Heiwa Real Estate REIT : Notice Concerning Borrowing of Funds and Repayment of Loans

May 25, 2023

This notice is the English translation of the Japanese announcement on May 25, 2023

REIT Issuer

HEIWA REAL ESTATE REIT, Inc.

5-1 Nihonbashi Kabuto-cho,Chuo-ku, Tokyo

Aya Motomura, Executive Director

(Securities Code: 8966)

Asset Management Company

HEIWA REAL ESTATE Asset Management CO., LTD.

Masanori Hirano, Representative Director, President and Chief Executive Officer Inquiries: Junichi Kawamura, Managing Officer and General Manager of Planning & Finance Department TEL. [phone]

Notice Concerning Borrowing of Funds and Repayment of Loans

HEIWA REAL ESTATE REIT, Inc. (the "Investment Corporation") announced today the following decision to borrow funds and make repayment of loans, as described below.

		Details
1. Borrowing of Funds
(1) Details of Borrowings
Term Loan 71 Tranche A
	Lender	Sumitomo Mitsui Banking Corporation
	Loan Amount	100 million yen
	Interest Rate	Base interest rate (JBA 1-month Japanese Yen TIBOR) + 0.200% (Note 1)
	Drawdown Date	May 31, 2023
	Borrowing Method	Borrowing based on the individual loan agreements with the above lender scheduled to
	be concluded on May 29, 2023
		The last day of every month (the first interest payment date shall be June 30, 2023) and
	Interest Payment Date	the principal repayment date (however, in the event that one of these days is not a
		business day, the business day immediately preceding it)
	Principal Repayment Date	May 31, 2024
	Principal Repayment Method	Lump-sum repayment on the principal repayment date
	Collateral and Guarantee	Unsecured and unguaranteed
	Term Loan 71 Tranche B
	Lender	Resona Bank, Limited., Sumitomo Mitsui Trust Bank, Limited, The Nomura Trust and
	Banking Co., Ltd.
	Loan Amount	900 million yen
	Interest Rate	Base interest rate (JBA 3-month Japanese Yen TIBOR) + 0.310% (Note 2)
	Drawdown Date	May 31, 2023
	Borrowing Method	Borrowing based on the individual loan agreement with the above lender scheduled to be

	concluded on May 29, 2023
	The last day of every January, April, July and October (the first interest payment date
Interest Payment Date	shall be July 31, 2023) and the principal repayment date (however, in the event that one
	of these days is not a business day, the business day immediately preceding it)
Principal Repayment Date	May 29, 2026
Principal Repayment Method	Lump-sum repayment on the principal repayment date
Collateral and Guarantee	Unsecured and unguaranteed

Term Loan 71 Tranche C

Lender	Mizuho Bank, Ltd., SBI Shinsei Bank, Limited
Loan Amount	300 million yen
Interest Rate	Base interest rate (JBA 3-month Japanese Yen TIBOR) + 0.410% (Note 2)
Drawdown Date	May 31, 2023
Borrowing Method	Borrowing based on the individual loan agreement with the above lender scheduled to be
concluded on May 29, 2023
	The last day of every January, April, July and October (the first interest payment date
Interest Payment Date	shall be July 31, 2023) and the principal repayment date (however, in the event that one
	of these days is not a business day, the business day immediately preceding it)
Principal Repayment Date	October 29, 2027
Principal Repayment Method	Lump-sum repayment on the principal repayment date
Collateral and Guarantee	Unsecured and unguaranteed

Term Loan 71 Tranche D

Lender	MUFG Bank, Ltd.
Loan Amount	500 million yen
Interest Rate	TBD (fixed interest rate) (Note 3)
Drawdown Date	May 31, 2023
Borrowing Method	Borrowing based on the individual loan agreement with the above lender scheduled to be
concluded on May 29, 2023
	The last day of every January, April, July and October (the first interest payment date
Interest Payment Date	shall be July 31, 2023) and the principal repayment date (however, in the event that one
	of these days is not a business day, the business day immediately preceding it)
Principal Repayment Date	October 29, 2027
Principal Repayment Method	Lump-sum repayment on the principal repayment date
Collateral and Guarantee	Unsecured and unguaranteed

Term Loan 71 Tranche E

Lender	Sumitomo Mitsui Banking Corporation, Resona Bank, Limited., Sumitomo Mitsui Trust
Bank, Limited, Mizuho Bank, Ltd., SBI Shinsei Bank, Limited
Loan Amount	2,980 million yen
Interest Rate	Base interest rate (JBA 3-month Japanese Yen TIBOR) + 0.560% (Note 2)
Drawdown Date	May 31, 2023
Borrowing Method	Borrowing based on the individual loan agreement with the above lender scheduled to be
concluded on May 29, 2023
	The last day of every January, April, July and October (the first interest payment date
Interest Payment Date	shall be July 31, 2023) and the principal repayment date (however, in the event that one
	of these days is not a business day, the business day immediately preceding it)
Principal Repayment Date	May 31, 2030
Principal Repayment Method	Lump-sum repayment on the principal repayment date

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Collateral and Guarantee

Unsecured and unguaranteed

Term Loan 71 Tranche F

Lender	MUFG Bank, Ltd.
Loan Amount	1,000 million yen
Interest Rate	TBD (fixed interest rate) (Note 3)
Drawdown Date	May 31, 2023
Borrowing Method	Borrowing based on the individual loan agreement with the above lender scheduled to be
concluded on May 29, 2023
	The last day of every January, April, July and October (the first interest payment date
Interest Payment Date	shall be July 31, 2023) and the principal repayment date (however, in the event that one
	of these days is not a business day, the business day immediately preceding it)
Principal Repayment Date	May 31, 2030
Principal Repayment Method	Lump-sum repayment on the principal repayment date
Collateral and Guarantee	Unsecured and unguaranteed

(Note 1) The base interest rate applicable to the calculation period for the interest payable on an interest payment date is the 1 -month Japanese Yen TIBOR released by JBA TIBOR Administration (the "JBATA") two business days preceding the first day of each Interest calculation period. For JBA's Japanese Yen TIBOR, please check with JBATA's website (http://www.jbatibor.or.jp/english/rate/).

(Note 2) The base interest rate applicable to the calculation period for the interest payable on an interest payment date is the 3 -month Japanese Yen TIBOR released by JBA TIBOR Administration (the "JBATA") two business days preceding the first day of each Interest calculation period. For JBA's Japanese Yen TIBOR, please check with JBATA's website (http://www.jbatibor.or.jp/english/rate/).

(Note 3) The interest rate will be announced when determined.

1. Reason for Borrowings
   The total amount of the funds to be procured (5,780 million yen) will be used to fund the repayment of the existing loans outlined in "2. Loans for Repayment" below.

2. Loans for Repayment

Term Loan 26 Tranche C

Lenders	Resona Bank, Ltd., MUFG Bank, Ltd., SBI Shinsei Bank, Limited, Mizuho Bank, Ltd.
Loan Balance	2,880 million yen
Drawdown Date	May 29, 2015
Principal Repayment Date	May 31, 2023

Term Loan 44 Tranche A

Lenders	Sumitomo Mitsui Banking Corporation, Resona Bank, Ltd., Sumitomo Mitsui Trust
Bank, Limited, The Nomura Trust and Banking Co., Ltd, SBI Shinsei Bank, Limited
Loan Balance	2,700 million yen
Drawdown Date	October 31, 2019
Principal Repayment Date	May 31, 2023

Term Loan 60 Tranche A

Lenders	Sumitomo Mitsui Banking Corporation
Loan Balance	200 million yen
Drawdown Date	May 31, 2022

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Principal Repayment Date

May 31, 2023

3. Status of Interest-Bearing Liabilities after Borrowing of Funds and after Early Repayment Before the Due Date announced in the "Notice Concerning of Early Repayment of Loan" announced on May 22, 2023.

(Unit: million yen, fractions of one unit have been rounded off)

		Before Borrowing and	After Borrowing and	Change
		Repayment (Note)	Repayment
	Short-term loans	1,480	100	-1,380
	Long-term loans due	11,760	6,180	-5,580
	within 1 year
	Long-term loans	87,677	93,357	5,680
	Total loans	100,917	99,637	-1,280
	Investment corporation bonds	8,900	8,900	-
	Total interest-bearing liabilities	109,817	108,537	-1,280

(Note) The status of"Before Borrowing and Repayment"reflects relevant amounts before the borrowing of funds and the repayment of loans announced on today and such amounts before the early repayment before the due date announced in the"Notice Concerning of Early Repayment of Loan"announced on May 22, 2023, while the status of"After Borrowing and Repayment"shows relevant amounts after the execution of all of the said transactions.

4. Other

The risks associated with the borrowing of funds as described above do not change from those detailed in "Investment Risks" in the securities registration statement, which was submitted on May 22, 2023. and the periodic securities report (yuka shoken hokokusho) for the fiscal period ended November 2022 (42nd Fiscal Period), which was submitted on February 28, 2023.

• Investment Corporation Website:https://www.heiwa-re.co.jp/en/

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