1 July 12, 2021 for Translation Purposes Only Real Estate
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July 12, 2021 For Translation Purposes Only Real Estate Investment Trust Securities Issuer Samty Residential Investment Corporation 1‐8‐3 Marunouchi, Chiyoda‐ku, Tokyo Masafumi Takahashi, Executive Director (Securities Code: 3459) Asset Management Company: Samty Asset Management Co., Ltd. Masafumi Takahashi, Representative Director Inquiries: Hidekazu Nizawa Director Business Management Division Phone: + 81‐3‐5220‐3841 Notice Concerning Acquisition of Properties Samty Residential Investment Corporation (“Samty Residential”) announces that Samty Asset Management Co., Ltd. (the “Asset Management Company”), to which Samty Residential entrusts management of its portfolio assets, decided today to acquire the following 24 properties (the “Assets to Be Acquired”) (the “Acquisition”). Details are as follows. As Samty Co., Ltd. (“Samty”), the seller of some of the Assets to Be Acquired, falls under the category of an interested party, etc. as defined under the Act on Investment Trusts and Investment Corporations (Act No. 198 of 1951, as amended; the “Investment Trusts Act”), the Asset Management Company obtained the consent of Samty Residential based on the approval at Samty Residential’s Board of Directors’ meeting held on July 9, 2021, pursuant to the Investment Trusts Act. 1. Overview of the Assets to Be Acquired Planned Date of acquisition Planned Property Property name conclusion of Acquisition fund Settlement Area Location price (Note 2) date of Seller number (Note 1) agreement (Note 4) method (million acquisition (Note 3) yen) Chuo‐ku, A‐73 S‐FORT Kego Tower 4,320 Fukuoka‐shi Higashi‐ku, A‐74 S‐RESIDENCE Aoi II 1,820 Nagoya‐shi S‐FORT Nakamura‐ku, A‐75 Meiekiminami 684 Nagoya‐shi 5‐Chome S‐FORT Hakozaki Higashi‐ku, Funds pertaining to A‐76 680 Higashi Fukuoka‐shi the issuance of new Samty S‐RESIDENCE Nakamura‐ku, investment units A‐77 665 Co., Ltd. resolved at Samty Major Meiekiminami Nagoya‐shi Lump‐sum July 12, August 3, Residential’s Board Regional Nakagawa‐ku, upon A‐78 S‐FORT Kanayama 612 2021 2021 of Directors’ Cities Nagoya‐shi delivery meeting held on Izumi‐ku, A‐79 S‐FORT Izumi Chuo 545 July 12, 2021, Sendai‐shi borrowings, and S‐RESIDENCE Soen Chuo‐ku, A‐80 477 cash on hand EAST Sapporo‐shi Tempaku‐ku, A‐81 S‐FORT Yagoto 442 Nagoya‐shi S‐FORT Sapporo Kita Chuo‐ku, A‐82 405 Not 5‐Jo Sapporo‐shi disclosed S‐FORT Sapporo Higashi‐ku, A‐83 385 (Note 5) Motomachi Sapporo‐shi Disclaimer: This translation is for informational purposes only. Neither Samty Residential Investment Corporation nor Samty Asset Management Co., Ltd. guarantees the accuracy or completeness of the translation. If there is any discrepancy between the Japanese version and the English translation, the Japanese version shall prevail. 1 Planned Date of acquisition Planned Property Property name conclusion of Acquisition fund Settlement Area Location price (Note 2) date of Seller number (Note 1) agreement (Note 4) method (million acquisition (Note 3) yen) Kokurakita‐ku, B‐38 S‐FORT Kokura 1,400 Kitakyushu‐shi S‐FORT Niigata Chuo‐ku, B‐39 1,395 Ekimae Niigata‐shi Takasaki‐shi, Samty Co., B‐40 S‐FORT Takasaki 1,098 Gunma Ltd. Other S‐FORT Yokkaichi Yokkaichi‐shi, B‐41 823 Regional arcam Mie Cities S‐FORT Kagoshima‐shi, B‐42 787 Kagoshima Chuo Kagoshima Funds pertaining Not to the issuance of S‐FORT Heisei Minami‐ku, B‐43 755 disclosed new investment Keyakidori Kumamoto‐shi (Note 5) units resolved at Lump‐sum S‐FORT Yokkaichi Yokkaichi‐shi, July 12, August 3, Samty Residential’s B‐44 612 upon zeal Mie 2021 2021 Board of Directors’ delivery S‐FORT Itabashi‐ku, meeting held on C‐33 3,365 Nakaitabashi Tokyo July 12,2021, Samty Co., borrowings, and C‐34 S‐FORT Kameido Koto‐ku, Tokyo 1,248 Ltd. cash on hand Ichikawa‐shi, C‐35 S‐FORT Gyotoku 919 Greater Chiba Tokyo S‐FORT Funabashi‐shi, C‐36 898 Area Funabashi Kaijin Chiba S‐FORT Samty Hotel Funabashi‐shi, C‐37 Funabashi 768 Management Chiba Honcho Co., Ltd. Hachioji‐shi, Samty Co., C‐38 S‐FORT Hachioji 462 Tokyo Ltd. Total 25,565 (Note 1) Some of the current names of the properties are as shown in the table below. Samty Residential plans to change the names of the Assets to Be Acquired to the names indicated in the table above as soon as they are acquired. Number Current property name A‐73 SAMTY Kego Tower A‐75 Residencia Meiekiminami A‐76 SAMTYHakozaki Higashi A‐78 Elstanza Kanayama A‐79 SAMTY Residence Izumi Chuo A‐80 SAMTY Soen EAST A‐81 Berg Yagoto A‐82 SECIAS BLUE A‐83 CASA Motomachi B‐38 HIT Kokura Building B‐39 SAMTY Residence Niigata Yoneyama B‐40 Grace Garden Takasaki B‐41 GRANDUKE Yokkaichi arcam B‐42 SAMTY Kagoshima Chuo Residence B‐43 EMYU Heisei Keyakidori B‐44 GRANDUKE Yokkaichi zeal C‐33 Axle Court Nakaitabashi C‐34 Maison Lapole C‐35 SAMTY Residence Gyotoku C‐36 SAMTY Residence Nishifunabashi C‐37 West Funabashi C‐38 Icho Mansion (Note 2) “Planned acquisition price” is the amount which will be required for the acquisition of the Assets to Be Acquired excluding various costs such as commissions for mediation of transaction, taxes and public dues, etc. (the amount of the price of purchase of the real estate, etc. indicated in the purchase agreement, etc.). Amounts of less than 1 million yen are rounded down. For S‐FORT Sapporo Kita 5‐Jo, S‐FORT Sapporo Motomachi and S‐FORT Heisei Keyakidori, the planned acquisition price is the amount as above but excluding also the consideration for status transfer. Disclaimer: This translation is for informational purposes only. Neither Samty Residential Investment Corporation nor Samty Asset Management Co., Ltd. guarantees the accuracy or completeness of the translation. If there is any discrepancy between the Japanese version and the English translation, the Japanese version shall prevail. 2 (Note 3) For S‐FORT Sapporo Kita 5‐Jo, S‐FORT Sapporo Motomachi and S‐FORT Heisei Keyakidori, Samty Residential plans to succeed from Samty the status of buyer in the real estate purchase agreements for the concerned Assets to Be Acquired (the trust beneficiary interest purchase agreement in the case of S‐FORT Heisei Keyakidori) concluded between the current owner and Samty by concluding with Samty status transfer agreements of content that Samty Residential shall succeed the concerned contractual statuses on the planned date of acquisition of the concerned Assets to Be Acquired. (Note 4) For details of the issuance of new investment units and borrowings, please refer to “Notice Concerning Issuance of New Investment Units through Public Offering and Third‐Party Allotment, and Secondary Offering of Investment Units” and “Notice Concerning Borrowing of Funds” dated today. (Note 5) Not disclosed because consent of the seller has not been obtained. 2. Reason for the Acquisition Samty Residential is aiming to build a portfolio that pursues “Stability” (diversified investments in strictly selected residential properties nationwide), “Growth potential” (expansion of the portfolio size by continually investing in new properties centered on major regional cities), and “Profitability” (realization of expected high returns by investing in carefully screened residential properties located in major regional cities) through investment in residences mainly in major regional cities. The Acquisition will be made with the intent to expand the asset size steadily and improve the stability of the portfolio by utilizing the sponsor support of Samty, the main sponsor of Samty Residential. The Acquisition will expand the portfolio to 156 properties for a total (planned) acquisition price of 143.8 billion yen. Furthermore, the investment ratio by area after the Acquisition is projected to be 72.6% for regional cities (47.3% for major regional cities and 25.3% for other regional cities) and 27.4% for the greater Tokyo area based on the (planned) acquisition price. Considering that the Assets to Be Acquired are targeted assets under asset management specified in the Articles of Incorporation of Samty Residential and that stable cash flows that would contribute to the profitability of the entire portfolio can be expected in comprehensive consideration of the individuality of each property, including the location and building age, Samty Residential deemed that the Acquisition would serve to improve portfolio quality in the medium to long term. For the details of the Assets to Be Acquired and the points assessed, please refer to the following “3. Details of the Assets to Be Acquired.” In line with the acquisition of the Assets to Be Acquired, Samty Residential has selected their lessees based on the matters concerning criteria for selecting tenants set forth by Samty Residential (for details of the criteria, please refer to “Report on the Management Structure and System of the Issuer of Real Estate Investment Trust Units and Related Parties” dated April 28, 2021 (Japanese only)). 3. Details of the Assets to Be Acquired The details of the Assets to Be Acquired are as shown in the table below. However, the information in “Leased area,” “Occupancy rate,” “Monthly rental revenue,” and “Security and guarantee deposits” are as of the end of May 2021. Furthermore, the following tables may refer to real estate that are the Assets to Be Acquired or real estate that are the trust assets of real estate trust beneficiary interest as the “Property.” Please refer to the following terms with regard to the tables. “Location” is based on the residential address. However, for properties that have no residential address, the building address or building location on the certificate of the registered matters is indicated. In addition, “Site area” of land, and “Use,” “Completion date,” “Structure and floors,” and “Total floor area” of buildings are based on information in the certificate of the registered matters, and may not necessarily be identical with the present state of the said real estate.