandatory Offer. TheSIC has granted this waiver subject to, inter alia, the Whitewash Resolution beingapproved by Independent Unitholders at an EGM.To the best of the knowledge of the Manager and the Sponsor, the Sponsor and partiesacting in concert with it hold, in aggregate, 654,414,003 Units representing 29.97% ofthe voting rights of LMIR Trust as at the Latest Practicable Date.32