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Acquisition of Five Office Assets

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Acquisition of Five Office Assets Creating peace of mind through honest and committed management. [Provisional Translation Only] This English translation of the original Japanese document is provided solely for information purposes. Should there be any discrepancies between this translation and the Japanese original, the latter shall prevail. April 8, 2016 REIT Issuer Ichigo Office REIT Investment Corporation (8975) 1-1-1 Uchisaiwaicho, Chiyoda-ku, Tokyo Representative: Yoshihiro Takatsuka, Executive Director www.ichigo-office.co.jp/english Asset Management Company Ichigo Real Estate Investment Advisors Co., Ltd. Representative: Wataru Orii, President & Representative Statutory Executive Officer Inquiries: Hiroto Tajitsu, Head of Administration & Statutory Executive Officer Tel: +81-3-3502-4891 Acquisition of Five Office Assets Ichigo Real Estate Investment Advisors Co., Ltd. (IRE), the asset management company of Ichigo Office REIT Investment Corporation (“Ichigo Office REIT”), has decided to acquire five assets (total acquisition price 8,370,000,000 yen). I. Acquisition Summary Total appraisal value: 8,730,000,000 yen, total acquisition price: 8,370,000,000 yen O-72 O-73 O-74 O-75 O-76 Ichigo Shibuya Ichigo Ichigo Nishi Ichigo Hakata Nishiki First Asset Name1 East Building Ningyocho Honmachi Building Building Building Building Asset Type Office Office Office Office Office Date Built October 1985 March 1984 October 1990 April 1989 October 1984 Trust beneficiary Trust beneficiary Trust beneficiary Trust beneficiary Trust beneficiary Legal Form of interest in real interest in real interest in real interest in real interest in real Asset estate (juekiken) estate (juekiken) estate (juekiken) estate (juekiken) estate (juekiken) Appraisal 1,450,000,000 yen 1,530,000,000 yen 2,290,000,000 yen 1,410,000,000 yen 2,050,000,000 yen Value 2 Acquisition 1,350,000,000 yen 1,450,000,000 yen 2,190,000,000 yen 1,380,000,000 yen 2,000,000,000 yen Price3 Motoazabu Motoazabu Motoazabu Ikenohata Ikenohata Seller Holdings GK Holdings GK Holdings GK Holdings GK Holdings GK Contract Date April 8, 2016 April 8, 2016 April 8, 2016 April 8, 2016 April 8, 2016 Closing Date May 9, 2016 May 9, 2016 May 9, 2016 May 9, 2016 May 9, 2016 (expected) Financing Borrowing and cash-on-hand (expected)4 Settlement Lump-sum payment Method 1 1 The current building names “Dai 5 Akiyama Building,” “Ningyocho Central Building,” “Osaka Nishi Honmachi Building,” and “Sigma Hakata Building” will be changed to “Ichigo Shibuya East Building,” “Ichigo Ningyocho Building,” “Ichigo Nishi Honmachi Building,” and “Ichigo Hakata Building,” respectively. 2 Appraisal value is as of March 1, 2016. 3 Acquisition price excludes incidental expenses such as property, city planning, and consumption taxes. 4 Details of this borrowing will be announced when determined. II. Acquisition Rationale Ichigo Office REIT continues to execute on its strategy to “increase portfolio size and scale and be smart in portfolio restructuring” as described in Stage V (“Lay Foundation for Sustainable Dividend Growth”) of its Growth Strategy Roadmap. This five-asset acquisition, coupled with an earlier sale of four assets located in lower-quality locations, is part of Ichigo Office REIT’s strategic restructuring to enhance the quality of its portfolio and drive higher EPS and dividend growth for its shareholders.1 In this acquisition, Ichigo Office REIT is exercising its preferential negotiation rights for these five assets obtained in the acquisition of equity interests in Motoazabu Holdings GK and Ikenohata Holdings GK on July 29, 2015.2 1 For details on the four asset sales, please refer to the releases “Sale of Portfolio Asset (Akita Sanno 21 Building)” on January 28, 2016, “Sale of Portfolio Assets (Ichigo Meieki Building, Ichigo Yokohama Nishiguchi Building)” on March 4, 2016, and “Sale of Portfolio Asset (Ichigo Saga Building)” on March 16, 2016. 2 For details, please refer to the release “Real Estate Acquisition” on July 28, 2015. III. Asset Acquisition Overview Ichigo Office REIT is acquiring five mid-size office buildings located in Central Tokyo, Osaka, Nagoya, and Fukuoka, major metropolitan areas where rental and economic growth can be expected. The average NOI yield of the five assets is 5.1% and average occupancy is 97.5%.1, 2 Today’s acquisition is also expected to drive further growth in shareholder value for Ichigo Office REIT’s shareholders by making full use of Ichigo Office REIT’s strengths in managing and adding value to office assets. 1 The average NOI yield is calculated as the total NOI of the five assets at acquisition divided by the total acquisition price. The NOI for each asset is calculated using the forecast NOI in the third-party asset appraisal report, excluding any one-off revenues or expenses expected to be incurred in the first year of ownership. 2 Occupancy is as of February 29, 2016. 2 (1) Ichigo Shibuya East Building (i) Location The Shibuya area consists of a commercial district and a business district. The commercial district is to the northwest of the station, where many apparel stores and restaurants are located. The business district is in the vicinity of major throughways including Meiji Dori and Roppongi Dori. Many of the apparel stores in the area target the younger generation, while the business zone has become increasingly popular as an office location for the IT industry. In recent years a number of large-scale commercial/office buildings have been redeveloped around Shibuya Station, and several revitalization projects are presently underway. As a result of these developments, the area is expected to continue to attract more businesses and more people. (ii) Features This mid-size office building is a 9-minute walk from Shibuya Station, which is serviced by a large number of railways such as the JR Line. The standard floor area is 58 tsubo (190 m2). The building has specifications suited for the demands of the typical tenant, such as individual air conditioning systems for each floor and raised access flooring. A convenience store occupies the first floor, and the other floors are occupied by tenants in the telecommunications industry. (iii) Property Photos and Location 3 Asset Overview Legal Form of Asset Trust beneficiary interest in real estate (juekiken) Trustee Mizuho Trust & Banking Co., Ltd. Period of Trust Contract July 30, 2015 - July 31, 2025 (Expected) Location 1-3-10 Higashi, Shibuya-ku, Tokyo Property Right Freehold Size 297.16 m2 Land Zoning Commercial, Category II Mid/High-Rise Residential Coverage Ratio/ Floor 80%/500%, 60%/300% Area Ratio Property Right Freehold Zoning Office, Retail Building Structure RC 6F Total Floor Area 1,159.16 m2 Construction Date October 25, 1985 Appraiser The Tanizawa Sogo Appraisal Co., Ltd. Appraisal Value 1,450,000,000 yen Appraisal Date March 1, 2016 Value by Direct Capitalization Method 1,480,000,000 yen Architect1 Tobishima Corporation Tokyo Branch First-class Registered Architect Office Builder1 Tobishima Corporation Tokyo Branch Structural Engineer1 Tobishima Corporation Tokyo Branch First-class Registered Architect Office Inspection Agency1 Shibuya Ward PML (Assessor) 6.67% (Sompo Japan Nipponkoa Risk Management Inc.) Collateral No (expected) Rent Overview (as of February 29, 2016) Number of Tenants 4 Monthly Rental Income 5,711 thousand yen Deposit 63,907 thousand yen Leasable Area 1,041.36 m2 Leased Area 1,041.36 m2 Occupancy 100% Property Management Company Ken Corporation Ltd.(Expected) Master Lease Company Ichigo Office REIT Investment Corporation (Expected) Master Lease Type Pass-through (Expected) NOI at Acquisition (NOI yield at 57 million yen (4.3%) Acquisition)2 Depreciation Rate3 0.2% Special Items Part of concrete floor, stairs, and trees, and concrete earth-retaining wall encroaches the northeastern neighbor. A memorandum of understanding exists which agrees to rectify the situation when a large-scale renovation or reconstruction is implemented in the future. 4 1 The names of the architect, builder, structural engineer, and inspection agency are those of when the building was built. 2 NOI at Acquisition is the assumed annual net operating income excluding any special factors from the year of acquisition, and it is the net operating income of the first year used by the appraiser in their DCF valuation. NOI yield at Acquisition is calculated by dividing NOI at Acquisition by the Acquisition Price. Amounts less than a million are rounded down. The above is an expected NOI, and not a forecast for the October 2016 fiscal period. The NOI yield calculated using the NOI employed in the direct capitalization valuation method from the appraisal report divided by the Acquisition Price is 4.6%. 3 Depreciation Rate is derived from the expected annual amount of depreciation at acquisition divided by the Acquisition Price. The above is an expected rate, and not a forecast for the October 2016 fiscal period. 5 Appraisal Overview Name Ichigo Shibuya East Building Appraisal Value 1,450,000,000 yen Appraiser The Tanizawa Sogo Appraisal Co., Ltd. Appraisal Date March 1, 2016 Amount Note Valuation determined via both a direct capitalization valuation Appraisal Value 1,450,000,000 yen and DCF valuation Value by Direct Capitalization 1,480,000,000 yen Method Income 81,654,486 yen Maximum Obtainable Based on rental income, common area service income, parking 85,651,377 yen Income lot income, and other income Vacancy Loss 3,996,891 yen Based on mid- to long-term vacancy rate Expenses 20,023,786 yen Administrative and Maintenance 3,324,021 yen Based
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