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September 14, 2020 Real Estate Investment Trust Unit Issuer: TOKYU REIT, Inc. 1-12-1, Dogenzaka, Shibuya-ku, Tokyo, 150-0043, Japan Kazuyoshi Kashiwazaki Executive Director (Securities Code: 8957) Investment Management Company: Tokyu Real Estate Investment Management Inc. Representative: Kazuyoshi Kashiwazaki Representative Director & President, Chief Executive Officer Inquiries: Kiyoshi Yamakawa Chief Financial Officer and General Manager, Finance and IR TEL: +81-3-5428-5828 Notice Concerning Acquisition (OKI Business Center No.5) of Trust Beneficiary Interest in Domestic Real Estate and Disposition (OKI System Center (Land with Leasehold Interest)) of Domestic Real Estate TOKYU REIT, Inc. (“TOKYU REIT”) today announced that its investment management company, Tokyu Real Estate Investment Management Inc. (“Tokyu REIM”), had decided to acquire trust beneficiary interest in domestic real estate and dispose of domestic real state (respectively referred to as the “Acquisition” and the “Disposition”) (the Acquisition and the Deposition collectively referred to as the “Transaction”). Brief details are as follows. 1. Transaction Details 1.1 Acquisition Details Property Name OKI Business Center No.5 Location 4-10-16 Shibaura, Minato-ku, Tokyo ¥11,900 million Acquisition Price (Excluding acquisition-related costs, property tax, city planning tax, etc.) Seller Domestic company (Please refer to “6. Seller and Purchaser Profile”) Brokerage Yes Decision of Acquisition September 14, 2020 Contract Date September 14, 2020 Acquisition Date September 28, 2020 Payment of September 28, 2020 Acquisition Costs 1 1.2 Disposition Details Property Name OKI System Center (land with leasehold interest) Location 1-16-8 Chuo, Warabi-shi, Saitama Total: ¥6,850 million (The disposition is scheduled to take place in the form of disposition of co-ownership in three phases (40% of co-ownership interest “1st,” 30% of co-ownership interest “2nd,” and 30% of co-ownership interest “3rd”) and the planned disposition prices are Disposition Price as follows.) 1st: ¥2,740 million (40% co-ownership interest) 2nd:¥2,055 million (30% co-ownership interest) 3rd: ¥2,055 million (30% co-ownership interest) 1st: ¥1,909 million (Expected value as of disposition date, 40% co-ownership interest) Book Value 2nd: ¥1,432 million (Expected value as of disposition date, 30% co-ownership interest) 3rd: ¥1,432 million (Expected value as of disposition date, 30% co-ownership interest) 1st: ¥830 million (Note) Amount of Difference 2nd: ¥622 million (Note) from Disposition Price 3rd: ¥622 million (Note) Purchaser Domestic company (Please refer to “6. Seller and Purchaser Profile”) Brokerage Yes Decision of Disposition September 14, 2020 Contract Date September 14, 2020 1st: September 28, 2020 (40% co-ownership interest) Disposition Date 2nd: December 24, 2021 (30% co-ownership interest) 3rd: February 25, 2022 (30% co-ownership interest) 1st: September 28, 2020 (40% co-ownership interest) Receiving of Disposition 2nd: December 24, 2021 (30% co-ownership interest) Costs 3rd: February 25, 2022 (30% co-ownership interest) (Note) Amount of difference between the disposition price and the expected book value as of the scheduled disposition date is indicated. 2 2. Rationale TOKYU REIT strives to improve the quality of its portfolio, taking into consideration trends in the capital market and real estate investment market as well as the growth potential of the portfolio’s cash flow in the medium to long term. The Transaction will be conducted as part of these efforts in accordance with the “Scope and Policy of Investment Management” as outlined in the Articles of Incorporation of TOKYU REIT. (1) Acquisition of OKI Business Center No.5 The Shibaura area, where OKI Business Center No.5 (the “Asset to Be Acquired”) is located, is on the east side of the JR Yamanote Line. In the area near Tamachi Station, the station nearest to the Asset to Be Acquired, a large-scale mixed-use development called “msb Tamachi” has been completed and multiple redevelopment projects are under way. In addition, with the opening of a new station called Takanawa Gateway Station between Shinagawa Station and Tamachi Station in March 2020, the area is expected to develop further in the future. The Asset to Be Acquired is an office building located approximately an eight-minute walk from Tamachi Station on the JR Yamanote and Keihin-Tohoku lines, and although it has a building age of 38 years, it has maintained a certain level of competitiveness in the Shibaura area as it has undergone appropriate facility upgrades. Simultaneous to the acquisition of the property, a fixed-term building lease agreement is scheduled to be concluded with an expiration date of March 31, 2030, and as a result, stable rental income is anticipated. The NOI yield of the property over the past year calculated based on estimated rent level and occupancy rate as of the acquisition date is 5.31%, and contribution of stable earnings over the medium to long term is expected. (2) Disposition of OKI System Center (land with leasehold interest) OKI System Center (land with leasehold interest) (the “Asset to Be Disposed”) is land with leasehold interest of a system center of Oki Electric Industry Co., Ltd. acquired by TOKYU REIT from Oki Electric Industry Co., Ltd. in March 2013. Although Warabi City, Saitama Prefecture, where the Asset to Be Disposed is located, falls outside of the central five wards of Tokyo and the Tokyu Areas, the focused investment areas of TOKYU REIT, the area offers excellent access to the city center and has high potential as a residential area. In addition, while TOKYU REIT has enjoyed long-term, stable cashflow through a 20-year fixed-term business-use land lease concluded at the time of acquisition with Oki Electric Industry Co., Ltd., on this occasion, an offer was received from the purchaser, and it was determined that disposing of the property was the best option from the perspective of total returns (Note 1) under the current market environment. TOKYU REIT judged the Transaction would further stabilize cashflow and increase total returns (Note 1) through the acquisition of a favorably located property that falls under the focused investment areas of TOKYU REIT. Furthermore, in an aim to level off increase in cash distribution due to gain on sale of real estate from the Disposition and to accumulate reserve for reduction entry (Note 2), 40% co-ownership interest, 30% co-ownership interest, and 30% co- ownership interest are scheduled to be disposed on September 28, 2020, December 24, 2021, and February 25, 2022, respectively. As a result, gain on sale of real estate of ¥760 million and provision of reserve for reduction entry of ¥382 million from the Disposition are expected to be posted during the fiscal period ending January 2021 (35th Fiscal Period), while gain on sale of real estate of ¥570 million is expected to be posted during both the fiscal period ending January 2022 (37th Fiscal Period) and the fiscal period ending July 2022 (38th Fiscal Period). TOKYU REIT will continue to conduct investment management while closely monitoring trends in capital and real estate investment markets, all the while adhering to its investment policy. TOKYU REIT will strive to build a portfolio that leads to improvement in asset value and growth of net income per investment unit. (Note 1) Total income comprising income returns (rental income, etc.) and future capital returns (sale income) of each fiscal period. (Note 2) Based on the premise that the application of “Special Provisions for Taxation in the Case of Advance Acquisition of Land, etc. in 2009 and 2010” (Article 66-2 of Special Taxation Measures Law)” up to the limit amount of reserve as stipulated in “Ordinance on Accountings of Investment Corporations” will be accumulated as reserve for reduction entry. 3 3. Details of Asset to Be Acquired Property Name OKI Business Center No.5 Type of Specified Asset Trust beneficiary interest in domestic real estate (Note 1) Trustee Mizuho Trust & Banking Co., Ltd. (Note 1) Trust Period March 24, 2003 to September 30, 2030 (Planned)(Note 1) Land: 4-1-6 Shibaura, Minato-ku, Tokyo Registered Location Building: 4-1-8, 4-1-36 Shibaura, Minato-ku, Tokyo (Note 2) Residential 4-10-16 Shibaura, Minato-ku, Tokyo Access Approximately an eight-minute walk from Tamachi Station on the JR Yamanote Line and Keihin-Tohoku Line Use Office Area Classification Quasi-industrial districts Land: 4,646.65 m2 (Note 3) Site/Floor Area (Registered) Building: 18,102.32 m2 Structure (Registered) SRC, B2 ,12F Completion Date (Registered) June, 1982 Design Company NISSOKEN ARCHITECTS/ENGINEERS Construction Company TAISEI CORPORATION Inspection Authority Tokyo Metropolitan Government PML (Probable Maximum Loss) of 8.1% is based on the earthquake risk assessment (detailed) report prepared by Engineering and Risk Services Corporation and OYO RMS Corporation (as of July 28, 2020). PML refers to the expected damages caused by earthquakes. Although there is no single authoritative definition of PML, it refers Earthquake Resistance to the percentage of expected damages caused by a small- to large-scale earthquake that may happen within the next 475 years to the replacement value. Calculations also include data relating to individual property surveys, assessment of building conditions, conformity to architectural design, ground conditions of the relevant site, surveys of local factors and structural evaluation. Land: Proprietary ownership Type of Ownership Building: Proprietary
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