EXPRESSION OF INTEREST INFORMATION MEMORANDUM

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EXPRESSION OF INTEREST INFORMATION MEMORANDUM BRISBANE AIRPORT COMMERCIAL OFFICE DEVELOPMENT OPPORTUNITY For further information contact: Ian Kaye ikaye@rcp.net.au or Glenn Bourner gbourner@rcp.net.au 7th Feb, 2013 PROPOSED DEVELOPMENT LOCATION AIRTRAIN AIRPORT DRIVE

Contents 1.00 INTRODUCTION 3 2.00 OBJECTIVES AND EXPECTATIONS 5 3.00 THE ENQUIRY SELECTION PROCESS 7 4.00 THE REQUIREMENT 8 5.00 THE SITE 9 6.00 COMMERCIAL PROPERTY MARKET AT THE AIRPORT 10 7.00 THE PLANNING APPROVALS PROCESS 12 8.00 THE RESPONSE 13-8.01 INFORMATION REQUIRED 13-8.02 SELECTION PANEL 14-8.03 PROJECT BRIEFING AND ENQUIRIES 14 9.00 CONDITIONS 15 ATTACHMENT A SITE PLAN 16 ATTACHMENT B APPROVALS PROCESS 17 ATTACHMENT C MAJOR DEVELOPMENT PLAN PROCESS 18 2 Expression of Interest

1.00 INTRODUCTION BNE Property, the property division of Brisbane Airport Corporation (BAC), is seeking Expressions of Interest for a new commercial building with Brisbane Airport Corporation as a tenant. The Expression of Interest is to deliver a minimum of 10,000sqm NLA PCA Grade A style commercial office accommodation to be situated on a site next to the existing Novotel Brisbane Airport in the Airport Village precinct. With responsibility for guiding developable land on Brisbane Airport, BNE Property is releasing this Expression of Interest as part of its commitment to promote economic opportunity and growth within a well located and highly connected environment. This Expression of Interest forms part of a two-stage assessment process. BNE Property has engaged RCP as project managers and property advisors for this process. Background BAC is the operator of Brisbane Airport, the premier gateway to Queensland and the third largest airport in Australia by passenger numbers. BAC acquired Brisbane Airport from the Federal Government in 1997 under a 49 year lease (with an option to renew for a further 50 years). Since that time, BAC has assumed ultimate responsibility for the operations of Brisbane Airport including all airport infrastructure investment. The Brisbane Airport Master Plan outlines the framework for the development BAC is a proud, private, Blue-chip, nonlisted Queensland company, helping to employ thousands of Queenslanders and creating economic opportunities for the State and the city of Brisbane. Shareholders are major Australian and international organisations and significant institutional investors. Approximately 80 per cent of BAC shareholders are Australian mums and dads with their savings invested in superannuation and other funds. In the 2011/12 FY the airport welcomed more than 21 million passengers through its terminals, a figure that equates to a year-on-year growth of approximately 4.6 per cent. Brisbane Airport is Australia s fastest growing airport since privatisation in 1997. To meet with the growing demand, BAC is funding over $2.5 billion worth of infrastructure over the next 10 years, including a new parallel runway, road terminal expansions, road upgrades and a number of new commercial buildings. 3 Expression of Interest Invitation

1.00 INTRODUCTION cont d More than 20,000 people currently work at the airport precinct every day with this number expected to exceed 50,000 by 2029, the size of a regional town. Already there are more than 420 businesses servicing a diverse range of industries, within which tens of thousands are either directly or indirectly reliant on airport activity as a source of employment Brisbane Airport Property Development Master Plan The 2012 Brisbane Airport Property Development Master Plan (PDMP), the first of its kind for an Australian airport, was developed to guide the transformation of developable airport land over the next 50 years. The plan set a new standard for airport development. The PDMP outlines a vision for property development centred on five key nodes, as part of a highly connected, 24 hour aviation, logistics, retail and commerce hub. Significantly the plan enhances Brisbane Airport s primary aviation function with commercial and lifestyle offerings that will create a key destination in its own right. It should be considered that this project will showcase the design and integrity principles that are central to the PDMP. Further information on the PDMP can be found at the link: http://bneproperty.com.au/our-vision/ 4 Expression of Interest Invitation

2.00 objectives AND EXPECTATIONS BNE Property is providing an opportunity for the successful proponent to: 1. Design and construct a commercial building providing a minimum of 10,000sqm NLA PCA Grade A style office accommodation. 2. Either hold the development as a long term investment or sell the property to an investor or property fund. 3. Enter into a long term (10 year minimum) lease with BAC for approximately 5,300sqm NLA of commercial office space. 4. Offer BAC an option to provide an integrated fit-out for their space. It is expected the successful proponent will enter into a commercial arrangement with BAC for the ground lease of the site that has been selected for the new office building. The nature of the ground lease arrangements and the sub-lease for the BAC offices will be subject to commercial negotiation during the second stage of this process. The primary objectives for BNE Property are to: 1. Secure for BAC competitive commercial lease terms for new commercial offices at Airport Village. 2. Introduce additional commercial office space at Brisbane Airport for lease. In relation to the new workplace itself, BAC objectives are to: 3. Ensure there is a flexible, efficient and effective work environment to satisfy the long term needs of the organisation; and 4. Provide a workplace and office environment for staff that will encourage engagement, job satisfaction and staff retention. These objectives need to be reflected in workplace design principles. BNE Property is seeking a world-class outcome of design and form that will enable a creative, collaborative and efficient workplace. 5 Expression of Interest Invitation

2.00 objectives AND EXPECTATIONS cont d The design of the built office environment will provide the physical settings that functionally and symbolically support the desired ways of working. Achieving a successful outcome will be assisted by: Large floor plates with minimal column and core intrusions providing a flexible and contiguous floor space. Interconnectivity and transparency between offices located on more than one level. Space planning to improve the opportunity for interaction between business units and to build a greater sense of community. Excellent amenities and support facilities for individuals and teams. A socially active environment where people want to come to work. The office will promote the image of BAC to its stakeholders and the wider community. BNE Property intends to work closely with the selected developer and property owner to ensure the success of the project and expects the following from the process: A co-operative approach to finding the right solutions. Competitive commercial terms. Fair Agreement for Lease (AFL) and Lease arrangements. A commitment to maintaining and managing the building to provide a high standard of accommodation during BAC s tenure. A high performance workplace that supports productivity. A workplace that minimises costs through highly efficient use of space. A workplace environment that maximises the penetration of natural light. 6 Expression of Interest Invitation

3.00 the ENQUIRY AND SELECTION PROCESS This EOI stage is the first stage of a two-stage selection process. The overall process is shown diagrammatically below. Stage 1 Expression of Interest (EOI) Target Completion by 15 March 2013 Preparation and release of the EOI Memorandum. Preparation of proponent s responses to the EOI. Evaluation of responses, clarification of issues. Selection of a shortlist of proponents. Invitation to Stage 2 Invitation To Offer (ITO) Target Completion by 28 June 2013 Preparation and release of the Invitation to Tender documents. Shortlisted proponents prepare their offers. Evaluation of the offers, clarification and presentations. Execution of Agreement for Lease with lease documents. Design Approvals and Delivery Target Completion by mid-2015 Design documentation and development approval. Construction documentation (including option of integrated fit-out). Construction of base building (and integrated fit-out). Registration of the property leases. Relocation of BAC staff to the new building. BNE Property has engaged RCP as project managers and property advisors in this process. BNE Property has also retained the services of Conrad Gargett Riddel architects, to provide design advice and construction audit services for the base building and office fit-out works. A building services engineer is yet to be appointed. 7 Expression of Interest Invitation

4.00 THE REQUIREMENT Location: Lot AVS017 area 0.5052ha. See plan at Attachment A. Building Gross NLA: Minimum of 10,000sqm. Maximum to suit site development codes and height and setback constraints. Building Services and Environmental Standards: To meet the requirements of a new A Grade office in PCA s Guide to Office Building Quality 2nd Edition 2012. Signage: BAC is to be provided with the major external signs and naming rights for the building. Other external pylon signage will be acceptable. Office Fit-Out: BNE Property has engaged Conrad Gargett Riddel architects to prepare a detailed requirements brief for their office fit-out works and the associated base building works where relevant, for a lease office area of approximately 5,300sqm NLA. Details will be provided at Stage 2. A building services engineer is yet to be appointed. Car Parking: BAC requires 135 secure, under cover, car parks. There are no specific minimums or maximum car parking requirements under the Development Control Plan. Proponents are to make their own proposals for the total number of parking spaces to be provided. 8 Expression of Interest Invitation

5.00 THE SITE The site proposed for the development is Lot AVS017. The site area is 0.5052ha. A site location plan is provided at Attachment A. This proposed Lot AVS017 will be identified on the parent lot, Lot 10 on SP208835 and prior to registration of the leases. The site is readily accessible by road and is fully serviced with water, stormwater drainage, electricity supply, optic fibre communications and gas available at the property boundary. There is a height restriction of 47.5m for building structures on this site. Minimum building setbacks are generally; front 6.0m; side and rear 3.0m. BNE Property is not aware of any contamination on the site. BAC maintains a contaminated land register for airport land and there are no records of contamination on this site. The site is ideally located in the emerging Airport Village precinct, which is already home to numerous employers. The Novotel Brisbane Airport Hotel is located on the adjacent site. The site is adjacent to the proposed Airport Village Airtrain (heavy rail) railway station. The location and size of the proposed building will provide high impact visibility from road access to the airport. Two videos are available for interest: 1. The PDMP can be viewed at http://vimeo.com/42747511 2. Existing amenity at Airport Village at http://airportvillage.com.au/av/news 9 Expression of Interest Invitation

6.00 COMMERCIAL PROPERTY MARKET AT THE AIRPORT BNE Property recently commissioned CBRE to undertake a report on commercial properties at Brisbane Airport. Key findings of this report include: At January 2013, a total of 74,800 sqm of commercial office stock was identified as being located within the Brisbane Airport precinct. Brisbane Airport has grown into a significant office precinct for south east Queensland, larger in terms of stock than the Newstead, CBD Robina and Varsity Lakes localities and similar in size to Toowong. There are currently around 20,000 workers located at Brisbane Airport, with this total forecast to increase to 50,000 by 2029. An office vacancy rate of 9.2% was identified at January 2013, representing 6,900 sqm of available space. This compares with vacancy rates of 9.1% for the Brisbane CBD and 9.6% for the Brisbane Near City office markets. Net absorption at Brisbane Airport over the past ten years has averaged circa 4,500 sqm to 5,000 sqm per annum, similar to the average take-up recorded in Milton and ahead of, for example, the CBD Robina and Varsity Lakes localities. Key characteristics of the Brisbane Airport office stock at January 2013 were: > 60% of the stock was owned by BNE Property/Brisbane Airport Corporation, including the three largest individual office buildings within the precinct; > Current vacancy was concentrated in just three properties; > The occupancy profile was weighted towards airport related and hi-tech businesses, but also attracts nonairport related businesses whose employees travel frequently; > Most stock is new, with over 29,000 sqm added to the market over the past five years and over 55,000 sqm over the past ten years; > Most of the stock, some 70% (or almost 53,000 sqm) could be considered as being of Grade-A standard. 10 Expression of Interest

6.00 COMMERCIAL PROPERTY MARKET AT THE AIRPORT cont d The 29,000 sqm net increase in stock over the past five-years is a significant stock increase, behind just the established Fortitude Valley/ Newstead, South Brisbane/South Bank and Milton precincts in terms of recent development activity. Office markets in Australia in general have entered a period of weaker tenant demand, driven by a long period of economic disruption and uncertainty. These conditions are impacting top-line revenue growth, with tenants signalling an ongoing focus on expense containment. There are also longer-term structural changes occurring which are likely to influence demand for office space going forward. Landlords and developers are being forced to think even harder to create new avenues of product differentiation in order to stand out from the crowd for both sitting and prospective tenants. As a commercial precinct, Brisbane Airport offers a number of significant advantages and attractors over other office localities in south east Queensland and will benefit its continued development as a key office market precinct. Prime amongst these are Governance; Master Planning; Connectivity; Security; Amenity; and Certainty. 11 Expression of Interest

7.00 the PLANNING APPROVALS PROCESS The Brisbane Airport Master Plan sets out land use planning and development intent on the airport site. All building and development works are subject to internal assessment which begins with BAC initially checking the proposed development for consistency and compliance with the development intent outlined in a range of documents including: 1. The Brisbane Airport Master Plan. 2. The approved Airport Environment Strategy. 3. BAC s Airport Development Control document. 4. BAC s Guidelines; and 5. BAC s Landscape Master Plan. This development will trigger the Airport Act requirement for a Major Development Plan (MDP) to be prepared for approval by the Australian Government before any construction activity can commence. A MDP must be consistent with the approved Brisbane Airport Master Plan. BNE Property will work alongside the preferred proponent and provide assistance in preparation of the MDP. BAC will submit the MDP to the Australian Government. Attachment B illustrates the overall approvals process and Attachment C illustrates the process for the MDP approval. Once the development has been evaluated against BAC s assessment criteria, the on-site Australian Government regulatory representatives, the Airport Building Controller and the Airport Environment Officer undertake the regulatory assessment requirements that include planning, building and environment issues. 12 Expression of Interest

8.00 THE RESPONSE 8.01 INFORMATION REQUIRED Proponents are requested to express their interest in working with BNE Property to develop a new high quality, high profile commercial office building on the Airport Village site. In selecting the shortlist of proponents to be invited to submit an offer at the second stage, BNE Property will consider the following selection criteria: 1. The most cost effective lease arrangements during the lease term, including an indicative net rent. 2. The demonstrated experience of the proponent in delivering commercially successful high quality offices. Please include details of your Corporate Profile and development history. 3. The financial capacity of the proponent and the proposed funding arrangements. Proponents should also provide the name and contact details for their nominated contact person. The EOI response should comprise no more than ten (10) A4 pages of written information. It may be supported by project data sheets, CVs, company annual reports etc. in annexures to the EOI response. Proponents are requested to provide three (3) bound hard copies and an electronic copy in.pdf format on a USB or CD. EOI responses must be placed in a sealed envelope addressed to Mr Ian Kaye and lodged in the tender box located at the offices of RCP at Level 6, 60 Edward Street, Brisbane QLD 4000 by 5pm on Tuesday 26th February 2013. 4. The quality and experience of the consultant design team. 5. The proposed contracting strategy; and 6. Any previous experience with the Airport Major Projects Development approvals process. 13 Expression of Interest

8.00 THE RESPONSE cont d 8.02 selection PANEL The selection panel for the EOI shortlisting process will be: 1. Renaye Peters General Manager, BNE Property 2. George Delibaltas Property Development Manager, BNE Property 3. Shane Sparks Property Development Manager, BNE Property 4. Kerensa Collins Asset Manager, BNE Property Advisors to the selection panel will be RCP. The selection panel will evaluate the EOIs using the selection criteria outlines in Clause 8.01. 8.03 project BRIEFING AND ENQUIRIES An EOI briefing will be held during the week commencing 11th February 2013. Details of the date, time and location of the EOI briefing will be sent to proponents that have completed the EOI registration process. Any questions or clarifications during the EOI period should be addressed to Mr Ian Kaye ikaye@rcp.net.au or Mr Glenn Bourner gbourner@rcp.net.au 14 Expression of Interest

9.00 CONDITIONS BNE Property is under no obligation in respect of this EOI or any information provided or received in relation to it. Without limiting its other rights, BNE Property reserves its right in its absolute discretion to: Amend any aspect of this EOI. Accept or reject any proposal submitted. Accept non-conforming proposals. Invite parties to submit separate or further EOIs, proposals or offers; and Deal and negotiate with one or more parties (including parties who have not participated in the EOI process) to the exclusion of others. BNE Property reserves the right to withdraw this EOI or to terminate discussions with any or all parties on any matter concerning this EOI at any time. Proponents shall bear their own costs of any investigation or response to this EOI. BNE Property shall have no liability whatsoever to any party for any loss or expense or damage (actual or potential) suffered or potentially suffered by any party to whom this EOI is issued. If BNE Property reaches agreement regarding the commercial terms of a proposal, that agreement will not be legally binding unless and until BAC s Board has approved the proposal and BAC and the proponent have executed and exchanged formal binding legal documents. 15 Expression of Interest

Attachment A SITE PLAN 16 Expression of Interest

Attachment B Approvals Process 17 Expression of Interest

Attachment C MAJOR DEVELOPMENT PLAN PROCESS 18 Expression of Interest