For Immediate Release:

MPACT receives strong endorsement with approvals from MCT and MNACT Unitholders for the Proposed Merger1

  • Managers believe the transformative Merger will create a flagship commercial REIT in Asia with stability and scale across key Asian gateway markets
  • Merged Entity will leapfrog to one of the ten largest REITs in Asia, delivering strategic, financial and operational benefits to MCT and MNACT Unitholders
  • Merged Entity will have a diversified and high quality portfolio, anchored by best-in- class commercial assets
  • Tailored "4R" asset and capital management strategy post-Merger to realise benefits from the Merger

Singapore, 23 May 2022 - Mapletree Commercial Trust Management Ltd., as manager of Mapletree Commercial Trust ("MCT" and as manager of MCT, the "MCT Manager") and Mapletree North Asia Commercial Trust Management Ltd., as manager of Mapletree North Asia Commercial Trust ("MNACT" and as manager of MNACT, the "MNACT Manager"), are pleased to jointly announce that unitholders of MCT ("MCT Unitholders") and unitholders of MNACT ("MNACT Unitholders") have approved the proposed merger of MCT and MNACT ("Merger") by way of a trust scheme of arrangement (the "Trust Scheme"). Additionally, all resolutions at MCT's EGM, MNACT's EGM and Trust Scheme Meeting were duly passed and well supported by the respective unitholders.

At MCT's EGM, approximately 91.67% of the total number of votes received from MCT Unitholders were cast in favour of the ordinary resolution relating to the Merger by way of the Trust Scheme (Resolution 1); approximately 91.70% of the total number of votes received from MCT Unitholders were cast in favour of the ordinary resolution relating to the proposed allotment and issuance of units of MCT ("MCT Units") to the MNACT Unitholders as full or part of the consideration for the Merger (Resolution 2); approximately 85.73% of the total number of votes received from MCT Unitholders were cast in favour of the proposed Whitewash Resolution in relation to the Concert Party Group (Resolution 3); and approximately 92.15% of the total number of votes received from MCT Unitholders were cast in favour of the extraordinary resolution

1 Unless otherwise defined, all capitalised terms used and not defined herein shall have the same meanings given to them in the circular issued by the MCT Manager to MCT Unitholders on 29 April 2022 and the scheme document issued by the MNACT Manager to MNACT Unitholders on 29 April 2022.

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relating to the proposed amendments to the MCT Trust Deed to adopt the Management Fee Supplement (Resolution 4). Accordingly, the MCT Manager will proceed with the Merger on satisfaction and/or waiver of all Conditions, and the MCT Trust Deed Amendments will be adopted and the management fee structure of the Merged Entity will be pegged to distributable income and DPU growth, which will promote closer alignment of interests with unitholders. Mapletree Investments Pte Ltd. ("MIPL" or the "Sponsor") and its associates, including the MIPL Entities, have abstained from voting on Resolutions 1, 2 and 4. The Sponsor and its concert parties, and parties not independent of them, including the MIPL Entities, have abstained from voting on Resolution 3. The non-independent directors of the MCT Manager have also abstained from voting on all resolutions at MCT's EGM.

At MNACT's EGM, approximately 99.03% of the total number of votes received from MNACT Unitholders were cast in favour of the extraordinary resolution relating to the proposed amendments to the MNACT Trust Deed2 to introduce provisions to facilitate the implementation of a trust scheme of arrangement3. In addition, at the meeting of MNACT Unitholders convened by orders of the Court to approve the Trust Scheme (the "Trust Scheme Meeting"), the resolution to approve the Trust Scheme was approved by approximately 86.19% in number of MNACT Unitholders representing approximately 97.68% in value of the total number of MNACT units held by MNACT Unitholders present and voting by proxy at the Trust Scheme Meeting. The MCT Manager and its concert parties, common substantial unitholders of MCT and MNACT (i.e. those holding 5% or more of the interests in both MCT and MNACT), as well as the MNACT Manager, have abstained from voting on the Trust Scheme at the Trust Scheme Meeting.

Ms. Sharon Lim, Chief Executive Officer of the MCT Manager, said, "We are heartened to receive the approval from MCT Unitholders for the Merger. With this mandate as well as the Sponsor's unwavering support, we are now more ready than ever to take MCT to the next level. Our biggest responsibility is to execute the "4R" asset and capital management strategy when the Merger is completed. In particular, we will harness the best of both teams to capitalise on market recovery. The enlarged scale and stronger financial muscles of MPACT will enable us to undertake capital recycling opportunities, take on value- enhancing asset enhancement and development initiatives, and pursue larger acquisitions in Asia's key gateway markets. Our primary commitment to MCT Unitholders remains unchanged - to drive long-termgrowth and sustainable return. With a diversified and high quality portfolio across Singapore, Hong Kong SAR, China, Japan and South Korea, of which best-in-classassets constitute approximately 67% of the merged portfolio, we believe we can deliver. We thank MCT Unitholders for your trust - this is an esteemed privilege that we do not take lightly."

  1. "MNACT Trust Deed" means the deed of trust constituting MNACT dated 14 February 2013 (as amended).
  2. All MNACT Unitholders can vote at the MNACT EGM on the basis that this resolution is not inter-conditional with the other resolutions with respect to the transaction, and that all MNACT Unitholders are treated equally.

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Ms. Cindy Chow, Chief Executive Officer of the MNACT Manager, said, "We are grateful for the strong support and mandate from our unitholders, which is a testament to their confidence in the transformative Merger. As we mark this significant milestone, on behalf of the entire board of directors and management team, we would like to thank our unitholders for their unwavering support of MNACT since IPO. Going forward, MPACT is expected to leapfrog to one of the ten largest REITs in Asia, and will be an even stronger platform with a compelling and well-curatedgrowth strategy, delivering strategic, financial and operational benefits to our unitholders. Backed by the strong support of our Sponsor, MPACT is well placed to reposition the enlarged portfolio and to ride on the recovery and long-termgrowth of Asia to deliver long- term sustainable value to all unitholders."

Strategically, the Merger is expected to be transformative, combining strength and growth potential to create a flagship Asian commercial REIT with stability and scale. The Merged Entity will be a proxy to key gateway markets of Asia that is anchored by a high quality and diversified commercial portfolio. The integration of size and a ready platform will position the Merged Entity well to pursue growth opportunities across geographies. The Merged Entity will have a free float size equivalent to or greater than MCT's and will remain a constituent of key indices, ultimately benefitting all unitholders of the Merged Entity. Through the Merger, MCT and MNACT will be able to tap on the next stage of growth to build an even stronger platform and to deliver sustainable value to all unitholders.

The Merger is to be effected through the acquisition by MCT of all the issued and paid-up units of MNACT (the "MNACT Units") by way of a trust scheme of arrangement. During the election period in respect of the Scheme Consideration (the "Election Period"), each MNACT Unitholder is entitled to elect to receive only one form of the Scheme Consideration. MNACT Unitholders will be entitled to receive, for each MNACT Unit held by it as at 5.00 p.m. on the Record Date to be announced (before the Effective Date), the following consideration (the "Scheme Consideration"), at its election: (i) Scrip-OnlyConsideration: 0.5963 Consideration Units at the issue price of S$2.0039 per MCT Unit (the "Scheme Issue Price"); OR(ii) Cash- and-ScripConsideration: S$0.1912 in cash and 0.5009 Consideration Units at the Scheme Issue Price; OR(iii) Cash-OnlyConsideration: S$1.1949 in cash. The Cash-Only Consideration will be the default form of the Scheme Consideration. MNACT Unitholders who do not make any election or fail to make a valid election for the Scrip-Only Consideration, Cash-and-Scrip Consideration or Cash-Only Consideration shall be deemed to have elected to receive the Cash-Only Consideration if the Trust Scheme becomes effective in accordance with its terms.

After the Election Period, the MCT Manager may undertake a pro-ratanon-renounceable preferential offering ("Preferential Offering") of up to 1,094 milllion MCT Units to MCT Unitholders at an issue price of S$2.0039 per MCT Unit, which is equivalent to the Scheme Issue Price of each Consideration Unit, to raise gross proceeds of up to S$2.2 billion. Whether the Preferential Offering will be undertaken and the size of

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the Preferential Offering will be determined based on, among others, the results of the election by the MNACT Unitholders for the different forms of the Scheme Consideration pursuant to the Trust Scheme. In support of the Merger, the Sponsor has provided undertakings to subscribe for the Maximum Preferential Offering Units (i.e. up to 1,094 milllion MCT Units) for an aggregate subscription consideration of up to S$2.2 billion at the issue price of S$2.0039 per MCT Unit, as well as a voluntary six-monthlock-up of its unitholdings in the Merged Entity held through the MIPL Entities following the completion of the Trust Scheme or the Preferential Offering (whichever is earlier).

Subject to obtaining the necessary approvals and the satisfaction and/or waiver of all Conditions, the Trust Scheme will become effective. The Effective Date of the Trust Scheme is expected to be in early August 20224, following which MNACT will be delisted from the Singapore Exchange Securities Trading Limited ("SGX-ST") in mid-August 20223.

For further information, please contact:

Investor Contacts

Mapletree Commercial Trust Management

Mapletree North Asia Commercial Trust

Ltd.

Management Ltd.

Teng Li Yeng

Elizabeth Loo Suet Quan

Director, Investor Relations

Director, Investor Relations

Tel: +65 6377 6836

Tel: +65 6377 6705

Email:teng.liyeng@mapletree.com.sg

Email:elizabeth.loo@mapletree.com.sg

DBS Bank Ltd.

The Hong Kong and Shanghai Corporation

Tel: +65 6878 4649

Limited, Singapore Branch

Tel: +65 9784 9209

Media Contacts

Citigate Dewe Rogerson

Chia Hui Kheng / Foo Yiting

Tel: +65 6534 5122

Email: mpact@citigatedewerogerson.com

4 The dates for these events are indicative only and are subject to change. Any changes (including any determination of the relevant dates) to these events will be announced. Please refer to future SGXNET announcement(s) by the MCT Manager and the MNACT Manager for the exact dates of these events.

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About Mapletree Commercial Trust

Mapletree Commercial Trust is a Singapore-focused real estate investment trust ("REIT") that invests on a long- term basis, directly or indirectly, in a diversified portfolio of income-producing real estate used primarily for office and/or retail purposes, whether wholly or partially, in Singapore, as well as real estate related assets. MCT's portfolio comprises VivoCity, Mapletree Business City, mTower, Mapletree Anson and Bank of America HarbourFront. These five assets have a total NLA of 5.0 million square feet with a total value of S$8.8 billion as at 31 March 2022.

MCT is managed by Mapletree Commercial Trust Management Ltd., a wholly owned subsidiary of Mapletree Investments Pte Ltd. For more information, please visit https://www.mapletreecommercialtrust.com.

About Mapletree North Asia Commercial Trust

Listed on the SGX-ST on 7 March 2013, MNACT is the first REIT that offers investors the opportunity to invest in high-quality commercial properties situated in China, Hong Kong SAR, Japan and South Korea.

MNACT consists of 13 properties in China, Hong Kong SAR, Japan and South Korea:

  • Beijing, China: Gateway Plaza, a Grade-A office building with a podium area;
  • Hong Kong SAR: Festival Walk, a landmark territorial retail mall with an office component;
  • Shanghai, China: Sandhill Plaza, a Grade-A business park development situated in Zhangjiang Science City, Pudong;
  • Japan: total of nine properties comprising five office buildings in Tokyo (IXINAL Monzen-nakacho Building, Higashi-nihonbashi1-chome Building, TS Ikebukuro Building, Omori Prime Building and Hewlett-Packard Japan Headquarters Building); an office building in Yokohama (ABAS Shin-Yokohama Building) and three office buildings in Chiba (SII Makuhari Building, Fujitsu Makuhari Building and mBAY POINT Makuhari); and
  • Seoul, South Korea: The Pinnacle Gangnam, a freehold office building with retail amenities located in Gangnam business district.

As at 31 March 2022, MNACT's total AUM is S$8.3 billion (including MNACT's 50% interest in The Pinnacle Gangnam).

MNACT is managed by Mapletree North Asia Commercial Trust Management Ltd., a wholly owned subsidiary of Mapletree Investments Pte Ltd. For more information, please visit www.mapletreenorthasiacommercialtrust.com.

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Mapletree North Asia Commercial Trust published this content on 23 May 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 23 May 2022 12:55:04 UTC.