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CPN RETAIL GROWTH LEASEHOLD PROPERTY FUND Corporate Presentation Important Notice

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CPN RETAIL GROWTH LEASEHOLD PROPERTY FUND Corporate Presentation Important Notice CPN RETAIL GROWTH LEASEHOLD PROPERTY FUND Corporate presentation Important notice THIS PRESENTATION IS AVAILABLE ONLY TO PERSONS WHO ARE NON-U.S. PERSONS, PERSONS WITH ADDRESSES OUTSIDE THE U.S. AND CANADA. The information contained in this presentation is for information purposes only and does not constitute an offer or invitation to sell or the solicitation of an offer or invitation to purchase or subscribe for units in CPN Retail Growth Leasehold Property Fund (“CPNRF” and units in CPNRF, “Units”) in any jurisdiction nor should it or any part of it form the basis of, or be relied upon in any connection with, any contract or commitment whatsoever. This presentation is not an offer for sale of securities in the United States. The securities described in this presentation have not been and will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act"). The securities described herein may not be offered or sold in the United States absent registration under the Securities Act or pursuant to exemption from registration. Any offer of securities of CPNRF will be made by means of an offering circular that will contain detailed information about CPNRF and its management, including financial statements. This presentation may include information which is forward-looking in nature. Forward-looking information involve known and unknown risks, uncertainties and other factors which may impact on the actual outcomes, including economic conditions in the markets in which CPNRF operates and general achievement of CPNRF business forecasts, which will cause the actual results, performance or achievements of CPNRF to differ, perhaps materially, from the results, performance or achievements expressed or implied in this presentation. This presentation has been prepared by the Management Company and the CPNRF Property Manager. The information in this presentation has not been independently verified. No representation, warranty, express or implied, is made as to, and no reliance should be placed on, the fairness, accuracy, completeness or correctness of the information and opinions in this presentation. None of the Management Company, the CPNRF Property Manager, or any of its agents or advisers, or any of their respective affiliates, advisers or representatives, shall have any liability (in negligence or otherwise) for any loss howsoever arising from any use of this presentation or its contents or otherwise arising in connection with this presentation. This presentation is made, furnished and distributed for information purposes only. No part of this presentation shall be relied upon directly or indirectly for any investment decision-making or for any other purposes. This presentation and all other information, materials or documents provided in connection therewith, shall not, either in whole or in part, be reproduced, redistributed or made available to any other person, save in strict compliance with all applicable laws. 1 Table of contents 1. Transaction summary 2. Overview of CPNRF 3. The new asset: CentralPlaza Pinklao 4. Benefits of the acquisition and capital increase 5. Transaction structure A. Appendix 2 01 TRANSACTION SUMMARY Transaction summary — In 2008, unitholders approved capital increase to invest in two assets: CentralPlaza Pinklao and CentralPlaza Chiang Mai Airport — Transaction was postponed due to negative sentiment in global markets and Transaction Thailand’s political instability towards end of 2008 status update — With improvement in market condition and Thailand’s political landscape, the investment committee of CPRNF has decided to re-activate the capital increase — CPNRF currently meeting unitholders to seek support for the unitholder vote on 17 Aug 2009 Key — CPNRF will invest only in one asset (CentralPlaza Pinklao) this time differences – Smaller capital increase to ensure success under volatile market conditions between — Expect to partially fund the investment with up to 10% gearing previous and – Take advantage of Thai banks’ liquidity and improve CPNRF cost of capital current proposed — Change of fund manager to SCB Asset Management (current manager TMBAM) transaction – Property manager remains CPN 4 Transaction summary (cont’d) — Pricing must result in accretion to FY2010 DPU in order to proceed — Offering structure will comprise: Terms of the – No less than 50% rights offering capital – The balance as a public offering and/or private placement increase — CPN will take up pro-rata entitlements in a rights offer — Expect an underwritten offering to ensure certainty of outcome — Dispatch of circular and voting documents: 31 July 2009 — Unitholder meeting: 17 August 2009 Key dates — Submission to SEC: Mid August 2009 — Completion of capital increase and investment: November 2009 5 02 OVERVIEW OF CPNRF Property fund for public offering (“PFPO”) Structure overview — Properties located in Thailand Investment — Minimum 75% of fund to invest in properties; Maximum 20% of mandate uncompleted properties — Maximum 20% of fund to invest in money market instruments(1) — Properties to be appraised every two years and to be reviewed every Appraisals year Gearing — Gearing allowed to up to 10% of NAV(2) Dividend — Pay out a minimum of 90% of net profit policy — Foreign (non-Thai), Thai listed, and Thai non-listed institutions are Taxation exempt from withholding taxation income and capital gains Foreign — No foreign ownership limit ownership Notes: (1) According to the rules, this excludes government bonds, treasury bills and bonds issued by other qualified institutions (2) According to Notification of the SEC No. KorNor. 9/2551 re: Rules, Conditions and Procedures for Establishment and Management of the Fund (No.5) 7 Key investment highlights 99 High quality shopping malls in Thailand’s leading cities 99 Highly recognized brand 99 Proven track record of organic growth 99 Strong acquisition pipeline 99 Strong sponsorship by CPN 99 Best-in-class among Thai PFPOs and comparable to other Asian REITs 8 High quality existing portfolio CentralPlaza Rama II & CentralPlaza Ratchada-Rama III ― CPNRF invests in the leasehold rights of two retail shopping malls in Bangkok: CentralPlaza Rama II (70% portfolio by leasable area) and CentralPlaza Ratchada-Rama III (30% portfolio by leasable area), with a total leasable area of 133,313 sqm ― Rama II is a prime complex in one of Bangkok’s fast-growing neighbourhoods, while Rama III is an urban shopping mall in an expanding business district ― The two malls enjoy the benefits of a well-diversified tenant mix ― The popularity of the malls with shoppers in Bangkok ensured consistently high occupancy rates Well-diversified tenant mix by leasable area Consistently high occupancy rates Department store Others, 16% 100% 99.0% 20% 98.5% 98.0% 98.1% Vacant, 2% 98% 96.8% Food and beverage 96% 12% Fashion beauty and 94% health Occupancy Portfolio 19% 92% Ent ert ainment and leisure Elec trical app liance 90% 15% and furnishing 16% 2005 2006 2007 2008 2Q09 Source: CPN, as at 30 June 2009 Source: CPN, as at 30 June 2009 9 Proven track record of strong organic growth Increase in rental rates for renewals and new leases ― Proven strong organic growth since the IPO in 2005 Year of renewal / % of renewal / new Increase in rental – Daily traffic grew by CAGR of 11.7% from 2005 to new leases leases to total area per annum(2) 2Q09 2007 14.1% 8.0% – Able to increase rental rates for renewals and new leases every year 2008 20.7% 5.7% ― Strong operating performance results in DPU growth 2Q091 6.8% 4.8% every year, with CAGR of 5.3% from 2005 to 1Q09 Source: CPN (annualized) (1) From 1 January 2009 to 30 June 2009 (2) Excludes rental agreement with revenue sharing clause Note: Excludes rental agreements < 1 year; % renewal as per total leasable area for each respective period Growth in average daily traffic Distribution growth 300,000 CAGR in daily traffic CAGR in DPU 1.0 growth (annualized) of 11.7% 243,000 250,000 234,000 of 5.3% 200,000 0.8 83,000 200,000 174,000 85,000 159,000 71,000 0.6 150,000 58,000 65,000 0.87 0.4 0.82 Annualized 100,000 0.78 Annualized Persons per day per Persons 160,000 149,000 129,000 116,000 0.2 50,000 (THB) unit per Distribution 94,000 0.29 0.23 0 0.0 2005 2006 2007 2008 2Q09 2005 2006 2007 2008 2009 (annualized) (annualized) Rama II Rama III Actual Annualized Source: CPN, as at 30 June 2009 Source: CPN, as at 31 March 2009 Note: Figures rounded to the nearest thousands 10 Strong acquisition pipeline … (1) Occupancy Leasable area Rate (2) (5) Rights of first refusal over 820,000 sqm of retail space (excluding Khonkaen 48,700 sqm N/A office) from CPN’s portfolio, including the leasable area to be Udon Thani 49,354(5) sqm 100% acquired from Pinklao Pattaya Festival 55,038(5) sqm 89% (5) Recently Chonburi 39,503 sqm 83% opened Chaengwattana 65,613(5) sqm 93% Rattanathibet 77,244 sqm 97% CentralWorld 184,592 sqm 97% Rama II 5,937(3) sqm 100% Bangna 57,533 sqm 98% 1997 Rama III 18,192(3) sqm 99% 1996 Chiangmai 76,108 sqm 99% 1995 Pinklao 54,220(4) sqm 98% 1995 Pattaya Center 15,225 sqm 99% 1993 Ramindra 17,159 sqm 100% 1982 Ladprao 55,583 sqm 97% Opened 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 CPNRF has right of first refusal until 2012 Source: CPN pre-announcement estimate for 2Q09 Existing properties Notes: Figures are pre-announced estimate, which may vary from the actual announcement (1) Excluding rental agreements < 1 year, such as kiosk, carts, ATMs and coin machine Proposed acquisition properties (2) Percentage based on
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