Notice concerning Acquisition of Asset (LAQUAS Higashi Shinjuku)

Transcription

1 This translation of the original Japanese notice is provided solely for information purposes. Should there be any discrepancy between this translation and the Japanese original, the latter shall prevail. REIT Issuer: Daiwa Office Investment Corporation (Stock Code No.: 8976) Representative: Nobuaki Omura, Executive Director November 25, 2014 Asset Manager: Daiwa Real Estate Asset Management Co. Ltd. Representative: Akira Yamanouchi, President and Representative Director Inquiries to: Yuji Shinotsuka, Vice President and Representative Director (Tel: ) Notice concerning Acquisition of Asset (LAQUAS Higashi Shinjuku) We hereby announce that today Daiwa Office Investment Corporation (the Investment Corporation ) has determined to acquire a trust beneficial interest in real estate (the Acquisition ) as follows. 1. Summary of Asset to Be Acquired Type of Assets Trust beneficial interest in real estate Property Name LAQUAS Higashi Shinjuku (the Property ) Location Okubo, Shinjuku-ku, Tokyo Acquisition Price 8,450 million yen (excluding associated acquisition costs, consumption tax, etc.) Date of Conclusion of purchase agreement (the Purchase November 25, 2014 Agreement ) Date of Delivery (scheduled) December 3, 2014 (Scheduled) Seller (the Seller ) Higashi Shinjuku Building Tokutei Mokuteki Giasha (the Seller ) Funding for Acquisition Cash on hand and the loans press released on November 25 (Note1). Payment Method Lump-sum payment at the time of delivery Intermediary Not disclosed (Note 2) (Note 1) Please refer to the press release Notice Concerning Borrowing of Funds dated today, (Note 2) The Intermediary is a domestic corporation which has not agreed to disclose its name. 2. Reason for Acquisition We believe that the Property is appropriate pursuant to the basic policy for the asset management set forth in the Articles of Incorporation and the management policy of the Investment Corporation. We decided to acquire the Property because we appreciate the rarity and profitability of the Property. (1) Location of the Property: The Property is located at 2 minutes on foot from Higashi Shinjuku Station of Tokyo Metro and Toei Subway. The station conveniently connects to Shibuya, Shinjuku and Ikebukuro through Tokyo Metro Fukutoshin Line which became fully operational in 2008 and Roppongi and Iidabashi through the Toei Subway Oedo Line. In 2013 Fukutoshin Line was directly connected with Tokyu Toyoko 1

2 Line, which made Higashi Shinjuku area very convenient for commuting from bed towns. With such improvements in access, Higashi Shinjuku area in recent years received various large redevelopment projects with accompanied office integration which in turn has enhanced its recognition as office district. (2) Building Facilities: The Property is a 10 story mainly office building with total floor area of 9, m2 comprised with shops on the 1 st floor, offices on the 2 nd to 7 th floors and residential mansion for 8 th to 10 th floors. The high specification office floors have more than 300 tsubo space with no pillar for flexible arrangement and layout with 2,700mm of ceiling height for standard floors each with 100mm OA floor. As for the residential space, there are 44 units, mostly 1 K, with high standard utilities. The Property which continues to perform competitively with its functionality and favorable location should contribute to the return of Investment Corporation s portfolio. 3. Details of the Property to be Acquired Property Name LAQUAS Higashi Shinjuku Type of Specified Assets Trust beneficial interest in real estate Trustee (scheduled) Mitsubishi UFJ Trust and Banking Corporation Trust Period (scheduled) From December 3, 2014 to December 3, 2024 Location (Lot Number) Okubo, Shinjuku-ku, Tokyo and other 3 lots Use (Real Property Registry) Office, Shop, Residential Mansion, Parking Space (i) Land: Ownership (ii) Building: Sectional Ownership (100%) Ownership Form Although the building is registered as sectional ownership, all of the sectional ownerships are acquired. Site Area (Real Property Registry) 1, m2 Total Floor Area (Real Property Registry) 9, m2 Structure (Real Property Registry) Steel frame flat roof, 10 stories above ground. August 4, 2010 Construction Date The legal certification is issued on September 4, 2009 for the (Real Property Registry) building. Building Engineer Taisei Corporation Registered Architect Office Constructor Taisei Corporation Structural-design Engineer Floor Height/Ceiling Height Air-conditioning System/OA Laying Building Inspection Agency Engineering Due Diligence Company Soil Contamination Risk Survey Company Probable Maximum Loss Level Taisei Corporation Registered Architect Office 3,900 mm (for standard floor) / 2,700 mm (for standard floor) Each floor individual treatment air-conditioning OA-capable floor The Building Center of Japan ERI Solution Co., Ltd. Earth-Appraisal Co., Ltd. 4.46% (Sompo Japan Nipponkoa Risk Management Inc.) 2

3 (Assessor) Acquisition Price Appraisal Value (Appraisal Date) Appraiser Collateral Summary of Tenants 8,450 million yen (excluding acquisition costs and consumption tax, etc.) 9,030million yen (as of October 31, 2014) DAIWA REAL ESTATE APPRAISAL CO.,LTD. None Total Number of Tenants 4 (As of scheduled delivery date) (Note 1) Rent Revenue Not disclosed (Note 2) Security Deposit and Guaranty Not disclosed (Note 2) Total Leased Floor Space 7, m2 (estimated as of the scheduled delivery date) (Note 3) Total Leasable Floor Space 7, m2 (Note 3) Trend in occupancy rates the last 5 years (Note2) June 30, % June 30, % June 30, % Scheduled delivery date 100.0% Expected NOI (NOI Yield) 350 million yen (4.1%) (Note 4) Other Relevant Information 8 th to 10 th floors of The Property are all residential mansion with 44 flats on the leasable area of 1, m2 in total. (Note1) Residential area is master leased by a tenant. (Note2) The figures are not presented as no permission has been granted for the disclosure by the related parties. (Note3) The figures are based on the data obtained from the Seller for the total leased floor space, total leasable floor space and trend in occupancy rates of the end tenants. (Note4) The figure is a reference (not a forecast) for the annual income based on the leasing agreement as of the scheduled acquisition date and is calculated with the assumption of the occupancy rate being 100% in consideration of the taxes and other costs that may incur. 4. Details of the Seller (1) Company Name Higashi Shinjuku Building TMK (2) Location Roppongi Minato-ku, Tokyo (3) Title and Name of (4) Representative Description of Business (5) Amount of Capital 100,000 yen Director / Takeshi Nakamura (6) Date of Incorporation August 26, Business pertaining to specified asset securitization 2. All other business incidental to the business pertaining to specified asset securitization stated above (7) Net Assets The seller has not agreed to disclose the net assets (8) Total Assets The seller has not agreed to disclose the total assets (9) Contributor The seller has not agreed to disclose the contributor (10) Relationship with the Investment Corporation/Asset Manager There is no capital relationship required to be stated between Capital Relationship the Investment Corporation/Asset Manager and the Seller. Also, the affiliated parties and the affiliated companies of the 3

4 Personnel Relationship Business Relationship Status of Classification as Related Party Seller do not fall under the Capital Relationship of the Investment Corporation/Asset Manager. There is no personnel relationship required to be stated between the Investment Corporation/Asset Manager and the Seller. Also, the affiliated parties and the affiliated companies of the Seller do not fall under the Personnel Relationship of the Investment Corporation/Asset Manager. There is no business relationship required to be stated between the Investment Corporation/Asset Manager and the Seller. Also, the affiliated parties and the affiliated companies of the Seller do not fall under the Business Relationship of the Investment Corporation/Asset Manager. The Seller does not fall under the Related Party of the Investment Corporation/Asset Manager. Also, the affiliated parties and the affiliated companies of the Seller do not fall under the Related Persons of the Investment Corporation/Asset Manager. 5. Status of Owners etc. of Properties The acquisition of the trust beneficial interest is not an acquisition from any persons having a special interest in the Investment Corporation or the Asset Manager. 6. Status of Intermediary (1) Summary of Intermediary A domestic corporation is the intermediary for the transaction of the Property. Since no permission, however, has been granted by it as to the disclosure of its name, etc., there presents no detail on it. There is no relationship required to be disclosed between the Investment Corporation/Asset Manager and the Intermediary in terms of capital, personnel and business. The Intermediary does not fall under the Related Party of the Investment Corporation/Asset Manager. Also, the Intermediary does not fall under the Interested Persons of the Investment Corporation/Asset Manager or under the Related Persons of the sponsor. (2) Fees for the Intermediary With no intermediary s permission to disclosure of the fees and other details of the transaction, there is no disclosure on the fees. 4

5 7. Acquisition Schedule Date of Determination of the Acquisition November 25, 2014 Date of Execution of Purchase Agreement November 25, 2014 Scheduled Payment Date December 3, 2014 Scheduled Delivery Date December 3, Future Prospects As to the impact of the Acquisition on the Investment Corporation s result and the distribution for the fiscal period ending May 2015 (19th fiscal period), it is not so significant that there is no amendment to the previously released forecast. - End - 5

6 Reference Material 1 Summary of Appraisal Report Appraiser DAIWA REAL ESTATE APPRAISAL CO.,LTD. Appraisal Date October 31, 2014 Appraised Value 9,030 million yen Items (million yen) (Note 1) Income Approach Value 9,030 Direct Capitalization Value 9,370 (1) Operating Revenue (a-b) 483 a. Potential Annual Rent Revenue 501 b. Amount of Loss due to Vacancy 17 (2) Operating Expenses (c+d+e+f) 111 c. Maintenance and Operation Cost (including cost of management, utility and PM fee) 65 d. Taxes and Public Charges 37 e. Non-life Insurance Premium 0 f. Other Expenses 6 (3) Net Operating Revenue 372 (4) Profit from deposits/guarantees, etc. 7 (5) Capital Expenditures 5 (6) Net Revenue ( (3)+(4)-(5)) 374 Capitalization Rate 4.0% Discounted Cash Flow Value 8,880 Discount Rate 3.8% Terminal Capitalization Rate 4.2% Integrated Value by Using Cost Method 9,230 Ratio of Land 76.8% Ratio of Building 23.2% (Note 1) The above revenue and expenses are based on the appraisal report and are not the figures forecasted by the Investment Corporation or the Asset Manager. 6

7 Reference Material 2 Photograph / Map < External View > 7

8 < Map > 8

9 Reference Material 3 Portfolio Overview after Acquisition of the Property Region Five Central Wards of Tokyo (Note 1) Name of Property Date of (Scheduled) Acquisition Acquisition Price (million yen) Investment Ratio (Note 4) Daiwa Ginza Oct 21, , % Daiwa Ginza Annex Oct 21, , % Daiwa Shibaura Oct 21, , % Daiwa Minami-Aoyama Oct 21, , % Daiwa Sarugakucho Oct 21, 2005/ Mar 30, , % Daiwa A Hamamatsucho Oct 21, , % Daiwa Jingumae Oct 21, , % Daiwa Shibadaimon Oct 21, , % Daiwa Misakicho Oct 21, , % Daiwa Shimbashi 510 Oct 21, , % Daiwa Tsukijiekimae Jan 27, , % Daiwa Tsukiji Jan 27, , % Daiwa Tsukiji 616 Mar 24, , % Daiwa Tsukishima Mar 24, , % Daiwa Nihombashi Horidomecho May 1, , % Daiwa Azabudai May 1, , % Daiwa Nihombashi Honcho Jul 31, , % Daiwa Ginza 1-chome Jul 31, , % Daiwa Kyobashi Jul 31, , % Daiwa Kojimachi 4 Chome Oct 6, 2006/ Mar 29/ May 29, , % Daiwa Onarimon Dec 1, , % Shinjuku Maynds Tower Jul 13/ Nov 26, , % SHIBUYA EDGE Jul 13, , % Daiwa Kodenmacho Aug 31, , % Daiwa Jimbocho Mar 10, , % Daiwa Nishi-Shimbashi Aug 13, , % Daiwa Kudan Sep 2, , % Daiwa Kayabacho Building Mar 25, , % Daiwa Jimbocho 3 Chome Mar 29, , % E SPACE TOWER Jul 8, , % Daiwa Nihonbashi Hongokucho May 11, , % shinyon curumu Dec 3, 2012/ Apr 12, , % Daiwa Shibuya Dougenzaka Jul 3, , % Akasaka Business Place August 9, , % Daiwa Shibuya Miyamasuzaka September 27, , % Azabu Green Terrace July 4, , % Daiwa Ebisu 4-chome December 1,2014 (scheduled) 4, % LAQAS Higashi Shinjuku December 3,2014 (scheduled) 8, % Total Number of Properties located in Five Central Wards of Tokyo: , % Greater Daiwa Kinshicho Oct 21, , % 9

10 Tokyo (Note 2) Daiwa Higashi-Ikebukuro Oct 21, , % Benex S-3 May 1, , % Daiwa Shinagawa North Jul 13, , % Daiwa Osaki 3 Chome Sep 18, , % Daiwa Kamiooka Mar 1, , % Integral Tower May 29, , % Total Number of Properties located in Greater Tokyo: 7 38, % Regional Daiwa Minami-Senba Aug 31, , % Major Cities Daiwa Meieki Feb 1, , % (Note 3) Kitahama Grand Building August 1, , % Total Number of Properties located in Major Regional Cities: 3 19, % Total Number of Properties: , % (Note 1) (Note 2) (Note 3) (Note 4) Five Central Wards of Tokyo mean Chiyoda-ku, Chuo-ku, Minato-ku, Shinjuku-ku and Shibuya-ku. Greater Tokyo means Tokyo excluding the Five Central Wards of Tokyo, Kanagawa, Chiba and Saitama Prefectures. Regional Major Cities means Osaka area (i.e., Osaka, Kyoto and Hyogo Prefectures), Nagoya area (Aichi, Mie and Gifu Prefectures), ordinance-designated cities and core cities under Local Autonomy Act. Figures in the Investment Ratio columns represent the percentage of the (scheduled) acquisition price of each property to the aggregate amount of the (scheduled) acquisition price, and are rounded to the nearest first decimal place. Please note that adding up of the investment ratio of the properties may not exactly match the investment ratio for each investment regions or for the overall portfolio. * Website URL of the Investment Corporation: 10