for immediate release for translation purposes only · the property is a five-minute walk from...
TRANSCRIPT
Note: This document is prepared as a press release for public announcement concerning the acquisition of assets by JEI and not intended for investment solicitation. In making an
investment, investors are advised to make their own investment decisions at their own judgment and responsibility after reading carefully the registration prospectus for the
issuance of new investment units and the secondary offering of investment units prepared by JEI and any amendments thereto.
1
For Immediate Release
For Translation Purposes Only
January 8, 2014 Japan Excellent, Inc. (TSE: 8987) Hidehiko Ogawa, Executive Director Asset Management Company: Japan Excellent Asset Management Co., Ltd.
Representative: Chifumi Toda, President
Contact: Wataru Hasegawa
General Manager, Corporate Planning Dept. TEL: +81-3-5412-7911
Notice Concerning the Acquisition of Investment Assets
(HAMARIKYU INTERCITY (Additional Acquisition of Compartmentalized Ownership),
Aoba-dori Plaza, Daiwa Minami-morimachi Building)
Japan Excellent, Inc. (hereinafter “JEI”) hereby announces that it decided today to acquire investment
assets, as described below.
1. Summary of Acquisition (A) HAMARIKYU INTERCITY (Additional Acquisition of Compartmentalized Ownership)
(1) Property Name: HAMARIKYU INTERCITY (Additional Acquisition of Compartmentalized
Ownership) (hereinafter, “HAMARIKYU INTERCITY”) (2) Property to be Acquired: Trust beneficiary interest in real estate
(3) Acquisition Price: ¥12,000 million (JPY12,000,000,000)
(4) Date of Execution of Purchase Agreement: January 8, 2014
(5) Scheduled Acquisition Date: February 4, 2014
(6) Seller: NIPPON STEEL KOWA REAL ESTATE CO., LTD..
(7) Funding for Acquisition: Proceeds from issuance of new investment units, debt financing or funds
on hand (scheduled)
(8) Method of Settlement: The settlement is planned to be made at once when the acquisition is made.
(Note) JEI will acquire the co-ownership interest for all site area and the whole building ownership (ownership ratio of 60/100).
Since JEI already has the co-ownership interest for all site area and the whole building with 40/100 ratio, acquisition this
time completes the entire acquisition of the property.
(B) Aoba-dori Plaza
(1) Property Name: Aoba-dori Plaza (2) Property to be Acquired: Trust beneficiary interest in real estate
(3) Acquisition Price: ¥2,120 million (JPY 2,120,000,000)
(4) Date of Execution of Purchase Agreement: January 8, 2014
(5) Scheduled Acquisition Date: February 4, 2014
(6) Seller: Bois Vert LLC
(7) Funding for Acquisition: Proceeds from issuance of new investment units, debt financing or funds on
hand (scheduled)
(8) Method of Settlement: The settlement is planned to be made at once when the acquisition is made.
Note: This document is prepared as a press release for public announcement concerning the acquisition of assets by JEI and not intended for investment solicitation. In making an
investment, investors are advised to make their own investment decisions at their own judgment and responsibility after reading carefully the registration prospectus for the
issuance of new investment units and the secondary offering of investment units prepared by JEI and any amendments thereto.
2
(C) Daiwa Minami-morimachi Building
(1) Property Name: Daiwa Minami-morimachi Building
(2) Property to be Acquired: Trust beneficiary interest in real estate
(3) Acquisition Price: ¥4,410 million (JPY4,410,000,000)
(4) Date of Execution of Purchase Agreement: January 8, 2014
(5) Scheduled Acquisition Date: February 4, 2014
(6) Seller: Bois Vert LLC
(7) Funding for Acquisition: Proceeds from issuance of new investment units, debt financing or funds on
hand (scheduled)
(8) Method of Settlement: The settlement is planned to be made at once when the acquisition is made.
Trust beneficiary interests pertaining to HAMARIKYU INTERCITY, Aoba-dori Plaza and Daiwa
Minami-morimachi Building are hereinafter collectively or individually referred to as the “Property to
be Acquired.”
2. Background of Acquisition
JEI has decided to acquire the Property to be Acquired in order to enhance its portfolio, pursuant to
the investment targets and policies of asset management stipulated in the Articles of Incorporation of
JEI. For the factors JEI has taken into account in reaching the decision to acquire the Property to be
Acquired, please refer to the “Evaluation of the Property to be Acquired” column of each property of
the immediately following section titled “3. Details of the Property to be Acquired.”
3. Details of the Property to be Acquired
(A) HAMARIKYU INTERCITY
(1) Evaluation of the Property to be Acquired
A. Location
The property is a five-minute walk from Hamamatsucho Station on the JR and Tokyo Monorail Line,
and is accessible to three stations on six lines including the Daimon subway station on the Tokyo
Metro Line and Takeshiba Station on Yurikamome Line. In addition to its direct connection to major
business centers such as Tokyo, Shinagawa and Shinjuku, its location boasts excellent accessibility to
places such as Shinkansen stations and Haneda Airport.
In the surrounding area are Hamarikyu Garden, Kyu Shiba Rikyu Garden, theaters and hotels, etc.
facing the waterfront area offering scenic beauties. This is a location blessed with a rare combination
of the convenience of central Tokyo and an abundance of nature.
B. Building Facilities
The property is a mix-use development property completed in March 2011 with office spaces from the
3rd
to 11th
floors and residential units from the 13th
to 25th
floors. It has adopted state-of-the-art
technologies and facilities including a hybrid vibration control structure, sophisticated anti-seismic
design that is also expected to withstand long-period earthquake ground motion, a power backup
system using remote substations, district heating and cooling, photovoltaic power generation, etc. that
enable the building to be more resilient in an emergency situation and more environmentally
friendly.
The office floors are not only highly functional but also have excellent views and lighting including
an over 300 tsubo floor space and 2,900mm ceiling height without pillars as well as outdoor terraces
that are directly accessible from the offices. Residential floors are also equipped with sufficient
amenities including a reception area, lounge, and athletic gym for the exclusive use of the residents.
Note: This document is prepared as a press release for public announcement concerning the acquisition of assets by JEI and not intended for investment solicitation. In making an
investment, investors are advised to make their own investment decisions at their own judgment and responsibility after reading carefully the registration prospectus for the
issuance of new investment units and the secondary offering of investment units prepared by JEI and any amendments thereto.
3
The office floors are expected to attract a demand from tenants who value high building specifications
as well as the excellent access to Shinkansen stations and airports. The residential floors are expected
to have a stable demand mainly from single and DINKS households for their excellent convenience
for transportation and living, facility specifications, and views.
(2) Overview of the Property to be Acquired
Property Name HAMARIKYU INTERCITY
Type of Specified Asset1 Trust beneficiary interest in real estate
Trustee2
Mizuho Trust & Banking Co., Ltd. (scheduled)
Trust Establishment Date2
February 4, 2014 (scheduled)
Maturity Date of Trust2
February 29, 2024 (scheduled)
Location Lot Number
3 1-21-2 Kaigan, Minato-ku, Tokyo
Address4
1-9-1 and 1-15, Kaigan, Minato-ku, Tokyo
Use3, 13
Apartments, offices, parking
Site Area Land
5, 6 3,843.34m
2
Building7 35,555.87m
2
Structure3 S/SRC, Flat-roofed, B2/25F
Completion Date3 March 7, 2011
Building Engineer Nihon Sekkei, Inc.
Constructor Shimizu Corporation
Building Inspection Agency The Building Center of Japan
Type of
Ownership8
Land Ownership (co-ownership)
Building Ownership (co-ownership)
Appraisal Value9
¥12,000 million (JPY12,000,000,000)
Appraisal Date November 30, 2013
Appraiser Japan Real Estate Institute
PML10
2.26%
(Based upon the Building Survey Report on PML
Assessment produced by Sompo Japan Nipponkoa Risk
Management, Inc.)
Collateral None11
Property Management Company12
NIPPON STEEL KOWA REAL ESTATE CO., LTD..
Master Lease Company12
Tokyu Community Corp.
Other Relevant Information None
Notes
1. The type of asset to be acquired by JEI.
2. JEI, seller and the trustee will enter into a real estate management/disposition trust agreement to establish a trust whose trust
property primarily consists of the property by the scheduled acquisition date.
3. The descriptions of “Lot Number,” “Structure,” and “Completion Date” are based on information in the land registry. If such
building or building in trust is an exclusive ownership interest in a compartmentalized ownership building, this column
describes the structure including the number of floors of the entire building rather than the exclusive ownership interest held.
The descriptions of “Use” are based on information in the land registry or completion drawing.
4. Specifically, 1-9-1 and 1-9-15 correspond to the office component and the residential component, respectively.
5. Land area (land area of whole land) in the land registry is indicated.
6. The actual site area is 3,857.48m2.
7. The sum of site area of floors of the building written in the land registry is indicated here.
8. JEI will acquire the co-ownership interest for all site area and the whole building ownership (ownership ratio of 60/100).
Since JEI already has the co-ownership interest for all site area and the whole building with 40/100 ratio, acquisition this
time completes the entire acquisition of the property.
9. The appraisal value represents the value of the 60% co-ownership interest to be acquired.
Note: This document is prepared as a press release for public announcement concerning the acquisition of assets by JEI and not intended for investment solicitation. In making an
investment, investors are advised to make their own investment decisions at their own judgment and responsibility after reading carefully the registration prospectus for the
issuance of new investment units and the secondary offering of investment units prepared by JEI and any amendments thereto.
4
10. “PML (Probable Maximum Loss)”is the percentage of losses which will not exceed 90% against building replacement price,
should the greatest earthquake that has a 10% probability occurring within the average useful life of a building of 50 years
occur.
11. The collateral will be released as of the scheduled date of acquisition by JEI.
12. Property Management Company as of the date of this document and Master Lease Company for the residential part of the
property as of the date of this document are indicated here. After this additional acquisition, JEI will conclude new contract
with NIPPON STEEL KOWA REAL ESTATE CO., LTD.. as both Property Management Company and Master Lease
Company and will entrust property management for all of the property and lease the building of the property in its entirety.
Also NIPPON STEEL KOWA REAL ESTATE CO., LTD.. will sublease the residential part to the Master Lease Company as
of the date of this document, and it will be sub-subleased from the company to an end tenant.
13. The property is classified as “residential property” in accordance with the Asset Management Guidelines (Note) prescribed
by Japan Excellent Asset Management Co., Ltd. (hereinafter “JEAM” or the “Asset Management Company”), which is the
asset management company retained by JEI as more than half of the total leasable floor space of the property is for the
residential use.
(Note) The Investment Regulations of JEI provide that JEI shall mainly invest in office properties and may also invest in properties for
other uses (Article 26, Paragraph 2 of the Investment Regulations). The aforementioned Asset Management Guidelines further provide that the proportion of the properties for uses other than office in the total portfolio shall not exceed 10%. The proportion
of the Property to be Acquired and properties already held by JEI in the total portfolio will be 7.2% after the acquisition.
Therefore, the requirements of the Asset Management Guidelines will still be satisfied. The use of each real estate related asset is determined based on the most prominent use of the asset provided that the leasable
floor space in such use is more than half of the total leasable floor space of the asset. The full amount of the acquisition price of
an asset whose use is determined in this manner is included in the calculation of the total acquisition price by use.
(3) Tenant Summary
Leasable Floor Space1 19,718.11m
2 (11,830.87m
2)
Leased Floor Space1 19,674.40m
2 (11,804.64 m
2)
Number of Tenants 62
Monthly Rent ¥67,141 thousand3
Leaseholds and Security Deposits ¥427,415 thousand4
Occupancy Rate
December
31, 2011
December
31, 2012
October
31, 2013 - -
87.2% 98.2% 99.8% - -
Notes:
1. “Leasable Floor Space” and “Leased Floor Space” indicate the respective space for the entire property followed by the space for the 60% co-ownership interest to be acquired by JEI in parentheses.. The Leased Floor Space data are as of October 31,
2013.
2. “Number of Tenants” is as of October 31, 2013. Mizuho Trust & Banking Co., Ltd. granted the seller, who is also the co-owner, the authority to lease the residential space of the property in its sole discretion and the seller retains the current
master lease agreement with the master lease company, under which the master lease company is entitled to sublease the property to third-party tenants (“Master Lease Agreement”). Therefore, the number of tenants for the residential space is
counted as 1, whereas the number of tenants for the office space represents the number of end tenants. The figure in the
Number of Tenants column indicates the total of these numbers. 3. The figure for “Monthly Rent” is the total (not including consumption and other taxes) of monthly rents (including common
area expenses, but excluding fees for use of parking and other attached facilities), as of October 31, 2013, set forth in the
lease agreements concluded with tenants. Fractions less than one thousand yen are rounded down. The resulting amount represents 60% of the total amount for the entire office space.
4. The figure for “Leaseholds and Security Deposits” shows the balance, as of October 31, 2013, of leaseholds and security
deposits deposited by tenants (not including those pertaining to parking and other attached facilities and the amount which
the lessor is not obligated to return). Fractions less than one thousand yen are rounded down. The resulting amount represents
60% of the total amount for the entire office space.
(4) Details of the Seller
Company Name NIPPON STEEL KOWA REAL ESTATE CO., LTD...
Location of
Headquarters
1-15-5 Minami-Aoyama, Minato-ku, Tokyo
Note: This document is prepared as a press release for public announcement concerning the acquisition of assets by JEI and not intended for investment solicitation. In making an
investment, investors are advised to make their own investment decisions at their own judgment and responsibility after reading carefully the registration prospectus for the
issuance of new investment units and the secondary offering of investment units prepared by JEI and any amendments thereto.
5
Representative Tetsuo Narukawa, President
Capital
(as of March 31, 2012)
¥19.8 billion
Total Assets
(as of March 31, 2012)
¥110,038 million
Net Assets
(as of March 31, 2012)
¥620,711 million
Major Shareholders
(as of March 31, 2012) NIPPON STEEL & SUMITOMO METAL CORPORATION
The Dai-ichi Life Insurance Company, Limited
Nippon Life Insurance Company
Jowa Holdings Company, Limited
Main Business Real estate business
Relationship with
JEI/JEAM
Capital
Relationship
As of January 8, 2014, the Seller holds 6.4% (71,560 units) of the total number of JEI’s outstanding investment units, and also holds 45% (4,050 units) of the total number of the Asset Management Company(JEAM)’s outstanding shares. The Seller does not fall under the category of a “related party” as defined in the Law Concerning Investment Trusts and Investment Corporations (the “Investment Trust Law”). However, the Seller is a sponsor company under voluntary internal regulations for transactions with sponsor companies (the “Regulations for Transactions with Sponsor Companies”) formulated by JEAM with the aim of eliminating potential conflicts of interest and thereby enabling it to perform efficient asset management for JEI.
Personnel
Relationship As of January 8, 2014, the Seller dispatches 11
officers and employees to JEAM.
Business
Relationship During the Fifteenth Fiscal Period (July 1, 2013 to
December 31, 2013), there was no asset acquisition
or sale transaction between the Seller and JEI or
JEAM.
Status as Related
Party
The Seller is not a related party of JEI or JEAM.
(5) Status of Previous Owners
Former Owner Beforehand Owner
Company Name NIPPON STEEL KOWA REAL
ESTATE CO., LTD..
None
Relationship with JEI/JEAM Please refer to “(4) Details of the
Seller” above.。
-
Background/Reasons for
Acquisition
Acquired for development purposes -
Date of Acquisition Acquired land in September and
November 2006 for development
purposes
-
Acquisition Price - -
Note: This document is prepared as a press release for public announcement concerning the acquisition of assets by JEI and not intended for investment solicitation. In making an
investment, investors are advised to make their own investment decisions at their own judgment and responsibility after reading carefully the registration prospectus for the
issuance of new investment units and the secondary offering of investment units prepared by JEI and any amendments thereto.
6
(6) Details of Brokerage
Not applicable.
(7) Conflicts of Interest of JEAM Relating to the Property to be Acquired
The Seller (NIPPON STEEL KOWA REAL ESTATE CO., LTD..), which will also serve as the property
management company, is “sponsor company” under the “Regulations for Transactions with Sponsor
Companies,” which are voluntary internal regulations formulated by JEAM. Accordingly, in concluding
the abovementioned trust beneficiary interest transfer agreement with said sponsor company, JEAM, in
compliance with the aforementioned regulations, has completed the following procedures (hereinafter,
“Procedure pursuant to the Regulations for Transactions with Sponsor Companies”): (i) obtained
approval at a meeting of its Compliance Committee, which includes outside experts; (ii) obtained
approval at a meeting of its Investment Committee, and (iii) presented the transaction for deliberation
and approval at a meeting of its Board of Directors. In addition, it has been decided that Mizuho Trust &
Banking Co., Ltd., the trustee of the property, will appoint NIPPON STEEL KOWA REAL ESTATE
CO., LTD.. as the property management company for the property. In making this decision, JEAM has
completed Procedure pursuant to the Regulations for Transactions with Sponsor Companies in the same
manner.
(8) Acquisition Schedule
January 8, 2014 Decision within JEI to acquire asset
January 8, 2014 Execution of the purchase agreement subject to conditions precedent(Note)
February 4, 2014 Handover date (scheduled)
(Note) The execution of the agreement is subject to the conditions precedent that funds necessary for the acquisition of the trust
beneficiary interest have been or can be secured through the issuance of new investment units or debt financing. If said
conditions are not met by the execution date of the purchase agreement, the agreement will lose its effect definitively. The
transferor and the transferee may not claim compensation from the other party for any damage, loss, or cost (including legal
fees) arising in relation to the execution or lapse of the agreement. The same shall apply to other Property to be Acquired.
(B) Aoba-dori Plaza
(1) Evaluation of the Property to be Acquired
A. Location
The property faces to the entrance/exit to the underpass of Sendai Station and allows access to the station
via the underpass within one minute (to subway lines) to five minutes (to JR lines). This provides great
convenience to companies with employees often taking Shinkansen to other prefectures in the Tohoku
region or to Tokyo. It also has a high level of visibility as it stands along the Aoba-dori, the main street
from Sendai Station, therefore very recognizable as well.
Note: This document is prepared as a press release for public announcement concerning the acquisition of assets by JEI and not intended for investment solicitation. In making an
investment, investors are advised to make their own investment decisions at their own judgment and responsibility after reading carefully the registration prospectus for the
issuance of new investment units and the secondary offering of investment units prepared by JEI and any amendments thereto.
7
B.Building Facilities
The property is a co-ownership interest of exclusive sections (retail and office spaces from the 1st basement
floor to the 14th
floor above ground) of the compartmentalized ownership building with 15 floors above
ground and one below. Other exclusive sections (part of the 1st basement floor to part of the 2
nd basement
floor) are used as a shops and offices of financial institutions. The standard office floor consists of a
regular-shaped space of approximately 353 tsubos with a ceiling height of 2,700mm (plus 100mm for OA
floor), individually controlled air conditioning, an automated security system that allows 24-hour access, six
elevators, a parking space for 130 vehicles, 82 bicycles and 81 motorcycles. Since it can be divided into 11
smaller spaces of approximately 27 tsubos to meet various needs of tenants.
The property has high level of earthquake-proof safety (earthquake-resistance safety confirmation obtained,
PML of 0.89%) with CFT structure and vibration damping device. In addition, many disaster prevention
measures found in recently built buildings are incorporated, such as two emergency-use power-receiving
facilities and in-building warehouse to stock emergency supplies.
(2) Overview of the Property to be Acquired
Property Name Aoba-dori Plaza
Type of Specified Asset1 Trust beneficiary interest in real estate
Trustee Mizuho Trust & Banking Co., Ltd.
Trust Establishment Date August 29, 2013
Maturity Date of Trust February 29, 2024 (scheduled) 2
Location Lot Number
3 3-2-1 Chuo, Aoba-ku, Sendai-shi, Miyagi and other 6 sites
Address 3-2-1 Chuo, Aoba-ku, Sendai-shi, Miyagi
Use3
Offices, store, bank, parking
Site Area3,4
Land5
2,908.56m2
Building6
22,737.38m2
Structure3, 7
S/SRC, Flat-roofed, B1/15F
Completion Date3
July 26, 1996
Building Engineer Shimizu Corporation
Constructor Shimizu Corporation
Building Inspection Agency Sendai City
Type of
Ownership8
Land Ownership
Building Compartmentalized ownership (co-ownership)
Appraisal Value ¥2,560 million (JPY2,560,000,000)
Note: This document is prepared as a press release for public announcement concerning the acquisition of assets by JEI and not intended for investment solicitation. In making an
investment, investors are advised to make their own investment decisions at their own judgment and responsibility after reading carefully the registration prospectus for the
issuance of new investment units and the secondary offering of investment units prepared by JEI and any amendments thereto.
8
Appraisal Date August 1, 2013
Appraiser Japan Real Estate Institute
PML 9
0.89% (Based upon the Building Survey Report on PML
Assessment produced by Sompo Japan Nipponkoa Risk
Management, Inc.)
Collateral None10
Property Management Company11
The Dai-ichi Building Co., Ltd.
Master Lease Company None
Other Relevant Information
1. The management regulations for the property stipulate that, if
a compartmentalized owner of the property intends to transfer
its exclusive section (or co-ownership interest), the other
compartmentalized owners may preferentially acquire the
right, and also with regard to land that if certain rights
originate the approval of all of the building’s owners is
required.
2. While the building of the property was constructed with an
easing of floor area ratio with permission based on the proviso
of Article 59-2 Paragraph 1 of the Building Standards Act,
approval for the change of permission was obtained from
Sendai City’s mayor and work for the change of floor area
subject to the floor area ratio, such as converting the garbage
storage to a disaster prevention warehouse, was conducted.
Notes
1. The type of asset to be acquired by JEI.
2. According to current trust agreement, August 29, 2023 is set as Maturity Date of Trust. However, on the date of planned acquisition, JEI
intends to conclude change of agreement with the trustee, which will change the maturity date to February 29, 2024
3. The information given for “Lot Number,” “Site Area,” “Structure,” and “Completion Date” is based on information entered
in the land registry for the property. The information given for “Use” is based on “type” information entered in the land
registry or on information presented on the completion drawing.
4. The “Site Area” figures indicate the areas of the entire lot for the land and the entire floor space of the building. The floor
area of parking spaces, storage spaces and warehouse spaces totaling 533.31m2 that are contractual common area are
included in the building’s area above.
5. The property’s site area consists of seven parcels. The trustee has the ownership for three parcels (1,006.17m2). The
remaining four parcels (1,902.39m2) are owned by the co-owners of the building (exclusive section to be acquired by the
trustee).
6. The exclusive section where the trustee has acquired co-ownership interest is the office and shop section (13,981.58m2) in
the basement floor and from the first to 14th floors and the ownership ratio is 39.9789%. The trustee also owns
co-ownership interest (38.1051%) of parking space (415.28m2) which is a separate contractual common area as well as
attached facilities of the contractual common area for parking, storage and warehousing (total of 118.03m2).
7. Structural information for the entire building is presented here.
8. “Type of Ownership” addresses the type of assets to be acquired by the trustee.
9. “PML (Probable Maximum Loss)”is the percentage of losses which will not exceed 90% against building replacement price,
Note: This document is prepared as a press release for public announcement concerning the acquisition of assets by JEI and not intended for investment solicitation. In making an
investment, investors are advised to make their own investment decisions at their own judgment and responsibility after reading carefully the registration prospectus for the
issuance of new investment units and the secondary offering of investment units prepared by JEI and any amendments thereto.
9
should the greatest earthquake that has a 10% probability occurring within the average useful life of a building of 50
years, occur.
10. The collateral will be released as of the scheduled date of acquisition by JEI.
11. “Property Management Company” indicates the name of the property management company with whom JEI entrusts property management
services as of the date of this release.
(3) Tenant Summary
Leasable Floor Space 6,302.5m2 1
Leased Floor Space 5,408.80m2 1
Number of Tenants 41 2
Monthly Rent ¥24,186 thousand 3
Leaseholds and Security Deposits ¥263,888 thousand4
Occupancy Rate
December
31, 2009
December
31, 2010
December
31, 2011
December
31, 2012
October
31, 2013
75.1% 73.5% 62.5% 77.7% 85.8%
Notes
1. The figures have been calculated by multiplying the leasable floor space of the exclusive spaces to be acquired and the leased floor
space as of October 31, 2013 by the ratio of co-ownership interest (39.9789%) which the trustee owns, respectively.
2. “Number of Tenants” is as of October 31, 2013.
3. The figure for “Monthly Rent” shows the amount obtained by multiplying the total (not including consumption and other taxes) of
monthly rents (including common area expenses but excluding fees for use of parking and other attached facilities) based on the
indicated in the lease agreements concluded with end-user tenants, as of October 31, 2013, by the ratio of the co-ownership interest
(39.9789%) which the trustee owns.
4. The figure for “Leaseholds and Security Deposits” shows the balance (or the amount after deducting the portion not needed to be
returned, if any), as of October 31, 2013, of leaseholds and security deposits collected from end tenants(excluding amounts related
to parking and other attached facilities),multiplied by the ratio of the co-ownership interest (39.9789%) which the trustee owns.
(4) Details of the Seller
Company Name Bois Vert LLC
Location Nihonbashi 1-Chome Building, 1-4-1 Nihonbashi, Chuo-ku, Tokyo
Matters Concerning
Members
Executive member: Gaia General Incorporated Association
Person in charge of execution of duties: Takanori Mishina
Capital
(as of January 8, 2014)
¥100,000
Total Assets Nondisclosure by a seller's intention
Net Assets Nondisclosure by a seller's intention
Main Business (1) Acquisition, holding, and disposition of trust beneficiary interest in
real estate
(2) Purchase and sales, leasing, management, acquisition, holding,
disposition, and use of real estate
(3) Acquisition, holding, and disposition of specified equity interest, etc.,
Note: This document is prepared as a press release for public announcement concerning the acquisition of assets by JEI and not intended for investment solicitation. In making an
investment, investors are advised to make their own investment decisions at their own judgment and responsibility after reading carefully the registration prospectus for the
issuance of new investment units and the secondary offering of investment units prepared by JEI and any amendments thereto.
10
in special purpose companies established for the purpose of carrying
out a business related to asset securitization
(4) Any other businesses incidental or related to the businesses set forth in
the preceding items
Date of Incorporation July 18, 2013
Equity Holder
(as of January 8, 2014)
Gaia General Incorporated Association (equity holding ratio: 100%)
Relationship with
JEI/JEAM
Capital
Relationship
Not applicable.
Personnel
Relationship
Not applicable.
Business
Relationship
During the Fifteenth Fiscal Period (July 1, 2013 to
December 31, 2013), there was no asset acquisition or
sale transaction between the Seller and JEI or JEAM.
Status as Related
Party Not applicable.
(5) Status of Previous Owners
The acquisition of the Property to be Acquired is not a transaction between JEI/JEAM with a special related
person.
(6) Details of Brokerage
Not applicable.
(7) Conflicts of Interest of JEAM Relating to the Property to be Acquired
Not applicable.
(8) Acquisition Schedule
January 8, 2014 Decision within JEI to acquire asset
January 8, 2014 Execution of the purchase agreement subject to conditions precedent
February 4, 2014 Handover date (scheduled)
(C) Daiwa Minami-morimachi Building
(1) Evaluation of the Property to be Acquired
A. Location
Note: This document is prepared as a press release for public announcement concerning the acquisition of assets by JEI and not intended for investment solicitation. In making an
investment, investors are advised to make their own investment decisions at their own judgment and responsibility after reading carefully the registration prospectus for the
issuance of new investment units and the secondary offering of investment units prepared by JEI and any amendments thereto.
11
The property is directly connected to Minami-Morimachi Station on the Tanimachi and Sakaisuji subway lines,
which is only one stop away (two minutes) from the Umeda area known as the center of Osaka, and is also
connected via underpass to JR Osaka-Temmangu Station. Transportation is excellent as the property allows
extremely easy access to three railway lines.
Moreover, the property is highly visible as it is located on the intersection of National Route 1 and
Tenjinbashi-suji Street. Minami-Morimachi and its surrounding area have strong demand as an office area
adjacent to the Umeda district. Furthermore, stable demand from professional offices such as patent offices
and law offices is expected as the Osaka High Court, the Osaka District Court and Osaka Legal Affairs Bureau
are nearby. The east side of the site is adjacent to Tenjinbashi-suji Street which is said to be the longest
shopping street in Japan, and the location provides a high level of daily convenience for office workers.
B.Building Facilities
The property is a compartmentalized ownership building with offices in the underground floor to the ninth
floor. The standard floor area for offices is approx. 333 tsubos. With individually controlled air-conditioning,
automated security permitting 24-hour access, parking for 60 vehicles, etc., the property has value and
advantage in terms of scale as the majority of buildings in the area are small-to medium-sized buildings. At the
same time, floors can be divided into spaces as small as 40 tsubos, making it also possible to meet the various
needs including relatively small tenants. The main tenant is an FM broadcasting station renting the space ever
since the completion of the building. Stable occupancy of the property can be expected from the fact that its
average occupancy rate is 99.1% over the past five years and it has advantageous location and scale as
mentioned above.
(2) Overview of the Property to be Acquired
Property Name Daiwa Minami-morimachi Building
Type of Specified Asset1
Trust beneficiary interest in real estate
Trustee Sumitomo Mitsui Trust Bank, Limited.
Trust Establishment Date February 20, 2004
Maturity Date of Trust February 29, 2024 (scheduled) 2
Location Lot Number
3 2-23-5 Tenjinbashi, Kita-ku, Osaka-shi, Osaka
Address 2-6, 2-chome Kita, Tenjinbashi, Kita-ku, Osaka-shi, Osaka
Use3
Office, parking, storage
Site Area3, 4
Land5
1,635.11m2
Building6 12,759.65m
2
Structure3, 7
SRC, Flat-roofed, B1/9F
Completion Date3
January 8, 1990
Building Engineer Taisei Corporation
Note: This document is prepared as a press release for public announcement concerning the acquisition of assets by JEI and not intended for investment solicitation. In making an
investment, investors are advised to make their own investment decisions at their own judgment and responsibility after reading carefully the registration prospectus for the
issuance of new investment units and the secondary offering of investment units prepared by JEI and any amendments thereto.
12
Constructor Taisei Corporation
Building Inspection Agency Osaka City
Type of
Ownership8
Land Ownership (co-ownership)
Building Compartmentalized ownership
Appraisal Value ¥4,520 million (JPY4,520,000,000)
Appraisal Date August 1, 2013
Appraiser Japan Real Estate Institute
PML9
12.67% (Based upon the Building Survey Report on PML
Assessment produced by Sompo Japan Nipponkoa Risk
Management, Inc.)
Collateral None10
Property Management Company11
Mitsui Fudosan Building Management Co., Ltd.
Master Lease Company None
Other Relevant Information
1. The management regulations for the property stipulate
that, if a party intends to transfer all or part of the
property’s compartmentalized ownership, it shall
preferentially offer the transfer to other
compartmentalized owners before offering to third
parties.
2. It has been agreed with Osaka City that it will be
allowed to use part of the site (approx. 10m2) without
charge for the establishment of a facility for an inlet
duct for the city-owned subway.
Notes
1. The type of asset to be acquired by JEI.
2. While August 31, 2023 is set as the maturity date of trust under the current trust agreement, JEI is scheduled to conclude an
agreement on February 4, 2014 to change the maturity date of trust to February 29, 2024.
3. The information given for “Lot Number,” “Site Area,” “Structure,” and “Completion Date” is based on information entered in the
land registry for the property. The information given for “Use” is based on “type” information entered in the land registry or on
information presented on the completion drawing.
4. The “Site Area” figures indicate the areas of the entire lot for the land and the entire floor space of the building.
5. The site of the property is co-owned together with other compartmentalized owners and the co-ownership interest of the trustee is
65%.
6. The exclusive space owned by the trustee consists of office space (6,762.70m2) on basement 1, floors 1 and 4 through 9.
7. Structural information for the entire building is presented here.
8. “Type of Ownership” addresses the type of assets to be acquired by the trustee.
9. “PML (Probable Maximum Loss)”is the percentage of losses which will not exceed 90% against building replacement price, should
the greatest earthquake that has a 10% probability occurring within the average useful life of a building of 50 years, occur.
10. The collateral will be released as of the scheduled date of acquisition by JEI.
11. “Property Management Company” indicates the name of the property management company with whom JEI entrusts property
management services as of the date of this release.
Note: This document is prepared as a press release for public announcement concerning the acquisition of assets by JEI and not intended for investment solicitation. In making an
investment, investors are advised to make their own investment decisions at their own judgment and responsibility after reading carefully the registration prospectus for the
issuance of new investment units and the secondary offering of investment units prepared by JEI and any amendments thereto.
13
(3) Tenant Summary
Leasable Floor Space 6,633.93m2 1
Leased Floor Space 6,484.31m2 1
Number of Tenants 91
Monthly Rent ¥28,093 thousand2
Leaseholds and Security Deposits ¥410,804 thousand3
Occupancy Rate
December
31, 2009
December
31, 2010
December
31, 2011
December
31, 2012
October
31, 2013
95.7% 95.1% 100% 100% 97.7%
Notes
1. “Leasable Floor Space”, “Leased Floor Space” and “Number of Tenants” are as of October 31, 2013 for the exclusive spaces owned
by the trustee.
2. The figure for “Monthly Rent” shows the total (not including consumption and other taxes) of monthly rents (including common
area expenses but excluding fees for use of parking and other attached facilities) based on and indicated in the lease agreements
concluded with tenants, as of October 31, 2013.
3. The figure for “Leaseholds and Security Deposits” shows the balance (or the amount after deducting the portion not needed to be
returned, if any), as of October 31, 2013 of leaseholds and security deposits collected from tenants (excluding amounts related to
parking and other attached facilities).
(4) Details of the Seller
Company Name Bois Vert LLC
Location Nihonbashi 1-Chome Building, 1-4-1 Nihonbashi, Chuo-ku, Tokyo
Matters Concerning
Members
Executive member: Gaia General Incorporated Association
Person in charge of execution of duties: Takanori Mishina
Capital
(as of January 8, 2014)
¥100,000
Total Assets Nondisclosure by a seller's intention
Net Assets Nondisclosure by a seller's intention
Main Business (1) Acquisition, holding, and disposition of trust beneficiary interest in
real estate
(2) Purchase and sales, leasing, management, acquisition, holding,
disposition, and use of real estate
(3) Acquisition, holding, and disposition of specified equity interest, etc.,
in special purpose companies established for the purpose of carrying out a
business related to asset securitization
(4) Any other businesses incidental or related to the businesses set forth in
the preceding items
Note: This document is prepared as a press release for public announcement concerning the acquisition of assets by JEI and not intended for investment solicitation. In making an
investment, investors are advised to make their own investment decisions at their own judgment and responsibility after reading carefully the registration prospectus for the
issuance of new investment units and the secondary offering of investment units prepared by JEI and any amendments thereto.
14
Date of Incorporation July 18, 2013
Equity Holder (as of January 8, 2014)
Gaia General Incorporated Association (equity holding ratio: 100%)
Relationship with
JEI/JEAM
Capital
Relationship Not applicable.
Personnel
Relationship
Not applicable.
Business
Relationship
During the Fifteenth Fiscal Period (July 1, 2013 to
December 31, 2013), there was no asset acquisition or
sale transaction between the Seller and JEI or JEAM.
Status as Related
Party Not applicable.
(5) Status of Previous Owners
The acquisition of the Property to be Acquired is not a transaction between JEI/JEAM with a special related
person.
(6) Details of Brokerage
Not applicable.
(7) Conflicts of Interest of JEAM Relating to the Property to be Acquired
Not applicable.
(8) Acquisition Schedule
January 8, 2014 Decision within JEI to acquire asset
January 8, 2014 Execution of the purchase agreement subject to conditions precedent
February 4, 2014 Handover date (scheduled)
4. Outlook
For the impact of said acquisition on JEI’s operating results for the Sixteenth Fiscal Period (January 1, 2014 to
June 30, 2014), please refer to the “Notice Concerning Operating Forecasts for the Fiscal Periods Ending June
30, 2014 and December 31, 2014” separately announced today.
(End)
Appendix:
(1) Appraisal Summary
(2) Property Income and Expense Outlook
(3) Portfolio Overview after Acquisition of the Property to be Acquired
(4) External View of the Property to be Acquired
Japan Excellent, Inc. Website: www.excellent-reit.co.jp/eng/
Note: This document is prepared as a press release for public announcement concerning the acquisition of assets by JEI and not intended for investment solicitation. In making an
investment, investors are advised to make their own investment decisions at their own judgment and responsibility after reading carefully the registration prospectus for the
issuance of new investment units and the secondary offering of investment units prepared by JEI and any amendments thereto.
15
(Appendix 1) Appraisal Summary
I-12 HAMARIKYU INTERCITY
(Millions of yen 1)
Notes
1. Amounts are rounded to the nearest millions of yen. The figures pertain to the portion of
the additional acquisition.
2. The value reflects the merits brought by being the sole owner, therefore relieved from
restrictions on management, operation, disposition, etc.
3. The value is of the value before reflecting merits mentioned in Note 2.
Appraiser Japan Real Estate Institute
Appraisal Date November 30, 2013
Appraisal Value 2
12,000
Income Approach Value3
11,800
Direct Capitalization Value 11,900
Operating Revenue 856
Gross Potential Revenue 903
Vacancy Loss 46
Operating Expenses 319
Net Operating Income 536
Interest Income 8
Capital Expenditures 19
Net Cash Flow 525
Cap Rate 4.4%
Discounted Cash Flow Value 3
11,700
Discount Rate 4.1%
Terminal Cap Rate 4.6%
Summation Value 3
12,100
Land Value/Land % 4,186/34.6%
Building Value/Building % 7,913/65.4%
Note: This document is prepared as a press release for public announcement concerning the acquisition of assets by JEI and not intended for investment solicitation. In making an
investment, investors are advised to make their own investment decisions at their own judgment and responsibility after reading carefully the registration prospectus for the
issuance of new investment units and the secondary offering of investment units prepared by JEI and any amendments thereto.
16
(Appendix 1) Appraisal Summary
IV-5 Aoba-dori Plaza
(Millions of yen(Note))
(Note) Amounts are rounded to the nearest millions of yen.
Appraiser Japan Real Estate Institute
Appraisal Date August 1, 2013
Appraisal Value 2,560
Income Approach Value 2,560
Direct Capitalization Value 2,580
Operating Revenue 324
Gross Potential Revenue 360
Vacancy Loss 36
Operating Expenses 161
Net Operating Income 162
Interest Income 3
Capital Expenditures 9
Net Cash Flow 157
Cap Rate 6.1%
Discounted Cash Flow Value 2,540
Discount Rate 5.6%
Terminal Cap Rate 6.3%
Summation Value 3,110
Land Value/Land % 1,893/60.9%
Building Value/Building % 1,216/39.1%
Note: This document is prepared as a press release for public announcement concerning the acquisition of assets by JEI and not intended for investment solicitation. In making an
investment, investors are advised to make their own investment decisions at their own judgment and responsibility after reading carefully the registration prospectus for the
issuance of new investment units and the secondary offering of investment units prepared by JEI and any amendments thereto.
17
(Appendix 1) Appraisal Summary
IV-6 Daiwa Minami-morimachi Building
(Millions of yen(Note))
(Note) Amounts are rounded to the nearest millions of yen.
Appraiser Japan Real Estate Institute
Appraisal Date August 1, 2013
Appraisal Value 4,520
Income Approach Value 4,520
Direct Capitalization Value 4,560
Operating Revenue 374
Gross Potential Revenue 390
Vacancy Loss 16
Operating Expenses 113
Net Operating Income 260
Interest Income 5
Capital Expenditures 20
Net Cash Flow 245
Cap Rate 5.4%
Discounted Cash Flow Value 4,470
Discount Rate 5.2%
Terminal Cap Rate 5.7%
Summation Value 3,380
Land Value/Land % 2,338/69.2%
Building Value/Building % 1,041/30.8%
Note: This document is prepared as a press release for public announcement concerning the acquisition of assets by JEI and not intended for investment solicitation. In making an
investment, investors are advised to make their own investment decisions at their own judgment and responsibility after reading carefully the registration prospectus for the
issuance of new investment units and the secondary offering of investment units prepared by JEI and any amendments thereto.
18
(Appendix 2) Property Income and Expense Outlook
(Millions of yen)
(1)HAMARIKYU
INTERCITY
(2) Aoba-dori Plaza (3) Daiwa Minami-morimachi
Building
Revenues 889 318 396
Expenses (excluding
depreciation)
305 177 126
NOI (Net Operating
Income) 584 140 270
Assumptions for Income and Expense Outlook
The above figures are annual estimates, excluding special circumstances that may arise during the year with
regard to the acquisition of assets to be acquired (i.e., not forecast for the current fiscal period).
Note: This document is prepared as a press release for public announcement concerning the acquisition of assets by JEI and not intended for investment solicitation. In making an
investment, investors are advised to make their own investment decisions at their own judgment and responsibility after reading carefully the registration prospectus for the
issuance of new investment units and the secondary offering of investment units prepared by JEI and any amendments thereto.
19
(Appendix 3) Portfolio Overview after Acquisition of the Property to be Acquired
Area Property # Property Name Date of Acquisition
Acquisition
Price1
(mn yen)
Investment
Ratio2 (% of total
portfolio)
Investment
Ratio by Area2
(%)
Area I Tokyo’s 6 Central Wards
3
I-1 Omori Bellport D June 29, 2006 22,552 8.5
56.0
I-2 Shiba 2-Chome Building June 29, 2006 9,450 3.6
I-3 JEI Hamamatsucho Building June 29, 2006 8,350 3.2
I-4 No. 32 Kowa Building
June 27, 2006 5,040 1.9
October 29, 2010 2,390 0.9
Total 7,430 2.8
I-7 Akasaka Garden City March 28, 2007 23,300 8.8
I-8 AKASAKA INTERCITY
October 26, 2007 17,857 6.8
February 5, 2013 10,289 3.9
Total 28,146 10.7
I-9 Kowa Shirokanedai Building December 24, 2010 4,705 1.8
I-10 Daiba Garden City Building February 4, 2011 11,000 4.2
I-11 No. 35 Kowa Building November 25, 2011 8,280 3.1
I-12 HAMARIKYU INTERCITY
December 20, 2011 7,080 2.7
Due on February 4, 2014 12,000 4.5
Total 19,080 7.2
I-13 Shintomicho Building March 28, 2012 1,750 0.7
I-14 Kowa Nishi-Shimbashi Building March 28, 2013 3,931 1.5
Area II Central Osaka, Central
Nagoya, Central Fukuoka4
II-1 NHK Nagoya Housou Center Building
June 27, 2006 4,300 1.6
4.8 II-2 JEI Nishi-Honmachi Building March 28, 2007 6,673 2.5
II-3 Osaka Kogin Building (Land with Leasehold Interest)
February 5, 2013 1,770 0.7
Area III Tokyo (excl. Area I) and
areas surrounding Tokyo
(Kanagawa, Saitama and
Chiba prefectures)
III-1 Musashikosugi Tower Place June 27, 2006 13,890 5.3
32.3
III-2 Kowa Kawasaki Higashiguchi Building
June 27, 2006 10,976 4.2
III-3 JEI Hongo Building June 29, 2006 5,400 2.0
III-5 Kawasaki Nisshincho Building
June 27, 2006 3,775 1.4
November 30, 2006 130 0.0
October 17, 2008 300 0.1
April 17, 2013 520 0.2
Total 4,725 1.8
III-6 No. 44 Kowa Building June 27, 2006 1,150 0.4
III-7 JEI Ryogoku Building June 27, 2006 2,550 1.0
III-8 Ebina Prime Tower March 29, 2007 6,470 2.4
III-9 Kowa Kawasaki Nishiguchi Building
October 26, 2007 32,000 12.1
III-10 Pacific Square Sengoku December 20, 2011 1,620 0.6
III-11 Core City Tachikawa February 5, 2013 6,500 2.5
Area IV Osaka, Nagoya and Fukuoka
(excl. Area II) and other
government-decreed cities,
etc.
IV-2 JEI Kyobashi Building September 1, 2011 3,308 1.3
6.9
IV-3 JEI Hiroshima Hacchobori Dai-ichi
Seimei Building May 22, 2012 2,760 1.0
IV-4 SE Sankyo Building March 1, 2013 5,500 2.1
IV-5 Aoba-dori Plaza Due on February 4, 2014 2,120 0.8
Note: This document is prepared as a press release for public announcement concerning the acquisition of assets by JEI and not intended for investment solicitation. In making an
investment, investors are advised to make their own investment decisions at their own judgment and responsibility after reading carefully the registration prospectus for the
issuance of new investment units and the secondary offering of investment units prepared by JEI and any amendments thereto.
20
IV-6 Daiwa Minami-morimachi Building Due on February 4, 2014 4,410 1.7
Total 264,097 100.0 100.0
Notes
1. “Acquisition Price” is the acquisition value on the purchase agreement, excluding consumption tax, etc. Figures are rounded to the nearest
unit.
2. “Investment Ratio” and “Investment Ratio by Area” are rounded to the first decimal place.
3. “Tokyo’s 6 Central Wards” is Chiyoda, Chuo, Minato, Shinjuku, Shinagawa, and Shibuya Wards.
4. “Central Osaka” is the Umeda, Dojima, Nakanoshima, Yodoyabashi, and Honmachi districts, ”Central Nagoya” is the Meieki, Fushimi, Sakae
districts, and “Central Fukuoka” is the Tenjin and Hakata Terminal Peripheral districts.
Note: This document is prepared as a press release for public announcement concerning the acquisition of assets by JEI and not intended for investment solicitation. In making an
investment, investors are advised to make their own investment decisions at their own judgment and responsibility after reading carefully the registration prospectus for the
issuance of new investment units and the secondary offering of investment units prepared by JEI and any amendments thereto.
21
Office Lobby
Residence Entrance
Residence
(Appendix 4) External View of the Property to be Acquired
I-12 HAMARIKYU INTERCITY
This Property
Hamamatsucho Sta.
Note: This document is prepared as a press release for public announcement concerning the acquisition of assets by JEI and not intended for investment solicitation. In making an
investment, investors are advised to make their own investment decisions at their own judgment and responsibility after reading carefully the registration prospectus for the
issuance of new investment units and the secondary offering of investment units prepared by JEI and any amendments thereto.
22
IV-5 Aoba-dori Plaza
This Property
Sendai Sta.
Aoba-dori Sta.
Note: This document is prepared as a press release for public announcement concerning the acquisition of assets by JEI and not intended for investment solicitation. In making an
investment, investors are advised to make their own investment decisions at their own judgment and responsibility after reading carefully the registration prospectus for the
issuance of new investment units and the secondary offering of investment units prepared by JEI and any amendments thereto.
23
IV-6 Daiwa Minami-morimachi Building
This Property
Minami-Morimachi Sta.
Osaka-Temmangu Sta.