Announcement Proposed Acquisitions

(Constituted in the Republic of Singapore pursuant to a trust deed dated 8 August 2007 (as amended))

ANNOUNCEMENT

PROPOSED ACQUISITIONS

1. INTRODUCTION

LMIRT Management Ltd., in its capacity as manager of Lippo Malls Indonesia Retail Trust (“LMIR Trust” and as manager of LMIR Trust, the “Manager”), is pleased to announce that HSBC Institutional Trust Services (Singapore) Limited, in its capacity as trustee of LMIR Trust (the “Trustee”), has today, 23 October 2012, directly and/or through its wholly-owned subsidiaries, entered into conditional sale and purchase agreements, respectively:

(i) Acquisition of Pejaten Village

with SeaPejaten Pte Ltd (“SeaPejaten”) and PT Gading Nusa Utama (“GNU” and together with SeaPejaten, the “Pejaten Village Vendors”) in relation to the acquisition of Pejaten Village, a six-level retail mall (including one basement level) located in the city of Jakarta, Indonesia, bearing the postal address Jalan Warung Jati Barat No. 39, Jati Padang Sub District, Pasar Minggu District, South Jakarta Region, DKI Jakarta Province and which is covered by three leasehold certificates (Sertipikat Hak Guna Bangunan) (“Pejaten Village”, and the acquisition of Pejaten Village, the “Pejaten Village Acquisition”) (the “Pejaten Village CSPAs”)1. Pejaten Village has a net lettable area (“NLA”) of 41,847 square metres (“sq m”) as at 30 June 2012. Further details in respect of the structure of the Pejaten Village Acquisition are set out in paragraph 3 and Appendix A below; and

(ii) Acquisition of Binjai Supermall

with:

(a) PT Trias Mitra Investama (“TMI”) in relation to the acquisition of Binjai Supermall, a three-level retail mall located in Binjai, North Sumatra, Indonesia, bearing the postal address Jalan Soekarno Hatta No. 14, Timbang

1 The Pejaten Village CSPAs comprises (1) the share purchase agreement between Requis Investment Pte. Ltd. (which is a wholly-owned subsidiary of LMIR Trust) and SeaPejaten in relation to the acquisition of 75.0% of the issued share capital of PT Panca Permata Pejaten (“PPP”), (2) the share purchase agreement between Gaillard Investment Pte. Ltd. and SeaPejaten in relation to the acquisition of 20.0% of the issued share capital of PPP and (3) the share purchase agreement between Gaillard Investment Pte. Ltd. and GNU in relation to the acquisition of 5.0% of the issued share capital of PPP.

langkat Sub District, East Binjai District, Binjai City, North Sumatra Province and which is covered by one ‘Right to Build’ (Hak Guna Bangunan)2 Certificate No. 93 (“Binjai Supermall”) (the “Sale of Binjai Supermall”); and

(b) PT Matahari Putra Prima Tbk (“MPP”, and together with TMI, the “Binjai Supermall Vendors”), in relation to the transfer of rights over the units constructed and developed which consist of 12,866.75 sq m area in Lower Ground Floor, Ground A Floor, Ground B Floor, Ground/Basement, Upper Ground Floor A and Roof Floor of Binjai Supermall (the “Binjai Units”) which were held by MPP pursuant to (I) Perjanjian Pengalihan Pengikatan Jual Beli Satuan Kios/Kios Binjai Supermall dated 3 October 2005 (the “Transfer of Rights Agreement”)3 made by and between MPP and PT Persada Mandiri Dunia Niaga (“PMDN”)4, (II) Perjanjian Pengalihan Hak Kepemilikan Satuan Kios/Kios Binjai Supermall dated 3 October 2005 made by and between MPP, PMDN and TMI, and (III) Addendum to the Transfer of Conditional Sale and Purchase Agreement dated 3 October 2005 (Addendum Terhadap Perjanjian Pengalihan Pengikatan Jual Beli Satuan Kios/Kios Binjai Supermall) dated 20 March 2012 made by and between MPP and PMDN (“Novation of Binjai Units” and together with the Sale of Binjai Supermall, the “Binjai Supermall Acquisition”),

(the “Binjai Supermall CSPA”).

Binjai Supermall has an NLA (after the completion of an asset enhancement initiative in December 2012) of 23,022 sq m. Further details in respect of the structure of the Binjai Supermall Acquisition are set out in paragraph 4 and Appendix B below.

The Manager proposes to finance the Pejaten Village Acquisition and the Binjai Supermall Acquisition (the “Proposed Acquisitions”) with:

(i) the proceeds raised from the issuance of the S$200,000,000 4.88% Notes due 2015 and S$50,000,000 5.875% Notes due 2017 (collectively, the “Notes”) pursuant to the S$750,000,000 Guaranteed Euro Medium Term Note Programme established by

2 Under Indonesian land law, the highest title which can be obtained by a company incorporated or located in Indonesia is a ‘Right to Build’ or HGB Title. HGB Titles can only be obtained by an Indonesian citizen, or by a legal entity which is incorporated under Indonesian law and located in Indonesia including foreign investment companies. A holder of HGB Title has the right to erect, occupy and use buildings on that particular parcel of land, and also has the right to encumber and sell all or part of the parcel. 3 The Transfer of Rights Agreement stipulates, among others, that, as of the date of the Transfer of Rights Agreement: (i) PMDN has transferred all of its rights and obligations over the Binjai Units to MPP, (ii) MPP agreed to be bound by all the terms and conditions of the PMDN CSPA (as defined below), and (iii) the Vendor has agreed and does not object to the transfer of its property rights over the Binjai Units from PMDN to MPP and will hand over the Units to MPP in a timely manner. 4 PMDN is the previous owner of the rights over Binjai Units pursuant to (i) Perjanjian Pengikatan Jual Beli Satuan Kios/Kios No. 015/PPJB-TMI/V/05, (ii) Kontrak Tentang Pelaksanaan Tata Tertib Gedung No. 015-A/PPJB-TMI/V/05, (iii) Perjanjian Penyerahan Hak Atas Pengaturan Dan Hak Pengelolaan Atas Dinding Bersama Dari Satuan Kios/Kios Dalam Gedung No. 015-B/PPJB-TMI/V/05, made by and between PMDN and TMI, each dated 9 May 2005 (collectively hereinafter referred to as the “PMDN CSPA”), and (iv) the Addendum to the PMDN CSPA made by and between PMDN and TMI, dated 7 March 2012.

LMIRT Capital Pte. Ltd. (a wholly-owned subsidiary of LMIR Trust) (the “EMTN Programme”), as announced by the Manager on 26 June 2012;

(ii) the issuance of new notes under the EMTN Programme;

(iii) new loan facilities to be entered into; and/or

(iii) internal cash reserves and working capital of LMIR Trust.

The Manager intends to announce the proposed source of financing subsequent to receiving approval from unitholders of LMIR Trust (“Unitholders”) to proceed with the Proposed Acquisitions at an extraordinary general meeting of Unitholders, to be held in due course.

2. RATIONALE FOR THE PROPOSED ACQUISITIONS

The Manager believes that the Proposed Acquisitions will bring the following key benefits to Unitholders:

(i) acquisition of retail mall assets at discounts to the average of the independent valuations offering stable occupancies and leasing up opportunities;

(ii) opportunity to enhance the earnings of LMIR Trust;

(iii) the properties which are the subject of the Proposed Acquisitions (the “Proposed Properties”) are located at strategic locations with sustainable retail traffic;

(iv) increased economies of scale in operations and marketing; and

(v) diversification of LMIR Trust’s asset portfolio to minimise concentration risk.

The above rationales are further elaborated below.

2.1 Acquisition of Retail Mall Assets at Discounts to the average of the Independent Valuations offering stable occupancies and leasing up opportunities

The Proposed Acquisitions represent an opportunity for LMIR Trust to acquire income producing quality properties below the independent valuations from the independent valuers, namely KJPP Rengganis, Hamid & Rekan (“KJPP RHP”) and KJPP Willson & Rekan, and are in line with the Manager’s acquisition growth strategy of owning retail and/or retail related properties to optimise Unitholders’ returns, as well as providing potential capital appreciation and long-term growth.

Average of Independent Valuations conducted by KJPP Discount to Purchase Rengganis, Hamid & Rekan in Average of Consideration strategic alliance with CB Property Independent (as defined Richard Ellis (“KJPP RHP”) and Valuations herein) KJPP Willson & Rekan in (%) affiliation with Knight Frank (“KJPP Willson & Rekan”)

Pejaten Village Rp.748.0 billion Rp.855.6 billion (S$109.8 million) 12.6% (S$96.0 million(1))

Binjai Supermall Rp.237.5 billion Rp.250.5 billion (S$32.1 million) 5.2% (S$30.5 million)

Note: (1) Based on the relevant exchange rate of S$1.00 to Rp.7,795.3 as at 9 October 2012 (the “Illustrative Rupiah Exchange Rate”). Unless otherwise stated, all conversions of Rp. amounts into S$ in this announcement shall be based on the Illustrative Rupiah Exchange Rate.

As at 30 June 2012, the occupancy rates of Pejaten Village and Binjai Supermall are 95.2% and 91.4% respectively. The high occupancy rates are a reflection of the strong demand for retail space in Jakarta, where Pejaten Village is located, as well as at Binjai Supermall, which is the only mall in Binjai City and which also serves as a transit area for people travelling from Medan to Aceh.

2.2 Opportunity to Enhance the Earnings of LMIR Trust

Based on the pro forma financial statements for the year ended 31 December 2011, the pro forma net property income (“NPI”) contribution from Pejaten Village and Binjai Supermall was Rp.54.6 billion (S$7.0 million).

2.3 Strategic Locations with Sustainable Retail Traffic

The Proposed Properties are strategically located in Jakarta and Binjai (a transit point between Medan, the largest city in Sumatra, and Aceh), giving LMIR Trust access to the dense population located in these cities, thereby ensuring sustainable retail traffic at these properties.

LMIR Trust’s retail malls are positioned as “Everyday Malls” that provide necessities (e.g. supermarkets and family shopping) to the community living in the regions neighbouring its retail malls and target the middle income population in densely populated cities in Indonesia. The positioning of the Proposed Properties is in line with LMIR Trust’s targeted market segment comprising of Indonesia’s expanding and prospering urban middle class segment.

2.4 Increased Economies of Scale in Operations and Marketing

The Proposed Acquisitions will enable LMIR Trust to enlarge its retail mall presence in Indonesia and benefit from increased economies of scale as the Manager and the property

manager(s) of the enlarged portfolio of LMIR Trust (including the Proposed Properties) can spread certain operating costs (e.g. staff and personnel costs) over a larger portfolio, and can also obtain cost savings due to its greater bargaining power with suppliers and service providers.

The Proposed Acquisitions are similarly expected to deliver economies of scale and benefit the marketing and leasing activities of LMIR Trust by expanding and deepening LMIR Trust’s portfolio of key tenant relationships with tenants of the Proposed Properties especially those who are currently not tenants of LMIR Trust’s malls.

2.5 Diversification of Assets Portfolio to Minimise Concentration Risks

The Proposed Acquisitions will allow LMIR Trust to diversify its portfolio geographically across Indonesia as well as improve the diversification of its tenant base, thereby reducing asset concentration risks within LMIR Trust’s enlarged portfolio including the Proposed Properties.

Following the Proposed Acquisitions, the maximum contribution to LMIR Trust’s Net Property Income by any single property within LMIR Trust’s property portfolio will decrease to approximately 13% for the period ended 30 June 2012. Further income diversification means greater resilience and stability of income streams for LMIR Trust, thus benefiting its Unitholders.

3. THE PEJATEN VILLAGE ACQUISITION

3.1 Structure of the Pejaten Village Acquisition

The Manager is seeking to acquire Pejaten Village for a purchase consideration of Rp.748.0 billion (S$96.0 million) (the “Pejaten Village Purchase Consideration”) from the Pejaten Village Vendors. It is proposed that the Pejaten Village Acquisition be carried out by LMIR Trust indirectly via the acquisition by Requis Investment Pte. Ltd. (“Requis”) (wholly-owned by the Trustee5) and Gaillard Investment Pte. Ltd., (wholly-owned by Requis), of PPP, which holds Pejaten Village, from the Pejaten Village Vendors, in the proportion of 75% and 25%, respectively. Appendix A to this Announcement sets out a chart illustrating the structure under which Pejaten Village is proposed to be held by LMIR Trust upon completion of the Pejaten Village Acquisition.

3.2 Conditions Precedent for the Completion of the Pejaten Village Acquisition

Completion of the sale and purchase of Pejaten Village under each of the Pejaten Village CSPAs is conditional upon the fulfilment or waiver (as the case may be) of, among others, the following conditions precedent:

3.2.1 there being no compulsory acquisition of Pejaten Village or any part of it, and no notice of an intended compulsory acquisition has been given, or is anticipated by the government or other competent authority;

5 The Trustee has today, 23 October 2012, entered into a share purchase agreement to acquire Requis (the “Requis SPA”) for a nominal consideration of S$1.00.

3.2.2 Pejaten Village is not materially damaged;

3.2.3 the entry into the Pejaten Village Deed of Indemnity (as defined below) by Bridgewater International Ltd (“Bridgewater”) and the Trustee; and

3.2.4 the passing at an extraordinary general meeting of Unitholders of a resolution to approve the Pejaten Village Acquisition6.

3.3 Deed of Indemnity relating to Pejaten Village

The Trustee has also entered into a deed of indemnity with Bridgewater pursuant to which Bridgewater will indemnify the Trustee against certain liabilities or damages suffered by the Trustee arising out of or in connection with the Pejaten Village CSPAs and the Requis SPA, subject to certain terms and conditions (the “Pejaten Village Deed of Indemnity”).

4. THE BINJAI SUPERMALL ACQUISITION

4.1 Structure of the Binjai Supermall Acquisition

The Manager is seeking to acquire Binjai Supermall for a purchase consideration of Rp.237.5 billion (S$30.5 million) (the “Binjai Supermall Purchase Consideration”) from the Binjai Supermall Vendors. The Binjai Supermall Aggregate Consideration comprises a purchase consideration of Rp.154.95 billion (S$19.9 million) from TMI which owns Binjai Supermall directly and for a novation consideration of Rp.82.55 billion (S$10.6 million) from MPP. It is proposed that the Binjai Supermall Acquisition be carried out by LMIR Trust indirectly via the acquisition by PT Amanda Cipta Utama (“ACU”), a wholly-owned subsidiary of Sagacity Investment Pte. Ltd. (“Sagacity”)7 and Maxi Magna Investment Pte. Ltd. (“Maxi”), of Binjai Supermall from the Binjai Supermall Vendors. Sagacity is wholly-owned by the Trustee and Maxi is wholly-owned by Sagacity. Appendix B to this Announcement sets out a chart illustrating the structure under which Binjai Supermall is proposed to be held by LMIR Trust upon completion of the Binjai Supermall Acquisition.

4.2 Conditions Precedent for the Completion of the Binjai Supermall Acquisition

Completion of the sale and purchase of Binjai Supermall under the Binjai Supermall SPA is conditional upon the fulfilment or waiver (as the case may be) of, among others, the following conditions precedent:

4.2.1 there being no compulsory acquisition of Binjai Supermall or the Binjai Units or any part of it, and no notice of an intended compulsory acquisition has been given, nor is one anticipated by the government or other competent authority;

4.2.2 Binjai Supermall or the Binjai Units or any part thereof is not materially damaged;

6 It is intended that such approval be subject to Unitholders approving a whitewash resolution in respect of certain acquisition fees payable to the Manager in Units. 7 The Trustee has today, 23 October 2012, entered into a share purchase agreement to acquire Sagacity (the “Sagacity SPA”) for a nominal consideration of S$1.00.

4.2.3 there having been no breach of any of the representations, warranties, covenants and/or undertakings of TMI and/or MPP provided in the Binjai Supermall CSPA which, in the reasonable opinion of ACU, will or is likely to (a) have a material adverse effect on Binjai Supermall or the Binjai Units, (b) affect the effectiveness and/or validity of the novation or the sale and transfer of Binjai Supermall and Binjai Units (as applicable) from TMI to ACU free from any encumbrance in accordance with the Binjai Supermall CSPA, and/or (c) affect the legal ownership of the Binjai Supermall and the Binjai Units by ACU upon Completion;

4.2.4 entry into the Binjai Supermall Deed of Indemnity (as defined below);

4.2.5 the novation of all contracts, including all tenancy agreements, insurance policies, management agreements, service contracts and intellectual property rights and any other documents that may reasonably be required by ACU, to ACU by way of execution of novation agreements, execution of new contracts or otherwise, in each case in a form acceptable to ACU have been executed and are effective and enforceable as of the Completion Date and the Purchaser is reasonably satisfied with the result of such novation;

4.2.6 the lease agreement made by and between ACU and MPP in connection with the lease of part of the Binjai Units from ACU to MPP and the lease agreement made by and between ACU and PT Matahari Department Store Tbk in connection with the lease of part of the Binjai Units from ACU to PT Matahari Department Store Tbk has been duly executed and will be effective and enforceable as of the Completion; and

4.2.7 the passing at an extraordinary general meeting of Unitholders of a resolution to approve the Binjai Supermall Acquisition8.

4.3 Deed of Indemnity relating to Binjai Supermall

The Trustee has also entered into a deed of indemnity with Bridgewater pursuant to which Bridgewater will indemnify the Trustee against certain liabilities or damages suffered by the Trustee arising out of or in connection with the Binjai Supermall CSPA and the Sagacity SPA, subject to certain terms and conditions (the “Binjai Supermall Deed of Indemnity”).

8 It is intended that such approval be subject to Unitholders approving a whitewash resolution in respect of certain acquisition fees payable to the Manager in Units.

5. COSTS OF THE PROPOSED ACQUISITIONS

5.1 Valuation

Two independent property valuers, KJPP RHP and KJPP Willson & Rekan have been appointed by the Manager and the Trustee, respectively to value the Proposed Properties. The following table sets out the appraised values of the Proposed Properties (as at 30 June 2012) and the respective purchase consideration for the Proposed Properties.

Appraised Value Property by KJPP Willson & Property Purchase by KJPP RHP Rekan Average Consideration (Rp. (S$ (Rp. (S$ (Rp. (S$ (Rp. (S$ billion) million) billion) million) billion) million) billion) million) Pejaten Village ...... 841.0 107.9 870.2 111.6 855.6 109.8 748.0(1) 96.0(1)

Binjai Supermall ...... 247.0 31.7 253.9 32.6 250.4 32.1 237.5(2) 30.5(2)

Total ...... 1,088.0 139.6 1,124.1 144.20 1,106.0 141.9 985.5 126.5

Notes: (1) This reflects the amount which LMIR Trust will pay for Pejaten Village. As LMIR Trust will be acquiring Pejaten Village indirectly, the actual price which LMIR Trust will pay will be subject to adjustment for the consolidated net assets or net liabilities of as at the completion date of the Pejaten Village Acquisition. (2) This reflects the amount which LMIR Trust will pay for Binjai Supermall.

5.2 Acquisition Fees

LMIR Trust is expected to incur an aggregate acquisition fee of Rp.9.9 billion (S$1.3 million) in relation to the Proposed Acquisitions (the “Acquisition Fee”) (equal to 1.0% of the aggregate purchase consideration of the Proposed Properties), which is payable in Units to the Manager pursuant to Clause 15.2.1 of the trust deed dated 8 August 2007 constituting LMIR Trust (as amended) (the “Trust Deed”).

5.3 Other Fees in connection with the Proposed Acquisitions

LMIR Trust is expected to incur estimated professional and other fees and expenses of approximately S$0.9 million in connection with the Proposed Acquisitions. LMIR Trust had also incurred underwriting fees, professional and other fees and expenses of S$2.7 million in connection with the issuance of the Notes and the establishment of the EMTN Programme.

The total cost of the Proposed Acquisitions, inclusive of the aggregate purchase consideration of the Proposed Properties and the Acquisition Fee payable to the Manager, as well as other estimated professional and other fees and expenses incurred in connection with the Proposed Acquisitions is expected to be Rp.1,024.1 billion (S$131.4 million) (“Total Acquisition Cost”).

6. Recent Acquisitions

As announced by the Manager on 10 October 2012, LMIR Trust has, on 9 October 2012, entered into conditional sale and purchase agreements in relation to the following properties (the “Recent Properties”):

(i) Palembang Square, a four-level retail mall located in Palembang, South Sumatra, Indonesia, for a purchase consideration of Rp.467.0 billion (S$59.9 million). Palembang Square is part of a mixed-use development consisting of a hotel, a proposed hospital and Palembang Square Extension and has an NLA (after the completion of a refurbishment and repositioning exercise) of 31,448 sq m;

(ii) Palembang Square Extension, a one-level underground retail mall located in Palembang, South Sumatra, Indonesia, for a purchase consideration of Rp.221.5 billion (S$28.4 million). Palembang Square Extension is part of a mixed-use development consisting of a hotel, a proposed hospital and an existing mall and has an NLA (after the completion of an asset enhancement initiative in December 2012) of 17,326 sq m. Palembang Square Extension is directly connected to Palembang Square;

(iii) Tamini Square, a six-level retail mall located in the city of Jakarta, Indonesia, for a purchase consideration of Rp.180.0 billion (S$23.1 million). Tamini Square has an NLA of 17,475 sq m; and

(iv) Kramat Jati Indah Plaza (“KJI”), a four-level retail mall located in the city of Jakarta, Indonesia, for a purchase consideration of Rp.540.0 billion (S$69.3 million). KJI has an NLA of 32,540 sq m.

The completion of the acquisitions of Palembang Square Extension and KJI had taken place on 15 October 2012. The completion of the acquisitions of Palembang Square and Tamini Square will be announced in due course.

7. PRO FORMA FINANCIAL EFFECTS OF THE ACQUISITIONS

7.1 Pro Forma Financial Effects

The pro forma financial effects of the Proposed Acquisitions and the acquisitions of the Recent Properties (“Recent Acquisitions”) presented below are strictly for illustrative purposes only and were prepared based on:

(i) LMIR Trust’s audited consolidated financial statements for FY2011 (the “FY2011 Audited Consolidated Financial Statements”) and the unaudited financial statements of the target companies for FY2011; and

(ii) the unaudited consolidated financial statements of LMIR Trust and the target companies for the six months ended 30 June 2012 (the “6M 2012 Unaudited Financial Statements”),

and assuming9:

(a) the cash portion of S$130.1 million of the Total Acquisition Cost will be paid in full in cash;

(b) the cash component is funded by the proceeds from the Notes at a weighted average interest rate of 5.079% per annum; and

(c) a rental guarantee in respect of KJI amounting to Rp.10.75 billion (S$1.4 million) per quarter will be provided by the KJI vendor.

7.2 Financial Year ended 31 December 2011

Pro forma DPU and Distribution Yield

December 2011 December 2011 December 2011 Portfolio with Portfolio with Portfolio with December 2011 Recent Recent Recent December Portfolio with Acquisitions Acquisitions Acquisitions 2011 Recent and Pejaten and Binjai and Proposed (1) Portfolio Acquisitions Village Supermall Acquisitions Distributable income (S$‘000)(2) ...... 47,446...... 46,508 45,186 45,151 43,829 Units in issue and to be issued) ...... 2,174,682,008 ...... 2,175,947,722 (3) 2,176,619,151(3) 2,176,076,294(3) 2,176,747,722(3)

DPU (cents)(4) ...... 2.18...... 2.14 2.08 2.07 2.01 Distribution yield(5) ...... 6.23% 6.11% 5.93% 5.93% 5.75%

Notes: (1) Based on the FY2011 Audited Consolidated Financial Statements. (2) Distributable income includes Unitholders' distribution from operations and return of capital. (3) The number of Units is arrived at after taking into account the new Units to be issued in payment of the performance fee as a result of additional Net Property Income after the relevant acquisitions. (4) The DPU is derived at by taking into account the distributable income for FY2011, divided by the total number of Units in issue and to be issued as at 31 December 2011.

9 The actual split in the use of proceeds may be adjusted to take into account the adjustment for the consolidated net assets or net liabilities of Requis (in the case of the Pejaten Village Acquisition) and Sagacity (in the case of the Binjai Supermall Acquisition).

(5) The distribution yield is derived at by taking into account the DPU for FY2011, divided by the closing price as at 31 December 2011 of S$0.35.

Pro forma NAV per Unit

The pro forma financial effects of (i) the Recent Acquisitions, (ii) the Recent Acquisitions and the Pejaten Village Acquisition, (iii) the Recent Acquisitions and the Binjai Supermall Acquisition, and (iv) the Recent Acquisitions and the Proposed Acquisitions on the NAV per Unit as at 31 December 2011, as if LMIR Trust had purchased the relevant properties on 31 December 2011, respectively, are as follows: December December December 2011 2011 Portfolio 2011 Portfolio Portfolio with December with Recent with Recent Recent December 2011 Portfolio Acquisitions Acquisitions Acquisitions and 2011 with Recent and Pejaten and Binjai Proposed (1) Portfolio Acquisitions Village Supermall Acquisitions

1,299,869 1,299,869 1,299,869 1,299,869 1,299,869 NAV (S$ ‘000) ......

Units in issue and to 2,174,682,008 2,174,682,008 2,174,682,008 2,174,682,008 2,174,682,008 be issued ......

59.77 59.77 59.77 59.77 59.77 NAV per Unit (cents) ......

Note: (1) Based on the FY2011 Audited Consolidated Financial Statements.

Pro forma capitalisation

The following table sets forth the pro forma capitalisation of LMIR Trust as at 31 December 2011, as if LMIR Trust had purchased (i) the Recent Properties, (ii) the Recent Properties and Pejaten Village, (iii) the Recent Properties and Binjai Supermall, and (iv) the Recent Properties and the Proposed Properties on 31 December 2011.

As at 31 December 2011 December December December 2011 2011 2011 Portfolio December Portfolio Portfolio with Recent 2011 with Recent with Recent Acquisitions December Portfolio Acquisitions Acquisitions and 2011 with Recent and Pejaten and Binjai Proposed (1) Portfolio Acquisitions Village Supermall Acquisitions (S$ ‘000) (S$ ‘000) (S$ ‘000) (S$ ‘000) (S$ ‘000) Short-term debt: - - - - - Unsecured ...... - - - - - Secured ......

Total short-term debt ...... - - - - -

Long-term debt:

- 177,000 287,000 215,000 325,000 Unsecured ......

147,500 147,500 147,500 147,500 147,500 Secured ......

Total long-term debt ...... 147,500 324,500 434,500 362,500 472,500

147,500 324,500 434,500 362,500 472,500 Total debt ......

1,299,869 1,299,869 1,299,869 1,299,869 1,299,869 Unitholders funds ......

Total Capitalisation ...... 1,447,369 .. 1,624,369 1,734,369 1,662,369 1,772,369

Note: (1) Based on the FY2011 Audited Consolidated Financial Statements.

7.3 Six Months ended 30 June 2012

Pro forma DPU and Distribution Yield

The pro forma financial effects of (i) the Recent Acquisitions, (ii) the Recent Acquisitions and the Pejaten Village Acquisition, (iii) the Recent Acquisitions and the Binjai Supermall Acquisition, and (iv) the Recent Acquisitions and the Proposed Acquisitions on the DPU and distribution yield for LMIR Trust for the 6 months ended 30 June 2012 (“6M2012”), as if LMIR Trust had purchased the relevant properties on 1 January 2012, and held and operated the relevant properties through to 31 December 2012, respectively, are as follows: June 2012 June 2012 June 2012 Portfolio with Portfolio with Portfolio with June 2012 Recent Recent Recent Portfolio with Acquisitions Acquisitions Acquisitions June 2012 Recent and Pejaten and Binjai and Proposed (1) Portfolio Acquisitions Village Supermall Acquisitions Distributable income (S$‘000)(2) ...... 32,130...... 30,857 31,297 30,131 30,571

Units in issue (3) (3) (3) (3) and to be 2,180,663,153 2,181,276,311 2,181,747,364 2,181,334,206 2,181,805,258

issued) ...... DPU (cents)(4) ...... 1.47...... 1.41 1.43 1.38 1.40 Distribution yield(5) ...... 7.75%...... 7.45% 7.55% 7.27% 7.37%

Notes: (1) Based on the 6M2012 Unaudited Financial Statements. (2) Distributable income includes Unitholders' distribution from operations and return of capital. (3) The number of Units is arrived at after taking into account the new Units to be issued in payment of the performance fee as a result of additional Net Property Income after the relevant acquisitions. (4) The DPU is derived at by taking into account the distributable income for 6M2012, divided by the total number of Units in issue and to be issued as at 30 June 2012. (5) The distribution yield is derived at by taking into account the annualised DPU for 6M2012, divided by the closing price as at 30 June 2012 of S$0.38.

Pro forma NAV per Unit

June 2012 June 2012 June 2012 Portfolio with Portfolio with Portfolio with Recent June 2012 Recent Recent Acquisitions Portfolio with Acquisitions Acquisitions and June 2012 Recent and Pejaten and Binjai Proposed (1) Portfolio Acquisitions Village Supermall Acquisitions

NAV (S$ 1,215,527 1,215,527 1,215,527 1,215,527 1,215,527 ‘000) ...... Units in issue and

to be 2,180,663,153 2,180,663,153 2,180,663,153 2,180,663,153 2,180,663,153 issued ...... NAV per

Unit 55.74 55.74 55.74 55.74 55.74 (cents) ......

Note: (1) Based on the 6M2012 Unaudited Financial Statements.

Pro forma capitalisation

The following table sets forth the pro forma capitalisation of LMIR Trust as at 30 June 2012, as if LMIR Trust had purchased (i) the Recent Properties, (ii) the Recent Properties 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 2012

June 2012 June 2012 June 2012 Portfolio Portfolio Portfolio with Recent June 2012 with Recent with Recent Acquisitions Portfolio Acquisitions Acquisitions and June 2012 with Recent and Pejaten and Binjai Proposed (1) Portfolio Acquisitions Village Supermall Acquisitions (S$ ‘000) (S$ ‘000) (S$ ‘000) (S$ ‘000) (S$ ‘000) Short-term debt: - - - - - Unsecured ...... - - - - - Secured ......

Total short-term debt ...... - - - - -

Long-term debt:

- 194,000 296,000 231,000 333,000 Unsecured ......

147,500 147,500 147,500 147,500 147,500 Secured ......

Total long-term debt ...... 147,500 341,500 443,500 378,500 480,500

147,500 341,500 443,500 378,500 480,500 Total debt ......

1,215,527 1,215,527 1,215,527 1,215,527 1,215,527 Unitholders funds ......

Total Capitalisation ...... 1,363,027 .. 1,557,027 1,659,027 1,594,027 1,696,027

Note: (1) Based on the 6M2012 Unaudited Financial Statements.

8. AUDIT COMMITTEE STATEMENT

The audit committee of the Manager will be obtaining an opinion from an independent financial adviser before coming to its view on the Proposed Acquisitions.

9. OTHER INFORMATION

9.1 Relative Figures Computed on the Bases set out in Rule 1006 of the Listing Manual

A proposed acquisition by LMIR Trust may fall into any of the categories set out in Rule 1004 of the Listing Manual depending on the size of the relative figures computed on the following bases of comparison as stated

(i) the net asset value of the assets to be disposed of, compared with net asset value (not applicable to the Proposed Acquisitions);

(ii) the net profits attributable to the assets acquired, compared with LMIR Trust’s net profits;

(iii) the aggregate value of the consideration given, compared with LMIR Trust’s market capitalisation; and

(iv) the number of equity securities issued as consideration for an acquisition, compared with the number of equity securities previously in issue (not applicable to the Proposed Acquisitions).

Where any of the relative figures computed on the bases set out above is 20.0% or more, the transaction is classified as a “major transaction” under Rule 1014 of the Listing Manual which would be subject to the approval of Unitholders, unless such transaction is in the ordinary course of LMIR Trust’s business.

None of the relative figures in relation to the Proposed Acquisitions computed on the bases set out above exceed 20.0%. Furthermore, none of the Proposed Acquisitions are major transactions under Chapter 10 of the Listing Manual as they are within LMIR Trust’s ordinary course of business. However for the purposes of illustration to Unitholders, the relative figures for the Proposed Acquisitions using the applicable bases of comparison described in sub- paragraphs 9.1(ii) and 9.1(iii) are set out in the table below.

Comparison of: The Properties LMIR Trust Relative Figure

Net Property Income(1)(2)(3) Pejaten Village: Rp.40.8 billion (S$5.9 million) Rp.638.5 billion 6.4% (S$92.0 million)

Binjai Supermall: Rp.7.8 billion (S$1.1 million) 1.2%

Purchase / Aggregate Pejaten Village: Rp.748.0 billion (S$96.0 LMIR Trust’s 9.3% Consideration against million)(4) market LMIR Trust’s market capitalisation: capitalisation S$1,037.3 million(5)(6)

Binjai Supermall: Rp.237.5 billion (S$30.5 2.9% million)

Notes: (1) In the case of a real estate investment trust, the net property income is a close proxy to the net profits attributable to its assets. (2) Based on the FY2011 Audited Consolidated Financial Statements and the unaudited financial statements of the target companies for FY2011. (3) Based on FY2011 average rupiah exchange rate of S$1.00 to Rp.6,939.1. (4) Based on the Illustrative Rupiah Exchange Rate of S$1.00 to Rp.7,795.3. (5) Based on the closing price of S$0.475 per Unit on the SGX-ST on 11 October 2012. (6) Based on Units in issue as at 22 October 2012.

9.2 Interests of Directors and Substantial Unitholders10

10 “Substantial Unitholders” refers to Unitholders with an interest in more than 5.0% of all Units in issue.

9.2.1 Interests of Directors of the Manager

As at the date of this announcement, the details of the unitholdings of the Directors are as follows: Direct Deemed Total % (1) Unitholder Interest Interest Interest Interest Mr Albert Saychuan Cheok ...... 400,000 - 400,000 0.018 Ms Viven Gouw Sitiabudi ...... - - - - Mr Douglas Chew ...... - - - - Mr Bunjamin J. Mailool ...... - - - - Mr Lee Soo Hoon, Phillip ...... - - - - Mr Goh Tiam Lock ...... - - - -

Note: (1) The percentage interest is based on the total number of issued Units of 2,183,818,115 as at the date of this announcement.

Save as disclosed above and based on information available to the Manager, none of the Directors has an interest, direct or indirect, in the Acquisitions.

9.2.2 Interests of Substantial Unitholders

As at the date of this announcement, the details of the unitholdings of the Substantial Unitholders are as follows:

Direct Deemed Total % (1) Unitholder Interest Interest Interest Interest Bridgewater International 591,023,888 - 591,023,888 27.06 Ltd (“BIL”) ...... PT. Sentra Dwimandiri - 591,023,888 591,023,888 27.06 (“PTSD”) (2) ...... PT. Lippo Karawaci - 654,014,003 654,014,003 29.95 Tbk(3) ......

Notes: (1) The percentage interest is based on the total number of issued Units of 2,183,818,115 as at the date of this announcement. (2) PTSD directly and/or through its subsidiaries wholly-owns BIL and is deemed to be interested in the Units held by BIL. (3) PT Lippo Karawaci Tbk directly and/or through its subsidiaries wholly-owns BIL and is deemed to be interested in the Units held by BIL. PT Lippo Karawaci Tbk also directly and/or through its subsidiaries wholly-owns the Manager and is deemed to be interested in the 62,990,115 Units (representing 2.88% of the total number of issued Units) held by the Manager.

As at the date of this announcement, the Sponsor, directly and/or through its subsidiaries and through its interest in the Manager (i) has deemed interests of

approximately 29.95% in LMIR Trust and (ii) wholly-owns the Manager, and is therefore regarded as a “controlling unitholder” of LMIR Trust and “controlling shareholder” of the Manager under both the Listing Manual and (where applicable) the Property Funds Appendix. The Pejaten Village Vendors and TMI are indirect wholly owned subsidiaries of the Sponsor. MPP and the Sponsor are under common control by PT Multipolar Corporation Tbk.

Based on information available to the Manager in the Register of Unitholders, the other Substantial Unitholders are APG Algemene Pensioen Groep N.V. (9.89%).

9.3 Other Interested Person Transactions

Prior to 19 October 2012, LMIR Trust had entered into several interested person transactions with certain associates of the Sponsor during the course of the current financial year (the “Existing Interested Person Transactions”). The aggregate value of the Existing Interested Person Transactions amounts to Rp.149.1 million (approximately S$19,100), which comprises 0.0016% of the audited net tangible assets of LMIR Trust as at 30 June 2012.

These Existing Interested Person Transactions have been subject to the internal control procedures established by the Manager to ensure that such transactions are undertaken on normal commercial terms and are not prejudicial to the interests of LMIR Trust or its minority Unitholders. These procedures include the review and approval of such transactions by the Manager’s audit committee. These transactions comply with the requirements of Chapter 9 of the Listing Manual.

9.4 Directors’ Service Contracts

No person is proposed to be appointed as a Director in relation to the Acquisitions or any other transactions contemplated in relation to the Acquisitions.

10. DOCUMENTS FOR INSPECTION

Copies of the following documents are available for inspection during normal business hours at the registered office of the Manager at 50 Collyer Quay, #06-07 OUE Bayfront, Singapore 04932111 from the date of this announcement up to and including the date falling three months thereafter:

(i) the Requis SPA (which contains the form of the Pejaten Village Deed of Indemnity);

(ii) the Sagacity SPA (which contains the form of the Binjai Supermall Deed of Indemnity);

(iii) the Pejaten Village CSPAs;

(iv) the Binjai Supermall CSPA;

11 Prior appointment with the Manager will be appreciated.

(v) the full valuation report on Pejaten Village by KJPP RHP;

(vi) the full valuation report on Pejaten Village by KJPP Willson & Rekan;

(vii) the full valuation report on Binjai Supermall by KJPP RHP; and

(viii) the full valuation report on Binjai Supermall by KJPP Willson & Rekan.

The Trust Deed will also be available for inspection at the registered office of the Manager for so long as LMIR Trust continues to be in existence.

By Order of the Board

Ms Viven Gouw Sitiabudi Executive Director of the Board and Chief Executive Officer LMIRT Management Ltd. (as manager of Lippo Malls Indonesia Retail Trust) (Company registration no. 200707703M)

23 October 2012

APPENDIX A Chart illustrating the structure under which Pejaten Village is proposed to be held by LMIR Trust upon completion of the Pejaten Village Acquisition

LMIR Trust

100%

Requis Investment Pte. Ltd. (Sing Co)

100% Gaillard Investment Pte. Ltd. (Sing Co) 75% 25%

PT Panca Permata Pejaten

Pejaten Village

APPENDIX B Chart illustrating the structure under which Binjai Supermall is proposed to be held by LMIR Trust upon completion of the Binjai Supermall Acquisition

LMIR Trust

100%

Sagacity Investment Pte. Ltd. (Sing Co)

100% Maxi Magna Investment Pte. Ltd. (Sing Co) 75% 25%

PT Amanda Cipta Utama

Binjai Supermall

Important Notice

The value of Units and the income derived from them may fall as well as rise. The Units are not obligations of, deposits in, or guaranteed by, the Manager or any of its affiliates. An investment in Units is subject to investment risks, including the possible loss of the principal amount invested. Investors have no right to request the Manager to redeem their Units while the Units are listed. It is intended that Unitholders may only deal in their Units through trading on the SGX-ST. Listing of the Units on the SGX-ST does not guarantee a liquid market for the Units.

This document is for information only and does not constitute an invitation or offer to acquire, purchase or subscribe for the Units. The past performance of LMIR Trust is not necessarily indicative of the future performance of LMIR Trust.

This document may contain forward-looking statements that involve risks and uncertainties. Actual future performance, outcomes and results may differ materially from those expressed in forward-looking statements as a result of a number of risks, uncertainties and assumptions. Representative examples of these factors include (without limitation) general industry and economic conditions, interest rate trends, cost of capital and capital availability, competition from similar developments, shifts in expected levels of property rental income, changes in operating expenses (including employee wages, benefits and training costs), property expenses and governmental and public policy changes. Investors are cautioned not to place undue reliance on these forward-looking statements, which are based on the Manager’s view of future events.