Translation Purpose Only

February 14, 2020

To All Concerned Parties

6-8-7 Ginza, Chuo-ku, Tokyo

Frontier Real Estate Investment Corporation

Takao Iwadou, Executive Director

(Securities Code: 8964)

Asset Management Company:

Mitsui Fudosan Frontier REIT Management Inc.

Goro Toyama

Chief Executive Officer and Representative Director

Inquiries:

Mitsui Fudosan Frontier REIT Management Inc.

Takashi Iwamoto

Chief Finance Officer and Director

Tel: +81-3-3289-0440

Notice Concerning the Acquisition of Real Estate Properties in Japan

(Two Properties Including TENJIN216)

Frontier Real Estate Investment Corporation (the "Investment Corporation") hereby announces the decision of Mitsui Fudosan Frontier REIT Management Inc., the Investment Corporation's asset management company (the "Asset Management Company"), reached on February 14, 2020, to acquire TENJIN216 and La La Chance HIROSHIMA Geihinkan (land interest) (collectively, the "Acquisition;" the two aforementioned properties are hereinafter collectively referred to as the "Assets to Be Acquired"). As the seller of these properties is a related party of the Asset Management Company as defined by the latter's internal rules regarding transactions with related parties, in line with said rules, the Asset Management Company obtained authorization from the Investment Corporation based on an approval granted by the Investment Corporation's Board of Directors meeting held on February 13, 2020.

1. Details of Assets to Be Acquired

(1)

Property name

TENJIN216

La La Chance HIROSHIMA

Geihinkan (land interest)

(2)

Type of asset to

Real estate

Real estate

be acquired

(3)

Planned

¥2,550 million

¥1,040 million

acquisition

(Land: ¥2,259.3 million,

price *1

Building: ¥290.7 million)

(4)

Contract date

February 14, 2020

February 14, 2020

(5)

Planned

March 4, 2020

March 13, 2020

acquisition date

(Delivery and clearance date)

(Delivery and clearance date)

(6)

Seller *2

Mitsui Fudosan Co., Ltd.

Mitsui Fudosan Co., Ltd.

(7)

Broker

None

None

(8)

Acquisition

Self-financing and loans (planned)

Self-financing and loans (planned)

financing

(9)

Payment

Single payment at the time of delivery

Single payment at the time of delivery

method

*1 The amount noted here excludes miscellaneous acquisition costs, real property taxes, city planning taxes, consumption taxes, etc.

*2 Please refer to "4. Seller Profile," below.

Translation Purpose Only

2. Rationale

The proposed acquisitions are in line with the Investment Corporation's "Basic Policy of Asset Management" and "Investment Stance" as stipulated in its Articles of Incorporation. Specifically, the Investment Corporation expects the Acquisition to help expand its asset size while enhancing the diversity of its properties in terms of geographical location and type of tenant. By doing so, the Investment Corporation aims to maintain and improve the quality, profitability and stability of its portfolio. In its decision to acquire these assets, the Asset Management Company also considered, inter alia, the following factors:

  1. Evaluation of the Sites TENJIN216
    TENJIN216 is located in the Fukuoka/Tenjin area, which boasts a concentration of business and commercial facilities representing Kyushu. The area is served by Nishitetsu Fukuoka (Tenjin) Station, the Nishi-Nippon Railroad terminus, as well as Fukuoka City Subway's Tenjin Station and Tenjin-Minami Station. On an annual basis, these stations see a cumulative total of more than 100 million incoming and outgoing train passengers. TENJIN216 is situated on a corner-lot location at the crossing of Tenjin-Nishi Avenue and Marronnier Avenue. The former avenue boasts an array of stores with street level access, including apparel brand shops as well as service providers. Moreover, in September 2019 an Apple store relocated to a site about a block to the north of the property, reflecting the ongoing concentration of commercial facilities in the area. In addition, a variety of projects associated with the Tenjin Big Bang, an initiative led by Fukuoka City to attract investment, are currently being undertaken in this Tenjin area and the nearby Daimyo area. Accordingly, the number of visitors to the area in which the property is located is expected to grow even larger.

La La Chance HIROSHIMA Geihinkan (land interest)

La La Chance HIROSHIMA Geihinkan (land interest) is located near JR Hiroshima Station (about 10 minutes by foot), a station boasting the highest volume of passenger traffic in the Chugoku region. Moreover, the property is situated within Hiroshima Ball Park Town, a district undergoing an urban development project encompassing land that was occupied by the train yard of the former JR Freight Higashi Hiroshima Station, with Hiroshima Municipal Baseball Stadium (MAZDA Zoom-Zoom Stadium Hiroshima) serving as the project's core facility. Currently, streets around JR Hiroshima Station are also undergoing massive redevelopment, including the reconstruction of station buildings. As the property is easily accessed by foot from JR Hiroshima Station and situated along the main road leading up to the stadium, which serves as a symbol of Hiroshima, it is believed to have significant potential to attract visitors.

  1. Features of the Properties TENJIN216
    TENJIN216 is an urban retail facility completed in November 2019 by expanding and renovating an existing building constructed in 1989 and acquired by Mitsui Fudosan Co., Ltd. in 2018. The renovation involved the additional development of two floors below ground as well as the renewal of areas for common use. Furthermore, a new compartment with glass curtain walls was installed on a corner of the premises to house retail facilities. The glass curtain walls were installed to fully take advantage of the property's location at the Tenjin-Nishi Avenue and Marronnier Avenue crossing, making it even more eye-catching from the street. As all the retail facility segments are directly accessible from Tenjin-Nishi Avenue, the property is capable of ushering in shoppers and other visitors in an extremely smooth manner. Tenants include two foreign-capital apparel brands, boasting a track record in domestic marketing spanning more than 30 years, in addition to two service brands housed on higher floors.

Translation Purpose Only

La La Chance HIROSHIMA Geihinkan (land interest)

On the site, La La Chance HIROSHIMA Geihinkan (land interest), a wedding facility that offers great house- style weddings, was established by the land lessee in 2015. La La Chance HIROSHIMA Geihinkan boasts significant competitive advantages in the neighboring commercial area, as similar facilities are hard to find in the vicinity of JR Hiroshima Station or elsewhere in central Hiroshima City.

3. Details of the Assets to Be Acquired

Name of asset

TENJIN216

Type of asset

Real estate

Location (residence indication)

2-5-16 Tenjin, Chuo-ku, Fukuoka City, Fukuoka

Lot area

282.36 m2 (registered)

Use

Commercial district

Land

Plot ratio

500%

Building to land ratio

80%

Ownership

Property ownership

Structure / Number of floors

Steel reinforced concrete, flat roof construction, one floor

below ground and five floors above ground (registered)

Building

Construction completed

August 20, 1989; expanded on November 7, 2019

Gross floor area

1,274.54 m2 (registered)

Use

Stores

Ownership

Property ownership

Planned

acquisition price

¥2,550 million

Appraisal value

¥2,560 million

Appraiser

Japan Real Estate Institute

PML in earthquake

1%

Collateral

None

Lease details

Lessor

Frontier Real Estate Investment Corporation

Lessee

Not disclosed*

Type of contract

Not disclosed*

Contract term

Not disclosed*

Annual rent

¥125 million

Termination during the contract term

Not disclosed*

Rent revision

Not disclosed*

Leasehold deposit

¥114 million

Security deposit

None

Number of tenants

4

Total leasable floor space

1,041.21 m2

Total leased floor space

1,041.21 m2

Occupancy rate

100% (total leased floor space / total leasable floor space)

The property is currently not equipped with fire shutter

clamping prevention devices in conformity with criteria

Note

stipulated in the Building Standards Act. However, the

seller has agreed with the Investment Corporation to, by

March 31, 2020, responsibly rectify this situation at its own

expense.

*Not disclosed, as the Investment Corporation has not obtained the lessee's permission.

Translation Purpose Only

Name of asset

La La Chance HIROSHIMA Geihinkan (land interest)

Type of asset

Real estate

Location (registered)

3-410-14,3-329-25 Nishikaniya, Minami-ku, Hiroshima City,

Hiroshima

Lot area

7,466 m2 (registered)

Use

Neighboring commercial district

Land

Plot ratio

300%

Building to land ratio

80%

Ownership

Proprietary ownership for land with fixed-termbusiness-use

leasehold interest

Planned

acquisition price

¥1,040 million

Appraisal value

¥1,170 million

Appraiser

Japan Real Estate Institute

PML in earthquake

*1

Collateral

None

Lease details

Lessor

Frontier Real Estate Investment Corporation

Lessee

IKK Inc.

Type of contract

Fixed-termbusiness-use land lease contract

Contract term

Not disclosed*2

Annual rent

Not disclosed*2

Termination during the contract term

Not disclosed*2

Rent revision

Not disclosed*2

Leasehold deposit

Not disclosed*2

Security deposit

Not disclosed*2

Number of tenants

1

Total leasable floor space

7,467.58 m2

Total leased floor space

7,467.58 m2

Occupancy rate

100% (total leased floor space / total leasable floor space)

Note

None

*1

PML in earthquake is not calculated

as the property consists only of land interest.

*2

Not disclosed, as the Investment Corporation has not obtained the lessee's permission.

4. Seller Profile

Company Name

Mitsui Fudosan Co., Ltd.

Address

2-1-1Nihonbashi-Muromachi,Chuo-ku, Tokyo

Name and title of

Masanobu Komoda, President and CEO

representative

Capital

¥339,766 million (as of September 30, 2019)

Established

July 15, 1941

Net assets

¥2,515,141 million (as of September 30, 2019)

Total assets

¥7,100,590 million (as of September 30, 2019)

Major shareholders and

The Master Trust Bank of Japan, Ltd. (trust account) (9.99%) (as of

ownership ratio

September 30, 2019)

Business

Acquisition, ownership, disposal, lease, sale, and management of

real estate

Relationship with the Investment

Corporation and/or the Asset Management Company

Capital relationship

As of December 31, 2019, the seller held 5.63% of the Investment

Corporation's outstanding investment units. Moreover, the seller

holds all of the outstanding shares in the Asset Management

Company.

Personal relationship

As of December 31, 2019, eight of the Asset Management Company's

officers and employees (excluding non-executive directors) were

personnel seconded from the seller.

Translation Purpose Only

Business relationship

The seller is the contractor for the Investment Corporation's SC

management services, provider of new tenant mediation services,

broker for real estate transactions, seller for some of the Investment

Corporation's real estate holdings, and lessee of the Investment

Corporation's real estate holdings.

Status of classification as

The seller is not considered a related party of the Investment

related parties

Corporation. The seller is the parent company of the Asset

Management Company.

5. Status of Previous Property Owners

Name of asset

TENJIN216

(location)

(2-5-16 Tenjin, Chuo-ku, Fukuoka City, Fukuoka)

Status of

Previous owner, etc.

Owner before the previous, etc.

property owner

Name

Mitsui Fudosan Co., Ltd.

Other than a party with a special

interest

Relationship

with party

100% parent company of the Asset

-

with a

Management Company

special

interest

Background

and purpose

For the purpose of development

-

of

acquisition

Acquisition

-

-

price*

Acquisition

November 7, 2019

date

(expansion of building)

-

April 13, 2018

* This information is omitted because the previous owner held the property for more than one year.

Name of asset

La La Chance HIROSHIMA Geihinkan (land interest)

(location)

(3-410-14,3-329-25 Nishikaniya, Minami-ku, Hiroshima City, Hiroshima)

Status of

Previous owner, etc.

Owner before the previous, etc.

property owner

Name

Mitsui Fudosan Co., Ltd.

Other than a party with a special

interest

Relationship

with party

100% parent company of the Asset

with a

Management Company

special

interest

Background

and purpose

For the purpose of development

of

acquisition

Acquisition

-

price*

Acquisition

March 14, 2014

date

* This information is omitted because the previous owner held the property for more than one year.

Translation Purpose Only

6. SC Management Agreement

The Investment Corporation has concluded a Basic Agreement Concerning Shopping Center Management for the operation and management of its retail facilities with Mitsui Fudosan Co., Ltd., the parent company of the Asset Management Company, with the aim of utilizing Mitsui Fudosan's expertise. Based on the stipulations of the basic agreement, an SC management agreement laying out the precise scope of the operations (including property management operations) for TENJIN216, one of the Assets to Be Acquired, will be concluded following the Acquisition.

7. Transactions with Related Parties, etc.

Since the seller of the Assets to Be Acquired falls under the category of related parties set forth in the Asset Management Company's internal rules regarding transactions with related parties, in line with said rules, the Asset Management Company obtained authorization from the Investment Corporation, based on the approval granted by the Investment Corporation's Board of Directors meeting held on February 13, 2020, following a resolution of the Compliance Committee on February 12, 2020. The Asset Management Company's Board of Directors then resolved to conclude the contract on February 14, 2020.

8. Outlook

The expected effect of the Acquisition on the operating forecast for the 32nd and 33rd fiscal periods ending June 30 and December 31, 2020, respectively, has already been factored into the operating forecast published today under "Forecast of Results for the 32nd and 33rd Fiscal Periods" in the "Summary of Financial Results for the 31st Fiscal Period."

9. Summary of Property Appraisal

Name of asset

TENJIN216

Appraisal value

¥2,560,000,000

Appraiser

Japan Real Estate Institute

Date of appraisal

December 31, 2019

Item

Content

Remarks

Calculated using the capitalization

method, with reference to both the value

Indicated value by income

¥2,560,000,000

indicated by the income approach

approach

obtained by the DCF method and the

value indicated by the income approach

obtained by the direct reduction method.

Direct-reduction method

¥2,610,000,000

value

Operating income

Not disclosed*

Underlying gross

Not disclosed*

income

Loss from vacancy,

Not disclosed*

etc.

Operating costs

Not disclosed*

Maintenance and

Not disclosed*

management fees

Translation Purpose Only

Item

Content

Remarks

Utility costs

Not disclosed*

Repair costs

Not disclosed*

Property

Not disclosed*

management fees

Tenant advertising

Not disclosed*

costs

Taxes and public

Not disclosed*

dues

Insurance premium

Not disclosed*

Other expenses

Not disclosed*

Net operating income

¥94,599,000

Operating profit on

Not disclosed*

lump-sum payments

Capital expenditure

Not disclosed*

Net income

¥93,823,000

Cap rate

3.6%

DCF value

¥2,510,000,000

Assessed taking into account the

individual characteristics, etc., of the

Discount rate

3.4%

target property comprehensively, with

reference to investment yields, etc., of

similar real estate.

Assessed taking into account the future

trends of investment yields, risks of the

target property as an investment target,

Terminal cap rate

3.8%

general outlook for future economic

growth rate, trends in real estate prices

and rents, etc., comprehensively, with

reference to transactional yields, etc., of

similar real estate.

Indicated value by cost approach

¥2,530,000,000

Land ratio

88.6%

Building ratio

11.4%

Due to the site characteristics, building use, and other

attributes of the real estate property in question, demand would

primarily come from corporate investors with the ability to raise

Other matters considered by

capital and who, in general, tend to prioritize revenue potential

appraiser in carrying out appraisal

in their transactions.

Given this, the appraisal value was determined through a

combination of the direct reduction method and the DCF

method, with the cost approach value as a reference.

  • As these items include information about the lessee that the Investment Corporation is obliged to keep confidential and information that could be used to calculate such information, the Asset Management Company has deemed that disclosing such items could result in the infringement of confidentiality requirements and thus prove disadvantageous to the Investment Corporation and ultimately harm the interests of unitholders and investors. Accordingly, these items are not disclosed.

Name of asset

La La Chance HIROSHIMA Geihinkan (land interest)

Appraisal value

¥1,170,000,000

Appraiser

Japan Real Estate Institute

Date of appraisal

December 31, 2019

Translation Purpose Only

Item

Content

Remarks

DCF value

¥1,170,000,000

Assessed taking into account the

individual characteristics, etc., of the

Discount rate

6.9%

target property comprehensively, with

reference to investment yields, etc., of

similar real estate.

Attachments

  1. Maps of the surrounding areas of the Assets to Be Acquired and exterior photographs of the assets
  2. Overview of the investment portfolio after the Acquisition

This document is released to media organizations through the Kabuto Club (the press club of the Tokyo Stock Exchange); the Ministry of Land, Infrastructure, Transport and Tourism Press Club; and the Press Club for the Ministry of Land, Infrastructure, Transport and Tourism Construction Paper.

Frontier Real Estate Investment Corporation website: https://www.frontier-reit.co.jp/eng/

Translation Purpose Only

1. Maps of the surrounding areas of the Assets to Be Acquired and exterior photographs of the assets TENJIN216

■Surrounding area

■Property exterior

Translation Purpose Only

La La Chance HIROSHIMA Geihinkan (land interest) ■Surrounding area

■Property exterior

Translation Purpose Only

2. Overview of the investment portfolio after the Acquisition

(Planned)

acquisition

Percentage

Property name

Location

Acquisition date

price (Millions

of portfolio

of yen)

*2

*1

AEON STYLE Shinagawa Seaside

Shinagawa,

August 9, 2004

20,100

6.0%

Tokyo

AEON MALL Ibaraki

Ibaraki City,

August 9, 2004

18,100

5.4%

Osaka

Fukuoka

1.2%

Papillon Plaza*3

City,

August 9, 2004

3,990

Fukuoka

Kamiikedai Tokyu Store

Ota, Tokyo

August 9, 2004

1,490

0.4%

Belltown Tambaguchi Eki-Mae Store

Kyoto City,

August 29, 2005

2,130

0.6%

Kyoto

AEON MALL NAGOYADOME-Mae

Nagoya

March 23, 2006

24,800

7.4%

City, Aichi

Summit Store Takinogawa Momiji-Bashi

Kita, Tokyo

September 29,

3,100

0.9%

2006

Home Center Kohnan Hiroshima

Hiroshima

0.6%

City,

April 13, 2007

1,940

Minami-Machi (land interest)

Hiroshima

Frespo Tosu (land interest)

Tosu City,

November 8,

3,178

0.9%

Saga

2007

Hiroshima

February 19,

6.9%

You Me Town Hiroshima

City,

23,200

2008

Hiroshima

Queen's Isetan Suginami-Momoi

Suginami,

July 4, 2008

3,560

1.1%

Tokyo

Mitsui Outlet Park IRUMA

Iruma City,

July 10, 2008

19,900

5.9%

Saitama

Costco Wholesale Warehouse Iruma

Iruma City,

July 10, 2008

2,600

0.8%

(land interest)

Saitama

Desigual Harajuku

Shibuya,

October 15, 2008

3,100

0.9%

Tokyo

Higashi-

3.5%

Ito-YokadoHigashi-Yamato

Yamato

January 13, 2009

11,600

City, Tokyo

AEON TOWN Tanashi-Shibakubo

Nishi-Tokyo

February 18,

3,100

0.9%

City, Tokyo

2009

Fukuoka

December 16,

1.1%

Don Quijote Fukuoka Tenjin

City,

3,700

2009

Fukuoka

Mitsui Shopping Park LaLaport IWATA

Iwata City,

July 2, 2010

15,200

4.5%

Shizuoka

GINZA GLASSE

Chuo, Tokyo

July 2, 2010

13,600

4.1%

Shimura Shopping Center

Itabashi,

January 18, 2011

4,430

1.3%

Tokyo

Mitsui Shopping Park LaLagarden

Kasukabe

February 16,

3.0%

City,

10,000

KASUKABE

2011

Saitama

Summit Store Yokohama Okano

Yokohama

February 24,

1.7%

City,

5,700

(land interest)

2012

Kanagawa

Translation Purpose Only

(Planned)

acquisition

Percentage

Property name

Location

Acquisition date

price (Millions

of portfolio

of yen)

*2

*1

Fukuoka

February 28,

3.0%

VIORO

City,

10,100

2012

Fukuoka

Rakuhoku HANKYU SQUARE

Kyoto City,

July 4, 2012

8,800

2.6%

Kyoto

Ikebukuro Square

Toshima,

February 1, 2013

20,400

6.1%

Tokyo

Kohnan Kawasaki-Odasakae Mall

Kawasaki

2.1%

City,

January 31, 2014

7,000

(land interest)

Kanagawa

Annex building:

March 25, 2014

Mitsui Shopping Park LaLaport SHIN-

Misato City,

Main building:

7.1%

April 1, 2015

23,770

MISATO

Saitama

August 10, 2016

(additional

acquisition)

Shinsaibashi Square

Osaka City,

March 2, 2015

8,620

2.6%

Osaka

Costco Wholesale Warehouse Shin-

Misato City,

April 1, 2015

3,810

1.1%

Misato (land interest)

Saitama

KOJIMA × BIC CAMERA Naha Store

Naha City,

January 25, 2016

1,850

0.6%

Okinawa

Super Viva Home Zama and Super

Zama City,

July 31, 2017

4,320

1.3%

Sanwa Zama Higashihara (land interest)

Kanagawa

March 28, 2018

SAKAE GLOBE

Nagoya

March 22, 2019

15,650

4.7%

City, Aichi

(additional

acquisition)

Summit Store Higashi-Nagasaki

Toshima,

June 8, 2018

2,022

0.6%

(land interest)

Tokyo

March 22, 2019

Toshima,

September 5,

6.2%

Ikebukuro GLOBE

2019

20,800

Tokyo

(additional

acquisition)

Shinsaibashi MG Building

Osaka City,

March 22, 2019

5,840

1.7%

Osaka

Fukuoka

0.8%

TENJIN216

City,

March 4, 2020

2,550

Fukuoka

La La Chance HIROSHIMA Geihinkan

Hiroshima

0.3%

City,

March 13, 2020

1,040

(land interest)

Hiroshima

Total

335,091

100.0%

*1 (Planned) acquisition price amounts are rounded down to the nearest million yen.

*2 Percentage of portfolio figures are based on (planned) acquisition price and are rounded to the nearest decimal place.

*3 Figures represent the acquisition price for the land of Papillon Plaza only.

Attachments

  • Original document
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Disclaimer

Frontier Real Estate Investment Corporation published this content on 14 February 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 14 February 2020 08:08:07 UTC