KDX Kanda Ekimae Building)
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Translation of Japanese Original February 7, 2020 To All Concerned Parties REIT Issuer: Kenedix Office Investment Corporation Jiro Takeda, Executive Director (Securities Code: 8972) Asset Management Company: Kenedix Real Estate Fund Management, Inc. Masahiko Tajima, President & CEO Inquiries: Hiroaki Momoi Head of Planning Division Office REIT Department TEL: +81-3-5157-6010 Notice Concerning Acquisition of Property (KDX Kanda Ekimae Building) Kenedix Office Investment Corporation (“the Investment Corporation”) has announced today, that Kenedix Real Estate Fund Management, Inc. (“the Asset Management Company”), the asset management company for the Investment Corporation, decided to acquire the following property (“the Acquisition”) and completed it. 1. Outline of the Acquisition (1) Property Name : KDX Kanda Ekimae Building (Note1) (“the Property”) (2) Type of Property : Trust beneficiary interest in real estate (3) Acquisition Price : 3,300 million yen (Acquisition costs, adjustment of property tax and city-planning tax, consumption tax, etc. are excluded.) (4) Seller : Domestic general business corporation (non-related party) (5) Date of Contract : February 7, 2020 (6) Date of Acquisition : February 7, 2020 (7) Acquisition Funds : Cash on hand and proceeds of Investment Corporation Bonds (Note2) (8) Settlement Method : Payment in full on settlement Note 1: Property name is scheduled to be changed to the above name after the acquisition by the Investment Corporation. The property name before the acquisition is not disclosed because the seller has not given consent. The same applies hereafter. Note 2: Please refer to the press release, “Notice Concerning Issuance of Investment Corporation Bonds” dated January 24, 2020 for details of the Investment Corporation Bonds. 2. Reason for the Acquisition The decision on the Acquisition was made by comprehensively considering portfolio construction policy, real estate market trends, the characteristics of the Property and other factors to improve and expand the portfolio through expansion of portfolio size. In the decision to acquire the Property, which is a mid-sized office building in the Tokyo Metropolitan Area that the Investment Corporation has focused on as main investment target, the following characteristics of the Property were evaluated. 1 (1) Location The Kanda area, where the property is located, is mainly a high concentration of mid to high office buildings. While multiple lines are available and access to major stations in Tokyo is excellent, the rent level is relatively low, and mid-sized enterprises are concentrated in this area. The Property is an office building that is very convenient for traffic and has excellent visibility in a location facing a large street, as it is located approximately 1 minute on foot from the Kanda Station on the JR Yamanote Line and on the Tokyo Metro Ginza Line. (2) Building The Property has a leasable floor area of about 286 m2 (about 87 tsubo) on the standard floors with ceiling height of 2.6 m. It is equipped with OA floors (40 mm), individual air-conditioning systems, 2 elevators, 1 parking space. The property is relatively competitive compared to its neighborhood office buildings because of its stately appearance due to glass-walled and black granite finish, its open feel as natural light comes in from 3 sides, and its astylar room layouts that are easy for tenants to use. Through the Acquisition, the portfolio of the Investment Corporation will expand to 99 properties (total: 432.8 billion yen). The investment ratio of office buildings in the portfolio will be 99.3%, and the investment ratio of the Tokyo Metropolitan Area (Note) in the portfolio will be 80.9% (The figures are based on acquisition price.). Note: Tokyo Metropolitan Area means major cities in Tokyo Metropolitan, Kanagawa, Saitama, and Chiba Prefectures. 3. Details of the Property Property Name KDX Kanda Ekimae Building Type of Specified Asset Trust beneficiary interest in real estate Trustee Mitsubishi UFJ Trust and Banking Corporation Trust Term March 18, 2004 to January 31, 2030 Current Owner (Current Beneficiary) Domestic general business corporation Location (Lot number) 3-7-4 Kanda Kajicho, Chiyoda-ku, Tokyo (Note 1) Usage Office Type of Structure Flat-roofed, Steel-framed structure; 8 above-ground floors Land 435.14 m2 (Note 2) Site Area Building (Total Floor Area) 2,543.00 m2 Type of Land Proprietary ownership Ownership Building Proprietary ownership Completion Date February 25, 1991 Architect Atelier 8 Inc.・Oka Design Office Construction Company OBAYASHI CORPORATION Construction Confirmation Authority Tokyo Metropolitan Government Probable Maximum Loss 6.47% (Sompo Risk Management Inc.) Acquisition Price 3,300 million yen Appraisal Value 3,510 million yen Base Date for Appraisal January 1, 2020 Appraisal Appraiser Japan Real Estate Institute Details Please refer to “10. Summary of Appraisal Report” below. Existence of Secured Interests after Acquisition None Master Lease Company after Acquisition The Investment Corporation 2 Property Management Company after Acquisition Kenedix Property Management, Inc. Details of Tenant (Office) As of January 31, 2020 Number of End Tenants 7 Total Leasable Area 2,162.89 m2 Total Leased Area 2,162.89 m2 Occupancy Rate 100.0% Monthly Rent and Common Area Charge 10 million yen (Note3) (Excluding Consumption Tax, etc.) Security and Guarantee Deposit 60 million yen (Note3) Forecast income and expenditure Please refer to “Reference Material 1” for details. (annual amount) Forecast Net Operating Income 113 million yen Forecast Net Operating Income after 105 million yen Depreciation Special Considerations Not applicable Note 1: Concerning location of the Property, the residence indication has yet to be confirmed. Note 2: A portion of the northwest adjacent land (approximately 23.32 m2) has been set with easement for the purpose of passing the land of the property. Other Note 3: Figures include the total amount of monthly rent, common area charge, and security and guarantee deposit for the end-tenants for which the lease period has started as of January 31, 2020. 3 4. Seller’s Profile Name and other information of the seller are not disclosed because the seller has not given consent. In addition, there is no special capital relationship, no special personnel relationship or no special business relationship between the Investment Corporation or the Asset Management Company and the seller. Furthermore, the seller is neither a related party, etc. as defined in the Act on Investment Trusts and Investment Corporations (“the Investment Trust Act”) nor a related party as defined in the Office REIT Department Related-party Transaction Rules of the Asset Management Company 5. Acquirer’s (Previous Owners of Current Owner) Profile It is omitted because the seller (the current owner) of the Property is not a special related party of the Investment Corporation or the Asset Management Company. 6. Details of Brokerage Not applicable for the Acquisition 7. Related Party Transaction Concerning the following transactions with related parties in relation to the Acquisition, the Asset Management Company fully complies with standards provided for in laws and regulations and other rules, based on the Office REIT Department Related-party Transaction Rules. The Asset Management Company’s Office REIT Department Asset Management Committee passed a resolution on the related-party transactions upon deliberation and resolution at its Compliance Committee. [Appointment of Property Management Company] The Investment Corporation will, regarding the Property, enter into a property management agreement with Kenedix Property Management, Inc. on the acquisition date. The property management fee will be the same as those for other properties in the portfolio. Outline of Kenedix Property Management, Inc. Name of Company Kenedix Property Management, Inc. Location 5-1-9 Shinbashi, Minato-ku, Tokyo Title and Name of Representative Akimitsu Uezu, President & CEO Description of Business Consulting business related to real estate administration, leasing, brokerage and management, etc. Amount of Capital 100 million yen (as of the end of January 2020) Date of Incorporation January 31, 2014 Relationship with the Investment The property management company is the subsidiary company of Kenedix, Corporation or the Asset Inc., the parent company, etc. of the Asset Management Company under the Management Company Financial Instruments and Exchange Act and is a related party, etc. as defined in the Investment Trust Act and a related party as defined in the Office REIT Department Related-party Transaction Rules of the Asset Management Company. 8. Scheduled Date of the Acquisition Determination Date of the Acquisition, Date of Contract, February 7, 2020 Payment Date and Delivery Date 4 9. Outlook The impact of the Acquisition on the financial results for the fiscal period ending April 30, 2020 (November 1, 2019 to April 30, 2020) and the fiscal period ending October 31, 2020 (May 1, 2020 to October 31, 2020) is minimal. Therefore, the forecast of financial results for the fiscal period remain unchanged. 5 10. Summary of Appraisal Report Property Name KDX Kanda Ekimae Building Appraisal Value 3,510,000,000 yen Appraiser Japan Real Estate Institute Appraisal Date January 1, 2020 Unit: Yen Item Content Basis Estimate an amount by treating equally the Value Calculated Income Capitalization Approach Value 3,510,000,000 Using the Direct Capitalization Method and the Value Calculated Using the