CIRCULAR DATED 8 MAY 2018 MAPLETREE LOGISTICS TRUST THIS CIRCULAR IS IMPORTANT AND (Constituted in the Republic of Singapore pursuant to a trust deed dated 5 July 2004 (as amended)) REQUIRES YOUR IMMEDIATE ATTENTION Singapore Exchange Securities Trading Limited (the “SGX-ST”) CIRCULAR TO UNITHOLDERS IN RELATION TO: takes no responsibility for the accuracy or correctness of any statements or opinions made, or reports contained, in this Circular. If you are in THE PROPOSED ACQUISITION OF A 50.0% INTEREST any doubt as to the action you should take, you should consult your stockbroker, bank manager, solicitor, accountant or other professional IN EACH OF 11 PROPERTY HOLDING COMPANIES adviser immediately. AS AN INTERESTED PERSON TRANSACTION If you have sold or transferred all your units in Mapletree Logistics Trust (THE “ACQUISITION”) (“MLT”, and the units in MLT, the “Units”), you should immediately forward this Circular, together with the Notice of Extraordinary General Meeting IMPORTANT DATES AND TIMES FOR UNITHOLDERS and the accompanying Proxy Form in this Circular, to the purchaser or transferee or to the bank, stockbroker or other agent through whom the Last date and time for 21 May 2018 (Monday) at sale or transfer was effected for onward transmission to the purchaser lodgement of Proxy 2.30 p.m. or transferee. Forms This Circular does not constitute an offer of securities in the United States or any other jurisdiction. Any proposed issue of new units described in Date and time of 24 May 2018 (Thursday) at this Circular will not be registered under the U.S. Securities Act of 1933, Extraordinary General 2.30 p.m. as amended (the “Securities Act”) or under the securities laws of any Meeting (“EGM”) state or other jurisdiction of the United States, and any such new units may not be offered or sold within the United States except pursuant Place of EGM 10 Pasir Panjang Road, to an exemption from, or transactions not subject to, the registration Mapletree Business City, requirements of the Securities Act and in compliance with any applicable Town Hall – Auditorium, state securities laws. The Manager does not intend to conduct a Singapore 117438 public offering of any securities of MLT in the United States. Managed by Joint Global Co-ordinators and Bookrunners in relation to the Equity Fund Raising (in alphabetical order) MAPLETREE LOGISTICS TRUST MANAGEMENT LTD. Independent Financial Adviser to the Independent Directors, Audit and Risk Committee and the Trustee (each as defined herein) Strategic Expansion in the Attractive China Logistics Market Aggregate Agreed Implied Net Net LettableArea Occupancy Rate2 Weighted Average Property Value Property Income (“NLA”) 97.7% Lease Expiry RMB2,846.8 mil Yield 821,911 sq m (“WALE”) (~S$593.1 mil) ~6.4%1 3.3 years3 8 Mapletree Xi’an 1 Mapletree Tianjin 2 Mapletree Zhenjiang North China: 3.7% of aggregate Agreed Property Value 9 Mapletree Wuhan 3 Mapletree Wuxi 4 Mapletree Nantong 1 8 Mapletree Changsha Mapletree Changshu Mapletree Jiaxing 10 2 5 6 3 4 9 5 7 6 11 10 Midwest China4: 36.5% East China: 7 Mapletree Hangzhou 11 Mapletree Nanchang of aggregate Agreed Property Value 59.8% of aggregate Agreed Property Value Location of the Properties5 Satellite Clusters Mapletree Tianjin Mapletree Zhenjiang7 Mapletree Wuxi 1 2 3 Location: Tianjin Location: Zhenjiang Location: Wuxi NLA: 29,148 sq m NLA: 101,616 sq m NLA: 122,403 sq m Remaining Land Tenure: ~47 years Remaining Land Tenure: ~49 years Remaining Land Tenure: ~46 years Committed Occupancy6: 100.0% Committed Occupancy6: 100.0% Committed Occupancy6: 97.1% No. of Tenants: 1 No. of Tenants: 1 No. of Tenants: 15 Agreed Property RMB104.2 mil Agreed Property RMB329.8 mil Agreed Property RMB411.6 mil Value: (S$21.7 mil) Value: (S$68.7 mil) Value: (S$85.8 mil) Based on the illustrative exchange rate of S$1.00 = RMB4.80. (1) Assuming that the Properties had a portfolio occupancy rate of 97.7% for the entire financial year ended 31 March 2018 and all leases, whether existing or committed as at 26 April 2018, being the latest practicable date prior to the printing of this Circular (the “Latest Practicable Date”), were in place since 1 April 2017. All tenants were paying their rents in full. Net Property Income yield is computed based on the aggregate Agreed Property Value. (2) As at 31 March 2018, the portfolio occupancy rate of the Properties is 83.2% and including committed leases that have been secured as at the Latest Practicable Date, the portfolio occupancy rate of the Properties is 97.7%. (3) By NLA as at 31 March 2018. (4) Comprising Central and Western China. (5) The 11 properties are: Mapletree Tianjin Wuqing Logistics Park (“Mapletree Tianjin”); Mapletree Zhenjiang Logistics Park (“Mapletree Zhenjiang”); Mapletree Wuxi New District Logistics Park (“Mapletree Wuxi”); Mapletree Nantong Chongchuan Logistics Park (“Mapletree Nantong”); Mapletree Changshu Logistics Park (“Mapletree Changshu”); Mapletree Jiaxing Logistics Park (“Mapletree Jiaxing”); Mapletree Hangzhou Logistics Park (“Mapletree Hangzhou”); Mapletree Fengdong (Xi’an) Industrial Park (“Mapletree Xi’an”); Mapletree Wuhan Yangluo Logistics Park (“Mapletree Wuhan”); Mapletree Changsha Logistics Park Phase 1 (“Mapletree Changsha”); and Mapletree Nanchang Logistics Park (“Mapletree Nanchang”). (6) As at 31 March 2018. (7) As at the Latest Practicable Date, the PRC WFOEs holding Mapletree Wuhan, Mapletree Xi’an, Mapletree Nanchang and Mapletree Zhenjiang have obtained the land title certificates and are in the process of applying for the property title certificates in respect of these Properties. The Manager expects the property title certificates in respect of these Properties to be obtained by the second half of 2018. 1 Attractive Logistics Market in China Rising Consumption Expenditure and Rapid Expansion of E-commerce in China, the Largest Asia-Pacific Economy, Support Strong Demand for Logistics Properties China Disposable Household Income Components of China’s GDP Growth per Capita (2008, 2012 and 2017) (US$) 3% 3% 3% 32% 43% Tier 1 Cities 2006 – 2030F CAGR: 6.5% 53% 12,844 Non-Tier 1 Cities 2006 – 2030F CAGR: 8.2% Increasing 8,219 8,261 65% domestic 54% consumption 4,482 44% 2,813 1,255 2008 2012 2017 2006 2016 2030F Domestic Consumption Investment Net Exports Tier 1 Cities Non-Tier 1 Cities ■ China has the largest economy and population in Asia Pacific ■ Higher CAGR in disposable household income per capita and is one of the world’s fastest growing economies expected in Non-Tier 1 cities vs. Tier 1 cities ■ China’s economic growth is shifting from investment driven ■ Increasing household income and consumption is expected growth to domestic consumption driven growth, which is a more to generate higher demand for both logistics services and stable and sustainable growth driver logistics properties Favourable Supply-Demand Dynamics Underpins Rental Growth of Logistics Assets China Grade A Warehouse1 Average Rent and Occupancy Rate 87% 87% 83% 80% 80% 78% 3.8% 4.0% 1.09 11.05 1.01 0.94 0.96 0.91 2014 2015 2016 2017 2018F 2019F Historical Average Rent (RMB per sq m per day) Forecast Average Rent (RMB per sq m per day) Occupancy Rate (%) ■ Despite the growth in recent years of the supply of Grade A warehouses in China, stock of Grade A warehouses is estimated to remain low on a per capita basis ■ Imbalance in supply compared to demand will continue to support rise in occupancy rates and rental growth for Grade A warehouses Source: National Bureau of Statistics of China, Economist Intelligence Unit and the independent market research consultant, Colliers International (Hong Kong) Ltd. (the “Independent Market Research Consultant”). (1) Grade A warehouses in China are identified by their high specifications, such as a clear ceiling height of 9 metres and floor loading of 20 kiloNewton per square metre (“kN per sq m”) to 40 kN per sq m. 2 Strategic Addition of a Diversified and Well-Located Portfolio Across China Located in 3 Clusters with Unique Economic Growth Characteristics North China (3.4%)2: No. Property 1 Mapletree Tianjin . One of the most densely populated regions in China 2 Mapletree Zhenjiang . Highly developed transportation and 3 Mapletree Wuxi logistics network 4 Mapletree Nantong 1 2 5 Mapletree Changshu Midwest China (34.7%) : 6 Mapletree Jiaxing . Will become prominent economic, transportation and logistics centres 7 Mapletree Hangzhou for China due to the One Belt One 1 Road initiative 8 Mapletree Xi’an . Two of the fastest growing regions 9 Mapletree Wuhan since 2011 in China and are expected 8 to grow at a faster rate than the 10 Mapletree Changsha 2 national average 3 4 11 Mapletree Nanchang 9 5 7 6 2 11 East China (61.9%) : 10 . One of the most urbanised and economically developed regions in China with well-established transport infrastructure . Geographical location and economic strength have laid solid foundation Location of the Properties for development of the modern Satellite Clusters logistics industry Grade A Warehouse Forecast Rental Growth for 2018F and 2019F (Asking Rent) (%) North China East China Midwest China 5.9% 5.1% 4.7% 4.9% 4.8% 4.9% 4.6% 4.6% 4.5% 4.3% 4.3% 4.5% 3.9% 4.1% 4.0% 3.8% 3.5% 3.6% 3.5% 3.0% 3.0% 2.7% Tianjin Zhenjiang Wuxi Nantong ChangshuJiaxing HangzhouXi'an Wuhan ChangshaNanchang 2018F vs. 2017 2019F vs. 2018F ■ Rental growth expected to remain healthy due to favourable location ■ Asking rents for Grade A warehouses in the 11 cities3 expected to increase between 2.7% and 5.1% from 2017 to 2018F and between 3.5% and 5.9% from 2018F to 2019F Source: Independent Market Research Consultant. (1) Comprising Central and Western China.