Japan Hotel REIT Investment : Notice Concerning Acquisition of New Assets (Trademark Rights of “Oriental Hotel” brand, etc.)

This English translation is provided for information purposes only. If any discrepancy is identified between this translation and the Japanese original, the Japanese original shall prevail.

May 15, 2020

REIT Issuer:

Japan Hotel REIT Investment Corporation (TSE code: 8985)

Kaname Masuda, Executive Director

Asset Management Company:

Japan Hotel REIT Advisors Co., Ltd.

Hisashi Furukawa, President & CEO

Contact:

Makoto Hanamura

Executive Director,

Head of Planning Group, Operations Division

TEL: [phone]

Notice Concerning Acquisition of New Assets (Trademark Rights of "Oriental Hotel" brand, etc.)

This is to inform you that Japan Hotel REIT Advisors, Co., Ltd. (hereinafter called the "Asset Management Company"), the asset management company of Japan Hotel REIT Investment Corporation (hereinafter called "JHR"), has resolved to acquire the assets below (hereinafter called the "Assets for Anticipated Acquisition") today.

The seller, Hotel Management Japan Co., Ltd. (hereinafter called "HMJ") falls under an "Interested Party, etc." as stipulated in the Act on Investment Trust and Investment Corporation (Act No. 198 of 1951, as amended; hereinafter called the "Investment Trust Act"). Therefore, the acquisition of the Assets for Anticipated Acquisition has been approved by JHR based on resolution at JHR's Board of Directors meeting pursuant to the Investment Trust Act and the internal codes for transactions with Sponsor-Related Parties stipulated by the Asset Management Company (Please see "7. Transaction with Interested Party" below).

1. Summary of the Assets for Anticipated Acquisition

Name of the Assets for	Anticipated acquisition	Seller	Anticipated
Anticipated Acquisition	price (*1) (*2)	(*3)	acquisition date

Trademark rights of

"Oriental Hotel" brand, JPY550,000,000HMJMay 15, 2020 etc.

(*1) The anticipated acquisition price is the price based on the trademark rights transfer agreement. The anticipated acquisition price does not include expenses for acquisition and consumption tax, etc.

(*2) The Asset Management Company and a third-party organization evaluated and analyzed the acquisition price in order to determine the anticipated acquisition price.

(*3) Please see "4. Summary of the Seller" below for the sellers.

2. Rationale for the Acquisition

The Assets for Anticipated Acquisition are the total 25 trademark rights of "Oriental Hotel" brands, etc. (hereinafter correctively called the "Trademark Rights"). There are five hotels which carry "Oriental Hotel" brand as of today among the hotels owned by JHR, and all five hotels are operated by HMJ.

Some of the trademark rights were acquired by HMJ in February 2020 in order to expand "Oriental Hotel" brand (No. 1 to No.6 described in "3. Details of the Assets for Anticipated Acquisition." Hereinafter called the "Six Trademark Rights"), and the other trademark rights were registered by filing an application by HMJ (No. 7 to No.25 described in "3. Details of the Assets for Anticipated Acquisition." Hereinafter called the "19 Trademark Rights"). JHR has determined that the acquisition of the asset would be appropriate in consideration of the preservation and improvement of the asset value of the assets JHR owns through direct acquisition of the

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Trademark Rights by JHR, as well as the profitability and future potential of receiving trademark license fees by investing in the Trademark Rights.

JHR believes that the acquisition of the Assets for Anticipated Acquisition will enable the appropriate management of the Oriental Hotel brand, and at the same time, the stable revenue is expected because the annual license fees received directly or indirectly from HMJ and third parties are expected to be JPY31 million.

3. Details of the Assets for Anticipated Acquisition

Name of the assets for anticipated	Trademark rights for "Oriental Hotel" brand, etc.
acquisition
Asset category	Trademark rights
License fee	JPY31,208,925 (annual）
	1.	Trademark registration number: No. 3066167
	2.	Trademark registration number: No. 3097262
	3.	Trademark registration number: No. 3196092
	4.	Trademark registration number: No. 3097260
	5.	Trademark registration number: No. 3079997
	6.	Trademark registration number: No. 3099411
	7.	Trademark registration number: No. 5303142
	8.	Trademark registration number: No. 5320059
	9.	Trademark registration number: No. 5320060
	10.	Trademark registration number: No. 5320061
	11.	Trademark registration number: No. 5340619
Registration number of the	12.	Trademark registration number: No. 5340620
13.	Trademark registration number: No. 5340621
Trademark Rights
14.	Trademark registration number: No. 5340622
	15.	Trademark registration number: No. 6154328
	16.	Trademark registration number: No. 6154329
	17.	Trademark registration number: No. 6154330
	18.	Trademark registration number: No. 3079993
	19.	Trademark registration number: No. 4079153
	20.	Trademark registration number: No. 4210398
	21.	Trademark registration number: No. 4210424
	22.	Trademark registration number: No. 4295059
	23.	Trademark registration number: No. 4413310
	24.	Trademark registration number: No. 5066009
	25.	Trademark registration number: No. 6248798

4. Summary of the Seller

Name	Hotel Management Japan Co., Ltd.
Headquarters	Ebisu Neonato 4F, 4-1-18, Ebisu, Shibuya-ku, Tokyo JAPAN
Representative	Representative Director：Junichi Araki
Capital	JPY50,000,000 (as of the end of December 2019)
Establishment	August 29, 2005
Net assets	JPY1,376,510,000 (as of the end of December 2019)
Total assets	JPY6,570,750,000 (as of the end of December 2019)
Major shareholder and	SC J-Holdings Pte. Ltd. (100%) (as of the end of December 2019)
shareholding ratio
Major business	Management and operation of hotels
Capital relationship	The company concerned is a corporation in which SC J-Holdings Pte.
Human relationship	Ltd. indirectly holds 100% of the issued and outstanding shares. SC J-
Business relationship	Holdings Pte. Ltd. is a corporation that owns 100% of equity interest of
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	Rockrise Sdn Bhd. Rockrise Sdn Bhd is a parent company which holds
	87.6% of the issued and outstanding shares of the Asset Management
	Company.
Related parties	The company falls under the category of interest-related party by the
Investment Trust Act.

5. Status of the Previous Owners

1. Current Owner

		Name	Hotel Management Japan Co., Ltd.
		Status of previous owner	Current owner
				The company concerned is a corporation in which SC J-Holdings Pte.
		Relationship with persons	Ltd. indirectly holds 100% of the issued and outstanding shares. SC J-
		Holdings Pte. Ltd. is a corporation that owns 100% of equity interest of
		with special interests	Rockrise Sdn Bhd. Rockrise Sdn Bhd is a parent company which holds
				87.6% of the issued and outstanding shares of the Asset Management
				Company.
		Background and reason for	JHR acquired the Trademark Rights in order to expand the "Oriental
		the acquisition	Hotel" brand, aiming for HMJ's future expansion of hotel operation.
		Acquisition price	JPY550,000,000
		Timing of the acquisition	February 28, 2020
	(2) Previous Owner
			The previous owner of the Six Trademark Rights does not have any special interest relationship with either
			JHR or the Asset Management Company. Therefore, the details are omitted. Not appliable for the 19
			Trademark Rights.
6.	Summary of Broker
	Not applicable
7.	Transaction with Interested Party
	HMJ falls under the category of an interested party, etc. as stipulated in Article 201 of the Investment Trust Act
	and Article 123 of the Order for Enforcement of the Act on Investment Trusts and Investment Corporations.
	Therefore, in accordance with "the Code for Transaction with the Sponsor-Related Parties" stipulated by the
	Asset Management Company, appropriate procedures stipulated in the Code for Transactions with Sponsor-
	Related Parties such as approval of the compliance committee attended by outside experts and of the Board of
	Directors meeting of JHR have been obtained, prior to the conclusion of the Trademark Transfer Agreement and
	the Trademark License Agreement with HMJ.
8.	Settlement Method
	JHR plans to pay the transaction amounts by using cash on hand.
9.	Schedule of Settlement Dates
			Resolution for the acquisition		May 15, 2020
			Conclusion of the agreement		May 15, 2020
			Settlement and transfer			May 15, 2020 (scheduled)
10.	Future Prospects

As the proportion of the revenue from license fees from the Assets of Anticipated Acquisition to the revenue of JHR is limited, the operating forecast after the acquisition of the Assets of Anticipated Acquisition has not been changed from "Notice Concerning Revision of Operating Forecast and Forecast of Dividend for the Fiscal Year Ending December 2020 (21st Period)" dated March 25, 2020.

• Website of Japan Hotel REIT Investment Corporation:https://www.jhrth.co.jp/en/3